Common use of Restoration; Tenant’s Right of Termination Clause in Contracts

Restoration; Tenant’s Right of Termination. (a) If the Building or the Premises shall be partially or totally damaged or destroyed by a Casualty and if this Lease is not terminated as provided in this Article 11, then (i) Landlord shall repair and restore the Building and the Premises (but excluding Tenant’s Removable Property and the Improvements (“Landlord’s Restoration Work”) with reasonable dispatch (but Landlord shall not be required to perform the same on an overtime or premium pay basis)) after notice to Landlord of the Casualty and the collection of the insurance proceeds attributable to such Casualty, and (ii) Tenant shall repair and restore in accordance with Section 5.2 all of Tenant’s Removable Property and the Improvements (“Tenant’s Restoration Work”) with reasonable dispatch after the Casualty. Notwithstanding anything to the contrary contained herein, if in Landlord’s sole discretion it would be appropriate for safety reasons, health reasons or the efficient operation or restoration of the Building or the Premises for Landlord to perform all or a portion of Tenant’s Restoration Work with respect to the Improvements on behalf of Tenant, then (x) Landlord shall give Tenant a written notice specifying the portion of Tenant’s Restoration Work with respect to the Improvements to be performed by Landlord (the “Specified Restoration Work”), (y) Landlord shall perform the Specified Restoration Work, and (z) Tenant shall pay to Landlord within thirty (30) days following the giving of Landlord’s written demand therefor the proceeds received by Tenant with respect to such Specified Restoration Work.

Restoration; Tenant’s Right of Termination. (a) If the Building Premises or the Premises shall be partially Building are damaged by fire or totally damaged or destroyed by a Casualty other casualty, and if this Lease is not terminated as provided in this Article 11pursuant to Section 11.1, then (i) Landlord shall repair and thereafter use reasonable efforts to restore the Building and the Premises (but excluding any Alterations made by Tenant pursuant to Section 5.2 which have not become the property of the Landlord) to proper condition for Tenant’s Removable Property use and the Improvements (“occupation, provided that Landlord’s Restoration Work”) with reasonable dispatch obligation shall be limited to the amount of insurance proceeds available therefore, (but such limitation shall only apply if all insurance required to be maintained by Landlord hereunder is in effect at the time of such fire or casualty) and Landlord shall not be required obligated to perform commence restoration until Landlord has received the same on insurance proceeds. If, for any reason, such restoration shall not be substantially completed within six (6) months after the expiration of the sixty-day period referred to in Section 11.1 (which six-month period may be extended for such periods of time as Landlord is prevented from proceeding with or completing such restoration due to Force Majeure, but in no event for more than an overtime or premium pay basisadditional three (3) months)) after , Tenant shall have the right to terminate this Lease by giving notice to Landlord of the Casualty and the collection of the insurance proceeds attributable to such Casualty, and (ii) Tenant shall repair and restore in accordance with Section 5.2 all of Tenant’s Removable Property and the Improvements (“Tenant’s Restoration Work”) with reasonable dispatch after the Casualty. Notwithstanding anything to the contrary contained herein, if in Landlord’s sole discretion it would be appropriate for safety reasons, health reasons or the efficient operation or restoration of the Building or the Premises for Landlord to perform all or a portion of Tenant’s Restoration Work with respect to the Improvements on behalf of Tenant, then (x) Landlord shall give Tenant a written notice specifying the portion of Tenant’s Restoration Work with respect to the Improvements to be performed by Landlord (the “Specified Restoration Work”), (y) Landlord shall perform the Specified Restoration Work, and (z) Tenant shall pay to Landlord thereof within thirty (30) days following after the expiration of such period (as so extended) provided that such restoration is not completed within such period. This Lease shall cease and come to an end without further liability or obligation on the part of either party thirty (30) days after such giving of notice by Tenant unless, within such thirty-day period, Landlord substantially completes such restoration. Such right of termination shall be Tenant’s sole and exclusive remedy at law or in equity for Landlord’s written demand therefor failure so to complete such restoration, and time shall be of the proceeds received by Tenant essence with respect to such Specified Restoration Workthereto.

Restoration; Tenant’s Right of Termination. (a) If the Building Premises or the Premises shall be partially Building are damaged by fire or totally damaged or destroyed by a Casualty other casualty, and if this Lease is not terminated as provided in this Article 11pursuant to Section 11.1, then (i) Landlord shall repair and thereafter use reasonable efforts to restore the Building and the Premises to proper condition for Tenant’s use and occupation (but excluding Tenant’s Removable Property Restoration Work, as defined below), provided that Landlord’s obligation shall be limited to the amount of insurance proceeds available therefor, and Landlord shall not be obligated to commence restoration until Landlord has received the Improvements insurance proceeds (“Landlord’s Restoration Work”) with reasonable dispatch (but Landlord ). Landlord’s Restoration Work shall not include, and Tenant shall be required to perform solely responsible for, the same on an overtime or premium pay basis)) after notice to Landlord repair and restoring, at Tenant’s sole cost and expense, of the Casualty and the collection Work necessary for Tenant’s initial occupancy of the insurance proceeds attributable Premises, any Alterations made by Tenant pursuant to such CasualtySection 5.2, and (ii) Tenant shall repair and restore in accordance with Section 5.2 all of Tenant’s Removable Property and the Improvements (“Tenant’s Restoration Work”) with reasonable dispatch after the Casualty)). Notwithstanding anything to the contrary contained herein, if in Landlord’s sole discretion discretion, it would be appropriate for safety reasons, health reasons or the efficient operation or restoration of the Building or the Premises for Landlord to perform all or a portion of Tenant’s Restoration Work with respect to the Improvements on behalf of Tenant, then (x) Landlord shall give Tenant a written notice specifying the portion of Tenant’s Restoration Work with respect to the Improvements to be performed by Landlord (the “Specified Restoration Work”), (y) Landlord shall perform the Specified Restoration Work, and (z) Tenant shall pay to Landlord within thirty ten (3010) days following the giving of Landlord’s written demand therefor the proceeds received by Tenant with respect to cost of such Specified Restoration Work. (b) Landlord shall not carry any insurance on Tenant’s Removable Property or on the Alterations that constitute part of Tenant’s Restoration Work and shall not be obligated to repair or replace Tenant’s Removable Property or such Alterations (whether or not installed by or at the expense of Landlord). Tenant shall look solely to its insurance for recovery of any damage to or loss of Tenant’s Removable Property or any Alterations. Tenant shall notify Landlord promptly of any casualty in the Premises. In the event of a partial or total destruction of the Premises, Tenant shall as soon as practicable (but no later than five (5) Business Days after receiving a notice from Landlord) remove any and all of Tenant’s Removable Property from the Premises or the portion thereof destroyed, as the case may be, and if Tenant does not promptly so remove Tenant’s Removable Property, Landlord, at Tenant’s expense, may discard the same or may remove Tenant’s Removable Property to a public warehouse for deposit or retain the same in its own possession and at its discretion may sell the same at either public auction or private sale, the proceeds of which shall be applied first to the expenses of removal, storage and sale, second to any sums owed by Tenant to Landlord, with any balance remaining to be paid to Tenant; if the expenses of such removal, storage and sale shall exceed the proceeds of any sale, Tenant shall pay such excess to Landlord upon demand. Tenant shall be solely responsible for arranging for any visits to the Premises by Tenant’s insurance adjuster that may be desired by Tenant prior to the removal of Tenant’s Removable Property by Tenant or Landlord, as provided in this Section 11.2(b), or the performance by Landlord of Landlord’s Restoration Work or the Specified Restoration Work and Landlord shall be under no obligation to delay the performance of same, nor shall Landlord have any liability to Tenant in the event that Tenant fails to do so. Tenant shall promptly permit Landlord access to the Premises for the purpose of performing Landlord’s Restoration Work and, if applicable, the Specified Restoration Work. (c) Notwithstanding anything to the contrary contained herein, if Landlord determines that Landlord’s Restoration Work cannot be substantially completed within one hundred eighty (180) days following the date on which the repair commences, Tenant may terminate this Lease by delivery of written notice to Landlord within thirty (30) days following Tenant’s receipt of the Damage Notice. Further, if, for any reason, Landlord’s Restoration Work shall not be substantially completed within six months after the expiration of the ninety-day period referred to in Section 11.1 (which six-month period may be extended for such periods of time as Landlord is prevented from proceeding with or completing Landlord’s Restoration Work due to Force Majeure, but in no event for more than an additional three months), Tenant shall have the right to terminate this Lease by giving notice to Landlord thereof within thirty (30) days after the expiration of such period (as so extended) provided that Landlord’s Restoration Work is not completed within such period. This Lease shall cease and come to an end without further liability or obligation on the part of either party thirty (30) days after such giving of notice by Tenant unless, within such thirty-day period, Landlord substantially completes Landlord’s Restoration Work. Such right of termination shall be Tenant’s sole and exclusive remedy at law or in equity for Landlord’s failure so to complete Landlord’s Restoration Work, and time shall be of the essence with respect thereto.

