Common use of DESTRUCTION BY FIRE OR OTHER CAUSE Clause in Contracts

DESTRUCTION BY FIRE OR OTHER CAUSE. SECTION 11.1. If the Premises or any part thereof shall be damaged by fire or other casualty, Tenant shall give immediate written Notice thereof to Landlord. Landlord shall, subject to the provisions of Sections 11.2 and 11.3 below, proceed with reasonable diligence, after receipt of the net proceeds of insurance, to repair or cause to be repaired such damage at its expense, to the condition immediately preceding such damage and, if the Premises, or any part thereof, shall be rendered untenantable by reason of such damage, then the Fixed Rent hereunder, or an amount thereof apportioned according to the area of the Premises so rendered untenantable (if less than the entire Premises shall be so rendered untenantable), shall be abated for the period from the date of such damage to the date that is thirty (30) days after the date when the repair of such damage shall have been substantially completed. If Landlord or any Mortgagee shall be unable to collect the insurance proceeds applicable to such damage because of some action or inaction on the part of Tenant or Persons Within Tenant's Control, then Landlord shall have no duty to make such repairs or effect any restoration hereunder. Tenant covenants and agrees to cooperate with Landlord and any Mortgagee in their efforts to collect insurance proceeds (including rent insurance proceeds) payable to such parties. Landlord shall not be liable for any delay which may arise by reason of adjustment of insurance on the part of Landlord and/or Tenant, or any cause beyond the control of Landlord or contractors employed by Landlord. SECTION 11.2. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from damage from fire or other casualty or the repair thereof unless caused by Landlord. Tenant understands that Landlord, in reliance upon Section 10.3 hereof, will not carry insurance of any kind on Tenant's Property, and that Landlord shall not be obligated to repair any damage thereto or replace the same. (A) Notwithstanding anything to the contrary contained in Sections 11.1 and 11.2 above, in the event that: (1) at least fifty (50%) percent of the rentable square feet of the Premises shall be damaged by a fire or other casualty so that substantial alteration or reconstruction of the Premises shall be required (whether or not the remainder of the Premises shall have been damaged by such fire or other casualty and without regard to the structural integrity of the Premises); or (2) the Premises shall be totally or substantially damaged or shall be rendered wholly or substantially unsuitable for the Permitted Use; or (3) the Landlord fails to commence any repairs, reconstruction or restoration of the Premises within sixty (60) days after a casualty; or (4) Landlord fails complete all repairs, reconstruction or restoration of the Premises within one hundred twenty (120) days after the date of casualty; then, as a result of any circumstances described in subparagraphs (1), (2), (3) or (4) hereof, the Tenant, at Tenant's option, may terminate this Lease and the term and estate hereby granted, by notifying the Landlord in writing of such termination within one hundred twenty (120) days after the date of such damage [as to subparagraphs (1) and (2)] or within thirty (30) days after the passage of the times periods in subparagraphs (3) and (4) above. In the event that such a Notice of termination shall be given, then this Lease and the term and estate hereby granted shall expire as of the date of termination stated in said Notice with the same effect as if that date were the Fixed Expiration Date, and the Fixed Rent and Additional Rent hereunder shall be apportioned as of such date. Notwithstanding the termination of this Lease as provided in this Subsection 11.3(A) Landlord shall be obligated to reimburse to Tenant a portion of the cost of any Maintenance Repair or Requirement Alterations to the extent required by Section 7.1 above. In the event of an occurrence as described in subparagraphs (1) or (2) above, Landlord, at Landlord's option, may terminate this Lease and the term and estate hereby granted by notifying Tenant in writing of such termination within one hundred twenty (120) days after the date of such damage.

DESTRUCTION BY FIRE OR OTHER CAUSE. SECTION 11.1Section 13.1. If the Premises or any part thereof shall be damaged by fire or other casualty, Tenant shall give immediate written Notice thereof to Landlord. Landlord shall, subject to the provisions of Sections 11.2 and 11.3 below, proceed with reasonable diligence, after receipt of the net proceeds of insurance, to repair or cause to be repaired such damage at its expense, to the condition immediately preceding such damage and, if the Premises, or any part thereof, shall be rendered untenantable by reason of such damage, then the Fixed Rent hereunder, or an amount thereof apportioned according to the area of the Premises so rendered untenantable (if less than the entire Premises shall be so rendered untenantable), shall be abated for the period from the date of such damage to the date that is thirty (30) days after the date when the repair of such damage shall have been substantially completed. If Landlord or any Mortgagee shall be unable to collect the insurance proceeds applicable to such damage because of some action or inaction on the part of Tenant or Persons Within Tenant's Control, then Landlord shall have no duty to make such repairs or effect any restoration hereunder. Tenant covenants and agrees to cooperate with Landlord and any Mortgagee in their efforts to collect insurance proceeds (including rent insurance proceeds) payable to such parties. Landlord shall not be liable for any delay which may arise by reason of adjustment of insurance on the part of Landlord and/or Tenant, or any cause beyond the control of Landlord or contractors employed by Landlord., SECTION 11.2Section 13.2. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from damage from fire or other casualty or the repair thereof unless caused by Landlordthereof. Tenant understands that Landlord, in reliance upon Section 10.3 hereof12.4, will not carry insurance of any kind on Tenant's ’s Property, Tenant’s Alterations and on leasehold improvements, and that Landlord shall not be obligated to repair any damage thereto or replace the same. In the event of a partial or total destruction of the Premises, Tenant shall as soon as practicable remove any and all of Tenant’s Property from the Premises or the portion thereof destroyed, as the case may be, and if Tenant does not promptly so remove Tenant’s Property, Landlord may discard the same after giving Tenant ten (10) Business Days prior notice of the same or may remove Tenant’s Property to a public warehouse for deposit or retain the same in its own possession and at its discretion may sell the same at either public auction or private sale, the proceeds of which shall be applied first to the expenses of removal, storage and sale, second to any sums owed by Tenant to Landlord, with any balance remaining to be paid to Tenant; if the expenses of such removal, storage and sale shall exceed the proceeds of any sale, Tenant shall pay such excess to Landlord upon demand. (A) Notwithstanding anything to the contrary contained in Sections 11.1 13.1 and 11.2 13.2 above, in the event that: (1i) at least fifty (50%) percent one-third of the rentable square feet of the Premises Building shall be damaged by a fire or other casualty so that substantial alteration or reconstruction of the Premises shall Building shall, in Landlord’s sole opinion, be required (whether or not the remainder of the Premises shall have been damaged by such fire or other casualty and without regard to the structural integrity of the PremisesBuilding); or (2ii) the Premises shall be totally or substantially damaged or shall be rendered wholly or substantially unsuitable for untenantable (and at least 100,000 of the Permitted Userentable square feet of the Building other than the Premises shall also have been totally or substantially damaged or shall be rendered wholly or substantially untenantable); or (3iii) the Landlord fails there shall be any damage to commence any repairs, reconstruction or restoration of the Premises within sixty (60) days after a casualty; or (4) Landlord fails complete all repairs, reconstruction or restoration the last year of the Premises within one hundred twenty Term wherein the cost of repair exceeds an amount equal to three (1203) days after monthly installments of Fixed Rent, then Landlord in the date case of casualty; then, as a result of any the circumstances described in subparagraphs clauses (1)i) through (iii) above, and Tenant in the circumstances described in clause (2)iii) above only, (3) or (4) hereofmay, the Tenantin such party’s sole and absolute discretion, at Tenant's option, may terminate this Lease and the term and estate hereby granted, by notifying the Landlord other party in writing of such termination within one hundred twenty (120) days after the date of such damage [as to subparagraphs (1) and (2)] or within thirty (30) days after the passage of the times periods in subparagraphs (3) and (4) abovedamage. In the event that such a Notice notice of termination shall be given, then this Lease and the term and estate hereby granted shall expire as of the date of termination stated in said Notice notice with the same effect as if that date were the Fixed Expiration Date, and the Fixed Rent and Additional Escalation Rent hereunder shall be apportioned as of such date. (B) Notwithstanding anything to the contrary contained in this Section 13.3, Landlord shall deliver to Tenant within ninety (90) days after the date of any casualty an estimate prepared by a reputable contractor selected by Landlord setting forth such contractor’s estimate as to the time reasonably required to repair such damage. If the period to repair set forth in any such estimate exceeds twelve (12) months from the date of such casualty, Tenant may elect to terminate this Lease by notice to Landlord given not later than thirty (30) days following Tenant’s receipt of such estimate. If Tenant exercises such election, this Lease and the term and estate hereby granted shall expire as of the 60th day after notice of such election given by Tenant with the same effect as if that were the Fixed Expiration Date, and the Fixed Rent and Escalation Rent hereunder shall be apportioned as of such date. If (i) Tenant shall not have exercised its right to terminate this Lease pursuant to this Section 13.3(B), but the damage shall not have been repaired by the date set forth in such estimate (subject to extension due to Unavoidable Delay), or (ii) the period to repair in such estimate is twelve (12) months or less, but the damage shall not have been repaired within twelve (12) months after the date of the casualty (subject to extension due to Unavoidable Delay), Tenant may elect to terminate this Lease by notice to Landlord given not later than thirty (30) days following the period set forth in such estimate for completion (where the same exceeds twelve (12) months in the circumstances contemplated in clause (i) or following such twelve (12) month period (where the period set forth in such estimate for completion was twelve (12) months or less, in the circumstances contemplated in clause (ii)), unless prior to the giving of such notice, Landlord shall have Substantially Completed such repair. Section 13.4. Except as may be provided in Section 12.5, nothing herein contained shall relieve Tenant from any liability to Landlord or to Landlord’s insurers in connection with any damage to the Premises or the Building by fire or other casualty if Tenant shall be legally liable in such respect. Section 13.5. This Lease shall be considered an express agreement governing any case of damage to or destruction of the Building or any part thereof by fire or other casualty, and Section 227 of the Real Property Law of the State of New York providing for such a contingency in the absence of express agreement and any other law of like import now or hereafter in force, shall have no application in such case. Section 13.6. Notwithstanding anything to the contrary contained in this Article 13, in the event that during the term of the Sublease (a) the Premises or (b) the Building shall be damaged or destroyed by fire or other casualty to the extent that the lease to CT is terminated in accordance with the terms and conditions thereof, such termination shall also be deemed to constitute a termination of this Lease as provided in accordance with the provisions of this Subsection 11.3(A) Landlord shall be obligated to reimburse to Tenant a portion of the cost of any Maintenance Repair or Requirement Alterations to the extent required by Section 7.1 aboveArticle 13. In such event, the event Term of an occurrence as described in subparagraphs (1) or (2) above, Landlord, at Landlord's option, may terminate this Lease shall expire on such date with the same force and effect as if such date were originally provided herein as the term and estate hereby granted by notifying Tenant in writing Expiration Date (notwithstanding the fact that the Commencement Date shall not have occurred as of such termination within one hundred twenty (120) days after the date of such damagedate).

DESTRUCTION BY FIRE OR OTHER CAUSE. SECTION 11.112.1. If the Premises or any part thereof shall be damaged by fire or other casualty, Tenant shall give immediate written Notice notice thereof to Landlord. Landlord shall, subject to the provisions of Sections 11.2 12.2 and 11.3 12.3 below, proceed with reasonable diligence, after receipt of the net proceeds of insurance, to repair or cause to be repaired such damage at its expense, to but in no event shall such repair or restoration be greater in scope than the condition immediately preceding such damage quantity or quality of construction of the Premises as of the Commencement Date; and, if the Premises, or any part thereof, shall be rendered untenantable by reason of such damagedamage and such damage shall not be due to the fault of Tenant or Persons Within Tenant's Control, then the Fixed Rent hereunder, or an amount thereof apportioned according to the area of the Premises so rendered untenantable (if less than the entire Premises shall be so rendered untenantable), shall be abated for the period from the date of such damage to the date that is thirty (30) days after the date when the repair of such damage shall have been substantially completed. If Landlord or any Mortgagee shall be unable to collect the insurance proceeds (including rent insurance proceeds) applicable to such damage because of some action or inaction on the part of Tenant or Persons Within Tenant's Control, then Landlord the cost of repairing such damage shall have be paid by Tenant and there shall be no duty to make such repairs or effect any restoration hereunderabatement of Fixed Rent. Tenant covenants and agrees to cooperate with Landlord and any Mortgagee in their efforts to collect insurance proceeds (including rent insurance proceeds) payable to such parties. Landlord shall not be liable for any delay which may arise by reason of adjustment of insurance on the part of Landlord and/or Tenant, or any cause beyond the control of Landlord or contractors employed by Landlord. It is expressly understood that if Landlord is prevented from substantially completing the repairs by reason of any acts of Tenant or Persons Within Tenant's Control, including, without limitation, by reason of the performance of any Alterations, or by reason of Tenant's failure or refusal to comply or to cause its architects, engineers, designers and contractors to comply with any of Tenant's obligations described or referred to in this Lease, then such work shall be deemed substantially completed on the date when the work would have been substantially completed but for such delay, and the expiration of the abatement of Tenant's obligations to pay Fixed Rent shall not be postponed by reason of such delay. Any additional costs to Landlord to complete any work occasioned by such delay shall be paid by Tenant to Landlord, as Additional Rent, within ten (10) days after demand therefor by Landlord. SECTION 11.212.2. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from damage from fire or other casualty or the repair thereof unless caused by Landlordthereof. Tenant understands that Landlord, in reliance upon Section 10.3 11.4 hereof, will not carry insurance of any kind on Tenant's Propertyfurnishings, furniture, contents, fixtures, space equipment and leasehold improvements, and that Landlord shall not be obligated to repair any damage thereto or replace the same. (A) Notwithstanding anything to the contrary contained in Sections 11.1 12.1 and 11.2 12.2 above, in the event that: (1i) at least fifty (50%) percent of the rentable square feet of the Premises shall be damaged by a fire or other casualty so that substantial alteration or reconstruction of the Premises shall shall, in Landlord's sole opinion, be required (whether or not the remainder of the Premises shall have been damaged by such fire or other casualty and without regard to the structural integrity of the Premises); or (2ii) the Premises shall be totally or substantially damaged or shall be rendered wholly or substantially unsuitable for the Permitted Useuntenantable; or (3iii) the Landlord fails there shall be any damage to commence any repairs, reconstruction or restoration of the Premises within sixty the last two (602) days after a casualty; or (4) Landlord fails complete all repairs, reconstruction or restoration years of the Premises within one hundred twenty Term wherein the cost of repair exceeds an amount equal to three (1203) days after the date monthly installments of casualty; Fixed Rent, then, as a result of any circumstances described in subparagraphs (1i), (2), (3ii) or (4iii) hereof, the TenantLandlord may, at Tenantin Landlord's optionsole and absolute discretion, may terminate this Lease and the term and estate hereby granted, by notifying the Landlord Tenant in writing of such termination within one hundred twenty (120) days after the date of such damage [as to subparagraphs (1) and (2)] or within thirty (30) days after the passage of the times periods in subparagraphs (3) and (4) abovedamage. In the event that such a Notice notice of termination shall be given, then this Lease and the term and estate hereby granted shall expire as of the date of termination stated in said Notice notice with the same effect as if that date were the Fixed Expiration Date, and the Fixed Rent and Additional Rent hereunder shall be apportioned as of such date. SECTION 12.4. Notwithstanding the termination of this Lease Except as may be provided in this Subsection 11.3(A) Section 11.5, nothing herein contained shall relieve Tenant from any liability to Landlord or to Landlord's insurers in connection with any damage to the Premises by fire or other casualty if Tenant shall be obligated to reimburse to Tenant a portion of the cost of any Maintenance Repair or Requirement Alterations to the extent required by Section 7.1 above. In the event of an occurrence as described legally liable in subparagraphs (1) or (2) above, Landlord, at Landlord's option, may terminate this Lease and the term and estate hereby granted by notifying Tenant in writing of such termination within one hundred twenty (120) days after the date of such damagerespect.

