Common use of Restoration Clause in Contracts

Restoration. If, at any time during the Term, the Project or the Premises are damaged or destroyed by a fire or other insured casualty, Landlord shall notify Tenant within 60 days after discovery of such damage as to the amount of time Landlord reasonably estimates it will take to restore the Project or the Premises, as applicable (the “Restoration Period”). If the Restoration Period is estimated to exceed 12 months (the “Maximum Restoration Period”), Landlord may, in such notice, elect to terminate this Lease as of the date that is 75 days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord’s election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within 5 business days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease, Landlord shall, subject to receipt of sufficient insurance proceeds (with any deductible not in excess of commercially reasonable amounts to be treated as a current Operating Expense (and the determination of whether a deductible amount is commercially reasonable shall be determined with reference to the deductible amounts then being maintained by other institutional owners of comparable projects), promptly restore the Premises (excluding the improvements installed by Tenant or by Landlord and paid for by Tenant), subject to delays arising from the collection of insurance proceeds, from Force Majeure events or as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (as defined in Section 30) in, on or about the Premises (collectively referred to herein as “Hazardous Materials Clearances”); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period or, if longer, the Restoration Period, Landlord may, in its sole and absolute discretion, elect not to proceed with such repair and restoration, or Tenant may by written notice to Landlord delivered within 5 business days of the expiration of the Maximum Restoration Period or, if longer, the Restoration Period, elect to terminate this Lease, in which event Landlord shall be relieved of its obligation to make such repairs or restoration and this Lease shall terminate as of the date that is 75 days after the later of: (i) discovery of such damage or destruction, or (ii) the date all required Hazardous Materials Clearances are obtained, but Landlord shall retain any Rent paid and the right to any Rent payable by Tenant prior to such election by Landlord or Tenant. Tenant, at its expense, shall promptly perform, subject to delays arising from the collection of insurance proceeds, from Force Majeure (as defined in Section 34) events or to obtain Hazardous Material Clearances, all repairs or restoration not required to be done by Landlord and shall promptly re-enter the Premises and commence doing business in accordance with this Lease. Notwithstanding the foregoing, either Landlord or Tenant may terminate this Lease upon written notice to the other if the Premises are damaged during the last year of the Term and Landlord reasonably estimates that it will take more than 2 months to repair such damage; provided, however, that such notice is delivered within 10 business days after the date that Landlord provides Tenant with written notice of the estimated Restoration Period. Landlord shall also have the right to terminate this Lease if insurance proceeds are not available for such restoration. Rent shall be abated from the date all required Hazardous Material Clearances are obtained until the Premises are repaired and restored, in the proportion which the area of the Premises, if any, which is not usable by Tenant bears to the total area of the Premises, unless Landlord provides Tenant with other space during the period of repair that is suitable for the temporary conduct of Tenant’s business. Such abatement shall be the sole remedy of Tenant, and except as provided in this Section 18, Tenant waives any right to terminate the Lease by reason of damage or casualty loss. The provisions of this Lease, including this Section 18, constitute an express agreement between Landlord and Tenant with respect to any and all damage to, or destruction of, all or any part of the Premises, or any other portion of the Project, and any statute or regulation which is now or may hereafter be in effect shall have no application to this Lease or any damage or destruction to all or any part of the Premises or any other portion of the Project, the parties hereto expressly agreeing that this Section 18 sets forth their entire understanding and agreement with respect to such matters.

Restoration. If, at any time during (a) If the Term, the Project or Building of which the Premises are a part is damaged as the result of an event of casualty, then subject to the provisions below, Landlord shall repair that damage as soon as reasonably possible unless: (i) Landlord reasonably determines that the cost of repair would exceed ten percent (10%) of the full replacement cost of the Building (“Replacement Cost”) and the damage is not covered by Landlord’s fire and extended coverage insurance (or destroyed by a fire normal extended coverage policy should Landlord fail to carry that insurance); or other insured casualty(ii) Landlord reasonably determines that the cost of repair would exceed twenty-five percent (25%) of the Replacement Cost; or (iii) Landlord reasonably determines that the cost of repair would exceed ten percent (10%) of the Replacement Cost and the damage occurs during the final twelve (12) months of the Term. Should Landlord elect not to repair the damage for one of the preceding reasons, Landlord shall so notify Tenant in the “Casualty Notice” (as defined below), and this Lease shall terminate as of the date of delivery of that notice. (b) As soon as reasonably practicable following the casualty event but not later than sixty (60) days thereafter, Landlord shall notify Tenant within 60 in writing (“Casualty Notice”) of Landlord’s election, if applicable, to terminate this Lease. If this Lease is not so terminated, the Casualty Notice shall set forth the anticipated period for repairing the casualty damage. If the anticipated repair period exceeds two hundred seventy (270) days after discovery of such and if the damage is so extensive as to the amount reasonably prevent Tenant’s substantial use and enjoyment of time Landlord reasonably estimates it will take to restore the Project or the Premises, as applicable (the “Restoration Period”). If the Restoration Period is estimated to exceed 12 months (the “Maximum Restoration Period”), Landlord may, in such notice, elect to terminate this Lease as of the date that is 75 days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord’s election to restore, then Tenant may elect to terminate this Lease by written notice to Landlord delivered within 5 business ten (10) days following delivery of receipt of a notice from Landlord estimating a Restoration Period the Casualty Notice. (c) To the extent and for the Premises longer than period that Landlord is entitled to reimbursement from the Maximum Restoration Period. Unless either proceeds of rental interruption insurance carried by Landlord or Tenant so elects to terminate this Leaseas part of Operating Expenses, Landlord shall, subject to receipt of sufficient insurance proceeds (with any deductible not in excess of commercially reasonable amounts the rental to be treated as a current Operating Expense (and the determination of whether a deductible amount is commercially reasonable paid under this Lease shall be determined with reference to abated in the deductible amounts then being maintained by other institutional owners of comparable projects), promptly restore same proportion that the Premises (excluding the improvements installed by Tenant or by Landlord and paid for by Tenant), subject to delays arising from the collection of insurance proceeds, from Force Majeure events or as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (as defined in Section 30) in, on or about the Premises (collectively referred to herein as “Hazardous Materials Clearances”); provided, however, that if repair or restoration floor area of the Premises is not substantially complete as of the end of the Maximum Restoration Period or, if longer, the Restoration Period, Landlord may, in its sole and absolute discretion, elect not to proceed with such repair and restoration, or Tenant may by written notice to Landlord delivered within 5 business days of the expiration of the Maximum Restoration Period or, if longer, the Restoration Period, elect to terminate this Lease, in which event Landlord shall be relieved of its obligation to make such repairs or restoration and this Lease shall terminate as of the date that is 75 days after rendered unusable by the later of: (i) discovery of such damage or destruction, or (ii) the date all required Hazardous Materials Clearances are obtained, but Landlord shall retain any Rent paid and the right from time to any Rent payable by Tenant prior to such election by Landlord or Tenant. Tenant, at its expense, shall promptly perform, subject to delays arising from the collection of insurance proceeds, from Force Majeure (as defined in Section 34) events or to obtain Hazardous Material Clearances, all repairs or restoration not required to be done by Landlord and shall promptly re-enter the Premises and commence doing business in accordance with this Lease. Notwithstanding the foregoing, either Landlord or Tenant may terminate this Lease upon written notice time bears to the other if the Premises are damaged during the last year of the Term and Landlord reasonably estimates that it will take more than 2 months to repair such damage; provided, however, that such notice is delivered within 10 business days after the date that Landlord provides Tenant with written notice of the estimated Restoration Period. Landlord shall also have the right to terminate this Lease if insurance proceeds are not available for such restoration. Rent shall be abated from the date all required Hazardous Material Clearances are obtained until the Premises are repaired and restored, in the proportion which the total floor area of the Premises. (d) Notwithstanding the provisions of subsections (a), if any(b) and (c) of this Section, which is not usable by Tenant bears but subject to Section 10.5, the total area cost of the Premises, unless Landlord provides Tenant with other space during the period of repair that is suitable for the temporary conduct of Tenant’s business. Such abatement any repairs shall be the sole remedy of borne by Tenant, and except as provided in this Section 18Tenant shall not be entitled to rental abatement or termination rights, if the damage is due to the fault or neglect of Tenant waives any right to terminate or its employees, subtenants, contractors, invitees or representatives. In addition, the Lease by reason of damage or casualty loss. The provisions of this LeaseSection shall not be deemed to require Landlord to repair any Tenant Installations, including this Section 18, constitute an express agreement between Landlord fixtures and other items that Tenant with respect is obligated to any and all damage to, or destruction of, all or any part of the Premises, insure pursuant to Exhibit D or any other portion provision of the Project, and any statute or regulation which is now or may hereafter be in effect shall have no application to this Lease or any damage or destruction to all or any part of the Premises or any other portion of the Project, the parties hereto expressly agreeing that this Section 18 sets forth their entire understanding and agreement with respect to such mattersLease.

Restoration. If, at any time during the Term, the Project or the Premises are damaged or destroyed by a fire or other insured casualty, Landlord shall notify Tenant within 60 days after discovery of such damage as to the amount of time Landlord reasonably estimates it will take to restore the Project or the Premises, as applicable (the “Restoration Period”). If the Restoration Period is estimated to exceed 12 months (the “Maximum Restoration Period”), Landlord may, in such notice, elect to terminate this Lease as of the date that is 75 days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord’s election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within 5 business days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease, Landlord shall, subject to receipt of sufficient insurance proceeds (with any deductible not in excess of commercially reasonable amounts to be treated as a current Operating Expense (and the determination of whether a deductible amount is commercially reasonable shall be determined with reference to the deductible amounts then being maintained by other institutional owners of comparable projectsExpense), promptly restore the Premises (excluding the improvements installed by Tenant or by Landlord and paid for by Tenant), subject to delays arising from the collection of insurance proceeds, from Force Majeure events or as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (as defined in Section 30) in, on or about the Premises (collectively referred to herein as “Hazardous Materials Clearances”); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period or, if longer, the Restoration Period, Landlord may, in its sole and absolute discretion, elect not to proceed with such repair and restoration, or Tenant may by written notice to Landlord delivered within 5 business days of the expiration of the Maximum Restoration Period or, if longer, the Restoration Period, elect to terminate this Leasethis, in which event Landlord shall be relieved of its obligation to make such repairs or restoration and this Lease shall terminate as of the date that is 75 days after the later of: (i) discovery of such damage or destruction, or (ii) the date all required Hazardous Materials Clearances are obtained, but Landlord shall retain any Rent paid and the right to any Rent payable by Tenant prior to such election by Landlord or Tenant. Net Multi-Tenant Laboratory 455 Mission Bay/Twist Bioscience - Page 13 Tenant, at its expense, shall promptly perform, subject to delays arising from the collection of insurance proceeds, from Force Majeure (as defined in Section 34) events or to obtain Hazardous Material Clearances, all repairs or restoration not required to be done by Landlord and shall promptly re-enter the Premises and commence doing business in accordance with this Lease. Notwithstanding the foregoing, either Landlord or Tenant may terminate this Lease upon written notice to the other if the Premises are damaged during the last year of the Term and Landlord reasonably estimates that it will take more than 2 months to repair such damage; provided, however, that such notice is delivered within 10 business days after the date that Landlord provides Tenant with written notice of the estimated Restoration Period. Landlord shall also have the right to terminate this Lease if insurance proceeds are not available for such restoration. Rent shall be abated from the date all required Hazardous Material Clearances are obtained until the Premises are repaired and restored, in the proportion which the area of the Premises, if any, which is not usable by Tenant bears to the total area of the Premises, unless Landlord provides Tenant with other space during the period of repair that is suitable for the temporary conduct of Tenant’s business. Such abatement shall be the sole remedy of Tenant, and except as provided in this Section 18, Tenant waives any right to terminate the Lease by reason of damage or casualty loss. The provisions of this Lease, including this Section 18, constitute an express agreement between Landlord and Tenant with respect to any and all damage to, or destruction of, all or any part of the Premises, or any other portion of the Project, and any statute or regulation which is now or may hereafter be in effect shall have no application to this Lease or any damage or destruction to all or any part of the Premises or any other portion of the Project, the parties hereto expressly agreeing that this Section 18 sets forth their entire understanding and agreement with respect to such matters.