Restoration; Tenant’s Right of Termination. (a) If this Lease shall ------------------------------------------- not be terminated pursuant to Section 12.2 and if the Building or amount of time normally required to perform and substantially complete such restoration in the ordinary course as set forth in the Estimate exceeds One Hundred Eighty (180) days from the date of the casualty, then Tenant shall have the right to terminate this Lease effective as of the date of Tenant's Termination Notice, such right to be exercised, if at all, by written notice (a "Tenant's Termination Notice") to Landlord within twenty (20) days after receipt of the Estimate. Failure of Tenant to exercise such right within the time and manner herein provided shall constitute a waiver of such right by Tenant, time being of the essence. Any termination of this Lease by Tenant pursuant to this Section 12.3(a) shall have the same force and effect as if such date were the date originally established as the date of expiration of the Lease. (b) If the Premises shall be partially is damaged by fire or totally damaged casualty or destroyed by as a Casualty result of a taking and if this Lease is not terminated as provided in this Article 11, then (i) Landlord shall repair and restore the Building and the Premises (but excluding Tenant’s Removable Property and the Improvements (“Landlord’s Restoration Work”) with reasonable dispatch (but Landlord shall not be required terminated pursuant to perform Section 12.2 or 12.3(a), Landlord shall thereafter use due diligence to restore the Premises to substantially its condition prior to such fire or casualty, as described in Section 12.1. Landlord's obligation to restore shall be limited to the amount of insurance proceeds actually made available to the Landlord for the purpose of restoration or the condemnation awards actually made available to Landlord therefor and provided, further, that Landlord shall have no obligation to restore the Premises or the Building as and to the extent the same on cannot be lawfully restored under then applicable zoning and building laws. If, for any reason, restoration of the Premises to the condition required hereby shall not be substantially completed as aforesaid within the One Hundred Eighty (180) day period set forth in 12.3(a) hereof (which One Hundred Eighty (180) day period shall be extended due to Force Majeure or any reason beyond the control of Landlord, but in no event for more than an overtime or premium pay basisadditional Twenty (20) days)) after , Tenant shall have the right to terminate this Lease by giving notice to Landlord of the Casualty and the collection of the insurance proceeds attributable to such Casualty, and (ii) Tenant shall repair and restore in accordance with Section 5.2 all of Tenant’s Removable Property and the Improvements (“Tenant’s Restoration Work”) with reasonable dispatch after the Casualty. Notwithstanding anything to the contrary contained herein, if in Landlord’s sole discretion it would be appropriate for safety reasons, health reasons or the efficient operation or restoration of the Building or the Premises for Landlord to perform all or a portion of Tenant’s Restoration Work with respect to the Improvements on behalf of Tenant, then (x) Landlord shall give Tenant a written notice specifying the portion of Tenant’s Restoration Work with respect to the Improvements to be performed by Landlord (the “Specified Restoration Work”), (y) Landlord shall perform the Specified Restoration Work, and (z) Tenant shall pay to Landlord thereof within thirty Thirty (30) days following after the expiration of such period (as so extended). Upon the giving of Landlord’s written demand therefor such notice, this Lease shall, effective as of the date of giving such notice, cease and come to an end without further liability or obligation on the part of either party. If at any time Landlord shall determine that the proceeds received of insurance or condemnation awards to be available to Landlord for restoration are insufficient for restoration of the Building, Landlord shall provide Tenant written notice of such insufficiency and upon receipt of such notice, Tenant shall have the right to terminate this Lease by Tenant with respect written notice to Landlord not later than fifteen (15) days after Tenant's receipt of such Specified Restoration Workwritten notice from Landlord, time being of the essence. Such rights of termination set forth in this Section 12.3 shall be Tenant's sole and exclusive remedy at law or in equity for Landlord's failure to complete such restoration.

