Common use of Destruction or Damage Clause in Contracts

Destruction or Damage. A. If: (i) the Building shall be so damaged that substantial alteration or reconstruction of the Building shall, in the LANDLORD's opinion, be required (whether or not the Premises shall have been damaged by the casualty); or (ii) any mortgagee of the Building should require that the insurance proceeds payable as a result of a casualty be applied to the payment of the mortgage debt; or (iii) there is any material loss to the Building that is not covered by insurance required to be maintained by LANDLORD under this Lease; or (iv) the Premises shall be partially damaged by casualty during the last two years of the Lease Term, and the estimated cost of repair exceeds 10% of the Base Rental then remaining to be paid by TENANT for the balance of the Lease Term; LANDLORD may, within 120 days after the casualty, give notice to TENANT of LANDLORD's election to terminate this Lease, and the balance of the Lease Term shall automatically expire on the fifth day after the notice is delivered. B. If LANDLORD does not have the right to terminate this Lease under Subsection A, or if LANDLORD has the right to terminate and does not elect to do so, LANDLORD shall proceed with reasonable diligence to restore the Building and the Premises to substantially the same condition they were in immediately before the happening of the casualty. However, LANDLORD shall not be required to restore any unleased Premises in the Building or any portion of TENANT's property or the improvements made by TENANT and LANDLORD's restoration obligations shall exist only to the extent that LANDLORD actually receives insurance proceeds in the amount of the estimated cost of the restoration. When repairs to the Premises that are LANDLORD's obligation under this section, if any, have been completed by LANDLORD, TENANT shall complete the restoration or replacement of the Premises, the improvements made by TENANT and all of TENANT's property necessary to permit TENANT's re-occupancy of the Premises. C. Rent shall abate in proportion to the portion of the Premises not useable by TEXXXX as a result of any casualty, as of the date on which the Premises becomes unusable. LANDLORD shall not be liable to TENANT for any delay in restoring the Premises or any inconvenience or annoyance to TENANT or injury to TENANT's business resulting in any way from the damage or the repairs, TENANT's sole remedy being the right to an abatement of rent. D. The rights provided to TENANT under this section are in lieu of and override any rights that TENANT may have by statute.

Destruction or Damage. A. If: (i) a. If the Building shall be so damaged that substantial alteration Premises or reconstruction the portion of the Building necessary for Tenant's occupancy is damaged by fire, earthquake, act of God, the elements of other casualty, Landlord shall, subject to the provisions of this Article, promptly repair the damage, if such repairs can, in the LANDLORDLandlord's opinion, be required completed within (whether or 90) ninety days. If Landlord determines that repairs can be completed within ninety (90) days, this Lease shall remain in full force and effect, except that if such damage is not the result of the negligence or willful misconduct of Tenant or Tenant's agents, employees, contractors, licensees or invitees, the Base Rent shall be abated to the extent Tenant's use of the Premises shall have been damaged by is impaired, commencing with the casualty); date of damage and continuing until completion of the repairs required of Landlord under Section 19d. b. If in Landlord's opinion, such repairs to the Premises or (ii) any mortgagee portion of the Building should require that necessary for Tenant's occupancy cannot be completed within ninety (90) days, Landlord may elect, upon notice to Tenant given within thirty (30) days after the insurance proceeds payable as a result date of a casualty be applied such fire or other casualty, to repair such damage, in which event this Lease shall continue in full force and effect, but the payment of the mortgage debt; or (iii) there is any material loss to the Building that is not covered by insurance required to be maintained by LANDLORD under this Lease; or (iv) the Premises Base Rent shall be partially damaged by casualty during the last two years abated as provided in Section 19a. If Landlord does not so elect to make such repairs, this Lease shall terminate as of the Lease Term, and the estimated cost date of repair exceeds 10% such fire or other casualty. c. If any other portion of the Base Rental then remaining Building or Project is totally destroyed or damaged to the extent that in Landlord's opinion repair thereof cannot be paid by TENANT for the balance of the Lease Term; LANDLORD maycompleted within ninety (90) days, Landlord may elect upon notice to Tenant given within 120 thirty (30) days after the date of such fire or other casualty, give notice to TENANT of LANDLORD's election to terminate this Leaserepair such damage, and the balance of the Lease Term shall automatically expire on the fifth day after the notice is delivered. B. If LANDLORD does not have the right to terminate in which event this Lease under Subsection Ashall continue in full force and effect, or if LANDLORD has but the right to terminate and Base Rent shall be partially abated as provided in Section 19a. If Landlord does not elect to do somake such repairs, LANDLORD this Lease shall proceed with reasonable diligence terminate as of the date of such fire Or other casualty. d. If the Premises are to restore be repaired under this Article, Landlord shall repair at its cost any injury or damage to the Building and Building Standard Work in the Premises to substantially Premises. Tenant shall be responsible at its sole cost and expense for the same condition they were in immediately before the happening repair, restoration and replacement of the casualtyany other Leasehold Improvements and Tenant's Property. However, LANDLORD Landlord shall not be required to restore liable for any unleased Premises in the Building loss of business, inconvenience or annoyance arising from any repair or restoration of any portion of TENANT's property or the improvements made by TENANT and LANDLORD's restoration obligations shall exist only to the extent that LANDLORD actually receives insurance proceeds in the amount of the estimated cost of the restoration. When repairs to the Premises that are LANDLORD's obligation under this section, if any, have been completed by LANDLORD, TENANT shall complete the restoration or replacement of the Premises, the improvements made by TENANT and all of TENANT's property necessary to permit TENANT's re-occupancy of the Premises. C. Rent shall abate in proportion to the portion of the Premises not useable by TEXXXX Building or Project as a result of any damage from fire or other casualty. e. This Lease shall be considered an express agreement governing any case of damage to or destruction of the Premises, Building or Project by fire or other casualty, as and any present or future law which purports to govern the rights of Landlord and Tenant in such circumstances in the date on which the Premises becomes unusable. LANDLORD absence of express agreement, shall not be liable to TENANT for any delay in restoring the Premises or any inconvenience or annoyance to TENANT or injury to TENANT's business resulting in any way from the damage or the repairs, TENANT's sole remedy being the right to an abatement of renthave no application. D. The rights provided to TENANT under this section are in lieu of and override any rights that TENANT may have by statute.

Destruction or Damage. A. If: (i) a. If the Building shall be so damaged that substantial alteration Premises or reconstruction the portion of the Building necessary for Tenant's occupancy is damaged by fire, earthquake, act of God, the elements of other casualty, Landlord shall, subject to the provisions of this Article, promptly repair the damage, if such repairs can, in the LANDLORDLandlord's opinion, be required completed within (whether or 90) ninety days. If Landlord determines that repairs can be completed within ninety (90) days, this Lease shall remain in full force and effect, except that if such damage is not the result of the negligence or willful misconduct of Tenant or Tenant's agents, employees, contractors, licensees or invitees, the Base Rent shall be abated to the extent Tenant's use of the Premises shall have been damaged by is impaired, commencing with the casualty); date of damage and continuing until completion of the repairs required of Landlord under Section 19d. b. If in Landlord's opinion, such repairs to the Premises or (ii) any mortgagee portion of the Building should require that necessary for Tenant's occupancy cannot be completed within ninety (90) days, Landlord may elect, upon notice to Tenant given within thirty (30) days after the insurance proceeds payable as a result date of a casualty be applied such fire or other casualty, to repair such damage, in which event this Lease shall continue in full force and effect, but the payment of the mortgage debt; or (iii) there is any material loss to the Building that is not covered by insurance required to be maintained by LANDLORD under this Lease; or (iv) the Premises Base Rent shall be partially damaged by casualty during the last two years abated as provided in Section 19a. If Landlord does not so elect to make such repairs, this Lease shall terminate as of the Lease Term, and the estimated cost date of repair exceeds 10% such fire or other casualty. c. If any other portion of the Base Rental then remaining Building or Project is totally destroyed or damaged to the extent that in Landlord's opinion repair thereof cannot be paid by TENANT for the balance of the Lease Term; LANDLORD maycompleted within ninety (90) days, Landlord may elect upon notice to Tenant given within 120 thirty (30) days after the date of such fire or other casualty, give notice to TENANT of LANDLORD's election to terminate this Leaserepair such damage, and the balance of the Lease Term shall automatically expire on the fifth day after the notice is delivered. B. If LANDLORD does not have the right to terminate in which event this Lease under Subsection Ashall continue in full force and effect, or if LANDLORD has but the right to terminate and Base Rent shall be partially abated as provided in Section 19a. If Landlord does not elect to do somake such repairs, LANDLORD this Lease shall proceed with reasonable diligence terminate as of the date of such fire or other casualty. d. If the Premises are to restore be repaired under this Article, Landlord shall repair at its cost any injury or damage to the Building and Building Standard Work in the Premises to substantially Premises. Tenant shall be responsible at its sole cost and expense for the same condition they were in immediately before the happening repair, restoration and replacement of the casualtyany other Leasehold improvements and Tenant's Property. However, LANDLORD Provided Landlord is without fault Landlord shall not be required to restore liable for any unleased Premises in the Building loss of business, inconvenience or annoyance arising from any repair or restoration of any portion of TENANT's property or the improvements made by TENANT and LANDLORD's restoration obligations shall exist only to the extent that LANDLORD actually receives insurance proceeds in the amount of the estimated cost of the restoration. When repairs to the Premises that are LANDLORD's obligation under this section, if any, have been completed by LANDLORD, TENANT shall complete the restoration or replacement of the Premises, the improvements made by TENANT and all of TENANT's property necessary to permit TENANT's re-occupancy of the Premises. C. Rent shall abate in proportion to the portion of the Premises not useable by TEXXXX Building or Project as a result of any damage from fire or other casualty, as of the date on which the Premises becomes unusable. LANDLORD shall not be liable to TENANT for any delay in restoring the Premises or any inconvenience or annoyance to TENANT or injury to TENANT's business resulting in any way from the damage or the repairs, TENANT's sole remedy being the right to an abatement of rent. D. The rights provided to TENANT under this section are in lieu of and override any rights that TENANT may have by statute.

Destruction or Damage. A. If: (i) In the Building event that the Demised Premises shall be so destroyed or damaged or injured by fire or casualty during the term B. If the Demised Premises shall suffer damage to an extent that substantial alteration or reconstruction less than fifteen percent (15%) of the Building shallbuilding in which the Demised Premises are located are rendered untenantable, then LANDLORD agrees to proceed promptly and without expense to TENANT to repair the damage and restore the improvement installed by LANDLORD, and TENANT shall be entitled to an abatement of a fair and just portion of the rent and other payment required under this Lease according to TENANT's ability to use the Premises from the date of such damage until said Premises are completely reinstated or restored. If damage to the Demised Premised in excess of $100,000 shall occur within the LANDLORD's opinionlast year of the initial term or the option extension period provided for herein, be required (whether or not the obligation of the LANDLORD to restore the Premises shall have been damaged by the casualty); or (ii) any mortgagee of the Building should require that the insurance proceeds payable as a result of a casualty be applied to the payment of the mortgage debt; or (iii) there is any material loss to the Building that is not covered by insurance required to be maintained by LANDLORD under this Lease; or (iv) the Premises arise unless TENANT shall be partially damaged by casualty during the last two years of the Lease Term, and the estimated cost of repair exceeds 10% of the Base Rental then remaining to be paid by TENANT for the balance of the Lease Term; LANDLORD may, within 120 days after the casualty, give notice to TENANT LANDLORD within thirty (30) days after such damage of LANDLORD's election its desire to terminate extend the term of this LeaseLease for an additional option term if such option term is still available. Upon such notice, LANDLORD agrees with all due diligence to repair and restore the Demised Premises and the balance of the Lease Term shall automatically expire on the fifth day after the continue. Failing such notice is delivered. B. If LANDLORD does not to exercise in available option to extend, LANDLORD, at its option, shall have the right to terminate this Lease under Subsection A, or if LANDLORD has the right to terminate and does not elect to do so, LANDLORD shall proceed with reasonable diligence to restore the Building Premises and the Premises to substantially Lease shall continue for the same condition they were in immediately before the happening remainder of the casualtythen unexpired term and any options which are thereafter exercised. HoweverTENANT shall be entitled to an abatement of a fair and just portion of the rent and other payments required under this Lease according to the TENANT's ability to use the Premises from the date of such damage until the Premises are completely reinstated and restored. C. No damages, compensation, or claim shall be payable by LANDLORD shall not be required to restore for inconvenience, loss of business, or annoyance arising from any unleased Premises in the Building repair or restoration of any portion of TENANT's property the Demised Premises or the improvements made by TENANT and LANDLORD's restoration obligations shall exist only to the extent that LANDLORD actually receives insurance proceeds in the amount of the estimated cost of building pursuant to this paragraph. If the restoration. When repairs to the Premises that are LANDLORD's obligation under this sectionLANDLORD is required to, if anyor exercises its rights to, have been completed by LANDLORD, TENANT shall complete the restoration or replacement of restore the Premises, then LANDLORD shall use its best efforts not to unreasonably interfere with the improvements made by TENANT and all of TENANT's property necessary to permit TENANT's re-occupancy of the Premises. C. Rent shall abate in proportion use and occupancy. Notwithstanding anything to the portion of contrary the Premises not useable by TEXXXX as a result of any casualty, as of the date on which the Premises becomes unusable. LANDLORD shall not be liable for damages or claims if it is unable to TENANT for obtain insurance. D. Notwithstanding any delay in restoring of the Premises provisions of the foregoing, if the LANDLORD or the holder of any inconvenience or annoyance superior mortgage, as defined hereafter is unable to TENANT or injury collect all of the insurance proceeds, if any, applicable to TENANT's business resulting in any way from the damage or destruction of the repairsDemised Premises or of the building by fire or some other casualty or cause, by reason of some action or inaction on the part of the TENANT, its agents, employees, or contractors then without prejudice to any other of LANDLORD's remedies available against TENANT, there shall be no abatement of the rent due from TENANT to the extent of the uncollected insurance proceeds, if any. E. LANDLORD will not carry separate insurance of any kind covering TENANT's sole remedy being property. Except by reason of LANDLORD's breach of any of its obligations hereunder or by operation of law the right to an abatement LANDLORD shall not be liable for the repair of rentany damage or the replacement of TENANT's property. D. The rights provided to TENANT under this section are in lieu of and override any rights that TENANT may have by statute.

Destruction or Damage. A. If: (i) SECTION 1. If the Building shall be so damaged that substantial alteration premises or reconstruction the portion of the Building building necessary for TENANT'S occupancy is damaged by fire, earthquake, act of God, the elements or other casualty, LANDLORD shall, subject to the provisions of this Article, promptly repair the damage, if such repairs can, in the LANDLORD's 'S opinion, be required completed within ninety (whether or 90) days. If LANDLORD determines that repairs can be completed within ninety (90) days, this Lease shall remain in full force and effect, except that if such damage is not the Premises shall have been damaged by the casualty); or (ii) any mortgagee result of the Building should require negligence or willful misconduct of TENANT or TENANT'S agents, employees, contractors, licensees or invitees, the base rent shall be abated to the extent TENANT'S use of the premises is impaired, commencing with the date of damage and continuing until completion of the repairs required of LANDLORD under Section 3. Notwithstanding anything in this Lease to the contrary and provided LANDLORD has fully complied with Article VIII, Section 2 of this Lease, in no event shall LANDLORD have any obligation to repair in the event that the insurance proceeds payable as it receives (if any and net of costs of collection) shall be insufficient to cover the expected costs of repair. In the event that LANDLORD shall make such repair, TENANT shall pay to LANDLORD within thirty (30) days of the substantial completion of the repair, the amount of the deductible under the applicable insurance policy up to a result maximum of a casualty be applied $10,000. SECTION 2. If in LANDLORD'S opinion, such repairs to the payment premises or portion of the mortgage debt; building necessary for TENANT'S occupancy cannot be completed within ninety (90) days, LANDLORD may elect, upon notice to TENANT given within thirty (30) days after the date of such fire or (iii) there is any material loss other casualty, to repair such damage, in which event this Lease shall continue in full force and effect but the Building that is not covered by insurance required to be maintained by LANDLORD under this Lease; or (iv) the Premises base rent shall be partially damaged by casualty during the last two years of the Lease Term, and the estimated cost of repair exceeds 10% of the Base Rental then remaining to be paid by TENANT for the balance of the Lease Term; LANDLORD may, within 120 days after the casualty, give notice to TENANT of LANDLORD's election to terminate this Lease, and the balance of the Lease Term shall automatically expire on the fifth day after the notice is delivered. B. abated as provided in Section 1. If LANDLORD does not have the right elect to terminate make such repairs, this Lease under Subsection A, or if LANDLORD has the right to shall terminate and does not elect to do so, LANDLORD shall proceed with reasonable diligence to restore the Building and the Premises to substantially the same condition they were in immediately before the happening of the casualty. However, LANDLORD shall not be required to restore any unleased Premises in the Building or any portion of TENANT's property or the improvements made by TENANT and LANDLORD's restoration obligations shall exist only to the extent that LANDLORD actually receives insurance proceeds in the amount of the estimated cost of the restoration. When repairs to the Premises that are LANDLORD's obligation under this section, if any, have been completed by LANDLORD, TENANT shall complete the restoration or replacement of the Premises, the improvements made by TENANT and all of TENANT's property necessary to permit TENANT's re-occupancy of the Premises. C. Rent shall abate in proportion to the portion of the Premises not useable by TEXXXX as a result of any casualty, as of the date on which of such fire or other casualty. SECTION 3. If the Premises becomes unusableare to be repaired under this Article, LANDLORD shall repair, at its cost, any injury or damage, except that TENANT shall be responsible, at its sole cost and expense, for the repair, restoration and replacement of any leasehold improvements and TENANT'S property. LANDLORD shall not be liable to TENANT for any delay in restoring the Premises or any loss of business inconvenience or annoyance to TENANT arising from any repair or injury to TENANT's business resulting in restoration of any way portion of the premises, building or project as a result of any damage from the damage fire or the repairs, TENANT's sole remedy being the right to an abatement of rentother casualty. D. The SECTION 4. This Lease shall be considered an express agreement governing any case of damage to or destruction of the premises, building or project by fire or other casualty, and any present or future law which purports to govern the rights provided to of LANDLORD and TENANT under this section are in lieu such circumstances in the absence of and override any rights that TENANT may express agreement, shall have by statuteno application.

Destruction or Damage. A. If: (i) 21.1 In the Building event that the Leased Premises during the term hereof shall be totally destroyed by fire or other casualty insured against, or shall be so damaged that substantial alteration or reconstruction repairs and restoration cannot in the opinion of the Building shallLessee in its reasonable discretion, be accomplished within a period of One Hundred Twenty (120) days from the date of such destruction or damage, Lessee may terminate this Lease by giving written notice to the Lessor within thirty (30) days of such destruction or damage and upon such termination each party shall be relieved of any further obligation to the other except for the rights and obligations of the parties under ARTICLES XVI and XVIII hereof, and except that Lessee shall be liable for and shall promptly pay Lessor any rent then in arrears or Lessor shall promptly rebate to Lessee a pro rata portion of any rent paid in advance. In the event such facilities shall be so damaged that repairs and restoration can, in the LANDLORD's opinionopinion of Lessee in its reasonable discretion, be required accomplished within a period of One Hundred Twenty (whether 120) days from the date of such destruction or not damage, Lessor shall notify Lessee of the Premises schedule for said repairs and restoration within thirty (30) days and, this Lease shall continue in effect in accordance with its terms; such repairs and restoration shall, unless otherwise agreed by Lessor and Lessee, be performed within Ninety (90) days of the date of such destruction or damage as closely as practicable to the original specifications (utilizing therefore the proceeds of the insurance applicable thereto without any apportionment thereof for damages to the leasehold interest created by this Indenture), and until such repairs and restoration have been damaged accomplished a portion of the rent shall abatx xxxal to the portion of the Leased Premises rendered not suitable during this period for Lessee's intended purposes by the casualty); or damage. In the event that Lessor fails to notify Lessee of said schedule for repairs within thirty (ii30) any mortgagee days, Lessee may terminate this Lease as of the Building should require date of such damage. It is understood that Lessor's obligation to restore, replace or rebuild such facilities shall not exceed in amount the sum of the insurance proceeds payable (plus a reasonable deductible amount) paid to it and/or released to it by any mortgage with which settlement was made. If the insurance proceeds are insufficient to permit Lessor to restore, replace, or rebuild such facilities to comparable condition as a result at the commencement of a casualty be applied to the payment of the mortgage debt; or (iii) there is any material loss to the Building that is not covered by insurance required to be maintained by LANDLORD under this Lease; or (iv) the Premises shall be partially damaged by casualty during the last two years of the Lease Term, and the estimated cost of repair exceeds 10% of the Base Rental then remaining to be paid by TENANT for the balance of the Lease Term; LANDLORD may, within 120 days after the casualty, give notice to TENANT of LANDLORD's election to terminate this Lease, and the balance of the Lease Term then Lessee shall automatically expire on the fifth day after the notice is delivered. B. If LANDLORD does not have the right to terminate this Lease in which event each party shall be relieved of any further obligation to the other except for the rights and obligations of the parties under Subsection AARTICLES XVI and XVIII hereof, and except that Lessee shall be liable for and shall promptly pay Lessor any rent then in arrears or if LANDLORD has Lessor shall promptly rebate to Lessee a pro rata portion of any rent paid in advance. Lessee agrees to execute and deliver to Lessor all reasonable instruments and documents necessary to evidence the fact that the right to terminate such insurance proceeds is vested in Lessor. In the event of damage or destruction, partial or total to or of machinery, equipment and does not elect appurtenances constructed or installed on or in the Leased Premises by Lessee, Lessee, provided it then be in full compliance with ARTICLE XX hereof, shall be entitled to do so, LANDLORD shall proceed with reasonable diligence to restore the Building and the Premises to substantially the same condition they were in immediately before the happening receive an apportionment of the casualty. However, LANDLORD shall not be required to restore any unleased Premises in the Building or any portion of TENANT's property or the improvements made by TENANT and LANDLORD's restoration obligations shall exist only to the extent that LANDLORD actually receives insurance proceeds in accordance with the amount relative damage or destruction to or of (a) the Leased Premises at the beginning of the estimated cost of the restoration. When repairs to the Premises that are LANDLORD's obligation under this sectionterm hereof and (b) machinery, equipment and appurtenances, if any, constructed or installed on or in the Leased Premises by the Lessee at its expense after the beginning of the term hereof and which would have been completed removable by LANDLORDLessee pursuant to ARTICLE X hereof. If in Lessee's reasonable opinion such untenantable condition is likely to persist for a period of more than One Hundred Twenty (120) days, TENANT shall complete the restoration or replacement of the Premisesthen Lessee may, the improvements made by TENANT and all of TENANT's property necessary written notice to permit TENANT's re-occupancy of the Premises. C. Rent shall abate in proportion to the portion of the Premises not useable by TEXXXX as a result of any casualtyLessor, terminate this Lease as of the date on which the Premises becomes unusable. LANDLORD shall not be liable to TENANT for any delay in restoring the Premises or any inconvenience or annoyance to TENANT or injury to TENANT's business resulting in any way from the of such damage or the repairs, TENANT's sole remedy being the right to an abatement of rentdestruction. D. The rights provided to TENANT under this section are in lieu of and override any rights that TENANT may have by statute.

Destruction or Damage. A. If: (i) a. If the Building shall be so damaged that substantial alteration Premises or reconstruction the portion of the Building necessary for Tenant's occupancy is damaged by fire, earthquake, act of God, the elements of other casualty, Landlord shall, subject to the provisions of this Article, promptly repair the damage, if such repairs can, in the LANDLORDLandlord's opinion, be required completed within (whether or 90) ninety days. If Landlord determines that repairs can be completed within ninety (90) days, this Lease shall remain in full force and effect, except that if such damage is not the result of the negligence or willful misconduct of Tenant or Tenant's agents, employees, contractors, licensees or invitees, the Base Rent shall be abated to the extent Tenant's use of the Premises shall have been damaged by is impaired, commencing with the casualty); date of damage and continuing until completion of the repairs required of Landlord under Section 19d. b. If in Landlord's opinion, such repairs to the Premises or (ii) any mortgagee portion of the Building should require that necessary for Tenant's occupancy cannot be completed within ninety(90) days, Landlord may elect, upon notice to Tenant given within thirty (30) days after the insurance proceeds payable as a result date of a casualty be applied such fire or other casualty, to repair such damage, in which event this Lease shall continue in full force and effect, but the payment of the mortgage debt; or (iii) there is any material loss to the Building that is not covered by insurance required to be maintained by LANDLORD under this Lease; or (iv) the Premises Base Rent shall be partially damaged by casualty during the last two years abated as provided in Section 19a. If Landlord does not so elect to make such repairs, this Lease shall terminate as of the Lease Term, and the estimated cost date of repair exceeds 10% such fire or other casualty. c. If any other portion of the Base Rental then remaining Building or Project is totally destroyed or damaged to the extent that in Landlord's opinion repair thereof cannot be paid by TENANT for the balance of the Lease Term; LANDLORD maycompleted within ninety (90) days, Landlord may elect upon notice to Tenant given within 120 thirty (30) days after the date of such fire or other casualty, give notice to TENANT of LANDLORD's election to terminate this Leaserepair such damage, and the balance of the Lease Term shall automatically expire on the fifth day after the notice is delivered. B. If LANDLORD does not have the right to terminate in which event this Lease under Subsection Ashall continue in full force and effect, or if LANDLORD has but the right to terminate and Base Rent shall be partially abated as provided in Section 19a. If Landlord does not elect to do somake such repairs, LANDLORD this Lease shall proceed with reasonable diligence terminate as of the date of such fire or other casualty. d. If the Premises are to restore be repaired under this Article, Landlord shall repair at its cost any injury or damage to the Building and Building Standard Work in the Premises to substantially Premises. Tenant shall be responsible at its sole cost and expense for the same condition they were in immediately before the happening repair, restoration and replacement of the casualtyany other Leasehold improvements and Tenant's Property. However, LANDLORD Landlord shall not be required to restore liable for any unleased Premises in the Building loss of business, inconvenience or annoyance arising from any repair or restoration of any portion of TENANT's property or the improvements made by TENANT and LANDLORD's restoration obligations shall exist only to the extent that LANDLORD actually receives insurance proceeds in the amount of the estimated cost of the restoration. When repairs to the Premises that are LANDLORD's obligation under this section, if any, have been completed by LANDLORD, TENANT shall complete the restoration or replacement of the Premises, the improvements made by TENANT and all of TENANT's property necessary to permit TENANT's re-occupancy of the Premises. C. Rent shall abate in proportion to the portion of the Premises not useable by TEXXXX Building or Project as a result of any damage from fire or other casualty. e. This Lease shall be considered an express agreement governing any case of damage to or destruction of the Premises, Building or Project by fire or other casualty, as and any present or future law which purports to govern the rights of Landlord and Tenant in such circumstances in the date on which the Premises becomes unusable. LANDLORD absence of express agreement, shall not be liable to TENANT for any delay in restoring the Premises or any inconvenience or annoyance to TENANT or injury to TENANT's business resulting in any way from the damage or the repairs, TENANT's sole remedy being the right to an abatement of renthave no application. D. The rights provided to TENANT under this section are in lieu of and override any rights that TENANT may have by statute.