DESTRUCTION BY FIRE OR OTHER CAUSE. SECTION 11.1. If (a) Tenant shall give notice to Landlord, promptly after Tenant learns thereof, of any accident, emergency, occurrence, fire or other casualty (each, a “Casualty”) and all damages to or defects in the Premises or any part thereof the Building. Such notice shall be damaged given by fire telecopy or other casualty, Tenant shall give immediate written Notice thereof to Landlord. Landlord shall, subject personal delivery to the provisions address(es) of Sections 11.2 Landlord in effect for Notices pursuant to Paragraph 19 of this Lease. If Landlord reasonably determines that the Premises and/or the Building cannot be restored within one hundred eighty (180) days after the date of the Casualty, Landlord shall so notify Tenant, and 11.3 belowLandlord or Tenant may terminate this Lease by notice of termination, given to the other party within thirty (30) days after the date of Landlord’s determination, this Lease shall expire as of the date of termination stated in said notice with the same effect as if that date were the Expiration Date, and Fixed Rent and additional rent hereunder shall be apportioned as of such date. If neither party so terminates this Lease, Landlord shall proceed with reasonable diligence, after receipt of the net proceeds of insurance, to repair or cause to be repaired such damage at its expense, to . If this Lease is not terminated as set forth in this subparagraph and the condition immediately preceding such damage and, if damaged portion of the Premises, or any part thereof, Premises shall be rendered untenantable by reason unuseable for its intended purposes as same was utilized prior to such damage and such damage shall not be due to the fault of such damageTenant or Persons Within Tenant’s Control, then the Fixed Rent hereunderand additional rent, or an amount thereof apportioned according to the area of the Premises so rendered untenantable (if less than the entire Premises shall be so rendered untenantable)) or by the diminished business usefulness, if a more appropriate measure, shall be abated for the period from the date of such damage to the date that is thirty (30) days after the date when the repair of such damage shall have been substantially completed. If Landlord or any Mortgagee shall be unable to collect the insurance proceeds applicable to such damage because of some action or inaction on the part of Tenant or Persons Within Tenant's Control, then Landlord shall have no duty to make such repairs or effect any restoration hereunder. Tenant covenants and agrees to cooperate with Landlord and any Mortgagee in their efforts to collect insurance proceeds (including rent insurance proceeds) payable to such parties. Landlord shall not be liable for any delay which may arise by reason of adjustment of insurance on the part of Landlord and/or Tenant, or any cause beyond the control of Landlord or contractors employed by Landlord. SECTION 11.2. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from damage from fire or other casualty or the repair thereof unless caused by Landlord. Tenant understands that Landlord, in reliance upon Section 10.3 hereof, will not carry insurance of any kind on Tenant's Property, and that Landlord shall not be obligated to repair any damage thereto or replace the same. (A) Notwithstanding anything to the contrary contained in Sections 11.1 and 11.2 above, in the event that: (1) at least fifty (50%) percent of the rentable square feet of the Premises shall be damaged by a fire or other casualty so that substantial alteration or reconstruction of the Premises shall be required (whether or not the remainder of the Premises shall have been damaged by such fire or other casualty and without regard to the structural integrity of the Premises); or (2) the Premises shall be totally or substantially damaged or shall be rendered wholly or substantially unsuitable for the Permitted Use; or (3) the Landlord fails to commence any repairs, reconstruction or restoration of the Premises within sixty (60) days after a casualty; or (4) Landlord fails complete all repairs, reconstruction or restoration of the Premises within one hundred twenty (120) days after the date of casualty; then, as a result of any circumstances described in subparagraphs (1), (2), (3) or (4) hereof, the Tenant, at Tenant's option, may terminate this Lease and the term and estate hereby granted, by notifying the Landlord in writing of such termination within one hundred twenty (120) days after the date of such damage [as to subparagraphs (1) and (2)] or within thirty (30) days after the passage of the times periods in subparagraphs (3) and (4) above. In the event that such a Notice of termination shall be given, then this Lease and the term and estate hereby granted shall expire as of the date of termination stated in said Notice with the same effect as if that date were the Fixed Expiration Date, and the Fixed Rent and Additional Rent hereunder shall be apportioned as of such date. Notwithstanding the termination of this Lease as provided in this Subsection 11.3(A) Landlord shall be obligated to reimburse to Tenant a portion of the cost of any Maintenance Repair or Requirement Alterations to the extent required by Section 7.1 above. In the event of an occurrence as described in subparagraphs (1) or (2) above, Landlord, at Landlord's option, may terminate this Lease and the term and estate hereby granted by notifying Tenant in writing of such termination within one hundred twenty (120) days after the date of such damage.

DESTRUCTION BY FIRE OR OTHER CAUSE. SECTION 11.1Section 10.1. If either of the Premises or any part thereof Buildings shall be damaged by fire or other casualty, Tenant the damage (with such modifications as shall give immediate written Notice thereof be required in order to Landlord. Landlord comply with Requirements) shall, subject so long as neither Landlord nor Tenant has exercised any right it may have to the provisions of Sections 11.2 and 11.3 belowterminate this Real Estate Lease pursuant to Section 10.2, proceed with reasonable diligence, after receipt of the net proceeds of insurance, to repair be diligently repaired or cause to be repaired such damage by and at its expense, the expense of Landlord to substantially the condition prior to the condition immediately preceding such damage andor as Landlord shall otherwise decide and as is otherwise permitted by any subleases. Landlord shall use its reasonable efforts to minimize interference with Tenant’s use and occupancy in making any repairs pursuant to this section. Section 10.2. Anything contained in Section 10.1 hereof to the contrary notwithstanding, if more than twenty-five percent (25%) of the Premises, rentable area of either of the Buildings (or any part thereof, such lesser portion of either of the Buildings as may in Landlord’s judgment cause the affected Building to be uneconomic to rebuild) shall be rendered untenantable damaged by reason of such fire or other casualty, then Landlord, at Landlord’s option, may, not later than ninety (90) days following the damage, give Tenant a notice in writing terminating this Real Estate Lease with respect to both Buildings. If more than twenty-five percent (25%) of the rentable area of either of the Buildings shall be damaged by fire or other casualty, then Tenant, at Tenant’s option, may, not later than ninety (90) days following the Fixed Rent hereunderdamage, give Landlord a notice in writing terminating this Real Estate Lease with respect to both Buildings. If either Landlord or an amount Tenant elect to terminate this Real Estate Lease, such election shall be made by delivering notice thereof apportioned according in the form of Exhibit C attached hereto and made a part hereof, the Term shall expire on the tenth (10th) Business Day after notice is given to the area other party, and Tenant shall vacate the Premises and surrender the same to Landlord in accordance with the provisions of Article 20 hereof. In connection with the termination of this Real Estate Lease under the conditions provided for in this Section 10.2, Landlord shall pay the Early Termination Amount applicable to the Premises to Tenant on the tenth (10th) Business Day after such notice is given. The receipt by Tenant of the Premises so rendered untenantable Early Termination Amount in the manner provided in Section 38.11 hereof is a condition precedent to the effective termination of this Real Estate Lease. Section 10.3. (A) Notwithstanding the foregoing, if less than either of the entire Premises Buildings shall be so rendered untenantable)substantially damaged during the last year of the Term, shall be abated for the period from the date of such damage to the date that is Landlord may elect by notice, given no later than thirty (30) days after the date when the repair occurrence of such damage damage, to terminate this Real Estate Lease and, if Landlord makes such election, the Term shall have been substantially completed. If Landlord or any Mortgagee shall be unable to collect the insurance proceeds applicable to such damage because of some action or inaction expire on the part tenth (10th) Business Day after notice of Tenant or Persons Within Tenant's Control, then Landlord shall have no duty to make such repairs or effect any restoration hereunder. Tenant covenants and agrees to cooperate with election is given by Landlord and any Mortgagee Tenant shall vacate the Premises and surrender the same to Landlord in their efforts to collect insurance proceeds (including rent insurance proceeds) payable to such partiesaccordance with the provisions of Article 20 hereof. Landlord shall not be liable for any delay which may arise by reason of adjustment of insurance pay the applicable Early Termination Amount to Tenant on the part tenth (10th) Business Day after such notice given. The receipt by Tenant of Landlord and/or Tenant, or any cause beyond the control of Landlord or contractors employed by Landlord. SECTION 11.2. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury Early Termination Amount in the manner provided in Section 38.11 hereof is a condition precedent to the business of Tenant resulting in any way from damage from fire or other casualty or the repair thereof unless caused by Landlord. Tenant understands that Landlord, in reliance upon Section 10.3 hereof, will not carry insurance of any kind on Tenant's Property, and that Landlord shall not be obligated to repair any damage thereto or replace the same. (A) Notwithstanding anything to the contrary contained in Sections 11.1 and 11.2 above, in the event that: (1) at least fifty (50%) percent of the rentable square feet of the Premises shall be damaged by a fire or other casualty so that substantial alteration or reconstruction of the Premises shall be required (whether or not the remainder of the Premises shall have been damaged by such fire or other casualty and without regard to the structural integrity of the Premises); or (2) the Premises shall be totally or substantially damaged or shall be rendered wholly or substantially unsuitable for the Permitted Use; or (3) the Landlord fails to commence any repairs, reconstruction or restoration of the Premises within sixty (60) days after a casualty; or (4) Landlord fails complete all repairs, reconstruction or restoration of the Premises within one hundred twenty (120) days after the date of casualty; then, as a result of any circumstances described in subparagraphs (1), (2), (3) or (4) hereof, the Tenant, at Tenant's option, may terminate this Lease and the term and estate hereby granted, by notifying the Landlord in writing of such termination within one hundred twenty (120) days after the date of such damage [as to subparagraphs (1) and (2)] or within thirty (30) days after the passage of the times periods in subparagraphs (3) and (4) above. In the event that such a Notice of termination shall be given, then this Lease and the term and estate hereby granted shall expire as of the date of termination stated in said Notice with the same effect as if that date were the Fixed Expiration Date, and the Fixed Rent and Additional Rent hereunder shall be apportioned as of such date. Notwithstanding the effective termination of this Real Estate Lease as provided in pursuant to this Subsection 11.3(A) Landlord shall be obligated to reimburse to Tenant a portion of the cost of any Maintenance Repair or Requirement Alterations to the extent required by Section 7.1 above. In the event of an occurrence as described in subparagraphs (1) or (2) above, Landlord, at Landlord's option, may terminate this Lease and the term and estate hereby granted by notifying Tenant in writing of such termination within one hundred twenty (120) days after the date of such damageparagraph.