Restoration; Tenant’s Right of Termination. If (a) If the Premises or the Building are damaged by fire or other casualty, or (b) all or part of the Premises shall be partially or totally damaged or destroyed Building is taken by a Casualty right of eminent domain; and if this Lease is not terminated as provided in this Article 11pursuant to Section 14.1, then (i) Landlord shall repair and thereafter use reasonable efforts (to the extent practicable in Landlord’s reasonable determination in light of the nature of any taking or the election by Landlord’s lender to apply all or a portion of any resulting insurance proceeds to the repayment of Landlord’s loan) to restore the Building and the Premises (but excluding the Tenant’s Removable Property Exclusive Facilities, and the Improvements (“any Alterations) to proper condition for Tenant’s use and occupation, provided that Landlord’s Restoration Work”) with reasonable dispatch (but Landlord obligation shall be limited to the amount of insurance and eminent domain proceeds available therefor. If, for any reason, such restoration shall not be required substantially completed within twelve (12) months after the expiration of the ninety (90) day period referred to perform in Section 14.1 (which twelve (12) month period may be extended for such periods of time as Landlord is prevented from proceeding with or completing such restoration due to Force Majeure, but in no event for more than an additional three (3) months), Tenant shall have the same on an overtime or premium pay basis)) after right to terminate this Lease by giving notice to Landlord of the Casualty and the collection of the insurance proceeds attributable to such Casualty, and (ii) Tenant shall repair and restore in accordance with Section 5.2 all of Tenant’s Removable Property and the Improvements (“Tenant’s Restoration Work”) with reasonable dispatch after the Casualty. Notwithstanding anything to the contrary contained herein, if in Landlord’s sole discretion it would be appropriate for safety reasons, health reasons or the efficient operation or restoration of the Building or the Premises for Landlord to perform all or a portion of Tenant’s Restoration Work with respect to the Improvements on behalf of Tenant, then (x) Landlord shall give Tenant a written notice specifying the portion of Tenant’s Restoration Work with respect to the Improvements to be performed by Landlord (the “Specified Restoration Work”), (y) Landlord shall perform the Specified Restoration Work, and (z) Tenant shall pay to Landlord thereof within thirty (30) days following after the giving expiration of Landlord’s written demand therefor such period as so extended, provided that such restoration is not completed within such period. This Lease shall cease and come to an end without further liability or obligation on the proceeds received by Tenant part of either party (except with respect to obligations which are expressly stated herein to survive a termination) thirty (30) days after such Specified Restoration Workgiving of notice by Tenant unless, within such thirty (30) day period, Landlord substantially completes such restoration, subject to the completion of minor “punch list” items, the completion of which will not materially interfere with Tenant’s business operations. Such right of termination shall be Tenant’s sole and exclusive remedy at law or in equity for Landlord’s failure so to complete such restoration, and time shall be of the essence with respect thereto. In addition, if the Premises or the Building are substantially damaged by fire or casualty or taken by any exercise of the right of eminent domain during the final nine (9) months of the then current Term (i.e., not taking account of Tenant’s exercise of any applicable Extension Option), and the restoration thereof is expected to take sixty (60) days or more to complete, Tenant may, at its option, elect to terminate this Lease upon written notice to Landlord given within the ninety (90) day period referenced above, in which case this Lease shall cease and come to an end within thirty (30) days of the date of such termination notice without further liability or obligation on the part of either party (except with respect to obligations which are expressly stated herein to survive a termination).

Restoration; Tenant’s Right of Termination. (a) If the Building or the Premises or any other improvements on or portions of the Complex including, without limitation, the Common Facilities shall be partially or totally damaged or destroyed by a Casualty and if this Lease is not terminated as provided in this Article 11, then (i) Landlord shall repair and restore the Building and same to the Premises condition prior to the Casualty, as applicable, (but excluding Tenant’s Removable Property and the Improvements Improvements) (the “Landlord’s Restoration Work”) with reasonable dispatch (but Landlord shall not be required to perform the same on an overtime or premium pay basis)) after notice to Landlord of the Casualty and the collection of the insurance proceeds attributable to such Casualty, and (ii) Tenant shall repair and restore in accordance with Section 5.2 5.3 all of Tenant’s Removable Property and the Improvements to the condition prior to the Casualty (“Tenant’s Restoration Work”) ), with reasonable dispatch after the Casualty, following completion of Landlord’s Restoration Work. Notwithstanding anything to the contrary contained herein, if in Landlord’s sole discretion it would be appropriate for safety reasons, health reasons or the efficient operation or restoration of the Building or the Premises for Landlord to perform all or a portion of Tenant’s Restoration Work with respect to the Improvements on behalf of Tenant, then (x) Landlord shall give Tenant a written notice specifying the portion of Tenant’s Restoration Work with respect to the Improvements to be performed by Landlord (the “Specified Restoration Work”), (y) Landlord shall perform the Specified Restoration Work, and (z) Tenant shall pay to Landlord within thirty ten (3010) days following the giving of Landlord’s written demand therefor (or Landlord shall retain from the insurance proceeds received by Tenant paid to Landlord in accordance with respect to the last sentence of this Section 11.2(a)) the cost of such Specified Restoration Work. (b) Landlord shall not carry any insurance on Tenant’s Removable Property or on the Improvements (including without limitation any of the Tenant Work performed in connection with this Lease other than the Landlord’s Work) that constitute part of Tenant’s Restoration Work and shall not be obligated to repair or replace Tenant’s ACTIVE/91437610.6 Removable Property or such Improvements (whether or not installed by or at the expense of Landlord). Tenant shall look solely to its insurance for recovery of any damage to or loss of Tenant’s Removable Property and any Improvements. Tenant shall notify Landlord promptly of any casualty in the Premises. (c) Within ninety (90) days after the occurrence of any Casualty affecting the Premises or access thereto, Landlord shall deliver to Tenant a written estimate from a reputable contractor, architect or engineer designated by Landlord as to the probable length of time that will be necessary to substantially complete Landlord’s Restoration Work (“Estimated Completion Date”). If such time estimate exceeds nine (9) months from the date that repair work would commence, Tenant shall have the right to terminate this Lease by giving notice to Landlord thereof within thirty (30) days after receipt of such estimate (time being of the essence with respect to the giving of such notice by Tenant). If Tenant is entitled pursuant to the terms of this Section 11.2(c) to terminate this Lease and Tenant fails to deliver a termination notice to Landlord within the thirty (30) day period set forth herein, Tenant will be deemed to have waived Tenant’s rights under this Section 11.2(c) to terminate the Lease on account of such Casualty. Notwithstanding the foregoing, in the event Landlord fails to complete Landlord’s Restoration Work within sixty (60) days following the Estimated Completion Date, subject to Force Majeure and any Tenant Delay, Tenant shall have the right to terminate this Lease by giving notice to Landlord thereof within thirty (30) days after Landlord’s failure to complete the Landlord’s Restoration Work by the date which is sixty (60) days following the Estimated Completion Date. The provisions of this Section are in lieu of any statutory termination provisions allowable in the event of a Casualty. (d) Except to the extent such damage by fire or other casualty is the result of any act or omission by Tenant, any subtenant or any of their respective partners, directors, officers, servants, employees, agents or contractors, if the Premises or the Building are substantially damaged by fire or other casualty, and this Lease is not otherwise terminated hereunder, and if Landlord’s Restoration Work shall not be substantially completed within ninety (90) days after the time period set forth in Landlord’s estimate for substantial completion of Landlord’s Restoration Work as described in Section 11.2(c), Tenant shall have the right to terminate this Lease by delivering at least thirty (30) days prior written notice to Landlord of such election which notice must be delivered within ten (10) Business Days after the expiration of such time period, provided, however, that if Landlord completes such restoration prior to the end of such thirty (30) day notice period, Tenant’s notice of termination shall be deemed rescinded, and this Lease shall continue in full force and effect. If Tenant is entitled pursuant to the terms of this paragraph (d) to terminate this Lease and Tenant fails to deliver a termination notice to Landlord within the ten (10) Business Day period set forth herein, Tenant will be deemed to have waived Tenant’s rights under this paragraph (d) to terminate the Lease on account of such Casualty. (e) If this Lease is terminated under any of the provisions of this Article 11 as a result of a Casualty, Landlord shall be entitled to retain for its benefit and Tenant shall promptly pay over to Landlord the proceeds of insurance maintained by Tenant on the Improvements after deducting Tenant’s unamortized cost to initially ACTIVE/91437610.6 construct the Improvements above the amount of the Landlord’s Contribution, with such amortization being done on a straight line basis over the initial Term of this Lease in accordance with GAAP. This Section 11.2 shall be deemed an express agreement governing any damage or destruction of the Premises by fire or other casualty, and any law providing for a contingency in the absence of an express agreement, now or hereafter in force, shall have no application.