Destruction or Damage. A. If: (i) a. If the Building shall be so damaged that substantial alteration Premises or reconstruction the portion of the Building necessary for Xxxxxx's occupancy is damaged by fire, earthquake, act of God, the elements or other casualty, Landlord shall, subject to the provisions of this Article, promptly repair the damage, if such repairs can, in the LANDLORDLandlord's opinion, be required completed within (whether or 90) ninety days. If Landlord determines that repairs can be completed within ninety (90) days, this Lease shall remain in full force and effect, except that if such damage is not the result of the negligence or willful misconduct of Tenant or Tenants agents, employees, contractors, licensees or invitees, the Rent shall be abated to the extent Tenant's use of the Premises shall have been damaged by is impaired, commencing with the casualty); date of damage and continuing unti1 completion of the repairs required of Landlord under Section 19d. b. If in Landlord's opinion, such repairs to the Premises or (ii) any mortgagee portion of the Building should require that necessary for Tenant's occupancy cannot be completed within ninety (90)days, Landlord may elect, upon notice to Tenant given within thirty (30) days after the insurance proceeds payable as a result date of a casualty be applied such fire or other casualty, to repair such damage, in which event this Lease shall continue in full force and effect, but the payment of the mortgage debt; or (iii) there is any material loss to the Building that is not covered by insurance required to be maintained by LANDLORD under this Lease; or (iv) the Premises Base Rent shall be partially damaged by casualty during the last two years abated as provided in Section 19a. If Landlord does not so elect to make such repairs, this Lease shall terminate as of the Lease Term, and the estimated cost date of repair exceeds 10% such fire or other casualty. c. If any other portion of the Base Rental then remaining Building or Project is totally destroyed or damaged to the extent that in Landlord's opinion repair thereof cannot be paid by TENANT for the balance of the Lease Term; LANDLORD maycompleted within ninety (90) days, Landlord may elect upon notice to Tenant given within 120 thirty (30) days after the date of such fire or other casualty, give notice to TENANT of LANDLORD's election to terminate this Leaserepair such damage, and the balance of the Lease Term shall automatically expire on the fifth day after the notice is delivered. B. If LANDLORD does not have the right to terminate in which event this Lease under Subsection Ashall continue in full force and effect, or if LANDLORD has but the right to terminate and Base Rent shall be partially abated as provided in Section 19a. If Landlord does not elect to do somake such repairs, LANDLORD this Lease shall proceed with reasonable diligence terminate as of the date of such fire or other casualty. d. If the Premises are to restore be repaired under this Article, Landlord shall repair at its cost any injury or damage to the Building and Building Standard Work in the Premises to substantially Premises. Tenant shall be responsible at its sole cost and expense for the same condition they were in immediately before the happening repair, restoration and replacement of the casualtyany other Leasehold Improvements and Tenant's Property. However, LANDLORD Landlord shall not be required to restore liable for any unleased Premises in the Building loss of business, inconvenience or annoyance arising from any repair or restoration of any portion of TENANT's property or the improvements made by TENANT and LANDLORD's restoration obligations shall exist only to the extent that LANDLORD actually receives insurance proceeds in the amount of the estimated cost of the restoration. When repairs to the Premises that are LANDLORD's obligation under this section, if any, have been completed by LANDLORD, TENANT shall complete the restoration or replacement of the Premises, the improvements made by TENANT and all of TENANT's property necessary to permit TENANT's re-occupancy of the Premises. C. Rent shall abate in proportion to the portion of the Premises not useable by TEXXXX Building or Project as a result of any damage from fire or other casualty, as of the date on which the Premises becomes unusable. LANDLORD shall not be liable to TENANT for any delay in restoring the Premises or any inconvenience or annoyance to TENANT or injury to TENANT's business resulting in any way from the damage or the repairs, TENANT's sole remedy being the right to an abatement of rent. D. The rights provided to TENANT under this section are in lieu of and override any rights that TENANT may have by statute.

Destruction or Damage. A. If: (a) In the event the Premises or the portion of the Building necessary for Tenaxx'x xccupancy are damaged by fire, earthquake, act of God, the elements or other casualty, within sixty (60) days after such event, Landlord shall notify Tenant of the estimated time, in Landlord's reasonable judgment, required for repair or restoration. If such estimated time for repair or restoration is less than one hundred eighty (180) days after the date of casualty and the cost of repair is covered by insurance maintained by Landlord, Landlord shall forthwith repair or restore the Premises or the portion of the Building necessary for Tenant's occupancy, to the extent of insurance proceeds received on account of such casualty. If the time for repair or restoration is in excess of one hundred eighty (180) days after the date of casualty or the cost of repair is not covered by Landlord's insurance, Landlord shall elect, in the same notice Tenant, either (i) to repair or restore the Building shall be so damaged that substantial alteration Premises or reconstruction the portion of the Building shallbuilding necessary for Tenant's occupancy, in the LANDLORD's opinionwhich event this Lease shall continue in full force and effect (unless Tenant exercises its right to terminate this Lease as provided below), be required (whether or not the Premises shall have been damaged by the casualty); or (ii) any mortgagee of the Building should require that the insurance proceeds payable as a result of a casualty be applied to the payment of the mortgage debt; or (iii) there is any material loss to the Building that is not covered by insurance required to be maintained by LANDLORD under this Lease; or (iv) the Premises shall be partially damaged by casualty during the last two years of the Lease Term, and the estimated cost of repair exceeds 10% of the Base Rental then remaining to be paid by TENANT for the balance of the Lease Term; LANDLORD may, within 120 days after the casualty, give notice to TENANT of LANDLORD's election to terminate this Lease, and the balance in which event this Lease shall terminate as of the date of such fire or other casualty. In the event Landlord is obligated or elects to repair the Premises pursuant to this Section 11 (unless Tenant exercises its right to terminate this Lease Term as provided below), this Lease shall automatically expire on remain in full force and effect except that, if such damage is not the fifth day after result of the notice act or omission of Tenant or Tenant's employees, agents, representatives, contractors or invitees, an abatement of rental shall be allowed Tenant for such part of the Premises as shall be rendered unusable by Tenant (but only to the extent actually not used by Tenant) in the conduct of its business during the time such part is delivered. B. If LANDLORD does not so unusable. Notwithstanding the foregoing, if (i) Landlord's estimate states that the repair or restoration of the subject casualty damage will take longer than twelve (12) calender months to substantially complete and (ii) no default by Tenant has occurred (including any matter which would constitute a default either with the passage of time or the giving of notice, then Tenant shall have the right to terminate this Lease under Subsection Aby written notice delivered to Landlord within five (5) days following the date of Landlord's estimate, or if LANDLORD has the right and Tenant's failure to deliver such termination notice shall be deemed an election by Tenant not to terminate and does not the Lease. (b) Notwithstanding anything to the contrary contained in this Section 11, in the event of casualty to the Premises or the portion of the Building necessary for Tenant's occupancy during the final 12 months of the Term which is estimated by Landlord in good faith to require in excess of thirty (30) days to repair or restore (with respect to Landlord's termination right) or ninety (90) days to repair or restore (with respect to Tenant's termination right), then either Landlord or Tenant may elect to do soterminate this Lease by written notice to Tenaxx xxxivered within five (5) days of the date of Landlord's estimate. (c) If the Premises or the Building are to be repaired or restored under this Section 11, LANDLORD Landlord shall proceed with reasonable diligence to repair or restore the Building and all improvements in the Premises to substantially other than any of Tenant's furniture, fixtures, equipment, personal property, and any Tenant Improvements and Alterations made by or for Tenant. Tenant shall be responsible for the same condition they were in immediately before the happening repair or restoration of the casualty. Howeverany such Tenant's furniture, LANDLORD fixtures, equipment, personal property, and any Tenant Improvements and Alterations made by or for Tenant, provided that any repair of such Tenant Improvements or Alterations shall not be required to restore any unleased Premises performed by Landlord, at Tenant's cost. (d) Landlord and Tenant acknowledge that their respective rights and obligations in the Building event of any damage to or any portion of TENANT's property or the improvements made by TENANT and LANDLORD's restoration obligations shall exist only to the extent that LANDLORD actually receives insurance proceeds in the amount of the estimated cost of the restoration. When repairs to the Premises that are LANDLORD's obligation under this section, if any, have been completed by LANDLORD, TENANT shall complete the restoration or replacement of the Premises, the improvements made by TENANT and all of TENANT's property necessary to permit TENANT's re-occupancy of the Premises. C. Rent shall abate in proportion to the portion destruction of the Premises not useable or the Building are to be governed exclusively by TEXXXX as a result of any casualty, as this Lease and waive their respective rights under Sections 1932(2) and 1933(4) of the date on which the Premises becomes unusable. LANDLORD shall not be liable to TENANT for any delay in restoring the Premises California Civil Code or any inconvenience or annoyance to TENANT or injury to TENANT's business resulting in any way from the damage or the repairs, TENANT's sole remedy being the right to an abatement of rent. D. The rights provided to TENANT under this section are in lieu of and override any rights that TENANT may have by successor statute.

Destruction or Damage. A. If: (i) a. If the Building shall be so damaged that substantial alteration Premises or reconstruction the portion of the Building necessary for Tenant's occupancy is damaged by fire, earthquake, act of God, the elements of other casualty, Landlord shall, subject to the provisions of this Article, promptly repair the damage, if such repairs can, in the LANDLORDLandlord's opinion, be required completed within (whether or 90) ninety days. If Landlord determines that repairs can be completed within ninety (90) days, this Lease shall remain in full force and effect, except that if such damage is not the result of the willful misconduct of Tenant or Tenant's agents, employees, contractors, licensees or invitees, the Base Rent shall be abated to the extent Tenant's use of the Premises shall have been damaged by is impaired, commencing with the casualty); date of damage and continuing until completion of the repairs required of Landlord under Section 19d. b. If in Landlord's opinion, such repairs to the Premises or (ii) any mortgagee portion of the Building should require that necessary for Tenant's occupancy cannot be Completed within ninety (90) days. Landlord may elect, upon notice to Tenant given within thirty (30) days after the insurance proceeds payable as a result date of a casualty be applied such fire or other casualty, to repair such damage, in which event this Lease shall continue in full force and effect, but the payment of the mortgage debt; or (iii) there is any material loss to the Building that is not covered by insurance required to be maintained by LANDLORD under this Lease; or (iv) the Premises Base Rent shall be partially damaged by casualty during the last two years abated as provided in Section 19a. If Landlord does not so elect to make such repairs, this Lease shall terminate as of the Lease Termdate of such fire or other casualty. If, and in Landlord's opinion, such repairs to the estimated cost of repair exceeds 10% Premises or portion of the Base Rental then remaining to Building necessary for Tenant's occupancy cannot be paid by TENANT for the balance of the Lease Term; LANDLORD maycompleted within one hundred eighty (180) days, within 120 days after the casualty, give notice to TENANT of LANDLORD's election to terminate this Lease, and the balance of the Lease Term Tenant-shall automatically expire on the fifth day after the notice is delivered. B. If LANDLORD does not have the one-time right to terminate this Lease under Subsection Aby providing written notice to Landlord within thirty (30) days after the date of such fire or casualty. If repairs to the Premises are not completed within one hundred eighty (180) days from the initial damage, or if LANDLORD has the Tenant shall have a one-time right to terminate this Lease by providing written notice to Landlord within thirty (30) days after the end of the 180-day period. c. If any other portion of the Building or Project is totally destroyed or damaged to the extent that in Landlord's opinion repair thereof cannot be completed within ninety (90) days, Landlord may elect upon notice to Tenant given within thirty (30) days after the date of such fire or other casualty, to repair such damage, in which event this Lease shall continue in full force and effect, but the Base Rent shall be partially abated as provided in Section 19a. If Landlord does not elect to do somake such repairs, LANDLORD this Lease shall proceed with reasonable diligence terminate as of the date of such fire or other casualty. d. If the Premises are to restore be repaired under this Article, Landlord shall repair at its cost any injury or damage to the Building and Building Standard Work in the Premises to substantially Premises. Tenant shall be responsible at its sole cost and expense for the same condition they were in immediately before the happening repair, restoration and replacement of the casualtyany other Leasehold Improvements and Tenant's Property. However, LANDLORD Landlord shall not be required to restore liable for any unleased Premises in the Building loss of business, inconvenience or annoyance arising from any repair or restoration of any portion of TENANT's property or the improvements made by TENANT and LANDLORD's restoration obligations shall exist only to the extent that LANDLORD actually receives insurance proceeds in the amount of the estimated cost of the restoration. When repairs to the Premises that are LANDLORD's obligation under this section, if any, have been completed by LANDLORD, TENANT shall complete the restoration or replacement of the Premises, the improvements made by TENANT and all of TENANT's property necessary to permit TENANT's re-occupancy of the Premises. C. Rent shall abate in proportion to the portion of the Premises not useable by TEXXXX Building or Project as a result of any damage from fire or other casualty. e. This Lease shall be considered an express agreement governing any case of damage to or destruction of the Premises, Building or Project by fire or other casualty, as and any present or future law which purports to govern the rights of Landlord and Tenant in such circumstances in the date on which the Premises becomes unusable. LANDLORD absence of express agreement, shall not be liable to TENANT for any delay in restoring the Premises or any inconvenience or annoyance to TENANT or injury to TENANT's business resulting in any way from the damage or the repairs, TENANT's sole remedy being the right to an abatement of renthave no application. D. The rights provided to TENANT under this section are in lieu of and override any rights that TENANT may have by statute.

Destruction or Damage. A. If: (i) a. If the Building shall be so damaged that substantial alteration Premises or reconstruction the portion of the Building necessary for Tenant’s occupancy is damaged by fire, earthquake, act of God, the elements or other casualty, Landlord shall, subject to the provisions of this Article, promptly repair the damage, if such repairs can, in the LANDLORD's Landlord’s opinion, be required completed within ninety (whether or 90) days. If Landlord determines that repairs can be completed within ninety (90) days, this Lease shall remain in full force and effect, except that if such damage is not the result of the negligence or willful misconduct of Tenant or Tenant’s agents, employees, contractors, licensees or invitees, the Base Rent shall be abated to the extent Tenant’s use of the Premises shall have been damaged by is impaired, commencing with the casualty); date of damage and continuing until completion of the repairs required of Landlord under Section 19d. b. If in Landlord’s opinion, such repairs to the Premises or (ii) any mortgagee portion of the Building should require that necessary for Tenant’s occupancy cannot be completed within ninety (90) days, Landlord may elect upon notice to Tenant given within thirty (30) days after the insurance proceeds payable as a result date of a casualty be applied such fire or other casualty, to repair such damage, in which event this Lease shall continue in full force and effect, but the payment of the mortgage debt; or (iii) there is any material loss to the Building that is not covered by insurance required to be maintained by LANDLORD under this Lease; or (iv) the Premises Base Rent shall be partially damaged by casualty during the last two years abated as provided in Section 19a. If Landlord does not so elect to make such repairs, this Lease shall terminate as of the Lease Term, and the estimated cost date of repair exceeds 10% such fire or other casualty. c. If any other portion of the Base Rental then remaining Building or Project is totally destroyed or damaged to the extent that in Landlord’s opinion repair thereof cannot be paid by TENANT for the balance of the Lease Term; LANDLORD maycompleted within ninety (90) days, Landlord may elect upon notice to Tenant given within 120 thirty (30) days after the date of such fire or other casualty, give notice to TENANT of LANDLORD's election to terminate this Leaserepair such damage, and the balance of the Lease Term shall automatically expire on the fifth day after the notice is delivered. B. If LANDLORD does not have the right to terminate in which event this Lease under Subsection Ashall continue in full force and effect, or if LANDLORD has but the right to terminate and Base Rent shall be partially abated as provided in Section 19a. If Landlord does not elect to do somake such repairs, LANDLORD this Lease shall proceed with reasonable diligence terminate as of the date of such fire or other casualty. d. If the Premises are to restore be repaired under this Article, Landlord shall repair at its cost any injury or damage to the Building and Building Standard Work in the Premises to substantially Premises. Tenant shall be responsible at its sole cost and expense for the same condition they were in immediately before the happening repair, restoration and replacement of the casualtyany other Leasehold improvements and Tenant’s Property. However, LANDLORD Landlord shall not be required to restore liable for any unleased Premises in the Building loss of business, inconvenience or annoyance arising from any repair or restoration of any portion of TENANT's property or the improvements made by TENANT and LANDLORD's restoration obligations shall exist only to the extent that LANDLORD actually receives insurance proceeds in the amount of the estimated cost of the restoration. When repairs to the Premises that are LANDLORD's obligation under this section, if any, have been completed by LANDLORD, TENANT shall complete the restoration or replacement of the Premises, the improvements made by TENANT and all of TENANT's property necessary to permit TENANT's re-occupancy of the Premises. C. Rent shall abate in proportion to the portion of the Premises not useable by TEXXXX Building or Project as a result of any damage from fire or other casualty. e. This Lease shall be considered an express agreement governing any case of damage to or destruction of the Premises, Building or Project by fire or other casualty, as and any present or future law which purports to govern the rights of Landlord and Tenant in such circumstances in the date on which the Premises becomes unusable. LANDLORD absence of express agreement, shall not be liable to TENANT for any delay in restoring the Premises or any inconvenience or annoyance to TENANT or injury to TENANT's business resulting in any way from the damage or the repairs, TENANT's sole remedy being the right to an abatement of renthave no application. D. The rights provided to TENANT under this section are in lieu of and override any rights that TENANT may have by statute.

Destruction or Damage. A. If: (a) In the event the Premises or the portion of the Building necessary for Tenaxx'x xccupancy are damaged by fire, earthquake, act of God, the elements or other casualty, within sixty (60) days after such event, Landlord shall notify Tenant of the estimated time, in Landlord's reasonable judgment, required for repair or restoration. If such estimated time for repair or restoration is less than one hundred eighty (180) days after the date of casualty and the cost of repair is covered by insurance maintained by Landlord, Landlord shall forthwith repair or restore the Premises or the portion of the Building necessary for Tenant's occupancy, to the extent of insurance proceeds received on account of such casualty. If the time for repair or restoration is in excess of one hundred eighty (180) days after the date of casualty or the cost of repair is not covered by Landlord's insurance, Landlord shall elect, in the same notice Tenant, either (i) to repair or restore the Building shall be so damaged that substantial alteration Premises or reconstruction the portion of the Building shallbuilding necessary for Tenant's occupancy, in the LANDLORD's opinionwhich event this Lease shall continue in full force and effect (unless Tenant exercises its right to terminate this Lease as provided below), be required (whether or not the Premises shall have been damaged by the casualty); or (ii) any mortgagee of the Building should require that the insurance proceeds payable as a result of a casualty be applied to the payment of the mortgage debt; or (iii) there is any material loss to the Building that is not covered by insurance required to be maintained by LANDLORD under this Lease; or (iv) the Premises shall be partially damaged by casualty during the last two years of the Lease Term, and the estimated cost of repair exceeds 10% of the Base Rental then remaining to be paid by TENANT for the balance of the Lease Term; LANDLORD may, within 120 days after the casualty, give notice to TENANT of LANDLORD's election to terminate this Lease, and the balance in which event this Lease shall terminate as of the date of such fire or other casualty. In the event Landlord is obligated or elects to repair the Premises pursuant to this Section 11 (unless Tenant exercises its right to terminate this Lease Term as provided below), this Lease shall automatically expire on remain in full force and effect except that, if such damage is not the fifth day after result of the notice act or omission of Tenant or Tenant's employees, agents, representatives, contractors or invitees, an abatement of rental shall be allowed Tenant for such part of the Premises as shall be rendered unusable by Tenant (but only to the extent actually not used by Tenant) in the conduct of its business during the time such part is delivered. B. If LANDLORD does not so unusable. Notwithstanding the foregoing, if Landxxxx'x xstimate states that the repair or restoration of the subject casualty damage will take longer than twelve (12) calender months to substantially complete, then Tenant shall have the right to terminate this Lease under Subsection Aby written notice delivered to Landlord within five (5) days following the date of Landlord's estimate, or if LANDLORD has the right and Tenaxx'x xailure to deliver such termination notice shall be deemed an election by Tenant not to terminate and does not elect the Lease. (b) Notwithstanding anything to do sothe contrary contained in this Section 11, LANDLORD shall proceed with reasonable diligence to restore the Building and the Premises to substantially the same condition they were in immediately before the happening of the casualty. However, LANDLORD shall not be required to restore any unleased Premises in the Building or any portion event of TENANT's property or the improvements made by TENANT and LANDLORD's restoration obligations shall exist only to the extent that LANDLORD actually receives insurance proceeds in the amount of the estimated cost of the restoration. When repairs casualty to the Premises that are LANDLORD's obligation under this section, if any, have been completed by LANDLORD, TENANT shall complete the restoration or replacement of the Premises, the improvements made by TENANT and all of TENANT's property necessary to permit TENANT's re-occupancy of the Premises. C. Rent shall abate in proportion to the portion of the Premises not useable by TEXXXX as a result Building necessary for Tenaxx'x xccupancy during the final 12 months of any casualty, as of the date on which the Premises becomes unusable. LANDLORD shall not be liable to TENANT for any delay in restoring the Premises or any inconvenience or annoyance to TENANT or injury to TENANT's business resulting in any way from the damage or the repairs, TENANT's sole remedy being the right to an abatement of rent. D. The rights provided to TENANT under this section are in lieu of and override any rights that TENANT may have by statute.the

Destruction or Damage. A. If: (i) the Building shall be so damaged that substantial alteration or reconstruction of the Building shall, in the LANDLORD's opinion, be required (whether or not the Premises shall have been damaged by the casualty); or (ii) at any mortgagee of the Building should require that the insurance proceeds payable as a result of a casualty be applied to the payment of the mortgage debt; or (iii) there is any material loss to the Building that is not covered by insurance required to be maintained by LANDLORD under this Lease; or (iv) the Premises shall be partially damaged by casualty time during the last two years of the Lease Term, the Facility Premises, or any portion thereof, should be materially damaged or destroyed by any fire or any other casualty, then Tenant shall promptly give written notice thereof to the Landlord. Subject to the rights of any Leasehold Mortgagee, all property insurance proceeds available pursuant to Section 15(hhhh) hereof shall be used to repair and restore the estimated Facility Premises, provided that if the total amount of insurance proceeds for such claims (“Insurance Proceeds”) exceeds $50,000, the same shall be paid into an escrow account, with a single escrow agent which shall be appointed by Tenant’s Leasehold Mortgagee or, if Tenant has no Leasehold Mortgagee, such escrow agent shall be appointed jointly by Landlord and Tenant, both parties agreeing to use reasonable efforts to agree on such appointment. Payments from such escrow account shall conform to the requirements of the Development Agreement for Disbursements of City Funds for Public Costs and in any event made in accordance with usual and reasonable disbursement requirements of the Leasehold Mortgagee. Tenant shall, at its sole cost and expenses, subject to receipt of the Insurance Proceeds, restore, repair and/or rebuild the damaged or destroyed structures and other improvements to the condition that such structures and improvements existed prior to such casualty. Such restorations, repairs, and rebuilding shall be commenced as soon as practicable following the occurrence of such damage or destruction and shall thereafter be prosecuted continuously to completion with diligence. Notwithstanding the foregoing, unless the destruction or damage was due to Tenant’s gross negligence or willful misconduct, if the then-existing Lease Term is equal to or less than ten (10) years or the cost of repair exceeds 10% restoring the Facility Premises shall exceed fifty percent (50%) of the Base Rental then remaining to be paid by TENANT for the balance replacement cost of the Lease Term; LANDLORD mayFacility Premises, within 120 days after the casualty, give notice to TENANT of LANDLORD's election to terminate this Lease, and the balance of the Lease Term Tenant shall automatically expire on the fifth day after the notice is delivered. B. If LANDLORD does not have the right to terminate this Lease under Subsection Aby giving the City Representative written notice of Tenant’s election to do so within ninety (90) days after the date on which such damage or destruction occurred, or if LANDLORD has and upon such notice being given, the right to Lease Term shall automatically terminate and does not elect to do so, LANDLORD shall proceed with reasonable diligence to restore the Building and the Premises to substantially the same condition they were in immediately before the happening end effective as of the casualtydate of damage or destruction. HoweverIf Tenant does terminate the Lease pursuant to this Section 16, LANDLORD shall not be required to restore any unleased Premises in the Building or any portion of TENANT's property or the improvements made by TENANT and LANDLORD's restoration obligations shall exist only subject to the extent that LANDLORD actually receives rights of any Leasehold Mortgagee, all Insurance Proceeds payable to Tenant with respect to any casualty at the Facility Premises shall be paid to Tenant and Landlord in equal amounts (i.e., split 50-50). If Landlord or Tenant, as the case may be, failed to maintain the insurance proceeds in required under Section 15(hhhh) hereof, the amount of the estimated cost Insurance Proceeds shall be deemed to be the amount Landlord or Tenant, as the case may be, would have collected less normal and customary reimbursement costs had Landlord or Tenant, as the case may be, maintained the insurance required under Section 15(hhhh) hereof with a reputable third-party insurer. Quiet Enjoyment . As long as no Tenant Default has occurred and is continuing, Tenant shall peaceably and quietly hold and enjoy the Facility Premises for the Lease Term without hindrance or interruption by Landlord or any other person or persons lawfully or equitably claiming by, through or under Landlord, except as otherwise expressly provided in this Lease, and Landlord shall defend Tenant’s possession of the restorationFacility Premises against all parties lawfully or equitably claiming by through or under Landlord. When repairs Condemnation . If any part of the Facility Premises is taken by eminent domain or condemnation or voluntarily transferred to a governmental authority under the threat thereof (each, a “Condemnation Proceeding”), Tenant may, at its sole option, terminate the Lease by giving written notice to the City Representative within thirty (30) days after the taking. Landlord and Tenant shall each be entitled to seek a separate award for their respective interests in the Facility Premises. If separate awards are not available, then the single award after deducting the costs of collection, shall be equitably and fairly apportioned between Landlord and Tenant to compensate each for their interest in the Facility Premises. Such apportionment shall be reasonably determined by the mutual agreement of the parties, provided if the parties fail to agree, the matter will be resolved in accordance with Section 22 hereof. If at any time during the Lease Term less than the entire Facility Premises that are LANDLORD's obligation shall be taken in any Condemnation Proceeding and Tenant does not otherwise terminate this Lease pursuant to this Section 18, then this Lease shall not terminate but shall continue in full force and effect for the remainder of the stated Lease Term, and Tenant shall continue to perform and observe all of the terms, covenants, conditions, agreements and obligations of Tenant to be performed under this sectionLease as though such taking had not occurred, if anyexcept that Tenant shall be excused from performing its obligations hereunder to the extent prevented from doing so by reason of such partial condemnation. In the case of any partial condemnation, have been completed by LANDLORDnotwithstanding any judicial allocation of any award in the Condemnation Proceedings, TENANT shall complete the restoration or replacement proceeds of the award shall be applied as follows: (i) first to reimburse the parties for the reasonable costs of collection, and (ii) any excess shall be equitably and fairly apportioned between Landlord and Tenant to compensate each for loss associated with their interest in the Facility Premises. Such apportionment shall be reasonably determined by the mutual agreement of the parties, provided if the parties fail to agree, the improvements made matter shall be governed by TENANT and all of TENANT's property necessary to permit TENANT's re-occupancy of the PremisesSection 22 hereof. C. Rent shall abate in proportion to the portion of the Premises not useable by TEXXXX as a result of any casualty, as of the date on which the Premises becomes unusable. LANDLORD shall not be liable to TENANT for any delay in restoring the Premises or any inconvenience or annoyance to TENANT or injury to TENANT's business resulting in any way from the damage or the repairs, TENANT's sole remedy being the right to an abatement of rent. D. The rights provided to TENANT under this section are in lieu of and override any rights that TENANT may have by statute.