DESTRUCTION BY FIRE OR OTHER CAUSE. SECTION 11.1Section 12.1. If the Premises or any part thereof shall be damaged by fire or other casualty, Tenant shall give immediate prompt written Notice notice thereof to Landlord. Landlord shall, as loss payee under the property insurance policy described in Section 11.4(a)(ii) and subject to the provisions of Sections 11.2 12.2 and 11.3 12.3 below, proceed with reasonable diligence, after receipt diligence within one hundred twenty (120) days of the net proceeds of insurance, casualty to repair or cause to be repaired such damage at its expense, to the condition immediately preceding extent covered by such damage policy; and, if the Premises, or any part thereof, shall be rendered untenantable Untenantable by reason of such damagedamage and such damage shall not be due to the negligence or fault of Tenant or Persons Within Tenant’s Control, then the Fixed Base Rent hereunder, or an amount thereof apportioned on a pro rata basis according to the area of the Premises so rendered untenantable Untenantable (if less than the entire Premises shall be so rendered untenantableUntenantable), shall be abated for the period from the date of such damage to the date that is thirty (30) days after the date when the repair of such damage shall have been substantially completed. If Landlord or any Mortgagee shall be unable to collect the insurance proceeds applicable to such damage because of some action or inaction on the part of Tenant or Persons Within Tenant's Control, then Landlord shall have no duty to make such repairs or effect any restoration hereunder. Tenant covenants and agrees to cooperate with Landlord and any Mortgagee Tenant in their its efforts to collect insurance proceeds (including rent insurance proceeds) payable to such parties. Landlord shall not be liable for any delay which may arise by reason of adjustment of insurance on the part of Landlord and/or Tenant, or any cause beyond the control of Landlord or contractors employed by Landlord. SECTION 11.2Section 12.2. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from damage from fire or other casualty or the repair thereof unless except to the extent caused by the gross negligence or intentional misconduct of Landlord or Persons Within Landlord's Control. Tenant understands that Landlord, in reliance upon Section 10.3 hereof, Landlord will not carry insurance of any kind on Tenant’s Property, Tenant's PropertyAlterations and on leasehold improvements, and that Landlord shall not be obligated to repair any damage thereto or replace the same. (Aa) Notwithstanding anything to the contrary contained in Sections 11.1 12.1 and 11.2 12.2 above, in the event that: (1) at least fifty (50%) percent of the rentable square feet of the Premises shall be damaged by a fire or other casualty so that substantial alteration or reconstruction of the Premises shall be required (whether or not the remainder of the Premises shall have been damaged by such fire or other casualty and without regard to the structural integrity of the Premises); or (2) the Premises shall be totally or substantially (greater than 50%) damaged or shall be rendered wholly or substantially unsuitable for the Permitted Use; or (3) the Landlord fails to commence any repairsand Untenantable, reconstruction or restoration of the Premises within sixty (60) days after a casualty; or (4) Landlord fails complete all repairs, reconstruction or restoration of the Premises within one hundred twenty (120) days after the date of casualty; then, as a result of any circumstances described in subparagraphs (1), (2), (3) or (4) hereof, the Tenant, at Tenant's option, then Tenant may terminate this Lease and the term and estate hereby granted, by notifying the Landlord in writing of such termination prior to commencement of work to repair the damage to the Premises or within one hundred twenty (120) days after the date of such damage [as to subparagraphs (1) and (2)] or within thirty (30) days after the passage of the times periods in subparagraphs (3) and (4) abovedamage, whichever first occurs. In the event that such a Notice notice of termination shall be given, then this Lease and the Term and estate hereby granted shall expire as of the date of such notice of termination with the same effect as if that were the Expiration Date, and the Base Rent hereunder shall be apportioned as of such date. Notwithstanding the foregoing, Tenant’s option to terminate this Lease pursuant to this Section 12.2 shall only be exercisable if there is no existing Event of Default hereunder. (b) Notwithstanding anything to the contrary contained in this Section 12.2, prior to commencement of work to repair the damage to the Premises, Landlord shall deliver to Tenant an estimate prepared by a reputable contractor selected by Landlord setting forth such contractor’s estimate as to the time reasonably required to repair such damage. If the period to repair set forth in any such estimate exceeds twelve (12) months, Tenant may elect to terminate this Lease by notice to Landlord given not later than thirty (30) days following Tenant’s receipt of such estimate. If Tenant exercises such election, this Lease and the term and estate hereby granted shall expire as of the date sixtieth (60th) day after notice of termination stated in said Notice such election given by Tenant with the same effect as if that date were the Fixed Expiration Date, and the Fixed Rent and Additional Base Rent hereunder shall be apportioned as of such date. Section 12.3. Notwithstanding Nothing herein contained shall relieve Tenant from any liability to Landlord or to Landlord’s insurers, allow Tenant the termination of this Lease as provided in this Subsection 11.3(A) Landlord shall be obligated right to reimburse to Tenant a portion of the cost of any Maintenance Repair or Requirement Alterations to the extent required by Section 7.1 above. In the event of an occurrence as described in subparagraphs (1) or (2) above, Landlord, at Landlord's option, may terminate this Lease and or provide Tenant with a right to abatement of Rental in connection with any damage to the term and estate hereby granted Premises or the Buildings by notifying fire or other casualty if such damage results from the negligent or willful acts or omissions of Tenant in writing or Persons Within Tenant’s Control. Section 12.4. This Lease shall be considered an express agreement governing any case of such termination within one hundred twenty (120) days after damage to or destruction of the date of such damageBuildings or any part thereof by fire or other casualty.

DESTRUCTION BY FIRE OR OTHER CAUSE. SECTION Section 11.1. If the Premises or any part thereof shall be damaged by fire or other casualty, Tenant shall give immediate written Notice thereof to Landlord. Landlord shall, subject to the provisions of Sections 11.2 and 11.3 below11.3, proceed with reasonable diligence, after receipt of the net proceeds of insurance, to repair or cause to be repaired such damage at its expenseexpense within one hundred twenty (120) days of the date of damage, to the condition immediately preceding such damage and, if the Premises, or any part thereof, shall be rendered untenantable by reason of such damage, then the Fixed Base Rent hereunder, or an amount thereof apportioned according to the area of the Premises so rendered untenantable (if less than the entire Premises shall be so rendered untenantable), shall be abated for the period from the date of such damage to the date that is thirty (30) days after the date when the repair of such damage shall have been substantially completed. If Landlord or any Mortgagee shall be unable to collect the insurance proceeds applicable to such damage because of some action or inaction on the part of Tenant or Persons Within Tenant's ’s Control, then Landlord shall have no duty to make such repairs or effect any restoration hereunder and the Base Rent hereunder, or the amount thereof that would have been apportioned pursuant to the immediately preceding sentence, shall not xxxxx. Tenant covenants and agrees to cooperate with Landlord and any Mortgagee in their efforts to collect insurance proceeds (including rent insurance proceeds) payable to such parties. Landlord shall not be liable for any delay which may arise by reason of adjustment of insurance on the part of Landlord and/or Tenant, or any cause beyond the control of Landlord or contractors employed by Landlord. SECTION Section 11.2. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from damage from fire or other casualty or the repair thereof unless caused by the willful misconduct or grossly negligent act or failure to act of Landlord or Persons Within Landlord’s Control. Tenant understands that Landlord, in reliance upon Section 10.3 hereof10.3, will not carry insurance of any kind on Tenant's Property, ’s Property and that Landlord shall not be obligated to repair any damage thereto or replace the same. (A) Section 11.3. Notwithstanding anything to the contrary contained in Sections 11.1 and 11.2 above11.2, in the event that: (1a) at least fifty percent (50%) percent of the rentable square feet of the Premises shall be damaged by a fire or other casualty so that substantial alteration or reconstruction of the Premises shall be required (whether or not the remainder of the Premises shall have been damaged by such fire or other casualty and without regard to the structural integrity of the Premises); or; (2b) the Premises shall be totally or substantially damaged or shall be rendered wholly or substantially unsuitable for the Permitted Use; or; (3c) the Landlord fails to commence any repairs, reconstruction or restoration of the Premises within sixty (60) days after a casualty; or (4d) Landlord fails to complete all repairs, reconstruction or restoration of the Premises within one hundred twenty (120) days after the date of casualty; then, as a result of any circumstances described in subparagraphs clauses (1a), (2b), (3) c), or (4d) hereofabove, the Tenant, at Tenant's ’s sole unilateral option, may terminate this Lease and the term and estate hereby granted, by notifying the Landlord in writing of such termination within one hundred twenty (120) days after the date of such any damage [as to subparagraphs described in clause (1a) and or (2)] b) above or within thirty (30) days after the passage of the times periods applicable time period specified in subparagraphs clause (3c) and or (4d) above. In the event that such a Notice of termination shall be given, then this Lease and the term and estate hereby granted shall expire terminate as of the date of termination stated in said such Notice with the same effect as if that date were the Fixed Expiration DateDate or the Expiration Date of any Option Period, as applicable, and the Fixed Base Rent and Additional Rent hereunder shall be apportioned as of such date. Notwithstanding the termination of this Lease as provided in this Subsection 11.3(A) Section 11.3, Landlord shall be obligated to reimburse to Tenant a portion of the cost of any Maintenance Repair or Requirement Alterations Alteration to the extent required by Section 7.1 above. In the event of an occurrence as described in subparagraphs (1) or (2) above, Landlord, at Landlord's option, may terminate this Lease and the term and estate hereby granted by notifying Tenant in writing of such termination within one hundred twenty (120) days after the date of such damage7.1.

DESTRUCTION BY FIRE OR OTHER CAUSE. SECTION 11.1. Section 13.1 If the Premises or any part thereof shall be damaged by fire or other casualty, Tenant shall give immediate prompt written Notice notice thereof to Landlord. Landlord shall, subject to the provisions of Sections 11.2 13.2 and 11.3 13.3 below, proceed with reasonable diligence, after receipt of of, and subject to obtaining, the net proceeds of insurance, to repair or cause to be repaired such damage at its expense, but such repair obligation shall be limited to the condition immediately preceding such damage core and structural core and perimeter walls only, with access available to the Premises; and, if the Premises, or any part thereof, shall be rendered untenantable by reason of such damagedamage and such damage shall not be due to the fault of Tenant or Persons Within Tenant’s Control, then the Fixed Rent hereunderand the Additional Rent payable pursuant to Articles 3 and 4, or an amount thereof apportioned according to the area of the Premises so rendered untenantable (if less than the entire Premises shall be so rendered untenantable), shall be abated for the period from the date of such damage to the date that is thirty (30) days after the date when the repair of such damage shall have been substantially completed. If Landlord or any Mortgagee shall be unable to collect the insurance proceeds applicable to such damage because of some action or inaction on the part of Tenant or Persons Within Tenant's Control, then Landlord shall have no duty to make such repairs or effect any restoration hereunder. Tenant covenants and agrees to cooperate with Landlord and any Lessor or any Mortgagee in their efforts to collect insurance proceeds (including rent insurance proceeds) payable to such parties. Landlord shall not be liable for any delay which may arise by reason of adjustment of insurance on the part of Landlord and/or Tenant, or any cause beyond the control of Landlord or contractors employed by Landlord. Tenant shall, after Landlord shall have substantially completed its repair obligations, repair all damage to Tenant’s Property, Tenant’s Alterations and all leasehold improvements in the Premises. SECTION 11.2. Section 13.2 Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from damage from fire or other casualty or the repair thereof unless caused by Landlordthereof. Tenant understands that Landlord, in reliance upon Section 10.3 hereof12.4, will not carry insurance of any kind on Tenant's ’s Property, Tenant’s Alterations and leasehold improvements, and that Landlord shall not be obligated to repair any damage thereto or replace the same. (A) Section 13.3 Notwithstanding anything to the contrary contained in Sections 11.1 13.1 and 11.2 13.2 above, in the event that: (1) at least fifty (50%) percent of the rentable square feet of if the Premises shall be materially (i.e., 30% or more) damaged or destroyed by a fire or other casualty, or if the Building shall be so damaged or destroyed by fire or other casualty so that substantial alteration or reconstruction of the Premises shall be required (whether or not the remainder Premises are damaged or destroyed) that its repair or restoration requires the expenditure (as estimated by a reputable contractor or architect designated by Landlord) of more than 30% of the Premises shall have been damaged by such fire or other casualty and without regard full insurable value of the Building immediately prior to the structural integrity of the Premises); or (2) the Premises shall be totally or substantially damaged or shall be rendered wholly or substantially unsuitable for the Permitted Use; or (3) the casualty, then in either such case Landlord fails to commence any repairsmay, reconstruction or restoration of the Premises within sixty (60) days after a casualty; or (4) Landlord fails complete all repairsin Landlord’s sole and absolute discretion, reconstruction or restoration of the Premises within one hundred twenty (120) days after the date of casualty; then, as a result of any circumstances described in subparagraphs (1), (2), (3) or (4) hereof, the Tenant, at Tenant's option, may terminate this Lease and the term and estate hereby granted, by notifying the Landlord Tenant in writing of such termination within one hundred twenty ninety (12090) days after the date of such damage [as to subparagraphs (1) and (2)] or within thirty (30) days after the passage of the times periods in subparagraphs (3) and (4) abovedamage. In the event that such a Notice notice of termination shall be given, then this Lease and the term and estate hereby granted shall expire as of the date of termination stated in said Notice notice with the same effect as if that date were the Fixed Expiration Date, and the Fixed Rent and Additional Rent hereunder payable pursuant to Articles 3 and 4 shall be apportioned as of such date. Notwithstanding If the termination of this Lease as provided in this Subsection 11.3(A) Landlord Premises shall be obligated to reimburse to Tenant a portion damaged or destroyed by fire or other casualty not caused by the negligence or wrongful act of Tenant, such that 30% or more of the cost Premises is rendered untenantable or reasonable means of any Maintenance Repair or Requirement Alterations access to the extent required by Section 7.1 above. In Premises is cut off and (i) Landlord’s Back to Contents contractor or architect estimates that the event of an occurrence as described in subparagraphs Premises will not be substantially repaired or restored within one (1) year following such fire or other casualty, or (2ii) abovethe Premises are not substantially repaired and restored within one (1) year after the date of the fire or other casualty, or (iii) because of Landlord’s failure to commence such repair and restoration within six (6) months after such casualty, at Landlord's optionsuch repair and restoration will not be completed within such one (1) year period, may then Tenant shall have the right to terminate this Lease and the term and estate hereby granted by notifying Tenant in writing of giving Landlord notice to such termination effect within one hundred twenty (120) 30 days after the date of such damagefire or casualty, if pursuant to clause (i), or the end of such six (6) month or one (1) year period, as the case may be, if pursuant to clause (ii) or (iii), in which event the Fixed Rent and Additional Rent shall be prorated and adjusted as of the date of termination. Section 13.4 Except as may be provided in Section 12.5, nothing herein contained shall relieve Tenant from any liability to Landlord or to Landlord’s insurers in connection with any damage to the Premises or the Building by fire or other casualty if Tenant shall be legally liable in such respect. Section 13.5 This Lease shall be considered an express agreement governing any case of damage to or destruction of the Building or any part thereof by fire or other casualty, and Section 227 of the Real Property Law of the State of New York providing for such a contingency in the absence of express agreement and any other law of like import now or hereafter in force, shall have no application in such case.