Restoration. If, at any time during the Term, the Project or (a) If the Premises are damaged or destroyed by a fire or other insured casualty, Landlord shall notify or if the Building is damaged such that Tenant within 60 days after discovery is deprived of such damage as reasonable access to the amount of time Landlord reasonably estimates it will take to restore the Project or the Premises, the damage shall be repaired by Landlord, to substantially the condition of the Premises prior to the damage, subject to the provisions of any Mortgage or Superior Lease, but Landlord shall have no obligation to repair or restore (i) Tenant’s Property or (ii) except as applicable provided in Section 11.3(b), any Alterations or improvements to the Premises to the extent such Alterations or improvements exceed Building Standard Installations (the “Restoration PeriodAbove Building Standard Installations”). If So long as Tenant is not in default beyond applicable grace or notice provisions in the payment or performance of its obligations under this Section 11.3, and provided Tenant timely delivers to Landlord either Tenant’s Restoration Payment (as hereinafter defined) or the Restoration Period is estimated to exceed 12 months Security (the “Maximum Restoration Period”), Landlord may, in such notice, elect to terminate this Lease as of the date that is 75 days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord’s election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within 5 business days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord hereinafter defined) or Tenant so elects expressly waives any obligation of Landlord to terminate this Lease, Landlord shall, subject to receipt of sufficient insurance proceeds (with any deductible not in excess of commercially reasonable amounts to be treated as a current Operating Expense (and the determination of whether a deductible amount is commercially reasonable shall be determined with reference to the deductible amounts then being maintained by other institutional owners of comparable projects), promptly restore the Premises (excluding the improvements installed by Tenant or by Landlord and paid for by Tenant), subject to delays arising from the collection of insurance proceeds, from Force Majeure events or as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (as defined in Section 30) in, on or about the Premises (collectively referred to herein as “Hazardous Materials Clearances”); provided, however, that if repair or restore any of Tenant’s Above Building Standard Installations, then until the restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period orSubstantially Completed or would have been Substantially Completed but for Tenant Delay, if longerFixed Rent, the Restoration Period, Landlord may, in its sole Tenant’s Tax Payment and absolute discretion, elect not to proceed with such repair and restoration, or Tenant may by written notice to Landlord delivered within 5 business days of the expiration of the Maximum Restoration Period or, if longer, the Restoration Period, elect to terminate this Lease, in which event Landlord Tenant’s Operating Payment shall be relieved of its obligation to make such repairs or restoration and this Lease shall terminate as of the date that is 75 days after the later of: (i) discovery of such damage or destruction, or (ii) the date all required Hazardous Materials Clearances are obtained, but Landlord shall retain any Rent paid and the right to any Rent payable by Tenant prior to such election by Landlord or Tenant. Tenant, at its expense, shall promptly perform, subject to delays arising from the collection of insurance proceeds, from Force Majeure (as defined in Section 34) events or to obtain Hazardous Material Clearances, all repairs or restoration not required to be done by Landlord and shall promptly re-enter the Premises and commence doing business in accordance with this Lease. Notwithstanding the foregoing, either Landlord or Tenant may terminate this Lease upon written notice to the other if the Premises are damaged during the last year of the Term and Landlord reasonably estimates that it will take more than 2 months to repair such damage; provided, however, that such notice is delivered within 10 business days after the date that Landlord provides Tenant with written notice of the estimated Restoration Period. Landlord shall also have the right to terminate this Lease if insurance proceeds are not available for such restoration. Rent shall be abated from the date all required Hazardous Material Clearances are obtained until the Premises are repaired and restored, reduced in the proportion by which the area of the Premises, if any, part of the Premises which is not usable (or accessible ) and is not used by Tenant bears to the total area of the Premises. (b) As a condition precedent to Landlord’s obligation to repair or restore any Above Building Standard Installations, unless Tenant shall (i) pay to Landlord provides Tenant with other space during the period of repair that is suitable for the temporary conduct of upon demand a sum (“Tenant’s businessRestoration Payment”) equal to the amount, if any, by which (A) the cost, as estimated by a reputable independent contractor designated by Landlord, of repairing and restoring all Alterations and Initial Installations in the Premises to their condition prior to the damage, exceeds (B) the cost of restoring the Premises with Building Standard Installations, or (ii) furnish to Landlord security (the “Restoration Security”) in form and amount reasonably acceptable to Landlord to secure Tenant’s obligation to pay all costs in excess of restoring the Premises with Building Standard Installations. Such abatement If Tenant shall be fail to deliver to Landlord either (1) Tenant’s Restoration Payment or the sole remedy of Restoration Security, as applicable, or (2) a waiver by Tenant, and except as provided in this Section 18form satisfactory to Landlord, Tenant waives of all of Landlord’s obligations to repair or restore any right to terminate the Lease by reason of damage or casualty loss. The provisions of this Lease, including this Section 18, constitute an express agreement between Landlord and Tenant with respect to any and all damage to, or destruction of, all or any part of the PremisesAbove Building Standard Installations, or any other portion of the Projectin either case within 15 days after Landlord’s demand therefor, and any statute or regulation which is now or may hereafter be in effect Landlord shall have no application obligation to this Lease or restore any damage or destruction to all or any part Above Building Standard Installations and Tenant’s abatement of Fixed Rent, Tenant’s Tax Payment and Tenant’s Operating Payment shall cease when the restoration of the Premises or (other than any other portion of the Project, the parties hereto expressly agreeing that this Section 18 sets forth their entire understanding and agreement with respect to such mattersAbove Building Standard Installations) is Substantially Complete.

Restoration. If, at Landlord and Tenant acknowledge that Tenant’s obligations with respect to any time during the Term, the Project or removal of Tenant Improvements and related restoration and repair of the Premises are damaged or destroyed governed by a fire or other insured casualty, Landlord shall notify Tenant within 60 days after discovery of such damage that certain work letter attached hereto as to the amount of time Landlord reasonably estimates it will take to restore the Project or the Premises, as applicable Exhibit B (the “Restoration PeriodWork Letter”). If the Restoration Period is estimated to exceed 12 months In connection with its approval of any Alterations (the “Maximum Restoration Period”), Landlord may, in such notice, elect to terminate this Lease as of the date that is 75 days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord’s election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within 5 business days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer other than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this LeaseImprovements), Landlord shall, within fifteen (15) business days after Tenant’s specific written request made at the time Tenant requests Landlord’s approval of such Alterations (any such specific request by Tenant, a “Removal Determination Request”), but subject to receipt the provisions below, expressly designate in writing which Alterations or components of sufficient insurance proceeds (with any deductible not Alterations may remain in excess of commercially reasonable amounts to be treated as a current Operating Expense (and the determination of whether a deductible amount is commercially reasonable shall be determined with reference to the deductible amounts then being maintained by other institutional owners of comparable projects), promptly restore the Premises (excluding upon the improvements installed by Tenant expiration or by sooner termination of this Lease. If Landlord and paid for by Tenant)does not expressly indicate that any portion or component of the Alterations described in the Removal Determination Request may remain, subject to delays arising then Landlord may require that such portion of component of the Alterations be removed from the collection Premises at the expiration or earlier termination of insurance proceeds, from Force Majeure events or as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (as defined in Section 30) in, on or about the Premises (collectively referred to herein as “Hazardous Materials Clearances”)Lease Term; provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period or, if longer, the Restoration Period, Landlord may, in its sole and absolute discretion, elect not fails to proceed with respond to a Removal Determination Request within such repair and restoration, or 15 business day period) then Tenant may by send a subsequent written notice to Landlord delivered renewing the Removal Determination Request, and if Landlord fails to respond to the subsequent Removal Determination Request within an additional 5 business days day period (but has otherwise approved the Alterations pursuant to Paragraph 7(a)), then such Alterations may remain in the Premises upon the expiration or sooner termination of this Lease, provided that the second Removal Determination Request expressly notes in capitalized, boldfaced language that Landlord’s failure to respond will mean Landlord has waived its right to request removal of all such Alterations. Without limiting Landlord’s right to require removal of any Alterations (including Permitted Alterations), in Landlord’s sole discretion, Landlord shall be entitled to require removal of Alterations that, in Landlord’s judgment, (i) are non‑standard office improvements that are not consistent with other upscale professional services office space within comparable Class A office buildings in the Stanford Research Park and University Circle, (ii) affect the structure of the Building or the Building Systems; or (iii) would have no value, or would have negative value, to a future tenant. Without limiting the foregoing, Landlord may require removal of Tenant’s signage, electrical or telecommunications risers and conduits, cables and lines installed by or on behalf of Tenant, raised flooring, heat pumps, supplemental air conditioning equipment, UPS systems, rolling files or storage units and any accompanying structural steel reinforcements at the expiration or earlier termination of the Lease Term. Any obligation of Tenant to remove Alterations pursuant to this Paragraph 7(d) shall also require Tenant to repair any damage resulting to the Premises in connection with the removal of such Alterations. For avoidance of doubt, Tenant shall not be obligated to remove any Landlord-approved Tenant Improvements or Alterations from the Premises at the expiration of the Maximum Restoration Period or, if longer, Lease Term that Landlord has specifically designated in writing may remain in the Restoration Period, elect Premises pursuant to terminate this Lease, in which event Landlord shall be relieved of its obligation to make such repairs Paragraph 7(d) or restoration and this Lease shall terminate as Paragraph 2(d) of the date that is 75 days after the later of: (i) discovery of such damage or destructionWork Letter, or (ii) that are the date all required Hazardous Materials Clearances are obtained, but subject of a second Removal Determination Request to which Landlord shall retain any Rent paid and the right to any Rent payable by Tenant prior to such election by Landlord or Tenant. Tenant, at its expense, shall promptly perform, subject to delays arising from the collection of insurance proceeds, from Force Majeure (as defined in Section 34) events or to obtain Hazardous Material Clearances, all repairs or restoration does not required to be done by Landlord and shall promptly re-enter the Premises and commence doing respond within 5 business in accordance with this Lease. Notwithstanding the foregoing, either Landlord or Tenant may terminate this Lease upon written notice to the other if the Premises are damaged during the last year of the Term and Landlord reasonably estimates that it will take more than 2 months to repair such damage; provided, however, that such notice is delivered within 10 business days after the date that Landlord provides Tenant with written notice of the estimated Restoration Period. Landlord shall also have the right to terminate this Lease if insurance proceeds are not available for such restoration. Rent shall be abated from the date all required Hazardous Material Clearances are obtained until the Premises are repaired and restored, in the proportion which the area of the Premises, if any, which is not usable by Tenant bears to the total area of the Premises, unless Landlord provides Tenant with other space during the period of repair that is suitable for the temporary conduct of Tenant’s business. Such abatement shall be the sole remedy of Tenant, and except as provided in this Section 18, Tenant waives any right to terminate the Lease by reason of damage or casualty loss. The provisions of this Lease, including this Section 18, constitute an express agreement between Landlord and Tenant with respect to any and all damage to, or destruction of, all or any part of the Premises, or any other portion of the Project, and any statute or regulation which is now or may hereafter be in effect shall have no application to this Lease or any damage or destruction to all or any part of the Premises or any other portion of the Project, the parties hereto expressly agreeing that this Section 18 sets forth their entire understanding and agreement with respect to such mattersdays.

Restoration. If, at any time during the Term, the Project or the Premises are damaged or destroyed by a fire or other insured casualty, Landlord shall notify Tenant within 60 days after discovery of such such, damage as to the amount of time Landlord reasonably estimates it will take to restore the Project or the Premises, as applicable (the “Restoration Period”). If the Restoration Period is estimated to exceed 12 months (the “Maximum Restoration Period”), Landlord may, in such notice, elect to terminate this Lease as of the date that is 75 days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord’s election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within 5 business days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease, Landlord shall, subject to receipt of sufficient insurance proceeds (with any deductible not in excess of commercially reasonable amounts to be treated as a current Operating Expense (and the determination of whether a deductible amount is commercially reasonable shall be determined with reference to the deductible amounts then being maintained by other institutional owners of comparable projectsExpense), promptly restore the Premises (excluding the improvements installed by Tenant or by Landlord and paid for by Tenant, except to the extent to which Landlord receives insurance proceeds for the restoration of improvements from the insurance required to be maintained under Section 17. in which case such improvements shall be included as part of Landlord’s restoration), subject to delays arising from the collection of insurance proceeds, from Force Majeure events or as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (as defined in Section 30) in, on or about the Premises (collectively referred to herein as “Hazardous Materials Clearances”); provided, . however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period or, if longer, the Restoration Period, Landlord may, in its sole and absolute discretion, elect not to proceed with such repair and restoration, or Tenant may by written notice to Landlord delivered within 5 10 business days of the expiration of the Maximum Restoration Period orPeriod, or if longer, the Restoration Period, elect to terminate this Lease, in either of which event events Landlord shall be relieved of its obligation to make such repairs or restoration and this Lease shall terminate as of the date that is 75 days after the later of: (i) discovery of such damage or destruction, or (ii) the date all required Hazardous Materials Clearances are obtained, but Landlord shall retain any Rent paid and the right to any Rent payable by Tenant prior to such election by Landlord or Tenant. Tenant, at its expense, following the date that Landlord makes the Premises available to Tenant for Tenant’s repairs or restoration, shall promptly perform, subject to delays arising from the collection of insurance proceeds, from Force Majeure (as defined in Section 34) events or to obtain Hazardous Material Materials Clearances, all repairs Alterations and other improvements installed by Tenant or restoration not by Landlord and paid for by Tenant (except to the extent covered by insurance required to be done maintained by Landlord pursuant to Section 17. in which case such improvements shall be included as part of Landlord’s restoration, subject to the terms of this Section 18). Promptly upon the substantial completion of such Alterations and other improvements, Tenant shall promptly re-enter reenter the Premises and commence doing business in accordance with this Lease. Notwithstanding the foregoing, either Landlord or Tenant may terminate this Lease upon written notice to the other if the Premises are damaged during the last year of the Term and Landlord reasonably estimates that it will take more than 2 months to repair such damage; provided, however, that such notice is delivered within 10 business days after the date that Landlord provides delivers notice to Tenant with written notice of the estimated Restoration Period. Notwithstanding anything to the contrary contained in this Lease, Landlord shall also have the right to terminate this Lease if insurance proceeds are not available for such restoration, provided that such unavailability of insurance proceeds is not the result of Landlord’s failure to maintain the insurance policies required to be maintained by Landlord under Section 17. Rent shall be abated from the date all required Hazardous Material Materials Clearances are obtained until the Premises are repaired and restored, in the proportion which the area of the Premises, if any, which is not usable by Tenant bears to the total area of the Premises, unless Landlord provides Tenant with other space during the period of repair that is suitable for the temporary conduct of Tenant’s business. In the event that no Hazardous Materials Clearances are required to be obtained with respect to such fire or other casualty, the rent abatement shall commence as of the date of discovery of the damage or destruction. Such abatement shall be the sole remedy of Tenant, and except as provided in this Section 18, . Tenant waives any right to terminate the Lease by reason of damage or casualty loss. The provisions of this Lease, including this Section 18, constitute an express agreement between Landlord and Tenant with respect to any and all damage to, or destruction of, all or any part of the Premises, or or, any other portion of the Project, and any statute or regulation which is now or may hereafter be in effect shall have no application to this Lease or any damage or destruction to all or any part of the Premises or any other portion of the Project, the parties hereto expressly agreeing that this Section 18 sets forth their entire understanding and agreement with respect to such matters.