Destruction or Damage. A. If: (i) a. If the Building shall be so damaged that substantial alteration premises or reconstruction the portion of the Building necessary for Tenant's occupancy is damaged by fire, earthquake or other Acts of God, the elements or other casualty, Landlord shall, subject to the provision of this Article, promptly repair the damage. If such repairs can, in the LANDLORDXxxxxxxx's opinion, be required completed within ninety (whether or 90) days. If Landlord determines that repairs can be completed within ninety (90) days, this Lease shall remain in full force and effect, except that if such damage is not the result of the negligence or willful misconduct of Tenant or Tenant's agents, employees, contractors, licensees or invitees, the Base Rent shall be abated to the extent Tenant's use of the premises is impaired, commencing with the date of damage and continuing until completion of the repairs required of Landlord under Section 10d. b. If in Landlord's opinion, such repairs to the Premises shall have been damaged by the casualty); or (ii) any mortgagee portion of the Building should require that necessary for Tenant's occupancy cannot be completed within ninety (90) days, Landlord may elect, upon notice to Tenant given within thirty (30) days after the insurance proceeds payable as a result date of a casualty be applied such fire or other casualty, to repair such damage, in which event this Lease shall continue in full force and effect, but the payment of the mortgage debt; or (iii) there is any material loss to the Building that is not covered by insurance required to be maintained by LANDLORD under this Lease; or (iv) the Premises Base Rent shall be partially damaged by casualty during the last two years abated as provided in Section 10a. If Landlord does not so elect to make such repairs, this Lease shall terminate as of the Lease Term, and the estimated cost date of repair exceeds 10% such fire or other casualty. c. If any other portion of the Base Rental then remaining Building or Project is totally destroyed or damaged to the extent that in Landlord's opinion repair thereof cannot be paid by TENANT for the balance of the Lease Term; LANDLORD may, completed within 120 ninety (90) days. Landlord may elect upon notice to Tenant given within thirty (30) days after the date of such fire or other casualty, give notice to TENANT of LANDLORD's election to terminate this Lease, and the balance of the Lease Term shall automatically expire on the fifth day after the notice is delivered. B. If LANDLORD does not have the right to terminate repair such damage. In which event this Lease under Subsection Ashall continue in full force and effect, or if LANDLORD has but the right to terminate and Base Rent shall be partially abated as provided in Section 19a. If Landlord does not elect to do somake such repairs, LANDLORD this Lease shall proceed with reasonable diligence terminate as of the date of such fire or other casualty. d. If the Premises are to restore be repaired under this Article, Landlord shall repair at its cost any injury or damage to the Building and Building Standard work in the Premises to substantially Premises. Tenant shall be responsible at its sole cost and expense for the same condition they were in immediately before the happening repair, restoration and replacement of the casualtyany other Leasehold improvements and Tenant's Property. However, LANDLORD Landlord shall not be required to restore liable for any unleased Premises in the Building loss of business, inconvenience or annoyance arising from any repair or restoration of any portion of TENANT's property or the improvements made by TENANT and LANDLORD's restoration obligations shall exist only to the extent that LANDLORD actually receives insurance proceeds in the amount of the estimated cost of the restoration. When repairs to the Premises that are LANDLORD's obligation under this section, if any, have been completed by LANDLORD, TENANT shall complete the restoration or replacement of the Premises, the improvements made by TENANT and all of TENANT's property necessary to permit TENANT's re-occupancy of the Premises. C. Rent shall abate in proportion to the portion of the Premises not useable by TEXXXX Building or Project as a result of any damage from fire or other casualty. e. This Lease shall be considered an express agreement governing any case of damage to or destruction of the Premises, Building or Project by fire or other casualty, as and any present or future law which purports to govern the rights of Landlord and Tenant in such circumstances in the date on which the Premises becomes unusable. LANDLORD absence of express agreement, shall not be liable to TENANT for any delay in restoring the Premises or any inconvenience or annoyance to TENANT or injury to TENANT's business resulting in any way from the damage or the repairs, TENANT's sole remedy being the right to an abatement of renthave no application. D. The rights provided to TENANT under this section are in lieu of and override any rights that TENANT may have by statute.

Destruction or Damage. A. If: (i) a. If the Building shall be so damaged that substantial alteration Premises or reconstruction the portion of the Building necessary for Tenant’s occupancy is damaged by fire, earthquake, act of God, the elements or other casualty, Landlord shall, subject to the provisions of this Article, promptly repair the damage, if such repairs can, in the LANDLORD's Landlord’s opinion, be required completed within ninety (whether or 90) days. If Landlord determines that repairs can be completed within ninety (90) days, this Lease shall remain in full force and effect, except that if such damage is not the result of the negligence or willful misconduct of Tenant or Tenant’s agents, employees, contractors, licensees or invitees, the Base Rent shall be abated to the extent Tenant’s use of the Premises shall have been damaged by is impaired, commencing with the casualty); date of damage and continuing until completion of the repairs required of Landlord under Section 19d. b. If in Landlord’s opinion, such repairs to the Premises or (ii) any mortgagee portion of the Building should require that necessary for Tenant’s occupancy cannot be completed within ninety (90) days, Landlord may elect upon notice to Tenant given within thirty (30) days after the insurance proceeds payable as a result date of a casualty be applied such fire or other casualty, to repair such damage, in which event this Lease shall continue in full force and effect, but the payment of the mortgage debt; or (iii) there is any material loss to the Building that is not covered by insurance required to be maintained by LANDLORD under this Lease; or (iv) the Premises Base Rent shall be partially damaged by casualty during the last two years abated as provided in Section 19a. If Landlord does not so elect to make such repairs, this Lease shall terminate as of the Lease Term, and the estimated cost date of repair exceeds 10% such fire or other casualty. Landlord's Initials Tenant's Initials c. If any other portion of the Base Rental then remaining Building or Project is totally destroyed or damaged to the extent that in Landlord’s opinion repair thereof cannot be paid by TENANT for the balance of the Lease Term; LANDLORD maycompleted within ninety (90) days, Landlord may elect upon notice to Tenant given within 120 thirty (30) days after the date of such fire or other casualty, give notice to TENANT of LANDLORD's election to terminate this Leaserepair such damage, and the balance of the Lease Term shall automatically expire on the fifth day after the notice is delivered. B. If LANDLORD does not have the right to terminate in which event this Lease under Subsection Ashall continue in full force and effect, or if LANDLORD has but the right to terminate and Base Rent shall be partially abated as provided in Section 19a. If Landlord does not elect to do somake such repairs, LANDLORD this Lease shall proceed with reasonable diligence terminate as of the date of such fire or other casualty. d. If the Premises are to restore be repaired under this Article, Landlord shall repair at its cost any injury or damage to the Building and Building Standard Work in the Premises to substantially Premises. Tenant shall be responsible at its sole cost and expense for the same condition they were in immediately before the happening repair, restoration and replacement of the casualtyany other Leasehold Improvements and Tenant’s Property. However, LANDLORD Landlord shall not be required to restore liable for any unleased Premises in the Building loss of business, inconvenience or annoyance arising from any repair or restoration of any portion of TENANT's property or the improvements made by TENANT and LANDLORD's restoration obligations shall exist only to the extent that LANDLORD actually receives insurance proceeds in the amount of the estimated cost of the restoration. When repairs to the Premises that are LANDLORD's obligation under this section, if any, have been completed by LANDLORD, TENANT shall complete the restoration or replacement of the Premises, the improvements made by TENANT and all of TENANT's property necessary to permit TENANT's re-occupancy of the Premises. C. Rent shall abate in proportion to the portion of the Premises not useable by TEXXXX Building or Project as a result of any damage from fire or other casualty. e. This Lease shall be considered an express agreement governing any case of damage to or destruction of the Premises, Building or Project by fire or other casualty, as and any present or future law which purports to govern the rights of Landlord and Tenant in such circumstances in the date on which the Premises becomes unusable. LANDLORD absence of express agreement, shall not be liable to TENANT for any delay in restoring the Premises or any inconvenience or annoyance to TENANT or injury to TENANT's business resulting in any way from the damage or the repairs, TENANT's sole remedy being the right to an abatement of renthave no application. D. The rights provided to TENANT under this section are in lieu of and override any rights that TENANT may have by statute.

Destruction or Damage. A. If: (i) a. If the Building shall be so damaged that substantial alteration Premises or reconstruction the portion of the Building necessary for Xxxxxx's occupancy is damaged by fire, earthquake, act of God, the elements of other casualty, Landlord shall, subject to the provisions of this Article, promptly repair the damage, if such repairs can, in the LANDLORDLandlord's opinion, be required completed within (whether or 90) ninety days. If Landlord determines that repairs can be completed within ninety (90) days, this Lease shall remain in full force and effect, except that if such damage is not the result of the negligence or willful misconduct of Tenant or Tenant's agents, employees, contractors, licensees or invitees, the Base Rent shall be abated to the extent Tenant's use of the Premises shall have been damaged by is impaired, commencing with the casualty); date of damage and continuing until completion of the repairs required of Landlord under Section 19d. b. If in Landlord's opinion, such repairs to the Premises or (ii) any mortgagee portion of the Building should require that necessary for Tenant's occupancy cannot be completed within ninety (90) days, Landlord may elect, upon notice to Tenant given within thirty (30) days after the insurance proceeds payable as a result date of a casualty be applied such fire or other casualty, to repair such damage, in which event this Lease shall continue in full force and effect, but the payment of the mortgage debt; or (iii) there is any material loss to the Building that is not covered by insurance required to be maintained by LANDLORD under this Lease; or (iv) the Premises Base Rent shall be partially damaged by casualty during the last two years abated as provided in Section 19a. If Landlord does not so elect to make such repairs, this Lease shall terminate as of the Lease Term, and the estimated cost date of repair exceeds 10% such fire or other casualty. c. If any other portion of the Base Rental then remaining Building or Project is totally destroyed or damaged to the extent that in Landlord's opinion repair thereof cannot be paid by TENANT for the balance of the Lease Term; LANDLORD maycompleted within ninety (90) days, Landlord may elect upon notice to Tenant given within 120 thirty (30) days after the date of such fire or other casualty, give notice to TENANT of LANDLORD's election to terminate this Leaserepair such damage, and the balance of the Lease Term shall automatically expire on the fifth day after the notice is delivered. B. If LANDLORD does not have the right to terminate in which event this Lease under Subsection Ashall continue in full force and effect, or if LANDLORD has but the right to terminate and Base Rent shall be partially abated as provided in Section 19a. If Landlord does not elect to do somake such repairs, LANDLORD this Lease shall proceed with reasonable diligence terminate as of the date of such fire or other casualty. d. If the Premises are to restore be repaired under this Article, Landlord shall repair at its cost any injury or damage t o the Building and Building Standard Work in the Premises to substantially Premises. Tenant shall be responsible at its sole cost and expense for the same condition they were in immediately before the happening repair, restoration and replacement of the casualtyany other Leasehold Improvements and Tenant's Property. However, LANDLORD Landlord shall not be required to restore liable for any unleased Premises in the Building loss of business, inconvenience or annoyance arising from any repair or restoration of any portion of TENANT's property or the improvements made by TENANT and LANDLORD's restoration obligations shall exist only to the extent that LANDLORD actually receives insurance proceeds in the amount of the estimated cost of the restoration. When repairs to the Premises that are LANDLORD's obligation under this section, if any, have been completed by LANDLORD, TENANT shall complete the restoration or replacement of the Premises, the improvements made by TENANT and all of TENANT's property necessary to permit TENANT's re-occupancy of the Premises. C. Rent shall abate in proportion to the portion of the Premises not useable by TEXXXX Building or Project as a result of any damage from fire or other casualty. e. This Lease shall be considered an express agreement governing any case of damage to or destruction of the Premises, Building or Project by fire or other casualty, as and any present or future law which purports to govern the rights of Landlord and Tenant in such circumstances in the date on which the Premises becomes unusable. LANDLORD absence of express agreement, shall not be liable to TENANT for any delay in restoring the Premises or any inconvenience or annoyance to TENANT or injury to TENANT's business resulting in any way from the damage or the repairs, TENANT's sole remedy being the right to an abatement of renthave no application. D. The rights provided to TENANT under this section are in lieu of and override any rights that TENANT may have by statute.

Destruction or Damage. A. If: (i) a. If the Building shall be so damaged that substantial alteration Premises or reconstruction the portion of the Building necessary for Tenant’s occupancy is damaged by fire, earthquake, act of God, the elements of other casualty, Landlord shall, subject to the provisions of this Article, promptly repair the damage, if such repairs can, in the LANDLORD's Landlord’s opinion, be required completed within (whether or 90) ninety days. If Landlord determines that repairs can be completed within ninety (90) days, this Lease shall remain in full force and effect, except that if such damage is not the result of the negligence or willful misconduct of Tenant’s or Tenant’s agents, employees, contractors, licensees or invitees, the Base Rent shall be abated to the extent Tenant’s use of the Premises shall have been damaged by is impaired, commencing with the casualty); date of damage and continuing until completion of the repairs required of Landlord under Section 19d. b. If in Landlord’s opinion, such repairs to the Premises or (ii) any mortgagee portion of the Building should require that necessary for Tenant’s occupancy cannot be completed within ninety (90) days, Landlord may elect, upon notice to Tenant given within thirty (30) days after the insurance proceeds payable as a result date of a casualty be applied such fire or other casualty, to repair such damage, in which event this Lease shall continue in full force and effect, but the payment of the mortgage debt; or (iii) there is any material loss to the Building that is not covered by insurance required to be maintained by LANDLORD under this Lease; or (iv) the Premises Base Rent shall be partially damaged by casualty during the last two years of the Lease Term, and the estimated cost of repair exceeds 10% of the Base Rental then remaining to be paid by TENANT for the balance of the Lease Term; LANDLORD may, within 120 days after the casualty, give notice to TENANT of LANDLORD's election to terminate this Lease, and the balance of the Lease Term shall automatically expire on the fifth day after the notice is delivered. B. abated as provided in Section 19a. If LANDLORD does not have the right to terminate this Lease under Subsection A, or if LANDLORD has the right to terminate and Landlord does not elect to do somake such repairs, LANDLORD this Lease shall proceed with reasonable diligence terminate as of the date of such fire or other casualty. c. If the Premises are to restore be repaired under this Article, Landlord shall repair at its cost any injury or damage to the Building and Building Standard Work in the Premises to substantially Premises. Tenant shall be responsible at its sole cost and expense for the same condition they were in immediately before the happening repair, restoration and replacement of the casualtyany other Leasehold Improvements and Tenant’s Property. However, LANDLORD Landlord shall not be required to restore liable for any unleased Premises in the Building loss of business, inconvenience or annoyance arising from any repair or restoration of any portion of TENANT's property or the improvements made by TENANT and LANDLORD's restoration obligations shall exist only to the extent that LANDLORD actually receives insurance proceeds in the amount of the estimated cost of the restoration. When repairs to the Premises that are LANDLORD's obligation under this section, if any, have been completed by LANDLORD, TENANT shall complete the restoration or replacement of the Premises, the improvements made by TENANT and all of TENANT's property necessary to permit TENANT's re-occupancy of the Premises. C. Rent shall abate in proportion to the portion of the Premises not useable by TEXXXX Building or Project as a result of any damage from fire or other casualty. d. This Lease shall be considered an express agreement governing any case of damage to or destruction of the Premises, Building or Project by fire or other casualty, as and any present or future law which purports to govern the rights of Landlord and Tenant in such circumstances in the date on which the Premises becomes unusable. LANDLORD absence of express agreement, shall not be liable to TENANT for any delay in restoring the Premises or any inconvenience or annoyance to TENANT or injury to TENANT's business resulting in any way from the damage or the repairs, TENANT's sole remedy being the right to an abatement of renthave no application. D. The rights provided to TENANT under this section are in lieu of and override any rights that TENANT may have by statute.

Destruction or Damage. A. If: 22.01 If the Building or the Demised Premises shall be partially or totally damaged or destroyed by fire or other casualty (each, a “Casualty”), then whether or not the damage or destruction shall have resulted from the fault or neglect of Tenant, or its employees, agents or invitees (and if this Lease shall not have been terminated as in this Article 22 hereinafter provided) Landlord shall repair the damage and restore and rebuild the Building and/or the Demised Premises, at its expense (without limiting the rights of any insurance company subrogated to Landlord’s rights hereunder pursuant to the terms of any insurance policy as to which Landlord shall have been unable to obtain a waiver of subrogation in accordance with Article 11 hereof, to seek recovery from Tenant, and any rights of Landlord under any other provisions of this Lease or at law or in equity), with reasonable dispatch after notice to it of the damage or destruction; provided, however, that Landlord shall not be required to repair or replace any of Tenant’s Property, or Tenant’s Changes or any improvements, changes or alterations within the Demised Premises. 22.02 If the Building or the Demised Premises shall be partially damaged or partially destroyed by a Casualty, the rents payable hereunder shall be abated to the extent that the Demised Premises shall have been rendered untenantable for the period from the date of such damage or destruction to the date the earlier of (i) the date the Demised Premises is made tenantable (provided, that if the Demised Premises would have been tenantable at an earlier date but for Tenant having failed to cooperate with Landlord in effecting repairs or restoration or collecting insurance proceeds, then the Demised Premises shall be deemed to have been made tenantable on such earlier date and the abatement shall cease) or (ii) the date Tenant or any subtenant reoccupies a portion of the Demised Premises (in which case the Rent allocable to such reoccupied portion shall be payable by Tenant from the date of such occupancy). If the Demised Premises shall be totally damaged or destroyed or rendered completely untenantable on account of a Casualty, the rent shall xxxxx as of the date of the damage or destruction and until Landlord shall repair, restore and rebuild the Building and the Demised Premises. Should Tenant reoccupy a portion of the Demised Premises during the period the restoration work is taking place and prior to the date that the same are made completely tenantable, rents allocable to such portion shall be payable by Tenant from the date of such occupancy. Landlord’s determination of the date the Demised Premises is tenantable shall be controlling unless Tenant disputes same by notice to Landlord within ten (10) days after such determination by Landlord, and pending resolution of such dispute, Tenant shall pay Rent in accordance with Landlord’s determination. Notwithstanding the foregoing, if solely by reason of any act or omission by Tenant, any subtenant or any of their respective partners, directors, officers, servants, employees, agents or contractors, Landlord, any superior lessor or any superior mortgagee shall be unable to collect all of the insurance proceeds (including, without limitation, rent insurance proceeds) applicable to the Casualty, then, without prejudice to any other remedies which may be available against Tenant, there shall be no abatement of Rent, but the total amount of such Rent not abated (which would otherwise have been abated) shall not exceed the amount of uncollected insurance proceeds. Nothing contained in this Section 22.02 shall relieve Tenant from any liability that may exist as a result of any Casualty. 22.03 If the Demised Premises shall be totally damaged or destroyed by a Casualty, or if the Building shall be so damaged that or destroyed by a Casualty that, in Landlord’s or Tenant’s reasonable opinion, substantial alteration alteration, demolition or reconstruction of the Building shall, in the LANDLORD's opinion, shall be required (whether or not the Demised Premises shall have been damaged or rendered untenantable) then in any such case Landlord or Tenant may terminate this Lease. 22.04 No damages, compensation or claim shall be payable by Landlord for inconvenience, loss of business or annoyance arising from any repair or restoration of any portion of the casualty); Demised Premises or (ii) any mortgagee of the Building should require that the pursuant to this Article 22. Landlord shall endeavor to effect such repair or restoration with all reasonable expedition, subject to delays due to adjustments of insurance proceeds payable as a result of a casualty be applied to the payment of the mortgage debt; or (iii) there is any material loss to the Building that is not covered by insurance required to be maintained by LANDLORD under this Lease; or (iv) the Premises shall be partially damaged by casualty during the last two years of the Lease Termclaims, labor troubles and causes beyond Landlord’s control, and the estimated cost in such manner as not unreasonably to interfere with Tenant’s use and occupancy. 22.05 Landlord will not carry separate insurance of repair exceeds 10% of the Base Rental then remaining to be paid by TENANT for the balance of the Lease Term; LANDLORD may, within 120 days after the casualty, give notice to TENANT of LANDLORD's election to terminate this Leaseany kind on Tenant’s Property and on Tenant’s Changes or any other improvements, and the balance of the Lease Term shall automatically expire on the fifth day after the notice is delivered. B. If LANDLORD does not have the right to terminate this Lease under Subsection A, or if LANDLORD has the right to terminate and does not elect to do so, LANDLORD shall proceed with reasonable diligence to restore the Building and the Premises to substantially the same condition they were in immediately before the happening of the casualty. However, LANDLORD Landlord shall not be required obligated to restore repair any unleased Premises damage thereto or replace the same. Tenant shall look solely to its insurance for recovery of any damage to or loss of Tenant’s Property, Tenant’s Changes or any other improvements. Tenant shall promptly notify Landlord of any Casualty in the Building or any portion of TENANT's property or the improvements made by TENANT and LANDLORD's restoration obligations shall exist only to the extent that LANDLORD actually receives insurance proceeds in the amount of the estimated cost of the restoration. When repairs to the Premises that are LANDLORD's obligation under this section, if any, have been completed by LANDLORD, TENANT shall complete the restoration or replacement of the Premises, the improvements made by TENANT and all of TENANT's property necessary to permit TENANT's re-occupancy of the Demised Premises. C. Rent 22.06 The provisions of this Article 22 shall abate in proportion to the portion be considered an express agreement governing any cause of damage or destruction of the Demised Premises not useable by TEXXXX as a result of any fire or other casualty, as and Section 227 of the date on which Real Property Law of the Premises becomes unusable. LANDLORD State of New York, providing for such a contingency in the absence of an express agreement, and any other law of like import, now or hereafter in force, shall not be liable to TENANT for any delay have no application in restoring the Premises or any inconvenience or annoyance to TENANT or injury to TENANT's business resulting in any way from the damage or the repairs, TENANT's sole remedy being the right to an abatement of rentsuch case. D. The rights provided to TENANT under this section are in lieu of and override any rights that TENANT may have by statute.

Destruction or Damage. A. If: (i) a. If the Building shall be so damaged that substantial alteration Premises or reconstruction the portion of the Building necessary for Tenant's occupancy is damaged by fire, earthquake, act of God, the elements or other casualty, Landlord shall, subject to the provisions of this Article, promptly repair the damage, if such repairs can, in the LANDLORDLandlord's opinion, be required completed within ninety (whether or 90) days. If Landlord determines that repairs can be completed within ninety (90) days, this Lease shall remain in full force and effect, except that if such damage is not the result of the negligence or willful misconduct of Tenant or Tenant's agents, employees, contractors, licensees or invitees, the Base Rent shall be abated to the extent Tenant's use of the Premises shall have been damaged by is impaired, commencing with the casualty); date of damage and continuing until completion of the repairs required of Landlord under Section 19d. b. If in Landlord's opinion, such repairs to the Premises or (ii) any mortgagee portion of the Building should require that necessary for Tenant's occupancy cannot be completed within ninety (90) days, Landlord may elect upon notice to Tenant given within thirty (30) days after the insurance proceeds payable as a result date of a casualty be applied such fire or other casualty, to repair such damage, in which event this Lease shall continue in full force and effect, but the payment of the mortgage debt; or (iii) there is any material loss to the Building that is not covered by insurance required to be maintained by LANDLORD under this Lease; or (iv) the Premises Base Rent shall be partially damaged by casualty during the last two years abated as provided in Section 19a. If Landlord does not so elect to make such repairs, this Lease shall terminate as of the Lease Term, and the estimated cost date of repair exceeds 10% of the Base Rental then remaining to be paid by TENANT for the balance of the Lease Term; LANDLORD may, such fire or other casualty or if Tenant notifies Landlord in writing within 120 thirty (30) days after the date of fire or other casualty and prior to Landlord commencing any repairs that it elects to terminate the lease because repairs cannot be completed within ninety (90) days. c. If any other portion of the Building or Project is totally destroyed or damaged to the extent that in Landlord's opinion repair thereof cannot be completed within ninety (90) days, Landlord may elect upon notice to Tenant given within thirty (30) days after the date of such fire or other casualty, give notice to TENANT of LANDLORD's election to terminate this Leaserepair such damage, and the balance of the Lease Term shall automatically expire on the fifth day after the notice is delivered. B. If LANDLORD does not have the right to terminate in which event this Lease under Subsection Ashall continue in full force and effect, or if LANDLORD has but the right to terminate and Base Rent shall be partially abated as provided in Section 19a. If Landlord does not elect to do somake such repairs, LANDLORD this Lease shall proceed with reasonable diligence terminate as of the date of such fire or other casualty. d. If the Premises are to restore be repaired under this Article, Landlord shall repair at its cost any injury or damage to the Building and Building Standard Work in the Premises to substantially Premises. Tenant shall be responsible at its sole cost and expense for the same condition they were in immediately before the happening repair, restoration and replacement of the casualtyany other Leasehold Improvements and Tenant's Property. However, LANDLORD Landlord shall not be required to restore liable for any unleased Premises in the Building loss of business, inconvenience or annoyance arising from any repair or restoration of any portion of TENANT's property or the improvements made by TENANT and LANDLORD's restoration obligations shall exist only to the extent that LANDLORD actually receives insurance proceeds in the amount of the estimated cost of the restoration. When repairs to the Premises that are LANDLORD's obligation under this section, if any, have been completed by LANDLORD, TENANT shall complete the restoration or replacement of the Premises, the improvements made by TENANT and all of TENANT's property necessary to permit TENANT's re-occupancy of the Premises. C. Rent shall abate in proportion to the portion of the Premises not useable by TEXXXX Building or Project as a result of any damage from fire or other casualty. e. This Lease shall be considered an express agreement governing any case of damage to or destruction of the Premises, Building or Project by fire or other casualty, as and any present or future law which purports to govern the rights of Landlord and Tenant in such circumstances in the date on which the Premises becomes unusable. LANDLORD absence of express agreement, shall not be liable to TENANT for any delay in restoring the Premises or any inconvenience or annoyance to TENANT or injury to TENANT's business resulting in any way from the damage or the repairs, TENANT's sole remedy being the right to an abatement of renthave no application. D. The rights provided to TENANT under this section are in lieu of and override any rights that TENANT may have by statute.

