Common use of Destruction and Restoration Clause in Contracts

Destruction and Restoration. A. Tenant covenants and agrees that in case of damage to or destruction of the Demised Premises after the Commencement Date of the term of this Lease, by fire or otherwise, Tenant, at its sole cost and expense, shall promptly restore, repair, replace and rebuild the same as nearly as possible to the condition that the same were in immediately prior to such damage or destruction with such changes or alterations (made in conformity with paragraph 6 hereof) as may be reasonably acceptable to Landlord or required by law. Tenant shall forthwith give Landlord written notice of such damage or destruction upon the occurrence thereof and specify in such notice, in reasonable detail, the extent thereof. Such restoration, repairs, replacements, rebuilding, changes and alterations, including the cost of temporary repairs for the protection of the Demised Premises, or any portion thereof, pending completion thereof are sometimes hereinafter referred to as the "Restoration." The Restoration shall be carried on and completed in accordance with the provisions and conditions of this Lease including but not limited to paragraphs 5, 6, 9, and 16 hereof. Tenant shall, at Tenant's expense, regardless of whether there are sufficient insurance proceeds therefor, promptly commence and complete with all due diligence the Restoration to as nearly as possible the condition which existed prior to such damage or destruction. B. All insurance moneys held by Agent, shall be applied to the payment of the costs of the Restoration and shall be paid out from time to time as the Restoration progresses upon the written request of Tenant, accompanied by a certificate of the architect or a qualified professional engineer in charge of the Restoration stating that as of the date of such certificate (a) the sum requested is justly due to the contractors, subcontractors, materialmen, laborers, engineers, architects, or persons, firms or corporations furnishing or supplying work, labor, services or materials for such Restoration, or is justly required to reimburse Tenant for any expenditures made by Tenant in connection with such Restoration, and when added to all sums previously paid out by Landlord does not exceed the value of the Restoration performed to the date of such certificate by all of said parties; (b) except for the amount, if any, stated in such certificates to be due for work, labor, services or materials, there is no outstanding indebtedness known to the person signing such certificate, after due inquiry, which is then due for work, labor, services or materials in connection with such Restoration, which, if unpaid, might become the basis of a mechanic's lien or similar lien with respect to the Restoration or a lien upon the Demised Premises, or any portion thereof; and (c) the costs, as estimated by the person signing such certificate, of the completion of the Restoration required to be done subsequent to the date of such certificate in order to complete the Restoration do not exceed the sum of the remaining insurance moneys, remaining in the hands of Landlord or Agent, if applicable, after payment of the sum requested in such certificate. As a condition to payment, Tenant shall furnish Landlord or Agent, if applicable, at the time of any such payment with evidence reasonably satisfactory to Landlord or Agent, if applicable, that there are no unpaid bills in respect to any work, labor, services or materials performed, furnished or supplied in connection with such Restoration. If the insurance moneys in the hands of Landlord, shall be insufficient to pay the entire costs of the Restoration, Tenant agrees to pay any deficiency promptly. Tenant shall continue to be liable for full payment of Base Rent, Additional Rent and any other amounts due and payable hereunder. Upon completion of the Restoration and payment in full thereof by Tenant, Landlord or Agent, if applicable, shall within a reasonable period of time thereafter, turn over to Tenant all insurance moneys or other moneys then remaining upon submission of proof reasonably satisfactory to Landlord or Agent, if applicable, that the Restoration has been paid for in full and the damaged or destroyed Improvements repaired, restored or rebuilt as nearly as possible to the condition they were in immediately prior to such damage or destruction, or with such changes or alterations as may be made in conformity with the terms hereof. C. No destruction of or damage to the Demised Premises, or any portion thereof, by fire, casualty or otherwise shall permit Tenant to surrender this Lease or shall relieve Tenant from its liability to pay to Landlord the Base Rent and Additional Rent payable under this Lease or from any of its other obligations under this Lease, and Tenant waives any rights now or hereafter conferred upon Tenant by present or future law or otherwise to quit or surrender this Lease or the Demised Premises, or any portion thereof, to Landlord or to any suspension, diminution, abatement or reduction of rent on account of any such damage or destruction.

Destruction and Restoration. A. Tenant covenants and agrees that in case of damage to or destruction If, after the commencement of the Demised term of the Lease and prior to the expiration or earlier termination hereof, the Leased Premises shall be partially damaged (as distinguished from “substantially damaged”, as that term is hereinafter defined) by fire or casualty, Landlord shall promptly proceed to restore the Leased Premises to substantially the condition in which the Leased Premises were in immediately preceding such damage, but Landlord shall not be responsible for any damages Tenant may sustain attributable to delay in such restoration which may result from any cause beyond the reasonable control of Landlord. Subject to the terms and conditions contained in the mortgage between the Landlord and any mortgagee of the Leased Premises, if, after the Commencement Date commencement of the term of this Lease, and prior to the expiration or earlier termination hereof, the building and improvements located on the Leased Premises shall be substantially damaged, as that term is hereinafter defined, by fire or otherwisecasualty, the risk of which is covered by Tenant’s insurance, at its sole cost and expenseLandlord does not elect to terminate this Lease as hereinafter set forth, shall Landlord shall, consistent with zoning laws and building codes then in existence, promptly restore, repair, replace and rebuild restore the same as nearly as possible Leased Premises to substantially the condition that which the same were Leased Premises where in immediately prior preceding such damage, except as hereinafter provided, but Landlord shall not be responsible for any damages Tenant may sustain attributable to delay in such damage or destruction with such changes or alterations (made in conformity with paragraph 6 hereof) as restoration which may be reasonably acceptable result from a cause beyond the reasonable control of Landlord. Should the net amount of insurance proceeds available to Landlord or required by law. Tenant shall forthwith give Landlord written notice of such damage or destruction upon the occurrence thereof and specify in such notice, in reasonable detail, the extent thereof. Such restoration, repairs, replacements, rebuilding, changes and alterations, including be insufficient to cover the cost of temporary repairs for restoring the protection Leased Premises, then, in the reasonable business judgment of the Demised PremisesLandlord, Landlord may, but shall have no obligation to, supply the amount of such insufficiency and restore the Leased Premises with all reasonable diligence, or any portion thereof, pending completion thereof are sometimes hereinafter referred Landlord may elect to as the "Restoration." The Restoration shall be carried on and completed in accordance with the provisions and conditions of terminate this Lease including but by giving notice to Tenant not limited to paragraphs 5, 6, 9, and 16 hereof. Tenant shall, at Tenant's expense, regardless later than thirty (30) days after Landlord has determined the estimated net amount of whether there are sufficient insurance proceeds therefor, promptly commence available to Landlord and complete with all due diligence the Restoration to as nearly as possible the condition which existed prior to such damage or destruction. B. All insurance moneys held by Agent, shall be applied to the payment of the costs of the Restoration and shall be paid out from time to time as the Restoration progresses upon the written request of Tenant, accompanied by a certificate of the architect or a qualified professional engineer in charge of the Restoration stating that as of the date estimated cost of such certificate (a) the sum requested is justly due to the contractors, subcontractors, materialmen, laborers, engineers, architects, or persons, firms or corporations furnishing or supplying work, labor, services or materials for such Restoration, or is justly required to reimburse Tenant for any expenditures made by Tenant in connection with such Restoration, and when added to all sums previously paid out by Landlord does not exceed the value of the Restoration performed to the date of such certificate by all of said parties; (b) except for the amount, if any, stated in such certificates to be due for work, labor, services or materials, there is no outstanding indebtedness known to the person signing such certificate, after due inquiry, which is then due for work, labor, services or materials in connection with such Restoration, which, if unpaid, might become the basis of a mechanic's lien or similar lien with respect to the Restoration or a lien upon the Demised Premises, or any portion thereof; and (c) the costs, as estimated by the person signing such certificate, of the completion of the Restoration required to be done subsequent to the date of such certificate in order to complete the Restoration do not exceed the sum of the remaining insurance moneys, remaining in the hands of Landlord or Agent, if applicable, after payment of the sum requested in such certificate. As a condition to payment, Tenant shall furnish Landlord or Agent, if applicable, at the time of any such payment with evidence reasonably satisfactory to Landlord or Agent, if applicable, that there are no unpaid bills in respect to any work, labor, services or materials performed, furnished or supplied in connection with such Restoration. If the insurance moneys in the hands of Landlord, shall be insufficient to pay the entire costs of the Restoration, Tenant agrees to pay any deficiency promptly. Tenant shall continue to be liable for full payment of Base Rent, Additional Rent and any other amounts due and payable hereunder. Upon completion of the Restoration and payment in full thereof by Tenant, Landlord or Agent, if applicable, shall within a reasonable period of time thereafter, turn over to Tenant all insurance moneys or other moneys then remaining upon submission of proof reasonably satisfactory to Landlord or Agent, if applicable, that the Restoration has been paid for in full and the damaged or destroyed Improvements repaired, restored or rebuilt as nearly as possible to the condition they were in immediately prior to such damage or destruction, or with such changes or alterations as may be made in conformity with the terms hereofrestoration. C. No destruction of or damage to the Demised Premises, or any portion thereof, by fire, casualty or otherwise shall permit Tenant to surrender this Lease or shall relieve Tenant from its liability to pay to Landlord the Base Rent and Additional Rent payable under this Lease or from any of its other obligations under this Lease, and Tenant waives any rights now or hereafter conferred upon Tenant by present or future law or otherwise to quit or surrender this Lease or the Demised Premises, or any portion thereof, to Landlord or to any suspension, diminution, abatement or reduction of rent on account of any such damage or destruction.

Destruction and Restoration. A. 13.1 Tenant covenants and agrees that that, subject to the availability of insurance proceeds, in case of damage to or destruction of the Demised Premises Improvements after the Commencement Date of the term of this Lease, by fire or otherwise, Tenant, at its sole cost and expense, Tenant shall promptly restore, repair, replace and rebuild the same as nearly as possible to the condition that the same were in immediately prior to such damage or destruction with such changes or alterations (made in conformity with paragraph 6 Article VIII hereof) as may be reasonably acceptable to Landlord or required by law. Tenant shall forthwith give Landlord written notice of such damage or destruction upon the occurrence thereof and specify in such notice, in reasonable detail, the extent thereof. Such restoration, repairs, replacements, rebuilding, changes and alterations, including the cost of temporary repairs for the protection of the Demised PremisesImprovements, or any portion thereof, pending completion thereof are sometimes hereinafter referred to as the "Restoration." The Restoration shall be carried on and completed in accordance with the provisions and conditions of this Lease including but not limited to paragraphs 5, 6, 9, Section and 16 Article VIII hereof. Tenant shall, at Tenant's expense, regardless All insurance monies payable on account of whether there are sufficient insurance proceeds therefor, promptly commence and complete with all due diligence the Restoration to as nearly as possible the condition which existed prior to such damage or destruction. B. All insurance moneys held by Agent, destruction shall be applied to the payment of the costs of the Restoration and shall be paid out from time to time as the Restoration progresses upon the written request of Tenant, accompanied by a certificate of the architect or a qualified professional engineer in charge of the Restoration stating that as of the date of such certificate (a) the sum requested is justly due Restoration. Notwithstanding anything to the contractors, subcontractors, materialmen, laborers, engineers, architects, or persons, firms or corporations furnishing or supplying work, labor, services or materials for such Restoration, or is justly required to reimburse Tenant for any expenditures made by Tenant in connection with such Restoration, and when added to all sums previously paid out by Landlord does not exceed the value of the Restoration performed to the date of such certificate by all of said parties; (b) except for the amountcontrary herein contained, if any, stated in such certificates to be due for work, labor, services or materials, there is no outstanding indebtedness known to the person signing such certificate, after due inquiry, which is then due for work, labor, services or materials in connection with such Restoration, which, if unpaid, might become the basis of a mechanic's lien or similar lien with respect to the Restoration or a lien upon the Demised Premises, or any portion thereof; and (c) the costs, as estimated by the person signing such certificate, of the completion of the Restoration required to be done subsequent to the date of such certificate in order to complete the Restoration do not exceed the sum of the remaining insurance moneys, remaining monies in the hands of Landlord or Agent, if applicable, after payment of the sum requested in such certificate. As a condition to payment, Tenant shall furnish Landlord or Agent, if applicable, at the time of any such payment with evidence reasonably satisfactory to Landlord or Agent, if applicable, that there are no unpaid bills in respect to any work, labor, services or materials performed, furnished or supplied in connection with such Restoration. If the insurance moneys in the hands of Landlord, shall be insufficient to pay the entire costs of the Restoration, Tenant agrees Landlord may, but shall not be obligated to, pay any deficiency. If Landlord elects not to pay any deficiency promptly. such deficiency, Tenant shall continue have the right to be liable for full payment of Base Rent, Additional Rent and any other amounts due and payable hereunderterminate this Lease upon thirty (30) days prior written notice to Landlord. Upon completion of the Restoration and payment in full thereof by TenantRestoration, Landlord or Agent, if applicable, Tenant shall within a reasonable period of time thereafter, turn over be entitled to Tenant all any insurance moneys or other moneys monies then remaining upon submission of proof reasonably satisfactory to Landlord or Agent, if applicable, that the Restoration has been paid for in full and the damaged or destroyed Improvements repaired, restored or rebuilt as nearly as possible to the condition they were in immediately prior to such damage or destruction, or with such changes or alterations as may be made in conformity with the terms hereofremaining. C. No 13.2 From and after any destruction of or damage to the Demised PremisesImprovements, or any portion thereof, by fire, casualty or otherwise shall permit otherwise, which, results in the inability of Tenant to surrender conduct its business, in part or in whole, at the Premises, all Rent and all other charges payable by Tenant hereunder shall xxxxx from the date of such suspension of business until the earlier of (a) the date such business is resumed, or (b) the completion of Restoration; and in connection therewith, if the Improvements are damaged in part but Tenant elects to continue to conduct its business therein, the Rent shall xxxxx and be diminished in proportion to that part of the Improvements which is rendered unusable. 13.3 Notwithstanding the foregoing provisions of this Article XIII, in case of damage or destruction of the Improvements which, in Tenant's reasonable judgment cannot be repaired or restored within six (6) months following the date of damage or destruction, Tenant shall have the option of terminating this Lease as of the date of such damage or shall relieve Tenant from its liability to pay destruction by notice in writing given to Landlord within thirty (30) days after the Base Rent and Additional Rent payable under this Lease or from any occurrence of its other obligations under this Lease, and Tenant waives any rights now or hereafter conferred upon Tenant by present or future law or otherwise to quit or surrender this Lease or the Demised Premises, or any portion thereof, to Landlord or to any suspension, diminution, abatement or reduction of rent on account of any such damage or destruction. In such event, Landlord shall be entitled to all of the casualty insurance proceeds payable on account of such damage or destruction (excluding any insurance coverage for Tenant's contents, trade fixtures and other personal property), and Tenant shall assign to Landlord, Tenant's rights to such insurance proceeds.

Destruction and Restoration. A. 13.1 Tenant covenants and agrees that that, subject to the availability of insurance proceeds, in case of damage to or destruction of the Demised Premises Improvements after the Commencement Date of the term of this Lease, by fire or otherwise, Tenant, at its sole cost and expense, Tenant shall promptly restore, repair, replace and rebuild the same as nearly as possible to the condition that the same were in immediately prior to such damage or destruction with such changes or alterations (made in conformity with paragraph 6 Article VIII hereof) as may be reasonably acceptable to Landlord or required by law. Tenant shall forthwith give Landlord written notice of such damage or destruction upon the occurrence thereof and specify in such notice, in reasonable detail, the extent thereof. Such restoration, repairs, replacements, rebuilding, changes and alterations, including the cost of temporary repairs for the protection of the Demised PremisesImprovements, or any portion thereof, pending completion thereof are sometimes hereinafter referred to as the "Restoration." The Restoration shall be carried on and completed in accordance with the provisions and conditions of this Lease including but not limited to paragraphs 5, 6, 9, Section and 16 Article VIII hereof. Tenant shall, at Tenant's expense, regardless All insurance monies payable on account of whether there are sufficient insurance proceeds therefor, promptly commence and complete with all due diligence the Restoration to as nearly as possible the condition which existed prior to such damage or destruction. B. All insurance moneys held by Agent, destruction shall be applied to the payment of the costs of the Restoration and shall be paid out from time to time as the Restoration progresses upon the written request of Tenant, accompanied by a certificate of the architect or a qualified professional engineer in charge of the Restoration stating that as of the date of such certificate (a) the sum requested is justly due Restoration. Notwithstanding anything to the contractors, subcontractors, materialmen, laborers, engineers, architects, or persons, firms or corporations furnishing or supplying work, labor, services or materials for such Restoration, or is justly required to reimburse Tenant for any expenditures made by Tenant in connection with such Restoration, and when added to all sums previously paid out by Landlord does not exceed the value of the Restoration performed to the date of such certificate by all of said parties; (b) except for the amountcontrary herein contained, if any, stated in such certificates to be due for work, labor, services or materials, there is no outstanding indebtedness known to the person signing such certificate, after due inquiry, which is then due for work, labor, services or materials in connection with such Restoration, which, if unpaid, might become the basis of a mechanic's lien or similar lien with respect to the Restoration or a lien upon the Demised Premises, or any portion thereof; and (c) the costs, as estimated by the person signing such certificate, of the completion of the Restoration required to be done subsequent to the date of such certificate in order to complete the Restoration do not exceed the sum of the remaining insurance moneys, remaining monies in the hands of Landlord or Agent, if applicable, after payment of the sum requested in such certificate. As a condition to payment, Tenant shall furnish Landlord or Agent, if applicable, at the time of any such payment with evidence reasonably satisfactory to Landlord or Agent, if applicable, that there are no unpaid bills in respect to any work, labor, services or materials performed, furnished or supplied in connection with such Restoration. If the insurance moneys in the hands of Landlord, shall be insufficient to pay the entire costs of the Restoration, Tenant agrees may, but shall not be obligated to, pay any deficiency. If Tenant elects not to pay any deficiency promptly. such deficiency, Tenant shall continue have the right to be liable for full payment of Base Rent, Additional Rent and any other amounts due and payable hereunderterminate this Lease upon thirty (30) days prior written notice to Landlord. Upon completion of the Restoration and payment in full thereof by TenantRestoration, Landlord or Agent, if applicable, Tenant shall within a reasonable period of time thereafter, turn over be entitled to Tenant all any insurance moneys or other moneys monies then remaining upon submission of proof reasonably satisfactory to Landlord or Agent, if applicable, that the Restoration has been paid for in full and the damaged or destroyed Improvements repaired, restored or rebuilt as nearly as possible to the condition they were in immediately prior to such damage or destruction, or with such changes or alterations as may be made in conformity with the terms hereofremaining. C. No 13.2 From and after any destruction of or damage to the Demised PremisesImprovements, or any portion thereof, by fire, casualty or otherwise shall permit otherwise, which results in the inability of Tenant to surrender this Lease conduct its business, in part or shall relieve Tenant from its liability to pay to Landlord in whole, at the Base Premises, all Rent and Additional all other charges payable by Tenant hereunder shall xxxxx from the date of such suspension of business until the earlier of (a) the date such business is resumed, or (b) the completion of Restoration; and in connection therewith, if the Improvements are damaged in part but Tenant elects to continue to conduct its business therein, the Rent payable under shall xxxxx and be diminished in proportion to that part of the Improvements which is rendered unusable. 13.3 Notwithstanding the foregoing provisions of this Lease Article XIII, in case of damage or from any destruction of the Improvements which results in the inability of Tenant to conduct its other obligations under this Leasebusiness, in part or in whole, at the Premises, and Tenant waives any rights now or hereafter conferred upon Tenant by present or future law or otherwise the Restoration can not reasonably be expected to quit or surrender this Lease or be completed within one hundred eighty (180) days after the Demised Premises, or any portion thereof, to Landlord or to any suspension, diminution, abatement or reduction date of rent on account of any such damage or destruction, Tenant shall have the option of terminating this Lease as of the date of such damage or destruction by notice in writing given to Landlord within thirty (30) days after the occurrence of such damage or destruction. In such event, Landlord shall be entitled to all of the casualty insurance proceeds payable on account of such damage or destruction (excluding any insurance coverage for Tenant's contents, trade fixtures and other personal property), and Tenant shall assign to Landlord, Tenant's rights to such insurance proceeds.