DESTRUCTION BY FIRE OR OTHER CAUSE. SECTION 11.1Section 12.1. If the Premises or any part thereof shall be damaged by fire or other casualty, Tenant shall give immediate prompt written Notice notice thereof to Landlord. Landlord shall, subject to the provisions of Sections 11.2 12.2 and 11.3 12.3 below, proceed with reasonable diligence, after receipt diligence within 120 days of the net proceeds of insurance, casualty to repair or cause to be repaired such damage at its expense, to the condition immediately preceding such damage ; and, if the Premises, or any part thereof, shall be rendered untenantable by reason of such damagedamage and such damage shall not be due to the fault of Tenant or Persons Within Tenant's Control, then the Fixed Rent and the Escalation Rent hereunder, or an amount thereof apportioned on a pro rata basis according to the area of the Premises so rendered untenantable (if less than the entire Premises shall be so rendered untenantable), shall be abated for the period from the date of such damage to the date that is thirty (30) days after the date when the repair of such damage shall have been substantially completed. If Landlord or any Mortgagee shall be unable to collect the insurance proceeds applicable to such damage because of some action or inaction on the part of Tenant or Persons Within Tenant's Control, then Landlord shall have no duty to make such repairs or effect any restoration hereunder. Tenant covenants and agrees to cooperate with Landlord and any Lessor or any Mortgagee in their efforts to collect insurance proceeds (including rent insurance proceeds) payable to such parties. Landlord shall not be liable for any delay which may arise by reason of adjustment of insurance on the part of Landlord and/or Tenant, or any cause beyond the control of Landlord or contractors employed by Landlord. SECTION 11.2Section 12.2. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from damage from fire or other casualty or the repair thereof unless caused by Landlordthereof. Tenant understands that Landlord, in reliance upon Section 10.3 hereof12.4, will not carry insurance of any kind on Tenant's Property, Tenant's Alterations and on leasehold improvements, and that Landlord shall not be obligated to repair any damage thereto or replace the same. (Aa) Notwithstanding anything to the contrary contained in Sections 11.1 12.1 and 11.2 12.2 above, in the event that: (1i) at least fifty twenty-five thousand (50%25,000) percent of the rentable square feet of the Premises Building shall be damaged by a fire or other casualty so that substantial alteration or reconstruction of the Premises shall Building shall, in Landlord's sole opinion, be required (whether or not the remainder of the Premises shall have been damaged by such fire or other casualty and without regard to the structural integrity of the PremisesBuilding); or (2ii) the Premises shall be totally or substantially damaged or shall be rendered wholly or substantially unsuitable for the Permitted Useuntenantable; or (3iii) the Landlord fails there shall be any damage to commence any repairs, reconstruction or restoration of the Premises within sixty the last two (602) days after a casualty; or (4) Landlord fails complete all repairs, reconstruction or restoration years of the Premises within one hundred twenty (120) days after Term wherein the date cost of casualty; then, as a result of any circumstances described in subparagraphs (1), (2), repair exceeds an amount equal to three (3) monthly installments of Fixed Rent, then either Landlord or (4) hereof, the Tenant, at Tenant's option, Tenant may terminate this Lease and the term and estate hereby granted, by notifying the Landlord other party in writing of such termination prior to commencement of work to repair the damage to the Premises or within one hundred twenty (120) days after the date of such damage [as to subparagraphs (1) and (2)] or within thirty (30) days after the passage of the times periods in subparagraphs (3) and (4) abovedamage, whichever first occurs. In the event that such a Notice notice of termination shall be given, then this Lease and the term Term and estate hereby granted shall expire as of the date of termination stated in said Notice notice with the same effect as if that date were the Fixed Expiration Date, and the Fixed Rent and Additional Escalation Rent hereunder shall be apportioned as of such date. (b) Notwithstanding anything to the contrary contained in this Section 12.2, upon written request which is made by Tenant prior to commencement of work to repair the damage to the Premises, Landlord shall deliver to Tenant an estimate prepared by a reputable contractor selected by Landlord setting forth such contractor's estimate as to the time reasonably required to repair such damage. Notwithstanding If the termination of period to repair set forth in any such estimate exceeds nine (9) months, Tenant may elect to terminate this Lease as provided in this Subsection 11.3(Aby notice to Landlord given not later than thirty (30) Landlord shall be obligated to reimburse to days following Tenant's receipt of such estimate. If Tenant a portion of the cost of any Maintenance Repair or Requirement Alterations to the extent required by Section 7.1 above. In the event of an occurrence as described in subparagraphs (1) or (2) aboveexercises such election, Landlord, at Landlord's option, may terminate this Lease and the term and estate hereby granted by notifying Tenant in writing shall expire as of the sixtieth (60th) day after notice of such termination within one hundred twenty (120) days after election given by Tenant with the date same effect as if that were the Fixed Expiration Date, and the Fixed Rent and Escalation Rent hereunder shall be apportioned as of such damagedate. Section 12.3. Except as may be provided in Section 11.5, nothing herein contained shall relieve Tenant from any liability to Landlord or to Landlord's insurers in connection with any damage to the Premises or the Building by fire or other casualty if Tenant shall be legally liable in such respect. Section 12.4. This Lease shall be considered an express agreement governing any case of damage to or destruction of the Building or any part thereof by fire or other casualty.

DESTRUCTION BY FIRE OR OTHER CAUSE. SECTION 11.1. If (a) Tenant shall give notice to Landlord, promptly after Tenant learns thereof; of any accident, emergency, occurrence, fire or other casualty and all damages to or defects in the Premises or any part thereof the Building. Such notice shall be damaged given by fire telecopy or other casualty, Tenant shall give immediate written Notice thereof to Landlord. Landlord shall, subject personal delivery to the provisions address(es) of Sections 11.2 Landlord in effect for Notices pursuant to Paragraph 19 of this Agreement. In such event, Landlord may (i) terminate this Agreement by notice of termination given to Tenant within 30 days after the date of such damage and 11.3 belowthis Agreement shall expire as of the date of termination stated in said notice with the same effect as if that date were the Expiration Date, and Fixed Rent hereunder shall be apportioned as of such date, or (ii) proceed with reasonable diligence, after receipt of the net proceeds of insurance, to repair or cause to be repaired such damage at its expense, to . If Landlord does not terminate this Agreement as set forth in the condition immediately preceding such damage and, foregoing subparagraph (a)(i) and if the Premises, or any part thereof, damaged portion of the Premises shall be rendered untenantable by reason and such damage shall not be due to the fault of such damageTenant or Persons Within Tenants Control, then the Fixed Rent hereunderRent, or an amount thereof apportioned according to the area of the Premises so rendered untenantable (if less than the entire Premises shall be so rendered untenantable), shall be abated for the period from the date of such damage to the date that is thirty (30) days after the date when the repair of such damage shall have been substantially completed. If Landlord or any Mortgagee shall be unable to collect the insurance proceeds applicable to such damage because of some action or inaction on the part of Tenant or Persons Within Tenant's Control, then Landlord shall have no duty to make such repairs or effect any restoration hereunder. Tenant covenants and agrees to cooperate with Landlord and any Mortgagee in their efforts to collect insurance proceeds (including rent insurance proceeds) payable to such parties. Landlord shall not be liable for any delay which may arise by reason of adjustment of insurance on the part of Landlord and/or Tenant, or any cause beyond the control of Landlord or contractors employed by Landlord.. In addition, if Landlord has not completed such repair or restoration to the Premises within six months after the date of the casualty, or if the casualty occurs within the last six months of the Term, then Tenant may terminate this Agreement upon notice to Landlord (provided that such notice is given prior to the restoration of the Premises by Landlord) SECTION 11.2. Landlord (b) landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from damage from fire or other casualty or the repair thereof unless caused by Landlord. Tenant understands that Landlord, in reliance upon Section 10.3 hereof, Landlord will not carry insurance of any kind on Tenant's Propertyfurnishings, furniture, contents, fixtures, space equipment and leasehold improvements, and that Landlord shall not be obligated to repair any damage thereto or replace the same. (Ac) Notwithstanding anything This Agreement shall be considered an express agreement governing any case of damage to the contrary contained in Sections 11.1 and 11.2 above, in the event that: (1) at least fifty (50%) percent or destruction of the rentable square feet of the Premises shall be damaged Building or any part thereof by a fire or other casualty so that substantial alteration or reconstruction casualty, and Section 227 of the Premises shall be required (whether or not the remainder Real Property Law of the Premises State of New York providing for such a contingency in the absence of express agreement and any other law of like import now or hereafter in force, shall have been damaged by no application in such fire or other casualty and without regard to the structural integrity of the Premises); or (2) the Premises shall be totally or substantially damaged or shall be rendered wholly or substantially unsuitable for the Permitted Use; or (3) the Landlord fails to commence any repairs, reconstruction or restoration of the Premises within sixty (60) days after a casualty; or (4) Landlord fails complete all repairs, reconstruction or restoration of the Premises within one hundred twenty (120) days after the date of casualty; then, as a result of any circumstances described in subparagraphs (1), (2), (3) or (4) hereof, the Tenant, at Tenant's option, may terminate this Lease and the term and estate hereby granted, by notifying the Landlord in writing of such termination within one hundred twenty (120) days after the date of such damage [as to subparagraphs (1) and (2)] or within thirty (30) days after the passage of the times periods in subparagraphs (3) and (4) above. In the event that such a Notice of termination shall be given, then this Lease and the term and estate hereby granted shall expire as of the date of termination stated in said Notice with the same effect as if that date were the Fixed Expiration Date, and the Fixed Rent and Additional Rent hereunder shall be apportioned as of such date. Notwithstanding the termination of this Lease as provided in this Subsection 11.3(A) Landlord shall be obligated to reimburse to Tenant a portion of the cost of any Maintenance Repair or Requirement Alterations to the extent required by Section 7.1 above. In the event of an occurrence as described in subparagraphs (1) or (2) above, Landlord, at Landlord's option, may terminate this Lease and the term and estate hereby granted by notifying Tenant in writing of such termination within one hundred twenty (120) days after the date of such damagecase.

DESTRUCTION BY FIRE OR OTHER CAUSE. SECTION 11.1Section 13.1. If the Premises or any part thereof shall be damaged by fire or other casualty, Tenant shall give immediate prompt written Notice notice thereof to Landlord. Landlord shall, subject to the provisions of Sections 11.2 13.2 and 11.3 13.3 below, proceed with reasonable diligence, after receipt of the net proceeds of insurance, diligence to repair or cause to be repaired such damage at its expense, but in no event shall Landlord be obligated to repair any damage to or to restore any of Tenant’s leasehold improvements or Alterations, whether initially installed by Landlord or Tenant. For the condition immediately preceding such damage andavoidance of doubt, if however, Landlord’s restoration obligations shall include the following items in the Premises: the floor slabs, columns, ceilings, radiators, mechanical equipment rooms, exterior windows, roof and Building Systems and Landlord’s Post-Delivery Work, including, without limitation, the Exclusive Elevators. Tenant shall repair and restore in accordance with Article 6 and with reasonable dispatch all leasehold improvements and Alterations made by or for Tenant in the Premises. If the Premises, or any part thereofthereof (other than the Terrace), shall be rendered untenantable by reason of such damagedamage and such damage shall not be due to the fault of Tenant or Persons Within Tenant’s Control, then the Fixed Rent and the Escalation Rent hereunder, or an amount thereof apportioned according to the area of the Premises so rendered untenantable (if less than the entire Premises shall be so rendered untenantable), shall be abated for the period from the date of such damage to the earlier of (i) the date that which is thirty (30) 120 days after the date when the repair of such damage shall have been substantially completedSubstantially Completed and (ii) the date upon which Tenant reoccupies the Premises for the conduct of its business. If Landlord or Notwithstanding any Mortgagee provisions contained in this Lease to the contrary, there shall be unable no abatement with respect to collect any portion of the insurance proceeds applicable Premises which has not been so damaged and which is accessible unless otherwise rendered unusable for the conduct of Tenant’s business as a result of damage to any critical paths or closets necessary for the operation of the Premises, including communications closets and other Tenant’s systems or Building Systems. Landlord’s determination of the date when the Premises are tenantable shall be controlling unless Tenant disputes the same by notice to Landlord given within thirty (30) days after such damage because determination by Landlord, and pending resolution of some action or inaction on such dispute, Tenant shall commence the part payment of the Fixed Rent and the Escalation Rent that had been abated, as of the date specified by Landlord. Each of Tenant or Persons Within Tenant's Control, then and Landlord shall have no duty to make such repairs or effect any restoration hereunder. Tenant covenants and agrees to reasonably cooperate with Landlord the other (and in the case of Tenant, any Mortgagee Lessor or any Mortgagee) in their each party’s efforts to collect insurance proceeds (including rent insurance proceeds) payable to such parties. Landlord shall not be liable for any delay which may arise by reason of adjustment of insurance on the part of Landlord and/or Tenant, or any cause beyond the control of Landlord or contractors employed by Landlord. SECTION 11.2Section 13.2. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from damage from fire or other casualty or the repair thereof unless caused by Landlordthereof. Tenant understands that Landlord, in reliance upon Section 10.3 hereof12.4, will not carry insurance of any kind on Tenant's ’s Property, Tenant’s Alterations and on leasehold improvements, and that Landlord shall not be obligated to repair any damage thereto or replace the same. In the event of a partial or total destruction of the Premises, Tenant shall as if necessary and as soon as practicable remove any and all of Tenant’s Property from the Premises or the portion thereof destroyed, as the case may be, and if Tenant does not promptly so remove Tenant’s Property, Landlord may discard the same after giving Tenant ten (10) Business Days prior notice of the same or may remove Tenant’s Property to a public warehouse for deposit until such restoration shall have been completed or, in the case this Lease is terminated in accordance herewith, Landlord may retain the same in its own possession and at its discretion may sell the same at either public auction or private sale, the proceeds of which shall be applied first to the expenses of removal, storage and sale, second to any sums owed by Tenant to Landlord, with any balance remaining to be paid to Tenant; if the expenses of such removal, storage and sale shall exceed the proceeds of any sale, Tenant shall pay such excess to Landlord within thirty (30) days after written demand. (A) Notwithstanding anything to the contrary contained in Sections 11.1 13.1 and 11.2 13.2 above, in the event that: (1i) at least fifty (50%) percent one-third of the rentable square feet of the Premises Building shall be damaged by a fire or other casualty so that substantial alteration or reconstruction of the Premises shall Building shall, in Landlord’s sole opinion, be required (whether or not the remainder of the Premises shall have been damaged by such fire or other casualty and without regard to the structural integrity of the PremisesBuilding), provided that Landlord shall also be terminating all other office leases in the Building; or (2ii) the Premises shall be totally or substantially damaged or shall be rendered wholly or substantially unsuitable for untenantable (and at least 150,000 of the Permitted Userentable square feet of the Building other than the Premises shall also have been totally or substantially damaged or shall be rendered wholly or substantially untenantable); or (3iii) the Landlord fails there shall be any damage to commence any repairs, reconstruction or restoration of the Premises within sixty (60) days after a casualty; or (4) Landlord fails complete all repairs, reconstruction or restoration the last year of the Premises within one hundred twenty Term wherein the cost of repair exceeds an amount equal to six (1206) days after monthly installments of Fixed Rent, then Landlord may, in its sole and absolute discretion, in the date of casualty; then, as a result of any circumstances described in subparagraphs clauses (1)i) – (iii) above and Tenant may, in its sole and absolute discretion, in the circumstances described in clause (2)iii) above or if the Premises shall be totally or substantially damaged or shall be rendered wholly or substantially untenantable, (3) or (4) hereof, the Tenant, at Tenant's option, may terminate this Lease and the term and estate hereby granted, by notifying the Landlord other party in writing of such termination within one hundred twenty (120) days after the date of such damage [as to subparagraphs (1) and (2)] or within thirty (30) days after the passage of the times periods in subparagraphs (3) and (4) abovedamage. In the event that such a Notice notice of termination shall be given, then this Lease and the term and estate hereby granted shall expire as of the date of termination stated in said Notice notice with the same effect as if that date were the Fixed Expiration Date, and the Fixed Rent and Additional Escalation Rent hereunder shall be apportioned as of such date. (B) Notwithstanding anything to the contrary contained in this Section 13.3, Landlord shall deliver to Tenant within sixty (60) days after the date of any casualty an estimate prepared by a reputable contractor selected by Landlord setting forth such contractor’s estimate as to the time reasonably required to repair such damage. If the period to repair set forth in any such estimate exceeds twelve (12) months from the date of such casualty, Tenant may elect to terminate this Lease by notice to Landlord given not later than thirty (30) days following Tenant’s receipt of such estimate. If Tenant exercises such election, this Lease and the term and estate hereby granted shall expire as of the 60th day after notice of such election given by Tenant with the same effect as if that were the Fixed Expiration Date, and the Fixed Rent and Escalation Rent hereunder shall be apportioned as of such date. Notwithstanding the termination of this Lease as provided in this Subsection 11.3(AIf (i) Landlord Tenant shall be obligated not have exercised its right to reimburse to Tenant a portion of the cost of any Maintenance Repair or Requirement Alterations to the extent required by Section 7.1 above. In the event of an occurrence as described in subparagraphs (1) or (2) above, Landlord, at Landlord's option, may terminate this Lease and pursuant to this Section 13.3(B), but the term and estate hereby granted damage shall not have been repaired by notifying Tenant the date set forth in writing of such termination estimate (subject to extension due to Unavoidable Delay), or (ii) the period to repair in such estimate is twelve (12) months or less, but the damage shall not have been repaired within one hundred twenty twelve (12012) days months after the date of the casualty (subject to extension due to Unavoidable Delay), Tenant may elect to terminate this Lease by notice to Landlord given not later than thirty (30) days following the period set forth in such damageestimate for completion (where the same exceeds twelve (12) months in the circumstances contemplated in clause (i) or following such twelve (12) month period (where the period set forth in such estimate for completion was twelve (12) months or less, in the circumstances contemplated in clause (ii)), unless prior to the giving of such notice, Landlord shall have Substantially Completed such repair. Section 13.4. Except as may be provided in Section 12.6, nothing herein contained shall relieve Tenant from any liability to Landlord or to Landlord’s insurers in connection with any damage to the Premises or the Building by fire or other casualty if Tenant shall be legally liable in such respect. Section 13.5. This Lease shall be considered an express agreement governing any case of damage to or destruction of the Building or any part thereof by fire or other casualty, and Section 227 of the Real Property Law of the State of New York providing for such a contingency in the absence of express agreement and any other law of like import now or hereafter in force, shall have no application in such case.