Restoration; Tenant’s Right of Termination. If (a) If the Premises or the Building are damaged by fire or other casualty, or (b) all or part of the Premises shall be partially or totally damaged or destroyed Building is taken by a Casualty right of eminent domain, and if this Lease is not terminated as provided in this Article 11pursuant to Section 14.1, then (i) Landlord shall repair and thereafter use reasonable efforts (to the extent practicable in Landlord’s reasonable determination in light of the nature of any taking or the election by Landlord’s lender to apply all or a portion of any resulting insurance proceeds to the repayment of Landlord’s loan) to restore the Building and the Premises (but excluding the Tenant’s Removable Property Exclusive Facilities and the Improvements (“any Alterations) to proper condition for Tenant’s use and occupation, provided that Landlord’s Restoration Work”) with reasonable dispatch (but Landlord obligation shall be limited to the amount of insurance and eminent domain proceeds available therefor. If, for any reason, such restoration shall not be required substantially completed within two hundred ten (210) days after the expiration of the ninety (90) day period referred to perform in Section 14.1 (which two hundred ten (210) day period may be extended for such periods of time as Landlord is prevented from proceeding with or completing such restoration due to Force Majeure, but in no event for more than an additional sixty (60) days, then Tenant shall have the same on an overtime or premium pay basis)) after right to terminate this Lease by giving notice to Landlord of the Casualty and the collection of the insurance proceeds attributable to such Casualty, and (ii) Tenant shall repair and restore in accordance with Section 5.2 all of Tenant’s Removable Property and the Improvements (“Tenant’s Restoration Work”) with reasonable dispatch after the Casualty. Notwithstanding anything to the contrary contained herein, if in Landlord’s sole discretion it would be appropriate for safety reasons, health reasons or the efficient operation or restoration of the Building or the Premises for Landlord to perform all or a portion of Tenant’s Restoration Work with respect to the Improvements on behalf of Tenant, then (x) Landlord shall give Tenant a written notice specifying the portion of Tenant’s Restoration Work with respect to the Improvements to be performed by Landlord (the “Specified Restoration Work”), (y) Landlord shall perform the Specified Restoration Work, and (z) Tenant shall pay to Landlord thereof within thirty (30) days following after the giving expiration of Landlord’s written demand therefor such period as so extended, provided that such restoration is not completed within such period. This Lease shall cease and come to an end without further liability or obligation on the proceeds received by Tenant part of either party (except with respect to obligations which are expressly stated herein to survive a termination) thirty (30) days after such Specified Restoration Workgiving of notice by Tenant unless, within such thirty (30) day period, Landlord substantially completes such restoration, subject to the completion of minor “punch list” items, the completion of which will not materially interfere with Tenant’s business operations. Such right of termination shall be Tenant’s sole and exclusive remedy at law or in equity for Landlord’s failure so to complete such restoration, and time shall be of the essence with respect thereto.

Restoration; Tenant’s Right of Termination. (a) If the Building or the Premises shall be partially or totally damaged or destroyed by a Casualty and if this Lease is not terminated as provided in this Article 11, then (i) Landlord shall repair and restore the Building and the Premises (but excluding Tenant’s Removable Property and the Improvements (“Landlord’s Restoration Work”) with reasonable dispatch (but Landlord shall not be required to perform the same on an overtime or premium pay basis)) after notice to Landlord of the Casualty and the collection of the insurance proceeds attributable to such Casualty, and (ii) Tenant shall repair and restore in accordance with Section 5.2 all of Tenant’s Removable Property and the Improvements (“Tenant’s Restoration Work”) with reasonable dispatch after the Casualty. Notwithstanding anything to the contrary contained herein, if in Landlord’s sole discretion it would be appropriate for safety reasons, health reasons or the efficient operation or restoration of the Building or the Premises for Landlord to perform all or a portion of Tenant’s Restoration Work with respect to the Improvements on behalf of Tenant, then (x) Landlord shall give Tenant a written notice specifying the portion of Tenant’s Restoration Work with respect to the Improvements to be performed by Landlord (the “Specified Restoration Work”), (y) Landlord shall perform the Specified Restoration Work, and (z) Tenant shall pay to Landlord within thirty ten (3010) days following the giving of Landlord’s written demand therefor (or Landlord shall retain from the insurance proceeds received by Tenant paid to Landlord in accordance with respect to the last sentence of this Section 11.2(a)) the cost of such Specified Restoration Work. The proceeds of insurance covering Tenant’s Removable Property and the Improvements shall be paid to Landlord, and, unless Landlord restores Tenant’s Removable Property and the Improvements as part of the Specified Restoration Work, upon the completion of the repair and restoration of Tenant’s Removable Property and the Improvements and the reoccupancy of the Premises by Tenant, Landlord shall disburse to Tenant the proceeds of insurance maintained by Tenant covering Tenant’s Removable Property and the Improvements up to the amount so expended by Tenant. (b) Landlord shall not carry any insurance on Tenant’s Removable Property or on the Improvements (including without limitation any Landlord’s Work performed in connection with this Lease) that constitute part of Tenant’s Restoration Work and shall not be obligated to repair or replace Tenant’s Removable Property or such Improvements (whether or not installed by or at the expense of Landlord). Tenant shall look solely to its insurance for recovery of any damage to or loss of Tenant’s Removable Property and any Improvements. Tenant shall notify Landlord promptly of any casualty in the Premises. In the event of a partial or total destruction of the Premises, Tenant shall as soon as practicable (but no later than five (5) Business Days after receiving a notice from Landlord) remove any and all of Tenant’s Removable Property from the Premises or the portion thereof destroyed, as the case may be, and if Tenant does not promptly so remove Tenant’s Removable Property, Landlord, at Tenant’s expense, may discard the same or may remove Tenant’s Removable Property to a public warehouse for deposit or retain the same in its own possession and at its discretion may sell the same at either public auction or private sale, the proceeds of which shall be applied first to the expenses of removal, storage and sale, second to any sums owed by Tenant to Landlord, with any balance remaining to the paid to Tenant; if the expenses of such removal, storage and sale shall exceed the proceeds of any sale, Tenant shall pay such excess to Landlord upon demand. Tenant shall be solely responsible for arranging for any visits to the Premises by Tenant’s insurance adjuster that may be desired by Tenant prior to the removal of Tenant’s Removable Property by Tenant or Landlord, as provided in this Section 11.2(b), or the performance by Landlord of Landlord’s Restoration Work or the Specified Restoration Work and Landlord shall be under no obligation to delay the performance of same, nor shall Landlord have any liability to Tenant in the event that Tenant fails to do so. Tenant shall promptly permit Landlord access to the Premises for the purpose of performing Landlord’s Restoration Work and, if applicable, the Specified Restoration Work. (c) Within ninety (90) days after the occurrence of any Casualty affecting the Premises, Landlord shall deliver to Tenant a written estimate from a reputable contractor, architect or engineer designated by Landlord as to the probable length of time that will be necessary to substantially complete Landlord’s Restoration Work. If such time estimate exceeds twelve (12) months from the date that repair work would commence, Tenant shall have the right to terminate this Lease by giving notice to Landlord thereof within thirty (30) days after receipt of such estimate (time being of the essence with respect to the giving of such notice by Tenant). If Tenant is entitled pursuant to the terms of this Section 11.2(c) to terminate this Lease and Tenant fails to deliver a termination notice to Landlord within the thirty (30) day period set forth herein, Tenant will be deemed to have waived Tenant’s rights under this Section 11.2(c) to terminate the Lease on account of such Casualty. The provisions of this Section are in lieu of any statutory termination provisions allowable in the event of a Casualty. (d) If this Lease is terminated under any of the provisions of this Article XI as a result of a Casualty, Landlord shall be entitled to retain for its benefit the proceeds of insurance maintained by Tenant on the Improvements. This Section 11.2 shall be deemed an express agreement governing any damage or destruction of the Premises by fire or other casualty, and any law providing for a contingency in the absence of an express agreement, now or hereafter in force, shall have no application.