Destruction and Restoration. A. Section 12.1 Provided Tenant has in full force and effect at the time of such damage or destruction the insurance policies of the kind and in the amount required by Section 5.1 hereof, Landlord covenants and agrees that in case of damage to or destruction of the Demised Premises after Building, or the Commencement Date machinery, fixtures and equipment thereon contained (exclusive of the term of this LeaseTenant’s personal property and trade fixtures), by fire or otherwise, TenantLandlord shall promptly, at its sole cost and expense, shall promptly restore, repair, replace restore and rebuild the same as nearly as possible Building or the portion that was damaged to the condition that the same were it was in immediately prior to such damage or destruction destruction, or with such changes, alterations or modifications as may be made (including the substitution and addition of other property) in conformity with Article XIX hereof, If the net amount of the insurance proceeds received by Landlord is insufficient to restore, repair and rebuild the Building, machinery, fixtures and equipment therein contained, Tenant will pay the amount of the deficiency required to restore, repair and rebuild the Building, machinery, fixtures and equipment. Landlord may require, at its election, the Tenant to deposit with Landlord a cash deposit equal to the amount of the deficiency prior to commencing any repair or restoration of the Building. Any restoration or repair shall be completed in accordance with the applicable building codes existing at the time of the restoration or repair. The provisions and conditions in Article XIX herein contained applicable to changes or alterations (made shall similarly apply to work required to be done under this Article XII. In the event that Tenant fails to maintain in conformity with paragraph 6 hereof) as may be reasonably acceptable to Landlord or required by law. Tenant shall forthwith give Landlord written notice force and effect at the time of such damage or destruction the insurance policies of the kind and in the amount required by Section 5.1 hereof, and if as a result thereof the net amount of insurance proceeds recovered by Landlord is insufficient to restore, repair and rebuild the Building, machinery, fixtures and equipment therein contained (exclusive of Tenant’s personal property and trade fixtures). Tenant will deposit with Landlord a cash deposit equal to the reasonable estimate of the amount necessary to restore, repair and rebuild the same, less the amount of such insurance proceeds available. Said deposit shall be made upon the occurrence thereof and specify in such noticewritten request of Landlord. Notwithstanding the foregoing, in reasonable detailthe event such insufficiency in insurance proceeds is caused by reason of any act or omission of Landlord, Landlord shall make the extent thereof. Such amount of such insufficiency available for restoration; provided, repairshowever, replacementsno act or omission by Landlord relating to the existence, rebuildinglimits of coverage, changes and alterationsamounts recoverable, including the cost of temporary repairs for the protection of the Demised Premisesprocuring new or additional coverage, or continuance of any portion thereof, pending completion thereof are sometimes hereinafter referred to as existing coverages on cancellation shall constitute an act or omission within the "Restoration." The Restoration shall be carried on and completed in accordance with the provisions and conditions meaning of this Lease including but not limited to paragraphs 5, 6, 9, and 16 hereof. Tenant shall, at Tenant's expense, regardless sentence. Section 12.2 All insurance monies recovered by Landlord on account of whether there are sufficient insurance proceeds therefor, promptly commence and complete with all due diligence the Restoration to as nearly as possible the condition which existed prior to such damage or destruction. B. All destruction less the costs, if any, to Landlord of such recovery, together with any monies deposited with Landlord by Tenant or supplied by Landlord pursuant to Section 12.1 above, shall be invested by Landlord in Landlord’s sole discretion, and all such insurance moneys held monies, monies deposited with Landlord by AgentTenant or supplied by Landlord, and interest investment earnings thereon, shall be applied by Landlord to the payment of the costs of repairing, restoring and rebuilding (hereinafter in this Article referred to as the Restoration “Work”), and shall be paid out from time to time as the Restoration progresses Work progresses. upon the written request of Tenant, said request to be accompanied by a certificate of the architect or a qualified professional engineer in charge of the Restoration Work stating that as of the date of such certificate (a) the sum requested is justly due to the contractors, subcontractors, materialmen, laborers, engineers, architects, or persons, firms or corporations furnishing or supplying work, rendering labor, material or services or materials for such RestorationWork, or is justly required to reimburse Tenant for any expenditures made by Tenant in connection with such RestorationWork and, and when added to all sums previously paid out by Landlord does not exceed the value of the Restoration Work performed to the date of such certificate by all of said parties; (bii) except for the amount, if any, stated in such certificates certificate to be due for work, labor, services material or materialsservices, there is no outstanding indebtedness known to the person signing such certificate, after due inquiry, which is then due for work, labor, wages, materials, supplies or services or materials in connection with such Restoration, work which, if unpaid, might become the basis of a mechanic's ’s lien or similar lien with respect to the Restoration Work or a lien upon the Demised Premises, Premises or any part or portion thereof; and (ciii) the costs, as estimated by the person signing such certificate, of the completion of the Restoration Work required to be done subsequent to the date of such certificate in order to complete the Restoration do Work, does not exceed the sum of the remaining insurance moneys, monies plus any amount deposited by Tenant to defray such costs and remaining in the hands of Landlord or Agent, if applicable, after payment of the sum requested in such certificate. As a condition to payment, Tenant shall furnish Landlord or Agent, if applicable, at the same time of any such payment with evidence reasonably satisfactory to Landlord or Agent, if applicable, that there are no unpaid bills in respect to any work, of the labor, services or materials performed, furnished or supplied in connection with such RestorationWork. Landlord shall not be required to pay out any monies where Tenant fails to supply the evidence of payment of labor, services or materials performed, furnished or supplied, as aforesaid. If the insurance moneys monies in the hands of LandlordLandlord and such other sums, if any, deposited with or supplied by Landlord pursuant to Section 12.1 hereof, together with interest and investment earnings thereon, shall be insufficient to pay the entire costs cost of the RestorationWork, Tenant agrees to pay any the deficiency promptly. Tenant shall continue to be liable for full payment of Base Rent, Additional Rent and any other amounts due and payable hereunderpromptly upon demand. Upon completion of the Restoration Work and payment in full thereof by Tenant, Landlord or Agent, if applicable, shall within a reasonable period of time thereafter, turn over to Tenant all insurance moneys or other moneys then remaining Tenant, upon submission of proof reasonably satisfactory to Landlord or Agent, if applicable, that the Restoration Work has been paid for in full and the damaged or destroyed Improvements buildings repaired, restored or rebuilt as nearly as possible to the condition they were in immediately prior to such damage or destruction, or with such changes Changes or alterations Alterations as may be made in conformity with the terms hereofArticle XIX, any insurance and other monies then remaining and any interest and investment earnings thereon. C. No destruction Section 12.3 Tenant’s obligations to make payment of or damage to the Demised Premises, or any portion thereof, by fire, casualty or otherwise shall permit Tenant to surrender this Lease or shall relieve Tenant from its liability to pay to Landlord the Base Rent (including the Bank Loan Payment), the Other Loan Payments, insurance premiums and Additional Rent payable under this Lease other expenses and charges on the part of Tenant to be paid, and the obligation of Tenant to perform all other covenants and agreements on the part of Tenant to be performed, shall not be affected by any such damage to or from any destruction of its other obligations under this Leasethe Building or the Demised Premises by fire or otherwise, and Tenant waives any rights right now or hereafter conferred upon Tenant by present or future law statute or otherwise to quit or surrender this Lease Agreement or the Demised Premises, or any part or portion thereof, to Landlord or to any suspension, diminution, abatement or reduction of rent on account of any such damage or destruction. Section 12.4 To the extent that any insurance monies which would otherwise be payable to Landlord and used in the restoration of a damaged or destroyed building are paid to any mortgagee of Landlord and applied in payment of or reduction of the sum or sums secured by any such mortgage or mortgages made by Landlord on the Demised Premises, Landlord shall make available for the use of Tenant in connection with the repairing, restoring and rebuilding of any damaged or destroyed building on the Demised Premises an amount equal to the amount payable to the holder of an Encumbrance, and such sum shall be applied in the manner provided in Section 12.2 hereof, but failure of Landlord to make any such payments will not affect Tenant’s obligation under Section 12.3. Section 12.5 The provisions of this Article XII shall apply only to damage or destruction of a building erected on the Demised Premises and ready for beneficial occupancy by Tenant. Any such damage or destruction occurring to the Improvements being constructed pursuant to the provisions of Article II of this Lease Agreement which occurs prior to the Construction Completion Date shall be repaired, replaced or rebuilt by Landlord and Landlord shall maintain builder’s risk insurance in an amount equal to one hundred percent (100%) of the replacement value of the work completed and the materials stored at the site of the work during construction of such Improvements and all insurance monies received by Landlord under its builder’s risk insurance policies shall be applied by Landlord to restore, repair or rebuild the damaged or destroyed Improvements. Section 12.6 In the event the Demised Premises are damaged or destroyed to an extent greater than sixty percent (60%) of their full replacement value by fire or other casualty during the last two years of the term of this Lease Agreement or the last year of any extension hereof, and provided Tenant has in full force and effect at the time of such damage or destruction the insurance policies of the kind and in the amount required by Section 5.1 hereof, Tenant may elect to terminate this Lease Agreement, without obligation to restore or rebuild, as of the date of such damage or destruction by giving Landlord an appropriate written notice to that effect within sixty (60) days after such damage or destruction. In the event Tenant elects to terminate this Lease Agreement, as set forth in this section, Landlord shall be entitled to receive and retain as its sole property, free and clear of any claim of Tenant, the full amount of the proceeds of the insurance on the damaged or destroyed buildings. Except as set forth in the next sentence, all Base Rent or other charges paid or payable shall be adjusted as of the date that Tenant quits the Demised Premises and surrenders the same to Landlord and an appropriate payment or refund shall be made as the case may be. No termination of this Lease by Tenant under this Section 12.6 shall relieve Tenant of the obligation to pay to Landlord any remaining Bank Loan Payments or Other Loan Payments, all of which shall accelerate and become due and payable to Landlord on the effective date of the termination of this Lease under this Section 12.6.

Destruction and Restoration. A. Tenant covenants and agrees that in case of damage to or destruction of the Demised Premises Improvements after the Commencement Date of the term of this Lease, by fire or otherwise, Tenant, at its sole cost and expense, shall promptly restore, repair, replace and rebuild the same as nearly as possible to the condition that the same were in immediately prior to such damage or destruction with such changes or alterations (made in conformity with paragraph 6 Paragraph 8 hereof) as may be reasonably acceptable to Landlord or required by law. Tenant shall forthwith give Landlord written notice of such damage or destruction upon the occurrence thereof and specify in such notice, in reasonable detail, the extent thereof. Such restoration, repairs, replacements, rebuilding, changes and alterations, including the cost of temporary repairs for the protection of the Demised Premises, or any portion thereof, pending completion thereof are sometimes hereinafter referred to as the "Restoration." The Restoration shall be carried on and completed in accordance with the provisions and conditions of this Lease including but not limited to paragraphs 5, 6, 9, Paragraphs 8 and 16 18B hereof. If the net amount of the insurance proceeds (after deduction of all costs, expenses and fees related to recovery of the insurance proceeds) recovered by Landlord and held by Landlord and Tenant as co-trustees is reasonably deemed insufficient by Landlord to complete the Restoration of such improvements (exclusive of Tenant's personal property and trade fixtures; which shall be restored, repaired or rebuilt out of Tenant's separate funds), Tenant shall, at upon request of Landlord, deposit with Landlord and Tenant's expense, regardless as co-trustees, a cash deposit equal to the reasonable estimate of whether there are sufficient the amount necessary to complete the Restoration of such improvements less the amount of such insurance proceeds therefor, promptly commence and complete with all due diligence the Restoration to as nearly as possible the condition which existed prior to such damage or destructionavailable. B. All insurance moneys recovered by Landlord held by AgentLandlord and Tenant as co-trustees on account of such damage or destruction, less Landlord's reasonable out-of-pocket costs, if any, to Landlord of such recovery, shall be applied to the payment of the costs of the Restoration and shall be paid out from time to time as the Restoration progresses upon the written request of Tenant, accompanied by a certificate of the architect or a qualified professional engineer in charge of the Restoration stating that as of the date of such certificate (a) the sum requested is justly due to the contractors, subcontractors, materialmen, laborers, engineers, architects, or persons, firms or corporations furnishing or supplying work, labor, services or materials for such Restoration, or is justly required to reimburse Tenant for any expenditures made by Tenant in connection with such Restoration, and when added to all sums previously paid out by Landlord does not exceed the value of the Restoration performed to the date of such certificate by all of said parties; (b) except for the amount, if any, stated in such certificates to be due for work, labor, services or materials, there is no outstanding indebtedness known to the person signing such certificate, after due inquiry, which is then due for work, labor, services or materials in connection with such Restoration, which, if unpaid, might become the basis of a mechanic's lien or similar lien with respect to the Restoration or a lien upon the Demised Premises, or any portion thereof; and (c) the costs, as estimated by the person signing such certificate, of the completion of the Restoration required to be done subsequent to the date of such certificate in order to complete the Restoration do not exceed the sum of the remaining insurance moneys, plus the amount deposited by Tenant, if any, remaining in the hands of Landlord or Agent, if applicable, after payment of the sum requested in such certificate. As a condition to payment, Tenant shall furnish Landlord or Agent, if applicable, at the time within thirty (30) days after Tenant's receipt of any such each progress payment with evidence reasonably satisfactory to Landlord or Agent, if applicable, that there are no unpaid Tenant has paid all bills in respect to any work, labor, services or materials performed, furnished or supplied in connection with such RestorationRestoration which was covered by the previous progress payment. Landlord shall not be required to pay out or consent to any additional insurance moneys where Tenant fails to supply satisfactory evidence of the payment of work, labor, services or materials performed, furnished or supplied, as aforesaid. If the insurance moneys in the hands of LandlordLandlord and Tenant as co-trustees, and such other sums, if any, deposited with Landlord and Tenant as co-trustees pursuant to this Paragraph 18, shall be insufficient to pay the entire costs of the Restoration, Tenant agrees to pay any deficiency promptly. promptly upon demand so long as Tenant has participated in the adjustment of the insurance proceeds; provided, however, Landlord shall retain ultimate control over any final adjustment with the property insurer, and provided further that notwithstanding that the insurance moneys are insufficient to pay the cost of the Restoration, Tenant shall continue to be liable for full payment of Base Rent, Additional Rent and any other amounts due and payable hereunder. Upon completion of the Restoration and payment in full thereof by Tenant, Landlord or Agent, if applicable, shall within a reasonable period of time thereafter, turn over to Tenant all insurance moneys or other moneys then remaining upon submission of proof reasonably satisfactory to Landlord or Agent, if applicable, that the Restoration has been paid for in full and the damaged or destroyed Improvements Building and other improvements repaired, restored or rebuilt as nearly as possible to the condition they were in immediately prior to such damage or destruction, or with such changes or alterations as may be made in conformity with the terms Paragraphs 8 and 18A hereof. C. No destruction of or damage to the Demised Premises, or any portion thereof, by fire, casualty or otherwise shall permit Tenant to surrender this Lease or shall relieve Tenant from its liability to pay to Landlord the Base Rent and Additional Rent payable under this Lease or from any of its other obligations under this Lease, and Tenant an ___tenant waives any rights now or hereafter conferred upon Tenant by present or future law or otherwise to quit or surrender this Lease or the Demised Premises, or any portion thereof, to Landlord or to any suspension, diminution, abatement or reduction of rent on account of any such damage or destruction. D. Landlord agrees, subject to the provisions of Paragraphs 8 and 18 hereof, to in all instances turn over and make available to Tenant all insurance moneys contemplated by Paragraph 18B hereof.

Destruction and Restoration. A. Tenant Subject to the conditions and limitations contained in this Article XIII, Landlord covenants and agrees that in case of damage to or destruction of the Demised Premises after the Commencement Date of the term of this LeaseImprovements, by fire or otherwise, TenantLandlord, at its sole cost and expense, shall promptly restore, repair, replace and rebuild the same as nearly as possible to the condition that the same were in immediately prior to such damage or destruction with such changes or alterations (made in conformity with paragraph 6 hereof) as may be reasonably acceptable to Landlord or required by lawdestruction. Tenant shall forthwith give Landlord written notice of any such damage or destruction upon the occurrence thereof and specify in such notice, in reasonable detail, the extent thereof. Such restoration, repairs, replacements, and rebuilding, changes and alterations, including the cost of temporary repairs for the protection of the Demised Premises, or any portion thereof, pending completion thereof are sometimes hereinafter referred to as the "“Restoration." ”. The Restoration shall be carried on and completed performed in accordance with applicable laws. Landlord shall not be obligated to repair, restore, replace or rebuild or otherwise be responsible for any of Tenant’s property, trade fixtures or property of any third party. Further, the provisions and conditions of this Lease including but not limited only property which Landlord shall be obligated to paragraphs 5restore, 6repair, 9, and 16 replace or rebuild are the Landlord’s Work Improvements originally delivered to Tenant upon the Commencement Date or changes or alterations made in conformity with Article XIX hereof. Tenant shall, at Tenant's expense, regardless of whether there are sufficient insurance proceeds therefor, promptly commence and complete with all due diligence the Restoration to as nearly as possible the condition which existed prior to such damage or destruction. B. All insurance moneys held by Agent, Landlord shall be applied to the payment of the costs of the Restoration and shall be paid out from time to time as the Restoration progresses upon the written request of Tenant, accompanied by a certificate of the architect or a qualified professional engineer in charge of the Restoration stating that as of the date of such certificate (a) the sum requested is justly due to the contractors, subcontractors, materialmen, laborers, engineers, architects, or persons, firms or corporations furnishing or supplying work, labor, services or materials for such Restoration, or is justly required to reimburse Tenant for any expenditures made by Tenant in connection with such Restoration, and when added to all sums previously paid out by Landlord does not exceed the value of the Restoration performed to the date of such certificate by all of said parties; (b) except for the amount, if any, stated in such certificates to be due for work, labor, services or materials, there is no outstanding indebtedness known to the person signing such certificate, after due inquiry, which is then due for work, labor, services or materials in connection with such Restoration, which, if unpaid, might become the basis of a mechanic's lien or similar lien with respect to the Restoration or a lien upon the Demised Premises, or any portion thereof; and (c) the costs, as estimated by the person signing such certificate, of the completion of the Restoration required to be done subsequent to the date of such certificate in order to complete the Restoration do not exceed the sum of the remaining insurance moneys, remaining in the hands of Landlord or Agent, if applicable, after payment of the sum requested in such certificate. As a condition to payment, Tenant shall furnish Landlord or Agent, if applicable, at the time of any such payment with evidence reasonably satisfactory to Landlord or Agent, if applicable, that there are no unpaid bills have first priority in respect to any work, labor, services or materials performed, furnished or supplied insurance proceeds payable in connection with such Restoration. If the insurance moneys in the hands of Landlord, shall be insufficient to pay the entire costs of the Restoration, Tenant agrees to pay any deficiency promptly. Tenant shall continue to be liable for full payment of Base Rent, Additional Rent and any other amounts due and payable hereunder. Upon completion of the Restoration and payment in full thereof by Tenant, Landlord or Agent, if applicable, shall within a reasonable period of time thereafter, turn over to Tenant all insurance moneys or other moneys then remaining upon submission of proof reasonably satisfactory to Landlord or Agent, if applicable, that the Restoration has been paid for in full and the damaged or destroyed Improvements repaired, restored or rebuilt as nearly as possible to the condition they were in immediately prior to such damage or destruction, or with such changes or alterations as may be made in conformity with the terms hereof. C. No destruction of loss or damage to the Demised Premises, or any portion thereof, Premises to be held in trust and applied by fire, casualty or otherwise shall permit Tenant Landlord to surrender this Lease or shall relieve Tenant from its liability to pay to Landlord the Base Rent and Additional Rent payable under this Lease or from any of its other obligations under this Leasesuch Restoration, and Tenant waives any rights now or hereafter conferred upon Tenant by present or future law or otherwise to quit or surrender this Lease or the Demised Premises, or any portion thereof, to Landlord or not to any suspension, diminution, abatement mortgage or reduction other indebtedness of rent on account of any such damage or destruction.Landlord. In the event Landlord undertakes the Restoration in accordance with the terms and