DESTRUCTION BY FIRE OR OTHER CAUSE. SECTION 11.1. Section 13.1 If the Premises or any part thereof shall be damaged by fire or other casualty, Tenant shall give immediate prompt written Notice notice thereof to Landlord. Landlord shall, subject to the provisions of Sections 11.2 13.2 and 11.3 13.3 below, proceed with commercially reasonable diligence, after receipt of the net proceeds of insuranceLandlord’s insurance (which Landlord shall use commercially reasonable diligence to obtain), to repair or cause to be repaired such damage at its expense, but in no event shall Landlord be obligated to repair any damage to or to restore any of Tenant’s leasehold improvements or Alterations, whether initially installed by Landlord or Tenant. Tenant, after receipt of the condition immediately preceding such damage andnet proceeds of Tenant’s insurance (which Tenant shall use commercially reasonable diligence to obtain), if shall repair and restore in accordance with Article 6 and with reasonable dispatch all leasehold improvements and Alterations made by or for Tenant in the Premises. If the Premises, or any part thereof, shall be rendered untenantable by reason of such damage, then the Fixed Rent and the Escalation Rent hereunder, or an amount thereof apportioned according to the area of the Premises so rendered untenantable (if less than the entire Premises shall be so rendered untenantable), shall be abated for the period from the date of such damage to the date that which is thirty (30) sixty days after the date when the repair of such damage shall have been substantially completedSubstantially Completed. If Landlord or Notwithstanding any Mortgagee provisions contained in this Lease to the contrary, there shall be unable no abatement with respect to collect any portion of the insurance proceeds applicable Premises which has not been so damaged and which is accessible and reasonably usable for the Permitted Use, provided that the continued operation of Tenant’s business in such portion of the Premises is reasonably practicable (it being agreed that if Tenant is actually occupying such portion of the Premises for the conduct of its business, continued operation therein shall be deemed reasonably practicable). Landlord’s determination of the date when the Premises are tenantable shall be controlling unless Tenant disputes the same by notice to Landlord given within 10 Business Days after such damage because determination by Landlord in writing to Tenant, and pending resolution of some action or inaction on such dispute, Tenant shall commence the part payment of Tenant or Persons Within Tenant's Controlthe Fixed Rent and the Escalation Rent that had been abated, then Landlord shall have no duty to make such repairs or effect any restoration hereunderas of the date specified by Landlord. Tenant covenants and agrees to cooperate with Landlord and any Lessor or any Mortgagee in their efforts to collect insurance proceeds (including rent insurance proceeds) payable to such parties. Landlord shall not be liable for any delay which may arise by reason of adjustment of insurance on the part of Landlord and/or Tenant, or any cause beyond the control of Landlord or contractors employed by Landlord. SECTION 11.2. Section 13.2 Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from damage from fire or other casualty or the repair thereof unless caused by Landlordthereof. Tenant understands that Landlord, in reliance upon Section 10.3 hereof12.4, will not carry insurance of any kind on Tenant's ’s Property, Tenant’s Alterations and on leasehold improvements, and that Landlord shall not be obligated to repair any damage thereto or replace the same. In the event of a partial or total destruction of the Premises, Tenant shall as soon as practicable remove any and all of Tenant’s Property from the Premises or the portion thereof destroyed, as the case may be, and if Tenant does not promptly so remove Tenant’s Property, Landlord may discard the same after giving Tenant fifteen (15) Business Days’ prior notice of the same or may remove Tenant’s Property to a public warehouse for deposit or retain the same in its own possession. (A) Notwithstanding anything to the contrary contained in Sections 11.1 13.1 and 11.2 13.2 above, in the event that: (1i) at least fifty (50%) percent one-third of the rentable square feet area of the Premises Building shall be damaged by a fire or other casualty so that substantial alteration or reconstruction of the Premises shall Building shall, in Landlord’s sole opinion, be required (whether or not the remainder of the Premises shall have been damaged by such fire or other casualty and without regard to the structural integrity of the PremisesBuilding); or (2ii) the Premises shall be totally or substantially damaged or shall be rendered wholly or substantially unsuitable for untenantable (and at least 25,000 rentable square feet of the Permitted UseBuilding other than the Premises shall also have been totally or substantially damaged or shall be rendered wholly or substantially untenantable); or (3iii) the Landlord fails there shall be any damage to commence any repairs, reconstruction or restoration of the Premises within sixty (60) days after a casualty; or the last year of the Term wherein the cost of repair exceeds an amount equal to four (4) monthly installments of Fixed Rent, then Landlord fails complete all repairs, reconstruction or restoration in the case of the Premises within one hundred twenty (120) days after the date of casualty; then, as a result of any circumstances described in subparagraphs clauses (1)i) through (iii) above, and Tenant in the case of the circumstances described in clause (2)iii) above only, (3) or (4) hereofmay, the Tenantin such party’s sole and absolute discretion, at Tenant's option, may terminate this Lease and the term and estate hereby granted, by notifying the Landlord other party in writing of such termination within one hundred twenty ninety (12090) days after the date of such damage [as to subparagraphs (1) and (2)] or within thirty (30) days after the passage of the times periods in subparagraphs (3) and (4) abovedamage. In the event that such a Notice notice of termination shall be given, then this Lease and the term and estate hereby granted shall expire as of the date of termination stated in said Notice notice with the same effect as if that date were the Fixed Expiration Date, and the Fixed Rent and Additional Escalation Rent hereunder shall be apportioned as of such date. (B) Notwithstanding anything to the contrary contained in this Section 13.3, Landlord shall deliver to Tenant within ninety (90) days after the date of any casualty an estimate prepared by a reputable contractor selected by Landlord setting forth such contractor’s estimate as to the time reasonably required to repair such damage. Notwithstanding If the termination period to repair set forth in any such estimate exceeds eighteen (18) months from the date of such casualty, Tenant may elect to terminate this Lease as provided in this Subsection 11.3(Aby notice to Landlord given not later than thirty (30) Landlord shall be obligated to reimburse to days following Tenant’s receipt of such estimate. If Tenant a portion of the cost of any Maintenance Repair or Requirement Alterations to the extent required by Section 7.1 above. In the event of an occurrence as described in subparagraphs (1) or (2) aboveexercises such election, Landlord, at Landlord's option, may terminate this Lease and the term and estate hereby granted by notifying Tenant in writing shall expire as of the 60th day after notice of such termination election given by Tenant with the same effect as if that were the Fixed Expiration Date, and the Fixed Rent and Escalation Rent hereunder (as abated in accordance with Section 13.1) shall be apportioned as of such date. If (i) Tenant shall not have exercised its right to terminate this Lease pursuant to this Section 13.3(B), but the damage shall not have been repaired by the date set forth in such estimate (subject to extension due to Unavoidable Delay or Tenant Delay), or (ii) if the period to repair in such estimate is eighteen (18) months or less, but the damage shall not have been repaired within one hundred twenty eighteen (12018) days months after the date of the casualty (subject to extension due to Unavoidable Delay or Tenant Delay), Tenant may elect to terminate this Lease by notice to Landlord given not later than thirty (30) days following the period set forth in such damageestimate for completion (where the same exceeds eighteen (18) months in the circumstances contemplated in clause (i) or following such eighteen (18) month period (where the period set forth in such estimate for completion was eighteen (18) months or more, in the circumstances contemplated in clause (ii)), unless prior to the giving of such notice, Landlord shall have Substantially Completed such repair. Section 13.4 Except as may be provided in Section 12.5, nothing herein contained shall relieve either party from any liability to the other party or to the other party’s insurers in connection with any damage to the Premises or the Building by fire or other casualty if the other party shall be legally liable in such respect. Section 13.5 This Lease shall be considered an express agreement governing any case of damage to or destruction of the Building or any part thereof by fire or other casualty, and Section 227 of the Real Property Law of the State of New York providing for such a contingency in the absence of express agreement and any other law of like import now or hereafter in force, shall have no application in such case.

DESTRUCTION BY FIRE OR OTHER CAUSE. SECTION 11.1Section 12.1. If the Premises or any part thereof shall be damaged by fire or other casualty, Tenant shall give immediate prompt written Notice notice thereof to Landlord. Landlord shall, subject to the provisions of Sections 11.2 12.2 and 11.3 12.3 below, proceed with reasonable diligence, after receipt diligence within 120 days of the net proceeds of insurance, casualty to repair or cause to be repaired such damage at its expense, to the condition immediately preceding such damage ; and, if the Premises, or any part thereof, shall be rendered untenantable by reason of such damagedamage and such damage shall not be due to the fault of Tenant or Persons Within Tenant's Control, then the Fixed Rent and the Escalation Rent hereunder, or an amount thereof apportioned on a pro rata basis according to the area of the Premises so rendered untenantable (if less than the entire Premises shall be so rendered untenantable), shall be abated for the period from the date of such damage to the date that is thirty (30) days after the date when the repair of such damage shall have been substantially completed. If Landlord or any Mortgagee shall be unable to collect the insurance proceeds applicable to such damage because of some action or inaction on the part of Tenant or Persons Within Tenant's Control, then Landlord shall have no duty to make such repairs or effect any restoration hereunder. Tenant covenants and agrees to cooperate with Landlord and any Lessor or any Mortgagee in their efforts to collect insurance proceeds (including rent insurance proceeds) payable to such parties. Landlord shall not be liable for any delay which may arise by reason of adjustment of insurance on the part of Landlord and/or Tenant, or any cause beyond the control of Landlord or contractors employed by Landlord. SECTION 11.2Section 12.2. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from damage from fire or other casualty or the repair thereof unless caused by Landlordthereof. Tenant understands that Landlord, in reliance upon Section 10.3 hereof12.4, will not carry insurance of any kind on Tenant's Property, Tenant's Alterations and on leasehold improvements, and that Landlord shall not be obligated to repair any damage thereto or replace the same. (Aa) Notwithstanding anything to the contrary contained in Sections 11.1 12.1 and 11.2 12.2 above, in the event that: (1i) at least fifty twenty thousand (50%20,000) percent of the rentable square feet of the Premises Building shall be damaged by a fire or other casualty so that substantial alteration or reconstruction of the Premises shall Building shall, in Landlord's sole opinion, be required (whether or not the remainder of the Premises shall have been damaged by such fire or other casualty and without regard to the structural integrity of the PremisesBuilding); or (2ii) the Premises shall be totally or substantially damaged or shall be rendered wholly or substantially unsuitable for the Permitted Useuntenantable; or (3iii) the Landlord fails there shall be any damage to commence any repairs, reconstruction or restoration of the Premises within sixty the last two (602) days after a casualty; or (4) Landlord fails complete all repairs, reconstruction or restoration years of the Premises within one hundred twenty (120) days after Term wherein the date cost of casualty; then, as a result of any circumstances described in subparagraphs (1), (2), repair exceeds an amount equal to three (3) monthly installments of Fixed Rent, then either Landlord or (4) hereof, the Tenant, at Tenant's option, Tenant may terminate this Lease and the term and estate hereby granted, by notifying the Landlord other party in writing of such termination prior to commencement of work to repair the damage to the Premises or within one hundred twenty (120) days after the date of such damage [as to subparagraphs (1) and (2)] or within thirty (30) days after the passage of the times periods in subparagraphs (3) and (4) abovedamage, whichever first occurs. In the event that such a Notice notice of termination shall be given, then this Lease and the term Term and estate hereby granted shall expire as of the date of termination stated in said Notice notice with the same effect as if that date were the Fixed Expiration Date, and the Fixed Rent and Additional Escalation Rent hereunder shall be apportioned as of such date. (b) Notwithstanding anything to the contrary contained in this Section 12.2, upon written request which is made by Tenant prior to commencement of work to repair the damage to the Premises, Landlord shall deliver to Tenant an estimate prepared by a reputable contractor selected by Landlord setting forth such contractor's estimate as to the time reasonably required to repair such damage. Notwithstanding If the termination of period to repair set forth in any such estimate exceeds nine (9) months, Tenant may elect to terminate this Lease as provided in this Subsection 11.3(Aby notice to Landlord given not later than thirty (30) Landlord shall be obligated to reimburse to days following Tenant's receipt of such estimate. If Tenant a portion of the cost of any Maintenance Repair or Requirement Alterations to the extent required by Section 7.1 above. In the event of an occurrence as described in subparagraphs (1) or (2) aboveexercises such election, Landlord, at Landlord's option, may terminate this Lease and the term and estate hereby granted by notifying Tenant in writing shall expire as of the sixtieth (60th) day after notice of such termination within one hundred twenty (120) days after election given by Tenant with the date same effect as if that were the Fixed Expiration Date, and the Fixed Rent and Escalation Rent hereunder shall be apportioned as of such damagedate. Section 12.3. Except as may be provided in Section 11.5, nothing herein contained shall relieve Tenant from any liability to Landlord or to Landlord's insurers in connection with any damage to the Premises or the Building by fire or other casualty if Tenant shall be legally liable in such respect. Section 12.4. This Lease shall be considered an express agreement governing any case of damage to or destruction of the Building or any part thereof by fire or other casualty.