Restoration. If, at any time during the Term, the Project or the Premises are damaged or destroyed by a fire or other insured casualty, Landlord shall notify Tenant within 60 days after discovery of such damage as to the amount of time Landlord reasonably estimates it will take to restore the Project or the Premises, as applicable (the “Restoration Period”). If the Restoration Period is estimated to exceed 12 9 months (the “Maximum Restoration Period”), Landlord may, in such notice, elect to terminate this Lease as of the date that is 75 days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord’s election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within 5 business days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease, Landlord shall, subject to receipt of sufficient insurance proceeds (with any deductible not in excess of commercially reasonable amounts to be treated as a current an Operating Expense (and the determination of whether a deductible amount is commercially reasonable shall be determined with reference subject to the deductible amounts then being maintained by other institutional owners provisions of comparable projectsSection 5), promptly restore the Premises (excluding the improvements installed by Tenant or by Landlord and paid for by Tenant), subject to delays arising from the collection of insurance proceeds, from Force Majeure events or as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (as defined in Section 30) in, on or about the Premises (collectively referred to herein as “Hazardous Materials Clearances”); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period or, if longer, the Restoration Period, Landlord may, in its sole and absolute discretion, elect not to proceed with such repair and restoration, or Tenant may by written notice to Landlord delivered within 5 business days of the expiration of the Maximum Restoration Period or, if longer, the Restoration Period, elect to terminate this Lease, in which event Landlord shall be relieved of its obligation to make such repairs or restoration and this Lease shall terminate as of the date that is 75 days after the later of: (i) discovery of such damage or destruction, or (ii) the date all required Hazardous Materials Clearances are obtained, but Landlord shall retain any Rent paid and the right to any Rent payable by Tenant prior to such election by Landlord or Tenant. TenantNotwithstanding the foregoing, if a portion of the Project not including the Premises is damaged, Landlord may not terminate this Lease on the basis that the Restoration Period will exceed the Maximum Restoration Period if Landlord elects to merely repair the damage rather than redevelop or improve the Project as a whole, and Landlord actually commences construction of the repair of such damage. The Restoration Period and the Maximum Restoration Period shall not be extended by Force Majeure. In the event that the Lease terminates pursuant to the provisions of this Section 18 as a result of an earthquake, Tenant shall not be required to pay any deductibles as part of Operating Expenses in connection with such earthquake. Tenant may, at its expenseTenant’s option, shall promptly perform, subject to delays arising from the collection of insurance proceeds, from Force Majeure (as defined in Section 34) events or to obtain Hazardous Material Clearances, all repairs or restoration not required to be done by Landlord and shall promptly re-enter the Premises and commence doing business in accordance with this Lease upon Landlord’s completion of all repairs or restoration required to be done, by Landlord pursuant to this Section 18; provided, however, that Tenant shall nonetheless (and even if Tenant does not re-enter the Premises) continue to be responsible for all of its obligations under this Lease. Notwithstanding the foregoing, either Landlord or Tenant may terminate this Lease upon written notice to the other if the Premises are damaged during the last 1 year of the Term and Landlord reasonably estimates that it will take more than 2 months to repair such damage; provided, however, that such notice is delivered within 10 business days after the date that Landlord provides Tenant with written notice of the estimated Restoration Period. Landlord shall also have the right to terminate this Lease or if insurance proceeds are not available for such restoration. Rent shall be abated from the date all required Hazardous Material Clearances are obtained until the Premises are repaired and restored, in the proportion which the area of the Premises, if any, which is not usable by Tenant bears to the total area of the Premises, unless Landlord provides Tenant with other space in the Project during the period of repair that is suitable for the temporary conduct of Tenant’s business. Such abatement shall be the sole remedy of Tenant, and except as provided in this Section 18, Tenant waives any right to terminate the Lease by reason of damage or casualty loss. The provisions of this Lease, including this Section 18, constitute an express agreement between Landlord and Tenant with respect to any and all damage to, or destruction of, all or any part of the Premises, or any other portion of the Project, and any statute or regulation which is now or may hereafter be in effect shall have no application to this Lease or any damage or destruction to all or any part of the Premises or any other portion of the Project, the parties hereto expressly agreeing that this Section 18 sets forth their entire understanding and agreement with respect to such matters.

Restoration. Ifi. Grantee shall not open, disturb, or obstruct any more of the Property than is reasonably necessary and shall not allow any portion of the Property so disturbed or obstructed by it to remain open, disturbed, or obstructed for a longer period of time than shall be reasonably necessary. After the construction and installation of any portion the Improvements is completed, Grantee shall, at its cost, repair and return the Property to a condition to a minimum of the same or similar condition existing before the start of the construction and installation. Grantee shall be responsible for any time during damage to street pavements, existing utilities, curbs, gutters, sand dunes, vegetation, landscaping, grounds, walkways, sidewalks and any other structures or improvements on the Term, Property due to Grantee’s construction and installation of the Project or the Premises are damaged or destroyed by a fire or other insured casualty, Landlord shall notify Tenant within 60 days after discovery of such damage as to the amount of time Landlord reasonably estimates it will take to restore the Project or the Premises, as applicable Improvements (the “Restoration Period”). If the Restoration Period is estimated to exceed 12 months (the “Maximum Restoration PeriodDamaged Property”), Landlord mayand shall repair, in such noticereplace, elect to terminate this Lease as of and restore in-kind, the date that is 75 said Damaged Property at its sole expense within thirty (30) days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord’s election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within 5 business days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease, Landlord shallconstruction and installation is completed, subject to receipt extension as provided in the Agreement . If Grantee fails to repair, replace, and restore said Damaged Property to the reasonable satisfaction of sufficient insurance proceeds Grantor, after thirty (with any deductible not in excess of commercially reasonable amounts 30) days’ written notice given by Grantor to Grantee, Grantor may cause such necessary repairs to be treated made. All out-of-pocket costs incurred by Grantor, as a current Operating Expense (well as reasonable, direct charges for Grantor’s employee labor and the determination use of whether a deductible amount is commercially reasonable Grantor’s equipment, shall be determined with reference to the deductible amounts then being maintained by other institutional owners of comparable projects), promptly restore the Premises charged against Grantee and payable within ten (excluding the improvements installed by Tenant or by Landlord and paid for by Tenant), subject to delays arising from the collection of insurance proceeds, from Force Majeure events or as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (as defined in Section 3010) in, on or about the Premises (collectively referred to herein as “Hazardous Materials Clearances”); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period or, if longer, the Restoration Period, Landlord may, in its sole and absolute discretion, elect not to proceed with such repair and restoration, or Tenant may by written notice to Landlord delivered within 5 business days of the expiration of the Maximum Restoration Period or, if longer, the Restoration Period, elect to terminate this Lease, in which event Landlord shall or may be relieved of its obligation to make such repairs or restoration and this Lease shall terminate as of the date that is 75 days after the later of: (i) discovery of such damage or destruction, or (ii) the date all required Hazardous Materials Clearances are obtained, but Landlord shall retain any Rent paid and collected by exercising the right to any Rent payable by Tenant prior to draw on letters of credit. Grantor may collect such election by Landlord or Tenant. Tenant, at its expense, shall promptly perform, subject to delays arising from the collection of insurance proceeds, from Force Majeure (as defined in Section 34) events or to obtain Hazardous Material Clearances, all repairs or restoration not required to be done by Landlord and shall promptly re-enter the Premises and commence doing business in accordance with this Lease. Notwithstanding the foregoing, either Landlord or Tenant may terminate this Lease upon written notice to the other if the Premises are damaged during the last year of the Term and Landlord reasonably estimates that it will take more than 2 months to repair such damage; provided, however, that such notice is delivered within 10 business days after the date that Landlord provides Tenant with written notice of the estimated Restoration Period. Landlord shall also have the right to terminate this Lease if insurance proceeds are not available for such restoration. Rent shall be abated from the date all required Hazardous Material Clearances are obtained until the Premises are repaired and restored, in the proportion which the area of the Premises, if any, which is not usable by Tenant bears to the total area of the Premises, unless Landlord provides Tenant with other space during the period of repair that is suitable for the temporary conduct of Tenant’s business. Such abatement shall be the sole remedy of Tenant, and except as provided in this Section 18, Tenant waives any right to terminate the Lease by reason of damage or casualty loss. The provisions of this Lease, including this Section 18, constitute an express agreement between Landlord and Tenant with respect to any and all damage to, or destruction of, all or any part of the Premises, or any other portion of the Projectcosts, and any statute expenses and reasonable attorney fees incurred in collecting such costs, as debts owed to Grantor, by bringing action in any court of competent jurisdiction or regulation which is now in any manner allowed by law. ii. If weather or may hereafter other conditions do not permit the complete restoration required by this Agreement, Grantee shall temporarily restore the Damaged Property to the reasonable satisfaction of Grantor. Such temporary restoration shall be in effect at Grantee’s sole expense and Grantee shall have promptly undertake and complete the required permanent restoration when the weather or other conditions no application to this Lease or any damage or destruction to all or any part of the Premises or any other portion of the Project, the parties hereto expressly agreeing that this Section 18 sets forth their entire understanding and agreement with respect to longer prevent such matterspermanent restoration.

Restoration. If, at any time during the Term, any portion of the Project Building shall be damaged or destroyed by a fire or other casualty to the extent that the operation of Tenant’s business in the Premises in the normal course is materially adversely affected or if any portion of the Premises are damaged or destroyed by a fire or other insured casualty, Landlord shall notify Tenant within 60 days after discovery of such damage as to the amount of time Landlord reasonably estimates it will take to restore the Project Building or the Premises, as applicable (the “Restoration Period”). If the Restoration Period is estimated to exceed 12 months 270 days (the “Maximum Restoration Period”), Landlord may, in such notice, elect to terminate this Lease as of the date that is 75 days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord’s election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within 5 business days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease, Landlord shall, subject to receipt of sufficient insurance proceeds (with any deductible not in excess of commercially reasonable amounts to be treated as a current Operating Expense (and the determination of whether a deductible amount is commercially reasonable shall be determined with reference to the deductible amounts then being maintained by other institutional owners of comparable projectsExpense), promptly restore the Premises to their condition on the date of Delivery (excluding the improvements installed by Tenant or by Landlord and paid for by TenantTenant unless covered by the insurance Landlord maintains as an Operating Expense hereunder, in which case such improvements shall be included, to the extent of such insurance proceeds, in Landlord’s restoration), subject to delays arising from the collection of insurance proceeds, from Force Majeure events or as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (as defined in Section 30) in, on on, or about the Premises (collectively referred to herein as “Hazardous Materials Clearances”); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period or, if longer, the Restoration Period, Landlord may, in its sole and absolute discretion, elect not to proceed with such repair and restoration, restoration or Tenant may by written notice to Landlord delivered within 5 business days of the expiration of the Maximum Restoration Period or, if longer, the Restoration Period, elect to terminate this Lease, in which event Landlord shall be relieved of its obligation to make such repairs or restoration and this Lease shall terminate as of the date that is 75 30 days after the later of: (i) discovery of such damage or destruction, or (ii) the date all required Hazardous Materials Clearances are obtained, but Landlord shall retain any Rent paid and the right to any Rent payable by Tenant prior to such election by Landlord or Tenant, subject to the abatement set forth in the paragraph below. Landlord’s right to perform any such repair or restoration in the Premises pursuant to this Section 18 shall be performed in accordance with the access restrictions set forth in Section 32 below. Tenant, at its expense, shall promptly perform, subject to delays arising from the collection of insurance proceeds, from Force Majeure (as defined in Section 34) events or to obtain Hazardous Material Clearances, all repairs or restoration not required to be done by Landlord and shall promptly re-enter reenter the Premises and commence doing business in accordance with this LeaseLease upon Landlord’s completion of the repairs or restoration of the Premises. Notwithstanding the foregoing, either Landlord or Tenant may terminate this Lease upon written notice to the other if the Premises are damaged during the last year of the Term and Landlord reasonably estimates that it will take more than 2 months to repair such damage; provided, however, that such notice is delivered within 10 business days after the date that Landlord provides Tenant with written notice of the estimated Restoration Period. Landlord shall also have the right to terminate this Lease or if insurance proceeds are not available for such restoration. Rent shall be abated from the date all required Hazardous Material Clearances are obtained until the Premises are repaired and restored, in the proportion which that the area of the Premises, if any, which that is not usable by Tenant bears to the total area of the Premises, unless Landlord provides Tenant with other space during the period of repair that is suitable for the temporary conduct of Tenant’s businessbusiness as reasonably determined by Tenant. Such abatement shall be the sole remedy of Tenant, and except as provided in this Section 18, Tenant waives any right to terminate the this Lease by reason of damage or casualty loss. The provisions of this Lease, including this Section 18, constitute an express agreement between Landlord and Tenant with respect to any and all damage to, or destruction of, all or any part of the Premises, or any other portion of the Project, and any statute or regulation which that is now or may hereafter be in effect shall have no application to this Lease or any damage or destruction to all or any part of the Premises or any other portion of the Project, the parties hereto expressly agreeing that this Section 18 sets forth their entire understanding and agreement with respect to such matters.