Destruction or Damage. A. If: (i) a. If the Building shall be so damaged that substantial alteration Premises or reconstruction the portion of the Building necessary for Tenant’s occupancy is damaged by fire, earthquake, act of God, the elements or other casualty, Landlord shall, subject to the provisions of this Article, promptly repair the damage, if such repairs can, in the LANDLORD's Landlord’s opinion, be required completed within ninety (whether or 90) days. If Landlord determines that repairs can be completed within ninety (90) days, this Lease shall remain in full force and effect, except that if such damage is not the result of the negligence or willful misconduct of Tenant or Tenant’s agents, employees, contractors, licensees or invitees, the Base Rent shall be abated to the extent Tenant’s use of the Premises shall have been damaged by is impaired, commencing with the casualty); date of damage and continuing until completion of the repairs required of Landlord under Section 19d. b. If in Landlord’s opinion, such repairs to the Premises or (ii) any mortgagee portion of the Building should require that necessary for Tenant’s occupancy cannot be completed within ninety (90) days, Landlord may elect upon notice to Tenant given within thirty (30) days after the insurance proceeds payable as a result date of a casualty be applied such fire or other casualty, to repair such damage, in which event this Lease shall continue in full force and effect, but the payment of the mortgage debt; or (iii) there is any material loss to the Building that is not covered by insurance required to be maintained by LANDLORD under this Lease; or (iv) the Premises Base Rent shall be partially damaged by casualty during the last two years abated as provided in Section 19a. If Landlord does not so elect to make such repairs, this Lease shall terminate as of the Lease Term, and the estimated cost date of repair exceeds 10% such fire or other casualty. c. If any other portion of the Base Rental then remaining Building or Project is totally destroyed or damaged to the extent that in Landlord’s opinion repair thereof cannot be paid by TENANT for the balance of the Lease Term; LANDLORD maycompleted within ninety (90) days, Landlord may elect upon notice to Tenant given within 120 thirty (30) days after the date of such fire or other casualty, give notice to TENANT of LANDLORD's election to terminate this Leaserepair such damage, and the balance of the Lease Term shall automatically expire on the fifth day after the notice is delivered. B. If LANDLORD does not have the right to terminate in which event this Lease under Subsection Ashall continue in full force and effect, or if LANDLORD has but the right to terminate and Base Rent shall be partially abated as provided in Section 19a. If Landlord does not elect to do somake such repairs, LANDLORD this Lease shall proceed with reasonable diligence terminate as of the date of such fire or other casualty. d. If the Premises are to restore be repaired under this Article, Landlord shall repair at its cost any injury or damage to the Building and Building Standard Work in the Premises to substantially Premises. Tenant shall be responsible at its sole cost and expense for the same condition they were in immediately before the happening repair, restoration and replacement of the casualtyany other Leasehold Improvements and Tenant’s Property. However, LANDLORD Landlord shall not be required to restore liable for any unleased Premises in the Building loss of business, inconvenience or annoyance arising from any repair or restoration of any portion of TENANT's property or the improvements made by TENANT and LANDLORD's restoration obligations shall exist only to the extent that LANDLORD actually receives insurance proceeds in the amount of the estimated cost of the restoration. When repairs to the Premises that are LANDLORD's obligation under this section, if any, have been completed by LANDLORD, TENANT shall complete the restoration or replacement of the Premises, the improvements made by TENANT and all of TENANT's property necessary to permit TENANT's re-occupancy of the Premises. C. Rent shall abate in proportion to the portion of the Premises not useable by TEXXXX Building or Project as a result of any damage from fire or other casualty. e. This Lease shall be considered an express agreement governing any case of damage to or destruction of the Premises, Building or Project by fire or other casualty, as and any present or future law which purports to govern the rights of Landlord and Tenant in such circumstances in the date on which the Premises becomes unusable. LANDLORD absence of express agreement, shall not be liable to TENANT for any delay in restoring the Premises or any inconvenience or annoyance to TENANT or injury to TENANT's business resulting in any way from the damage or the repairs, TENANT's sole remedy being the right to an abatement of renthave no application. D. The rights provided to TENANT under this section are in lieu of and override any rights that TENANT may have by statute.

Destruction or Damage. A. If: (ia) In the Building shall be so damaged that substantial alteration event the Premises or reconstruction the portion of the Building shallnecessary for Tenant's occupancy are damaged by fire, earthquake, act of God, the elements or other casualty, Landlord shall forthwith repair the same, subject to the provisions of this Paragraph 10 hereinafter set forth, if such repairs can, in the LANDLORDLandlord's opinion, be required made within ninety (whether 90) days following the date of such fire or other casualty. Notwithstanding any other provision contained in this Paragraph, the commencement of repair or restoration work by Landlord hereunder shall in no event be deemed a representation or warranty by Landlord that such repairs or restoration can or will in fact be completed within such 90-day period, and Landlord shall in no event be liable to Tenant for any failure or inability to complete said repairs or restoration within such 90-day period. This Lease shall remain in full force and effect except that, if such damage is not the result of the negligence or intentional act of Tenant or Tenant's agents, employees, contractors, licensees, invitees, subtenants or assigns, an abatement of Base Rental and Additional Rental shall be allowed Tenant for such part of the Premises as shall be rendered unusable by Tenant in the conduct of its business during the time such part is so unusable. If more than fifty (50) percent of the Premises is deemed unusable in the last 12 months of the lease or there is a total destruction of the Building, the Lease shall automatically terminate as of the date of such destruction. (b) If such repairs cannot, in Landlord's opinion, be made within ninety (90) days following the date of such fire or other casualty, Landlord may elect, upon notice to Tenant within sixty (60) days after the date of such fire or other casualty, to repair or restore such damage, in which event this Lease shall continue in full force and effect, but the Base Rental and Additional Rental shall be partially abated as provided in subparagraph 10(a). If Landlord does not so elect to make such repairs, this Lease shall terminate as of the date of such fire or other casualty. (c) Notwithstanding anything to the contrary in this Lease, if the holder of a "Landlord's Mortgage" (as defined in Paragraph 24) requires that any insurance proceeds from a casualty loss be paid to it, then Landlord shall have been damaged by the casualty); or (ii) any mortgagee option to cancel this Lease as of the Building should require date of the casualty by written notice to Tenant given within one hundred --eighty (180) days after said holder notifies Landlord that it is collecting the insurance proceeds payable as a result of a casualty be applied to proceeds. (d) If the payment of the mortgage debt; or (iii) there is any material loss to the Building that is not covered by insurance required Premises are to be maintained by LANDLORD repaired under this Lease; or (iv) Paragraph 10 by Landlord, Landlord's obligation to repair the Premises shall be partially damaged by casualty during the last two years discharged upon restoration of the Lease Term, and the estimated cost of repair exceeds 10% of the Base Rental then remaining to be paid by TENANT for the balance of the Lease Term; LANDLORD may, within 120 days after the casualty, give notice to TENANT of LANDLORD's election to terminate this Lease, and the balance of the Lease Term shall automatically expire on the fifth day after the notice is delivered. B. If LANDLORD does not have the right to terminate this Lease under Subsection A, or if LANDLORD has the right to terminate and does not elect to do so, LANDLORD shall proceed with reasonable diligence to restore the Building and the Premises to substantially the same condition they were Premises Shell, as defined in immediately before the happening Exhibit C, and payment toward restoration of the casualty. However, LANDLORD shall not be required Tenant Improvements a sum equal to restore any unleased Premises in the Building or any portion of TENANTLandlord's property or the improvements made by TENANT and LANDLORD's restoration obligations shall exist only Contribution prorated to the extent number of square feet of Rentable Area in that LANDLORD actually receives insurance proceeds in the amount of the estimated cost of the restoration. When repairs to the Premises that are LANDLORD's obligation under this section, if any, have been completed by LANDLORD, TENANT shall complete the restoration or replacement of the Premises, the improvements made by TENANT and all of TENANT's property necessary to permit TENANT's re-occupancy of the Premises. C. Rent shall abate in proportion to the portion of the Premises not useable by TEXXXX as a result damaged. Tenant shall pay all other costs of any casualty, as of the date on which repairing the Premises becomes unusableand shall be responsible for carrying such casualty insurance with respect to such other Tenant Improvements as set forth in Paragraph 11 hereof. LANDLORD In no event shall not Landlord be liable required to TENANT for rebuild, repair or replace any delay in restoring the Premises personal property, furniture, supplies, equipment or any inconvenience or annoyance trade fixtures which belong to TENANT or injury to TENANT's business resulting in any way from the damage or the repairs, TENANT's sole remedy being the right to an abatement of rentTenant. D. The rights provided to TENANT under this section are in lieu of and override any rights that TENANT may have by statute.

Destruction or Damage. A. If: (i) a. If the Building shall be so damaged that substantial alteration Premises or reconstruction the portion of the Building necessary for Tenaxx'x occupancy is damaged by fire, earthquake, act of God, the elements of other casually, Landlord shall, subject to the provisions of this Article, promptly repair the damage, if such repairs can, in the LANDLORDLandlord's opinion, be required completed within (whether or 90) ninety days. If Landlord determines that repairs can be completed within ninety (90) days, this Lease shall remain in full force and effect, except that if such damage is not the result of the negligence or willful misconduct of Tenant or Tenant's agents, employees, contractors, licensees or invitees, the Base Rent shall be abated to the extent Tenant's use of the Premises shall have been damaged by is impaired, commencing with the casualty); date of damage and continuing until completion of the repairs required of Landlord under Section 19d. b. If in Landlord's opinion, such repairs to the Premises or (ii) any mortgagee portion of the Building should require that necessary for Tenant's occupancy cannot be completed within ninety (90) days, Landlord may elect, upon notice to Tenant given within thirty (30) days after the insurance proceeds payable as a result date of a casualty be applied such fire or other casualty, to repair such damage, in which event this Lease shall continue in full force and effect, but the payment of the mortgage debt; or (iii) there is any material loss to the Building that is not covered by insurance required to be maintained by LANDLORD under this Lease; or (iv) the Premises Base Rent shall be partially damaged by casualty during the last two years abated as provided in Section 19a. If Landlord does not so elect to make such repairs, this Lease shall terminate as of the Lease Term, and the estimated cost date of repair exceeds 10% such fire or other casualty. c. If any other portion of the Base Rental then remaining Building or Project is totally destroyed or damaged to the extent that in Landlord's opinion repair thereof cannot be paid by TENANT for the balance of the Lease Term; LANDLORD maycompleted within ninety (90) days, Landlord may elect upon notice to Tenant given within 120 thirty (30) days after the date of such fire or other casualty, give notice to TENANT of LANDLORD's election to terminate this Leaserepair such damage, and the balance of the Lease Term shall automatically expire on the fifth day after the notice is delivered. B. If LANDLORD does not have the right to terminate in which event this Lease under Subsection Ashall continue in full force and effect, or if LANDLORD has but the right to terminate and Base Rent shall be partially abated as provided in Section 19a. If Landlord does not elect to do somake such repairs, LANDLORD this Lease shall proceed with reasonable diligence terminate as of the date of such fire or other casualty. d. If the Premises are to restore be repaired under this Article, Landlord shall repair at its cost any injury or damage to the Building and Building Standard Work in the Premises to substantially Premises. Tenant shall be responsible at its sole cost and expense for the same condition they were in immediately before the happening repair, restoration and replacement of the casualtyany other Leasehold Improvements and Tenant's Property. However, LANDLORD Landlord shall not be required to restore liable for any unleased Premises in the Building loss of business, inconvenience or annoyance arising from any repair or restoration of any portion of TENANT's property or the improvements made by TENANT and LANDLORD's restoration obligations shall exist only to the extent that LANDLORD actually receives insurance proceeds in the amount of the estimated cost of the restoration. When repairs to the Premises that are LANDLORD's obligation under this section, if any, have been completed by LANDLORD, TENANT shall complete the restoration or replacement of the Premises, the improvements made by TENANT and all of TENANT's property necessary to permit TENANT's re-occupancy of the Premises. C. Rent shall abate in proportion to the portion of the Premises not useable by TEXXXX Building or Project as a result of any damage from fire or other casualty. e. This Lease shall be considered an express agreement governing any case of damage to or destruction of the Premises, Building or Project by fire or other casualty, as and any present or future law which purports to govern the rights of Landlord and Tenant in such circumstances in the date on which the Premises becomes unusable. LANDLORD absence of express agreement, shall not be liable to TENANT for any delay in restoring the Premises or any inconvenience or annoyance to TENANT or injury to TENANT's business resulting in any way from the damage or the repairs, TENANT's sole remedy being the right to an abatement of renthave no application. D. The rights provided to TENANT under this section are in lieu of and override any rights that TENANT may have by statute.

Destruction or Damage. A. If: (i) a. If the Building shall be so damaged that substantial alteration Premises or reconstruction the portion of the Building necessary for Xxxxxx's occupancy is damaged by fire, earthquake, act of God, the elements of other casualty. Landlord shall, subject to the provisions of this Article, promptly repair the damage, if such repairs can, in the LANDLORDLandlord's opinion, be required completed within (whether or 90) ninety days. If Landlord determines that repairs can be completed within ninety (90) days, this Lease shall remain in full force and affect, except that if such damage is not the result of the negligence or willful misconduct of Tenant or Tenant's agents, employees, contractors, licenses or invitees, the Base Rent and additional rent including all project operating costs shall be abated to the extent Tenant's use of the Premises shall have been damaged by is impaired, commencing with the casualty); date of damage and continuing until completion of the repairs required of Landlord under Section 19d. b. If in Landlord's opinion, such repairs to the Premises or (ii) any mortgagee portion of the Building should require that the insurance proceeds payable as a result of a casualty necessary for Tenant's occupancy cannot be applied completed within ninety (90) days, Landlord or Tenant may elect, upon notice to the payment of the mortgage debt; or other given within thirty (iii30) there is any material loss to the Building that is not covered by insurance required to be maintained by LANDLORD under this Lease; or (iv) the Premises shall be partially damaged by casualty during the last two years of the Lease Term, and the estimated cost of repair exceeds 10% of the Base Rental then remaining to be paid by TENANT for the balance of the Lease Term; LANDLORD may, within 120 days after the casualty, give notice to TENANT date of LANDLORD's election to terminate this Lease, and the balance of the Lease Term shall automatically expire on the fifth day after the notice is delivered. B. If LANDLORD does not have the right such fire or other casualty to terminate this Lease under Subsection Aas of the date of such fire or casualty or agree to have the Landlord repair, or if LANDLORD has such damage, in which event this Lease shall continue in full force and effect, but the right to terminate and Base Rent shall be partially abated as provided in Section 19a. If Landlord does not elect to do somake such repairs, LANDLORD this Lease shall proceed with reasonable diligence to restore the Building and the Premises to substantially the same condition they were in immediately before the happening terminate as of the date of such fire or other casualty. However, LANDLORD shall not be required to restore . c. If any unleased Premises in other portion of the Building or any portion of TENANT's property Project is totally destroyed or the improvements made by TENANT and LANDLORD's restoration obligations shall exist only damaged to the extent that LANDLORD actually receives insurance proceeds in Landlord's opinion repair thereof cannot be completed within ninety (90) days, Landlord or Tenant may elect upon notice to the other given within thirty (30) days after the date of such fire or other casualty to terminate this Lease as of the date of such fire or casualty or agree to have the Landlord repair such damage, in which event this Lease shall continue in full force and effect, but the Base Rent shall be partially abated as provided in Section 19a. If Landlord does not make such repairs, this Lease shall terminate as of the date of such fire or other casualty. d. If the Premises are to be repaired under this Article, Landlord shall repair at its cost any injury or damage to the Building and Building Standard Work in the amount Premises. Except in the event of willful acts or negligence of Landlord, its employees or agent Tenant shall be responsible at its sole cost and expense for the estimated cost repair restoration and replacement of the restorationany other Tenant provided Leasehold improvements and Tenant's Property. When repairs to the Premises that are LANDLORD's obligation under this sectionLandlord shall not be liable for any loss of business, if any, have been completed by LANDLORD, TENANT shall complete the inconvenience or annoyance from any repair or restoration or replacement of any portion of the Premises, the improvements made by TENANT and all of TENANT's property necessary to permit TENANT's re-occupancy of the Premises. C. Rent shall abate in proportion to the portion of the Premises not useable by TEXXXX Building or Project as a result of any damage from fire of other casualty. e. This Lease shall be considered an express agreement governing any case of damage to or destruction of the Premises, Building or Property by fire or other casualty, as and any present or future law which purports to govern the rights of Landlord and Tenant in such circumstances in the date on which the Premises becomes unusable. LANDLORD absence of express agreement, shall not be liable to TENANT for any delay in restoring the Premises or any inconvenience or annoyance to TENANT or injury to TENANT's business resulting in any way from the damage or the repairs, TENANT's sole remedy being the right to an abatement of renthave no application. D. The rights provided to TENANT under this section are in lieu of and override any rights that TENANT may have by statute.

Destruction or Damage. A. If: (i) a. If the Building shall be so damaged that substantial alteration Premises or reconstruction the portion of the Building necessary for Xxxxxx's occupancy is damaged by fire, earthquake, act of God, the elements of other casualty, Landlord shall, subject to the provisions of this Article, promptly repair the damage, if such repairs can, in the LANDLORDLandlord's opinion, be required completed within (whether or 90) ninety days. If Landlord determines that repairs can be completed within ninety (90) days, this Lease shall remain in full force and effect, except that if such damage is not the result of the negligence or willful misconduct of Tenant or Tenant's agents, employees, contractors, licensees or invitees, the Base Rent shall be abated to the extent Tenants use of the Premises shall have been damaged by is impaired, commencing with the casualty); date of damage and continuing until completion of the repairs required of Landlord under Section 19d. b. If in Landlord's opinion, such repairs to the Premises or (ii) any mortgagee portion of the Building should require that necessary for Tenants occupancy cannot be completed within ninety (90) days, Landlord may elect, upon notice to Tenant given within thirty (30) days after the insurance proceeds payable as a result date of a casualty be applied such fire or other casualty, to repair such damage, in which event this Lease shall continue in full force and effect, but the payment of the mortgage debt; or (iii) there is any material loss to the Building that is not covered by insurance required to be maintained by LANDLORD under this Lease; or (iv) the Premises Base Rent shall be partially damaged by casualty during the last two years abated as provided in Section 19a. If Landlord does not so elect to make such repairs, this Lease shall terminate as of the Lease Term, and the estimated cost date of repair exceeds 10% such fire or other casualty. c. If any other portion of the Base Rental then remaining Building or Project is totally destroyed or damaged to the extent that in Landlord's opinion repair thereof cannot be paid by TENANT for the balance of the Lease Term; LANDLORD maycompleted within ninety (90) days, Landlord may elect upon notice to Tenant given within 120 thirty (30) days after the date of such fire or other casualty, give notice to TENANT of LANDLORD's election to terminate this Leaserepair such damage, and the balance of the Lease Term shall automatically expire on the fifth day after the notice is delivered. B. If LANDLORD does not have the right to terminate in which event this Lease under Subsection Ashall continue in full force and effect, or if LANDLORD has but the right to terminate and Base Rent shall be partially abated as provided in Section 19a. If Landlord does not elect to do somake such repairs, LANDLORD this Lease shall proceed with reasonable diligence terminate as of the date of such fire or other casualty. d. If the Premises are to restore be repaired under this Article, Landlord shall repair at its cost any injury or damage to the Building and Building Standard Work in the Premises to substantially Premises. Tenant shall be responsible at its sole cost and expense for the same condition they were in immediately before the happening repair, restoration and replacement of the casualtyany other Leasehold Improvements and Tenant's Property. However, LANDLORD Landlord shall not be required to restore liable for any unleased Premises in the Building loss of business, inconvenience or annoyance arising from any repair or restoration of any portion of TENANT's property or the improvements made by TENANT and LANDLORD's restoration obligations shall exist only to the extent that LANDLORD actually receives insurance proceeds in the amount of the estimated cost of the restoration. When repairs to the Premises that are LANDLORD's obligation under this section, if any, have been completed by LANDLORD, TENANT shall complete the restoration or replacement of the Premises, the improvements made by TENANT and all of TENANT's property necessary to permit TENANT's re-occupancy of the Premises. C. Rent shall abate in proportion to the portion of the Premises not useable by TEXXXX Building or Project as a result of any damage from fire or other casualty. e. his Lease shall be considered an express agreement governing any case of damage to or destruction of the Premises, building or Project by fire or other casualty, as and any present or future law which purports to govern the rights of Landlord and Tenant in such circumstances in the date on which the Premises becomes unusable. LANDLORD absence of express agreement, shall not be liable to TENANT for any delay in restoring the Premises or any inconvenience or annoyance to TENANT or injury to TENANT's business resulting in any way from the damage or the repairs, TENANT's sole remedy being the right to an abatement of renthave no application. D. The rights provided to TENANT under this section are in lieu of and override any rights that TENANT may have by statute.

Destruction or Damage. A. If: In the event of a fire or other casualty in the Premises, as soon as Tenant becomes aware, Tenant shall immediately give notice thereof to Landlord. The following provisions shall apply to fire or other casualty occurring in the Premises and/or the Building: (ia) If the Building damage is limited solely to the Premises and the Premises can be made tenantable with all damage repaired within six (6) months from the date of damage or destruction, then Landlord shall be so damaged obligated to rebuild the same excluding Tenant’s Specialty Alterations, if any, and shall proceed diligently to do so; provided, however, that substantial alteration Landlord shall have no obligation to repair or restore Tenant Improvements installed in the Premises by Tenant or by Landlord except to the extent that Landlord has received insurance proceeds from either Landlord’s or Tenant’s casualty insurer, sufficient for such purposes and for all other restoration and repair purposes or unless Tenant pays all costs and expenses related to the reconstruction of uninsured or underinsured Tenant Improvements. (b) If portions of the Building shall, in outside the LANDLORD's opinion, be required boundaries of the Premises are damaged or destroyed (whether or not the Premises are also damaged or destroyed) and the Premises and the Building can both be made tenantable with all damage repaired within nine (9) months from the date of damage or destruction, and provided that Landlord determines that it is economically feasible, Landlord shall be obligated to do so; provided, however, that Landlord shall have been damaged no obligation to repair or restore improvements installed in the Premises by Tenant except to the casualty); or (ii) any mortgagee of the Building should require extent that the Landlord receives insurance proceeds payable as a result of a casualty be applied to the payment of the mortgage debt; or sufficient for such purpose and for all other restoration and repair purposes. (iiic) there is any material loss to the Building that is not covered by insurance required to be maintained by LANDLORD under this Lease; or If neither clause (iva) the Premises nor (b) above applies, Landlord shall be partially damaged by casualty during the last two years of the Lease Term, and the estimated cost of repair exceeds 10% of the Base Rental then remaining to be paid by TENANT for the balance of the Lease Term; LANDLORD may, notify Tenant within 120 sixty (60) days after the casualtydate such damage or destruction is adjusted by Landlord and Landlord’s casualty insurer and either Tenant or Landlord may terminate this Lease within thirty (30) days after the date of such notice; provided, give notice however, that Landlord shall have the right to TENANT of LANDLORD's election elect to reconstruct the Building and the Premises, in which event Landlord shall notify Tenant within such sixty (60) day period and Tenant shall thereupon have no right to terminate this Lease, except as expressly set forth below. (d) During any period when the Premises, as a result of destruction or damage, are unusable and are actually unused by Tenant, rent shall xxxxx proportionately, as reasonably determined by Landlord in good faith, on a day for day basis, until such time as the balance Premises are made tenantable, and no portion of the Lease Term rent so abated shall automatically expire on be subject to subsequent recapture; provided, however, that there shall be no such abatement except to the fifth day after extent that the notice amount thereof is deliveredcompensated for and recoverable from the proceeds of rental abatement or business interruption insurance maintained by Landlord with respect to this Lease, the Premises or the Building. In addition, there shall be no abatement of rent attributable to the time period following the repair of damage to the Premises by the Landlord where the Premises would have been otherwise reasonably deemed available for Tenant’s occupancy, except for reconstruction of the Tenant Improvements where such reconstruction did not or has not occurred because of the failure of Tenant to pay to Landlord, or cause to be paid to Landlord, prior to the commencement of the anticipated repairs and reconstruction, an amount sufficient to pay for the cost of the anticipated repair and/or reconstruction or because of any other delays caused by Tenant. B. If LANDLORD does not (e) The proceeds from any insurance paid by reason of damage to or destruction of the Building or any part thereof, insured by Landlord, shall belong to and be paid to Landlord subject to the rights of any Superior Lessor or any mortgagee of any Mortgage which constitutes an encumbrance. (f) Tenant waives California Civil Code Sections 1932(2) and 1933(4) providing for termination of hiring upon destruction of the thing hired. (g) Notwithstanding the foregoing, Landlord shall have no obligation to rebuild the Premises in the event of damage or destruction of the Premises occurring during the last two (2) years of the Term (excluding unexercised options). (h) Notwithstanding the foregoing, Tenant shall have the right to terminate this Lease under Subsection A, or if LANDLORD has by written notice to Landlord in the right to terminate and does not elect to do so, LANDLORD shall proceed with reasonable diligence to restore the Building and event that the Premises to substantially the same condition they were in immediately before the happening of the casualty. However, LANDLORD shall not be required to restore any unleased Premises in the Building or any portion of TENANT's property or the improvements made by TENANT and LANDLORD's restoration obligations shall exist only are damaged to the extent that LANDLORD actually receives insurance proceeds Tenant’s use of the entire Premises is materially impaired, and the restoration of the Premises is not substantially completed within one hundred eighty (180) days of the date of the casualty. (i) In the event that the Premises or the Building is destroyed or damaged to any substantial extent during the last eighteen (18) months of the Term, and, in the amount reasonable opinion of Landlord, the estimated cost of the restoration. When repairs damage or destruction to the Premises that are LANDLORD's obligation under or Building cannot be repaired by the date which is six (6) months prior to the Expiration Date, then notwithstanding anything contained in this sectionArticle, if any, either Landlord or Tenant shall have been completed the option to terminate this Lease by LANDLORD, TENANT shall complete giving written notice to the restoration or replacement other party of the Premisesexercise of such option within thirty (30) days after such damage or destruction, the improvements made by TENANT in which event this Lease shall cease and all of TENANT's property necessary to permit TENANT's re-occupancy of the Premises. C. Rent shall abate in proportion to the portion of the Premises not useable by TEXXXX as a result of any casualty, terminate as of the date on of such notice, Tenant shall pay the Base Rent and Additional Rent, properly apportioned up to such date of damage, and both parties hereto shall thereafter be freed and discharged of all further obligations hereunder, except as provided for in provisions of this Lease which by their terms survive the Premises becomes unusable. LANDLORD shall not be liable to TENANT for any delay in restoring expiration or earlier termination of the Premises or any inconvenience or annoyance to TENANT or injury to TENANT's business resulting in any way from the damage or the repairs, TENANT's sole remedy being the right to an abatement of rentTerm. D. The rights provided to TENANT under this section are in lieu of and override any rights that TENANT may have by statute.