DESTRUCTION BY FIRE OR OTHER CAUSE. SECTION 11.1Section 13.1. If the Premises or any part thereof shall be damaged by fire or other casualty, Tenant shall give immediate prompt written Notice notice thereof to Landlord. Landlord shall, subject to the provisions of Sections 11.2 13.2 and 11.3 13.3 below, proceed with reasonable diligence, after receipt of the net proceeds of insurance, to repair or cause to be repaired such damage at its expense, to the substantially their condition immediately preceding prior to such damage but in no event greater than the scope of Landlord’s construction of the Premises on the Commencement Date; and, if the Premises, or any part thereof, shall be rendered untenantable by reason of such damagedamage and such damage shall not be due to the fault of Tenant or Persons Within Tenant’s Control, then the Fixed Rent and the Escalation Rent hereunder, or an amount thereof apportioned according to the area of the Premises so rendered untenantable (if less than the entire Premises shall be so rendered untenantable), shall be abated for the period from the date of such damage to the date that is thirty (30) days after the date when the repair of such damage shall have been substantially completed. If Landlord or any Mortgagee shall be unable to collect the insurance proceeds applicable to such damage because of some action or inaction on the part of Tenant or Persons Within Tenant's Control, then Landlord shall have no duty to make such repairs or effect any restoration hereunder. Tenant covenants and agrees to cooperate with Landlord and any Lessor or any Mortgagee in their efforts to collect insurance proceeds (including rent insurance proceeds) payable to such parties. Landlord shall not be liable for any delay which may arise by reason of adjustment of insurance on the part of Landlord and/or Tenant, or any cause beyond the control of Landlord or contractors employed by Landlord. SECTION 11.2Section 13.2. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from damage from fire or other casualty or the repair thereof unless caused by Landlordthereof. Tenant understands that Landlord, in reliance upon Section 10.3 hereof12.4, will not carry insurance of any kind on Tenant's ’s Property, Tenant’s Alterations and on leasehold improvements, and that Landlord shall not be obligated to repair any damage thereto or replace the same. Section 13.3. (A) Notwithstanding anything to the contrary contained in Sections 11.1 13.1 and 11.2 13.2 above, in the event that: (1i) at least fifty (50%) percent of the rentable square feet of the Premises Building shall be damaged by a fire or other casualty so that substantial alteration or reconstruction of the Premises shall Building shall, in Landlord’s sole opinion, be required (whether or not the remainder of the Premises shall have been damaged by such fire or other casualty and without regard to the structural integrity of the PremisesBuilding); or (2ii) the Premises shall be totally or substantially damaged or shall be rendered wholly or substantially unsuitable for untenantable (and at least 150,000 rentable square feet of the Permitted UseBuilding other than the Premises shall also have been totally or substantially damaged or shall be rendered wholly or substantially untenantable); or (3iii) the Landlord fails there shall be any damage to commence any repairs, reconstruction or restoration of the Premises within sixty the last two (602) days after a casualty; or (4) Landlord fails complete all repairs, reconstruction or restoration years of the Premises within one hundred twenty Term (120or, if Tenant shall have duly exercised its option to renew the Term of this Lease for the Renewal Term pursuant to Article 37 of this Lease prior to such damage, of the Renewal Term) days after wherein the date cost of casualty; thenrepair exceeds an amount equal to six (6) Monthly Installments of Fixed Rent, as a result of any circumstances described then Landlord may, in subparagraphs (1)Landlord’s sole and absolute discretion, (2), (3) or (4) hereof, the Tenant, at Tenant's option, may terminate this Lease and the term and estate hereby granted, by notifying the Landlord Tenant in writing of such termination within one hundred twenty (120) days after the date of such damage [as to subparagraphs (1) and (2)] or within thirty (30) days after the passage of the times periods in subparagraphs (3) and (4) abovedamage. In the event that such a Notice notice of termination shall be given, then this Lease and the term and estate hereby granted shall expire as of the date of termination stated in said Notice notice (which date shall not be sooner than the thirtieth day after such notice is given) with the same effect as if that date were the Fixed Expiration Date, and the Fixed Rent and Additional Escalation Rent hereunder shall be apportioned as of such date. Notwithstanding , or, if the termination Premises shall have been rendered untenantable by such damage and Tenant does not, in fact, use the Premises during such 120 day period, as of this Lease as provided in this Subsection 11.3(A) Landlord shall be obligated to reimburse to Tenant a portion of the cost of any Maintenance Repair or Requirement Alterations to the extent required by Section 7.1 above. In the event of an occurrence as described in subparagraphs (1) or (2) above, Landlord, at Landlord's option, may terminate this Lease and the term and estate hereby granted by notifying Tenant in writing of such termination within one hundred twenty (120) days after the date of such damage. Notwithstanding the foregoing, if Tenant shall duly exercise any option to renew the Term of this Lease within 15 days after Landlord shall have notified Tenant that Landlord is terminating this Lease, then Landlord’s exercise of its right to terminate this Lease by reason of the provisions of Section 13.3(A) (iii) shall be deemed null and void and this Lease shall continue as if such notice of termination had not been given by Landlord.

DESTRUCTION BY FIRE OR OTHER CAUSE. SECTION 11.1Section 13.1. If the Premises or any part thereof shall be damaged by fire or other casualty, Tenant shall give immediate prompt written Notice notice thereof to Landlord. Landlord shall, subject to the provisions of Sections 11.2 13.2 and 11.3 13.3 below, proceed with reasonable diligence, after receipt of the net proceeds of insurance, to repair or cause to be repaired such damage at its expense, but in no event shall Landlord be obligated to repair any damage to or to restore any of Tenant’s leasehold improvements or Alterations (including, without limitation, Landlord’s Initial Alterations Work), whether initially installed by Landlord or Tenant. Tenant shall repair and restore in accordance with Article 6 and with reasonable dispatch all leasehold improvements and Alterations (including, without limitation, Landlord’s Initial Alterations Work) made by or for Tenant in the condition immediately preceding such damage and, if Premises. If the Premises, or any part thereof, shall be rendered untenantable by reason of such damage, then the Fixed Rent and the Escalation Rent hereunder, or an amount thereof apportioned according to the area of the Premises so rendered untenantable (if less than the entire Premises shall be so rendered untenantable), shall be abated for the period from the date of such damage to the date that is thirty (30) days after the date when the repair of such damage shall have been substantially completed. If Landlord or Notwithstanding any Mortgagee provisions contained in this Lease to the contrary, there shall be unable no abatement with respect to collect any portion of the insurance proceeds Premises which has not been so damaged and which is usable for the normal conduct of Tenant’s business (and no abatement shall be applicable to the Terrace), provided, however, that if more than fifty percent (50%) of a floor of the Premises is so unusable and Tenant in its reasonable judgment cannot operate its business in the remainder of such damage because of some action or inaction floor that is usable, the entire floor shall be deemed unusable and the Fixed Rent and Escalation Rent shall xxxxx on the part entire floor. Any dispute as to whether Tenant cannot operate its business in the remainder of such floor shall be determined by expedited arbitration commenced by either party in accordance with Article 43 of this Lease. Landlord’s determination of the date when the Premises are tenantable shall be controlling unless Tenant or Persons Within Tenant's Controldisputes the same by notice to Landlord given within ten (10) Business Days after such determination by Landlord, then Landlord and pending resolution of such dispute, Tenant shall have no duty to make such repairs or effect any restoration hereundercommence the payment of the Fixed Rent and the Escalation Rent that had been abated, as of the date specified by Landlord. Tenant covenants and agrees to cooperate with Landlord and any Lessor or any Mortgagee in their efforts to collect insurance proceeds (including rent insurance proceeds) payable to such parties. Landlord shall not be liable for any delay which may arise by reason of adjustment of insurance on the part of Landlord and/or Tenant, or any other cause beyond the control of Landlord or contractors employed by Landlord. SECTION 11.2Section 13.2. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from damage from fire or other casualty or the repair thereof unless caused by Landlordthereof. Tenant understands that Landlord, in reliance upon Section 10.3 hereof12.4, will not carry insurance of any kind on Tenant's ’s Property, Tenant’s Alterations and on leasehold improvements (including, without limitation, Landlord’s Initial Alterations Work), and that Landlord shall not be obligated to repair any damage thereto or replace the same. In the event of a partial or total destruction of the Premises, Tenant shall as soon as practicable remove any and all of Tenant’s Property from the Premises or the portion thereof destroyed (and Tenant shall remove any Tenant’s Property from the Terrace if requested by Landlord in connection therewith), as the case may be, and if Tenant does not promptly so remove Tenant’s Property, Landlord may discard the same after giving Tenant ten (10) Business Days prior notice of the same or may remove Tenant’s Property to a public warehouse for deposit or retain the same in its own possession and at its discretion may sell the same at either public auction or private sale, the proceeds of which shall be applied first to the expenses of removal, storage and sale, second to any sums owed by Tenant to Landlord, with any balance remaining to be paid to Tenant; if the expenses of such removal, storage and sale shall exceed the proceeds of any sale, Tenant shall pay such excess to Landlord upon demand. (A) Notwithstanding anything to the contrary contained in Sections 11.1 13.1 and 11.2 13.2 above, in the event that: (1i) at least fifty (50%) percent one-third of the rentable square feet RSF of the Premises Building shall be damaged by a fire or other casualty so that substantial alteration or reconstruction of the Premises shall Building shall, in Landlord’s sole opinion, be required (whether or not the remainder of the Premises shall have been damaged by such fire or other casualty and without regard to the structural integrity of the PremisesBuilding); or (2ii) the Premises shall be totally or substantially damaged or shall be rendered wholly or substantially unsuitable for the Permitted Useuntenantable; or (3iii) the Landlord fails Building shall be so damaged by fire or other casualty (whether or not the Premises shall have been damaged by fire or other casualty and without regard to commence any repairs, reconstruction the structural integrity of the Building) that its repair or restoration requires more than one year or the expenditure of more than thirty percent (30%) of the Premises within sixty (60) days after a casualty; or (4) Landlord fails complete all repairs, reconstruction or restoration full insurable value of the Premises within one hundred twenty Building immediately prior to the casualty (120) days after the date of casualtyas estimated in any such case by a reputable contractor, registered architect or licensed professional engineer designated by Landlord); thenthen Landlord may, as a result of any circumstances described in subparagraphs (1)its sole and absolute discretion, (2), (3) or (4) hereof, the Tenant, at Tenant's option, may terminate this Lease and the term and estate hereby granted, by notifying the Landlord Tenant in writing of such termination within one hundred twenty (120) days after the date of such damage [as to subparagraphs (1) and (2)] or within thirty (30) days after the passage of the times periods in subparagraphs (3) and (4) abovedamage. In the event that such a Notice notice of termination shall be given, then this Lease and the term and estate hereby granted shall expire as of the date of termination stated in said Notice notice with the same effect as if that date were the Fixed Expiration Date, and the Fixed Rent and Additional Escalation Rent hereunder shall be apportioned as of such date. Notwithstanding For the termination purpose of this Lease as provided in this Subsection 11.3(ASection 13.3(iii) Landlord only, “full insurable value” shall be obligated to reimburse to Tenant a portion of mean replacement cost, less the cost of any Maintenance Repair or Requirement Alterations footings, foundations and other structures below the street and first floors of the Building. (B) Notwithstanding anything to the extent contrary contained in this Section 13.3, upon the written request of Tenant, Landlord shall deliver to Tenant an estimate prepared by a reputable contractor selected by Landlord setting forth such contractor’s estimate as to the time reasonably required to repair such damage. If the period to repair set forth in any such estimate exceeds fifteen (15) months (or, if the estimated date by Section 7.1 abovewhich such repair shall be substantially completed shall not be a date that is at least twelve (12) months prior to the Expiration Date), Tenant may elect to terminate this Lease by notice to Landlord given not later than thirty (30) days (with time of the essence) following Tenant’s receipt of such estimate. In the event of an occurrence as described in subparagraphs (1) or (2) aboveIf Tenant exercises such election, Landlord, at Landlord's option, may terminate this Lease and the term and estate hereby granted by notifying Tenant in writing shall expire as of the thirtieth (30th) day after notice of such termination election given by Tenant with the same effect as if that were the Fixed Expiration Date, and the Fixed Rent and Escalation Rent hereunder shall be apportioned as of such date. If Tenant does not elect to so terminate this Lease, and if the repair work is not substantially completed within one hundred twenty ninety (12090) days after the date originally estimated by the contractor or within such period after such ninety (90) day period as shall equal the aggregate period Landlord may have been delayed in commencing or completing such repairs by a Tenant Delay and/or an Unavoidable Delay, then Tenant shall have the further right to elect to terminate this Lease upon written notice to Landlord given not later than thirty (30) days (with time of the essence) following the expiration of the foregoing ninety (90) day period and such election shall be effective upon the expiration of sixty (60) days after the date of such damagenotice, unless the repairs are substantially completed within such sixty (60) day period. Section 13.4. Except as may be provided in Section 12.5, nothing herein contained shall relieve Tenant from any liability to Landlord or to Landlord’s insurers in connection with any damage to the Premises or the Building (including the Terrace) by fire or other casualty if Tenant shall be legally liable in such respect. Section 13.5. If this Lease is terminated as a result of a fire or other casualty, Landlord shall be entitled to retain for its benefit the proceeds of insurance maintained by Tenant on the Alterations and leasehold improvements (but not on Tenant’s Property) in the Premises. Section 13.6. This Lease shall be considered an express agreement governing any case of damage to or destruction of the Building or any part thereof by fire or other casualty, and Section 227 of the Real Property Law of the State of New York providing for such a contingency in the absence of express agreement and any other law of like import now or hereafter in force, shall have no application in such case.