Destruction and Restoration. A. Tenant covenants and agrees that in case of damage to or destruction of the Demised Premises Improvements after the Commencement Date commencement date of the term of this LeaseLease Agreement, by fire or otherwise, Tenant, at its sole cost and expense, shall promptly restore, repair, replace and rebuild the same as nearly as possible to the condition that the same were in immediately prior to such damage or destruction with such changes or alterations (made in conformity with paragraph 6 Article XIX hereof) as may be reasonably acceptable to Landlord or required by law. Tenant shall forthwith give Landlord written notice of such damage or destruction upon the occurrence thereof and specify in such notice, in reasonable detail, the extent thereof. Such restoration, repairs, replacements, rebuilding, changes and alterations, including the cost of temporary repairs for the protection of the Demised Premises, or any portion thereof, pending completion thereof are sometimes hereinafter referred to as the "Restoration." The Restoration shall be carried on and completed in accordance with the provisions and conditions of this Lease including Section 13.2 and Article XIX hereof. If the net amount of the insurance proceeds (after deduction of all costs, expenses and fees related to recovery of the insurance proceeds) recovered by Tenant are reasonably deemed insufficient by Landlord to complete the restoration of such Improvements (exclusive of Tenant's personal property and trade fixtures which shall be restored, repaired or rebuilt out of Tenant's separate funds), Tenant shall, upon request of Landlord, deposit in the Restoration Account (as hereinafter defined) a cash deposit (or a completion bond or letter credit in form and substance reasonably acceptable to Landlord) equal to the reasonable estimate of the amount necessary to complete the restoration of such Improvements after taking into account the amount of such insurance proceeds available. Without limiting the foregoing, Tenant shall be responsible for all costs of Restoration including, but not limited to paragraphs 5to, 6all construction, 9architectural, engineering, legal, administrative and 16 hereof. Tenant shall, at Tenant's expense, regardless of whether there are sufficient insurance proceeds therefor, promptly commence and complete supervisory fees connected with all due diligence the Restoration to as nearly as possible the condition which existed prior to such damage or destruction. B. All insurance moneys held by Agent, shall be applied to the payment of the costs of the Restoration and shall be paid out from time to time as the Restoration progresses upon the written request of Tenant, accompanied by a certificate of the architect or a qualified professional engineer in charge of the Restoration stating that as of the date of such certificate (a) the sum requested is justly due to the contractors, subcontractors, materialmen, laborers, engineers, architects, or persons, firms or corporations furnishing or supplying work, labor, services or materials for such Restoration, or is justly required to reimburse Tenant for any expenditures made by Tenant in connection with such Restoration, and when added to all sums previously paid out by Landlord does not exceed the value of the Restoration performed to the date of such certificate by all of said parties; (b) except for the amount, if any, stated in such certificates to be due for work, labor, services or materials, there is no outstanding indebtedness known to the person signing such certificate, after due inquiry, which is then due for work, labor, services or materials in connection with such Restoration, which, if unpaid, might become the basis of a mechanic's lien or similar lien with respect to the Restoration or a lien upon the Demised Premises, or any portion thereof; and (c) the costs, as estimated by the person signing such certificate, of the completion of the Restoration required to be done subsequent to the date of such certificate in order to complete the Restoration do not exceed the sum of the remaining insurance moneys, remaining in the hands of Landlord or Agent, if applicable, after payment of the sum requested in such certificate. As a condition to payment, Tenant shall furnish Landlord or Agent, if applicable, at the time of any such payment with evidence reasonably satisfactory to Landlord or Agent, if applicable, that there are no unpaid bills in respect to any work, labor, services or materials performed, furnished or supplied in connection with such Restoration. If the insurance moneys in the hands of Landlord, shall be insufficient to pay the entire costs of the Restoration, Tenant agrees to pay any deficiency promptly. Tenant shall continue to be liable for full payment of Base Rent, Additional Rent and any other amounts due and payable hereunder. Upon completion of the Restoration and payment in full thereof by Tenant, Landlord or Agent, if applicable, shall within a reasonable period of time thereafter, turn over to Tenant all insurance moneys or other moneys then remaining upon submission of proof reasonably satisfactory to Landlord or Agent, if applicable, that the Restoration has been paid for in full and the damaged or destroyed Improvements repaired, restored or rebuilt as nearly as possible to the condition they were in immediately prior to such damage or destruction, or with such changes or alterations as may be made in conformity with the terms hereof. C. No destruction of or damage to the Demised Premises, or any portion thereof, by fire, casualty or otherwise shall permit Tenant to surrender this Lease or shall relieve Tenant from its liability to pay to Landlord the Base Rent and Additional Rent payable under this Lease or from any of its other obligations under this Lease, and Tenant waives any rights now or hereafter conferred upon Tenant by present or future law or otherwise to quit or surrender this Lease or the Demised Premises, or any portion thereof, to Landlord or to any suspension, diminution, abatement or reduction of rent on account of any such damage or destruction.

Destruction and Restoration. A. If the Building should be damaged or destroyed by fire, tornado or other casualty, Tenant covenants and agrees shall give prompt written notice thereof to Landlord. If the Building should be totally destroyed by fire, tornado or other casualty, or if it should be so damaged thereby that rebuilding or repairs cannot in case of damage to or destruction of the Demised Premises Landlord's estimation be completed within one hundred eighty (180) days after the Commencement Date date upon which Landlord is notified by Tenant of such damage, this .Lease shall terminate and the term Rent shall be abated during the unexpired portion of this Lease, by fire effective upon the date of die occurrence of such damage. Landlord shall notify Tenant in writing within forty-five (45) days after such damage or otherwisedestruction, whether Landlord shall rebuild the Building within one hundred eighty (180) days. If Landlord does not so notify Tenant, Tenant shall be at liberty to terminate this Lease by written notice to Landlord given after said forty-five (45) day period but prior to the date that Landlord has notified Tenant that it shall rebuild the Premises. If the Building should be damaged by any peril covered by the insurance to be provided by Landlord pursuant to the provisions of this paragraph, but only to such extent that rebuilding or repairs can in Landlord's estimation be completed within one hundred eighty (180) days after the date upon which Landlord is notified by Tenant of such damage, this Lease shall not terminate, and Landlord shall at its sole cost and expense, shall promptly restore, repair, replace expense thereupon proceed with reasonable diligence to rebuild and rebuild repair the same as nearly as possible Building to substantially the condition that the same were in immediately prior to such damage or destruction with such changes or alterations (made in conformity with paragraph 6 hereof) as may be reasonably acceptable to Landlord or required by law. Tenant shall forthwith give Landlord written notice of such damage or destruction upon the occurrence thereof and specify in such notice, in reasonable detail, the extent thereof. Such restoration, repairs, replacements, rebuilding, changes and alterations, including the cost of temporary repairs for the protection of the Demised Premises, or any portion thereof, pending completion thereof are sometimes hereinafter referred to as the "Restoration." The Restoration shall be carried on and completed in accordance with the provisions and conditions of this Lease including but not limited to paragraphs 5, 6, 9, and 16 hereof. Tenant shall, at Tenant's expense, regardless of whether there are sufficient insurance proceeds therefor, promptly commence and complete with all due diligence the Restoration to as nearly as possible the condition which it existed prior to such damage damage, except that Landlord shall not be required to rebuild, repair or destruction. B. All replace any part of the partitions, fixtures, additions and other improvements (other than the Leasehold Improvements described in Section 3.2 hereof) which may have been placed in, on or about the Premises by Tenant and except that Tenant shall pay to Landlord, upon demand, Tenant's Share of any applicable deductible amount specified under Landlord's insurance moneys held by Agent(which, during the primary term of this Lease only, shall be limited to a maximum of $10,000.00 for Tenant's Share). The Rent payable hereunder, shall xxxxx by reason of damage or destruction to the extent that the Premises are rendered unusable by Tenant by a peril for which the Landlord is required to insure pursuant to the terms of this Lease. In the event that Landlord should fail to commence such repairs and rebuilding with ninety (90) days or to complete such repairs and rebuilding within one hundred eighty (180) days after the date upon which Landlord is notified by Tenant of such damage, Tenant may at its option terminate this Lease by delivering written notice of termination to Landlord as Tenant's exclusive remedy, whereupon all rights and obligations hereunder (other than those which survive the termination of this Lease) shall cease and terminate. Notwithstanding anything herein to the contrary, in the event the holder of any indebtedness secured by a mortgage or deed of trust covering the Building or the Premises requires that the insurance proceeds be applied to such indebtedness, then Landlord shall have the payment right to terminate this Lease by delivering written notice of termination to Tenant within fifteen (15) days after such requirement is made by any such holder, whereupon all rights and obligations hereunder (other than those which survive the termination of this Lease) shall cease and terminate, subject, however, to in terms of the costs of the Restoration and shall be paid out from time to time as the Restoration progresses upon the written request of Tenant, accompanied by a certificate of the architect or a qualified professional engineer in charge of the Restoration stating that as of the date of such certificate (a) the sum requested is justly due to the contractors, subcontractors, materialmen, laborers, engineers, architects, or persons, firms or corporations furnishing or supplying work, labor, services or materials for such Restoration, or is justly required to reimburse Tenant for any expenditures made by Tenant in connection with such Restoration, and when added to all sums previously paid out by Landlord does not exceed the value of the Restoration performed to the date of such certificate by all of said parties; (b) except for the amount, if any, stated in such certificates to be due for work, labor, services or materials, there is no outstanding indebtedness known to the person signing such certificate, after due inquiry, which is then due for work, labor, services or materials in connection with such Restoration, which, if unpaid, might become the basis of a mechanic's lien or similar lien with respect to the Restoration or a lien upon the Demised Premises, or any portion thereof; and (c) the costs, as estimated by the person signing such certificate, of the completion of the Restoration required to be done subsequent to the date of such certificate in order to complete the Restoration do not exceed the sum of the remaining insurance moneys, remaining in the hands of Landlord or Agent, if applicable, after payment of the sum requested in such certificate. As a condition to payment, Tenant shall furnish Landlord or Agent, if applicable, at the time of any such payment with evidence reasonably satisfactory to Landlord or Agent, if applicable, that there are no unpaid bills in respect to any work, labor, services or materials performed, furnished or supplied in connection with such Restoration. If the insurance moneys in the hands of Landlord, shall be insufficient to pay the entire costs of the Restoration, Tenant agrees to pay any deficiency promptly. Tenant shall continue to be liable for full payment of Base Rent, Additional Rent and any other amounts due and payable hereunder. Upon completion of the Restoration and payment in full thereof by Tenant, Landlord or Agent, if applicable, shall within a reasonable period of time thereafter, turn over to Tenant all insurance moneys or other moneys then remaining upon submission of proof reasonably satisfactory to Landlord or Agent, if applicable, that the Restoration has been paid for in full and the damaged or destroyed Improvements repaired, restored or rebuilt as nearly as possible to the condition they were in immediately prior to such damage or destruction, or with such changes or alterations as may be made in conformity with the terms hereofNon-Disturbance Agreement. C. No destruction of or damage to the Demised Premises, or any portion thereof, by fire, casualty or otherwise shall permit Tenant to surrender this Lease or shall relieve Tenant from its liability to pay to Landlord the Base Rent and Additional Rent payable under this Lease or from any of its other obligations under this Lease, and Tenant waives any rights now or hereafter conferred upon Tenant by present or future law or otherwise to quit or surrender this Lease or the Demised Premises, or any portion thereof, to Landlord or to any suspension, diminution, abatement or reduction of rent on account of any such damage or destruction.

Destruction and Restoration. A. Tenant covenants and agrees that 16.01 Subject to the provisions of Section 16.04 hereof, in case of damage to or destruction of the Demised Premises after the Commencement Date of the term of this Lease, Building or any part thereof by fire or otherwiseother cause, Tenant, at its Tenant's sole cost and expense, whether or not the insurance proceeds, if any, shall promptly restorebe sufficient for the purpose, repairand irrespective of the amount of any loss, replace and rebuild shall restore the same as nearly as possible to the their value, condition that the same were in and character immediately prior to such damage or destruction, if the restoration can be made under existing laws and can be completed within two (2) years after the date of destruction. Such restoration shall be commenced with due diligence and in good faith, and prosecuted with due diligence and in good faith, unavoidable delays excepted. In case of damage to or destruction of the Building by fire or other cause resulting in a loss exceeding in the aggregate of Ten Thousand Dollars ($10,000), Tenant shall promptly give written notice thereof to Landlord. 16.02 All insurance money paid as provided in Section 7.04 hereof, on account of any damage or destruction, less the actual cost, fees and expenses, if any, incurred by Landlord or any Mortgagee in connection with such changes or alterations (made in conformity with paragraph 6 hereof) as may the adjustment of the loss, which costs, fees and expenses shall be reasonably acceptable paid to Landlord or required by law. Tenant any Mortgagee shall forthwith give Landlord written notice be applied, subject to the terms of such damage any mortgage, to the payment of the cost of the aforesaid restoration, repairs, replacement, rebuilding or destruction upon alterations, including the occurrence thereof cost or demolition and specify in such notice, in reasonable detail, temporary repairs and for the extent thereof. Such protection of property pending the completion of permanent restoration, repairs, replacements, rebuildingrebuilding or alterations (all of which temporary repairs, changes and alterations, including the cost of temporary repairs for the protection of the Demised Premisesproperty and permanent restoration, repairs, replacement, rebuilding or any portion thereof, pending completion thereof alterations are sometimes hereinafter collectively referred to as the "Restoration." The Restoration shall be carried on and completed in accordance with the provisions and conditions of this Lease including but not limited to paragraphs 5, 6, 9, and 16 hereof. Tenant shall, at Tenant's expense, regardless of whether there are sufficient insurance proceeds therefor, promptly commence and complete with all due diligence the Restoration to as nearly as possible the condition which existed prior to such damage or destruction. B. All insurance moneys held by Agent, shall be applied to the payment of the costs of the Restoration restoration"); and shall be paid out from time to time to Tenant or in accordance with its directions, as the Restoration such restoration progresses upon the written approval of Landlord and the written request of Tenant, Tenant which shall be accompanied by a certificate of the architect or a qualified professional engineer in charge of the Restoration stating that as of the date of such certificate following: (a) A certificate signed by Tenant, dated no more than thirty days prior to such request, setting forth the following: (i) That the sum then requested either has been paid by Tenant, or is justly due to the contractors, subcontractors, materialmen, laborers, engineers, architectsarchitects or other persons who have rendered services or furnished materials for the restoration therein specified, or the names and addresses of such persons, firms a brief description of such services and materials, the several amounts so paid or corporations furnishing or supplying workdue to each of said persons in respect thereof, labor, services or materials for that no part of such Restoration, expenditures has been or is justly required to reimburse Tenant being made the basis in any previous or then pending request for any expenditures the withdrawal of insurance money or has been made out of the proceeds of insurance received by Tenant in connection with such RestorationTenant, and when added to all sums previously paid out by Landlord that the sum then requested does not exceed the value of the Restoration performed to services and materials described in the date of such certificate by all of said parties; certificate. (bii) That, except for the amount, if any, stated in such certificates certificate to be due for work, labor, services or materialsmaterials and except for any amount to be withheld pursuant to a directly related construction contract, there is no outstanding indebtedness known to the person signing such certificateTenant, after due inquiry, which is then due and payable for work, labor, wages, materials, supplies or services or materials in connection with such Restoration, restoration which, if unpaid, might become the basis of a vendor's, mechanic's, laborer's lien or materialman's statutory or similar lien with respect to the Restoration upon such restoration or a lien upon the Demised Premises, Leased Premises or any portion part thereof; and . (ciii) That the costscost, as estimated by the person signing such certificateTenant, of the completion of the Restoration restoration required to be done subsequent to the date of such certificate in order to complete the Restoration do same, does not exceed the sum of the remaining insurance moneysmoney, plus any amount deposited by Tenant to defray such cost and remaining in the hands of Landlord or Agent, if applicable, the recipient designated in Section 7.04 hereof after payment of the sum requested in such certificate. As a condition to payment, Tenant shall furnish Landlord or Agent, if applicable, at the time of any such payment with evidence certificates. (b) Evidence reasonably satisfactory to Landlord Landlord, to the effect that there has not been filed with respect to the Leased Premises or Agentany part thereof any vendor's, if applicablemechanic's, laborer's, materialman's or other similar lien, which has not been discharged of record, except such as will be discharged by payment of the amount then requested, and to the effect that there has not been filed with respect to the Leased Premises any federal tax or revenue lien, provided, however, that there are no unpaid bills in such evidence shall be required with respect to any worksuch lien which Tenant is disputing in accordance with the provisions of Section 10.01 hereof. (c) Whenever such restoration shall involve the construction of any foundation wall or any building wall, laborevidence, services during the course of such construction by survey and a survey reading thereon, made by a duly licensed surveyor, that, other than as approved by Landlord, there are, as a result of such construction, no encroachments on adjoining property, no encroachments on any street, alley or materials performedavenue or easement for light and air, furnished and no physical conditions that would render title to the Leased Premises unmarketable. Upon compliance with the foregoing provisions of this Section 16.02 out of such insurance money there shall be paid to Tenant or supplied the persons named in connection with such Restorationcertificate the respective amounts stated therein to have been paid by Tenant or to be due to them, as the case may be. If the insurance moneys money at the time held by the recipient designated by Section 7.04 hereof, less the actual cost, fees and expenses, if any, incurred by Landlord in connection with the hands adjustment of Landlordthe loss, shall be insufficient in the judgment of Landlord to pay the entire costs cost of such restoration, Tenant shall pay the deficiency to said recipient, prior to commencement or continuation of construction. Upon the receipt by said recipient of satisfactory evidence, of the Restoration, Tenant agrees to pay any deficiency promptly. Tenant shall continue to be liable for full payment character required by the foregoing provisions of Base Rent, Additional Rent and any other amounts due and payable hereunder. Upon completion of the Restoration and payment in full thereof by Tenant, Landlord or Agent, if applicable, shall within a reasonable period of time thereafter, turn over to Tenant all insurance moneys or other moneys then remaining upon submission of proof reasonably satisfactory to Landlord or Agent, if applicablethis Section 16.02, that the Restoration restoration has fully been completed and paid for in full and that there are no liens of the damaged character referred to therein, and there is no default under the terms, conditions, covenants and agreements of this Lease which can be cured by the payment of money nor any default hereunder which has become an event of default, any balance of the insurance money at the time held by said recipient shall be paid to Tenant, unless such balance shall be due any Mortgagee under any mortgage or destroyed Improvements repaired, restored or rebuilt deed of trust. 16.03 Except as nearly as possible otherwise expressly provided in Section 16.04 hereof and subject to the condition they were in immediately prior to such damage or destructionlimitations of applicable law, or with such changes or alterations as may be made in conformity with the terms hereof. C. No no destruction of of, or damage to the Demised Premises, Building or the Leased Premises or any portion thereof, part thereof by fire, casualty fire or otherwise any other cause shall permit Tenant to surrender this Lease or shall relieve Tenant from its liability obligations to pay to Landlord the Base Rent full base rent and Additional Rent additional rent payable under this Lease or from any of its other obligations under this Lease, and Tenant waives any rights now or hereafter conferred upon Tenant it by present or future law statute or otherwise to quit or surrender this Lease or the Demised Premises, Leased Premises or any portion thereof, to Landlord or to any suspension, diminution, abatement or reduction of rent on account of any such destruction or damage. 16.04 Anything contained in this Section to the contrary notwithstanding, if at any time during the last year of the initial term or any renewal term of this Lease any part of the Building shall be damaged or destroyed by fire or other casualty, act of god or other causes beyond the reasonable control of Tenant to such an extent that said damage or destructiondestruction cannot be repaired within one hundred twenty (120) days, and provided Tenant is not in default under its obligations set forth in Section 7 hereof, Tenant may, at its option, terminate this Lease within thirty (30) days after a determination of the existence of said right of termination. Tenant may exercise its option to terminate this Lease under this Section by serving upon Landlord at any time within said thirty (30) day period a thirty (30) day written notice of Tenant's election to so terminate, without any liability on the part of Tenant to Landlord, except for the payment of base rent and all additional sums required to be paid by Tenant under the terms of this Lease up to the date of such termination and if requested in writing by Landlord, full performance by Tenant, at its sole cost and expense, of the work of demolition and removal of the remaining portions of the Building so damaged or destroyed and removal of all debris from the Land, provided, however, that insurance money paid as provided in Sections 7.04 and 16.02 hereof shall be applied, to the extent such funds are available for demolition and removal, to payment of the cost of such demolition and removal. In the event this Lease shall be terminated pursuant to the provisions of this Section, any insurance proceeds payable in connection with demolition and removal as set forth in the previous paragraph of this Section shall be payable solely to Landlord or to any Mortgagee.