Destruction or Damage. A. If: 10.1 If either the Premises or the Shopping Center containing the Premises is totally destroyed or so substantially damaged as to be determined untenantable by Lessor in its sole discretion, by fire, lightning, earthquake, windstorm or other casualty, and cannot be repaired within a reasonable time, this lease may be terminated by Lessor upon thirty (i30) days written notice to the Building other, and rent shall be so damaged that substantial alteration or reconstruction accounted for between Lessor and Lessee as of the Building shall, in the LANDLORD's opinion, be required (whether or not termination date. 10.2 If the Premises shall have been or any part thereof, are damaged but not rendered untenantable, as determined by Lessor in its sole discretion, by the above mentioned casualty); or (ii) any mortgagee of the Building should require that the insurance proceeds payable as a result of a casualty be applied to the payment of the mortgage debt; or (iii) there is any material loss to the Building that is not covered by insurance required to be maintained by LANDLORD under this Lease; or (iv) , Lessor shall repair the Premises shall be partially damaged by casualty during the last two years within a reasonable time after receipt of the Lease Termwritten notice thereof; provided, and the estimated cost of repair exceeds 10% of the Base Rental then remaining to be paid by TENANT for the balance of the Lease Term; LANDLORD may, within 120 days after the casualty, give notice to TENANT of LANDLORD's election to terminate this Lease, and the balance of the Lease Term shall automatically expire on the fifth day after the notice is delivered. B. If LANDLORD does not have the right to terminate this Lease under Subsection A, or if LANDLORD has the right to terminate and does not elect to do so, LANDLORD shall proceed with reasonable diligence to restore the Building and the Premises to substantially the same condition they were in immediately before the happening of the casualty. However, LANDLORD that Lessor shall not be required to restore rebuild, repair or replace any unleased part of the alterations, additions, improvements, equipment or machinery which may have been placed on the Premises in the Building or any portion of TENANT's property or the improvements made by TENANT and LANDLORD's restoration obligations Lessee. Until such repairs shall exist only be made, all rent shall be abated proportionately to the extent that LANDLORD actually receives insurance proceeds in the amount part of the estimated cost Premises which is usable by Lessee as determined by Lessor. At the completion of such repair, all rent shall recommence. 10.3 Any insurance which may be carried by Lessor or Lessee against loss or damage to the Shopping Center and/or the Premises shall be for the sole benefit of the restoration. When repairs to party carrying such insurance. 10.4 Lessee shall not make any use of the Premises that are LANDLORD's obligation under this sectionwhich would make void or voidable any policy of fire or extended coverage insurance insuring the Premises, and if any, have been completed by LANDLORD, TENANT shall complete the restoration or replacement reason of any use by Lessee of the Premises, the improvements made hazard premiums on policies maintained by TENANT Lessor shall be increased over normal rates for this type of building, the amount of the increase in the premium shall be paid by Lessee to Lessor from time to time on demand. Lessee agrees to indemnify and save harmless the Lessor against all claims for damages to persons or property by reason of TENANT's property necessary to permit TENANT's re-Lessee’s use or occupancy of the Premisespremises and all expenses incurred by Lessor because thereof, including attorney fees and court costs. C. Rent shall abate in proportion to the portion of the Premises not useable by TEXXXX as a result of any casualty, as of the date on which the Premises becomes unusable. LANDLORD shall not be liable to TENANT for any delay in restoring the Premises or any inconvenience or annoyance to TENANT or injury to TENANT's business resulting in any way from the damage or the repairs, TENANT's sole remedy being the right to an abatement of rent. D. The rights provided to TENANT under this section are in lieu of and override any rights that TENANT may have by statute.

Destruction or Damage. A. If: (i) a. If the Building shall be so damaged that substantial alteration Premises or reconstruction the portion of the Building necessary for Tenant's occupancy is damaged by fire, earthquake, act of God, the elements or other casualty, Landlord shall, subject to the provisions of this Article, promptly repair the damage, if such repairs can, in the LANDLORDLandlord's opinion, be required completed within (whether or 90) ninety days. If Landlord determines that repairs can be completed within ninety (90) days, this Lease shall remain in full force and effect, except that if such damage is not the result of the negligence or willful misconduct of Tenant or Tenant's agents, employees, contractors, licensees or invitees, the Base Rent shall be abated to the extent Tenant's use of the Premises shall have been damaged by is impaired, commencing with the casualty); date of damage and continuing until completion of the repairs required of Landlord under Section 19d. b. If in Landlord's opinion, such repairs to the Premises or (ii) any mortgagee portion of the Building should require that necessary for Tenant's occupancy cannot be completed within ninety (90) days, Landlord may elect, upon notice to Tenant given within thirty (30) days after the insurance proceeds payable as a result date of a casualty be applied such fire or other casualty, to repair such damage, in which event this Lease shall continue in full force and effect, but the payment of the mortgage debt; or (iii) there is any material loss to the Building that is not covered by insurance required to be maintained by LANDLORD under this Lease; or (iv) the Premises Base Rent shall be partially damaged by casualty during the last two years abated as provided in Section 19a. If Landlord does not so elect to make such repairs, this Lease shall terminate as of the Lease Term, and the estimated cost date of repair exceeds 10% such fire or other casualty. c. If any other portion of the Base Rental then remaining Building or Project is totally destroyed or damaged to the extent that in Landlord's opinion repair thereof cannot be paid by TENANT for the balance of the Lease Term; LANDLORD maycompleted within ninety (90) days, Landlord may elect upon notice to Tenant given within 120 thirty (30) days after the date of such fire or other casualty, give notice to TENANT of LANDLORD's election to terminate this Leaserepair such damage, and the balance of the Lease Term shall automatically expire on the fifth day after the notice is delivered. B. If LANDLORD does not have the right to terminate in which event this Lease under Subsection Ashall continue in full force and effect, or if LANDLORD has but the right to terminate and Base Rent shall be partially abated as provided in Section 19a. If Landlord does not elect to do somake such repairs, LANDLORD this Lease shall proceed with reasonable diligence to restore the Building and the Premises to substantially the same condition they were in immediately before the happening of the casualty. However, LANDLORD shall not be required to restore any unleased Premises in the Building or any portion of TENANT's property or the improvements made by TENANT and LANDLORD's restoration obligations shall exist only to the extent that LANDLORD actually receives insurance proceeds in the amount of the estimated cost of the restoration. When repairs to the Premises that are LANDLORD's obligation under this section, if any, have been completed by LANDLORD, TENANT shall complete the restoration or replacement of the Premises, the improvements made by TENANT and all of TENANT's property necessary to permit TENANT's re-occupancy of the Premises. C. Rent shall abate in proportion to the portion of the Premises not useable by TEXXXX as a result of any casualty, terminate as of the date on which of such fire or other casualty. d. If the Premises becomes unusable. LANDLORD shall not are to be liable to TENANT for any delay in restoring the Premises or any inconvenience or annoyance to TENANT or injury to TENANT's business resulting in any way from the damage or the repairs, TENANT's sole remedy being the right to an abatement of rent. D. The rights provided to TENANT repaired under this section are Article, Landlord shall repair at its cost any injury or damage to the Building and Building Standard Work in lieu of and override any rights that TENANT may have by statute.the Premises. Tenant shall be responsible at its sole cost and

Destruction or Damage. A. If: (i) a. If the Building shall be so damaged that substantial alteration Premises or reconstruction the portion of the Building necessary for Tenant's occupancy is damaged by fire, earthquake, act of God, the elements or other casualty, Landlord shall, subject to the provisions of this Article, promptly repair the damage, if such repairs can, in the LANDLORDLandlord's opinion, be required completed within (whether or 90) ninety days. If Landlord determines that repairs can be completed within ninety (90) days, this Lease shall remain in full force and effect, except that if such damage is not the result of the negligence or willful misconduct of Tenant or Tenant's agents, employees, contractors, licensees or invitees, the Base Rent shall be abated to the extent Tenant's use of the Premises shall have been damaged by is impaired, commencing with the casualty); date of damage and continuing until completion of the repairs required of Landlord under Section 19d. b. If in Landlord's opinion, such repairs to the Premises or (ii) any mortgagee portion of the Building should require that necessary for Tenant's occupancy cannot be completed within ninety (90) days, Landlord may elect, upon notice to Tenant given within thirty (30) days after the insurance proceeds payable as a result date of a casualty be applied such fire or other casualty, to repair such damage, in which event this Lease shall continue in full force and effect, but the payment of the mortgage debt; or (iii) there is any material loss to the Building that is not covered by insurance required to be maintained by LANDLORD under this Lease; or (iv) the Premises Base Rent shall be partially damaged by casualty during the last two years abated as provided in Section 19a. If Landlord does not so elect to make such repairs, this Lease shall terminate as of the Lease Term, and the estimated cost date of repair exceeds 10% such fire or other casualty. c. If any other portion of the Base Rental then remaining Building or Project is totally destroyed or damaged to the extent that in Landlord's opinion repair thereof cannot be paid by TENANT for the balance of the Lease Term; LANDLORD maycompleted within ninety (90) days, Landlord may elect upon notice to Tenant given within 120 thirty (30) days after the date of such fire or other casualty, give notice to TENANT of LANDLORD's election to terminate this Leaserepair such damage, and the balance of the Lease Term shall automatically expire on the fifth day after the notice is delivered. B. If LANDLORD does not have the right to terminate in which event this Lease under Subsection Ashall continue in full force and effect, or if LANDLORD has but the right to terminate and Base Rent shall be partially abated as provided in Section 19a. If Landlord does not elect to do somake such repairs, LANDLORD this Lease shall proceed with reasonable diligence terminate as of the date of such fire or other casualty. d. If the Premises are to restore be repaired under this Article, Landlord shall repair at its cost any injury or damage to the Building and Building Standard Work in the Premises to substantially Premises. Tenant shall be responsible at its sole cost and expense for the same condition they were in immediately before the happening repair, restoration and replacement of the casualtyany other Leasehold Improvements and Tenant's Property. However, LANDLORD Landlord shall not be required to restore liable for any unleased Premises in the Building loss of business, inconvenience or annoyance arising from any repair or restoration of any portion of TENANT's property or the improvements made by TENANT and LANDLORD's restoration obligations shall exist only to the extent that LANDLORD actually receives insurance proceeds in the amount of the estimated cost of the restoration. When repairs to the Premises that are LANDLORD's obligation under this section, if any, have been completed by LANDLORD, TENANT shall complete the restoration or replacement of the Premises, the improvements made by TENANT and all of TENANT's property necessary to permit TENANT's re-occupancy of the Premises. C. Rent shall abate in proportion to the portion of the Premises not useable by TEXXXX Building or Project as a result of any damage from fire or other casualty. e. This Lease shall be considered an express agreement governing any case of damage to or destruction of the Premises, Building or Project by fire or other casualty, as and any present or future law which purports to govern the rights of Landlord and Tenant in such circumstances in the date on which the Premises becomes unusable. LANDLORD absence of express agreement, shall not be liable to TENANT for any delay in restoring the Premises or any inconvenience or annoyance to TENANT or injury to TENANT's business resulting in any way from the damage or the repairs, TENANT's sole remedy being the right to an abatement of renthave no application. D. The rights provided to TENANT under this section are in lieu of and override any rights that TENANT may have by statute.

Destruction or Damage. A. If: (i) a. If the Building shall be so damaged that substantial alteration Premises or reconstruction the portion of the Building necessary for Tenant's occupancy is damaged by fire earthquake, act of God, the elements of other casualty Landlord shall, in subject to the LANDLORDprovisions of this Article, promptly repair the damage, if such repairs can' In Landlord's opinion, be required completed within (whether or 90) ninety days. If Landlord determines that repairs can be completed within ninety (90) days, this Lease shall remain in full force and effect, except that if such damage is not the result of the negligence or willful misconduct of Tenant or Tenant's agents, employees, contractors, licensees or invitees, the Base Rent shall be abated to the extent Tenant's use of the Premises shall have been damaged by Is impaired, commencing with the casualty); date of damage and continuing until completion of the repairs required of Landlord under Section 19d. b. If in Landlord's opinion, such repairs to the Premises or (ii) any mortgagee portion of the Building should require that necessary for Tenant's occupancy cannot be completed within ninety (90) days, Landlord may elect, upon notice to Tenant given within thirty (30) days after the insurance proceeds payable as a result date of a casualty be applied such fire or other casualty, to repair such damage, in which event this Lease shall continue in full force and effect, but the payment of the mortgage debt; or (iii) there is any material loss to the Building that is not covered by insurance required to be maintained by LANDLORD under this Lease; or (iv) the Premises Base Rent shall be partially damaged by casualty during the last two years abated as provided in Section 19a. If Landlord does not so elect to make such repairs, this Lease shall terminate as of the Lease Term, and the estimated cost date of repair exceeds 10% such fire or other casualty c. If any other portion of the Base Rental then remaining Building or Project is totally destroyed or damaged to the extent that in Landlord's opinion repair thereof cannot be paid by TENANT for the balance of the Lease Term; LANDLORD maycompleted within ninety (90) days, Landlord may elect upon notice to Tenant given within 120 thirty (30) days after the casualtydate of such fire or other casualty to repair such damage, give notice to TENANT of LANDLORD's election to terminate this Lease, and the balance of the Lease Term shall automatically expire on the fifth day after the notice is delivered. B. If LANDLORD does not have the right to terminate in which event this Lease under Subsection Ashall continue in full force and effect, or if LANDLORD has but the right to terminate and Base Rent shall be partially abated as provided In Section 19a. If Landlord does not elect to do somake such repairs, LANDLORD this Lease shall proceed with reasonable diligence terminate as of the date of such fire or other casualty. d. If the Premises are to restore be repaired under this Article, Landlord shall repair at its cost any injury or damage to the Building and Building Standard Work In the Premises to substantially Premises. Tenant shall be responsible at its sole cost and expense for the same condition they were in immediately before the happening repair, restoration and replacement of the casualty. However, LANDLORD any other Leasehold Improvements and Tenant's Property Landlord shall not be required to restore liable for any unleased Premises in the Building loss of business, inconvenience or annoyance arising from any repair or restoration of any portion of TENANT's property or the improvements made by TENANT and LANDLORD's restoration obligations shall exist only to the extent that LANDLORD actually receives insurance proceeds in the amount of the estimated cost of the restoration. When repairs to the Premises that are LANDLORD's obligation under this section, if any, have been completed by LANDLORD, TENANT shall complete the restoration or replacement of the Premises, the improvements made by TENANT and all of TENANT's property necessary to permit TENANT's re-occupancy of the Premises. C. Rent shall abate in proportion to the portion of the Premises not useable by TEXXXX Building or Project as a result of any damage from fire or other casualty. e. This Lease shall be considered an express agreement governing any case of damage to or destruction of the Premises, Building or Project by fire or other casualty, as and any present or future law which purports to govern the rights of Landlord and Tenant in such circumstances in the date on which the Premises becomes unusable. LANDLORD absence of express agreement, shall not be liable to TENANT for any delay in restoring the Premises or any inconvenience or annoyance to TENANT or injury to TENANT's business resulting in any way from the damage or the repairs, TENANT's sole remedy being the right to an abatement of renthave no application. D. The rights provided to TENANT under this section are in lieu of and override any rights that TENANT may have by statute.

Destruction or Damage. A. If: (ia) In case of damage to or destruction of the Premises or the Building by fire or other casualty, Lessee shall be so damaged that substantial alteration or reconstruction of the Building give immediate notice thereof to Lessor, and Lessor shall, in if Lessor elects to repair, cause the LANDLORD's opinion, be required (whether or not the Premises shall have been damaged by the casualty); or (ii) any mortgagee of the Building should require that the insurance proceeds payable as a result of a casualty be applied to the payment of the mortgage debt; or (iii) there is any material loss to the Building that is not covered by insurance required damage to be maintained repaired with reasonable dispatch at the expense of Lessor, due allowance being made for any delay which may arise by LANDLORD reason of adjustment of loss under this Lease; insurance policies on the part of either Lessor or (iv) the Premises Lessee or by reason of any other cause beyond Lessor's control. If Lessor shall be partially damaged by casualty during the last two years of the Lease Termelect not to repair, and the estimated cost of repair exceeds 10% of the Base Rental then remaining to be paid by TENANT for the balance of the Lease Term; LANDLORD may, within 120 days after the casualty, give notice to TENANT of LANDLORD's election to terminate this Lease, and at the balance option of Lessor, may be terminated upon written notice to Lessee of Lessor's decision to terminate. Unless repairs are commenced by Lessor within sixty days from the date of any such destruction or damage, Lessee may cancel this Lease Term shall automatically expire on by giving notice thereof to Lessor promptly upon the fifth expiration of said sixty day after the notice is deliveredperiod. B. If LANDLORD does (b) Provided Lessor's right of full recovery under its insurance policies is not prejudiced, Lessor hereby waives any and all right of recovery which it might otherwise have the right against Lessee, Lessee's servants, agents, employees and invitees, for loss or damage occurring to terminate this Lease under Subsection A, or if LANDLORD has the right to terminate and does not elect to do so, LANDLORD shall proceed with reasonable diligence to restore the Building and the Premises fixtures, appurtenances and equipment therein, to substantially the extent the same condition they were in immediately before is covered by Lessor's insurance, notwithstanding that such loss or damage may result from the happening negligence or fault of the casualtyLessee, Lessee's servants, agents, employees or invitees. HoweverProvided that Lessee's right of full recovery under Lessee's insurance policies is not prejudiced, LANDLORD shall not be required to restore Lessee hereby waives any unleased Premises and all right of recovery which Lessee might otherwise have against Lessor, its servants, agents, employees or invitees and against every other tenant in the Building who shall have executed a similar waiver, for loss or any portion of TENANTdamage to Lessee's property or the improvements made by TENANT furniture, furnishings, fixtures and LANDLORD's restoration obligations shall exist only other property, to the extent that LANDLORD actually receives insurance proceeds in same is covered by Lessee's insurance, notwithstanding that such loss or damage may result from the amount negligence or fault of the estimated cost of the restoration. When repairs Lessor, its servants, agents, employees or invitees, or such other tenant. (c) The rent shall, to the extent the Premises that are LANDLORD's obligation under this section, if any, have been completed rendered untenantable, be proportionately abated from the date of any fire or casualty not caused by LANDLORDthe fault or negligence of Lessee, TENANT shall complete the restoration Lessee's servants, agents, employees or replacement of the Premisesinvitees, the improvements made by TENANT and all of TENANT's property necessary to permit TENANT's re-occupancy of the Premises. C. Rent shall abate in proportion to the portion of until the Premises not useable by TEXXXX as a result of any casualtyare repaired, and shall be adjusted as of the date on which of the Premises becomes unusable. LANDLORD shall not be liable fire or casualty in the event this Lease is terminated pursuant to TENANT for any delay in restoring the Premises or any inconvenience or annoyance to TENANT or injury to TENANT's business resulting in any way from the damage or the repairs, TENANT's sole remedy being the right to an abatement of rentParagraph 11(a) hereof. D. The rights provided to TENANT under this section are in lieu of and override any rights that TENANT may have by statute.

Destruction or Damage. A. If: (i) a. If the Building shall be so damaged that substantial alteration Premises or reconstruction the portion of the Building necessary for Tenant's occupancy is damaged by fire, earthquake, act of God, the elements of other casualty, Landlord shall, subject to the provisions of this Article, promptly repair the damage, if such repairs can, in the LANDLORDLandlord's opinion, be required completed within (whether or 90) ninety days. If Landlord determines that repairs can be completed within ninety (90) days, this Lease shall remain in full force and effect, except that if such damage is not the result of the negligence or willful misconduct of Tenant or Tenant's agents, employees, contractors, licensees or invitees, the Base Rent shall be abated to the extent Tenant's use of the Premises shall have been damaged by is impaired, commencing with the casualty); date of damage and continuing until completion of the repairs required of Landlord under Section 19d. b. If in Landlord's opinion, such repairs to the Premises or (ii) any mortgagee portion of the Building should require that necessary for Tenant's occupancy cannot be completed within ninety (90) days, Landlord may elect, upon notice to Tenant given within thirty (30) days after the insurance proceeds payable as a result date of a casualty be applied such fire or other casualty, to repair such damage, in which event this Lease shall continue in full force and effect, but the payment of the mortgage debt; or (iii) there is any material loss to the Building that is not covered by insurance required to be maintained by LANDLORD under this Lease; or (iv) the Premises Base Rent shall be partially damaged by casualty during the last two years abated as provided in Section 19a. If Landlord does not so elect to make such repairs, this Lease shall terminate as of the Lease Term, and the estimated cost date of repair exceeds 10% such fire or other casualty. c. If any other portion of the Base Rental then remaining Building or Project is totally destroyed or damaged to the extent that in Landlord's opinion repair thereof cannot be paid by TENANT for the balance of the Lease Term; LANDLORD maycompleted within ninety (90) days, Landlord may elect upon notice to Tenant given within 120 thirty (30) days after the date of such fire or other casualty, give notice to TENANT of LANDLORD's election to terminate this Leaserepair such damage, and the balance of the Lease Term shall automatically expire on the fifth day after the notice is delivered. B. If LANDLORD does not have the right to terminate in which event this Lease under Subsection Ashall continue in full force and effect, or if LANDLORD has but the right to terminate and Base Rent shall be partially abated as provided in Section 19a. If Landlord does not elect to do somake such repairs, LANDLORD this Lease shall proceed with reasonable diligence terminate as of the date of such fire or other casualty. d. If the Premises are to restore be repaired under this Article, Landlord shall repair at its cost any injury or damage to the Building and Building Standard Work in the Premises to substantially Premises. Tenant shall be responsible at its sole cost and expense for the same condition they were in immediately before the happening repair, restoration and replacement of the casualtyany other Leasehold Improvements and Tenant's Property. However, LANDLORD Landlord shall not be required to restore liable for any unleased Premises in the Building loss of business, inconvenience or annoyance arising from any repair or restoration of any portion of TENANT's property or the improvements made by TENANT and LANDLORD's restoration obligations shall exist only to the extent that LANDLORD actually receives insurance proceeds in the amount of the estimated cost of the restoration. When repairs to the Premises that are LANDLORD's obligation under this section, if any, have been completed by LANDLORD, TENANT shall complete the restoration or replacement of the Premises, the improvements made by TENANT and all of TENANT's property necessary to permit TENANT's re-occupancy of the Premises. C. Rent shall abate in proportion to the portion of the Premises not useable by TEXXXX Building or Project as a result of any damage from fire or other casualty. e. This Lease shall be considered an express agreement governing any case of damage to or destruction of the Premises, Building or Project by fire or other casualty, as and any present or future law which purports to govern the rights of Landlord and Tenant in such circumstances in the date on which the Premises becomes unusable. LANDLORD absence of express agreement, shall not be liable to TENANT for any delay in restoring the Premises or any inconvenience or annoyance to TENANT or injury to TENANT's business resulting in any way from the damage or the repairs, TENANT's sole remedy being the right to an abatement of renthave no application. D. The rights provided to TENANT under this section are in lieu of and override any rights that TENANT may have by statute.

Destruction or Damage. A. If: (i) a. If the Building shall be so damaged that substantial alteration Premises or reconstruction the portion of the Building necessary for Tenant's occupancy is damaged by fire, earthquake, act of God, the elements of other casualty, Landlord shall, subject to the provisions of this Article, promptly repair the damage, if such repairs can, in the LANDLORDLandlord's opinion, be required completed within (whether or 90) ninety days. If Landlord determines that repairs can be completed within ninety (90) days, this Lease shall remain in full force and effect, except that if such damage is not the result of the negligence or willful misconduct of Tenant or Tenant's agents, employees, contractors, licensees or invitees, the Base Rent shall be abated to the extent Tenant's use of the Premises shall have been damaged by is impaired, commencing with the casualty); date of damage and continuing until completion of the repairs required of Landlord under Section 19d. b. If in Landlord's opinion, such repairs to the Premises or (ii) any mortgagee portion of the Building should require that necessary for Tenant's occupancy cannot be completed within ninety (90) days, Landlord may elect, upon notice to Tenant given within thirty (30) days after the insurance proceeds payable as a result date of a casualty be applied such fire or other casualty, to repair such damage, in which event this Lease shall continue in full force and effect, but the payment of the mortgage debt; or (iii) there is any material loss to the Building that is not covered by insurance required to be maintained by LANDLORD under this Lease; or (iv) the Premises Base Rent shall be partially damaged by casualty during the last two years abated as provided in Section 19a. If Landlord does not so elect to make such repairs, this Lease shall terminate as of the Lease Term, and the estimated cost date of repair exceeds 10% such fire or other casualty. c. If any other portion of the Base Rental then remaining Building or Project is totally destroyed or damaged to the extent that in Landlord's opinion repair thereof cannot be paid by TENANT for the balance of the Lease Term; LANDLORD maycompleted with in ninety (90) days, Landlord may elect upon notice to Tenant given within 120 thirty (30) days after the date of such fire or other casualty, give notice to TENANT of LANDLORD's election to terminate this Leaserepair such damage, and the balance of the Lease Term shall automatically expire on the fifth day after the notice is delivered. B. If LANDLORD does not have the right to terminate in which event this Lease under Subsection Ashall continue in full force and effect, or if LANDLORD has but the right to terminate and Base Rent shall be partially abated as provided in Section 19a. If Landlord does not elect to do somake such repairs, LANDLORD this Lease shall proceed with reasonable diligence terminate as of the date of such fire or other casualty. d. If the Premises are to restore be repaired under this Article, Landlord shall repair at its cost any injury or damage to the Building and Building Standard Work in the Premises to substantially Premises. Tenant shall be responsible at its sole cost and expense for the same condition they were in immediately before the happening repair, restoration and replacement of the casualtyany other Leasehold Improvements and Tenant's Property. However, LANDLORD Landlord shall not be required to restore liable for any unleased Premises in the Building loss of business, inconvenience or annoyance arising from any repair or restoration of any portion of TENANT's property or the improvements made by TENANT and LANDLORD's restoration obligations shall exist only to the extent that LANDLORD actually receives insurance proceeds in the amount of the estimated cost of the restoration. When repairs to the Premises that are LANDLORD's obligation under this section, if any, have been completed by LANDLORD, TENANT shall complete the restoration or replacement of the Premises, the improvements made by TENANT and all of TENANT's property necessary to permit TENANT's re-occupancy of the Premises. C. Rent shall abate in proportion to the portion of the Premises not useable by TEXXXX Building or Project as a result of any damage from fire of other casualty. e. This Lease shall be considered an express agreement governing any case of damage to or destruction of the Premises, Building or Project by fire or other casualty, as and any present or future law which purports to govern the rights of Landlord and Tenant in such circumstances in the date on which the Premises becomes unusable. LANDLORD absence of express agreement, shall not be liable to TENANT for any delay in restoring the Premises or any inconvenience or annoyance to TENANT or injury to TENANT's business resulting in any way from the damage or the repairs, TENANT's sole remedy being the right to an abatement of renthave no application. D. The rights provided to TENANT under this section are in lieu of and override any rights that TENANT may have by statute.