Restoration. If, at any time during the Term, the Project or the Premises are damaged or destroyed by a fire or other insured casualty, Landlord shall notify Tenant within 60 days after discovery of such damage as to the amount of time Landlord reasonably estimates it will take to restore the Project or the Premises, as applicable (the “Restoration Period”). If the Restoration Period is estimated to exceed 12 6 months (the “Maximum Restoration Period”), Landlord may, in such notice, elect to terminate this Lease as of the date that is 75 days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord’s election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within 5 10 business days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease, Landlord shall, subject to receipt of sufficient insurance proceeds (with any deductible not in excess of commercially reasonable amounts to be treated as a current Operating Expense (and the determination of whether a deductible amount is commercially reasonable shall be determined with reference to the deductible amounts then being maintained by other institutional owners of comparable projectsExpense), promptly restore the Premises (excluding the improvements installed by Tenant or by Landlord and paid for by Tenant), subject to delays arising from the collection of insurance proceeds, from Force Majeure events or as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (as defined in Section 30) in, on or about the Premises (collectively referred to herein as “Hazardous Materials Clearances”); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period or, if longer, the Restoration Period, Landlord may, in its sole and absolute discretion, elect not to proceed with such repair and restoration, or Tenant may by written notice to Landlord delivered within 5 10 business days of the expiration of the Maximum Restoration Period or, if longer, the Restoration Period, elect to terminate this Lease, in which event Landlord and Tenant shall be relieved of its obligation their respective obligations hereunder to make such repairs or restoration and this Lease shall terminate as of the date that is 75 days after the later of: (i) discovery of such damage or destruction, or (ii) the date all required Hazardous Materials Clearances are obtained, but Landlord shall retain any Rent paid and the right to any Rent payable by Tenant prior to such election by Landlord or Tenant. Tenant, at its expense, shall promptly perform, subject to delays arising from the collection of insurance proceeds, from Force Majeure (as defined in Section 34) events or to obtain Hazardous Material Clearances, all repairs or restoration not required to be done by Landlord within the Premises and shall promptly re-enter the Premises and commence doing business in accordance with this Lease. Notwithstanding the foregoing, either Landlord or Tenant may terminate this Lease upon written notice to the other if the Premises are damaged during the last year of the Term and Landlord reasonably estimates that it will take more than 2 months to repair such damage; provided, however, that such notice is delivered within 10 business days after the date that Landlord provides Tenant with written notice of the estimated Restoration Period. Landlord shall also have the right to terminate this Lease if insurance proceeds are not available for such restoration. Rent shall be abated from the date all required Hazardous Material Clearances are obtained until the Premises are repaired and restored, in the proportion which the area of the Premises, if any, which is not usable by Tenant bears to the total area of the Premises, unless Landlord provides Tenant with other space during the period of repair that is suitable for the temporary conduct of Tenant’s business. In the event that no Hazardous Material Clearances are required to be obtained by Tenant with respect to the Premises, rent abatement shall commence on the date of discovery of the damage or destruction. Such abatement shall be the sole remedy of Tenant, and except as provided in this Section 18, Tenant waives any right to terminate the Lease by reason of damage or casualty loss. The provisions of this Lease, including this Section 18, constitute an express agreement between Landlord and Tenant with respect to any and all damage to, or destruction of, all or any part of the Premises, or any other portion of the Project, and any statute or regulation which is now or may hereafter be in effect shall have no application to this Lease or any damage or destruction to all or any part of the Premises or any other portion of the Project, the parties hereto expressly agreeing that this Section 18 sets forth their entire understanding and agreement with respect to such matters.

Restoration. If, at any time during the Term, the Project or the Premises are damaged or destroyed by a fire or other insured casualty, Landlord shall notify Tenant within 60 45 days after discovery of such damage as to the amount of time Landlord reasonably estimates it will take to restore the Project or the Premises, as applicable (the “Restoration Period”). If the Restoration Period is estimated to exceed 12 9 months (the “Maximum Restoration Period”), Landlord may, in such notice, elect to terminate this Lease as of the date that is 75 days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord’s election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within 5 business days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. If Tenant has not exercised its Extension Right pursuant to Section 40, Tenant may also terminate this Lease by written notice to Landlord delivered within 5 business days after receipt of a notice estimating the date on which the Restoration Period is expected to occur if the Restoration Period is estimated by Landlord to be completed during the last 12 months of the Base Term. Unless either Landlord or Tenant so elects to terminate this Lease, Landlord shall, subject to receipt of sufficient insurance proceeds (with any deductible not in excess of commercially reasonable amounts to be treated as a current Operating Expense (and the determination of whether a deductible amount is commercially reasonable shall be determined with reference to the deductible amounts then being maintained by other institutional owners of comparable projectsExpense), promptly restore the Premises (excluding the improvements installed by Tenant or by Landlord and paid for by Tenant), subject to delays arising from the collection of insurance proceeds, from Force Majeure events or as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (as defined in Section 30) in, on or about the Premises (collectively referred to herein as “Hazardous Materials Clearances”); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period or, if longer, the Restoration Period, Landlord may, in its sole and absolute discretion, elect not to proceed with such repair and restoration, or Tenant may by written notice to Landlord delivered within 5 business days of the expiration of the Maximum Restoration Period or, if longer, the Restoration Period, elect to terminate this Lease, in which event Landlord shall be relieved of its obligation to make such repairs or restoration and this Lease shall terminate as of the date that is 75 days after the later of: (i) discovery of such damage or destruction, or (ii) the date all required Hazardous Materials Clearances are obtained, but Landlord shall retain any Rent paid and the right to any Rent payable by Tenant prior to such election by Landlord or Tenant. Tenant, at its expense, shall promptly perform, subject to delays arising from the collection of insurance proceeds, from Force Majeure (as defined in Section 34) events or to obtain Hazardous Material Clearances, all repairs or restoration not required to be done by Landlord and shall promptly re-enter the Premises and commence doing business in accordance with this Lease. Notwithstanding the foregoing, either Landlord or Tenant may terminate this Lease upon written notice to the other if the Premises are damaged during the last year of the Term and Landlord reasonably estimates that it will take more than 2 months to repair such damage; provided, however, that such notice is delivered within 10 business days after the date that Landlord provides Tenant with written notice of the estimated Restoration Period. Landlord shall also have the right to terminate this Lease if insurance proceeds are not available for such restoration. Rent shall be abated from the date all required Hazardous Material Clearances are obtained until the Premises are repaired and restored, in the proportion which the area of the Premises, if any, which is not usable by Tenant bears to the total area of the Premises, unless Landlord provides Tenant with other space reasonably acceptable to Tenant during the period of repair that is suitable for the temporary conduct of Tenant’s business. In the event that no Hazardous Material Clearances are required to be obtained by Tenant with respect to the Premises, rent abatement shall commence on the date of discovery of the damage or destruction. Such abatement shall be the sole remedy of Tenant, and except as provided in this Section 18, Tenant waives any right to terminate the Lease by reason of damage or casualty loss. The provisions of this Lease, including this Section 18, constitute an express agreement between Landlord and Tenant with respect to any and all damage to, or destruction of, all or any part of the Premises, or any other portion of the Project, and any statute or regulation which is now or may hereafter be in effect shall have no application to this Lease or any damage or destruction to all or any part of the Premises or any other portion of the Project, the parties hereto expressly agreeing that this Section 18 sets forth their entire understanding and agreement with respect to such matters.

Restoration. If, at any time during (a) If the Term, the Project or Building of which the Premises are damaged or destroyed by a fire or other insured casualtypart is damaged, Landlord shall notify Tenant within 60 days after discovery of such repair that damage as to the amount of time soon as reasonably possible, at its expense, unless: (i) Landlord reasonably estimates it will take determines that the cost of repair is not covered by Landlord’s All Risk Policy (whether or not Landlord chooses to restore self-insure such coverage) plus such additional amounts Tenant elects, at its option, to contribute, excluding however the Project deductible (for which Tenant shall be responsible for Tenant’s Share); (ii) Landlord reasonably determines that the Premises cannot, with reasonable diligence, be fully repaired by Landlord (or the Premises, as applicable (the “Restoration Period”). If the Restoration Period is estimated to exceed 12 months (the “Maximum Restoration Period”), Landlord may, in such notice, elect to terminate this Lease as cannot be safely repaired because of the date that is 75 presence of hazardous factors, including without limitation Hazardous Materials, earthquake faults, and other similar dangers) within three hundred sixty (360) days after the date of discovery the damage; (iii) an event of default by Tenant has occurred and is continuing at the time of such damage; or (iv) the damage occurs during the final twelve (12) months of the Term. Should Landlord elect not to repair the damage for one of the preceding reasons, Landlord shall so notify Tenant in writing within sixty (60) days after the damage occurs and this Lease shall terminate as of the date of that notice. (b) Unless Landlord elects to terminate this Lease in accordance with subsection (a) above, this Lease shall continue in effect for the remainder of the Term; provided that so long as Tenant is not in default under this Lease, if the damage is so extensive that Landlord reasonably determines that the Premises cannot, with reasonable diligence, be repaired by Landlord (or destruction; providedcannot be safely repaired because of the presence of hazardous factors, howeverearthquake faults, that notwithstanding Landlordand other similar dangers) so as to allow Tenant’s election to restoresubstantial use and enjoyment of the Premises within three hundred sixty (360) days after the date of damage, then Tenant may elect to terminate this Lease by written notice to Landlord delivered within 5 business days the sixty (60) day period stated in subsection (a). (c) Commencing on the date of receipt any damage to the Building, and ending on the sooner of a notice from Landlord estimating a Restoration Period for the Premises longer than date the Maximum Restoration Period. Unless either Landlord damage is repaired or Tenant so elects to terminate the date this LeaseLease is terminated, Landlord shall, subject to receipt of sufficient insurance proceeds (with any deductible not in excess of commercially reasonable amounts the rental to be treated as a current Operating Expense (and the determination of whether a deductible amount is commercially reasonable paid under this Lease shall be determined with reference to abated in the deductible amounts then being maintained by other institutional owners of comparable projects), promptly restore same proportion that the Premises (excluding the improvements installed by Tenant or by Landlord and paid for by Tenant), subject to delays arising from the collection of insurance proceeds, from Force Majeure events or as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (as defined in Section 30) in, on or about the Premises (collectively referred to herein as “Hazardous Materials Clearances”); provided, however, that if repair or restoration floor area of the Premises is not substantially complete as of the end of the Maximum Restoration Period or, if longer, the Restoration Period, Landlord may, in its sole and absolute discretion, elect not to proceed with such repair and restoration, or Tenant may by written notice to Landlord delivered within 5 business days of the expiration of the Maximum Restoration Period or, if longer, the Restoration Period, elect to terminate this Lease, in which event Landlord shall be relieved of its obligation to make such repairs or restoration and this Lease shall terminate as of the date that is 75 days after rendered unusable by the later of: (i) discovery of such damage or destruction, or (ii) the date all required Hazardous Materials Clearances are obtained, but Landlord shall retain any Rent paid and the right from time to any Rent payable by Tenant prior to such election by Landlord or Tenant. Tenant, at its expense, shall promptly perform, subject to delays arising from the collection of insurance proceeds, from Force Majeure (as defined in Section 34) events or to obtain Hazardous Material Clearances, all repairs or restoration not required to be done by Landlord and shall promptly re-enter the Premises and commence doing business in accordance with this Lease. Notwithstanding the foregoing, either Landlord or Tenant may terminate this Lease upon written notice time bears to the other if the Premises are damaged during the last year of the Term and Landlord reasonably estimates that it will take more than 2 months to repair such damage; provided, however, that such notice is delivered within 10 business days after the date that Landlord provides Tenant with written notice of the estimated Restoration Period. Landlord shall also have the right to terminate this Lease if insurance proceeds are not available for such restoration. Rent shall be abated from the date all required Hazardous Material Clearances are obtained until the Premises are repaired and restored, in the proportion which the total floor area of the Premises, if any, which is not usable by Tenant bears but only to the total area of the Premises, unless extent that any business interruption insurance proceeds are received by Landlord provides Tenant with other space during the period of repair that is suitable for the temporary conduct of therefor from Tenant’s business. Such abatement insurance described in Exhibit D. (d) Notwithstanding the provisions of subsections (a), (b) and (c) of this Section, and subject to the provisions of Section 10.5 above, the cost of any repairs shall be the sole remedy of borne by Tenant, and except as provided in this Section 18Tenant shall not be entitled to rental abatement or termination rights, if the damage is due to the fault or neglect of Tenant waives any right to terminate or its employees, subtenants, invitees or representatives. In addition, the Lease by reason of damage or casualty loss. The provisions of this Section shall not be deemed to require Landlord to repair any improvements or fixtures that Tenant is obligated to repair or insure pursuant to any other provision of this Lease. (e) Tenant shall fully cooperate with Landlord in removing Tenant’s personal property and any debris from the Premises to facilitate all inspections of the Premises and the making of any repairs. Notwithstanding anything to the contrary contained in this Lease, including this Section 18, constitute an express agreement between if Landlord and Tenant with respect in good faith believes there is a risk of injury to any and all persons or damage to, to property from entry into the Building or destruction of, all or any part of the Premises, or any other portion of the Project, and any statute or regulation which is now or may hereafter be in effect shall have no application to this Lease or Premises following any damage or destruction thereto, Landlord may restrict entry into the Building or the Premises by Tenant, its employees, agents and contractors in a non-discriminatory manner, without being deemed to have violated Tenant’s rights of quiet enjoyment to, or made an unlawful detainer of, or evicted Tenant from, the Premises. Upon request, Landlord shall consult with Tenant to determine if there are safe methods of entry into the Building or the Premises solely in order to allow Tenant to retrieve files, data in computers, and necessary inventory, subject however to all or indemnities and waivers of liability from Tenant to Landlord contained in this Lease and any part additional indemnities and waivers of the Premises or any other portion of the Project, the parties hereto expressly agreeing that this Section 18 sets forth their entire understanding and agreement with respect to such mattersliability which Landlord may require.