Restoration; Tenant’s Right of Termination. If (a) If the Building or the Premises shall be partially or totally any Building is damaged by fire or destroyed other casualty, or (b) all or part of any Building is taken by a Casualty right of eminent domain; and if this Lease is not terminated as provided in this Article 11pursuant to Section 14.1, then (i) Landlord shall repair and restore the Building and the Premises thereafter use reasonable efforts (but excluding Tenant’s Removable Property and the Improvements (“Landlord’s Restoration Work”) with reasonable dispatch (but Landlord shall not be required to perform the same on an overtime or premium pay basis)) after notice to Landlord of the Casualty and the collection of the insurance proceeds attributable to such Casualty, and (ii) Tenant shall repair and restore in accordance with Section 5.2 all of Tenant’s Removable Property and the Improvements (“Tenant’s Restoration Work”) with reasonable dispatch after the Casualty. Notwithstanding anything to the contrary contained herein, if extent practicable in Landlord’s sole discretion it would be appropriate for safety reasons, health reasons reasonable determination in light of the nature of any taking or the efficient operation or restoration of the Building or the Premises for Landlord election by Landlord’s lender to perform apply all or a portion of any resulting insurance proceeds to the repayment of Landlord’s loan) to restore such Building(s) and the Premises (excluding all Alterations) to proper condition for Tenant’s Restoration Work with respect use and occupation, provided that Landlord’s obligation shall be limited to the Improvements on behalf amount of Tenantinsurance and eminent domain proceeds available therefor. If, then for any reason, such restoration shall not be substantially completed within twelve (x12) months after the expiration of the ninety (90) day period referred to in Section 14.1 (which twelve (12) month period may be extended for such periods of time as Landlord shall give Tenant a written notice specifying the portion of Tenant’s Restoration Work is prevented from proceeding with respect or completing such restoration due to the Improvements to be performed by Landlord Force Majeure, but in no event for more than an additional three (the “Specified Restoration Work”3) months), (y) Landlord shall perform the Specified Restoration Work, and (z) Tenant shall pay have the right to terminate this Lease by giving notice to Landlord thereof within thirty (30) days following after the giving expiration of Landlord’s written demand therefor such period as so extended) provided that such restoration is not completed within such period. Upon such termination, this Lease shall cease and come to an end without further liability or obligation on the proceeds received by Tenant part of either party (except with respect to obligations which are expressly stated herein to survive expiration or termination) thirty (30) days after such Specified Restoration Workgiving of notice by Tenant unless, within such thirty (30) day period, Landlord substantially completes such restoration subject to the completion of minor “punch list” items, the completion of which will not materially interfere with Tenant’s business operations. Such right of termination shall be Tenant’s sole and exclusive remedy at law or in equity for Landlord’s failure so to complete such restoration.

Restoration; Tenant’s Right of Termination. (a) If the Building or the Premises or any other improvements on or portions of the Complex including, without limitation, the Common Facilities shall be partially or totally damaged or destroyed by a Casualty and if this Lease is not terminated as provided in this Article 11, then (i) Landlord shall repair and restore the Building and same to the Premises condition prior to the Casualty, as applicable, (but excluding Tenant’s Removable Property and the Improvements Improvements) (the “Landlord’s Restoration Work”) with reasonable dispatch (but Landlord shall not be required to perform the same on an overtime or premium pay basis)) after notice to Landlord of the Casualty and the collection of the insurance proceeds attributable to such Casualty, and (ii) Tenant shall repair and restore in accordance with Section 5.2 5.3 all of Tenant’s Removable Property and the Improvements to the condition prior to the Casualty (“Tenant’s Restoration Work”) ), with reasonable dispatch after the Casualty, following completion of Landlord’s Restoration Work. Notwithstanding anything to the contrary contained herein, if in Landlord’s sole discretion it would be appropriate for safety reasons, health reasons or the efficient operation or restoration of the Building or the Premises for Landlord to perform all or a portion of Tenant’s Restoration Work with respect to the Improvements on behalf of Tenant, then (x) Landlord shall give Tenant a written notice specifying the portion of Tenant’s Restoration Work with respect to the Improvements to be performed by Landlord (the “Specified Restoration Work”), (y) Landlord shall perform the Specified Restoration Work, and (z) Tenant shall pay to Landlord within thirty ten (3010) days following the giving of Landlord’s written demand therefor (or Landlord shall retain from the insurance proceeds received by Tenant paid to Landlord in accordance with respect to the last sentence of this Section 11.2(a)) the cost of such Specified Restoration Work. (b) Landlord shall not carry any insurance on Tenant’s Removable Property or on the Improvements (including without limitation any of the Tenant Work performed in connection with this Lease other than the Landlord’s Work) that constitute part of Tenant’s Restoration Work and shall not be obligated to repair or replace Tenant’s Removable Property or such Improvements (whether or not installed by or at the expense of Landlord). Tenant shall look solely to its insurance for recovery of any damage to or loss of Tenant’s Removable Property and any Improvements. Tenant shall notify Landlord promptly of any casualty in the Premises. (c) Within ninety (90) days after the occurrence of any Casualty affecting the Premises or access thereto, Landlord shall deliver to Tenant a written estimate from a reputable contractor, architect or engineer designated by Landlord as to the probable length of time that will be necessary to substantially complete Landlord’s Restoration Work (“Estimated Completion Date”). If such time estimate exceeds nine