Destruction or Damage. A. If: (i) a. If the Building shall be so damaged that substantial alteration Premises or reconstruction the portion of the Building necessary for Tenant's occupancy is damaged by fire, earthquake, act of God, the elements of other casualty, Landlord shall, subject to the provisions of this Article, promptly repair the damage, if such repairs can, in the LANDLORDLandlord's opinion, be required completed within (whether or 90) ninety days. If Landlord determines that repairs can be completed within ninety (90) days, this Lease shall remain in full force and effect, except that if such damage is not the result of the negligence or willful misconduct of Tenant or Tenant's agents, employees, contractors, licensees or invitees, the Base Rent shall be abated to the extent Tenant's use of the Premises shall have been damaged by is impaired, commencing with the casualty); date of damage and continuing until completion of the repairs required of Landlord under Section 19d. b. If in Landlord's opinion, such repairs to the Premises or (ii) any mortgagee portion of the Building should require that necessary for Tenant's occupancy cannot be completed within ninety (90) days, Landlord may elect, upon notice to Tenant given within thirty (30) days after the insurance proceeds payable as a result date of a casualty be applied such fire or other casualty, to repair such damage, in which event this Lease shall continue in full force and effect, but the payment of the mortgage debt; or (iii) there is any material loss to the Building that is not covered by insurance required to be maintained by LANDLORD under this Lease; or (iv) the Premises Base Rent shall be partially damaged by casualty during the last two years abated as provided in Section 19a. If Landlord does not so elect to make such repairs, this Lease shall terminate as of the Lease Term, and the estimated cost date of repair exceeds 10% such fire or other casualty. c. If any other portion of the Base Rental then remaining Building or Project is totally destroyed or damaged to the extent that in Landlord's opinion repair thereof cannot be paid by TENANT for the balance of the Lease Term; LANDLORD maycompleted within ninety (90) days, Landlord may elect upon notice to Tenant given within 120 thirty (30) days after the date of such fire or other casualty, give notice to TENANT of LANDLORD's election to terminate this Leaserepair such damage, and the balance of the Lease Term shall automatically expire on the fifth day after the notice is delivered. B. If LANDLORD does not have the right to terminate in which event this Lease under Subsection Ashall continue in full force and effect, or if LANDLORD has but the right to terminate and Base Rent shall be partially abated as provided in Section 19a. If Landlord does not elect to do somake such repairs, LANDLORD this Lease shall proceed with reasonable diligence terminate as of the date of such fire or other casualty. d. If the Premises are to restore be repaired under this Article, Landlord shall repair at its cost any injury or damage to the Building and Building Standard Work in the Premises to substantially Premiss. Tenant shall be responsible at its sole cost and expense for the same condition they were in immediately before the happening repair, restoration and replacement of the casualtyany other Leasehold improvements and Tenant's Property. However, LANDLORD Provided Landlord is without fault Landlord shall not be required to restore liable for any unleased Premises in the Building loss of business, inconvenience or annoyance arising from any repair or restoration of any portion of TENANT's property or the improvements made by TENANT and LANDLORD's restoration obligations shall exist only to the extent that LANDLORD actually receives insurance proceeds in the amount of the estimated cost of the restoration. When repairs to the Premises that are LANDLORD's obligation under this section, if any, have been completed by LANDLORD, TENANT shall complete the restoration or replacement of the Premises, the improvements made by TENANT and all of TENANT's property necessary to permit TENANT's re-occupancy of the Premises. C. Rent shall abate in proportion to the portion of the Premises not useable by TEXXXX Building or Project as a result of any damage from fire or other casualty, as of the date on which the Premises becomes unusable. LANDLORD shall not be liable to TENANT for any delay in restoring the Premises or any inconvenience or annoyance to TENANT or injury to TENANT's business resulting in any way from the damage or the repairs, TENANT's sole remedy being the right to an abatement of rent. D. The rights provided to TENANT under this section are in lieu of and override any rights that TENANT may have by statute.

Destruction or Damage. A. Sellers shall bear all risk of loss or damage to the Real Estate until Closing. If, prior to Closing, the Improvements or any portion thereof shall be destroyed or damaged by one or more incidents of vandalism, fire and/or other casualty, whether or not covered by insurance, requiring aggregate expenditures of more than $50,000 (including insurance proceeds) to repair, replace or restore the same to their condition prior to such fire or other casualty (as determined by an insurance adjustor selected by Purchaser and reasonably acceptable to Sellers), Purchaser shall have the right, exercisable upon written notice delivered to Sellers not more than thirty (30) days following such destruction or damage, to terminate this Agreement. If one or more incidents of vandalism, fire or other casualty cause loss or damage to the Improvements (1) in an amount less than $25,000 or (2) in an amount greater than $50,000, determined as aforesaid, and if Purchaser does not elect to terminate this Agreement as aforesaid, then Purchaser may, at its option, either (a) defer Closing until the Improvements are repaired, replaced or restored to substantially the condition existing immediately prior to such loss or damage, in which case Sellers shall forthwith undertake and diligently complete such repair, replacement and/or restoration, or (b) close the transaction contemplated hereby on the date scheduled for Closing, in which case there shall be, at Purchaser's and Sellers' option: (i) deducted from the Building shall be so damaged that substantial alteration or reconstruction of Purchase Price an amount necessary to restore the Building shallReal Estate to its condition before such casualty, in the LANDLORD's opinion, be required (whether or not the Premises shall have been damaged by the casualty); or (ii) any mortgagee of the Building should require that the Sellers shall assign or pay to Purchaser at Closing all insurance proceeds payable as a result (and other related choses in action, if any) collected or claimed with respect to said loss or damage and pay to Purchaser at Closing the amount of a casualty be applied to the payment of the mortgage debt; or (iii) there is any material loss to the Building that is not covered by insurance required to be maintained by LANDLORD under this Lease; or (iv) the Premises shall be partially damaged by casualty during the last two years of the Lease Term, and the estimated cost of repair exceeds 10% of the Base Rental then remaining to be paid by TENANT for the balance of the Lease Term; LANDLORD may, within 120 days after the casualty, give notice to TENANT of LANDLORD's election to terminate this Lease, and the balance of the Lease Term shall automatically expire on the fifth day after the notice is deliveredapplicable deductible from such insurance. B. If LANDLORD does not have Sellers shall maintain in full force and effect until Closing fire xxx xxxxxded coverage insurance insuring the right to terminate this Lease under Subsection A, or if LANDLORD has Improvements for their full replacement cost. The limits of such coverage shall be no less than the right to terminate and does not elect to do so, LANDLORD shall proceed with reasonable diligence to restore the Building and the Premises to substantially the same condition they were in immediately before the happening of the casualty. However, LANDLORD shall not be required to restore any unleased Premises in the Building or any portion of TENANT's property or the improvements made by TENANT and LANDLORD's restoration obligations shall exist only to the extent that LANDLORD actually receives insurance proceeds in the amount of the estimated cost of the restoration. When repairs to the Premises that are LANDLORD's obligation under this section, if any, have been completed by LANDLORD, TENANT shall complete the restoration or replacement of the Premises, the improvements made by TENANT and all of TENANT's property necessary to permit TENANT's re-occupancy of the Premisesfull Purchase Price. C. Rent shall abate in proportion to the portion of the Premises not useable by TEXXXX as a result of any casualty, as of the date on which the Premises becomes unusable. LANDLORD shall not be liable to TENANT for any delay in restoring the Premises or any inconvenience or annoyance to TENANT or injury to TENANT's business resulting in any way from the damage or the repairs, TENANT's sole remedy being the right to an abatement of rent. D. The rights provided to TENANT under this section are in lieu of and override any rights that TENANT may have by statute.

Destruction or Damage. A. If: (i) the Building shall be so damaged that substantial alteration or reconstruction of the Building shall, in the LANDLORD's opinion, be required (whether or not the Premises shall have been damaged by the casualty); or (ii) at any mortgagee of the Building should require that the insurance proceeds payable as a result of a casualty be applied to the payment of the mortgage debt; or (iii) there is any material loss to the Building that is not covered by insurance required to be maintained by LANDLORD under this Lease; or (iv) the Premises shall be partially damaged by casualty time during the last two years of the Lease Term, the Facility Premises, or any portion thereof, should be materially damaged or destroyed by any fire or any other casualty, then Tenant shall promptly give written notice thereof to the Landlord. Subject to the rights of any Leasehold Mortgagee, all property insurance proceeds available pursuant to Section 15(e) hereof shall be used to repair and restore the estimated Facility Premises, provided that if the total amount of insurance proceeds for such claims (“Insurance Proceeds”) exceeds $50,000, the same shall be paid into an escrow account, with a single escrow agent which shall be appointed by Tenant’s Leasehold Mortgagee or, if Tenant has no Leasehold Mortgagee, such escrow agent shall be appointed jointly by Landlord and Xxxxxx, both parties agreeing to use reasonable efforts to agree on such appointment. Payments from such escrow account shall conform to the requirements of the Development Agreement for Disbursements of City Funds for Public Costs and in any event made in accordance with usual and reasonable disbursement requirements of the Leasehold Mortgagee. Tenant shall, at its sole cost and expenses, subject to receipt of the Insurance Proceeds, restore, repair and/or rebuild the damaged or destroyed structures and other improvements to the condition that such structures and improvements existed prior to such casualty. Such restorations, repairs, and rebuilding shall be commenced as soon as practicable following the occurrence of such damage or destruction and shall thereafter be prosecuted continuously to completion with diligence. Notwithstanding the foregoing, unless the destruction or damage was due to Tenant’s gross negligence or willful misconduct, if the then-existing Lease Term is equal to or less than ten (10) years or the cost of repair exceeds 10% restoring the Facility Premises shall exceed fifty percent (50%) of the Base Rental then remaining to be paid by TENANT for the balance replacement cost of the Lease Term; LANDLORD mayFacility Premises, within 120 days after the casualty, give notice to TENANT of LANDLORD's election to terminate this Lease, and the balance of the Lease Term Tenant shall automatically expire on the fifth day after the notice is delivered. B. If LANDLORD does not have the right to terminate this Lease under Subsection Aby giving the City Representative written notice of Xxxxxx’s election to do so within ninety (90) days after the date on which such damage or destruction occurred, or if LANDLORD has and upon such notice being given, the right to Lease Term shall automatically terminate and does not elect to do so, LANDLORD shall proceed with reasonable diligence to restore the Building and the Premises to substantially the same condition they were in immediately before the happening end effective as of the casualtydate of damage or destruction. HoweverIf Tenant does terminate the Lease pursuant to this Section 16, LANDLORD shall not be required to restore any unleased Premises in the Building or any portion of TENANT's property or the improvements made by TENANT and LANDLORD's restoration obligations shall exist only subject to the extent that LANDLORD actually receives rights of any Leasehold Mortgagee, all Insurance Proceeds payable to Tenant with respect to any casualty at the Facility Premises shall be paid to Tenant and Landlord in equal amounts (i.e., split 50-50). If Landlord or Tenant, as the case may be, failed to maintain the insurance proceeds in required under Section 15(e) hereof, the amount of the estimated cost of Insurance Proceeds shall be deemed to be the restoration. When repairs to the Premises that are LANDLORD's obligation under this section, if any, have been completed by LANDLORD, TENANT shall complete the restoration amount Landlord or replacement of the Premises, the improvements made by TENANT and all of TENANT's property necessary to permit TENANT's re-occupancy of the Premises. C. Rent shall abate in proportion to the portion of the Premises not useable by TEXXXX as a result of any casualtyTenant, as of the date on which case may be, would have collected less normal and customary reimbursement costs had Landlord or Tenant, as the Premises becomes unusable. LANDLORD shall not be liable to TENANT for any delay in restoring case may be, maintained the Premises or any inconvenience or annoyance to TENANT or injury to TENANT's business resulting in any way from the damage or the repairs, TENANT's sole remedy being the right to an abatement of rentinsurance required under Section 15(e) hereof with a reputable third-party insurer. D. The rights provided to TENANT under this section are in lieu of and override any rights that TENANT may have by statute.

Destruction or Damage. A. If: (i) a. If the Building shall be so damaged that substantial alteration Premises or reconstruction the portion of the Building necessary for Tenant's occupancy is damaged by fire, earthquake, act of God, the elements of other casualty, Landlord shall, subject to the provisions of this Article, promptly repair the damage, if such repairs can, in the LANDLORDLandlord's opinion, be required completed within (whether or 90) ninety days. If Landlord determines that repairs can be completed within ninety (90) days, this Lease shall remain in full force and effect, except that if such damage is not the result of the negligence or willful misconduct of Tenant or Tenant's agents, employees, contractors, licensees or invitees, the Base Rent shall be abated to the extent Tenant's use of the Premises shall have been damaged by is impaired, commencing with the casualty); date of damage and continuing until completion of the repairs required of Landlord under Section 19d. b. If in Landlord's opinion, such repairs to the Premises or (ii) any mortgagee portion of the Building should require that necessary for Tenant's occupancy cannot be completed within ninety (90) days, Landlord and Tenant may elect, upon notice given within thirty (30) days after the insurance proceeds payable as a result date of a casualty be applied such fire or other casualty, to repair such damage, in which event this Lease shall continue in full force and effect, but the payment of the mortgage debt; or (iii) there is any material loss to the Building that is not covered by insurance required to be maintained by LANDLORD under this Lease; or (iv) the Premises Base Rent shall be partially damaged by casualty during the last two years abated as provided in Section 19a. If Landlord and Tenant do not allow Landlord to make such repairs, this Lease shall terminate as of the Lease Term, and the estimated cost date of repair exceeds 10% such fire or other casualty. c. If any other portion of the Base Rental then remaining Building or Project that materially affects Tenant's business is totally destroyed or damaged to the extent that in Landlord's opinion repair thereof cannot be paid by TENANT for the balance of the Lease Term; LANDLORD maycompleted within ninety (90) days, Landlord may elect upon notice to Tenant given within 120 thirty (30) days after the date of such fire or other casualty, give notice to TENANT of LANDLORD's election to terminate this Leaserepair such damage, and the balance of the Lease Term shall automatically expire on the fifth day after the notice is delivered. B. If LANDLORD does not have the right to terminate in which event this Lease under Subsection Ashall continue in full force and effect, or if LANDLORD has but the right to terminate and Base Rent shall be partially abated as provided in Section 19a. If Landlord does not elect to do somake such repairs, LANDLORD this Lease shall proceed with reasonable diligence terminate as of the date of such fire or other casualty. d. If the Premises are to restore be repaired under this Article, Landlord shall repair at its cost any injury or damage to the Building and Building Standard Work in the Premises to substantially Premises. Tenant shall be responsible at its sole cost and expense for the same condition they were in immediately before the happening repair, restoration and replacement of the casualtyany other Leasehold Improvements and Tenant's Property. However, LANDLORD Landlord shall not be required to restore liable for any unleased Premises in the Building loss of business, inconvenience or annoyance arising from any repair or restoration of any portion of TENANT's property or the improvements made by TENANT and LANDLORD's restoration obligations shall exist only to the extent that LANDLORD actually receives insurance proceeds in the amount of the estimated cost of the restoration. When repairs to the Premises that are LANDLORD's obligation under this section, if any, have been completed by LANDLORD, TENANT shall complete the restoration or replacement of the Premises, the improvements made by TENANT and all of TENANT's property necessary to permit TENANT's re-occupancy of the Premises. C. Rent shall abate in proportion to the portion of the Premises not useable by TEXXXX Building or Project as a result of any damage from fire or other casualty. e. This Lease shall be considered an express agreement governing any case of damage to or destruction of the Premises, Building or Project by fire or other casualty, as and any present or future law which purports to govern the rights of Landlord and Tenant in such circumstances in the date on which the Premises becomes unusable. LANDLORD absence of express agreement, shall not be liable to TENANT for any delay in restoring the Premises or any inconvenience or annoyance to TENANT or injury to TENANT's business resulting in any way from the damage or the repairs, TENANT's sole remedy being the right to an abatement of renthave no application. D. The rights provided to TENANT under this section are in lieu of and override any rights that TENANT may have by statute.

Destruction or Damage. A. If: In the event of the destruction of the demised premises by fire, explosion, the elements or otherwise during the term hereby created, or previous thereto, or such partial destruction thereof as to render the demised premises wholly untenantable or unfit for occupancy, or should the demised premises be so badly injured that the same cannot be repaired within ninety (i90) days from the Building happening of such injury, then and in such case the term hereby created shall, at the option of the Landlord, cease and become null and void from the date of such damage or destruction, and the Tenant shall immediately surrender the demised premises and all of the Tenant's interest therein to the Landlord, and shall pay rent only to the time of such surrender, in which event the Landlord may reenter and re-possess the premises thus discharged from this lease and may remove all parties therefrom. Should the demised premises be rendered untenantable and unfit for occupancy, but yet be repairable within ninety (90) days from the happening of said injury, the Landlord may enter and repair the same with reasonable speed, and the rent shall not accrue after said injury or while repairs are being made, but shall recommence immediately after said repairs shall be completed. But if the demised premises shall be so damaged that substantial alteration or reconstruction of slightly injured as not to be rendered untenantable and unfit for occupancy, then the Building shallLandlord agrees to repair the same with reasonable promptness and, in that case, the LANDLORD's opinion, be required (whether rent accrued and accruing shall not cease or not determine. The Tenant shall immediately notify the Premises shall have been damaged by the casualty); Landlord in case of fire or (ii) any mortgagee of the Building should require that the insurance proceeds payable as a result of a casualty be applied other damage to the payment of demised premises. If the mortgage debt; or (iii) there is any material loss to the Building that is not covered by insurance required to be maintained by LANDLORD under this Lease; or (iv) the Premises Landlord shall be partially damaged by casualty during the last two years of the Lease Term, and the estimated cost of repair exceeds 10% of the Base Rental then remaining to be paid by TENANT for the balance of the Lease Term; LANDLORD may, within 120 days after the casualty, give notice to TENANT of LANDLORD's election to terminate this Lease, and the balance of the Lease Term shall automatically expire on the fifth day after the notice is delivered. B. If LANDLORD does not have the right to terminate this Lease under Subsection A, or if LANDLORD has the right to terminate and does not elect to do soundertake to repair the demised premises, LANDLORD shall proceed with reasonable diligence to restore the Building and the Premises to substantially the same condition they were in immediately before the happening of the casualty. Howeverthen, LANDLORD shall not be required to restore any unleased Premises in the Building or any portion of TENANT's property or the improvements made by TENANT and LANDLORD's restoration obligations shall exist only to the extent that LANDLORD actually receives insurance proceeds in the amount of Tenant is unable to use the estimated cost of the restoration. When repairs to the Premises that are LANDLORD's obligation under this sectiondemised premises or any portion thereof, if any, have been completed by LANDLORD, TENANT shall complete the restoration an appropriate suspension or replacement of the Premises, the improvements made by TENANT and all of TENANT's property necessary to permit TENANT's re-occupancy of the Premises. C. Rent shall abate in proportion adjustment (related to the portion of the Premises demised premises that is not useable by TEXXXX as the Tenant) in rent shall be made during the period of repair. The Landlord shall proceed to make such repair with reasonable speed, taking into account, however, the difficulty in obtaining a result contractor or contractors for such work on an immediate basis, the settlement of any insurance claims in connection with said destruction or casualty, as all other factors related to such repair outside of the date on which the Premises becomes unusable. LANDLORD shall not be liable to TENANT for any delay in restoring the Premises or any inconvenience or annoyance to TENANT or injury to TENANTLandlord's business resulting in any way from the damage or the repairsreasonable control, TENANT's sole remedy being the right to an abatement of rentetc. D. The rights provided to TENANT under this section are in lieu of and override any rights that TENANT may have by statute.

Destruction or Damage. A. If: (i) a. If the Building shall be so damaged that substantial alteration Premises or reconstruction the portion of the Building necessary for Tenant's occupancy is damaged by fire, earthquake, act of God, the elements of other casualty, Landlord shall, subject to the provisions of this Article, promptly repair the damage, if such repairs can in the LANDLORDLandlord's reasonable opinion, be required completed within one hundred eighty (whether or 180) days. If Landlord determines that repairs can be completed within one hundred eighty (180) days, this Lease shall remain in full force and effect, except that if such damage is not the Premises shall have been damaged by the casualty); or (ii) any mortgagee result of the Building should require that negligence or willful misconduct of Tenant or Tenant's agents, employees, contractors, licensees or invitees, the insurance proceeds payable as a result of a casualty Base Rent shall be applied abated to the payment extent Tenant's use of the mortgage debt; Premises is impaired, commencing with the date of damage and continuing until completion of the repairs required of Landlord under Section 19d. b. See Addendum One - Additional Provisions. c. See Addendum One - Additional Provisions. d. If the Premises are to be repaired under this Article, Landlord shall repair at its cost any injury or (iii) there is any material loss damage to the Building that is not covered by insurance required to be maintained by LANDLORD under this Lease; or (iv) and Building Standard Work in the Premises Premises. Tenant shall be partially damaged by casualty during the last two years of the Lease Term, responsible at its sole cost and the estimated cost of repair exceeds 10% of the Base Rental then remaining to be paid by TENANT expense for the balance repair, restoration and replacement of the Lease Term; LANDLORD may, within 120 days after the casualty, give notice to TENANT of LANDLORDany other Leasehold Improvements and Tenant's election to terminate this Lease, and the balance of the Lease Term shall automatically expire on the fifth day after the notice is delivered. B. If LANDLORD does not have the right to terminate this Lease under Subsection A, or if LANDLORD has the right to terminate and does not elect to do so, LANDLORD shall proceed with reasonable diligence to restore the Building and the Premises to substantially the same condition they were in immediately before the happening of the casualtyProperty. However, LANDLORD Landlord shall not be required to restore liable for any unleased Premises in the Building loss of business, inconvenience or annoyance arising from any repair or restoration of any portion of TENANT's property or the improvements made by TENANT and LANDLORD's restoration obligations shall exist only to the extent that LANDLORD actually receives insurance proceeds in the amount of the estimated cost of the restoration. When repairs to the Premises that are LANDLORD's obligation under this section, if any, have been completed by LANDLORD, TENANT shall complete the restoration or replacement of the Premises, the improvements made by TENANT and all of TENANT's property necessary to permit TENANT's re-occupancy of the Premises. C. Rent shall abate in proportion to the portion of the Premises not useable by TEXXXX Building or Project as a result of any damage from fire or other casualty. e. This Lease shall be considered an express agreement governing any case of damage to or destruction of the Premises, Building or Project by fire or other casualty, as and any present or future law which purports to govern the rights of Landlord and Tenant in such circumstances in the date on which the Premises becomes unusable. LANDLORD absence of express agreement, shall not be liable to TENANT for any delay in restoring the Premises or any inconvenience or annoyance to TENANT or injury to TENANT's business resulting in any way from the damage or the repairs, TENANT's sole remedy being the right to an abatement of renthave no application. D. The rights provided to TENANT under this section are in lieu of and override any rights that TENANT may have by statute.

Destruction or Damage. A. If: (i) a. If the Building shall be so damaged that substantial alteration Premises or reconstruction the portion of the Building necessary for Tenant's occupancy is damaged by fire, earthquake, act of God, the elements of other casualty, Landlord shall, subject to the provisions of this Article, promptly repair the damage, if such repairs can, in the LANDLORDLandlord's opinion, be required completed within (whether or 90) ninety days. If Landlord determines that repairs can be completed within ninety (90) days, this Lease shall remain in full force and effect, except that if such damage is not the result of the negligence or willful misconduct of Tenant or Tenant's agents, employees, contractors, licensees or invitees, the Base Rent shall be abated to the extent Tenant's use of the Premises shall have been damaged by is impaired, commencing with the casualty); date of damage and continuing until completion of the repairs required of Landlord under Section 19d. b. If in Landlord's opinion, such repairs to the Premises or (ii) any mortgagee portion of the Building should require that necessary for Tenant's occupancy cannot be completed within ninety (90) days, Landlord may elect, upon notice to Tenant given within thirty (30) days after the insurance proceeds payable as a result date of a casualty be applied such fire or other casualty, to repair such damage, in which event this Lease shall continue in full force and ef fect, but the payment of the mortgage debt; or (iii) there is any material loss to the Building that is not covered by insurance required to be maintained by LANDLORD under this Lease; or (iv) the Premises Base Rent shall be partially damaged by casualty during the last two years abated as provided in Section 19a. If Landlord does not so elect to make such repairs, this Lease shall terminate as of the Lease Term, and the estimated cost date of repair exceeds 10% such fire or other casualty. c. If any other portion of the Base Rental then remaining Building or Project is totally destroyed or damaged to the extent that in Landlord's opinion repair thereof cannot be paid by TENANT for the balance of the Lease Term; LANDLORD maycompleted within ninety (90) days, Landlord may elect upon notice to Tenant given within 120 thirty (30) days after the date of such fire or other casualty, give notice to TENANT of LANDLORD's election to terminate this Leaserepair such damage, and the balance of the Lease Term shall automatically expire on the fifth day after the notice is delivered. B. If LANDLORD does not have the right to terminate in which event this Lease under Subsection Ashall continue in full force and effect, or if LANDLORD has but the right to terminate and Base Rent shall be partially abated as provided in Section 19a. If Landlord does not elect to do somake such repairs, LANDLORD this Lease shall proceed with reasonable diligence terminate as of the date of such fire or other casualty. d. It the Premises are to restore be repaired under this Article, Landlord shall repair at its cost any injury or damage to the Building and Building Standard Work in the Premises to substantially Premises. Tenant shall be responsible at its sole cost and expense for the same condition they were in immediately before the happening repair, restoration and replacement of the casualty. However, LANDLORD any other Leasehold Improvements and Tenant's Property Landlord shall not be required to restore liable for any unleased Premises in the Building loss of business, inconvenience or annoyance arising from any repair or restoration of any portion of TENANT's property or the improvements made by TENANT and LANDLORD's restoration obligations shall exist only to the extent that LANDLORD actually receives insurance proceeds in the amount of the estimated cost of the restoration. When repairs to the Premises that are LANDLORD's obligation under this section, if any, have been completed by LANDLORD, TENANT shall complete the restoration or replacement of the Premises, the improvements made by TENANT and all of TENANT's property necessary to permit TENANT's re-occupancy of the Premises. C. Rent shall abate in proportion to the portion of the Premises not useable by TEXXXX Building or Project as a result of any damage from fire or other casualty. e. This Lease shall be considered pin express agreement go,-.,ernIn=y case of damage to or destruction of the Promises, Building or Project by fire or other casualty, as and any present or future law which purports to govern the rights of Landlord and Tenant in such circumstances in the date on which the Premises becomes unusable. LANDLORD absence of express agreement, shall not be liable to TENANT for any delay in restoring the Premises or any inconvenience or annoyance to TENANT or injury to TENANT's business resulting in any way from the damage or the repairs, TENANT's sole remedy being the right to an abatement of renthave no application. D. The rights provided to TENANT under this section are in lieu of and override any rights that TENANT may have by statute.