Restoration. If, (a) If at any time during the Term, the Project or Lease Term the Premises are damaged or destroyed by a fire or other insured casualty, Landlord shall notify Tenant within 60 thirty (30) days after discovery of such damage as to the amount of time Landlord reasonably estimates it will take to restore the Project or the Premises, as applicable (the “Restoration Period”). If the Restoration Period restoration time is estimated to exceed 12 months (the “Maximum Restoration Period”), Landlord may, in such notice, elect to terminate this Lease as of the date that is 75 120 days after from the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord’s election to restoreNotice, Tenant may elect to terminate this Lease by written upon notice to Landlord delivered within 5 business the other party given no later than thirty (30) days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Periodafter Landlord’s Notice. Unless either Landlord or If Tenant so elects does not elect to terminate this LeaseLease or if Landlord estimates that restoration will take 120 days or less, Landlord shallthen, subject to receipt of sufficient insurance proceeds (with any deductible not in excess of commercially reasonable amounts to be treated as a current Operating Expense (and the determination of whether a deductible amount is commercially reasonable proceeds, Landlord shall be determined with reference to the deductible amounts then being maintained by other institutional owners of comparable projects), promptly restore the Premises (Premises, excluding the improvements installed by Tenant or by Landlord and paid for by Tenant), subject to delays arising from the collection of insurance proceeds, proceeds or from Force Majeure events or as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (as defined in Section 30) in, on or about the Premises (collectively referred to herein as “Hazardous Materials Clearances”); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period or, if longer, the Restoration Period, Landlord may, in its sole and absolute discretion, elect not to proceed with such repair and restoration, or Tenant may by written notice to Landlord delivered within 5 business days of the expiration of the Maximum Restoration Period or, if longer, the Restoration Period, elect to terminate this Lease, in which event Landlord shall be relieved of its obligation to make such repairs or restoration and this Lease shall terminate as of the date that is 75 days after the later of: (i) discovery of such damage or destruction, or (ii) the date all required Hazardous Materials Clearances are obtained, but Landlord shall retain any Rent paid and the right to any Rent payable by Tenant prior to such election by Landlord or Tenantevents. Tenant, at its Tenant’s expense, shall promptly perform, subject to delays arising from the collection of insurance proceeds, or from Force Majeure (as defined in Section 34) events or to obtain Hazardous Material Clearancesevents, all repairs or restoration to the Premises not required to be done by Landlord (provided, however, if such damage or destruction is caused by the act(s) or omission(s) of Landlord, its employees, agents, or contractors, Landlord shall pay to Tenant with respect to any damage to the Premises the amount of the commercially reasonable deductible under Tenant’s insurance policy, not to exceed Five Thousand Dollars ($5,000.00), within ten (10) days after presentment of Tenant’s invoice) and shall promptly re-enter the Premises and commence doing business in accordance with this Lease. Notwithstanding the foregoing, either Landlord or Tenant party may terminate this Lease upon thirty (30) days written notice to the other if the Premises are damaged during the last year of the Lease Term and Landlord reasonably estimates that it will take more than 2 months thirty (30) days to repair such damage; provided. (b) If the Premises are destroyed or substantially damaged by any peril not covered by the insurance maintained by Landlord or any Landlord’s mortgagee requires that insurance proceeds be applied to the indebtedness secured by its mortgage (defined hereinafter), however, that such notice is delivered within 10 business days after the date that Landlord provides Tenant with may terminate this Lease by delivering written notice of termination to Tenant within thirty (30) days after such destruction or damage or such requirement is made known by any such Landlord’s mortgagee, as applicable, whereupon all rights and obligations hereunder shall cease and terminate, except for any liabilities of Tenant which accrued prior to Lease termination. (c) If such damage or destruction is caused by the estimated Restoration Period. act(s) or omission(s) of Tenant, its employees, agents or contractors, Tenant shall pay to Landlord shall also have with respect to any damage to the right to terminate this Lease if Premises the amount of the commercially reasonable deductible under Landlord ‘s insurance proceeds are not available for such restoration. policy within ten (10) days after presentment of Landlord’s invoice. (d) Base Rent and Operating Expenses shall be abated from for the date all required Hazardous Material Clearances are obtained until the Premises are repaired period of repair and restored, restoration in the proportion which the area of the Premises, if any, which is not usable by Tenant bears to the total area of the Premises, unless Landlord provides Tenant with other space during the period of repair that is suitable for the temporary conduct of Tenant’s business. Such abatement shall be the sole remedy of Tenant, and except as provided in this Section 18herein, Tenant waives any right to terminate the Lease by reason of damage or casualty loss. The provisions of this Lease, including this Section 18, constitute an express agreement between Landlord and Tenant with respect to any and all damage to, or destruction of, all or any part of the Premises, or any other portion of the Project, and any statute or regulation which is now or may hereafter be in effect shall have no application to this Lease or any damage or destruction to all or any part of the Premises or any other portion of the Project, the parties hereto expressly agreeing that this Section 18 sets forth their entire understanding and agreement with respect to such matters.

Restoration. If, at any time during In the Term, event of a taking in respect of which Tenant shall not have the Project or the Premises are damaged or destroyed by a fire or other insured casualty, Landlord shall notify Tenant within 60 days after discovery of such damage as right to the amount of time Landlord reasonably estimates it will take to restore the Project or the Premises, as applicable (the “Restoration Period”). If the Restoration Period is estimated to exceed 12 months (the “Maximum Restoration Period”), Landlord may, in such notice, elect to terminate this Lease as of the date that is 75 days after the date of discovery of or, having such damage or destruction; providedright, however, that notwithstanding Landlord’s election to restore, Tenant may shall elect not to terminate this Lease, this Lease and the Term hereof shall continue in full force and effect and, subject to receipt of the Restoration Portion, Tenant shall forthwith promptly and diligently effect the “Restoration” (as hereinafter defined) through application of the “Restoration Portion”, as hereinafter defined and set forth. If this Lease is not terminated as a result of a taking, as set forth hereinabove in Section 10.2, Landlord shall be entitled to receive the entire award except for that portion (hereinafter referred to as the “Restoration Portion”) of the award necessary for the Restoration, which Landlord shall promptly deliver to Tenant upon receipt, or any portion of the award applicable to Tenant’s fixtures. If the entire award is insufficient for the Restoration, then the Tenant shall fund the balance of the amount required for Restoration and continue in the Lease. The term “Restoration” herein means the restoration of the remaining portions of the Premises, including any and all Improvements made theretofore, together with the remaining portions of the parking areas and other common areas of the Premises, to an architectural whole in substantially the same condition that the same were in prior to such taking. In the event that Tenant is obligated to restore the Premises under this Article IX and (i) said restoration affects more than ten percent (10%) of the warehouse building or (ii) requires Tenant to fund the balance of any amount required for Restoration, then Tenant shall have the right to elect by written notice to Landlord delivered within 5 business days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease, Landlord shall, subject to receipt of sufficient insurance proceeds thirty (with any deductible not in excess of commercially reasonable amounts to be treated as a current Operating Expense (and the determination of whether a deductible amount is commercially reasonable shall be determined with reference to the deductible amounts then being maintained by other institutional owners of comparable projects), promptly restore the Premises (excluding the improvements installed by Tenant or by Landlord and paid for by Tenant), subject to delays arising from the collection of insurance proceeds, from Force Majeure events or as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (as defined in Section 30) in, on or about the Premises (collectively referred to herein as “Hazardous Materials Clearances”); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period or, if longer, the Restoration Period, Landlord may, in its sole and absolute discretion, elect not to proceed with such repair and restoration, or Tenant may by written notice to Landlord delivered within 5 business days of the expiration date of the Maximum Restoration Period orcondemnation, if longer, to extend the Restoration Period, elect then current Term of the Lease through a date specified in such notice as necessary to terminate this ensure that sufficient years remain in the then existing Term of the Lease, in which event Landlord shall be relieved of its obligation to make such repairs or restoration and this Lease shall terminate as of the date that is 75 days after the later of: of both (i) discovery substantial completion of such damage or destruction, or the restoration and (ii) Tenant’s ability to operate its business once again in the date all required Hazardous Materials Clearances are obtainedPremises, but Landlord shall retain any Rent paid and in order to fully depreciate the right to any Rent payable by Tenant prior to such election by Landlord or Tenant. Tenant, at its expense, shall promptly performrestored Improvements, subject to delays arising from the collection of insurance proceeds, from Force Majeure (as defined in Section 34) events or to obtain Hazardous Material Clearances, all repairs or restoration not required to be done by Landlord and shall promptly re-enter the Premises and commence doing business in accordance with this Lease. Notwithstanding the foregoing, either Landlord or Tenant may terminate this Lease upon written notice to the other if the Premises are damaged during the last year annual rent increases for such extension of the Term and Landlord reasonably estimates that it will take more than 2 months to repair such damage; provided, however, that such notice is delivered within 10 business days after the date that Landlord provides Tenant with written notice of the estimated Restoration Periodterm at two percent (2%) per annum. Landlord shall also have the This right to terminate this Lease if insurance proceeds are not available for such restoration. Rent extend the Term shall be abated from the date all required Hazardous Material Clearances are obtained until the Premises are repaired and restored, in the proportion which the area of the Premises, if any, which is not usable by Tenant bears to the total area of the Premises, unless Landlord provides Tenant with other space during the period of repair that is suitable for the temporary conduct of Tenant’s business. Such abatement shall be the sole remedy of Tenant, and except as provided in this Section 18, Tenant waives any right to terminate the Lease by reason of damage or casualty loss. The provisions of this Lease, including this Section 18, constitute an express agreement between Landlord and Tenant with respect addition to any and all damage to, or destruction of, all or any part of the Premises, or any other portion of the Project, and any statute or regulation which is now or may hereafter be in effect shall have no application to this Lease or any damage or destruction to all or any part of the Premises or any other portion of the Project, the parties hereto expressly agreeing that this Section 18 sets forth their entire understanding and agreement with respect to such mattersremaining Option Terms.