Destruction and Restoration. A. Tenant covenants and agrees that in case of damage to or destruction of the Demised Premises Improvements after the Commencement Date of the term of this Lease, by fire or otherwise, Tenant, at its sole cost and expense, shall promptly restore, repair, replace and rebuild the same as nearly as possible to the condition that the same were in immediately prior to such damage or destruction with such changes or alterations (made in conformity with paragraph 6 Article XIX hereof) as may be reasonably acceptable to Landlord or required by law. Tenant shall forthwith give Landlord written notice of such damage or destruction upon the occurrence thereof and specify in such notice, in reasonable detail, the extent thereof. Such restoration, repairs, replacements, rebuilding, changes and alterations, including the cost of temporary repairs for the protection of the Demised Premises, or any portion thereof, pending completion thereof are sometimes hereinafter referred to as the "Restoration." The Restoration shall be carried on and completed in accordance with the provisions and conditions of this Lease including but not limited to paragraphs 5, 6, 9, Section 13.2 and 16 Article XIX hereof. Tenant shall, at Tenant's expense, regardless If the net amount of whether there are sufficient the insurance proceeds therefor(after deduction of all costs, promptly commence expenses and complete with all due diligence fees related to recovery of the Restoration to as nearly as possible the condition which existed prior to such damage or destruction. B. All insurance moneys proceeds) recovered by Landlord and held by Agent, shall be applied to the payment of the costs of the Restoration Landlord and shall be paid out from time to time Tenant as the Restoration progresses upon the written request of Tenant, accompanied by a certificate of the architect or a qualified professional engineer in charge of the Restoration stating that as of the date of such certificate (a) the sum requested co-trustees is justly due to the contractors, subcontractors, materialmen, laborers, engineers, architects, or persons, firms or corporations furnishing or supplying work, labor, services or materials for such Restoration, or is justly required to reimburse Tenant for any expenditures made by Tenant in connection with such Restoration, and when added to all sums previously paid out reasonably deemed insufficient by Landlord does not exceed the value of the Restoration performed to the date of such certificate by all of said parties; (b) except for the amount, if any, stated in such certificates to be due for work, labor, services or materials, there is no outstanding indebtedness known to the person signing such certificate, after due inquiry, which is then due for work, labor, services or materials in connection with such Restoration, which, if unpaid, might become the basis of a mechanic's lien or similar lien with respect to the Restoration or a lien upon the Demised Premises, or any portion thereof; and (c) the costs, as estimated by the person signing such certificate, of the completion of the Restoration required to be done subsequent to the date of such certificate in order to complete the Restoration do not exceed the sum of the remaining insurance moneyssuch improvements (exclusive of Tenant's personal property and trade fixtures which shall be restored, remaining in the hands repaired or rebuilt out of Landlord or Agent, if applicable, after payment of the sum requested in such certificate. As a condition to paymentTenant's separate funds), Tenant shall furnish Landlord or Agentshall, if applicable, at the time of any such payment with evidence reasonably satisfactory to Landlord or Agent, if applicable, that there are no unpaid bills in respect to any work, labor, services or materials performed, furnished or supplied in connection with such Restoration. If the insurance moneys in the hands upon request of Landlord, shall be insufficient deposit with Landlord and Tenant, as co-trustees a cash deposit equal to pay the entire costs reasonable estimate of the Restoration, Tenant agrees amount necessary to pay any deficiency promptly. Tenant shall continue to be liable for full payment of Base Rent, Additional Rent and any other amounts due and payable hereunder. Upon completion of complete the Restoration and payment in full thereof by Tenant, Landlord or Agent, if applicable, shall within a reasonable period of time thereafter, turn over to Tenant all such improvements less the amount of such insurance moneys or other moneys then remaining upon submission of proof reasonably satisfactory to Landlord or Agent, if applicable, that the Restoration has been paid for in full and the damaged or destroyed Improvements repaired, restored or rebuilt as nearly as possible to the condition they were in immediately prior to such damage or destruction, or with such changes or alterations as may be made in conformity with the terms hereofproceeds available. C. No destruction of or damage to the Demised Premises, or any portion thereof, by fire, casualty or otherwise shall permit Tenant to surrender this Lease or shall relieve Tenant from its liability to pay to Landlord the Base Rent and Additional Rent payable under this Lease or from any of its other obligations under this Lease, and Tenant waives any rights now or hereafter conferred upon Tenant by present or future law or otherwise to quit or surrender this Lease or the Demised Premises, or any portion thereof, to Landlord or to any suspension, diminution, abatement or reduction of rent on account of any such damage or destruction.

Destruction and Restoration. A. Tenant covenants and agrees that in case of damage to or destruction of the Demised Premises Improvements after the Commencement Date of the term of this Lease, by fire or otherwise, Tenant, at its sole cost and expense, shall promptly restore, repair, replace and rebuild the same as nearly as possible to the condition that the same were in immediately prior to such damage or destruction with such changes or alterations (made in conformity with paragraph 6 Paragraph 8 hereof) as may be reasonably acceptable to Landlord or required by law. Tenant shall forthwith give Landlord written notice of such damage or destruction upon the occurrence thereof and specify in such notice, in reasonable detail, the extent thereof. Such restoration, repairs, replacements, rebuilding, changes and alterations, including the cost of temporary repairs for the protection of the Demised Premises, or any portion thereof, pending completion thereof are sometimes hereinafter referred to as the "Restoration." The Restoration shall be carried on and completed in accordance with the provisions and conditions of this Lease including but not limited to paragraphs 5, 6, 9, Paragraphs 8 and 16 18B hereof. Tenant shall, at Tenant's expense, regardless If the net amount of whether there are sufficient the insurance proceeds therefor(after deduction of all costs, promptly commence expenses and complete with all due diligence fees related to recovery of the Restoration to as nearly as possible the condition which existed prior to such damage or destruction. B. All insurance moneys proceeds) recovered by Landlord and held by Agent, shall be applied to the payment of the costs of the Restoration Landlord and shall be paid out from time to time Tenant as the Restoration progresses upon the written request of Tenant, accompanied by a certificate of the architect or a qualified professional engineer in charge of the Restoration stating that as of the date of such certificate (a) the sum requested co-trustee is justly due to the contractors, subcontractors, materialmen, laborers, engineers, architects, or persons, firms or corporations furnishing or supplying work, labor, services or materials for such Restoration, or is justly required to reimburse Tenant for any expenditures made by Tenant in connection with such Restoration, and when added to all sums previously paid out reasonably deemed insufficient by Landlord does not exceed the value of the Restoration performed to the date of such certificate by all of said parties; (b) except for the amount, if any, stated in such certificates to be due for work, labor, services or materials, there is no outstanding indebtedness known to the person signing such certificate, after due inquiry, which is then due for work, labor, services or materials in connection with such Restoration, which, if unpaid, might become the basis of a mechanic's lien or similar lien with respect to the Restoration or a lien upon the Demised Premises, or any portion thereof; and (c) the costs, as estimated by the person signing such certificate, of the completion of the Restoration required to be done subsequent to the date of such certificate in order to complete the Restoration do not exceed the sum of the remaining insurance moneyssuch improvements (exclusive of Tenant's personal property and trade fixtures which shall be restored, remaining in the hands repaired or rebuilt out of Landlord or Agent, if applicable, after payment of the sum requested in such certificate. As a condition to paymentTenant's separate funds), Tenant shall furnish Landlord or Agentshall, if applicable, at the time of any such payment with evidence reasonably satisfactory to Landlord or Agent, if applicable, that there are no unpaid bills in respect to any work, labor, services or materials performed, furnished or supplied in connection with such Restoration. If the insurance moneys in the hands upon request of Landlord, shall be insufficient deposit with Landlord and Tenant, as co-trustees, a cash deposit equal to pay the entire costs reasonable estimate of the Restoration, Tenant agrees amount necessary to pay any deficiency promptly. Tenant shall continue to be liable for full payment of Base Rent, Additional Rent and any other amounts due and payable hereunder. Upon completion of complete the Restoration and payment in full thereof by Tenant, Landlord or Agent, if applicable, shall within a reasonable period of time thereafter, turn over to Tenant all such improvements less the amount of such insurance moneys or other moneys then remaining upon submission of proof reasonably satisfactory to Landlord or Agent, if applicable, that the Restoration has been paid for in full and the damaged or destroyed Improvements repaired, restored or rebuilt as nearly as possible to the condition they were in immediately prior to such damage or destruction, or with such changes or alterations as may be made in conformity with the terms hereofproceeds available. C. No destruction of or damage to the Demised Premises, or any portion thereof, by fire, casualty or otherwise shall permit Tenant to surrender this Lease or shall relieve Tenant from its liability to pay to Landlord the Base Rent and Additional Rent payable under this Lease or from any of its other obligations under this Lease, and Tenant waives any rights now or hereafter conferred upon Tenant by present or future law or otherwise to quit or surrender this Lease or the Demised Premises, or any portion thereof, to Landlord or to any suspension, diminution, abatement or reduction of rent on account of any such damage or destruction.

Destruction and Restoration. A. Tenant covenants and agrees that in case 1. If the Demised Premises shall be damaged to the extent of fifty Percent (50%) or more of the cost of replacement thereof by any insured casualty of damaged by any uninsured casualty, Lessor shall have the option to rebuild or terminate this Lease to be exercised by notice to Lessee given not more than ninety (90) days from the later to occur of the date of such damage or an insured loss, the date Lessor receives it's final insurance adjustment. If Lessor elects to or destruction rebuild Lessor shall, at its expense shall proceed with so much of the restoration of the Demised Premises after as was included in Lessors Work pursuant to Article V. All repairs and restorations of the Commencement Date Demised Premises not so included shall be performed by Lessee in conformance with Article VI. The parties shall promptly commence and diligently proceed with their restoration obligations hereunder. 2. If the Demised Premises shall be damaged to the extent of less than fifty percent (50%) of the cost of replacement, by fire or other casualty covered by Lessor's policy of fire and extended coverage insurance, during the term of this Lease, by fire or otherwise, Tenantthen Lessor shall, at its sole cost and expense, proceed with so much of the restoration of the Demised Premises as was included in Lessor's Work pursuant to Article V. All repairs and restorations of the Demised Premises not so included shall promptly restore, repair, replace and rebuild be performed by Lessee in conformance with Article VI. 3. In the same as nearly as possible to the condition that the same were in immediately prior to such damage or event of total destruction with such changes or alterations (made in conformity with paragraph 6 hereof) as may be reasonably acceptable to Landlord or required by law. Tenant shall forthwith give Landlord written notice of such damage or destruction upon the occurrence thereof and specify in such notice, in reasonable detail, the extent thereof. Such restoration, repairs, replacements, rebuilding, changes and alterations, including the cost of temporary repairs for the protection of the Demised Premises, or any portion thereof, pending completion thereof are sometimes hereinafter referred to as the "Restoration." The Restoration Lessee's rent shall be carried on and completed in accordance with the provisions and conditions of this Lease including but not limited to paragraphs 5, 6, 9, and 16 hereof. Tenant shall, at Tenant's expense, regardless of whether there are sufficient insurance proceeds therefor, promptly commence and complete with all due diligence the Restoration to as nearly as possible the condition which existed prior to such damage or destruction. B. All insurance moneys held by Agent, shall be applied to the payment of the costs of the Restoration and shall be paid out completely xxxxx from time to time as the Restoration progresses upon the written request of Tenant, accompanied by a certificate of the architect or a qualified professional engineer in charge of the Restoration stating that as of the date of such certificate (a) the sum requested is justly due destruction. If Lessor elects to the contractorsrebuild as aforesaid, subcontractors, materialmen, laborers, engineers, architects, or persons, firms or corporations furnishing or supplying work, labor, services or materials for such Restoration, or is justly required to reimburse Tenant for any expenditures made by Tenant in connection with such Restoration, and when added to all sums previously paid out by Landlord does not exceed the value of the Restoration performed to Lessee's rent shall completely xxxxx from the date of such certificate by all of said parties; (b) except destruction until Lessor substantially completes its work and delivers the space to Lessee, or upon the date when Lessee opens for business, whichever event shall first occur. In the amount, if any, stated in such certificates to be due for work, labor, services or materials, there is no outstanding indebtedness known to the person signing such certificate, after due inquiry, which is then due for work, labor, services or materials in connection with such Restoration, which, if unpaid, might become the basis event of a mechanic's lien partial destruction or similar lien with respect to damage whereby Lessee shall be deprived of the Restoration or occupancy and use of only a lien upon portion of the Demised Premises, then Minimum Rent shall be equitably apportioned according to the area of the Demised Premises which is unusable by Lessee, until such time as the Demised Premises are repaired or restored as provided herein. 4. In the event any portion thereof; of the Shopping Center is damaged or destroyed to such an extent that Lessor, in its, sole discretion, elects to discontinue operation of the Shopping Center, Lessor may cancel this Lease by giving Lessee notice of its election and this Lease shall terminate and shall become null and void ninety (90) days after said notice. 5. Each party hereto (hereinafter "Releasing Party") hereby releases the other (hereinafter "Released Party") from any liability which the Released Party would but for this paragraph, have had to the Releasing Party arising out of or in connection with any accident or occurrence or casualty (a) which is or would be covered by a standard fire and extended coverage policy (with vandalism and malicious mischief endorsement attached) or by a sprinkler leakage or water damage policy in the State of Florida regardless of whether or not such coverage is being carried by the Releasing Party, and (cb) to the costs, as estimated extent of recovery under any other casualty or property damage insurance being carried by the person signing such certificate, of the completion of the Restoration required to be done subsequent to the date of such certificate in order to complete the Restoration do not exceed the sum of the remaining insurance moneys, remaining in the hands of Landlord or Agent, if applicable, after payment of the sum requested in such certificate. As a condition to payment, Tenant shall furnish Landlord or Agent, if applicable, Releasing Party at the time of such accident or occurrence or casualty, which accident or occurrence or casualty may have resulted in whole or in part from any such payment with evidence reasonably satisfactory to Landlord act or Agentneglect of the Released Party, its officers, agents or employees; provided, however, the release hereinabove set forth shall become inoperative and null and void if applicable, that there are no unpaid bills in respect to any work, labor, services or materials performed, furnished or supplied in connection with such Restoration. If the Releasing Party contracts for the insurance moneys required to be carried under the terms of this Lease with an insurance company which (a) takes the position that the existence of such release vitiates or would adversely affect any policy so insuring the Releasing Party in a substantial manner and notice thereof is given to the Released Party, or (b) requires the payment of a higher premium by reason of the existence of such release, unless in the hands of Landlordlatter case the Released Party, within ten (10) days after notice thereof from the Releasing Party, pays such increase in premium. Notwithstanding anything contained in this Lease to the contrary, Lessor shall be insufficient to pay the entire costs of the Restoration, Tenant agrees to pay any deficiency promptly. Tenant shall continue to not be liable for full payment any damage to person or property arising from the negligent act or omission of Base Rent, Additional Rent and any other amounts due and payable hereunder. Upon completion tenant or occupant of the Restoration Shopping Center; and payment in full thereof by Tenant, Landlord or Agent, if applicable, shall within a reasonable period of time thereafter, turn over to Tenant all insurance moneys or other moneys then remaining upon submission of proof reasonably satisfactory to Landlord or Agent, if applicable, that the Restoration has been paid for in full and the damaged or destroyed Improvements repaired, restored or rebuilt as nearly as possible to the condition they were in immediately prior to such damage or destruction, or with such changes or alterations as may be made in conformity with the terms hereof. C. No destruction of or damage to the Demised Premises, or any portion thereof, by fire, casualty or otherwise shall permit Tenant to surrender this Lease or shall relieve Tenant from its liability to pay to Landlord the Base Rent and Additional Rent payable under this Lease or from any of its other obligations under this Lease, and Tenant Lessee hereby expressly waives any rights now or hereafter conferred upon Tenant by present or future law or otherwise to quit or surrender this Lease or the Demised Premises, or any portion thereof, to Landlord or to any suspension, diminution, abatement or reduction of rent on account of any claim for such damage or destructiondamages.

Destruction and Restoration. A. 12.1 Tenant covenants and agrees that in case of damage to or destruction of the Demised Premises Improvements after the Commencement Date commencement date of the term of this LeaseLease Agreement, by fire or otherwise, Tenant, at its sole cost and expense, shall promptly restore, repair, replace and rebuild the same as nearly as possible to the condition that the same were in immediately prior to such damage or destruction with such changes or alterations (made in conformity with paragraph 6 Article XVIII hereof) as may be reasonably acceptable to Landlord or required by law. Tenant shall forthwith give Landlord written notice of such damage or destruction upon the occurrence thereof and specify in such notice, in reasonable detail, the extent thereof. Such restoration, repairs, replacements, rebuilding, changes and alterations, including the cost of temporary repairs for the protection of the Demised Premises, or any portion thereof, pending completion thereof are sometimes hereinafter referred to as the "Restoration." The Restoration shall be carried on and completed in accordance with the provisions and conditions of this Lease including but not limited to paragraphs 5, 6, 9, Paragraph 12.2 and 16 Article XVIII hereof. If the net amount of the insurance proceeds (after deduction of all costs, expenses and fees related to recovery of the insurance proceeds) recovered by Landlord or any mortgagee is deemed insufficient by Landlord to complete the Restoration of such Improvements (exclusive of Tenant's personal property and trade fixtures which shall be restored, repaired or rebuilt out of Tenant's separate funds), Tenant shall, at pay the deficiency out of Tenant's expense, regardless of whether there are sufficient insurance proceeds therefor, promptly commence and complete with all due diligence the Restoration to as nearly as possible the condition which existed funds prior to the disbursement of any insurance proceeds. 12.2 All insurance moneys recovered by Landlord or any mortgagee on account of such damage or destruction. B. All insurance moneys held by Agent, less the costs, if any, to Landlord of such recovery, shall be applied to the payment of the costs of the Restoration and shall be paid out from time to time as the Restoration progresses upon the written request of Tenant, accompanied by a certificate of the architect or a qualified professional engineer in charge of the Restoration stating that as of the date of such certificate (ai) the sum requested is justly due to the contractors, subcontractors, materialmen, laborers, engineers, architects, or persons, firms or corporations furnishing or supplying work, labor, services or materials for such Restoration, or is justly required to reimburse Tenant for any expenditures made by Tenant in connection with such Restoration, and when added to all sums previously paid out by Landlord does not exceed the value of the Restoration performed to the date of such certificate by all of said parties; (bii) except for the amount, if any, stated in such certificates to be due for work, labor, services or materials, there is no outstanding indebtedness known to the person signing such certificate, after due inquiry, which is then due for work, labor, services or materials in connection with such Restoration, Restoration which, if unpaid, might become the basis of a mechanic's lien or similar lien with respect to the Restoration or a lien upon the Demised Premises, or any portion thereof; and (ciii) the costs, as estimated by the person signing such certificate, of the completion of the Restoration required to be done subsequent to the date of such certificate in order to complete the Restoration do not exceed the sum of the remaining insurance moneys, plus the amount deposited by Tenant, if any, remaining in the hands of Landlord or Agent, if applicable, after payment of the sum requested in such certificate. As a condition to payment, Tenant shall furnish Landlord or Agent, if applicable, at the time of any such payment with evidence reasonably satisfactory to Landlord or Agent, if applicable, that there are no unpaid bills in respect to any work, labor, services or materials performed, furnished or supplied in connection with such Restoration. If the Landlord shall not be required to pay out any insurance moneys in the hands of Landlord, shall be insufficient where Tenant fails to pay the entire costs supply satisfactory evidence of the Restoration, Tenant agrees to pay any deficiency promptly. Tenant shall continue to be liable for full payment of Base Rentwork, Additional Rent and any other amounts due and payable hereunderlabor, services or materials performed, furnished or supplied, as aforesaid. Upon completion of the Restoration and payment in full thereof by Tenant, Landlord or Agentand any mortgagee holding the same shall, if applicable, shall within a reasonable period of time thereafter, turn over to Tenant all any insurance moneys or other moneys then remaining upon submission of proof reasonably satisfactory to Landlord or Agent, if applicable, that the Restoration has been paid for in full and the damaged damage or destroyed Improvements Buildings and other improvements repaired, restored or rebuilt as nearly as possible to the condition they were in immediately prior to such damage or destruction, or with such changes or alterations as may be made in conformity with the terms Paragraph 12.1 and Article XVIII hereof. C. 12.3 No destruction of or damage to the Demised Premises, or any portion thereof, by fire, casualty or otherwise shall permit Tenant to surrender this Lease Agreement or shall relieve Tenant from its liability to pay to Landlord the Base Basic Rent and Additional Rent payable under this Lease Agreement or from any of its other obligations under this LeaseLease Agreement, and Tenant waives any rights now or hereafter conferred upon Tenant by present or future law or otherwise to quit or surrender this Lease Agreement or the Demised Premises, or any portion thereof, to Landlord or to any suspension, diminution, abatement or reduction of rent on account of any such damage or destruction. 12.4 To the extent that any insurance moneys which would otherwise be payable to Landlord and used in the Restoration of the damaged or destroyed improvements are paid to any mortgagee of Landlord and applied in payment of or reduction of the sum or sums secured by any such mortgage or mortgages made by Landlord on the Demised Premises, Landlord shall make available, for the purpose of Restoration of such improvements, an amount equal to the amount payable to its mortgagee out of such proceeds and such sum shall be applied in the manner provided in Paragraph 12.2 hereof.