Restoration; Tenant’s Right of Termination. (a) If the Building Premises is damaged by fire or the Premises shall be partially casualty or totally damaged or destroyed by as a Casualty result of a taking and if this Lease is shall not be terminated as provided in this Article 11pursuant to Section 12.2, then (i) Landlord shall repair and thereafter use due diligence to restore the Building Premises to substantially its conditions prior to such fire or casualty, (exclusive of any alterations, additions, or improvements made by Tenant). If Landlord is then carrying insurance to the extent required under Section 10.5 of this Lease, Landlord's obligation to restore shall be limited to the amount of insurance proceeds actually made available to the Landlord for the purpose of restoration plus any deductible amount carried by Landlord, or the condemnation awards actually made available to Landlord therefor and provided, further, that Landlord shall have no obligation to restore the Premises or the Building as and to the extent the same cannot be lawfully restored under then applicable zoning and building laws. If, for any reason, restoration of the Premises to the condition required hereby shall not be substantially completed as aforesaid within 270 days after the expiration of the sixty (but excluding 60) day period referred to in Section 12.2 (which 270 day period may be extended for such periods of time as Landlord is prevented from proceeding with or completing such restoration for any cause beyond Landlord's reasonable control, plus the period of any delay caused by Tenant’s Removable Property ), Tenant shall have the right to terminate this Lease by giving notice to Landlord thereof within (30) days after the expiration of such period (as so extended). Landlord agrees to give notice to Tenant prior to claiming any extension of time under the preceding sentence. Upon the giving of such notice, this Lease shall (effective as of a date set forth in such notice which date shall not be sooner than 30 nor later than 60 days after the giving of such notice) cease and come to an end without further liability or obligation on the Improvements (“part of either party unless, within such 30-day period, Landlord substantially completes such restoration. Such right of termination shall be Tenant's sole and exclusive remedy at law or in equity for Landlord’s Restoration Work”) with reasonable dispatch (but 's failure to complete such restoration. Landlord shall not be required liable for any inconvenience or annoyance to perform Tenant or injury to the business of Tenant resulting in any way from damage from fire or other casualty or the repair thereof, but Tenant shall be entitled to an abatement of Basic Rent and Escalation Charges as and to the extent expressly provided in this Lease. Tenant understands that Landlord will not carry insurance of any kind on improvements or alterations made by Tenant or on furniture or furnishings or on any fixtures or equipment removable by Tenant under the provisions of the Lease, and that Landlord shall not be obligated to repair any damage thereto or replace the same. If Tenant desires any other or additional repairs for restoration and if Landlord consents thereto, the same on an overtime or premium pay basis)) after notice to shall be done at Tenant's expense. Tenant acknowledges that Landlord of the Casualty and the collection of the insurance proceeds attributable to such Casualty, and (ii) Tenant shall repair and restore in accordance with Section 5.2 all of Tenant’s Removable Property and the Improvements (“Tenant’s Restoration Work”) with reasonable dispatch after the Casualty. Notwithstanding anything be entitled to the contrary contained hereinfull proceeds of any insurance coverage, if in carried by Landlord’s sole discretion it would be appropriate , for safety reasons, health reasons or the efficient operation or restoration of the Building or the Premises for Landlord to perform all or a portion of Tenant’s Restoration Work with respect damage to the Improvements on behalf of Tenant, then (x) Landlord shall give Tenant a written notice specifying the portion of Tenant’s Restoration Work with respect to the Improvements to be performed by Landlord (the “Specified Restoration Work”), (y) Landlord shall perform the Specified Restoration Work, premises and (z) Tenant shall pay to Landlord within thirty (30) days following the giving of Landlord’s written demand therefor the proceeds received by Tenant with respect to such Specified Restoration Workany alterations therein.

Restoration; Tenant’s Right of Termination. (a) If the Building Premises is damaged by fire or the Premises shall be partially casualty or totally damaged or destroyed by as a Casualty result of a taking and if this Lease is shall not be terminated as provided in this Article 11pursuant to Section 12.2, then (i) Landlord shall repair and thereafter use due diligence to restore the Building Premises, the Building, access thereto and parking therefor to substantially its conditions immediately prior to such fire or casualty, (exclusive of any alterations, additions, or improvements made by Tenant). If Landlord is then carrying insurance to the extent required under Section 10.5 of this Lease, Landlord's obligation to restore shall be limited to the amount of insurance proceeds actually made available to the Landlord for the purpose of restoration plus any deductible amount carried by Landlord, or the condemnation awards actually made available to Landlord therefor and provided, further, that Landlord shall have no obligation to restore the Premises or the Building as and to the extent the same cannot be lawfully restored under then applicable zoning and building laws. If, for any reason, restoration of the Premises, the Building, access thereto and parking therefor to the condition required hereby shall not be substantially completed as aforesaid within 180 days after the date of casualty or the effective date of such taking (but excluding or the earlier date of Tenant’s Removable Property loss of beneficial use of the Premises for Tenant’s Permitted Use) (which 180 day period may not be extended for such periods of time as Landlord is prevented from proceeding with or completing such restoration for any cause beyond Landlord's reasonable control, but may be extended on a day for day basis for the period of any delay directly caused by Tenant), Tenant shall have the right to terminate this Lease by giving notice to Landlord thereof within (30) days after the expiration of such period (as so extended). Landlord agrees to give notice to Tenant prior to claiming any extension of time under the preceding sentence. Upon the giving of such notice, this Lease shall (effective as of a date set forth in such notice which date shall not be sooner than 30 nor later than 60 days after the giving of such notice) cease and come to an end without further liability or obligation on the Improvements (“part of either party unless, within such 30-day period, Landlord substantially completes such restoration to the condition required by this Lease. Such right of termination shall be Tenant's sole and exclusive remedy at law or in equity for Landlord’s Restoration Work”) with reasonable dispatch (but 's failure to complete such restoration. ​ ​ Landlord shall not be required liable for any inconvenience or annoyance to perform Tenant or injury to the business of Tenant resulting in any way from damage from fire or other casualty or the repair thereof (except as otherwise expressly provided by this Lease), but Tenant shall be entitled to an abatement of Basic Rent and Escalation Charges as and to the extent expressly provided in this Lease. Tenant understands that Landlord will not carry insurance of any kind on improvements or alterations made by Tenant or on furniture or furnishings or on any fixtures or equipment removable by Tenant under the provisions of the Lease, and that Landlord shall not be obligated to repair any damage thereto or replace the same. If Tenant desires any other or additional repairs for restoration and if Landlord consents thereto, the same on an overtime or premium pay basis)) after notice shall be done at Tenant's expense. Tenant acknowledges that Landlord shall be entitled to the full proceeds of any insurance coverage, carried by Landlord of and Tenant, for damage to the Casualty Premises and any alterations therein (but only to the collection of the extent Landlord undertakes restoration and repair thereof and excluding insurance proceeds attributable to such Casualty, and (ii) Tenant shall repair and restore in accordance with Section 5.2 all of for Tenant’s Removable Property furniture, fixtures, equipment installations, lost business and the Improvements (“Tenant’s Restoration Work”) with reasonable dispatch after the Casualty. Notwithstanding anything to the contrary contained herein, if in Landlord’s sole discretion it would be appropriate for safety reasons, health reasons or the efficient operation or restoration costs of the Building or the Premises for Landlord to perform all or a portion of Tenant’s Restoration Work with respect to the Improvements on behalf of Tenant, then (x) Landlord shall give Tenant a written notice specifying the portion of Tenant’s Restoration Work with respect to the Improvements to be performed by Landlord (the “Specified Restoration Work”), (y) Landlord shall perform the Specified Restoration Work, and (z) Tenant shall pay to Landlord within thirty (30) days following the giving of Landlord’s written demand therefor the proceeds received by Tenant with respect to such Specified Restoration Workrelocation.