Restoration. If, at any time during (a) If the Term, the Project Premises or the Premises Building or a part thereof are materially damaged or destroyed by a fire any fire, flood, earthquake or other insured casualty, Landlord shall notify Tenant within 60 days after discovery of such damage as to have the amount of time Landlord reasonably estimates it will take to restore the Project or the Premises, as applicable (the “Restoration Period”). If the Restoration Period is estimated to exceed 12 months (the “Maximum Restoration Period”), Landlord may, in such notice, elect right to terminate this Lease as upon written notice to Tenant if: (i) Landlord reasonably determines that proceeds necessary to pay the full cost of repair is not available from Landlord's insurance, including without limitation earthquake insurance, plus such additional amounts Tenant elects, at its option, to contribute, excluding however the deductible (for which Tenant shall be responsible for Tenant's Share); (ii) Landlord reasonably determines that the Premises cannot, with reasonable diligence, be fully repaired by Landlord (or cannot be safely repaired because of the date that is 75 presence of hazardous factors, including without limitation Hazardous Materials, earthquake faults, and other similar dangers) within two hundred seventy (270) days after the date of discovery the damage; (iii) an uncured Event of Default by Tenant has occurred; or (iv) the material damage occurs during the final twelve (12) months of the Term. Landlord shall notify Tenant in writing ("LANDLORD'S NOTICE") within sixty (60) days after the damage occurs as to (A) whether Landlord is terminating this Lease as a result of such material damage or destruction; providedand (B) if Landlord is not terminating this Lease, howeverthe number of days within which Landlord has estimated that the Premises, with reasonable diligence, are likely to be fully repaired. In the event Landlord elects to terminate this Lease, this Lease shall terminate as of the date specified for termination by Landlord's Notice (which termination date shall in no event be later than sixty (60) days following the date of the damage, or, if no such date is specified, such termination shall be the date of Landlord's Notice). (b) If Landlord has the right to terminate this Lease pursuant to Section 11.1(a) and does not elect to so terminate this Lease, and provided that notwithstanding at the time of Landlord’s election 's Notice neither an Event of Default exists nor has Landlord delivered Tenant a notice of any failure by Tenant to restorefulfill an obligation under this Lease which, unless cured by Tenant within the applicable grace period, would constitute an Event of Default, then within ten (10) days following delivery of Landlord's Notice pursuant to Section 11.1(a), Tenant may elect to terminate this Lease by written notice to Landlord, but only if (i) Landlord's Notice specifies that Landlord delivered has determined that the Premises cannot be repaired, with reasonable diligence, within 5 business two hundred seventy (270) days after the date of receipt damage or (ii) the casualty has occurred within the final twelve (12) months of the Term and such material damage has a materially adverse impact on Tenant's continued use of the Premises. If Tenant fails to provide such termination notice within such ten (10) day period, Tenant shall be deemed to have waived any termination right under this Section 1l.1(b) or any other applicable law. (c) In the event that neither Landlord nor Tenant terminates this Lease pursuant to this Section 11.1 as a result of material damage to the Building or Premises resulting from a casualty, Landlord estimating a Restoration Period shall repair all material damage to the Premises or the Building as soon as reasonably possible and this Lease shall continue in effect for the Premises longer than remainder of the Maximum Restoration PeriodTerm. Unless either Subject to any provision to the contrary in the Work Letter, such repair by Landlord or shall include repair of material damage to the Tenant Improvements constructed pursuant to the Work Letter, so elects to terminate this Lease, Landlord shall, subject to receipt of sufficient long as insurance proceeds (with any deductible not in excess of commercially reasonable amounts from insurance required to be treated as a current Operating Expense (and carried by Tenant are made available to Landlord. Landlord shall have the determination of whether a deductible amount is commercially reasonable shall be determined with reference right, but not the obligation, to the deductible amounts then being maintained by repair or replace any other institutional owners of comparable projects), promptly restore the Premises (excluding the leasehold improvements installed made by Tenant or by Landlord and paid for by Tenant), subject to delays arising from the collection of insurance proceeds, from Force Majeure events or as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials Alterations (as defined in Section 30) in, on or about the Premises (collectively referred to herein as “Hazardous Materials Clearances”7.3); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period or, if longer, the Restoration Period, Landlord may, in its sole and absolute discretion, elect not to proceed with such repair and restoration, or Tenant may by written notice to Landlord delivered within 5 business days of the expiration of the Maximum Restoration Period or, if longer, the Restoration Period, elect to terminate this Lease, in which event Landlord shall be relieved of its obligation to make such repairs or restoration and this Lease shall terminate as of the date that is 75 days after the later of: (i) discovery of such damage or destruction, or (ii) the date all required Hazardous Materials Clearances are obtained, but Landlord shall retain any Rent paid and the right to any Rent payable by Tenant prior to such election by Landlord or Tenant. Tenant, at its expense, shall promptly perform, subject to delays arising from the collection of insurance proceeds, from Force Majeure (as defined in Section 34) events or to obtain Hazardous Material Clearances, all repairs or restoration not required to be done by Landlord and shall promptly re-enter the Premises and commence doing business in accordance with this Lease. Notwithstanding the foregoing, either Landlord or Tenant may terminate this Lease upon written notice to the other if the Premises are damaged during the last year of the Term and Landlord reasonably estimates that it will take more than 2 months to repair such damage; provided, however, that such notice is delivered within 10 business days after the date that Landlord provides Tenant with written notice of the estimated Restoration Period. Landlord shall also have the right to terminate this Lease if insurance proceeds are not available for such restoration. Rent shall be abated from the date all required Hazardous Material Clearances are obtained until the Premises are repaired and restored, in the proportion which the area of the Premises, if any, which is not usable by Tenant bears to the total area of the Premises, unless Landlord provides Tenant with other space during the period of repair that is suitable for the temporary conduct of Tenant’s business. Such abatement shall be the sole remedy of Tenant, and except as provided in this Section 18, Tenant waives any right to terminate the Lease by reason of damage or casualty loss. The provisions of this Lease, including this Section 18, constitute an express agreement between Landlord and Tenant with respect to any and all damage to, or destruction of, all or any part of the Premises, or any other portion of the Project, and any statute or regulation which is now or may hereafter be in effect shall have no application to this Lease or any damage or destruction to all or any part of the Premises or any other portion of the Project, the parties hereto expressly agreeing that this Section 18 sets forth their entire understanding and agreement with respect to such matters.

Restoration. If, at any time during the Term, the Project or the Premises are damaged or destroyed by a fire or other insured casualty, Landlord shall notify Tenant within 60 days after discovery of such damage as to the amount of time Landlord reasonably estimates it will take to restore the Project or the Premises, as applicable (the “Restoration Period”). If the Restoration Period is estimated to exceed 12 months (the “Maximum Restoration Period”), Landlord may, in such notice, elect to terminate this Lease as of the date that is 75 days day§ after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord’s election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within 5 business days of receipt Landlord’s delivery of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease, Landlord shall, subject to receipt of sufficient insurance proceeds (with any deductible not in excess of commercially reasonable amounts to be treated as a current Operating Expense (and the determination of whether a deductible amount is commercially reasonable shall be determined with reference to the deductible amounts then being maintained by other institutional owners of comparable projectsExpense), promptly restore the Premises (excluding the improvements installed by Tenant or by Landlord and paid for by Tenant), subject to delays arising from the collection of insurance proceeds, from Force Majeure events or as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (as defined in Section 30) in, on or about the Premises (collectively 000 Xxxxxx, Xxxxxxxxx, MA/TCR2 Therapeutics Inc. - Page 24 referred to herein as “Hazardous Materials Clearances”); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period or, if longer, the Restoration Period, Landlord may, in its sole and absolute discretion, elect not to proceed with such repair and restoration, or Tenant may may, by written notice to Landlord delivered within 5 business days of the expiration of the Maximum Restoration Period orPeriod, or if longer, the Restoration Period, elect to terminate this Lease, in which event Landlord shall be relieved of its obligation to make such repairs or restoration and this Lease shall terminate as of the date that is 75 days after the later of: (i) discovery of such damage or destruction, or (ii) the date all required Hazardous Materials Clearances are obtained, but Landlord shall retain any Rent paid and the right to any Rent payable by Tenant prior to such election by Landlord or Tenant. Tenant, at its expense, shall promptly perform, subject to delays arising from the collection of insurance proceeds, from Force Majeure (as defined in Section 34) events or to obtain Hazardous Material Clearances, all repairs or restoration not required to be done by Landlord and shall promptly re-enter reenter the Premises and commence doing business in accordance with this Lease. Notwithstanding the foregoing, either Landlord or Tenant may terminate this Lease upon written notice to the other if the Premises are damaged during the last 1 year of the Term and Landlord reasonably estimates that it will take more than 2 months to repair such damage; provided, however, that such notice is delivered within 10 business days after the date that Landlord provides Tenant with written notice of the estimated Restoration Period. Landlord shall also have the right to terminate this Lease or if insurance proceeds are not available for such restoration. Rent shall be abated from the date all required Hazardous Material Clearances are obtained until the Premises are repaired and restored, in the proportion which the area of the Premises, if any, which is not usable by Tenant bears to the total area of the Premises, unless Landlord provides Tenant with other space during the period of repair that is suitable for the temporary conduct of Tenant’s business. In the event that no Hazardous Materials Clearances are required to be obtained by Tenant with respect to the Premises, such rent abatement shall commence as of the date of discovery of the damage or destruction. Such abatement shall be the sole remedy of Tenant, and except as provided in this Section 18, . Tenant waives any right to terminate the Lease by reason of damage or casualty loss. The provisions of this Lease, including this Section 18, constitute an express agreement between Landlord and Tenant with respect to any and all damage to, or destruction of, all or any part of the Premises, or any other portion of the Project, and any statute or regulation which is now or may hereafter be in effect shall have no application to this Lease or any damage or destruction to all or any part of the Premises or any other portion of the Project, the parties hereto expressly agreeing that this Section 18 sets forth their entire understanding and agreement with respect to such matters.

Restoration. If, at any time during (a) If the Term, the Project or Building of which the Premises are damaged or destroyed by a fire or other insured casualtypart is damaged, Landlord shall notify Tenant within 60 days after discovery of such diligently repair that damage as to the amount of time soon as reasonably possible, at its expense, unless: (i) Landlord reasonably estimates it will take to restore determines that the Project cost of repair is not covered by Landlord's fire and extended coverage insurance then in place (or the Premisesif Landlord is self-insuring, as applicable (the “Restoration Period”). If the Restoration Period is estimated to exceed 12 months (the “Maximum Restoration Period”would not be covered by a standard policy of "all risk" fire insurance), plus such additional amounts Tenant elects, at its option, to contribute, excluding however the deductible (for which Tenant shall be responsible for Tenant's Share); (ii) Landlord mayreasonably determines that the Premises cannot, in such noticewith reasonable diligence, elect to terminate this Lease as be fully repaired by Landlord (or cannot be safely repaired because of the date that is 75 presence of hazardous factors, including, without limitation, Hazardous Materials, earthquake faults, and other similar dangers) within two hundred seventy (270) days after the date of discovery the damage; (iii) the damage occurs during the final twelve (12) months of such the Term. Should Landlord elect not to repair the damage or destruction; providedfor one of the preceding reasons, howeverLandlord shall so notify Tenant in writing within thirty (30) days after the damage occurs and this Lease shall terminate as of the date of that notice. (b) Unless Landlord elects to terminate this Lease in accordance with subsection (a) above, that notwithstanding this Lease shall continue in effect for the remainder of the Term and Landlord shall promptly notify Tenant in writing of Landlord’s 's election to restorerestore the Premises and of the time Landlord estimates to complete such restoration; provided that so long as Tenant is not in default under this Lease following the expiration of the applicable cure period, if the damage is so extensive that Landlord reasonably determines that the Premises cannot, with reasonable diligence, be repaired by Landlord (or cannot be safely repaired because of the presence of hazardous factors, earthquake faults, and other similar dangers) so as to allow Tenant's substantial use and enjoyment of the Premises within two hundred seventy (270) days after the date of damage, then Tenant may elect to terminate this Lease by written notice to Landlord delivered within 5 the thirty (30) day period stated in subsection (a). (c) Commencing on the date of any damage to the Building, and ending on the sooner of the date the damage is repaired or the date this Lease is terminated, the rental to be paid under this Lease shall be abated in the same proportion that the floor area of the Premises that is rendered unusable by the damage from time to time bears to the total floor area of the Premises, and if as a result of any partial damage, Tenant reasonably determines that it cannot conduct its business days in the remaining portions of receipt of a notice from Landlord estimating a Restoration Period the Premises, the rent for the entire Premises longer than shall be abated. Any such abatement shall be conditioned upon Tenant's then carrying the Maximum Restoration Periodrequired business interruption insurance as described in EXHIBIT D. (d) Notwithstanding the provisions of subsections (a), (b) and (c) of this Section, and subject to the provisions of Section 10.5 above, the cost of any repairs shall be borne by Tenant, and Tenant shall not be entitled to rental abatement or termination rights, if the damage is due to the fault or neglect of Tenant or its employees, subtenants, invitees or representatives, but only to the extent such damage is not covered by a standard policy of "all risk" insurance (whether or not Landlord is self-insuring). Unless either In addition, the provisions of this Section shall not be deemed to require Landlord to repair any improvements or fixtures that Tenant so elects is obligated to terminate repair or insure pursuant to any other provision of this Lease. (e) Tenant shall fully cooperate with Landlord in removing Tenant's personal property and any nonstructural debris from the Premises to facilitate all inspections of the Premises and the making of any repairs. Notwithstanding anything to the contrary contained in this Lease, if Landlord shallin good faith believes there is a risk of injury to persons or damage to property from entry into the Building or Premises following any damage or destruction thereto, Landlord may restrict entry into the Building or the Premises by Tenant, its employees, agents and contractors in a non-discriminatory manner, without being deemed to have violated Tenant's rights of quiet enjoyment to, or made an unlawful detainer of, or evicted Tenant from, the Premises. Upon request, Landlord shall consult with Tenant to determine if there are safe methods of entry into the Building or the Premises solely in order to allow Tenant to retrieve files, data in computers, and necessary inventory, subject however to receipt all indemnities and waivers of sufficient insurance proceeds (with liability from Tenant to Landlord contained in this Lease and any deductible not in excess additional indemnities and waivers of commercially reasonable amounts to be treated as a current Operating Expense (and the determination of whether a deductible amount is commercially reasonable shall be determined with reference to the deductible amounts then being maintained by other institutional owners of comparable projects), promptly restore liability which Landlord may require. If damage or destruction rendering the Premises unusable occurs during the final twelve (excluding 12) months of the improvements installed by Tenant Lease Term or by Landlord and paid for by Tenant), subject to delays arising from the collection of insurance proceeds, from Force Majeure events or as needed to obtain any license, clearance or other authorization final twelve (12) months of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials extension period which cannot be repaired within sixty (as defined in Section 3060) in, on or about the Premises (collectively referred to herein as “Hazardous Materials Clearances”); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period or, if longer, the Restoration Period, Landlord may, in its sole and absolute discretion, elect not to proceed with such repair and restoration, or Tenant may by written notice to Landlord delivered within 5 business days of the expiration of the Maximum Restoration Period or, if longer, the Restoration Period, elect to terminate this Lease, in which event Landlord shall be relieved of its obligation to make such repairs or restoration and this Lease shall terminate as of the date that is 75 days after the later of: (i) discovery of following such damage or destruction, or (ii) the date all required Hazardous Materials Clearances are obtained, but Landlord Tenant shall retain any Rent paid and the right to any Rent payable by Tenant prior to such election by Landlord or Tenant. Tenant, at its expense, shall promptly perform, subject to delays arising from the collection of insurance proceeds, from Force Majeure (as defined in Section 34) events or to obtain Hazardous Material Clearances, all repairs or restoration not required to be done by Landlord and shall promptly re-enter the Premises and commence doing business in accordance with this Lease. Notwithstanding the foregoing, either Landlord or Tenant may terminate this Lease upon written notice to the other if the Premises are damaged during the last year of the Term and Landlord reasonably estimates that it will take more than 2 months to repair such damage; provided, however, that such notice is delivered within 10 business days after the date that Landlord provides Tenant with written notice of the estimated Restoration Period. Landlord shall also have the right to terminate this Lease if insurance proceeds are not available for such restoration. Rent shall be abated from the date all required Hazardous Material Clearances are obtained until the Premises are repaired and restored, in the proportion which the area of the Premises, if any, which is not usable by Tenant bears to the total area of the Premises, unless Landlord provides Tenant with other space during the period of repair that is suitable for the temporary conduct of Tenant’s business. Such abatement shall be the sole remedy of Tenant, and except as provided in this Section 18, Tenant waives any right option to terminate the Lease by reason providing Landlord written notification of Tenant's election to terminate within thirty (30) days after the damage or casualty lossoccurs. The provisions For all purposes of this LeaseSection 11.1, including this Section 18, constitute an express agreement between Landlord damage to Tenant's parking areas and Tenant with respect access to any and all damage to, or destruction of, all or any part of the Premises, or any other portion of the Project, and any statute or regulation which is now or may hereafter be in effect shall have no application to this Lease or any damage or destruction to all or any part of the Premises or any other portion of shall be deemed damage to the Project, the parties hereto expressly agreeing that this Section 18 sets forth their entire understanding and agreement with respect to such mattersBuilding.