Destruction and Restoration. A. 14.1. Subject to the terms and provisions of any security documents evidencing any first mortgage financing encumbering the Land, Tenant covenants and agrees that in case of damage to or destruction of the Demised Premises improvements after the Commencement Date of the term of this Lease, by fire or otherwise, Tenant, at its sole cost and expense, shall promptly restore, repair, replace and rebuild the same as nearly as possible to the condition that the same were in immediately prior to such damage or destruction with such changes or alterations (made in conformity with paragraph 6 Article XX hereof) as may be reasonably acceptable to Landlord or required by law. ; provided, however, that Tenant's obligations set forth in this Paragraph 14.1 shall be expressly conditioned upon the net amount of insurance proceeds being made available to Tenant for the Restoration, and if such net amount is not made available, Tenant shall forthwith have the right to terminate this Lease, Tenant shall give Landlord written notice of such damage or destruction upon promptly after the occurrence thereof and specify in such notice, in reasonable detail, the extent thereof. Such restoration, repairs, replacements, rebuilding, changes and alterations, including the cost of temporary repairs for the protection of the Demised Premises, or any portion thereof, pending completion thereof thereof, are sometimes hereinafter referred to as the "Restoration." The Restoration shall be carried on and completed in accordance with the provisions and conditions of this Lease including but not limited to paragraphs 5, 6, 9, Paragraph 14.2 and 16 Article XX hereof. If the net amount of the insurance proceeds (after deduction of all costs, expenses and fees related to recovery of the insurance proceeds) recovered by all named insureds and loss payees and made available to Tenant is insufficient to complete the Restoration of such improvements (exclusive of Tenant's personal property and trade fixtures which shall be restored, repaired or rebuilt out of Tenant's separate funds if Tenant so elects), Tenant shall, at Tenant's expenseupon request of Landlord or Mortgagee, regardless deposit with Landlord or Mortgagee a cash deposit equal to the reasonable estimate of whether there are sufficient the amount necessary to complete the Restoration of such improvements less the amount of such insurance proceeds therefor, promptly commence and complete with all due diligence the Restoration to as nearly as possible the condition which existed prior to available. 14.2. All insurance monies recovered on account of such damage or destruction. B. All insurance moneys held , less the costs, if any, of such recovery, plus the amount of any funds deposited by AgentTenant with Landlord or Mortgagee pursuant to Paragraph 14.1, shall be applied by Landlord to the payment of the costs of the Restoration and shall be paid out from time to time as the Restoration progresses upon the written request of Tenant, accompanied by a certificate of the architect or a qualified professional engineer in charge of the Restoration stating that as of the date of such certificate (a) the sum requested is justly due to the contractors, subcontractors, materialmen, laborers, engineers, architects, or persons, firms or corporations furnishing or supplying work, labor, services or materials for such Restoration, or is justly required to reimburse Tenant for any expenditures made by Tenant in connection with such Restoration, and when added to all sums previously paid out by Landlord or Mortgagee, does not exceed the value of the Restoration performed to the date of such certificate by all of or said parties; (b) except for the amount, if any, stated in such certificates to be then due as of the date of the applicable certificate for work, labor, services or materials, there is no outstanding indebtedness known to the person signing such certificate, after due inquiry, which is then due for work, labor, services or materials in connection with such Restoration, which, if unpaid, might become the basis of a mechanic's lien or similar lien with respect to the Restoration or a lien upon the Demised Premises, or any portion thereof; and (c) the costs, as estimated by the person signing such certificate, of the completion of the Restoration required to be done subsequent to the date of such certificate in order to complete the Restoration do not exceed the sum of the remaining insurance moneys, plus the amount deposited by Tenant, if any, remaining in the hands of Landlord or Agent, if applicable, Mortgagee after payment of the sum requested in such certificate. As a condition to payment, Tenant shall furnish Landlord or Agent, if applicable, Mortgagee at the time of any such payment with partial or final (as the case may be) waivers of lien and such other evidence reasonably satisfactory to Landlord or Agent, if applicable, that there are no unpaid bills in with respect to any work, labor, services or materials performed, furnished or supplied in connection with such RestorationRestoration as Landlord or Mortgagee may reasonably request. Landlord or Mortgagee shall not be required to pay out any insurance moneys where Tenant fails to supply satisfactory evidence of the payment for work, labor, services or materials performed, furnished or supplied, as aforesaid. If the insurance moneys in the hands of LandlordLandlord or Mortgagee, and such other sums, if any, deposited with Landlord or Mortgagee pursuant to Paragraph 14.1 hereof, shall be insufficient to pay the entire costs of the Restoration, Tenant agrees to shall pay any deficiency promptly. Tenant shall continue to be liable for full payment of Base Rent, Additional Rent and any other amounts due and payable hereunder. Upon completion of the Restoration and payment in full thereof by Tenant, Landlord or Agent, if applicable, shall within a reasonable period of time thereafter, turn over to Tenant all insurance moneys or other moneys then remaining upon submission of proof reasonably satisfactory to Landlord or Agent, if applicable, that the Restoration has been paid for in full and the damaged or destroyed Improvements repaired, restored or rebuilt as nearly as possible to the condition they were in immediately prior to such damage or destruction, or with such changes or alterations as may be made in conformity with the terms hereof.Mortgagee within ten (10) days after receipt of Landlord's or C. 14.3. No destruction of or damage to the Demised Premises, or any portion thereof, by fire, casualty or otherwise shall permit Tenant to surrender this Lease or shall relieve Tenant from its liability to pay to Landlord the Base Rent and Additional Rent payable under this Lease or from any of its other obligations under this Lease. 14.4. The foregoing provisions of this Article XIV apply only to damage or destruction of the improvements by fire, and Tenant waives any rights now casualty or hereafter conferred upon Tenant by present or future law or otherwise to quit or surrender this Lease or other cause occurring after the Demised Premises, Commencement Date (or any portion thereofpre-Term occupancy of the Premises by Tenant pursuant to Paragraph 1.2 above, to Landlord or to any suspension, diminution, abatement or reduction of rent on account of any if applicable). Any such damage or destructiondestruction occurring prior to such time shall be restored, repaired, replaced and rebuilt by Landlord and during such period of construction, Landlord shall obtain and maintain the builder's risk insurance coverage referred to in Paragraph 7.1 hereof. All moneys received by Landlord under its builder's risk insurance coverage shall be applied by Landlord to complete the Restoration of such damage or destruction and if such insurance proceeds are insufficient, Landlord shall provide all additional funds necessary to complete the Restoration of the Improvements.

Destruction and Restoration. A. Section 16.01. Subject to the provisions of Section 16.04, in case of any damage to or destruction of the Improvements which constitute the Demised Premises by fire or any other cause or any Partial taking (as hereinafter defined), Tenant, at Tenant's sole cost and expense, whether or not the insurance proceeds, if any, shall be sufficient for the purpose, and irrespective of the amount of any loss, shall restore, repair, replace, rebuild or alter the same (collectively referred to as "Restoration") as nearly as possible to their value, condition and character immediately prior to such damage, destruction or Partial Taking or with such reasonable changes or reasonable alterations as may be desired by Tenant covenants for sound business reasons, but in conformity with and agrees that subject to the conditions of Article XV. Such Restoration shall be commenced and prosecuted with due diligence in good faith. In case of damage to or destruction of the Demised Premises after the Commencement Date any of the term of this Lease, Improvements in the Shopping Centers by fire or otherwiseother cause, Tenant, at its sole cost and expense, Tenant shall promptly restore, repair, replace and rebuild the same give written notice thereof to Landlord. Section 16.02. All insurance money paid as nearly as possible to the condition that the same were provided in immediately prior to such Section 5.05 for damage or destruction and all Net Awards in respect of any Partial Taking, less the actual costs, fees and expenses, if any, incurred in connection with such changes or alterations (made in conformity with paragraph 6 hereof) as may be reasonably acceptable to Landlord or required by law. Tenant shall forthwith give Landlord written notice the adjustment of such damage or destruction upon the occurrence thereof and specify in such noticeloss, in reasonable detail, the extent thereof. Such restoration, repairs, replacements, rebuilding, changes and alterations, including the cost of temporary repairs for the protection of the Demised Premises, or any portion thereof, pending completion thereof are sometimes hereinafter referred an amount up to as the "Restoration." The Restoration shall be carried on and completed in accordance with the provisions and conditions of this Lease including but not limited to paragraphs 5, 6, 9, and 16 hereof. Tenant shall, at Tenant's expense, regardless of whether there are sufficient insurance proceeds therefor, promptly commence and complete with all due diligence the Restoration to as nearly as possible the condition which existed prior to such damage or destruction. B. All insurance moneys held by AgentOne Hundred Fifty Thousand Dollars ($150,000.00), shall be paid to Tenant, and if over One Hundred Fifty Thousand Dollars ($150,000.00), shall be paid to the Insurance Trustee, held in trust in all cases (including whether held by Tenant or over One Hundred Fifty Thousand Dollars ($150,000.00) and held by the Insurance Trustee), and applied to the payment of the costs cost of the aforesaid Restoration, including cost of demolition and temporary repairs and for the protection of property pending the completion of permanent Restoration and shall be paid out from time to time to Tenant or in accordance with any Insurance Trustee's directions, as the Restoration progresses upon on the written approval of Landlord, which shall not be unreasonably withheld, and the written request of Tenant which shall be accompanied by the following: a. A duplicate original copy of all the construction contracts and all supporting documents relating to a request for money and certificate signed by Tenant's regular Vice President, dated not more than thirty (30) days prior to such request, setting forth the following: (1) That the sum then requested either has been paid by Tenant, accompanied by a certificate of the architect or a qualified professional engineer in charge of the Restoration stating that as of the date of such certificate (a) the sum requested is justly due to the contractors, subcontractors, materialmen, laborers, engineers, architectsarchitects or other persons who have rendered services or furnished materials for the Restoration therein specified, or the names and addresses of such persons, firms a brief description of such services and materials, the several amounts so paid or corporations furnishing or supplying workdue to each of said persons in respect thereof, labor, services or materials for that no part of such Restoration, expenditures has been or is justly required to reimburse Tenant being made the basis in any previous or then-pending request for any expenditures the withdrawal of insurance money or Net Awards or has been made out of the proceeds of insurance or Net Awards received by Tenant in connection with such RestorationTenant, and when added to all sums previously paid out by Landlord that the sum then requested does not exceed the value cost of the Restoration performed to services and materials described in the date of such certificate by all of said parties; certificate; (b2) That, except for the amount, if any, stated in such certificates certificate to be due for work, labor, services or materialsmaterials and except for any amount to be withheld pursuant to a directly related construction contract and except for any amount being contested by Tenant pursuant to Section 10.01, there is no outstanding indebtedness known to the person signing such certificateTenant, after due inquiry, which is then due and payable for work, labor, wages, materials, supplies or services or materials in connection with such Restoration, Restoration which, if unpaid, might become the basis of a vendor's, mechanic's, laborer's lien or materialman's statutory or similar lien with respect to the upon such Restoration or a lien upon Tenant's leasehold interest in the Demised Premises, or any portion thereof; and and (c3) That the costscost, as estimated by the person signing such certificateTenant, of the completion of the Restoration required to be done subsequent to the date of such certificate in order to complete the Restoration do same, does not exceed the sum of insurance money or Net Awards, as the remaining insurance moneyscase may be, plus any amount deposited by Tenant to defray such cost and remaining in the hands of Landlord or Agent, if applicable, the recipient designated in Section 5.05 after payment of the sum requested in such certificate. As a condition to payment. b. If requested by Landlord, Tenant shall furnish Landlord or Agent, if applicable, at the time of any such payment with evidence reasonably satisfactory to Landlord or Agent, if applicable, to the effect that there are no unpaid bills in has not been filed with respect to the Demised Premises or Tenant's leasehold interest any workvendor's, labormechanic's, services laborer's, materialman's or materials performedother similar lien, furnished which has not been discharged of record, except such as will be discharged by payment of the amount then requested. In the event that any such Restoration involves expenditures in excess of Two Hundred Fifty Thousand Dollars ($250,000.00), the certificate required by paragraph (a) of this Section shall be a certificate signed by the architect or supplied engineer in connection with such charge of the Restoration, selected by Tenant and reasonably satisfactory to Landlord. If the insurance moneys money or Net Awards, as the case may be, at the time held by the recipient designated by Section 5.05, less the actual costs, fees and reasonable expenses, if any, incurred by Landlord in connection with the hands adjustment of Landlordthe loss, shall be insufficient in the reasonable judgment of Landlord to pay the entire costs cost of the such Restoration, Tenant agrees shall pay the deficiency to pay any deficiency promptly. Tenant shall continue said recipient, prior to be liable for full payment commencement of Base Rentconstruction, Additional Rent and any other amounts due and payable hereunder. Upon completion or, if construction is underway, prior to continuation of the Restoration construction and payment in full thereof by Tenant, Landlord or Agent, if applicable, shall within a reasonable period of time thereafter, turn over to Tenant all before the next requisition for insurance moneys or other moneys then remaining upon submission Net Awards, as the case may be, need be honored. Upon the receipt by said recipient of proof reasonably satisfactory to Landlord or Agentevidence, if applicableof the character required by the foregoing provisions of this Section 16.01, that the Restoration restoration has been fully completed and paid for in full and that there are no liens of the damaged or destroyed Improvements repairedcharacter referred to therein, restored or rebuilt as nearly as possible and there is no Event of Default by Tenant under this Lease, any balance of the insurance money at the time held by said recipient shall be paid to Tenant, and if there is then existing an Event of Default, paid to Landlord to be applied to cure the condition they were in immediately prior to such damage or destruction, or with such changes or alterations as may be made in conformity with the terms hereofEvent of Default. C. No Section 16.03. Except as set forth in Section 16.04, no destruction of of, or damage to the Demised Premises, Premises or the Shopping Centers or any portion part thereof, by fire, casualty fire or otherwise any other cause shall permit Tenant to surrender this Lease or shall relieve Tenant from its liability obligations to pay to Landlord the Base full Basic Rent and Additional other Rent payable under this Lease or relieve Tenant from any of its other obligations under this Lease; and to the extent not prohibited by applicable law, and Tenant waives any rights now or hereafter conferred upon Tenant it by present or future law statute or otherwise to quit or surrender this Lease or the Demised Premises, Premises or any portion thereof, to Landlord or to any suspension, diminution, abatement or reduction of rent on account of any such destruction or damage. Section 16.04. If any Xxxxxx Building shall be: (a) totally destroyed; or (b) damaged during the last three (3) years of the term of this Lease and the cost of Restoration is reasonably estimated by a licensed architect or licensed engineer (selected by Tenant and reasonably approved by Landlord) to exceed thirty percent (30%) of the replacement cost of the particular Xxxxxx Building, or (c) damaged during the last year of the term of this Lease and the cost of Restoration is reasonably estimated by a licensed architect or licensed engineer (selected by Tenant and reasonably approved by Landlord) to exceed fifteen percent (15%) of the replacement cost of the particular Xxxxxx Building; then Tenant may terminate this Lease solely with respect to the particular Xxxxxx Building so damaged or destroyed by written notice to Landlord within thirty (30) days after the occurrence of such damage or destruction, such termination date to be no less than forty-five (45) days and no more than sixty (60) days after the occurrence of such damage or destruction; and this Lease shall remain in full force and effect as to the remaining portions of the Demised Premises. If Tenant elects to terminate this Lease solely with respect to a damaged or destroyed Xxxxxx Building as aforesaid, then Tenant shall include in its notice of termination (i) the date of termination, (ii) an assignment to Landlord of Tenant's entire right, title and interest in and to all insurance proceeds relating to such damage or destruction (but not as to any insurance proceeds relating to Tenant's Trade Fixtures or personal property), and (iii) any deductible due under such policy; and no notice of termination shall be effective unless the items referred to in clauses (i), (ii) and (iii) are included in the termination notice. Commencing on the date of termination or the date Tenant entirely vacates and surrenders the damaged or destroyed Xxxxxx Building with respect to which this Lease has been terminated, whichever is later, the annual Basic Rent shall be reduced in an amount equal to the product of the annual Basic Rent multiplied by a fraction, the numerator of which is the Liquidation Value of the Shopping Center in which the damaged or destroyed Xxxxxx Building with respect to which this Lease has been terminated is located and the denominator of which is the Total Liquidation Value. Notwithstanding anything contained in this Article XVI to the contrary, if any applicable Xxxxxxxxx, XXX or Covenant requires the Restoration of any damaged or destroyed portion of the Demised Premises, then Tenant may not terminate this Lease with respect to such damaged or destroyed portion of the Demised Premises unless the period between the proposed date of termination and the deadline for completing the Restoration is at least three hundred sixty-five (365) days. If any Xxxxxxxxx permits the Landlord to terminate such Xxxxxxxxx upon the occurrence of any damage or destruction, and all or any portion of the premises demised pursuant to the Xxxxxxxxx are then demised to Tenant pursuant to this Lease, then Landlord shall not terminate such Xxxxxxxxx without first obtaining Tenant's consent, such consent not to be unreasonably withheld, conditioned or delayed. If Tenant grants such consent and Landlord terminates the Xxxxxxxxx, or if the Xxxxxxxxx permits the landlord under the Xxxxxxxxx to terminate the Xxxxxxxxx upon the occurrence of such damage or destruction, then the Basic Rent shall be adjusted as provided in the third sentence of this Section 16.04. Section 16.05. In the event any of Landlord's Buildings is damaged or destroyed by casualty, and if Landlord does not restore the building, Landlord shall promptly clear all debris remaining from the damage and either repair and put the remaining building in a sightly condition or raze the building remains and keep the area of the former building sightly at its own expense.