Restoration; Tenant’s Right of Termination. (a) If the Building estimated amount of time required to perform and substantially complete such restoration in the ordinary course as set forth in the Estimate exceeds one hundred eighty (180) days from the time repair work would commence, then Tenant shall have the right to terminate this Lease effective as of the date of Tenant's Termination Notice, such right to be exercised, if at all, by written notice (a "Tenant's Termination Notice") to Landlord within ten (10) days after Tenant's receipt of the Estimate. Failure of Tenant to exercise such right within the time and manner herein provided, time being of the essence, shall constitute a waiver of such right by Tenant, time being of the essence. Any termination of this Lease by Tenant pursuant to this Section 12.3(a) shall have the same force and effect as if such date were the date of termination originally established as the date of expiration of the Term of this Lease. (b) If the Premises or the Premises shall be partially access to the Property or totally the parking areas are damaged by fire or destroyed by a Casualty casualty and if this Lease is shall not be terminated as provided in this Article 11pursuant to Section 12.2, then (i12.3(a) or 12.5, Landlord shall repair and thereafter use due diligence to restore the Building Premises to its proper condition -36- 42 as required by Section 12.1. Landlord's obligation to restore shall be limited to the net amount of insurance proceeds actually made available to the Landlord for the purpose of restoration plus the amount of any deductible carried by Landlord and provided, further, that Landlord shall have no obligation to restore the Premises or the Building as and to the extent the same cannot be lawfully restored under then applicable zoning and building laws. If, for any reason, restoration of the Premises to the condition required by this Lease shall not be substantially completed as aforesaid within the one hundred eighty (but excluding Tenant’s Removable Property 180) day period set forth in 12.3(a) hereof (which 180 day period shall be extended due to Force Majeure or any reason beyond the control of Landlord), Tenant shall have the right to terminate this Lease by giving notice to Landlord thereof within (30) days after the expiration of such period (as so extended). Upon the giving of such notice, this Lease shall (effective as of a date set forth in such notice which date shall not be sooner than 30 nor later than 60 days after the giving of such notice) cease and come to an end without further liability or obligation on the Improvements (“Landlord’s Restoration Work”) with reasonable dispatch (but part of either party. If at any time Landlord shall determine that the proceeds of insurance or condemnation awards to be available to Landlord for restoration are or will be insufficient for restoration of the Premises to the condition required by this Lease and in the event Landlord shall not be required elect, in its sole discretion, to perform advance the same on an overtime or premium pay basis)) after additional monies necessary to complete such restoration, then Landlord shall provide Tenant written notice of such insufficiency and upon receipt of such notice, Tenant shall have the right to terminate this Lease by written notice to Landlord of the Casualty and the collection of the insurance proceeds attributable to such Casualty, and (ii) Tenant shall repair and restore in accordance with Section 5.2 all of Tenant’s Removable Property and the Improvements (“Tenant’s Restoration Work”) with reasonable dispatch after the Casualty. Notwithstanding anything to the contrary contained herein, if in Landlord’s sole discretion it would be appropriate for safety reasons, health reasons or the efficient operation or restoration of the Building or the Premises for Landlord to perform all or a portion of Tenant’s Restoration Work with respect to the Improvements on behalf of Tenant, then (x) Landlord shall give Tenant a written notice specifying the portion of Tenant’s Restoration Work with respect to the Improvements to be performed by Landlord (the “Specified Restoration Work”), (y) Landlord shall perform the Specified Restoration Work, and (z) Tenant shall pay to Landlord within not later than thirty (30) days following after Tenant's receipt of such written notice from Landlord, time being of the giving essence. Such rights of termination set forth in this Section 12.3 shall be Tenant's sole and exclusive remedy at law or in equity for Landlord’s written demand therefor the proceeds received by Tenant with respect 's failure to complete such Specified Restoration Workrestoration.

Restoration; Tenant’s Right of Termination. If (a) If the Premises or the Building are damaged by fire or other casualty, or (b) all or part of the Premises shall be partially or totally damaged or destroyed Building is taken by a Casualty right of eminent domain; and if this Lease is not terminated as provided in this Article 11pursuant to Section 14.1, then (i) Landlord shall repair and thereafter use reasonable efforts (to the extent practicable in Landlord’s reasonable determination in light of the nature of any taking or the election by Landlord’s lender to apply all or a portion of any resulting insurance proceeds to the repayment of Landlord’s loan) to restore the Building and the Premises (but excluding the Tenant’s Removable Property Exclusive Facilities, and the Improvements (“any Alterations) to proper condition for Tenant’s use and occupation, provided that Landlord’s Restoration Work”) with reasonable dispatch (but Landlord obligation shall be limited to the amount of insurance and eminent domain proceeds available therefor. If, for any reason, such restoration shall not be required substantially completed within twelve (12) months after the expiration of the ninety (90) day period referred to perform in Section 14.1 (which twelve (12) month period may be extended for such periods of time as Landlord is prevented from proceeding with or completing such restoration due to Force Majeure, but in no event for more than an additional three (3) months), Tenant shall have the same on an overtime or premium pay basis)) after right to terminate this Lease by giving notice to Landlord of the Casualty and the collection of the insurance proceeds attributable to such Casualty, and (ii) Tenant shall repair and restore in accordance with Section 5.2 all of Tenant’s Removable Property and the Improvements (“Tenant’s Restoration Work”) with reasonable dispatch after the Casualty. Notwithstanding anything to the contrary contained herein, if in Landlord’s sole discretion it would be appropriate for safety reasons, health reasons or the efficient operation or restoration of the Building or the Premises for Landlord to perform all or a portion of Tenant’s Restoration Work with respect to the Improvements on behalf of Tenant, then (x) Landlord shall give Tenant a written notice specifying the portion of Tenant’s Restoration Work with respect to the Improvements to be performed by Landlord (the “Specified Restoration Work”), (y) Landlord shall perform the Specified Restoration Work, and (z) Tenant shall pay to Landlord thereof within thirty (30) days following after the giving expiration of Landlord’s written demand therefor such period as so extended, provided that such restoration is not completed within such period. This Lease shall cease and come to an end without further liability or obligation on the proceeds received by Tenant part of either party (except with respect to obligations which are expressly stated herein to survive a termination) thirty (30) days after such Specified Restoration Workgiving of notice by Tenant unless, within such thirty (30) day period, Landlord substantially completes such restoration, subject to the completion of minor “punch list” items, the completion of which will not materially interfere with Tenant’s business operations. Such right of termination shall be Tenant’s sole and exclusive remedy at law or in equity for Landlord’s failure so to complete such restoration, and time shall be of the essence with respect thereto.