Destruction or Damage. A. If: In the event of a fire or other casualty in the Premises, Tenant shall immediately give notice thereof to Landlord. The following provisions shall apply to fire or other casualty occurring in the Premises and/or the Building: (ia) If the Building damage is limited solely to the Premises and the Premises can be made tenantable with all damage substantially repaired within five (5) months from the date of damage or destruction, then Landlord shall be so damaged obligated to rebuild the same and shall proceed diligently to do so; provided, however, that substantial alteration Landlord shall have no obligation to repair or restore the initial Improvements or Alterations in the Premises (whether installed by Tenant or by Landlord) except to the extent that Landlord has received insurance proceeds from either Landlord's or Tenant's casualty insurer sufficient for such purposes and for all other restoration and repair purposes or unless Tenant pays all costs and expenses related to the reconstruction of uninsured or underinsured Initial Improvements or Alterations. (b) If portions of the Building shall, in outside the LANDLORD's opinion, be required boundaries of the Premises are damaged or destroyed (whether or not the Premises are also damaged or destroyed) and the Premises and the Building can both be made tenantable with all damage substantially repaired within nine (9) months from the date of damage or destruction, and provided that Landlord determines that it is economically feasible, Landlord shall be obligated to do so; provided, however, that Landlord shall have been damaged by no obligation to repair or restore Initial Improvements or Alterations in the casualty); or (ii) any mortgagee of Premises except to the Building should require extent that the Landlord has received insurance proceeds payable from either Landlord's or Tenant's casualty insurer sufficient for such purposes and for all other restoration and repair purposes or unless Tenant pays all costs and expenses related to the reconstruction of uninsured or underinsured Initial Improvements or Alterations. (c) If neither clause (a) nor (b) above applies, Landlord shall notify Tenant within sixty (60) days after the date such damage or destruction is adjusted by Landlord and Landlord's casualty insurer and either Tenant or Landlord may terminate this Lease within thirty (30) days after the date of such notice. (d) During any period when the Premises, as a result of a casualty destruction or damage, are unusable and are actually unused by Tenant, Monthly Base Rent shall xxxxx proportionately until such time as the Premises are made tenantable. There shall be applied no abatement of Monthly Base Rent attributable to the payment time period following the repair of damage to the Premises by the Landlord where the Premises would have been otherwise reasonably deemed available for Tenant's occupancy, except for reconstruction of the mortgage debt; Initial Improvements or (iii) there is any material loss to the Building that is Alterations where such reconstruction did not covered by insurance required to be maintained by LANDLORD under this Lease; or (iv) the Premises shall be partially damaged by casualty during the last two years has not occurred because of the Lease Termfailure of Tenant to pay to Landlord, and the estimated cost of repair exceeds 10% of the Base Rental then remaining or cause to be paid by TENANT to Landlord, prior to the commencement of the anticipated repairs and reconstruction, an amount sufficient to pay for the balance cost of the Lease Term; LANDLORD may, within 120 days after the casualty, give notice to TENANT anticipated repair and/or reconstruction or because of LANDLORD's election to terminate this Lease, and the balance of the Lease Term shall automatically expire on the fifth day after the notice is deliveredany other delays caused by Tenant. B. If LANDLORD does not have the right (e) The proceeds from any insurance paid by reason of damage to terminate this Lease under Subsection A, or if LANDLORD has the right to terminate and does not elect to do so, LANDLORD shall proceed with reasonable diligence to restore the Building and the Premises to substantially the same condition they were in immediately before the happening destruction of the casualty. However, LANDLORD shall not be required to restore any unleased Premises in the Building or any portion part thereof, insured by Landlord, shall belong to and be paid to Landlord subject to the rights of TENANT's property any Superior Lessor or any mortgagee of any Mortgage which constitutes an encumbrance. (f) Notwithstanding anything contained in this Article XIV, Landlord shall have no obligation to rebuild the Premises or the improvements made by TENANT and LANDLORD's restoration obligations shall exist only to the extent that LANDLORD actually receives insurance proceeds Building in the amount event any Superior Lessor or any mortgagee of the estimated cost of the restoration. When repairs any Mortgage shall retain, and not make available to the Premises that are LANDLORD's obligation under this section, if any, have been completed by LANDLORD, TENANT shall complete the restoration or replacement of the PremisesLandlord, the improvements made by TENANT and all of TENANT's property necessary to permit TENANT's re-occupancy of proceeds from any insurance or in the Premises. C. Rent shall abate in proportion to event the portion damage or destruction of the Premises not useable by TEXXXX as a result of any casualty, as or the Building occurs during the last year of the date on which the Premises becomes unusable. LANDLORD shall not be liable to TENANT for Term (excluding any delay in restoring the Premises or any inconvenience or annoyance to TENANT or injury to TENANT's business resulting in any way from the damage or the repairsunexercised options, TENANT's sole remedy being the right to an abatement of rentif applicable). D. The rights provided to TENANT under this section are in lieu of and override any rights that TENANT may have by statute.

Destruction or Damage. A. If: (i) a. If the Building shall be so damaged that substantial alteration Premises or reconstruction the portion of the Building necessary for Tenant's occupancy is damaged by fire, earthquake, act of God, the elements of other casualty, Landlord shall, subject to the, provisions of this Article, promptly repair the damage, If such repairs can, in the LANDLORDLandlord's opinion, be required completed within ninety (whether or 90) days. If Landlord determines that repairs can be completed within ninety (90) days, this Lease shall remain in full force and effect, except that if such damage is not the Premises shall have been damaged by the casualty); or (ii) any mortgagee result of the Building should require that gross negligence or willful misconduct of Tenant or Tenant's agents, employees, contractors, licensees or invitees, the insurance proceeds payable as a result of a casualty Rent shall be applied abated to the payment extent Tenant's use of the mortgage debt; or (iii) there Premises is any material loss to impaired, commencing with the Building that is not covered by insurance date of damage and continuing until completion of the repairs required to be maintained by LANDLORD of Landlord under Section 19.d. If Landlord commences repairs under this Lease; or Section 1 9.a. but fails to complete such repairs within one hundred twenty (iv120) the Premises shall be partially damaged by casualty during the last two years of the Lease Term, and the estimated cost of repair exceeds 10% of the Base Rental then remaining to be paid by TENANT for the balance of the Lease Term; LANDLORD may, within 120 days after the casualtytheir commencement, give notice to TENANT of LANDLORD's election to terminate this Lease, and the balance of the Lease Term Tenant shall automatically expire on the fifth day after the notice is delivered. B. If LANDLORD does not have the right to terminate cancel this Lease under Subsection Aby notice to Landlord. b. If in Landlord's opinion, such repairs to the Premises or if LANDLORD has portion of the Building necessary for Tenant's occupancy cannot be completed within ninety (90) days, Landlord may elect, upon notice to Tenant to that effect given within thirty (30) days after the date of such fire or other casualty, to repair such damage, whereupon Tenant shall have the right to cancel this Lease, exercisable by Tenant giving notice of termination to Landlord within fifteen (15) days after Landlord's notice is given. If Tenant does not give such notice within such time period, this Lease shall continue in full force and effect, but the Rent shall be partially abated as provided in Section 19. a. If Landlord does not so elect to make such repairs, this Lease shall terminate as of the date of such fire or other casualty. c. If any other portion of the Building or Project is totally destroyed or damaged to the extent that in Landlord's opinion repair thereof cannot be completed within ninety (90) days, Landlord may elect upon notice to Tenant given within thirty (30) days after the date of such fire or other casualty, to repair such damage, in which event this Lease shall continue in full force and effect, but the Rent shall be partially abated as provided in Section 19. a. If Landlord does not elect to do somake such repairs, LANDLORD this Lease shall proceed with reasonable diligence terminate as of the date of such fire or other casualty. d. If the Premises are to restore be repaired under this Article, Landlord shall repair at its cost any injury or damage to the Building and the Premises to substantially tenant improvements described in Exhibit "C" in the same condition they were in immediately before Premises. Tenant shall be responsible at its sole cost and expense for the happening repair, restoration and replacement of the casualtyany other Leasehold Improvements and Tenant's Property. However, LANDLORD Landlord shall not be required to restore liable for any unleased Premises in the Building loss of business, inconvenience or annoyance arising from any repair or restoration of any portion of TENANT's property or the improvements made by TENANT and LANDLORD's restoration obligations shall exist only to the extent that LANDLORD actually receives insurance proceeds in the amount of the estimated cost of the restoration. When repairs to the Premises that are LANDLORD's obligation under this section, if any, have been completed by LANDLORD, TENANT shall complete the restoration or replacement of the Premises, the improvements made by TENANT and all of TENANT's property necessary to permit TENANT's re-occupancy of the Premises. C. Rent shall abate in proportion to the portion of the Premises not useable by TEXXXX Building or Project as a result of any damage from fire or other casualty. e. This Lease shall be considered an express agreement governing any case of damage to or destruction of the Premises, Building or Project by fire or other casualty, as and any present or future law which purports to govern the rights of Landlord and Tenant in such circumstances in the date on which the Premises becomes unusable. LANDLORD absence of express agreement, shall not be liable to TENANT for any delay in restoring the Premises or any inconvenience or annoyance to TENANT or injury to TENANT's business resulting in any way from the damage or the repairs, TENANT's sole remedy being the right to an abatement of renthave no application. D. The rights provided to TENANT under this section are in lieu of and override any rights that TENANT may have by statute.

Destruction or Damage. A. If: (i) a. If the Building shall be so damaged that substantial alteration Premises or reconstruction the portion of the Building necessary for Tenant's occupancy is damaged by fire, earthquake, act of God, the elements of other casualty, Landlord shall, subject to the provisions of this Article, promptly repair the damage, if such repairs can, in the LANDLORDLandlord's opinion, be required completed within (whether or 90) ninety days. If Landlord determines that repairs can be completed within ninety (90) days, this Lease shall remain in full force and effect, except that is such damage is not the result of the negligence or willful misconduct of Tenant or Tenant's agents, employees, contractors, licensees or invitees, the Base Rent shall be abated to the extent Tenant's use of the Premises shall have been damaged by is impaired, commencing with the casualty); date of damage and continuing until completion of the repairs required of Landlord under Section 19d. b. If in Landlord's opinion, such repairs to the Premises or (ii) any mortgagee portion of the Building should require that necessary for Tenant's occupancy cannot be completed within ninety (90) days, Landlord may elect, upon notice to Tenant given within thirty (30) days after the insurance proceeds payable as a result date of a casualty be applied such fire or other casualty, to repair such damage, in which event this Lease shall continue in full force and effect, but the payment of the mortgage debt; or (iii) there is any material loss to the Building that is not covered by insurance required to be maintained by LANDLORD under this Lease; or (iv) the Premises Base Rent shall be partially damaged by casualty during the last two years abated as provided in Section 19a. If Landlord does not so elect to make such repairs, this Lease shall terminate as of the Lease Term, and the estimated cost date of repair exceeds 10% such fire or other casualty. c. If any other portion of the Base Rental then remaining Building or Projects is totally destroyed or damaged to the extent that in Landlord's opinion repair thereof cannot be paid by TENANT for the balance of the Lease Term; LANDLORD maycompleted within ninety (90) days, Landlord may elect upon notice to Tenant given within 120 thirty (30) days after the date of such fire or other casualty, give notice to TENANT of LANDLORD's election to terminate this Leaserepair such damage, and the balance of the Lease Term shall automatically expire on the fifth day after the notice is delivered. B. If LANDLORD does not have the right to terminate in which event this Lease under Subsection Ashall continue in full force and effect, or if LANDLORD has but the right to terminate and Base Rent shall be partially abated as provided in Section 19a. If Landlord does not elect to do somake such repairs, LANDLORD this Lease shall proceed with reasonable diligence terminate as of the date of such fire or other casualty. d. If the Premises are to restore be repaired under this Article, Landlord shall repair at its cost any injury or damage to the Building and Building Standard Work in the Premises to substantially Premises. Tenant shall be responsible at its sole cost and expense for the same condition they were in immediately before the happening repair, restoration and replacement of the casualtyany other Leasehold Improvements and Tenant's Property. However, LANDLORD Landlord shall not be required to restore liable for any unleased Premises in the Building loss of business, inconvenience or annoyance arising from any repair or restoration of any portion of TENANT's property or the improvements made by TENANT and LANDLORD's restoration obligations shall exist only to the extent that LANDLORD actually receives insurance proceeds in the amount of the estimated cost of the restoration. When repairs to the Premises that are LANDLORD's obligation under this section, if any, have been completed by LANDLORD, TENANT shall complete the restoration or replacement of the Premises, the improvements made by TENANT and all of TENANT's property necessary to permit TENANT's re-occupancy of the Premises. C. Rent shall abate in proportion to the portion of the Premises not useable by TEXXXX Building or Project as a result of any damage from fire or other casualty. e. This Lease shall be considered an express agreement governing any case of damage to or destruction of the Premises, Building or Project by fire or other casualty, as and any present or future law which purports to govern the rights of Landlord and Tenant in such circumstances in the date on which the Premises becomes unusable. LANDLORD absence of express agreement, shall not be liable to TENANT for any delay in restoring the Premises or any inconvenience or annoyance to TENANT or injury to TENANT's business resulting in any way from the damage or the repairs, TENANT's sole remedy being the right to an abatement of renthave no application. D. The rights provided to TENANT under this section are in lieu of and override any rights that TENANT may have by statute.

Destruction or Damage. A. If: (i) a. If the Building shall be so damaged that substantial alteration Premises or reconstruction the portion of the Building necessary for Tenant's occupancy is damaged by fire, earthquake, act of God, the elements of other casualty, Landlord shall, subject to the provisions of this Article, promptly repair the damage, if such repairs can, in the LANDLORDLandlord's opinion, be required completed within (whether or 90) ninety days. If Landlord determines that repairs can be completed within ninety (90) days, this Lease shall remain in full force and effect, except that if such damage is not the result of the negligence or willful misconduct of Tenant or Tenant's agents', employees, contractors, licensees or invitees, the Base Rent shall be abated to the extent Tenant's use of the Premises shall have been damaged by is impaired, commencing with the casualty); date of damage and continuing until completion of the repairs required of Landlord under Section 19d. b. If in Landlord's opinion, such repairs to the Premises or (ii) any mortgagee portion of the Building should require that necessary for Tenant's occupancy cannot be completed within ninety (90) days, Landlord may elect, upon notice to Tenant given within thirty (30) days after the insurance proceeds payable as a result date of a casualty be applied such f ire or other casualty, to repair such damage, in which event this Lease shall continue in full force and effect, but the payment of the mortgage debt; or (iii) there is any material loss to the Building that is not covered by insurance required to be maintained by LANDLORD under this Lease; or (iv) the Premises Base Rent shall be partially damaged by casualty during the last two years abated as provided in Section 19a. If Landlord does not so elect to make such repairs, this Lease shall terminate as of the Lease Term, and the estimated cost date of repair exceeds 10% such fire or other casualty. c. If any otherportion of the Base Rental then remaining Building or Project is totally destroyed ordamaged to the extentthat in Landlord's opinion repair thereof cannot be paid by TENANT for completed within ninety (90) days, Landlord may elect upon notice to Tenant given within thirty (30) days af ter the balance date of the Lease Term; LANDLORD may, within 120 days after the such f ire or other casualty, give notice to TENANT of LANDLORD's election to terminate repair such damage, in which event this LeaseLeaA ~hall continue in f ull force and effect, and but the balance of the Lease Term Base Rent shall automatically expire on the fifth day after the notice is delivered. B. be partially abated as provided in Section 19a. If LANDLORD does not have the right to terminate this Lease under Subsection A, or if LANDLORD has the right to terminate and Landlord does not elect to do somake such repairs, LANDLORD this Lease shall proceed with reasonable diligence terminate as of the date of such fire or other casualty. d. If the Premises are to restore be repaired under this Article, Landlord shall repair at its cost any injury or damage to the Building and Building Standard Work in the Premises to substantially Premises. Tenant shall be responsible at its sole cost and expense for the same condition they were in immediately before the happening repair, restoration and replacement of the casualtyany other Leasehold Improvements and Tenant's Property. However, LANDLORD Landlord shall not be required to restore liable for any unleased Premises in the Building loss of business, inconvenience or annoyance arising from any repair or restoration of any portion of TENANT's property or the improvements made by TENANT and LANDLORD's restoration obligations shall exist only to the extent that LANDLORD actually receives insurance proceeds in the amount of the estimated cost of the restoration. When repairs to the Premises that are LANDLORD's obligation under this section, if any, have been completed by LANDLORD, TENANT shall complete the restoration or replacement of the Premises, the improvements made by TENANT and all of TENANT's property necessary to permit TENANT's re-occupancy of the Premises. C. Rent shall abate in proportion to the portion of the Premises not useable by TEXXXX Building or Project as a result of any damage from fire or other casualty. e. This Lease shall be considered an express agreement governing any case of damage to or destruction of the Premises, Building or Project by fire or other casualty, as and any present or future law which purports to govern the rights of Landlord and Tenani: in such circumstances in the date on which the Premises becomes unusable. LANDLORD absence of express agreement, shall not be liable to TENANT for any delay in restoring the Premises or any inconvenience or annoyance to TENANT or injury to TENANT's business resulting in any way from the damage or the repairs, TENANT's sole remedy being the right to an abatement of renthave no application. D. The rights provided to TENANT under this section are in lieu of and override any rights that TENANT may have by statute.

Destruction or Damage. A. IfContinued) Anything in this Lease to the contrary notwithstanding: In the event the Premises are damaged or destroyed by fire or other casualty and if this Lease is not terminated, then Landlord shall promptly repair and restore the same to substantially the condition which said Premises were in immediately prior to the happening of such casualty, and if same are not so restored or repaired within one hundred twenty (i120) days of such casualty, then Tenant at Tenant's option may terminate this Lease by written notice to Landlord within thirty (30) days thereafter, Tenant's right of termination, however, shall not be applicable if Landlord is able to relocate Tenant as provided below, or if such damage or destruction is caused by Tenant's negligence or willful misconduct. From the Building date of such casualty until the Premises are repaired and restored, the Rent and Additional Rent and other charges payable under this Lease shall be so damaged that substantial alteration or reconstruction abatx xx such proportion as the part of the Building shallPremises destroyed, damaged or rendered untenantable bears to the total Premises; however, if Tenant is unable to conduct business in the LANDLORD's opinion, be required (whether or not the Premises shall have been damaged by the casualty); or (ii) any mortgagee of the Building should require that the insurance proceeds payable as a result of a such fire or casualty, then Rent and all additional rent and other charges shall abatx xxxally until Landlord's repairs are completed and Tenant can resume business in the Premises. Provided Tenant is not then in default of its obligations with this Lease; within thirty (30) days of such casualty be applied to and until the payment of Premises are restored, Landlord will assist Tenant in relocating into temporary space within the mortgage debt; Irvine/Sammxx Xxx-Tech Park or (iii) there is any material loss to the Building other Irvine Company property that is not covered by insurance required to be maintained by LANDLORD vacant and available. Rent and all Additional Rent and other charges payable under this Lease; or (iv) the Premises shall be partially damaged by casualty during the last two years of the Lease Term, and the estimated cost of repair exceeds 10% of the Base Rental then remaining to be paid by TENANT for the balance of the Lease Term; LANDLORD may, within 120 days after the casualty, give notice to TENANT of LANDLORD's election to terminate this Lease, and the balance of the Lease Term shall automatically expire on the fifth day after the notice is delivered. B. If LANDLORD does not have the right to terminate this Lease under Subsection A, or if LANDLORD has the right to terminate and does not elect to do so, LANDLORD shall proceed with reasonable diligence to restore the Building and the Premises to substantially the same condition they were in immediately before the happening of the casualty. However, LANDLORD shall not be required to restore any unleased Premises abated while Tenant is in possession of such temporary space. If this Lease is terminated as herein provided, then the Building effective date of said termination shall be the date of such damage or any portion of TENANT's property or the improvements made by TENANT destruction, and LANDLORD's restoration obligations rent shall exist only to the extent that LANDLORD actually receives insurance proceeds in the amount of the estimated cost of the restoration. When repairs to the Premises that are LANDLORD's obligation under this section, if any, have been completed by LANDLORD, TENANT shall complete the restoration or replacement of the Premises, the improvements made by TENANT and all of TENANT's property necessary to permit TENANT's re-occupancy of the Premises. C. Rent shall abate in proportion to the portion of the Premises not useable by TEXXXX as a result of any casualty, be adjusted as of the date on which the Premises becomes unusable. LANDLORD shall not be liable to TENANT for any delay in restoring the Premises or any inconvenience or annoyance to TENANT or injury to TENANT's business resulting in any way from the damage or the repairs, TENANT's sole remedy being the right to an abatement of rentsaid date. D. The rights provided to TENANT under this section are in lieu of and override any rights that TENANT may have by statute.

Destruction or Damage. A. If: (i) a. If the Building shall be so damaged that substantial alteration Premises or reconstruction the portion of the Building necessary for Tenant's occupancy is damaged by fire, earthquake, act of God, the elements or other casualty, Landlord shall, subject to the provisions of this Article, promptly repair the damage, if such repairs can, in the LANDLORD's Landlords reasonable opinion. be completed within one hundred eighty (180) days. If Landlord determines that repairs can be completed within one hundred eighty (180) days, be required (whether or this Lease shall remain In full force and effect, except that if such damage is not the Premises shall have been damaged by the casualty); or (ii) any mortgagee result of the Building should require that negligence or willful misconduct of Tenant or Tenant's agents, employees, contractors, licensees or invitees, the insurance proceeds payable as a result of a casualty Base Rent shall be applied abated to the payment extent Tenant's use of the mortgage debt; Premises is impaired, commencing with the date of damage and continuing until completion of the repairs required of Landlord under Section 19d. b. See Addendum One - Additional Provisions. c. See Addendum One - Additional Provisions. d. If the Premises are to be repaired under this Article, Landlord shall repair at its cost any Injury or (iii) there is any material loss damage to the Building that is not covered by insurance required to be maintained by LANDLORD under this Lease; or (iv) and Building Standard Work in the Premises Premises. Tenant shall be partially damaged by casualty during the last two years of the Lease Term, responsible at its sole cost and the estimated cost of repair exceeds 10% of the Base Rental then remaining to be paid by TENANT expense for the balance repair, restoration and replacement of the Lease Term; LANDLORD may, within 120 days after the casualty, give notice to TENANT of LANDLORDany other Leasehold improvements and Tenant's election to terminate this Lease, and the balance of the Lease Term shall automatically expire on the fifth day after the notice is delivered. B. If LANDLORD does not have the right to terminate this Lease under Subsection A, or if LANDLORD has the right to terminate and does not elect to do so, LANDLORD shall proceed with reasonable diligence to restore the Building and the Premises to substantially the same condition they were in immediately before the happening of the casualtyProperty. However, LANDLORD Landlord shall not be required to restore liable for any unleased Premises in the Building loss of business, Inconvenience or annoyance arising from any repair or restoration of any portion of TENANT's property or the improvements made by TENANT and LANDLORD's restoration obligations shall exist only to the extent that LANDLORD actually receives insurance proceeds in the amount of the estimated cost of the restoration. When repairs to the Premises that are LANDLORD's obligation under this section, if any, have been completed by LANDLORD, TENANT shall complete the restoration or replacement of the Premises, the improvements made by TENANT and all of TENANT's property necessary to permit TENANT's re-occupancy of the Premises. C. Rent shall abate in proportion to the portion of the Premises not useable by TEXXXX Building or Project as a result of any damage from fire or other casualty. e. This Lease shall be considered an express agreement governing any case of damage to or destruction of the Premises, Building or Project by fire or other casualty, as and any present or future law which purports to govern the rights of Landlord and Tenant In such circumstances in the date on which the Premises becomes unusable. LANDLORD absence of express agreement, shall not be liable to TENANT for any delay in restoring the Premises or any inconvenience or annoyance to TENANT or injury to TENANT's business resulting in any way from the damage or the repairs, TENANT's sole remedy being the right to an abatement of renthave no application. D. The rights provided to TENANT under this section are in lieu of and override any rights that TENANT may have by statute.

Destruction or Damage. A. If: (i) a. If the Building shall be so damaged that substantial alteration Premises or reconstruction the portion of the Building Project reasonably necessary for Tenant's occupancy is damaged by fire, earthquake, act of God, the elements or other casualty, Landlord shall, subject to the provisions of this Section, promptly repair the damage, if such repairs can, in the LANDLORDLandlord's opinion, be required completed within ninety (whether or not 90) days. If Landlord determines that repairs can be completed within ninety (90) days, this Lease shall remain in full force and effect. b. If in Landlord's opinion, such repairs to the Premises shall have been damaged by the casualty); or (ii) any mortgagee portion of the Building should require that the insurance proceeds payable as a result of a casualty Project reasonably necessary for Tenant's occupancy cannot be applied completed within ninety (90) days, Landlord may elect, upon written notice to the payment of the mortgage debt; or Tenant given within thirty (iii30) there is any material loss to the Building that is not covered by insurance required to be maintained by LANDLORD under this Lease; or (iv) the Premises shall be partially damaged by casualty during the last two years of the Lease Term, and the estimated cost of repair exceeds 10% of the Base Rental then remaining to be paid by TENANT for the balance of the Lease Term; LANDLORD may, within 120 days after the date of such fire or other casualty, give notice to TENANT of LANDLORD's election to terminate this Leaserepair such damage, and the balance of the Lease Term shall automatically expire on the fifth day after the notice is delivered. B. If LANDLORD does not have the right to terminate in which event this Lease under Subsection Ashall continue In full force and effect, or if LANDLORD has Landlord does not so elect to make such repairs, this Lease shall terminate as of the right date of such fire or other casualty. If, however, the damage is limited to terminate and the interior of the Premises, then if Landlord does not elect to do sorepair the Premises, LANDLORD Tenant shall proceed with reasonable diligence have the option, at its expense, by written notice to restore Landlord within fifteen (15) days after receipt of Landlord's notice that it will not repair, to repair the Building Premises and then keep this Lease in effect. If Tenant shall repair the premises, then any insurance proceeds attributable to the damage may be used by Tenant to pay the cost of such repair. c. If the Premises are to be repaired under this Section, Landlord shall repair at its cost any injury or damage to the Project outside of the Premises and shall pay the cost of restoring the Premises to substantially their condition prior to the same condition they were in immediately before the happening damage, except that Tenant shall be responsible for payment of the casualtycost of the repair, restoration and replacement of any Leasehold Improvements and Tenant's Property in excess of the Tenant's Improvements established in the Addendum, Paragraphs 47 and 48 and the attached Exhibit "C". However, LANDLORD Landlord shall not be required to restore liable for any unleased Premises in the Building loss of business, inconvenience or annoyance arising from any portion repair or restoration of TENANT's property or the improvements made by TENANT and LANDLORD's restoration obligations shall exist only to the extent that LANDLORD actually receives insurance proceeds in the amount of the estimated cost of the restoration. When repairs to the Premises that are LANDLORD's obligation under this section, if any, have been completed by LANDLORD, TENANT shall complete the restoration or replacement of the Premises, the improvements made by TENANT and all of TENANT's property necessary to permit TENANT's re-occupancy of the Premises. C. Rent shall abate in proportion to the any portion of the Premises not useable by TEXXXX or the Project as a result of any damage from fire or other casualty, as . d. This Lease shall be considered an express agreement governing any case of the date on which the Premises becomes unusable. LANDLORD shall not be liable damage to TENANT for any delay in restoring or destruction of the Premises or the Project by fire or other casualty, and any inconvenience present or annoyance to TENANT or injury to TENANT's business resulting in any way from the damage or the repairs, TENANT's sole remedy being the right to an abatement of rent. D. The rights provided to TENANT under this section are in lieu of and override any rights that TENANT may have by statute.future law

Destruction or Damage. A. If: (i) a. If the Building shall be so damaged that substantial alteration Premises or reconstruction the portion of the Building shallnecessary for Tenants occupancy is damaged by fire, earthquake, act of God, the elements of other casualty, Landlord shall subject to the provisions of this Article, promptly repair the damage, if such repairs can, in the LANDLORDLandlord's opinion, be required completed within (whether or 90) ninety days. If Landlord determines that repairs can be completed within ninety (90) days, this Lease shall remain in full force and effect, except that if such damage is not the result of the negligence or willful misconduct of Tenant or Tenants agents, employees, contractors, licensees or invitees, the Base Rent shall be abated to the extent Tenant's use of the Premises shall have been damaged by is impaired, commencing with the casualty); date of damage and continuing until completion of the repairs required of Landlord under Section 19d. b. If in the Landlord's opinion, such repairs to the Premises or (ii) any mortgagee potion of the Building should require that necessary for Tenant's occupancy cannot be completed within ninety (90) days, Landlord may elect, upon notice to Tenant given within thirty (30) days after the insurance proceeds payable as a result date of a casualty be applied such fire or other casualty, to repair such damage, in which event this Lease shall continue in full force and effect, but the payment of the mortgage debt; or (iii) there is any material loss to the Building that is not covered by insurance required to be maintained by LANDLORD under this Lease; or (iv) the Premises Base Rent shall be partially damaged by casualty during the last two years abated as provided in Section 19a. If Landlord does not so elect to make such repairs, this Lease shall terminate as of the Lease Term, and the estimated cost date of repair exceeds 10% such fire or other casualty. c. If any other portion of the Base Rental then remaining Building or Project is totally destroyed or damaged to the extent that in Landlord's opinion repair thereof cannot be paid by TENANT for the balance of the Lease Term; LANDLORD maycompleted within ninety (90) days, Landlord may elect upon notice to Tenant given within 120 thirty (30) days after the date of such fire or other casualty, give notice to TENANT of LANDLORD's election to terminate this Leaserepair such damage, and the balance of the Lease Term shall automatically expire on the fifth day after the notice is delivered. B. If LANDLORD does not have the right to terminate in which event this Lease under Subsection Ashall continue in full force and effect, or if LANDLORD has but the right to terminate and Base Rent shall be partially abated as provided in Section 19a. If Landlord does not elect to do somake such repairs, LANDLORD this Lease shall proceed with reasonable diligence terminate as of the date of such fire or other casualty. d. If the Premises are to restore be repaired under this Article, Landlord shall repair at its cost any injury or damage to the Building and Building Standard Work in the Premises to substantially Premises. Tenant shall be responsible at its sole cost and expense for the same condition they were in immediately before the happening repair, restoration and replacement of the casualtyany other Leasehold Improvements and Tenant's Property. However, LANDLORD Landlord shall not be required to restore liable for any unleased Premises in the Building loss of business, inconvenience or annoyance arising from any repair or restoration of any portion of TENANT's property or the improvements made by TENANT and LANDLORD's restoration obligations shall exist only to the extent that LANDLORD actually receives insurance proceeds in the amount of the estimated cost of the restoration. When repairs to the Premises that are LANDLORD's obligation under this section, if any, have been completed by LANDLORD, TENANT shall complete the restoration or replacement of the Premises, the improvements made by TENANT and all of TENANT's property necessary to permit TENANT's re-occupancy of the Premises. C. Rent shall abate in proportion to the portion of the Premises not useable by TEXXXX Building or Project as a result of any damage from fire or other casualty. e. This Lease shall be considered an express agreement governing any case of damage to or destruction of the Premises, Building or Project by fire or other casualty, as and any present or future law which purports to govern the rights of Landlord and Tenant in such circumstances in the date on which the Premises becomes unusable. LANDLORD absence of express agreement, shall not be liable to TENANT for any delay in restoring the Premises or any inconvenience or annoyance to TENANT or injury to TENANT's business resulting in any way from the damage or the repairs, TENANT's sole remedy being the right to an abatement of renthave no application. D. The rights provided to TENANT under this section are in lieu of and override any rights that TENANT may have by statute.