Destruction and Restoration. A. Tenant Landlord covenants and agrees that --------------------------- in case of damage to or destruction of the Demised Premises Improvements after the Commencement Date of the term of this Lease, by fire or otherwise, TenantLandlord, at its sole cost and expense, shall promptly restore, repair, replace and rebuild the same within a period of twelve (12) months from the date of the damage or destruction (provided, however, such period shall be subject to Excused Delay). The Demised Premises (including Tenant's changes and alterations made pursuant to Section 20.1, provided such changes or alterations are insured by Landlord pursuant to Article 8) shall be restored as nearly as possible to the condition that the same were in immediately prior to such damage or destruction with such changes or alterations (made in conformity with paragraph 6 Article 20 hereof) as may be reasonably acceptable to Landlord and Tenant or required by lawLaw. Tenant shall forthwith give Landlord written notice of such damage or destruction upon the occurrence thereof and specify in such notice, in reasonable detail, the extent thereof. Such restoration, repairs, replacements, rebuilding, changes and alterations, including the cost of temporary repairs for the protection of the Demised Premises, or any portion thereof, pending completion thereof are sometimes hereinafter referred to as the "Restoration." The Restoration shall be carried on and completed in accordance with the provisions and conditions of this Lease including but not limited Article 15. If the net amount of the insurance proceeds (after deduction of all costs, expenses and fees related to paragraphs 5recovery of the insurance proceeds) recovered by Landlord or Tenant and held by Landlord and Tenant as co-trustees is reasonably deemed insufficient by Landlord to complete the Restoration of the Improvements (exclusive of Tenant's leasehold improvements, 6personal property and trade fixtures which shall be restored, 9repaired or rebuilt out of Tenant's separate funds), and 16 hereof. Tenant Landlord shall, at Tenant's expense, regardless of whether there are sufficient insurance proceeds therefor, promptly commence and complete with all due diligence the Restoration to as nearly as possible the condition which existed prior to such damage or destruction. B. All insurance moneys held by Agent, shall be applied to the payment of the costs of the Restoration and shall be paid out from time to time as the Restoration progresses upon the written request of Tenant, accompanied by deposit with Landlord and Tenant, as co-trustees a certificate cash deposit equal to the reasonable estimate of the architect or a qualified professional engineer in charge of the Restoration stating that as of the date of such certificate (a) the sum requested is justly due to the contractors, subcontractors, materialmen, laborers, engineers, architects, or persons, firms or corporations furnishing or supplying work, labor, services or materials for such Restoration, or is justly required to reimburse Tenant for any expenditures made by Tenant in connection with such Restoration, and when added to all sums previously paid out by Landlord does not exceed the value of the Restoration performed to the date of such certificate by all of said parties; (b) except for the amount, if any, stated in such certificates to be due for work, labor, services or materials, there is no outstanding indebtedness known to the person signing such certificate, after due inquiry, which is then due for work, labor, services or materials in connection with such Restoration, which, if unpaid, might become the basis of a mechanic's lien or similar lien with respect to the Restoration or a lien upon the Demised Premises, or any portion thereof; and (c) the costs, as estimated by the person signing such certificate, of the completion of the Restoration required to be done subsequent to the date of such certificate in order amount necessary to complete the Restoration do not exceed the sum of the remaining Improvements less the amount of such insurance moneys, remaining in the hands of Landlord or Agent, if applicable, after payment of the sum requested in such certificate. As a condition to payment, Tenant shall furnish Landlord or Agent, if applicable, at the time of any such payment with evidence reasonably satisfactory to Landlord or Agent, if applicable, that there are no unpaid bills in respect to any work, labor, services or materials performed, furnished or supplied in connection with such Restoration. If the insurance moneys in the hands of Landlord, shall be insufficient to pay the entire costs of the Restoration, Tenant agrees to pay any deficiency promptly. Tenant shall continue to be liable for full payment of Base Rent, Additional Rent and any other amounts due and payable hereunder. Upon completion of the Restoration and payment in full thereof by Tenant, Landlord or Agent, if applicable, shall within a reasonable period of time thereafter, turn over to Tenant all insurance moneys or other moneys then remaining upon submission of proof reasonably satisfactory to Landlord or Agent, if applicable, that the Restoration has been paid for in full and the damaged or destroyed Improvements repaired, restored or rebuilt as nearly as possible to the condition they were in immediately prior to such damage or destruction, or with such changes or alterations as may be made in conformity with the terms hereofproceeds available. C. No destruction of or damage to the Demised Premises, or any portion thereof, by fire, casualty or otherwise shall permit Tenant to surrender this Lease or shall relieve Tenant from its liability to pay to Landlord the Base Rent and Additional Rent payable under this Lease or from any of its other obligations under this Lease, and Tenant waives any rights now or hereafter conferred upon Tenant by present or future law or otherwise to quit or surrender this Lease or the Demised Premises, or any portion thereof, to Landlord or to any suspension, diminution, abatement or reduction of rent on account of any such damage or destruction.

Destruction and Restoration. A. Tenant covenants and agrees that in case of damage to or destruction of the Demised Premises Improvements after the Commencement Date of the term of this Lease, by fire or otherwise, Tenant, at its sole cost and expense, shall promptly restore, repair, replace and rebuild the same as nearly as possible to the condition that the same were in immediately prior to such damage or destruction with such changes or alterations (made in conformity with paragraph 6 Article XIX hereof) as may be reasonably acceptable to Landlord or required by law. Tenant shall forthwith give Landlord written notice of such damage or destruction upon the occurrence thereof and specify in such notice, in reasonable detail, the extent thereof. Such restorationrestorations, repairs, replacements, rebuilding, changes and alterations, including the cost of temporary repairs for the protection of the Demised Premises, or any portion thereof, pending completion thereof are sometimes hereinafter referred to as the "Restoration." The Restoration shall be carried on and completed in accordance with the provisions and conditions of this Lease including but not limited to paragraphs 5, 6, 9, Section 13.2 and 16 Article XIX hereof. Landlord and Tenant shallshall make appropriate, reasonable and customary arrangements at such time for Tenant's expense, regardless use of whether there are sufficient the insurance proceeds therefor, promptly commence and complete with all due diligence the Restoration to as nearly as possible the condition which existed prior to such damage or destruction. B. All insurance moneys held by Agent, shall be applied to the payment of the costs of the Restoration and shall be paid out from time to time as the Restoration progresses upon the written request of Tenant, accompanied by a certificate of the architect or a qualified professional engineer in charge of the Restoration stating that as of the date of such certificate (a) the sum requested is justly due to the contractors, subcontractors, materialmen, laborers, engineers, architects, or persons, firms or corporations furnishing or supplying work, labor, services or materials for such Restoration, or is justly required to reimburse Tenant for any expenditures made by Tenant in connection with such Restoration, and when added to all sums previously paid out recovered by Landlord does not exceed the value of the Restoration performed to the date of such certificate by all of said parties; (b) except for the amount, if any, stated in such certificates to be due for work, labor, services or materials, there is no outstanding indebtedness known to the person signing such certificate, after due inquiry, which is then due for work, labor, services or materials in connection with such Restoration, which, if unpaid, might become the basis of a mechanic's lien or similar lien with respect to the Restoration or a lien upon the Demised Premises, or any portion thereof; and (c) the costs, as estimated by the person signing such certificate, of the completion of the Restoration required to be done subsequent to the date of such certificate in order to complete the Restoration do not exceed the sum of the remaining insurance moneys, remaining in the hands of Landlord or Agent, if applicable, after payment of the sum requested in such certificate. As a condition to payment, Tenant shall furnish Landlord or Agent, if applicable, at the time of any such payment with evidence reasonably satisfactory to Landlord or Agent, if applicable, that there are no unpaid bills in respect to any work, labor, services or materials performed, furnished or supplied in connection with such Restoration. If the net amount of the insurance moneys in proceeds (after deduction of all costs, expenses and fees related to recovery of the hands of insurance proceeds) recovered and held by Landlord, shall be insufficient but made available to pay the entire costs of Tenant for the Restoration, is reasonably deemed insufficient by Landlord to complete the Restoration of such Improvements (exclusive of Tenant's personal property and trade fixtures which shall be restored, repaired or rebuilt out of Tenant's separate funds), Tenant agrees shall, upon request to pay any deficiency promptly. Tenant shall continue Landlord, deposit with Landlord a cash deposit equal to be liable for full payment of Base Rent, Additional Rent and any other amounts due and payable hereunder. Upon completion the reasonable estimate of the Restoration and payment in full thereof by Tenant, Landlord or Agent, if applicable, shall within a reasonable period of time thereafter, turn over amount necessary to Tenant all insurance moneys or other moneys then remaining upon submission of proof reasonably satisfactory to Landlord or Agent, if applicable, that complete the Restoration has been paid for in full and of such Improvements less the damaged or destroyed Improvements repaired, restored or rebuilt as nearly as possible to the condition they were in immediately prior to amount of such damage or destruction, or with such changes or alterations as may be made in conformity with the terms hereofinsurance proceeds available. C. No destruction of or damage to the Demised Premises, or any portion thereof, by fire, casualty or otherwise shall permit Tenant to surrender this Lease or shall relieve Tenant from its liability to pay to Landlord the Base Rent and Additional Rent payable under this Lease or from any of its other obligations under this Lease, and Tenant waives any rights now or hereafter conferred upon Tenant by present or future law or otherwise to quit or surrender this Lease or the Demised Premises, or any portion thereof, to Landlord or to any suspension, diminution, abatement or reduction of rent on account of any such damage or destruction.

Destruction and Restoration. A. If the Building should be damaged or destroyed by fire, tornado or other casualty, Tenant covenants and agrees shall give prompt written notice thereof to Landlord. If the Building should be totally destroyed by fire, tornado or other casualty, or if it should be so damaged thereby that rebuilding or repairs cannot in case of damage to or destruction of the Demised Premises Landlord's estimation be completed within one hundred eighty (180) days after the Commencement Date date upon which Landlord is notified by Tenant of such damage, this Lease shall terminate and the term Rent shall be abated during the unexpired portion of this Lease, by fire effective upon the date of the occurrence of such damage. Landlord shall notify Tenant in writing within forty-five (45) days after such damage or otherwisedestruction, whether Landlord shall rebuild the Building within one hundred eighty (180) days. If Landlord does not so notify Tenant, Tenant shall be at liberty to terminate this Lease by written notice to Landlord given after said forty-five (45) day period but prior to the date that Landlord has notified Tenant that it shall rebuild the Premises. If the Building should be damaged by any peril covered by the insurance to be provided by Landlord pursuant to the provisions of this paragraph, but only to such extent that rebuilding or repairs can in Landlord's estimation be completed within one hundred eighty (180) days after the date upon which Landlord is notified by Tenant of such damage, this Lease shall not terminate, and Landlord shall at its sole cost and expense, shall promptly restore, repair, replace expense thereupon proceed with reasonable diligence to rebuild and rebuild repair the same as nearly as possible Building to substantially the condition that the same were in immediately prior to such damage or destruction with such changes or alterations (made in conformity with paragraph 6 hereof) as may be reasonably acceptable to Landlord or required by law. Tenant shall forthwith give Landlord written notice of such damage or destruction upon the occurrence thereof and specify in such notice, in reasonable detail, the extent thereof. Such restoration, repairs, replacements, rebuilding, changes and alterations, including the cost of temporary repairs for the protection of the Demised Premises, or any portion thereof, pending completion thereof are sometimes hereinafter referred to as the "Restoration." The Restoration shall be carried on and completed in accordance with the provisions and conditions of this Lease including but not limited to paragraphs 5, 6, 9, and 16 hereof. Tenant shall, at Tenant's expense, regardless of whether there are sufficient insurance proceeds therefor, promptly commence and complete with all due diligence the Restoration to as nearly as possible the condition which it existed prior to such damage damage, except that Landlord shall not be required to rebuild, repair or destruction. B. All replace any part of the partitions, fixtures, additions and other improvements (other than the Leasehold Improvements described in Section 3.2 hereof) which may have been placed in, on or about the Premises by Tenant and except that Tenant shall pay to Landlord, upon demand, Tenant's Share of any applicable deductible amount specified under Landlord's insurance moneys held by Agent(which, during the primary term of this Lease only, shall be limited to a maximum of $10,000.00 for Tenant's Share). The Rent payable hereunder, shall xxxxx by reason of damage or destruction to the extent that the Premises are rendered unusable by Tenant by peril for which the Landlord is required to insure pursuant to the terms of this Lease. In the event that Landlord should fail to commence such repairs and rebuilding with ninety (90) days or to complete such repairs and rebuilding within one hundred eighty (180) days after the date upon which Landlord is notified by Tenant of such damage. Tenant may at its option terminate this Lease by delivering written notice of termination to Landlord as Tenant's exclusive remedy, whereupon all rights and obligations hereunder (other than those which survive the termination of this Lease) shall cease and terminate. Notwithstanding anything herein to the contrary, in the event the holder of any indebtedness secured by a mortgage or deed of trust covering the Building or the Premises requires that the insurance proceeds be applied to such indebtedness, then Landlord shall have the payment right to terminate this Lease by delivering written notice of termination to Tenant within fifteen (15) days after such requirement is made by any such holder, whereupon all rights and obligations hereunder (other than those which survive the termination of this Lease) shall cease and terminate, subject, however, to in terms of the costs of the Restoration and shall be paid out from time to time as the Restoration progresses upon the written request of Tenant, accompanied by a certificate of the architect or a qualified professional engineer in charge of the Restoration stating that as of the date of such certificate (a) the sum requested is justly due to the contractors, subcontractors, materialmen, laborers, engineers, architects, or persons, firms or corporations furnishing or supplying work, labor, services or materials for such Restoration, or is justly required to reimburse Tenant for any expenditures made by Tenant in connection with such Restoration, and when added to all sums previously paid out by Landlord does not exceed the value of the Restoration performed to the date of such certificate by all of said parties; (b) except for the amount, if any, stated in such certificates to be due for work, labor, services or materials, there is no outstanding indebtedness known to the person signing such certificate, after due inquiry, which is then due for work, labor, services or materials in connection with such Restoration, which, if unpaid, might become the basis of a mechanic's lien or similar lien with respect to the Restoration or a lien upon the Demised Premises, or any portion thereof; and (c) the costs, as estimated by the person signing such certificate, of the completion of the Restoration required to be done subsequent to the date of such certificate in order to complete the Restoration do not exceed the sum of the remaining insurance moneys, remaining in the hands of Landlord or Agent, if applicable, after payment of the sum requested in such certificate. As a condition to payment, Tenant shall furnish Landlord or Agent, if applicable, at the time of any such payment with evidence reasonably satisfactory to Landlord or Agent, if applicable, that there are no unpaid bills in respect to any work, labor, services or materials performed, furnished or supplied in connection with such Restoration. If the insurance moneys in the hands of Landlord, shall be insufficient to pay the entire costs of the Restoration, Tenant agrees to pay any deficiency promptly. Tenant shall continue to be liable for full payment of Base Rent, Additional Rent and any other amounts due and payable hereunder. Upon completion of the Restoration and payment in full thereof by Tenant, Landlord or Agent, if applicable, shall within a reasonable period of time thereafter, turn over to Tenant all insurance moneys or other moneys then remaining upon submission of proof reasonably satisfactory to Landlord or Agent, if applicable, that the Restoration has been paid for in full and the damaged or destroyed Improvements repaired, restored or rebuilt as nearly as possible to the condition they were in immediately prior to such damage or destruction, or with such changes or alterations as may be made in conformity with the terms hereofNon-Disturbance Agreement. C. No destruction of or damage to the Demised Premises, or any portion thereof, by fire, casualty or otherwise shall permit Tenant to surrender this Lease or shall relieve Tenant from its liability to pay to Landlord the Base Rent and Additional Rent payable under this Lease or from any of its other obligations under this Lease, and Tenant waives any rights now or hereafter conferred upon Tenant by present or future law or otherwise to quit or surrender this Lease or the Demised Premises, or any portion thereof, to Landlord or to any suspension, diminution, abatement or reduction of rent on account of any such damage or destruction.

Destruction and Restoration. A. 12.1 Tenant covenants and agrees that in case of damage to or destruction of the Demised Premises Improvements after the Commencement Date commencement date of the term of this LeaseLease Agreement, by fire or otherwise, Tenant, at its sole cost and expense, shall promptly restore, repair, replace and rebuild the same as nearly as possible to the condition that the same were in immediately prior to such damage or destruction with such changes or alterations (made in conformity with paragraph 6 Article XVIII hereof) as may be reasonably acceptable to Landlord or required by law. Tenant shall forthwith give Landlord written notice of such damage or destruction upon the occurrence thereof and specify in such notice, in reasonable detail, the extent thereof. Such restoration, repairs, replacements, rebuilding, changes and alterations, including the cost of temporary repairs for the protection of the Demised Premises, or any portion thereof, pending completion thereof are sometimes hereinafter referred to as the "Restoration." The Restoration shall be carried on and completed in accordance with the provisions and conditions of this Lease including but not limited to paragraphs 5, 6, 9, Paragraph 12.2 and 16 Article XVIII hereof. If the net amount of the insurance proceeds (after deduction of all costs, expenses and fees related to recovery of the insurance proceeds) recovered by Landlord or any mortgagee is deemed insufficient by Landlord to complete the Restoration of such Improvements (exclusive of Tenant's personal property and trade fixtures which shall be restored, repaired or rebuilt out of Tenant's separate funds), Tenant shall, at pay the deficiency out of Tenant's expense, regardless of whether there are sufficient insurance proceeds therefor, promptly commence and complete with all due diligence the Restoration to as nearly as possible the condition which existed funds prior to the disbursement of any insurance proceeds. 12.2 All insurance moneys recovered by Landlord or any mortgagee on account of such damage or destruction. B. All insurance moneys held by Agent, less the costs, if any, to Landlord of such recovery, shall be applied to the payment of the costs of the Restoration and shall be paid out from time to time as the Restoration progresses upon the written request of Tenant, accompanied by a certificate of the architect or a qualified professional engineer in charge of the Restoration stating that as of the date of such certificate (ai) the sum requested is justly due to the contractors, subcontractors, materialmenmaterial providers, laborers, engineers, architects, or persons, firms or corporations furnishing or supplying work, labor, services or materials for such Restoration, or is justly required to reimburse Tenant for any expenditures made by Tenant in connection with such Restoration, and when added to all sums previously paid out by Landlord does not exceed the value of the Restoration performed to the date of such certificate by all of said parties; (bii) except for the amount, if any, stated in such certificates to be due for work, labor, services or materials, there is no outstanding indebtedness known to the person signing such certificate, after due inquiry, which is then due for work, labor, services or materials in connection with such Restoration, Restoration which, if unpaid, might become the basis of a mechanic's lien or similar lien with respect to the Restoration or a lien upon the Demised Premises, or any portion thereof; and (ciii) the costs, as estimated by the person signing such certificate, of the completion of the Restoration required to be done subsequent to the date of such certificate in order to complete the Restoration do not exceed the sum of the remaining insurance moneys, plus the amount deposited by Tenant, if any, remaining in the hands of Landlord or Agent, if applicable, after payment of the sum requested in such certificate. As a condition to payment, Tenant shall furnish Landlord or Agent, if applicable, at the time of any such payment with evidence reasonably satisfactory to Landlord or Agent, if applicable, that there are no unpaid bills in respect to any work, labor, services or materials performed, furnished or supplied in connection with such Restoration. If the Landlord shall not be required to pay out any insurance moneys in the hands of Landlord, shall be insufficient where Tenant fails to pay the entire costs supply satisfactory evidence of the Restoration, Tenant agrees to pay any deficiency promptly. Tenant shall continue to be liable for full payment of Base Rentwork, Additional Rent and any other amounts due and payable hereunderlabor, services or materials performed, furnished or supplied, as aforesaid. Upon completion of the Restoration and payment in full thereof by Tenant, Landlord or Agentand any mortgagee holding the same shall, if applicable, shall within a reasonable period of time thereafter, turn over to Tenant all any insurance moneys or other moneys then remaining upon submission of proof reasonably satisfactory to Landlord or Agent, if applicable, that the Restoration has been paid for in full and the damaged damage or destroyed Improvements Buildings and other improvements repaired, restored or rebuilt as nearly as possible to the condition they were in immediately prior to such damage or destruction, or with such changes or alterations as may be made in conformity with the terms Paragraph 12.1 and Article XVIII hereof. C. 12.3 No destruction of or damage to the Demised Premises, or any portion thereof, by fire, casualty or otherwise shall permit Tenant to surrender this Lease Agreement or shall relieve Tenant from its liability to pay to Landlord the Base Basic Rent and Additional Rent payable under this Lease Agreement or from any of its other obligations under this LeaseLease Agreement, and Tenant waives any rights now or hereafter conferred upon Tenant by present or future law or otherwise to quit or surrender this Lease Agreement or the Demised Premises, or any portion thereof, to Landlord or to any suspension, diminution, abatement or reduction of rent on account of any such damage or destruction. 12.4 To the extent that any insurance moneys which would otherwise be payable to Landlord and used in the Restoration of the damaged or destroyed improvements are paid to any mortgagee of Landlord and applied in payment of or reduction of the sum or sums secured by any such mortgage or mortgages made by Landlord on the Demised Premises, Landlord shall make available, for the purpose of Restoration of such improvements, an amount equal to the amount payable to its mortgagee out of such proceeds and such sum shall be applied in the manner provided in Paragraph 12.2 hereof.