DESTRUCTION BY FIRE OR OTHER CAUSE. SECTION 11.1Section 13.1. If the Premises or any part thereof shall be damaged by fire or other casualty, Tenant shall give immediate prompt written Notice notice thereof to Landlord. Landlord shall, subject to the provisions of Sections 11.2 13.2 and 11.3 13.3 below, proceed with reasonable diligence, after receipt of the net proceeds of insurance, to repair or cause to be repaired such damage at its expense, but in no event shall Landlord be obligated to repair any damage to or to restore any of Tenant’s leasehold improvements or Alterations, whether initially installed by Landlord or Tenant. Tenant shall repair and restore in accordance with Article 6 and with reasonable dispatch all leasehold improvements and Alterations made by or for Tenant in the condition immediately preceding such damage and, if Premises. If the Premises, or any part thereof, shall be rendered untenantable or Tenant shall be denied reasonable access thereto, by reason of such damage, then the Fixed Rent and the Additional Rent hereunder, or an amount thereof apportioned according to the area of the Premises so rendered untenantable (if less than the entire Premises shall be so rendered untenantableuntenantable or to which Tenant does not have reasonable access), shall be abated for the period from the date of such damage to the date that which is thirty the earlier of (30i) 90 days after the date when the repair of such damage shall have been substantially completedcompleted and (ii) the date when Tenant again occupies the damaged portion of the Premises for the conduct of its business. If Landlord or Notwithstanding any Mortgagee provisions contained in this Lease to the contrary, there shall be unable no abatement with respect to collect any portion of the insurance proceeds applicable Premises which has not been so damaged and which is reasonably accessible. Landlord’s determination of the date when the Premises are tenantable shall be controlling unless Tenant disputes the same by notice to Landlord given within ten (10) Business Days after such damage because determination by Landlord, and pending resolution of some action or inaction on such dispute, Tenant shall commence the part payment of Tenant or Persons Within Tenant's Controlthe Fixed Rent and the Additional Rent that had been abated, then Landlord shall have no duty to make such repairs or effect any restoration hereunderas of the date specified by Landlord. Tenant covenants and agrees to cooperate with Landlord and any Lessor or any Mortgagee in their efforts to collect insurance proceeds (including rent insurance proceeds) payable to such parties. Landlord shall not be liable for any delay which may arise by reason of adjustment of insurance on the part of Landlord and/or Tenant, or any cause beyond the control of Landlord or contractors employed by Landlord. SECTION 11.2Section 13.2. Neither Landlord or Tenant shall not be liable to the other for any inconvenience or annoyance to Tenant or injury to the business of Tenant the other resulting in any way from damage from fire or other casualty or the repair thereof unless caused by Landlordthereof. Tenant understands that Landlord, in reliance upon Section 10.3 hereof12.4, will not carry insurance of any kind on Tenant's ’s Property, Tenant’s Alterations and on leasehold improvements, and that Landlord shall not be obligated to repair any damage thereto or replace the same. In the event of a partial or total destruction of the Premises, Tenant shall as soon as practicable and/or legally permitted remove any and all of Tenant’s Property from the Premises or the portion thereof destroyed, as the case may be, and if Tenant does not promptly so remove Tenant’s Property, Landlord may discard the same after giving Tenant ten (10) Business Days prior notice of the same or may remove Tenant’s Property to a public warehouse for deposit or retain the same in its own possession and at its discretion may sell the same at either public auction or private sale, the proceeds of which shall be applied first to the expenses of removal, storage and sale, second to any sums owed by Tenant to Landlord, with any balance remaining to be paid to Tenant; if the expenses of such removal, storage and sale shall exceed the proceeds of any sale, Tenant shall pay such excess to Landlord upon demand. (A) Notwithstanding anything to the contrary contained in Sections 11.1 13.1 and 11.2 13.2 above, in the event that: (1i) at least fifty (50%) percent one-third of the rentable square feet of the Premises Building shall be damaged by a fire or other casualty so that substantial alteration or reconstruction of the Premises shall Building shall, in Landlord’s sole opinion, be required (whether or not the remainder of the Premises shall have been damaged by such fire or other casualty and without regard to the structural integrity of the Building), provided that Landlord shall also be terminating leases in the Building which including the Premises), cover at least 70% of the rentable area of the office space in the Building; or (2ii) there shall be any damage to the Premises shall be totally or substantially damaged or shall be rendered wholly or substantially unsuitable for within the Permitted Use; or last year of the Term wherein the cost of repair exceeds an amount equal to three (3) monthly installments of Fixed Rent, then Landlord may, in its sole and absolute discretion in the Landlord fails to commence any repairs, reconstruction or restoration of the Premises within sixty (60) days after a casualty; or (4) Landlord fails complete all repairs, reconstruction or restoration of the Premises within one hundred twenty (120) days after the date of casualty; then, as a result of any circumstances described in subparagraphs clauses (1i) and (ii), and Tenant may, in its sole and absolute discretion in the circumstances described in clause (2)ii) only, (3) or (4) hereof, the Tenant, at Tenant's option, may terminate this Lease and the term and estate hereby granted, by notifying the Landlord other party in writing of such termination within one hundred twenty (120) days after the date of such damage [as to subparagraphs (1) and (2)] or within thirty (30) days after the passage of the times periods in subparagraphs (3) and (4) abovedamage. In the event that such a Notice notice of termination shall be given, then this Lease and the term and estate hereby granted shall expire as of the date of termination stated in said Notice notice with the same effect as if that date were the Fixed Expiration Date, and the Fixed Rent and Additional Escalation Rent hereunder shall be apportioned as of such date. (B) Notwithstanding anything to the contrary contained in this Section 13.3, Landlord shall deliver to Tenant an estimate prepared by a reputable contractor selected by Landlord setting forth such contractor’s estimate as to the time reasonably required to repair such damage. If the period to repair set forth in any such estimate exceeds nine (9) months, Tenant may elect to terminate this Lease by notice to Landlord given not later than thirty (30) days following Tenant’s receipt of such estimate. If Tenant exercises such election, this Lease and the term and estate hereby granted shall expire as of the sixtieth (60th) day after notice of such election given by Tenant with the same effect as if that were the Fixed Expiration Date, and the Fixed Rent and Escalation Rent hereunder shall be apportioned as of such date. Notwithstanding the termination of this Lease as provided in this Subsection 11.3(AIf (i) Landlord Tenant shall be obligated not have exercised its right to reimburse to Tenant a portion of the cost of any Maintenance Repair or Requirement Alterations to the extent required by Section 7.1 above. In the event of an occurrence as described in subparagraphs (1) or (2) above, Landlord, at Landlord's option, may terminate this Lease and pursuant to this Section 13.3(B), but the term and estate hereby granted damage shall not have been repaired by notifying Tenant the date set forth in writing of such termination estimate (subject to extension due to Landlord Unavoidable Delay for up to sixty (60) days), or (ii) the period to repair in such estimate is nine (9) months or less, but the damage shall not have been repaired within one hundred twenty twelve (12012) days months after the date of the casualty (subject to extension due to Landlord Unavoidable Delay for up to 60 days), Tenant may elect to terminate this Lease by notice to Landlord given not later than thirty (30) days following the period set forth in such damageestimate for completion (where the same exceeds nine (9) months in the circumstances contemplated in clause (i) or following such twelve (12) month period (where the period set forth in such estimate for completion was nine (9) months or less, in the circumstances contemplated in clause (ii)), unless prior to the giving of such notice, Landlord shall have Substantially Completed such repair. Section 13.4. Except as may be provided in Section 12.5, nothing herein contained shall relieve Tenant from any liability to Landlord or to Landlord’s insurers in connection with any damage to the Premises or the Building by fire or other casualty if Tenant shall be criminally liable in such respect. Section 13.5. This Lease shall be considered an express agreement governing any case of damage to or destruction of the Building or any part thereof by fire or other casualty, and Section 227 of the Real Property Law of the State of New York providing for such a contingency in the absence of express agreement and any other law of like import now or hereafter in force, shall have no application in such case.

DESTRUCTION BY FIRE OR OTHER CAUSE. SECTION 11.1. Section 13.1 If the Premises or any part thereof shall be damaged by fire or other casualty, Tenant shall give immediate prompt written Notice notice thereof to Landlord. Landlord shall, subject to the provisions of Sections 11.2 13.2 and 11.3 13.3 below, proceed with reasonable diligence, after receipt of of, and subject to obtaining, the net proceeds of insurance, to repair or cause to be repaired such damage at its expense, but such repair obligation shall be limited to the condition immediately preceding such damage core and structural core and perimeter walls only, with access available to the Premises; and, if the Premises, or any part thereof, shall be rendered untenantable by reason of such damagedamage and such damage shall not be due to the fault of Tenant or Persons Within Tenant’s Control, then the Fixed Rent hereunderand the Additional Rent payable pursuant to Articles 3 and 4, or an amount thereof apportioned according to the area of the Premises so rendered untenantable (if less than the entire Premises shall be so rendered untenantable), shall be abated for the period from the date of such damage to the date that is thirty (30) days after the date when the repair of such damage shall have been substantially completed. If Landlord or any Mortgagee shall be unable to collect the insurance proceeds applicable to such damage because of some action or inaction on the part of Tenant or Persons Within Tenant's Control, then Landlord shall have no duty to make such repairs or effect any restoration hereunder. Tenant covenants and agrees to cooperate with Landlord and any Lessor or any Mortgagee in their efforts to collect insurance proceeds (including rent insurance proceeds) payable to such parties. Landlord shall not be liable for any delay which may arise by reason of adjustment of insurance on the part of Landlord and/or Tenant, or any cause beyond the control of Landlord or contractors employed by Landlord. Tenant shall, after Landlord shall have substantially completed its repair obligations, repair all damage to Tenant’s Property, Tenant’s Alterations and all leasehold improvements in the Premises. SECTION 11.2. Section 13.2 Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from damage from fire or other casualty or the repair thereof unless caused by Landlordthereof. Tenant understands that Landlord, in reliance upon Section 10.3 hereof12.4, will not carry insurance of any kind on Tenant's ’s Property, Tenant’s Alterations and leasehold improvements, and that Landlord shall not be obligated to repair any damage thereto or replace the same. (A) Section 13.3 Notwithstanding anything to the contrary contained in Sections 11.1 13.1 and 11.2 13.2 above, in the event that: (1) at least fifty (50%) percent of the rentable square feet of if the Premises shall be materially (i.e., thirty percent (30%) or more) damaged or destroyed by fire or other casualty, or if a Building shall be so damaged or destroyed by fire or other casualty so that substantial alteration or reconstruction of the Premises shall be required (whether or not the remainder Premises are damaged or destroyed) that its repair or restoration requires the expenditure (as estimated by a reputable contractor or architect designated by Landlord) of more than thirty percent (30%) of the full insurable value of a Building immediately prior to the casualty, then in either such case Landlord may, in Landlord’s sole and absolute discretion, terminate this Lease (i) with respect to the entire Premises if more than thirty percent (30%) of the Premises shall have been damaged by such fire or other casualty are damaged, and without regard (ii) with respect to the structural integrity of the Premises); or (2) the Premises shall be totally or substantially damaged or shall be rendered wholly or substantially unsuitable for the Permitted Use; or (3) the Landlord fails to commence any repairs, reconstruction or restoration that portion of the Premises within sixty (60) days after a casualty; or (4) Landlord fails complete all repairsthat are located in any Building that is materially damaged, reconstruction or restoration but only to the extent that such portion of the Premises within one hundred twenty (120) days after is located in the date of casualty; then, as a result of any circumstances described in subparagraphs (1materially damaged Building(s), (2), (3) or (4) hereof, the Tenant, at Tenant's option, may terminate this Lease and the term and estate hereby granted, by notifying the Landlord Tenant in writing of such termination within one hundred twenty ninety (12090) days after the date of such damage [as to subparagraphs (1) and (2)] or within thirty (30) days after the passage of the times periods in subparagraphs (3) and (4) abovedamage. In the event that such a Notice notice of termination shall be given, then this Lease and the term and estate hereby granted shall expire as of the date of termination stated in said Notice notice with the same effect as if that date were the Fixed Expiration Date, and the Fixed Rent and Additional Rent hereunder payable pursuant to Articles 3 and 4 shall be apportioned as of such date. Notwithstanding If the termination of this Lease as provided in this Subsection 11.3(A) Landlord Premises shall be obligated to reimburse to Tenant a portion damaged or destroyed by fire or other casualty not caused by the Table of Contents negligence or wrongful act of Tenant, such that thirty percent (30%) or more of the cost Premises is rendered untenantable or reasonable means of any Maintenance Repair or Requirement Alterations access to the extent required by Section 7.1 above. In Premises is cut off and (i) Landlord’s contractor or architect estimates that the event of an occurrence as described in subparagraphs Premises will not be substantially repaired or restored within one (1) year following such fire or other casualty, or (2ii) abovethe Premises are not substantially repaired and restored within one (1) year after the date of the fire or other casualty, or (iii) because of Landlord’s failure to commence such repair and restoration within six (6) months after such casualty, at Landlord's optionsuch repair and restoration will not be completed within such one (1) year period, may then Tenant shall have the right to terminate this Lease and the term and estate hereby granted by notifying Tenant in writing of giving Landlord notice to such termination effect within one hundred twenty thirty (12030) days after the date of such damagefire or casualty, if pursuant to clause (i), or the end of such six (6) month or one (1) year period, as the case may be, if pursuant to clause (ii) or (iii), in which event the Fixed Rent and Additional Rent shall be prorated and adjusted as of the date of termination. Section 13.4 Except as may be provided in Section 12.5, nothing herein contained shall relieve Tenant from any liability to Landlord or to Landlord’s insurers in connection with any damage to the Premises or the Buildings by fire or other casualty if Tenant shall be legally liable in such respect. Section 13.5 This Lease shall be considered an express agreement governing any case of damage to or destruction of the Buildings or any part thereof by fire or other casualty, and Section 227 of the Real Property Law of the State of New York providing for such a contingency in the absence of express agreement and any other law of like import now or hereafter in force, shall have no application in such case.