Restoration. If, at any time during (a) If the Term, the Project Building or the Premises (including the Tenant Improvements constructed pursuant to the Work Letter therein) are damaged or destroyed by a fire or other insured casualtymaterially damaged, Landlord shall notify Tenant within 60 days after discovery of such repair that damage as to the amount of time soon as reasonably possible, at its expense, unless: (i) Landlord reasonably estimates it will take determines that the cost of repair is not covered by Landlord's fire and extended coverage insurance plus such additional amounts Tenant elects, at its option, to restore contribute, excluding however the Project or the Premisesdeductible (for which Tenant shall be responsible for Tenant's Share, as applicable (the “Restoration Period”). If the Restoration Period is estimated such Share, however, not to exceed 12 months Fifty Thousand Dollars ($50,000.00) for any particular casualty); (ii) Landlord reasonably determines that the “Maximum Restoration Period”)Premises cannot, with reasonable diligence, be fully repaired by Landlord may, in such notice, elect to terminate this Lease as (or cannot be safely repaired because of the date that is 75 presence of hazardous factors, including, without limitation, Hazardous Materials, earthquake faults, and other similar dangers) within two hundred seventy (270) days after the date of discovery the damage; (iii) an event of default by Tenant has occurred and is continuing at the time of such damage; or (iv) the damage or destructionoccurs during the final twelve (12) months of the Term unless Tenant then has the right to extend the Term of this Lease and does so in accordance with the provisions of Section 3.3 hereof. Should Landlord elect not to repair the damage for one of the preceding reasons, Landlord shall so notify Tenant in writing within forty-five (45) days after the damage occurs and this Lease shall terminate as of the date of that notice as to the Building which was damaged; provided, howeverhowever that if the remaining Premises after such termination is less than an entire Building, Tenant shall have the right to cause the Lease to be terminated as to the remainder of the Premises by giving Landlord written notice within thirty (30) days after receipt of Landlord's notice. (b) Unless Landlord elects to terminate this Lease in accordance with subsection (a) above, this Lease shall continue in effect for the remainder of the Term; provided that notwithstanding Landlord’s election so long as Tenant is not in default under this Lease after expiration of the applicable cure period, (i) if the damage is so extensive that Landlord reasonably determines that the Premises cannot, with reasonable diligence, be repaired by Landlord (or cannot be safely repaired because of the presence of hazardous factors, earthquake faults, and other similar dangers) so as to restoreallow Tenant's substantial use and enjoyment of the Premises within two hundred seventy (270) days after the date of damage, or (ii) the damage occurs during the final twelve (12) months of the Lease Term, then Tenant may elect to terminate this Lease by written notice to Landlord delivered within 5 business the thirty days of after receipt of a Landlord's notice from Landlord estimating a Restoration Period for pursuant to subsection (a) as to the Premises longer than Building which was damaged. In the Maximum Restoration Period. Unless either Landlord or event Tenant so elects not to terminate this Lease, Landlord shall, subject to receipt of sufficient insurance proceeds (with any deductible not in excess of commercially reasonable amounts to be treated as a current Operating Expense (the Lease and the determination repairs are commenced but not completed within two hundred seventy (270) days after the date of whether a deductible amount is commercially reasonable shall be determined with reference to the deductible amounts then being maintained by other institutional owners of comparable projectsdamage, (the "Restoration Window"), promptly restore the Premises (excluding the improvements installed by Tenant or by Landlord and paid for by Tenant), subject to delays arising from the collection of insurance proceeds, from Force Majeure events or as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (as defined in Section 30) in, on or about the Premises (collectively referred to herein as “Hazardous Materials Clearances”); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period or, if longer, the Restoration Period, Landlord may, in its sole and absolute discretion, elect not to proceed with such repair and restoration, or Tenant may by written notice to Landlord delivered within 5 business days of the expiration of the Maximum Restoration Period orLandlord, if longer, the Restoration Period, elect to terminate this Lease, in which event Landlord shall be relieved of its obligation to make such repairs or restoration and this Lease shall terminate as of the date that is 75 within fifteen (15) days after the later of: (i) discovery end of such damage or destruction, or (ii) the date all required Hazardous Materials Clearances are obtained, but Landlord shall retain any Rent paid and the right to any Rent payable by Tenant prior to such election by Landlord or Tenant. Tenant, at its expense, shall promptly perform, subject to delays arising from the collection of insurance proceeds, from Force Majeure (as defined in Section 34) events or to obtain Hazardous Material Clearances, all repairs or restoration not required to be done by Landlord and shall promptly re-enter the Premises and commence doing business in accordance with this LeaseRestoration Window. Notwithstanding the foregoing, if at any time during the repair period, Landlord reasonably believes that the restoration will not be completed prior to the end of the Restoration Window, Landlord shall notify Tenant in writing of such fact and of a new outside date on or before which the Premises shall be restored, and Tenant must elect within ten (10) business days of receipt of such notice to either Landlord or Tenant may terminate this Lease upon written notice to the other if the Premises are damaged during the last year of the Term and Landlord reasonably estimates that it will take more than 2 months to repair such damage; provided, however, that such notice is delivered within 10 business days after the date that Landlord provides Tenant with written notice of the estimated Restoration Period. Landlord shall also have the or waive its right to terminate this Lease if insurance proceeds are provided the Premises is restored on or prior to the new outside date established by Landlord in such notice to Tenant. Tenant's failure to elect to terminate this Lease within such ten (10) business day period shall be deemed Tenant's waiver of its right to terminate this Lease as provided in this paragraph as to the previous outside date, but not available for such restoration. Rent as to the new outside date established by said notice. (c) Commencing on the date of any damage to the Building, and ending on the sooner of the date the damage is repaired and the Premises is tendered to Tenant in the same condition as required on the Commencement Date or the date this Lease is terminated, the rental to be paid under this Lease shall be abated from in the date all required Hazardous Material Clearances are obtained until same proportion that the floor area of the Premises are repaired and restored, in that is rendered unusable by the proportion which damage from time to time bears to the total floor area of the Premises, if any, which is not usable but only to the extent that the business interruption insurance required to be carried by Tenant bears to as described in Exhibit D was then in force. (d) In addition, the total area of the Premises, unless Landlord provides Tenant with other space during the period of repair that is suitable for the temporary conduct of Tenant’s business. Such abatement shall be the sole remedy of Tenant, and except as provided in this Section 18, Tenant waives any right to terminate the Lease by reason of damage or casualty loss. The provisions of this Section shall not be deemed to require Landlord to repair any improvements or fixtures that Tenant is obligated to repair or insure pursuant to any other provision of this Lease. (e) Tenant shall cooperate with Landlord in removing Tenant's personal property and any debris from the Premises to facilitate all inspections of the Premises and the making of any repairs. Notwithstanding anything to the contrary contained in this Lease, including this Section 18, constitute an express agreement between if Landlord and Tenant with respect in good faith believes there is a risk of injury to any and all persons or damage to, to property from entry into the Building or destruction of, all or any part of the Premises, or any other portion of the Project, and any statute or regulation which is now or may hereafter be in effect shall have no application to this Lease or Premises following any damage or destruction thereto, Landlord may restrict entry into the Building or the Premises by Tenant, its employees, agents and contractors in a non-discriminatory manner, without being deemed to have violated Tenant's rights of quiet enjoyment to, or made an unlawful detainer of, or evicted Tenant from, the Premises, but subject to the applicability of the rental abatement provisions. Upon request, Landlord shall consult with Tenant to determine if there are safe methods of entry into the Building or the Premises solely in order to allow Tenant to retrieve files, data in computers, and necessary inventory, subject however to all or indemnities and waivers of liability from Tenant to Landlord contained in this Lease and any part additional indemnities and waivers of the Premises or any other portion of the Project, the parties hereto expressly agreeing that this Section 18 sets forth their entire understanding and agreement with respect to such mattersliability which Landlord may require.