Destruction and Restoration. A. Tenant covenants and agrees that that, in --------------------------- case of damage to or destruction of the Demised Premises after Improvements during the Commencement Date of the term of this LeaseTerm, whether by fire or otherwise, Tenant, at its sole cost Tenant shall make funds available to Landlord and expense, Landlord shall promptly restore, repair, replace and rebuild the same as nearly as possible to the condition that the same were in immediately prior to such damage or destruction with such changes or alterations (made in conformity with paragraph 6 hereof) as may be reasonably acceptable to Landlord and Tenant or required by lawApplicable Land Use Laws and Restrictions then in effect. Tenant shall forthwith immediately give Landlord written notice of such damage or destruction upon Tenant's or any assignee's or subtenant's knowledge of the occurrence thereof and specify in such notice, in reasonable detail, the extent thereof. Such restorationrestorations, repairs, replacements, rebuilding, changes and alterations, including the cost of temporary repairs for the protection of the Demised Premises, or any portion thereof, pending completion thereof are sometimes hereinafter referred to as the "Restoration." Landlord shall be entitled to recover all "soft" costs incurred in connection with Landlord's performance of the Restoration including a fee competitive with others providing similar services. The Restoration shall be carried on and completed in accordance with the provisions and conditions of this Lease including but not limited to paragraphs 5, 6, 9, and 16 Section 13.2 hereof. If the amount of the insurance proceeds recovered from the policy or policies maintained (or required to be maintained) by Tenant, as described in Article VI of this Lease, is reasonably deemed insufficient by a qualified contractor, reasonably acceptable to Tenant shalland Landlord (or Landlord's lender, as the case may be) to complete the Restoration of such Improvements (exclusive of Tenant's personal property and trade fixtures which shall be restored, repaired or rebuilt, at Tenant's expensediscretion, regardless out of whether there are sufficient insurance proceeds thereforTenant's separate funds), promptly commence and complete except as provided in this Section 13.1 below, Tenant shall, upon request of Landlord (or by Landlord's lender, as the case may be), deposit with all due diligence the Restoration to as nearly as possible the condition which existed prior to such damage Landlord (or destruction. B. All insurance moneys held by AgentLandlord's lender, shall be applied if required) a cash deposit equal to the payment reasonable estimate of the costs of the Restoration and shall be paid out from time to time as the Restoration progresses upon the written request of Tenant, accompanied by a certificate of the architect or a qualified professional engineer in charge of the Restoration stating that as of the date of such certificate (a) the sum requested is justly due to the contractors, subcontractors, materialmen, laborers, engineers, architects, or persons, firms or corporations furnishing or supplying work, labor, services or materials for such Restoration, or is justly required to reimburse Tenant for any expenditures made by Tenant in connection with such Restoration, and when added to all sums previously paid out by Landlord does not exceed the value of the Restoration performed to the date of such certificate by all of said parties; (b) except for the amount, if any, stated in such certificates to be due for work, labor, services or materials, there is no outstanding indebtedness known to the person signing such certificate, after due inquiry, which is then due for work, labor, services or materials in connection with such Restoration, which, if unpaid, might become the basis of a mechanic's lien or similar lien with respect to the Restoration or a lien upon the Demised Premises, or any portion thereof; and (c) the costs, as estimated by the person signing such certificate, of the completion of the Restoration required to be done subsequent to the date of such certificate in order amount necessary to complete the Restoration do not exceed of such Improvements less the sum amount of such insurance proceeds available. Notwithstanding the foregoing, if Landlord is prohibited from effecting the Restoration of the remaining insurance moneysDemised Premises due to applicable governmental laws, remaining rules or regulations then in the hands of effect, Landlord or Agent, if applicable, after payment of the sum requested in such certificate. As a condition shall not be required to payment, Tenant shall furnish Landlord or Agent, if applicable, at the time of any such payment with evidence reasonably satisfactory to Landlord or Agent, if applicable, that there are no unpaid bills in respect to any work, labor, services or materials performed, furnished or supplied in connection with effect such Restoration. If the In such an event, any insurance moneys in the hands of Landlord, proceeds shall be insufficient to pay the entire costs of the Restorationpaid to, Tenant agrees to pay any deficiency promptly. Tenant shall continue to and may be liable for full payment of Base Rent, Additional Rent and any other amounts due and payable hereunder. Upon completion of the Restoration and payment in full thereof by Tenantretained by, Landlord or AgentLandlord's lender, if applicableas the case may be, shall within a reasonable period of time thereafter, turn over to Tenant all insurance moneys or other moneys then remaining upon submission of proof reasonably satisfactory to Landlord or Agent, if applicable, that the Restoration has been paid for in full and the damaged or destroyed Improvements repaired, restored or rebuilt as nearly as possible to the condition they were in immediately prior to such damage or destruction, or with such changes or alterations as may be made in conformity with the terms hereof. C. No destruction of or damage to the Demised Premises, or any portion thereof, by fire, casualty or otherwise shall permit Tenant to surrender this Lease or shall relieve Tenant from its liability to pay to Landlord the Base Rent and Additional Rent payable under this Lease or from any of its other obligations under this Lease, and Tenant waives any rights now or hereafter conferred upon Tenant by present or future law or otherwise to quit or surrender this Lease or all obligations of the Demised Premises, or any portion thereof, to Landlord or to any suspension, diminution, abatement or reduction of rent on account of any such damage or destructionparties hereunder (except those which expressly survive the termination hereof) shall terminate.

Destruction and Restoration. A. 12.1 Tenant covenants and agrees that in case of damage to or destruction of the Demised Premises Improvements after the Commencement Date commencement date of the term of this LeaseLease Agreement, by fire fire, flood or otherwise, Tenant, at its sole cost and expense, shall promptly restore, repair, replace and rebuild the same as nearly as possible to the condition that the same were in immediately prior to such damage or destruction with such changes or alterations (made in conformity with paragraph 6 Article XVIII hereof) as may be reasonably acceptable to Landlord or required by law. Tenant shall forthwith give Landlord written notice of such damage or destruction upon the occurrence thereof and specify in such notice, in reasonable detail, the extent thereof. Such restoration, repairs, replacements, rebuilding, changes and alterations, including the cost of temporary repairs for the protection of the Demised Premises, or any portion thereof, pending completion thereof are sometimes hereinafter referred to as the "Restoration." The Restoration shall be carried on and completed in accordance with the provisions and conditions of this Lease including but not limited to paragraphs 5, 6, 9, Paragraph 12.2 and 16 Article XVIII hereof. If the net amount of the insurance proceeds (after deduction of all costs, expenses and fees related to recovery of the insurance proceeds) recovered by Landlord or any mortgagee is deemed insufficient by Landlord to complete the Restoration of such Improvements (exclusive of Tenant's personal property and trade fixtures which shall be restored, repaired or rebuilt out of Tenant's separate funds), Tenant shall, at pay the deficiency out of Tenant's expense, regardless of whether there are sufficient insurance proceeds therefor, promptly commence and complete with all due diligence the Restoration to as nearly as possible the condition which existed funds prior to the disbursement of any insurance proceeds. 12.2 All insurance moneys recovered by Landlord or any mortgagee on account of such damage or destruction. B. All insurance moneys held by Agent, less the costs, if any, to Landlord of such recovery, shall be applied to the payment of the costs of the Restoration and shall be paid out from time to time as the Restoration progresses upon the written request of Tenant, accompanied by a certificate of the architect or a qualified professional engineer in charge of the Restoration stating that as of the date of such certificate (ai) the sum requested is justly due to the contractors, subcontractors, materialmenmaterial providers, laborers, engineers, architects, or persons, firms or corporations furnishing or supplying work, labor, services or materials for such Restoration, or is justly required to reimburse Tenant for any expenditures made by Tenant in connection with such Restoration, and when added to all sums previously paid out by Landlord does not exceed the value of the Restoration performed to the date of such certificate by all of said parties; (bii) except for the amount, if any, stated in such certificates to be due for work, labor, services or materials, there is no outstanding indebtedness known to the person signing such certificate, after due inquiry, which is then due for work, labor, services or materials in connection with such Restoration, Restoration which, if unpaid, might become the basis of a mechanic's lien or similar lien with respect to the Restoration or a lien upon the Demised Premises, or any portion thereof; and (ciii) the costs, as estimated by the person signing such certificate, of the completion of the Restoration required to be done subsequent to the date of such certificate in order to complete the Restoration do not exceed the sum of the remaining insurance moneys, plus the amount deposited by Tenant, if any, remaining in the hands of Landlord or Agent, if applicable, after payment of the sum requested in such certificate. As a condition to payment, Tenant shall furnish Landlord or Agent, if applicable, at the time of any such payment with evidence reasonably satisfactory to Landlord or Agent, if applicable, that there are no unpaid bills in respect to any work, labor, services or materials performed, furnished or supplied in connection with such Restoration. If the Landlord shall not be required to pay out any insurance moneys in the hands of Landlord, shall be insufficient where Tenant fails to pay the entire costs supply satisfactory evidence of the Restoration, Tenant agrees to pay any deficiency promptly. Tenant shall continue to be liable for full payment of Base Rentwork, Additional Rent and any other amounts due and payable hereunderlabor, services or materials performed, furnished or supplied, as aforesaid. Upon completion of the Restoration and payment in full thereof by Tenant, Landlord or Agentand any mortgagee holding the same shall, if applicable, shall within a reasonable period of time thereafter, turn over to Tenant all any insurance moneys or other moneys then remaining upon submission of proof reasonably satisfactory to Landlord or Agent, if applicable, that the Restoration has been paid for in full and the damaged damage or destroyed Improvements Buildings and other improvements repaired, restored or rebuilt as nearly as possible to the condition they were in immediately prior to such damage or destruction, or with such changes or alterations as may be made in conformity with the terms Paragraph 12.1 and Article XVIII hereof. C. 12.3 No destruction of or damage to the Demised Premises, or any portion thereof, by fire, casualty or otherwise shall permit Tenant to surrender this Lease Agreement or shall relieve Tenant from its liability to pay to Landlord the Base Basic Rent and Additional Rent payable under this Lease Agreement or from any of its other obligations under this LeaseLease Agreement, and Tenant waives any rights now or hereafter conferred upon Tenant by present or future law or otherwise to quit or surrender this Lease Agreement or the Demised Premises, or any portion thereof, to Landlord or to any suspension, diminution, abatement or reduction of rent on account of any such damage or destruction. 12.4 To the extent that any insurance moneys which would otherwise be payable to Landlord and used in the Restoration of the damaged or destroyed improvements are paid to any mortgagee of Landlord and applied in payment of or reduction of the sum or sums secured by any such mortgage or mortgages made by Landlord on the Demised Premises, Landlord shall make available, for the purpose of Restoration of such improvements, an amount equal to the amount payable to its mortgagee out of such proceeds and such sum shall be applied in the manner provided in Paragraph 12.2 hereof.

Destruction and Restoration. A. (i) The Tenant covenants and agrees that in case must give the Landlord prompt written notice of fire, accident, damage to or destruction dangerous or defective condition on or about the Leased Premises. If any portion of the Demised Premises Project (to include any improvements to the Leased Property, but excluding Tenant's Owned Property, as defined in Section 13.03), is damaged by fire, earthquake, flood or other casualty, or by any other cause of any kind or nature (the "Damaged Property"), provided that there are sufficient insurance proceeds to repair or reconstruct said Damaged Property, that said funds are made available by Landlord=s mortgagee, Landlord shall promptly after receipt of such insurance proceeds commence making such repairs so as to restore the Commencement Date Damaged Property to the condition it was in prior to the damage. Except as hereinafter provided in Section 20(A)(iii), this Lease shall not terminate, but Tenant shall be entitled to a pro rata abatement of annual rent and additional rent payable during the period commencing on the date of the damage and ending on the date the Damaged Property is repaired as aforesaid and possession of the Leased Property is delivered to Tenant. The extent of rent abatement shall be based upon the portion of the Leased Property rendered untenantable, unfit or inaccessible for use by Tenant for the purposes stated in this Lease during such period. (ii) Notwithstanding anything contained in Section 20(A)(i) above to the contrary, there shall be no obligation on the part of Landlord to repair the Damaged Property if, (i) the damage occurred during the last twelve (12) months of the term of this Lease, by fire or otherwise, Lease [unless Tenant, within thirty (30) days after the damage, exercises its option to renew pursuant to Section 3 hereof. (iii) If the Lease term will expire within 12 months from the date of the damage and Tenant fails to extend the term at set forth in Section 20(A)(ii) above, or if the conditions obligating Landlord to rebuild as set forth in Section 20(A)(i) above have otherwise not been satisfied, then Landlord may terminate this Lease by delivering written notice to the Tenant within forty five (45) days from the date of destruction and the termination shall be effective 90 days from the date of destruction (the ATermination Date@). Upon termination, rent shall be apportioned as of the Termination Date and all prepaid rent covering a period subsequent to the Termination Date shall be refunded to Tenant. (iv) If Landlord does not exercise its sole cost option to terminate hereunder Landlord shall, with due diligence, repair the Damaged Property, except for Tenant's Owned Property, as a complete architectural unit of substantially the same usefulness, design and expenseconstruction existing immediately prior to the damage. Tenant shall be entitled to a pro rata abatement of rent in the manner and to the extent provided in Section 20(A)(i). (v) The word "repair" shall include rebuilding, replacing and restoring the Damaged Property. Nothing in this Section shall promptly require Landlord to restore, repair, or replace and rebuild the same as nearly as possible any Tenant=s Owned Property. (vi) Notwithstanding anything contained herein to the condition that contrary, if Landlord cannot repair the same were in immediately prior to such damage or destruction with such changes or alterations (made in conformity with paragraph 6 hereof) as may be reasonably acceptable to Landlord or required by law. Tenant shall forthwith give Landlord written notice of such damage or destruction upon the occurrence thereof and specify in such notice, in reasonable detail, the extent thereof. Such restoration, repairs, replacements, rebuilding, changes and alterations, including the cost of temporary repairs for the protection of the Demised Premises, or any portion thereof, pending completion thereof are sometimes hereinafter referred to as the "Restoration." The Restoration shall be carried on and completed in accordance with the provisions and conditions of this Lease including but not limited to paragraphs 5, 6, 9, and 16 hereof. Tenant shall, at Tenant's expense, regardless of whether there are sufficient insurance proceeds therefor, promptly commence and complete with all due diligence the Restoration to as nearly as possible the condition which existed prior to such damage or destruction. B. All insurance moneys held by Agent, shall be applied to the payment of the costs of the Restoration and shall be paid out Damaged Property within 365 days from time to time as the Restoration progresses upon the written request of Tenant, accompanied by a certificate of the architect or a qualified professional engineer in charge of the Restoration stating that as of the date of such certificate (a) the sum requested is justly due damage, either Tenant or Landlord shall have the right to the contractors, subcontractors, materialmen, laborers, engineers, architects, or persons, firms or corporations furnishing or supplying work, labor, services or materials for such Restoration, or is justly required to reimburse Tenant for any expenditures made by Tenant in connection with such Restoration, and when added to all sums previously paid out by terminate this Lease. If Landlord does not exceed the value of the Restoration performed to commence said repairs within 180 days from the date of damage or if commenced, Landlord has not in fact completed such certificate repairs within 365 days after such damage, then Tenant may terminate this Lease by all of said parties; (b) except for the amount, if any, stated in such certificates to be due for work, labor, services or materials, there is no outstanding indebtedness known written notice to the person signing such certificate, after due inquiry, which is then due for work, labor, services or materials in connection with such Restoration, which, if unpaid, might become the basis of a mechanic's lien or similar lien with respect to the Restoration or a lien upon the Demised Premises, or any portion thereof; and (c) the costs, as estimated by the person signing such certificate, of the completion of the Restoration required to be done subsequent to the date of such certificate in order to complete the Restoration do not exceed the sum of the remaining insurance moneys, remaining in the hands of Landlord or Agent, if applicable, after payment of the sum requested in such certificate. As a condition to payment, Tenant shall furnish Landlord or Agent, if applicable, at the time of any such payment with evidence reasonably satisfactory to Landlord or Agent, if applicable, that there are no unpaid bills in respect to any work, labor, services or materials performed, furnished or supplied in connection with such Restoration. If the insurance moneys in the hands of Landlord, shall be insufficient to pay the entire costs of the Restoration, Tenant agrees to pay any deficiency promptly. Tenant shall continue to be liable for full payment of Base Rent, Additional Rent and any other amounts due and payable hereunder. Upon completion of the Restoration and payment in full thereof by Tenant, Landlord or Agent, if applicable, shall within a reasonable period of time thereafter, turn over to Tenant all insurance moneys or other moneys then remaining upon submission of proof reasonably satisfactory to Landlord or Agent, if applicable, that the Restoration has been paid for in full and the damaged or destroyed Improvements repaired, restored or rebuilt as nearly as possible to the condition they were in immediately prior to such damage or destruction, or with such changes or alterations as may be made in conformity with the terms hereof. C. No destruction of or damage to the Demised Premises, or any portion thereof, by fire, casualty or otherwise shall permit Tenant to surrender this Lease or shall relieve Tenant from its liability to pay to Landlord the Base Rent and Additional Rent payable under this Lease or from any of its other obligations under this Lease, and Tenant waives any rights now or hereafter conferred upon Tenant by present or future law or otherwise to quit or surrender this Lease or the Demised Premises, or any portion thereof, to Landlord or to any suspension, diminution, abatement or reduction of rent on account of any such damage or destruction.

Destruction and Restoration. A. (a) Tenant covenants and agrees that that, in case of damage to or destruction of the Demised Premises after Improvements during the Commencement Date of the term of this LeaseTerm, whether by fire or otherwise, Tenantsubject to the provisions of subsection (b), at its sole cost below, Tenant shall make sufficient funds available to Landlord, and expensesubject to Tenant providing such sufficient funds, Landlord shall promptly restore, repair, replace and rebuild the same as nearly as possible to the condition that the same were in immediately prior to such damage or destruction with such changes or alterations (made in conformity with paragraph 6 hereof) as may be reasonably acceptable to Landlord and Tenant or required by lawApplicable Land Use Laws and Restrictions then in effect. Tenant shall forthwith immediately give Landlord written notice of such damage or destruction upon Tenant's or any assignee's or subtenant's knowledge of the occurrence thereof and specify in such notice, in reasonable detail, the extent thereof. Such restorationrestorations, repairs, replacements, rebuilding, changes and alterations, including the cost of temporary repairs for the protection of the Demised Premises, or any portion thereof, pending completion thereof are sometimes hereinafter referred to as the "Restoration." Landlord shall be entitled to recover all "soft" costs incurred in connection with Landlord's performance of the Restoration including a fee competitive with others providing similar services. The Restoration shall be carried on and completed in accordance with the provisions and conditions of Section 13.2 hereof. (b) If the amount of the insurance proceeds recovered from the policy or policies maintained (or required to be maintained) by Tenant, as described in Article VI of this Lease including but not limited Lease, is reasonably deemed insufficient by a qualified contractor, reasonably acceptable to paragraphs 5Tenant and Landlord (or Landlord's lender, 6as the case may be) to complete the Restoration of such Improvements (exclusive of Tenant's personal property and trade fixtures which shall be restored, 9, and 16 hereof. Tenant shallrepaired or rebuilt, at Tenant's expensediscretion, regardless out of whether there are sufficient Tenant's separate funds), Tenant shall, upon request of Landlord (or by Landlord's lender, as the case may be), deposit with Landlord (or Landlord's Lender or insurance proceeds thereforcarrier, promptly commence and complete with all due diligence if required) a cash deposit equal to fifty percent (50%) of W the Restoration to as nearly as possible the condition which existed prior to such damage or destruction. B. All insurance moneys held by Agent, shall be applied to the payment reasonable estimate of the costs of the Restoration and shall be paid out from time to time as the Restoration progresses upon the written request of Tenant, accompanied by a certificate of the architect or a qualified professional engineer in charge of the Restoration stating that as of the date of such certificate (a) the sum requested is justly due to the contractors, subcontractors, materialmen, laborers, engineers, architects, or persons, firms or corporations furnishing or supplying work, labor, services or materials for such Restoration, or is justly required to reimburse Tenant for any expenditures made by Tenant in connection with such Restoration, and when added to all sums previously paid out by Landlord does not exceed the value of the Restoration performed to the date of such certificate by all of said parties; (b) except for the amount, if any, stated in such certificates to be due for work, labor, services or materials, there is no outstanding indebtedness known to the person signing such certificate, after due inquiry, which is then due for work, labor, services or materials in connection with such Restoration, which, if unpaid, might become the basis of a mechanic's lien or similar lien with respect to the Restoration or a lien upon the Demised Premises, or any portion thereof; and (c) the costs, as estimated by the person signing such certificate, of the completion of the Restoration required to be done subsequent to the date of such certificate in order amount necessary to complete the Restoration do not exceed of such Improvements less (ii) the sum amount of such insurance proceeds available (the "UNFUNDED RESTORATION COST"), with Landlord being responsible for the remaining fifty percent (50%) of the remaining insurance moneys, remaining in the hands of Unfunded Restoration Cost; provided that Landlord or Agent, if applicable, after payment of the sum requested in such certificate. As a condition to payment, shall have no responsibility for any Unfunded Restoration Cost and Tenant shall furnish Landlord or Agent, if applicable, at be fully responsible for any Unfunded Restoration Cost to the time extent fl) it is the result of any such payment with evidence reasonably satisfactory Tenant's failure to Landlord or Agent, if applicable, that there are no unpaid bills in respect to any work, labor, services or materials performed, furnished or supplied in connection with such Restoration. If maintain the insurance moneys in the hands of Landlord, shall be insufficient to pay the entire costs of the Restoration, Tenant agrees to pay any deficiency promptly. Tenant shall continue required to be liable for full payment of Base Rentmaintained pursuant to Article VI hereof, Additional Rent and any other amounts (i) sufficient insurance proceeds are not available due and payable hereunder. Upon completion of the Restoration and payment in full thereof to an act or omission by Tenant, Landlord or Agent(iii) the amount of the Unfunded Restoration Cost is less than Fifty Thousand Dollars ($50,000). Notwithstanding the foregoing, if applicable, shall within a reasonable period of time thereafter, turn over to Tenant all insurance moneys or other moneys then remaining upon submission of proof reasonably satisfactory to Landlord or Agent, if applicable, that is prohibited from effecting the Restoration has been paid for in full and the damaged or destroyed Improvements repaired, restored or rebuilt as nearly as possible to the condition they were in immediately prior to such damage or destruction, or with such changes or alterations as may be made in conformity with the terms hereof. C. No destruction of or damage to the Demised PremisesPremises due to applicable governmental laws, rules or any portion thereofregulations then in effect, by fire, casualty or otherwise Landlord shall permit Tenant not be required to surrender effect such Restoration and this Lease or shall relieve Tenant from its liability terminate. The provisions of this Article XIII shall be subject to pay to Landlord and superseded by the Base Rent and Additional Rent payable under this Lease or from any of its other obligations under this Lease, and Tenant waives any rights now or hereafter conferred upon Tenant by present or future law or otherwise to quit or surrender this Lease or the Demised Premises, or any portion thereof, to Landlord or to any suspension, diminution, abatement or reduction of rent on account contrary requirements of any such damage Lender as contained in any mortgage, deed of trust, ground lease or destructionsimilar instrument of which Tenant has actual or constructive notice.