DESTRUCTION BY FIRE OR OTHER CAUSE. SECTION 11.1Section 13.1. If the Premises or any part thereof shall be damaged by fire or other casualty, Tenant shall give immediate prompt written Notice notice thereof to Landlord. Landlord shall, subject to the provisions of Sections 11.2 13.2 and 11.3 13.3 below, proceed with reasonable diligence, after receipt of the net proceeds of insurance, to repair or cause to be repaired such damage at its expense, to the substantially their condition immediately preceding prior to such damage but in no event greater than the scope of Landlord's construction of the Premises on the Commencement Date; and, if the Premises, or any part thereof, shall be rendered untenantable by reason of such damagedamage and such damage shall not be due to the fault of Tenant or Persons Within Tenant's Control, then the Fixed Rent and the Escalation Rent hereunder, or an amount thereof apportioned according to the area of the Premises so rendered untenantable (if less than the entire Premises shall be so rendered untenantable), shall be abated for the period from the date of such damage to the date that is thirty (30) days after the date when the repair of such damage shall have been substantially completed. If Landlord or any Mortgagee shall be unable to collect the insurance proceeds applicable to such damage because of some action or inaction on the part of Tenant or Persons Within Tenant's Control, then Landlord shall have no duty to make such repairs or effect any restoration hereunder. Tenant covenants and agrees to cooperate with Landlord and any Lessor or any Mortgagee in their efforts to collect insurance proceeds (including rent insurance proceeds) payable to such parties. Landlord shall not be liable for any delay which may arise by reason of adjustment of insurance on the part of Landlord and/or Tenant, or any cause beyond the control of Landlord or contractors employed by Landlord. SECTION 11.2Section 13.2. Landlord shall not be liable for any inconvenience inconve- nience or annoyance to Tenant or injury to the business of Tenant resulting in any way from damage from fire or other casualty or the repair thereof unless caused by Landlordthereof. Tenant understands that Landlord, in reliance upon Section 10.3 hereof12.4, will not carry insurance of any kind on Tenant's Property, Tenant's Alterations and on leasehold improvements, and that Landlord shall not be obligated to repair any damage thereto or replace the same. (A) Notwithstanding anything to the contrary contained in Sections 11.1 13.1 and 11.2 13.2 above, in the event that: (1i) at least fifty (50%) percent of the rentable square feet of the Premises Building shall be damaged by a fire or other casualty so that substantial alteration or reconstruction of the Premises shall Building shall, in Landlord's sole opinion, be required (whether or not the remainder of the Premises shall have been damaged by such fire or other casualty and without regard to the structural integrity of the PremisesBuilding); or (2ii) the Premises shall be totally or substantially damaged or shall be rendered wholly or substantially unsuitable for untenantable (and at least 150,000 rentable square feet of the Permitted UseBuilding other than the Premises shall also have been totally or substantially damaged or shall be rendered wholly or substantially untenantable); or (3iii) the Landlord fails there shall be any damage to commence any repairs, reconstruction or restoration of the Premises within sixty the last two (602) days after a casualty; or (4) Landlord fails complete all repairs, reconstruction or restoration years of the Premises within one hundred twenty Term (120or, if Tenant shall have duly exercised its option to renew the Term of this Lease for the Renewal Term pursuant to Article 37 of this Lease prior to such damage, of the Renewal Term) days after wherein the date cost of casualty; thenrepair exceeds an amount equal to six (6) Monthly Installments of Fixed Rent, as a result of any circumstances described then Landlord may, in subparagraphs (1)Landlord's sole and absolute discretion, (2), (3) or (4) hereof, the Tenant, at Tenant's option, may terminate this Lease and the term and estate hereby granted, by notifying the Landlord Tenant in writing of such termination within one hundred twenty (120) days after the date of such damage [as to subparagraphs (1) and (2)] or within thirty (30) days after the passage of the times periods in subparagraphs (3) and (4) abovedamage. In the event that such a Notice notice of termination shall be given, then this Lease and the term and estate hereby granted shall expire as of the date of termination stated in said Notice notice (which date shall not be sooner than the thirtieth day after such notice is given) with the same effect as if that date were the Fixed Expiration Date, and the Fixed Rent and Additional Escalation Rent hereunder shall be apportioned as of such date, or, if the Premises shall have been rendered untenantable by such damage and Tenant does not, in fact, use the Premises during such 120 day period, as of the date of such damage. Notwithstanding the termination foregoing, if Tenant shall duly exercise any option to renew the Term of this Lease within 15 days after Landlord shall have notified Tenant that Landlord is terminating this Lease, then Landlord's exercise of its right to terminate this Lease by reason of the provisions of Section 13.3(A)(iii) shall be deemed null and void and this Lease shall continue as provided if such notice of termination had not been given by Landlord. (B) Notwithstanding anything to the contrary contained in this Subsection 11.3(A) Section 13.3, upon the written request of Tenant, Landlord shall be obligated to reimburse deliver to Tenant an estimate prepared by a portion of the cost of any Maintenance Repair or Requirement Alterations reputable contractor selected by Landlord setting forth such contractor's estimate as to the extent time reasonably required to repair such damage. If the period to repair set forth in any such estimate exceeds 12 months, Tenant may elect to terminate this Lease by Section 7.1 abovenotice to Landlord given not later than thirty (30) days following Tenant's receipt of such estimate. In If the event period to repair set forth in any such estimate shall be for less than 12 months (or if the period to repair set forth in any such estimate exceeds 12 months and Tenant does not elect to terminate this Lease), but the repairs shall not have been substantially completed after the expiration of an occurrence as described in subparagraphs 12 months from the date of such damage (1) or (2) abovesubject to extension of such period by reason of Unavoidable Delays), Tenant may notify Landlord that Tenant intends to terminate this Lease unless the repairs shall be substantially completed within 60 days after the date Tenant's notice is given to Landlord. If such repairs shall not have been substantially completed by such 60th day, at Landlord's optionTenant may elect to terminate this Lease on notice to Landlord given within the 10 day period following such 60th day. If Tenant exercises either of such elections, may terminate this Lease and the term and estate hereby granted shall expire as of the 30th day after notice of such election given by notifying Tenant in writing Tenant, with the same effect as if that were the Fixed Expiration Date, and the Fixed Rent and Escalation Rent hereunder shall be apportioned as of such termination within one hundred twenty (120) days after date. Section 13.4. Except as may be provided in Section 12.5, nothing herein contained shall relieve Tenant from any liability to Landlord or to Landlord's insurers in connection with any damage to the date Premises or the Building by fire or other casualty if Tenant shall be legally liable in such respect. Section 13.5. This Lease shall be considered an express agreement governing any case of damage to or destruction of the Building or any part thereof by fire or other casualty, and Section 227 of the Real Property Law of the State of New York providing for such damagea contingency in the absence of express agreement and any other law of like import now or hereafter in force, shall have no application in such case.

DESTRUCTION BY FIRE OR OTHER CAUSE. SECTION 11.1. Section 13.1 If the Premises or any part thereof shall be damaged by fire or other casualty, Tenant shall promptly give immediate written Landlord a Notice thereof to Landlordthereof. Landlord shall, subject to the provisions of Sections 11.2 13.2 and 11.3 13.3 below, proceed with commercially reasonable diligence, after receipt of the net proceeds of Landlord’s insurance, to repair or cause to be repaired such damage to the shell and core of the Building and the Premises at its expense, but in no event shall Landlord be obligated to repair any damage to or to restore any of Tenant’s leasehold improvements or Alterations, whether initially installed by Landlord or Tenant. Tenant, after receipt of the condition immediately preceding such net proceeds of Tenant’s insurance and the Substantial Completion of the repair of the damage andby Landlord, if shall repair and restore in accordance with Article 6 and with reasonable dispatch all leasehold improvements and Alterations made by or for Tenant in the Premises. If the Premises, or any part thereof, shall be rendered untenantable by reason of such damage, then the Fixed Rent and the Escalation Rent hereunder, or an amount thereof apportioned according to the area of the Premises so rendered untenantable (if less than the entire Premises shall be so rendered untenantable), shall be abated for the period from the date of such damage to the date that is thirty the earlier of ninety (3090) days after the date when the repair of such damage shall have been substantially completedSubstantially Completed or Tenant’s occupancy of the affected area of the Premises for the conduct of its business, provided that such ninety (90) day period shall be extended for the period of time that Landlord’s insurer pays to Landlord the proceeds that such insurer is required to pay to Landlord on account of rent proceeds pursuant to Landlord’s “all-risk” property insurance policy. Notwithstanding any provisions contained in this Lease to the contrary, there shall be no abatement with respect to any portion of the Premises which has not been so damaged and which is accessible and reasonably usable by Tenant for its normal business operations, or as to which Tenant is not obligated to pay Fixed Rent or Escalation Rent, provided that the continued use of such undamaged portion of the Premises does not require the expenditure by Tenant of any cost to render such portion of the Premises usable (other than in a de minimis amount). Landlord shall give Tenant Notice of the date when Landlord determines that the Premises are tenantable, which date shall be controlling unless Tenant disputes the same by giving Landlord Notice thereof within 10 Business Days after receipt of Landlord’s Notice to Tenant, and pending the resolution of such dispute by expedited arbitration proceeding in accordance with Section 39.22 thereof, Tenant shall commence the payment of the Fixed Rent and the Escalation Rent that had been abated, as of the date specified by Landlord. If Landlord or any Mortgagee shall be unable to collect the insurance proceeds applicable to determination in such damage because proceeding is that Landlord’s determination of some action or inaction on the part date of Tenant or Persons Within Tenant's Controltenantability was incorrect, then the Landlord shall have no duty pay or credit Tenant with any Fixed Rent and Escalation Rent paid by Tenant and attributable to make the period prior to the date of tenantability (as determined in such repairs or effect any restoration hereunderarbitration proceeding), together with interest at the Applicable Rate. Tenant covenants and agrees to shall cooperate with Landlord and any Lessor or any Mortgagee in their efforts to collect insurance proceeds (including rent insurance proceeds) payable to such parties. Landlord shall not be liable for any delay which may arise by reason of adjustment of insurance on the part of Landlord and/or Tenant, or any cause beyond the control of Landlord or contractors employed by Landlord. SECTION 11.2. Section 13.2 Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from damage from fire or other casualty or the repair thereof unless caused by Landlordthereof. Tenant understands that Landlord, in reliance upon Section 10.3 hereof12.4, will not carry insurance of any kind on Tenant's ’s Property, Tenant’s Alterations and on leasehold improvements, and that Landlord shall not be obligated to repair any damage thereto or replace the same. In the event of a partial or total destruction of the Premises, Tenant shall as soon as practicable remove any and all of Tenant’s Property from the Premises or the portion thereof destroyed, as the case may be, and if Tenant does not promptly so remove Tenant’s Property, Landlord may discard the same after giving Tenant fifteen (15) Business Days’ prior Notice of the same or may remove Tenant’s Property to a public warehouse for deposit or retain the same in its own possession. (A) Notwithstanding anything to the contrary contained in Sections 11.1 13.1 and 11.2 13.2 above, in the event that: (1i) at least fifty (50%) percent of the 150,000 rentable square feet of the Premises Building shall be damaged by a fire or other casualty so that substantial alteration or reconstruction of the Premises shall Building shall, in Landlord’s sole but reasonable discretion, be required (whether or not the remainder of the Premises shall have been damaged by such fire or other casualty and without regard to the structural integrity of the Premises)required; or (2ii) there shall be any damage to the Premises shall be totally or substantially damaged or shall be rendered wholly or substantially unsuitable for within the Permitted Use; or last year of the Term wherein the cost of repair exceeds an amount equal to three (3) monthly installments of Fixed Rent, then Landlord in the Landlord fails to commence any repairs, reconstruction or restoration case of the Premises within sixty (60) days after a casualty; or (4) Landlord fails complete all repairs, reconstruction or restoration of the Premises within one hundred twenty (120) days after the date of casualty; then, as a result of any circumstances described in subparagraphs clauses (1)i) and (ii) above, (2), (3) or (4) hereof, the and Tenant, at Tenant's optionin the case of the circumstances described in clause (ii) above only, may may, in such party’s sole and absolute discretion, terminate this Lease and the term and estate hereby granted, by notifying giving Notice thereof to the Landlord other party in writing of such termination within one hundred twenty ninety (12090) days after the date of such damage [as to subparagraphs (1) and (2)] or within thirty (30) days after the passage of the times periods in subparagraphs (3) and (4) abovedamage. In the event that such a Notice of termination shall be given, then this Lease and the term and estate hereby granted shall expire as of the date of termination stated in said Notice with the same effect as if that date were the Fixed Expiration Date, and the Fixed Rent and Additional Escalation Rent hereunder shall be apportioned as of such date. (B) Notwithstanding anything to the contrary contained in this Section 13.3, Landlord shall deliver to Tenant within sixty (60) days after the date of any casualty (which date shall be extended to the extent the condition of the Real Property precludes adequate access by Landlord’s contractor) an estimate prepared by a reputable independent contractor selected by Landlord setting forth such contractor’s estimate as to the time reasonably required to repair such damage. If the period to repair set forth in any such estimate exceeds fifteen (15) months from the date of such casualty, Tenant may elect to terminate this Lease by giving Landlord Notice thereof not later than thirty (30) days following Tenant’s receipt of such estimate. If Tenant exercises to right to terminate this Lease as aforesaid, this Lease and the term and estate hereby granted shall expire as of the 60th day after the date Tenant gives such Notice to Landlord with the same effect as if that were the Fixed Expiration Date, and the Fixed Rent and Escalation Rent hereunder shall be apportioned as of such date. Notwithstanding the termination of this Lease as provided in this Subsection 11.3(AIf (i) Landlord Tenant shall be obligated not have exercised its right to reimburse to Tenant a portion of the cost of any Maintenance Repair or Requirement Alterations to the extent required by Section 7.1 above. In the event of an occurrence as described in subparagraphs (1) or (2) above, Landlord, at Landlord's option, may terminate this Lease and pursuant to this Section 13.3(B), but the term and estate hereby granted damage shall not have been repaired by notifying the date set forth in such estimate (subject to extension due to Unavoidable Delay for up to three months or Tenant Delay), or (ii) if the period to repair in writing of such termination estimate is fifteen (15) months or less, but the damage shall not have been repaired within one hundred twenty fifteen (12015) days months after the date of the casualty (subject to extension due to Unavoidable Delay for up to three months or Tenant Delay), Tenant may elect to terminate this Lease by Notice given to Landlord not later than thirty (30) days following the period set forth in such damageestimate for completion (where the same exceeds fifteen (15) months in the circumstances contemplated in clause (i) or following such fifteen (15) month period (where the period set forth in such estimate for completion was fifteen (15) months or more, in the circumstances contemplated in clause (ii)), and the Term shall expire on the date Tenant gives Landlord such Notice unless prior to the giving of such Notice, Landlord shall have Substantially Completed such repair. Section 13.4 This Lease shall be considered an express agreement governing any case of damage to or destruction of the Building or any part thereof by fire or other casualty, and Section 227 of the Real Property Law of the State of New York providing for such a contingency in the absence of express agreement and any other law of like import now or hereafter in force, shall have no application in such case.