Restoration; Tenant’s Right of Termination. (a) If the Building or the Premises shall be partially or totally damaged or destroyed by a Casualty and if this Lease is not terminated as provided in this Article 11, then (i) Landlord shall repair and restore the Building and the Premises (but excluding Tenant’s Removable Property and the Improvements (“Landlord’s Restoration Work”) with reasonable dispatch (but Landlord shall not be required to perform the same on an overtime or premium pay basis)) after notice to Landlord of the Casualty and the collection of the insurance proceeds attributable to such Casualty, and (ii) Tenant shall repair and restore in accordance with Section 5.2 all of Tenant’s Removable Property and the Improvements (“Tenant’s Restoration Work”) with reasonable dispatch after the Casualty. Notwithstanding anything to the contrary contained herein, if in Landlord’s sole discretion it would be appropriate for safety reasons, health reasons or the efficient operation or restoration of the Building or the Premises for Landlord to perform all or a portion of Tenant’s Restoration Work with respect to the Improvements on behalf of Tenant, then (x) Landlord shall give Tenant a written notice specifying the portion of Tenant’s Restoration Work with respect to the Improvements to be performed by Landlord (the “Specified Restoration Work”), (y) Landlord shall perform the Specified Restoration Work, and (z) Tenant shall pay to Landlord within thirty ten (3010) days following the giving of Landlord’s written demand therefor (or Landlord shall retain from the insurance proceeds received by Tenant paid to Landlord in accordance with respect to the last sentence of this Section 11.2(a)) the cost of such Specified Restoration Work. The proceeds of insurance covering Tenant’s Removable Property and the Improvements shall be paid to Landlord, and, unless Landlord restores Tenant’s Removable Property and the Improvements as part of the Specified Restoration Work, upon the completion of the repair and restoration of Tenant’s Removable Property and the Improvements and the reoccupancy of the Premises by Tenant, Landlord shall disburse to Tenant the proceeds of insurance maintained by Tenant covering Tenant’s Removable Property and the Improvements up to the amount so expended by Tenant. (b) If all or part of the Premises is damaged or destroyed by a Casualty, and neither party elects to exercise its termination right under this Article 11 (or if no such termination rights are triggered), Landlord may, by written notice to Tenant given within thirty (30) days after the date of such Casualty, relocate Tenant to available space in the Building which is comparable to the Premises (the “Interim Space”) during the restoration of the Premises, provided (i) Landlord shall pay the reasonable and actual costs to move Tenant’s moveable fixtures, furniture and equipment into the Interim Space, and back into the Premises after restoration, to the extent not covered by Tenant’s insurance, (ii) the square footage of the Interim Space shall not be less than ninety percent (90%) of the Premises Rentable Area, (iii) the Interim Space shall be reasonably suitable for the conduct and operation of Tenant’s business, and (iv) upon occupancy of the Interim Space, Tenant shall pay Landlord Rent for the Interim Space at the same per square foot rental rate as is then applicable under this Lease, adjusted to reflect the actual square footage of the Interim Space (but which Rent shall not exceed the Rent for the Premises). If Landlord exercises the foregoing option, Tenant shall relocate from the Premises to the Interim Space within thirty (30) days after receipt of Landlord’s notice; and Tenant shall relocate from the Interim Space to the restored Premises within thirty (30) days after Landlord notifies Tenant that the restoration of the Premises has been substantially completed. (c) Landlord shall not carry any insurance on Tenant’s Removable Property or on the Improvements (including without limitation the Bathroom Upgrade performed in connection with this Lease) that constitute part of Tenant’s Restoration Work and shall not be obligated to repair or replace Tenant’s Removable Property or such Improvements (whether or not installed by or at the expense of Landlord). Tenant shall look solely to its insurance for recovery of any damage to or loss of Tenant’s Removable Property and any Improvements. Tenant shall notify Landlord promptly of any casualty in the Premises. In the event of a partial or total destruction of the Premises, Tenant shall as soon as practicable (but no later than five (5) Business Days after receiving a notice from Landlord) remove any and all of Tenant’s Removable Property from the Premises or the portion thereof destroyed, as the case may be, and if Tenant does not promptly so remove Tenant’s Removable Property, Landlord, at Tenant’s expense, may discard the same or may remove Tenant’s Removable Property to a public warehouse for deposit or retain the same in its own possession and at its discretion may sell the same at either public auction or private sale, the proceeds of which shall be applied first to the expenses of removal, storage and sale, second to any sums owed by Tenant to Landlord, with any balance remaining to the paid to Tenant; if the expenses of such removal, storage and sale shall exceed the proceeds of any sale, Tenant shall pay such excess to Landlord upon demand. Tenant shall be solely responsible for arranging for any visits to the Premises by Tenant’s insurance adjuster that may be desired by Tenant prior to the removal of Tenant’s Removable Property by Tenant or Landlord, as provided in this Section 11.2(c), or the performance by Landlord of Landlord’s Restoration Work or the Specified Restoration Work and Landlord shall be under no obligation to delay the performance of same, nor shall Landlord have any liability to Tenant in the event that Tenant fails to do so. Tenant shall promptly permit Landlord access to the Premises for the purpose of performing Landlord’s Restoration Work and, if applicable, the Specified Restoration Work. (d) Within ninety (90) days after the occurrence of any Casualty affecting the Premises, Landlord shall deliver to Tenant a written estimate from a reputable contractor, architect or engineer designated by Landlord as to the probable length of time that will be necessary to substantially complete Landlord’s Restoration Work. If such time estimate exceeds twelve (12) months from the date that repair work would commence, Tenant shall have the right to terminate this Lease by giving notice to Landlord thereof within thirty (30) days after receipt of such estimate (time being of the essence with respect to the giving of such notice by Tenant). If Tenant is entitled pursuant to the terms of this Section 11.2(d) to terminate this Lease and Tenant fails to deliver a termination notice to Landlord within the thirty (30) day period set forth herein, Tenant will be deemed to have waived Tenant’s rights under this Section 11.2(d) to terminate the Lease on account of such Casualty. The provisions of this Section are in lieu of any statutory termination provisions allowable in the event of a Casualty. (e) If this Lease is terminated under any of the provisions of this Article 11 as a result of a Casualty, Landlord shall be entitled to retain for its benefit the proceeds of insurance maintained by Tenant on the Improvements. This Section 11.2 shall be deemed an express agreement governing any damage or destruction of the Premises by fire or other casualty, and any law providing for a contingency in the absence of an express agreement, now or hereafter in force, shall have no application.