Destruction and Restoration. A. Tenant covenants and agrees that that, in ---------------------------- case of damage to or destruction of the Demised Premises after Improvements during the Commencement Date of the term of this LeaseTerm, whether by fire or otherwise, Tenant, at its sole cost Tenant shall make funds available to Landlord and expense, Landlord shall promptly restore, repair, replace and rebuild the same as nearly as possible to the condition that the same were in immediately prior to such damage or destruction with such changes or alterations (made in conformity with paragraph 6 hereof) as may be reasonably acceptable to Landlord and Tenant or required by lawApplicable Land Use Laws and Restrictions then in effect. Tenant shall forthwith immediately give Landlord written notice of such damage or destruction upon Tenant's or any assignee's or subtenant's knowledge of the occurrence thereof and specify in such notice, in reasonable detail, the extent thereof. Such restorationrestorations, repairs, replacements, rebuilding, changes and alterations, including the cost of temporary repairs for the protection of the Demised Premises, or any portion thereof, pending completion thereof are sometimes hereinafter referred to as the "RestorationRESTORATION." Landlord shall be entitled to recover all "soft" costs incurred in connection with Landlord's performance of the Restoration including a fee competitive with others providing similar services. The Restoration shall be carried on and completed in accordance with the provisions and conditions of this Lease including but not limited to paragraphs 5, 6, 9, and 16 Section 13.2 hereof. If the amount of the insurance proceeds recovered from the policy or policies maintained (or required to be maintained) by Tenant, as described in Article VI of this Lease, is reasonably deemed insufficient by a qualified contractor, reasonably acceptable to Tenant shalland Landlord (or Landlord's lender, as the case may be) to complete the Restoration of such Improvements (exclusive of Tenant's personal property and trade fixtures which shall be restored, repaired or rebuilt, at Tenant's expensediscretion, regardless out of whether there are sufficient insurance proceeds thereforTenant's separate funds), promptly commence and complete except as provided in this Section 1 3.1 below, Tenant shall, upon request of Landlord (or by Landlord's lender, as the case may be), deposit with all due diligence the Restoration to as nearly as possible the condition which existed prior to such damage Landlord (or destruction. B. All insurance moneys held by AgentLandlord's lender, shall be applied if required) a cash deposit equal to the payment reasonable estimate of the costs of the Restoration and shall be paid out from time to time as the Restoration progresses upon the written request of Tenant, accompanied by a certificate of the architect or a qualified professional engineer in charge of the Restoration stating that as of the date of such certificate (a) the sum requested is justly due to the contractors, subcontractors, materialmen, laborers, engineers, architects, or persons, firms or corporations furnishing or supplying work, labor, services or materials for such Restoration, or is justly required to reimburse Tenant for any expenditures made by Tenant in connection with such Restoration, and when added to all sums previously paid out by Landlord does not exceed the value of the Restoration performed to the date of such certificate by all of said parties; (b) except for the amount, if any, stated in such certificates to be due for work, labor, services or materials, there is no outstanding indebtedness known to the person signing such certificate, after due inquiry, which is then due for work, labor, services or materials in connection with such Restoration, which, if unpaid, might become the basis of a mechanic's lien or similar lien with respect to the Restoration or a lien upon the Demised Premises, or any portion thereof; and (c) the costs, as estimated by the person signing such certificate, of the completion of the Restoration required to be done subsequent to the date of such certificate in order amount necessary to complete the Restoration do not exceed of such Improvements less the sum amount of such insurance proceeds available. Notwithstanding the foregoing, if Landlord is prohibited from effecting the Restoration of the remaining insurance moneysDemised Premises due to applicable governmental laws, remaining rules or regulations then in the hands of effect, Landlord or Agent, if applicable, after payment of the sum requested in such certificate. As a condition shall not be required to payment, Tenant shall furnish Landlord or Agent, if applicable, at the time of any such payment with evidence reasonably satisfactory to Landlord or Agent, if applicable, that there are no unpaid bills in respect to any work, labor, services or materials performed, furnished or supplied in connection with effect such Restoration. If the In such an event, any insurance moneys in the hands of Landlord, proceeds shall be insufficient to pay the entire costs of the Restorationpaid to, Tenant agrees to pay any deficiency promptly. Tenant shall continue to and may be liable for full payment of Base Rent, Additional Rent and any other amounts due and payable hereunder. Upon completion of the Restoration and payment in full thereof by Tenantretained by, Landlord or AgentLandlord's lender, if applicableas the case may be, shall within a reasonable period of time thereafter, turn over to Tenant all insurance moneys or other moneys then remaining upon submission of proof reasonably satisfactory to Landlord or Agent, if applicable, that the Restoration has been paid for in full and the damaged or destroyed Improvements repaired, restored or rebuilt as nearly as possible to the condition they were in immediately prior to such damage or destruction, or with such changes or alterations as may be made in conformity with the terms hereof. C. No destruction of or damage to the Demised Premises, or any portion thereof, by fire, casualty or otherwise shall permit Tenant to surrender this Lease or shall relieve Tenant from its liability to pay to Landlord the Base Rent and Additional Rent payable under this Lease or from any of its other obligations under this Lease, and Tenant waives any rights now or hereafter conferred upon Tenant by present or future law or otherwise to quit or surrender this Lease or all obligations of the Demised Premises, or any portion thereof, to Landlord or to any suspension, diminution, abatement or reduction of rent on account of any such damage or destructionparties hereunder (except those which expressly survive the termination hereof) shall terminate.

Destruction and Restoration. A. If the Building should be damaged or destroyed by fire, tornado or other casualty, Tenant covenants and agrees shall give prompt written notice thereof to Landlord. If the Building should be totally destroyed by fire, tornado or other casualty, or if it should be so damaged thereby that rebuilding or repairs cannot in case of damage to or destruction of the Demised Premises Landlord's estimation be completed within one hundred eighty (180) days after the Commencement Date date upon which Landlord is notified by Tenant of such damage, this Lease shall terminate and the term Rent shall be abated during the unexpired portion of this Lease, by fire effective upon the date of the occurrence of such damage. Landlord shall notify Tenant in writing within forty-five (45) days after such damage or otherwisedestruction, whether Landlord shall rebuild the Building within one hundred eighty (180) days. If Landlord does not so notify Tenant, Tenant shall be at liberty to terminate this Lease by written notice to Landlord given after said forty-five (45) day period but prior to the date that Landlord has notified Tenant that it shall rebuild the Premises. If the Building should be damaged by any peril covered by the insurance to be provided by Landlord pursuant to the provisions of this paragraph, but only to such extent that rebuilding or repairs can in Landlord's estimation be completed within one hundred eighty (180) days after the date upon which Landlord is notified by Tenant of such damage, this Lease shall not terminate, and Landlord shall at its sole cost and expense, shall promptly restore, repair, replace expense thereupon proceed with reasonable diligence to rebuild and rebuild repair the same as nearly as possible Building to substantially the condition that the same were in immediately prior to such damage or destruction with such changes or alterations (made in conformity with paragraph 6 hereof) as may be reasonably acceptable to Landlord or required by law. Tenant shall forthwith give Landlord written notice of such damage or destruction upon the occurrence thereof and specify in such notice, in reasonable detail, the extent thereof. Such restoration, repairs, replacements, rebuilding, changes and alterations, including the cost of temporary repairs for the protection of the Demised Premises, or any portion thereof, pending completion thereof are sometimes hereinafter referred to as the "Restoration." The Restoration shall be carried on and completed in accordance with the provisions and conditions of this Lease including but not limited to paragraphs 5, 6, 9, and 16 hereof. Tenant shall, at Tenant's expense, regardless of whether there are sufficient insurance proceeds therefor, promptly commence and complete with all due diligence the Restoration to as nearly as possible the condition which it existed prior to such damage, except that Landlord shall not be required to rebuild, repair or replace any part of the partitions, fixtures, additions and other improvements (other than the Leasehold Improvements described in Section 3.2 hereof) which may have been placed in, on or about the Premises by Tenant and except that Tenant shall pay to Landlord, upon demand, Tenant's Share of any applicable deductible amount specified under Landlord's insurance to a maximum of $5,000.00 for Tenant's Share. The Rent payable hereunder, except to the extent covered by insurance, shall in no event xxxxx by reason of damage or destruction. B. All insurance moneys held by Agent; however, shall be applied to the payment of the costs of the Restoration and shall be paid out from time to time as the Restoration progresses upon the written request of Tenant, accompanied by a certificate of the architect or a qualified professional engineer in charge of the Restoration stating that as of the date of such certificate (a) the sum requested extent insurance is justly due to the contractors, subcontractors, materialmen, laborers, engineers, architects, or persons, firms or corporations furnishing or supplying work, labor, services or materials for such Restoration, or is justly required to reimburse Tenant for any expenditures made by Tenant in connection with such Restoration, and when added to all sums previously paid out collectible by Landlord does not exceed the value for loss of the Restoration performed to the date of such certificate by all of said parties; (b) except for the amount, if any, stated in such certificates to be due for work, labor, services or materials, there is no outstanding indebtedness known to the person signing such certificate, after due inquiry, which is then due for work, labor, services or materials in connection with such Restoration, which, if unpaid, might become the basis of a mechanic's lien or similar lien with respect to the Restoration or a lien upon the Demised Premises, or any portion thereof; and (c) the costs, as estimated by the person signing such certificate, of the completion of the Restoration required to be done subsequent to the date of such certificate in order to complete the Restoration do not exceed the sum of the remaining insurance moneys, remaining in the hands of Landlord or Agent, if applicable, after payment of the sum requested in such certificate. As a condition to payment, Tenant shall furnish Landlord or Agent, if applicable, at the time of any such payment with evidence reasonably satisfactory to Landlord or Agent, if applicable, that there are no unpaid bills in respect to any work, labor, services or materials performed, furnished or supplied in connection with such Restoration. If the insurance moneys in the hands of Landlord, shall be insufficient to pay the entire costs of the Restoration, Tenant agrees to pay any deficiency promptly. Tenant shall continue to be liable for full payment of Base Rent, Additional Rent and any other amounts due and payable hereunder. Upon completion of then the Restoration and payment in full thereof by Tenant, Landlord or Agent, if applicable, shall within a reasonable period of time thereafter, turn over to Tenant all insurance moneys or other moneys then remaining upon submission of proof reasonably satisfactory to Landlord or Agent, if applicable, that the Restoration has been paid for in full and the damaged or destroyed Improvements repaired, restored or rebuilt as nearly as possible to the condition they were in immediately prior to such damage or destruction, or with such changes or alterations as may be made in conformity with the terms hereof. C. No destruction of or damage to the Demised Premises, or any portion thereof, by fire, casualty or otherwise shall permit Tenant to surrender this Lease or shall relieve Tenant from its liability to pay to Landlord the Base Rent and Additional Rent payable under this Lease shall xxxxx. In the event that Landlord should fail to commence such repairs and rebuilding with ninety (90) days or from any to complete such repairs and rebuilding within one hundred eighty (180) days after the date upon which Landlord is notified by Tenant of such damage, Tenant may at its option terminate this Lease by delivering written notice of termination to Landlord at Tenant's exclusive remedy, whereupon all rights and obligations hereunder (other obligations under than those which survive the termination of this Lease) shall cease and terminate. Notwithstanding anything herein to the contrary, and Tenant waives in the event the holder of any rights now indebtedness secured by a mortgage or hereafter conferred upon Tenant by present deed of trust covering the Building or future law or otherwise the Premises requires that the insurance proceeds be applied to quit or surrender such indebtedness, then Landlord shall have the right to terminate this Lease or by delivering written notice of termination to Tenant within fifteen (15) days after such requirement is made by any such holder, whereupon all rights and obligations hereunder (other than those which survive the Demised Premisestermination of this Lease) shall cease and terminate, or any portion thereofsubject, however, to Landlord or to any suspension, diminution, abatement or reduction in terms of rent on account of any such damage or destructionthe Non- Disturbance Agreement.

Destruction and Restoration. A. Tenant covenants and agrees that in case the event of damage to or destruction to any Improvements erected by Tenant upon the Demised Land or any other portion of the Demised Premises by reason of fire, lightning, or other damage or casualty, similar or dissimilar, which is insured under a Standard New York Fire policy for property damage with extended coverage, as specified in the New York Insurance Law Tenant will promptly, after obtaining all insurance proceeds, at its own cost and expense, restore, repair, replace or rebuild, as applicable, the Commencement Date affected Improvements and other affected components of the term Premises, if any, to substantially the same condition, quality and class in which the same existed immediately prior to such damage or destruction, modified or altered to the extent of such changes, modifications, alterations or additions as Tenant shall reasonably deem appropriate in connection with such repair and restoration. If, in connection with such renovation and repair, Tenant deems it appropriate or desirable to redesign the Premises or move or reconfigure buildings or uses, Tenant shall have the absolute right to do so; provided that such design is in compliance with the terms of Section 1.02 hereof. Notwithstanding the foregoing, if, at the time of a casualty, the Gaming License Condition is not satisfied and the casualty damages or destroys any Improvements that are not Existing Improvements, then Landlord shall have the right to approve a proposed redesign of the applicable Improvements or applicable portion thereof following such casualty to the extent of its approval rights under Section 6.03 hereof. Following the commencement of such restoration, repair or replacement, Tenant will prosecute the completion of the same with reasonable diligence, taking into account availability of materials, labor and other site conditions and conditions of the work. In the event that the destruction or damage shall be so extensive as to render it impractical or unfeasible to effect the replacement, restoration or rebuilding in the form in which the Improvements previously existed, Tenant may elect, in lieu of such restoration and reconstruction, to demolish the Improvements. In the event that Tenant shall elect to demolish the Improvements, Tenant shall be under no obligation to replace or restore the Improvements and, at its own cost and expense, Tenant shall remove all remaining portions of the Improvements which shall have been damaged, including all footings, foundations, steel and construction debris, shall fill any and all excavations or holes resulting from such removal, and shall level the area, bringing the same to proper grade with all adjoining areas. Upon the completion of such demolition, Tenant shall have the right to terminate this LeaseLease by delivering written notice to Landlord (in which event this Lease and the Term shall terminate and expire on the date that is thirty (30) calendar days following Xxxxxxxx’s receipt of Tenant’s termination notice and the rent payable by Tenant hereunder shall be apportioned as of such termination date); provided, by fire or otherwisehowever, Tenantthat such termination shall not be effective unless: (i) Tenant pays all net casualty insurance proceeds (in excess of the casualty insurance proceeds necessary for Tenant to pay for the work and services required for Tenant to accomplish the demolition work) to Landlord; (ii) Tenant terminates, at its sole cost and expense, shall promptly restore, repair, replace and rebuild by the same as nearly as possible to termination date any subleases or occupancy agreements for the condition Premises that the same were in immediately prior to such damage or destruction with such changes or alterations (made in conformity with paragraph 6 hereof) as may be reasonably acceptable to Landlord or required not terminated by law. Tenant shall forthwith give Landlord written notice reason of such damage or destruction upon the occurrence thereof and specify in (exclusive of any Qualifying Subtenants that are party to an SNDA with Landlord); and (iii) Tenant’s termination notice shall be accompanied by a written consent to such notice, in reasonable detailtermination executed by all Leasehold Mortgagees. In all events, the extent thereof. Such restoration, repairs, replacements, rebuilding, changes and alterations, including policies of Tenant’s casualty insurance shall provide that the cost proceeds of temporary repairs for the protection of the Demised Premises, or any portion thereof, pending completion thereof are sometimes hereinafter referred to as the "Restoration." The Restoration loss occurring thereunder shall be carried on and completed in accordance with the provisions and conditions of this Lease including but not limited to paragraphs 5, 6, 9, and 16 hereof. Tenant shall, at Tenant's expense, regardless of whether there are sufficient insurance proceeds therefor, promptly commence and complete with all due diligence the Restoration to as nearly as possible the condition which existed prior to such damage or destruction. B. All insurance moneys held by Agent, shall be first applied to the payment reconstruction of the costs Improvements and other components of the Restoration and shall be paid out from time Premises damaged or, in the event the damage is so extensive, to time as the Restoration progresses upon the written request of Tenant, accompanied by a certificate demolition of the architect or a qualified professional engineer in charge same, the filling of all excavations and the grading of the Restoration stating that as of the date of such certificate (a) the sum requested is justly due to the contractors, subcontractors, materialmen, laborers, engineers, architects, or persons, firms or corporations furnishing or supplying work, labor, services or materials for such Restoration, or is justly required to reimburse Tenant for any expenditures made by Tenant in connection with such Restoration, and when added to all sums previously paid out by Landlord does not exceed the value of the Restoration performed to the date of such certificate by all of said parties; (b) except for the amount, if any, stated in such certificates to be due for work, labor, services or materials, there is no outstanding indebtedness known to the person signing such certificate, after due inquiry, which is then due for work, labor, services or materials in connection with such Restoration, which, if unpaid, might become the basis of a mechanic's lien or similar lien with respect to the Restoration or a lien upon the Demised Premises, or any portion thereof; and (c) the costs, as estimated vacant site occupied by the person signing such certificate, of the completion of the Restoration required to be done subsequent to the date of such certificate in order to complete the Restoration do not exceed the sum of the remaining insurance moneys, remaining in the hands of Landlord or Agent, if applicable, after payment of the sum requested in such certificate. As a condition to payment, Tenant shall furnish Landlord or Agent, if applicable, at the time of any such payment with evidence reasonably satisfactory to Landlord or Agent, if applicable, that there are no unpaid bills in respect to any work, labor, services or materials performed, furnished or supplied in connection with such Restoration. If the insurance moneys in the hands of Landlord, shall be insufficient to pay the entire costs of the Restoration, Tenant agrees to pay any deficiency promptly. Tenant shall continue to be liable for full payment of Base Rent, Additional Rent and any other amounts due and payable hereunder. Upon completion of the Restoration and payment in full thereof by Tenant, Landlord or Agent, if applicable, shall within a reasonable period of time thereafter, turn over to Tenant all insurance moneys or other moneys then remaining upon submission of proof reasonably satisfactory to Landlord or Agent, if applicable, that the Restoration has been paid for in full and the damaged or destroyed Improvements repaired, restored or rebuilt as nearly as possible to the condition they were in immediately prior to such damage or destruction, or with such changes or alterations as may be made in conformity with the terms hereofsame. C. No destruction of or damage to the Demised Premises, or any portion thereof, by fire, casualty or otherwise shall permit Tenant to surrender this Lease or shall relieve Tenant from its liability to pay to Landlord the Base Rent and Additional Rent payable under this Lease or from any of its other obligations under this Lease, and Tenant waives any rights now or hereafter conferred upon Tenant by present or future law or otherwise to quit or surrender this Lease or the Demised Premises, or any portion thereof, to Landlord or to any suspension, diminution, abatement or reduction of rent on account of any such damage or destruction.