Destruction or Damage. A. If: (i) a. If the Building shall be so damaged that substantial alteration Premises or reconstruction the portion of the Building necessary for Tenant's occupancy is damaged by fire, earthquake, act of God, the elements of other casualty, Landlord shall, subject to the provisions of this Article, promptly repair the damage, if such repairs can, in the LANDLORDLandlord's opinion, be required completed within ninety (whether or 90) days. If Landlord determines that repairs can be completed within ninety (90) days, this Lease shall remain in full force and effect, except that if such damage is not the result of the negligence or willful misconduct of Tenant or Tenant's agents, employees, contractors, licensees or invitees, the Base Rent shall be abated to the extent Tenant's use of the Premises is impaired, commencing with the date of damage and continuing until completion of the repairs required of Landlord under Section 19d. b. If in Landlord's opinion, such repairs to the Premises or portion of the building necessary for Tenant's occupancy cannot be completed within ninety (90) days, Landlord may elect, upon notice to Tenant given within thirty (30) days after the date of such fire or other casualty, to repair such damage, in which event this Lease shall have been damaged by continue in full force and effect but the Base Rent shall be partially abated as provided in Section 19a. If Landlord does not so elect to make such repairs, this Lease shall terminate as of the date of such fire or other casualty); or (ii) . c. If any mortgagee other portion of the Building should require or Project is totally destroyed or damaged to the extent that in Landlord's opinion repair thereof cannot be completed within ninety (90) days, Landlord may elect upon notice to Tenant given within thirty (30) days after the insurance proceeds payable date of such fire or other casualty, to repair such damage, in which event this Lease shall continue in full force and effect, but the Base Rent shall be partially abated as provided in Section 19a. If Landlord does not elect to make such repairs, this Lease shall terminate as of the date of such fire or other casualty. d. If the Premises are to be repaired under this Article, Landlord shall repair at its cost any injury or damage to the Building and building standard work in the Premises. Tenant shall be responsible at its sole cost and expense for the repair, restoration and replacement of any other Leasehold Improvements and Tenant's Property. Landlord shall not be liable for any loss of business, inconvenience or annoyance arising from any repair or restoration of any portion of the Premises, Building or Project as a result of a casualty be applied any damage from fire or other casualty. e. If the damage to the payment of the mortgage debt; or (iii) there is any material loss to the Building that is not covered by insurance required to be maintained by LANDLORD under this Lease; or (iv) the Premises shall be partially damaged by casualty occurs during the last two years six (6) months of the Lease Term, and the estimated cost of repair exceeds 10% Landlord or Tenant may elect to terminate this Lease as of the Base Rental then remaining to be paid by TENANT for date the balance damage occurred, regardless of the sufficiency of any insurance proceeds. The party electing to terminate this Lease Term; LANDLORD may, shall give written notification to the other party of such election within 120 thirty (30) days after the casualty, give notice date of the casualty event. In the event that Tenant has an option to TENANT of LANDLORD's election to terminate extend or renew this Lease, and the balance of the Lease Term time within which said option may be exercised has not yet expired. Tenant shall automatically expire on the fifth day exercise such option, if it is to be exercised at all, no later than twenty (20) days after the notice is delivered. B. If LANDLORD does not have the right to terminate this Lease under Subsection A, or if LANDLORD has the right to terminate and does not elect to do so, LANDLORD shall proceed with reasonable diligence to restore the Building and the Premises to substantially the same condition they were in immediately before the happening occurrence of the casualty. However, LANDLORD shall not be required to restore any unleased Premises in the Building or any portion of TENANT's property or the improvements made by TENANT and LANDLORD's restoration obligations shall exist only to the extent that LANDLORD actually receives insurance proceeds in the amount of the estimated cost of the restoration. When repairs such partial damage to the Premises that are LANDLORD's obligation under this section, if any, have been completed by LANDLORD, TENANT shall complete during the restoration or replacement last six (6) months of the Premisesterm of this Lease. If Tenant duly exercises such option during said twenty (20) day period, the improvements made by TENANT Landlord shall, at Landlord's expense, repair such damage, but not Tenant's fixtures, equipment or Tenant improvements, as soon as reasonably possible and all of TENANTthis Lease shall continue in full force and effect. If Tenant fails to exercise such option during said twenty (20) day period, then Landlord may at Landlord's property necessary to permit TENANT's re-occupancy of the Premises. C. Rent shall abate in proportion to the portion of the Premises not useable by TEXXXX as a result of any casualty, option terminate and cancel this Lease as of the date on which expiration of said twenty (20) day period by giving written notice to Tenant of Landlord's election to do so within ten (10) days after the Premises becomes unusable. LANDLORD shall not expiration of said twenty (20) day period, notwithstanding any term or provision in the grant of the option to the contrary. f. Landlord and Tenant hereby acknowledge that the provisions of this Article 19 are intended to be liable the sole and exclusive provisions applicable in the event of any fire, casualty or unavoidable accident to TENANT for any delay in restoring the Premises or any inconvenience or annoyance to TENANT or injury to TENANT's business resulting in any way from the damage or Building, and that the repairs, TENANT's sole remedy being the right to an abatement of rent. D. The rights same are provided to TENANT under this section are in lieu of the operation of Virginia Code Ann. xxc. 55-226 (as the same may be amended and override any rights that TENANT may have by statutesuccessor provision thereto).

Destruction or Damage. A. If: (i) a. If the Building shall be so damaged that substantial alteration Premises or reconstruction the portion of the Building necessary for Tenaxx'x xccupancy is damaged by fire, earthquake, act of God, the elements of other casualty, Landlord shall, subject to the provisions of this Article, promptly repair the damage, if such repairs can, in the LANDLORDLandlord's opinion, be required completed within (whether or 90) ninety days. If Landlord determines that repairs can be completed within ninety (90) days, this Lease shall remain in full force and effect, except that if such damage is not the result of the negligence or willful misconduct of Tenant or Tenant's agents, employees, contractors, licensees or invitees, the Base Rent shall be abated to the extent Tenant's use of the Premises shall have been damaged by is impaired, commencing with the casualty); date of damage and continuing until completion of the repairs required of Landlord under Section 19d. b. If in Landlord's opinion, such repairs to the Premises or (ii) any mortgagee portion of the Building should require that necessary for Tenant's occupancy cannot be completed within ninety (90) days, Landlord may elect, upon notice to Tenant given within thirty (30) days after the insurance proceeds payable as a result date of a casualty be applied such fire or other casualty, to repair such damage, in which event this Lease shall continue in full force and effect, but the payment of the mortgage debt; or (iii) there is any material loss to the Building that is not covered by insurance required to be maintained by LANDLORD under this Lease; or (iv) the Premises Base Rent shall be partially damaged by casualty during the last two years abated as provided in Section 19a. If Landlord does not so elect to make such repairs, this Lease shall terminate as of the Lease Term, and the estimated cost date of repair exceeds 10% such fire or other casualty. c. If any other portion of the Base Rental then remaining Building or Project is totally destroyed or damaged to the extent that in Landlord's opinion repair thereof cannot be paid by TENANT for the balance of the Lease Term; LANDLORD may, completed within 120 ninety (90) days. Landlord may elect upon notice to Tenant given within thirty (30) days after the date of such fire or other casualty, give notice to TENANT of LANDLORD's election to terminate this Leaserepair such damage, and the balance of the Lease Term shall automatically expire on the fifth day after the notice is delivered. B. If LANDLORD does not have the right to terminate in which event this Lease under Subsection Ashall continue in full force and effect, or if LANDLORD has but the right to terminate and Base Rent shall be partially abated as provided in Section 19a. If Landlord does not elect to do somake such repairs, LANDLORD this Lease shall proceed with reasonable diligence terminate as of the date of such fire or other casualty. d. If the Premises are to restore be repaired under this Article, Landlord shall repair at its cost any injury or damage to the Building and Building Standard Work in the Premises to substantially Premises. Tenant shall be responsible at its sole cost and expense for the same condition they were in immediately before the happening repair, restoration and replacement of the casualtyany other Leasehold Improvements and Tenant's Property. However, LANDLORD Landlord shall not be required to restore liable for any unleased Premises in the Building loss of business, inconvenience or annoyance arising from any repair or restoration of any portion of TENANT's property or the improvements made by TENANT and LANDLORD's restoration obligations shall exist only to the extent that LANDLORD actually receives insurance proceeds in the amount of the estimated cost of the restoration. When repairs to the Premises that are LANDLORD's obligation under this section, if any, have been completed by LANDLORD, TENANT shall complete the restoration or replacement of the Premises, the improvements made by TENANT and all of TENANT's property necessary to permit TENANT's re-occupancy of the Premises. C. Rent shall abate in proportion to the portion of the Premises not useable by TEXXXX Building or Project as a result of any damage from fire or other casualty. e. This Lease shall be considered an express agreement governing any case of damage to or destruction of the Premises, Building or Project by fire or other casualty, as and any present or future law which purports to govern the rights of Landlord and Tenant in such circumstances in the date on which the Premises becomes unusable. LANDLORD absence of express agreement, shall not be liable to TENANT for any delay in restoring the Premises or any inconvenience or annoyance to TENANT or injury to TENANT's business resulting in any way from the damage or the repairs, TENANT's sole remedy being the right to an abatement of renthave no application. D. The rights provided to TENANT under this section are in lieu of and override any rights that TENANT may have by statute.

Destruction or Damage. A. If: (i) If the Building shall be so damaged that substantial alteration Premises or reconstruction the portion of the Building shallnecessary for Tenant's occupancy is damaged by fire, in earthquake, act of God, the LANDLORDelements or other casualty, Landlord shall promptly repair the damage, subject to the provisions of this section, if those repairs can, m Landlord's opinion, be required made within ninety (whether or 90) days. This Lease shall remain in effect and Tenant shall not the Premises shall have been damaged by the casualty); or (ii) any mortgagee be entitled to an abatement of the Building should require that the insurance proceeds payable as a result of a casualty be applied Rent except to the payment of the mortgage debt; or extent Landlord receives proceeds from rent insurance which may be carried by Tenant. If repairs cannot, in Landlord's opinion, be made in ninety (iii90) there is any material loss days, Landlord may elect, upon notice to the Building that is not covered by insurance required to be maintained by LANDLORD under this Lease; or Tenant within thirty (iv30) the Premises shall be partially damaged by casualty during the last two years of the Lease Term, and the estimated cost of repair exceeds 10% of the Base Rental then remaining to be paid by TENANT for the balance of the Lease Term; LANDLORD may, within 120 days after the date of the fire or other casualty, give notice to TENANT repair that damage, in which case this Lease shall continue in effect, but Tenant shall be entitled to an abatement of LANDLORDRent to the extent Tenant's election to terminate this Lease, and the balance use of the Lease Term shall automatically expire on Premises is impaired, commencing with the fifth day after date of the notice is delivered. B. damage or casualty until completion of the repairs. If LANDLORD does not have the right to terminate this Lease under Subsection A, or if LANDLORD has the right to terminate and Landlord does not elect to do somake such repairs, LANDLORD this Lease shall proceed with reasonable diligence to restore terminate as of the date of such fire or other casualty. A total destruction of the Building and shall automatically terminate the Lease. If the Premises are to substantially the same condition they were in immediately before the happening of the casualty. However, LANDLORD shall not be required to restore any unleased Premises in the Building or any portion of TENANT's property or the improvements made by TENANT and LANDLORD's restoration obligations shall exist only to the extent that LANDLORD actually receives insurance proceeds in the amount of the estimated cost of the restoration. When repairs to the Premises that are LANDLORD's obligation repaired under this section, if any, have been completed Landlord shall repair at its cost any injury or damage to the Building itself and Tenant Improvements provided by LANDLORD, TENANT Landlord. Tenant shall complete pay the restoration cost of repairing any other improvements in the Premises and shall be responsible for carrying such casualty insurance as it deems appropriate with respect to those improvements. This Lease shall be considered an express agreement governing any case of damage to or replacement destruction of the Premises, the improvements made Building or SmaruCool Systems USA. Inc. PRF 400#219 4'1!2006 Project by TENANT and all of TENANT's property necessary to permit TENANT's re-occupancy of the Premises. C. Rent shall abate in proportion to the portion of the Premises not useable by TEXXXX as a result of any fire or other casualty, as and any present or other casualty, and any present or future law which purports to govern the rights of Landlord and Tenant in such circumstances in the date on which the Premises becomes unusable. LANDLORD absence of express agreement, shall not be liable to TENANT for any delay in restoring the Premises or any inconvenience or annoyance to TENANT or injury to TENANT's business resulting in any way from the damage or the repairs, TENANT's sole remedy being the right to an abatement of renthave no application. D. The rights provided to TENANT under this section are in lieu of and override any rights that TENANT may have by statute.

Destruction or Damage. A. If: (i) a. If the Building shall be so damaged that substantial alteration Premises or reconstruction the portion of the Building necessary for Xxxxxx's occupancy is damaged by fire, earthquake, act of God, the elements of other casualty. Landlord shall, subject to the provisions of this Article, promptly repair the damage, if such repairs can, in the LANDLORDLandlord's opinion, be required completed within (whether or 90) ninety days. If Landlord determines that repairs can be completed within ninety (90) days, this Lease shall remain in full force and effect, except that if such damage is not the result of the negligence or willful misconduct of Tenant or Tenant's agents, employees, contractors, licensees or invitees, the Base Rent and additional rent including all project operating costs shall be abated to the extent Tenant's use of the Premises shall have been damaged by is impaired, commencing with the casualty); date of damage and continuing until completion of the repairs required of Landlord under Section 19d. b. If in Landlord's opinion, such repairs to the Premises or (ii) any mortgagee portion of the Building should require that the insurance proceeds payable as a result of a casualty necessary for Tenant's occupancy cannot be applied completed within ninety (90) days, Landlord or Tenant may elect, upon notice to the payment of the mortgage debt; or other given within thirty (iii30) there is any material loss to the Building that is not covered by insurance required to be maintained by LANDLORD under this Lease; or (iv) the Premises shall be partially damaged by casualty during the last two years of the Lease Term, and the estimated cost of repair exceeds 10% of the Base Rental then remaining to be paid by TENANT for the balance of the Lease Term; LANDLORD may, within 120 days after the casualty, give notice to TENANT date of LANDLORD's election to terminate this Lease, and the balance of the Lease Term shall automatically expire on the fifth day after the notice is delivered. B. If LANDLORD does not have the right such fire or other casualty to terminate this Lease under Subsection Aas of the date of such fire or casualty or agree to have the Landlord repair such damage, or if LANDLORD has in which event this Lease shall continue in full force and effect, but the right to terminate and Base Rent shall be partially abated as provided in Section 19a. If Landlord does not elect to do somake such repairs, LANDLORD this Lease shall proceed with reasonable diligence to restore the Building and the Premises to substantially the same condition they were in immediately before the happening terminate as of the date of such fire or other casualty. However, LANDLORD shall not be required to restore . c. If any unleased Premises in other portion of the Building or any portion of TENANT's property Project is totally destroyed or the improvements made by TENANT and LANDLORD's restoration obligations shall exist only damaged to the extent that LANDLORD actually receives insurance proceeds in Landlord's opinion repair thereof cannot be completed within ninety (90) days, Landlord or Tenant may elect upon notice to the other given within thirty (30) days after the date of such fire or other casualty to terminate this Lease as of the date of such fire or casualty or agree to have the Landlord repair such damage, in which event this Lease shall continue in full force and effect, but the Base Rent shall be partially abated as provided in Section 19a. If Landlord does not make such repairs, this Lease shall terminate as of the date of such fire or other casualty. d. If the Premises are to be repaired under this Article, Landlord shall repair at its cost any injury or damage to the Building and Building Standard Work in the amount Premises. Except in the event of willful acts or negligence of Landlord, its employees or agent Tenant shall be responsible at its sole cost and expense for the estimated cost repair, restoration and replacement of the restorationany other Tenant provided Leasehold Improvements and Tenant's Property. When repairs to the Premises that are LANDLORD's obligation under this sectionLandlord shall not be liable for any loss of business, if any, have been completed by LANDLORD, TENANT shall complete the inconvenience or annoyance arising from any repair or restoration or replacement of any portion of the Premises, the improvements made by TENANT and all of TENANT's property necessary to permit TENANT's re-occupancy of the Premises. C. Rent shall abate in proportion to the portion of the Premises not useable by TEXXXX Building or Project as a result of any damage from fire or other casualty. e. This Lease shall be considered an express agreement governing any case of damage to or destruction of the Premises, Building or Project by fire or other casualty, as and any present or future law which purports to govern the rights of Landlord and Tenant in such circumstances in the date on which the Premises becomes unusable. LANDLORD absence of express agreement, shall not be liable to TENANT for any delay in restoring the Premises or any inconvenience or annoyance to TENANT or injury to TENANT's business resulting in any way from the damage or the repairs, TENANT's sole remedy being the right to an abatement of renthave no application. D. The rights provided to TENANT under this section are in lieu of and override any rights that TENANT may have by statute.

Destruction or Damage. A. If: (i) a. If the Building shall be so damaged that substantial alteration Premises or reconstruction the portion of the Building necessary for Xxxxxx's occupancy is damaged by fire, earthquake, act of God, the elements of other casualty, Landlord shall, subject to the provisions of this Article, promptly repair the damage, if such repairs can, in the LANDLORDLandlord's opinion, be required completed within (whether or 90) ninety days. If Landlord determines that repairs can be completed within ninety (90) days, this Lease shall remain in full force and effect, except that if such damage is not the result of the negligence or willful misconduct of Tenant or Tenant's agents, employees, contractors, licensees or invitees, the Base Rent shall be abated to the extent Tenant's use of the Premises shall have been damaged by is impaired, commencing with the casualty); date of damage and continuing until completion of the repairs required of Landlord under Section 19d. b. If in Landlord's opinion, such repairs to the Premises or (ii) any mortgagee portion of the Building necessary for Tenant's occupancy cannot be completed within ninety (90) days, Landlord may elect, upon notice to Tenant given within thirty (30) days after the date of such fire or other casualty, to repair such damage, in which event this Lease should require that continue in full force and effect, but the insurance proceeds payable as a result of a casualty be applied to the payment of the mortgage debt; or (iii) there is any material loss to the Building that is not covered by insurance required to be maintained by LANDLORD under this Lease; or (iv) the Premises Base Rent shall be partially damaged by casualty during the last two years abated as provided in Section 19a. If Landlord does not so elect to make such repairs, this Lease shall terminate as of the Lease Term, and the estimated cost date of repair exceeds 10% such fire or other casualty. c. If any other portion of the Base Rental then remaining Building or Project is totally destroyed or damaged to the extent that in Landlord's opinion repair thereof cannot be paid by TENANT for the balance of the Lease Term; LANDLORD maycompleted within ninety (90) days, Landlord may elect upon notice to Tenant given within 120 thirty (30) days after the date of such fire or other casualty, give notice to TENANT of LANDLORD's election to terminate this Leaserepair such damage, and the balance of the Lease Term shall automatically expire on the fifth day after the notice is delivered. B. If LANDLORD does not have the right to terminate in which event this Lease under Subsection Ashall continue in full force and effect, or if LANDLORD has but the right to terminate and Base Rent shall be partially abated as provided in Section 19a. If Landlord does not elect to do somake such repairs, LANDLORD this Lease shall proceed with reasonable diligence terminate as of the date of such fire or other casualty. d. If the Premises are to restore be repaired under this Article, Landlord shall repair at its cost any injury or damage to the Building and Building Standard Work in the Premises to substantially Premises. Tenant shall be responsible at its sole cost and expense for the same condition they were in immediately before the happening repair, restoration and replacement of the casualtyany other Leasehold Improvements and Tenant's Property. However, LANDLORD Landlord shall not be required to restore liable for any unleased Premises in the Building loss of business, inconvenience or annoyance arising from any repair or restoration of any portion of TENANT's property or the improvements made by TENANT and LANDLORD's restoration obligations shall exist only to the extent that LANDLORD actually receives insurance proceeds in the amount of the estimated cost of the restoration. When repairs to the Premises that are LANDLORD's obligation under this section, if any, have been completed by LANDLORD, TENANT shall complete the restoration or replacement of the Premises, the improvements made by TENANT and all of TENANT's property necessary to permit TENANT's re-occupancy of the Premises. C. Rent shall abate in proportion to the portion of the Premises not useable by TEXXXX Building or Project as a result of any damage from fire or other casualty. e. This Lease shall be considered an express agreement governing any case of damage to or destruction of the Premises, Building or Project by fire or other casualty, as and any present or future law which purports to govern the rights of Landlord and Tenant in such circumstances in the date on which the Premises becomes unusable. LANDLORD absence of express agreement, shall not be liable to TENANT for any delay in restoring the Premises or any inconvenience or annoyance to TENANT or injury to TENANT's business resulting in any way from the damage or the repairs, TENANT's sole remedy being the right to an abatement of renthave no application. D. The rights provided to TENANT under this section are in lieu of and override any rights that TENANT may have by statute.

Destruction or Damage. A. If: (i) the Building shall be so damaged that substantial alteration or reconstruction of the Building shall, in the LANDLORD's opinion, be required (whether or not the Premises shall have been damaged by the casualty); or (ii) at any mortgagee of the Building should require that the insurance proceeds payable as a result of a casualty be applied to the payment of the mortgage debt; or (iii) there is any material loss to the Building that is not covered by insurance required to be maintained by LANDLORD under this Lease; or (iv) the Premises shall be partially damaged by casualty time during the last two years of the Lease Term, the Facility Premises, or any portion thereof, should be materially damaged or destroyed by any fire or any other casualty, then Tenant shall promptly give written notice thereof to the Landlord. Subject to the rights of any Leasehold Mortgagee, all property insurance proceeds available pursuant to Section 15(ce) hereof shall be used to repair and restore the estimated Facility Premises, provided that if the total amount of insurance proceeds for such claims (“Insurance Proceeds”) exceeds $50,000, the same shall be paid into an escrow account, with a single escrow agent which shall be appointed by Xxxxxx’s Leasehold Mortgagee or, if Tenant has no Leasehold Mortgagee, such escrow agent shall be appointed jointly by Landlord and Tenant, both parties agreeing to use reasonable efforts to agree on such appointment. Payments from such escrow account shall conform to the requirements of the Development Agreement for Disbursements of City Funds for Public Costs and in any event made in accordance with usual and reasonable disbursement requirements of the Leasehold Mortgagee. Tenant shall, at its sole cost and expenses, subject to receipt of the Insurance Proceeds, restore, repair and/or rebuild the damaged or destroyed structures and other improvements to the condition that such structures and improvements existed prior to such casualty. Such restorations, repairs, and rebuilding shall be commenced as soon as practicable following the occurrence of such damage or destruction and shall thereafter be prosecuted continuously to completion with diligence. Notwithstanding the foregoing, unless the destruction or damage was due to Tenant’s gross negligence or willful misconduct, if the then-existing Lease Term is equal to or less than ten (10) years or the cost of repair exceeds 10% restoring the Facility Premises shall exceed fifty percent (50%) of the Base Rental then remaining to be paid by TENANT for the balance replacement cost of the Lease Term; LANDLORD mayFacility Premises, within 120 days after the casualty, give notice to TENANT of LANDLORD's election to terminate this Lease, and the balance of the Lease Term Tenant shall automatically expire on the fifth day after the notice is delivered. B. If LANDLORD does not have the right to terminate this Lease under Subsection Aby giving the City Representative written notice of Xxxxxx’s election to do so within ninety (90) days after the date on which such damage or destruction occurred, or if LANDLORD has and upon such notice being given, the right to Lease Term shall automatically terminate and does not elect to do so, LANDLORD shall proceed with reasonable diligence to restore the Building and the Premises to substantially the same condition they were in immediately before the happening end effective as of the casualtydate of damage or destruction. HoweverIf Tenant does terminate the Lease pursuant to this Section 16, LANDLORD shall not be required to restore any unleased Premises in the Building or any portion of TENANT's property or the improvements made by TENANT and LANDLORD's restoration obligations shall exist only subject to the extent that LANDLORD actually receives rights of any Leasehold Mortgagee, all Insurance Proceeds payable to Tenant with respect to any casualty at the Facility Premises shall be paid to Tenant and Landlord in equal amounts (i.e., split 50-50). If Landlord or Tenant, as the case may be, failed to maintain the insurance proceeds in required under Section 15(ce) hereof, the amount of the estimated cost of Insurance Proceeds shall be deemed to be the restoration. When repairs to the Premises that are LANDLORD's obligation under this section, if any, have been completed by LANDLORD, TENANT shall complete the restoration amount Landlord or replacement of the Premises, the improvements made by TENANT and all of TENANT's property necessary to permit TENANT's re-occupancy of the Premises. C. Rent shall abate in proportion to the portion of the Premises not useable by TEXXXX as a result of any casualtyTenant, as of the date on which case may be, would have collected less normal and customary reimbursement costs had Landlord or Tenant, as the Premises becomes unusable. LANDLORD shall not be liable to TENANT for any delay in restoring case may be, maintained the Premises or any inconvenience or annoyance to TENANT or injury to TENANT's business resulting in any way from the damage or the repairs, TENANT's sole remedy being the right to an abatement of rentinsurance required under Section 15(ce) hereof with a reputable third-party insurer. D. The rights provided to TENANT under this section are in lieu of and override any rights that TENANT may have by statute.