Restoration. If(a) Reference is made to Paragraphs 6.4 and 26.2 of the Lease. Notwithstanding anything therein to the contrary, at any time during the Term, the Project or the Premises are damaged or destroyed by a fire or other insured casualtybut subject to subparagraph (b) below, Landlord may require that Tenant reimburse Landlord for the reasonable cost of demolishing the office improvements in the FONS Premises upon the expiration or sooner termination of the Term of the Lease, and restoring the entire FONS Premises to shell warehouse condition, repairing any damage caused by such demolition and restoration, provided that such demolition is not to prepare the FONS Premises for fit out for office use or uses other than warehouse (all such demolition, restoration and repair collectively referred to as the “Restoration”). Landlord must perform the Restoration within the six (6) month period following the Termination Date (“Restoration Period”) in order to be entitled to reimbursement. To secure its obligation under this paragraph, Tenant shall notify Tenant within 60 deposit with Landlord, not later than ten (10) days after discovery the execution and delivery of such damage as to this Amendment, an irrevocable letter of credit in the amount of time Landlord reasonably estimates it will take to restore the Project or the Premises, as applicable $241,375.00 (the “Restoration PeriodLOC”). If The Restoration LOC must comply with, and shall be governed by the terms of, Paragraph 5.2 of the Lease; except that (i) the reduction provisions of Paragraph 5.2.1 will not apply, (ii) the “End Date,” as that term is defined in Paragraph 5.2.3 of the Lease and as applied to the Restoration Period LOC, may not be not earlier than seven (7) months after the Termination Date, and (iii) Paragraph 5.2.8 will not apply. The total amount due by Tenant for the cost of the Restoration shall not exceed the amount of the Restoration LOC. The letter of credit must be in form acceptable to Landlord and its counsel. Said letter of credit is estimated in addition to, and not in lieu of, the letter of credit provided for in Paragraph 5.2 of the Lease. (b) Landlord shall only perform the Restoration should it determine, in its reasonable discretion, after engaging a third party reputable real estate broker familiar with the area to exceed market and show the Premises to potential tenants. Landlord shall engage the broker as soon as reasonably practical after Tenant has not exercised its option to renew the Lease or within 12 months (of termination of the “Maximum Lease. In the event that the Landlord is unable, using good faith and due diligence, to obtain a tenant for the Premises, and Landlord determines that the Restoration Period”)is necessary or desirable in connection with the optimal re-leasing of the FONS Premises, Landlord may, in such notice, elect to terminate this Lease as of the date that is 75 days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord’s election to restore, Tenant may elect to terminate this Lease demolish all or part of the office improvements. Prior to performing the Restoration, Landlord shall provide Tenant with its estimate of the cost and schedule thereof, and Tenant shall be afforded the opportunity to perform the Restoration, at its sole cost, if it demonstrates to Landlord’s reasonable satisfaction that Tenant can perform the restoration at a cost lower than Landlord’s estimate and complete same within the same time period. If Landlord performs the Restoration, Landlord shall provide Tenant evidence of the cost thereof by written notice to Landlord delivered within 5 business days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease, Landlord shall, subject to receipt of sufficient insurance proceeds (with any deductible reasonable supporting documentation) delivered not in excess of commercially reasonable amounts to be treated as a current Operating Expense (and the determination of whether a deductible amount is commercially reasonable shall be determined with reference to the deductible amounts then being maintained by other institutional owners of comparable projects), promptly restore the Premises (excluding the improvements installed by Tenant or by Landlord and paid for by Tenant), subject to delays arising from the collection of insurance proceeds, from Force Majeure events or as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (as defined in Section 30) in, on or about the Premises (collectively referred to herein as “Hazardous Materials Clearances”); provided, however, that if repair or restoration of the Premises is not substantially complete as of later than the end of the Maximum Restoration Period or, if longer, the Restoration Period, and Landlord may, in its sole and absolute discretion, elect may then draw on the Restoration LOC if Tenant does not object to proceed with such repair and restoration, or Tenant may by written notice to Landlord delivered costs within 5 business ten (10) days of the expiration of the Maximum Restoration Period or, if longer, the Restoration Period, elect to terminate this Lease, in which event Landlord shall be relieved of its obligation to make such repairs or restoration and this Lease shall terminate as of the date that is 75 days after the later of: receipt from Landlord. Upon (i) discovery Landlord’s receipt of such damage or destructionreimbursement in full for the cost of the Restoration, or (ii) Tenant’s completion of the date all required Hazardous Materials Clearances are obtained, but Landlord shall retain any Rent Restoration and demonstration to Landlord’s reasonable satisfaction that the cost thereof has been fully paid and the right to Building is free of any Rent payable by Tenant prior to such election by Landlord or Tenant. Tenant, at its expense, shall promptly perform, subject to delays mechanics’ liens arising from the collection of insurance proceeds, from Force Majeure (as defined in Section 34) events or to obtain Hazardous Material Clearances, all repairs or restoration not required to be done by Landlord and shall promptly re-enter the Premises and commence doing business in accordance with this Lease. Notwithstanding the foregoing, either Landlord or Tenant may terminate this Lease upon written notice to the other if the Premises are damaged during the last year out of the Term and Landlord reasonably estimates that it will take more than 2 months to repair such damage; providedRestoration, however, that such notice is delivered within 10 business days after the date that Landlord provides Tenant with written notice of the estimated Restoration Period. Landlord shall also have return the right to terminate this Lease if insurance proceeds are not available for such restoration. Rent shall be abated from the date all required Hazardous Material Clearances are obtained until the Premises are repaired and restored, in the proportion which the area of the Premises, if any, which is not usable by Tenant bears to the total area of the Premises, unless Landlord provides Tenant with other space during the period of repair that is suitable for the temporary conduct of Tenant’s business. Such abatement shall be the sole remedy of Tenant, and except as provided in this Section 18, Tenant waives any right to terminate the Lease by reason of damage or casualty loss. The provisions of this Lease, including this Section 18, constitute an express agreement between Landlord and Tenant with respect to any and all damage to, or destruction of, all or any part of the Premises, or any other unused portion of the Project, Restoration LOC to Tenant. If Landlord does not perform the Restoration during the Restoration Period and any statute or regulation which is now or may hereafter be in effect shall have no application to this Lease or any damage or destruction to all or any part timely notify Tenant of the Premises or any other portion of cost thereof, Landlord shall return the Project, the parties hereto expressly agreeing that this Section 18 sets forth their entire understanding and agreement with respect Restoration LOC to such mattersTenant.

Restoration. If, at any time during (a) If the Term, the Project or Building of which the Premises are a part is damaged as the result of an event of casualty, then subject to the provisions below, Landlord shall repair that damage as soon as reasonably possible unless Landlord reasonably determines that: (i) the Premises have been materially damaged and there is less than 1 year of the Term remaining on the date of the casualty; (ii) any Mortgagee (defined in Section 13.1) requires that the insurance proceeds be applied to the payment of the mortgage debt; or destroyed (iii) proceeds necessary to pay the full cost of the repair are not available from Landlord’s insurance, including without limitation earthquake insurance. Should Landlord elect not to repair the damage for one of the preceding reasons, Landlord shall so notify Tenant in the “Casualty Notice” (as defined below), and this Lease shall terminate as of the date of delivery of that notice. If Landlord has the right to terminate this Lease pursuant to this Section 11.1(a), Landlord agrees to exercise such right in a nondiscriminatory fashion among tenants in the Building. Consideration of the following factors in arriving at its decision shall not be deemed discriminatory: length of term remaining on the Lease, time needed to repair and restore, costs of repair and restoration not covered by a fire or insurance proceeds, Landlord’s plans to repair and restore Common Areas serving the Premises, Landlord’s plans for repair and restoration of the Building, and other insured casualtyfactors (other than the rental rates payable under the leases in question) relevant to Landlord’s decision as long as they are applied to Tenant in the same manner as other tenants. (b) As soon as reasonably practicable following the casualty event but not later than 60 days thereafter, Landlord shall notify Tenant within 60 in writing (“Casualty Notice”) of Landlord’s election, if applicable, to terminate this Lease. If this Lease is not so terminated, the Casualty Notice shall set forth the anticipated period for repairing the casualty damage. If the anticipated repair period exceeds 180 days after discovery of such and if the damage is so extensive as to the amount reasonably prevent Tenant’s substantial use and enjoyment of time Landlord reasonably estimates it will take to restore the Project or the Premises, as applicable (the “Restoration Period”). If the Restoration Period is estimated to exceed 12 months (the “Maximum Restoration Period”), Landlord may, in such notice, elect to terminate this Lease as of the date that is 75 days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord’s election to restore, Tenant then either party may elect to terminate this Lease by written notice to the other within 10 days following delivery of the Casualty Notice. (c) In the event that neither Landlord delivered within 5 business days of receipt of a notice from nor Tenant terminates this Lease pursuant to Section 11.1(b), Landlord estimating a Restoration Period for shall repair all material damage to the Premises longer than or the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease, Landlord shall, subject to receipt of sufficient insurance proceeds (with any deductible not in excess of commercially reasonable amounts to be treated Building as a current Operating Expense (and the determination of whether a deductible amount is commercially reasonable shall be determined with reference to the deductible amounts then being maintained by other institutional owners of comparable projects), promptly restore the Premises (excluding the improvements installed by Tenant or by Landlord and paid for by Tenant), subject to delays arising from the collection of insurance proceeds, from Force Majeure events or soon as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (as defined in Section 30) in, on or about the Premises (collectively referred to herein as “Hazardous Materials Clearances”); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period or, if longer, the Restoration Period, Landlord may, in its sole and absolute discretion, elect not to proceed with such repair and restoration, or Tenant may by written notice to Landlord delivered within 5 business days of the expiration of the Maximum Restoration Period or, if longer, the Restoration Period, elect to terminate this Lease, in which event Landlord shall be relieved of its obligation to make such repairs or restoration reasonably possible and this Lease shall terminate as continue in effect for the remainder of the date Term. Upon notice from Landlord, Tenant shall assign or endorse over to Landlord (or to any party designated by Landlord) all property insurance proceeds payable to Tenant under Tenant’s insurance with respect to any Alterations. Within 15 days of demand, Tenant shall also pay Landlord for any additional excess costs that is 75 days after are determined during the later of: (i) discovery performance of the repairs to such damage Alterations. However, notwithstanding the foregoing, if Tenant has maintained the insurance required to be maintained by Tenant pursuant to the terms of Exhibit D of this Lease throughout the Term, and if the proceeds from the insurance required to be maintained by Tenant with respect to the Alterations have been paid to Landlord prior to Landlord commencing repair of the Alterations, then Landlord agrees Tenant shall not be required to pay any deficiency between the estimated or destruction, or (ii) the date all required Hazardous Materials Clearances are obtained, but Landlord shall retain any Rent paid actual Alteration repair costs and the right insurance proceeds received by Landlord from Tenant’s insurance until after substantial completion of the repairs to any Rent the Alterations, and such sums shall be payable by Tenant prior to such election by Landlord or Tenant. Tenantwithin 15 days after demand of Landlord. (d) From and after the casualty event, at its expense, shall promptly perform, subject to delays arising from the collection of insurance proceeds, from Force Majeure (as defined in Section 34) events or to obtain Hazardous Material Clearances, all repairs or restoration not required rental to be done by Landlord and shall promptly re-enter the Premises and commence doing business in accordance with this Lease. Notwithstanding the foregoing, either Landlord or Tenant may terminate paid under this Lease upon written notice to the other if the Premises are damaged during the last year of the Term and Landlord reasonably estimates that it will take more than 2 months to repair such damage; provided, however, that such notice is delivered within 10 business days after the date that Landlord provides Tenant with written notice of the estimated Restoration Period. Landlord shall also have the right to terminate this Lease if insurance proceeds are not available for such restoration. Rent shall be abated from in the date all required Hazardous Material Clearances are obtained until same proportion that the Floor Area of the Premises are repaired and restored, in that is rendered unusable by the proportion which the area of the Premises, if any, which is not usable by Tenant damage from time to time bears to the total area Floor Area of the Premises. (e) Notwithstanding the provisions of subsections (a), unless Landlord provides Tenant with other space during (b) and (c) of this Section 11.1, but subject to Section 10.4, the period cost of repair that is suitable for the temporary conduct of Tenant’s business. Such abatement any repairs shall be the sole remedy of borne by Tenant, and except as provided in this Section 18Tenant shall not be entitled to rental abatement or termination rights, if the damage is due to the fault or neglect of Tenant waives any right to terminate the Lease by reason of damage or casualty loss. The provisions of this Leaseits employees, including this Section 18subtenants, constitute an express agreement between Landlord and Tenant with respect to any and all damage tocontractors, invitees or destruction of, all or any part of the Premises, or any other portion of the Project, and any statute or regulation which is now or may hereafter be in effect shall have no application to this Lease or any damage or destruction to all or any part of the Premises or any other portion of the Project, the parties hereto expressly agreeing that this Section 18 sets forth their entire understanding and agreement with respect to such mattersrepresentatives.

Restoration. If, at any time during the Term, If the Project or the Premises are is damaged or destroyed by a fire or other insured casualty, Landlord shall notify shall, within thirty (30) days thereafter, provide an estimate to Tenant within 60 days after discovery of such damage as to the amount length of time Landlord reasonably estimates it will take need to restore the Project or the Premises, as applicable complete its repair and restoration obligations set forth below (the “Restoration PeriodLandlord’s Estimate”). If insurance proceeds have been made available therefor by the Restoration Period is estimated holder or holders of any mortgages or deeds of trust covering the Premises or the Project, the damage shall be repaired by Landlord to exceed 12 months (the “Maximum Restoration Period”), Landlord mayextent such insurance proceeds are available therefor and provided such repairs can, in such noticeLandlord’s reasonable opinion, elect to terminate this Lease as of the date that is 75 be completed within two hundred seventy (270) days after the date of discovery necessity for repairs as a result of such damage becomes known to Landlord without the payment of overtime or destructionother premiums. From the date of the damage until such repairs are completed, Rent shall be abated in proportion to the part of the Premises which is unusable by Tenant in the conduct of its business. However, to the extent such damage was caused by Tenant, its employees, agents, contractors, guests, and invitees, there shall be no abatement of Rent, unless and to the extent Landlord receives rental income insurance proceeds; provided, howeverfurther, that notwithstanding if Landlord does not receive such rental income insurance proceeds as a result of Landlord’s election failure to restoremake a timely claim under its insurance, then such condition to Rent abatement under this Section 17.1 shall not apply. Landlord’s obligation to make repairs under this Article is limited to the base Building, Common Areas and the interior improvements to the Premises that are covered by Landlord’s insurance. Upon the occurrence of any damage to the Premises, Tenant may elect to terminate this Lease by written notice shall assign to Landlord delivered within 5 business days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord (or Tenant so elects to terminate this Lease, Landlord shall, subject to receipt of sufficient any party designated by Landlord) all insurance proceeds payable to Tenant under Article 14 above (with any deductible not in excess of commercially reasonable amounts to be treated as a current Operating Expense (and the determination of whether a deductible amount is commercially reasonable shall be determined with reference to the deductible amounts then being maintained by other institutional owners of comparable projects), promptly restore the Premises (excluding the improvements installed by Tenant or by Landlord and paid for by Tenant), subject to delays arising from the collection of insurance proceeds, from Force Majeure events or as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (as defined in Section 30) in, on or about the Premises (collectively referred to herein as “Hazardous Materials Clearances”); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period or, if longerTenant has failed to carry the insurance required under such Article 14, Tenant shall pay to Landlord the Restoration Periodamount which Tenant would have received as insurance proceeds had Tenant carried such required insurance) with respect to any Tenant Improvements and Alterations in the Premises in which case Landlord shall manage restoration of such Tenant Improvements and Alterations to the extent of such proceeds. If the amount assigned (or paid) to Landlord pursuant to the immediately preceding sentence is insufficient to repair the Tenant Improvements or Alterations within the Premises, and Tenant does not covenant to supply the difference upon completion of restoration, Landlord may, in its sole and absolute discretion, elect not to proceed with such repair and restoration, or Tenant may by written notice to Landlord delivered within 5 business days of the expiration of the Maximum Restoration Period or, if longer, the Restoration Period, elect to terminate this Lease, in which event Landlord shall be relieved of its obligation to make such repairs or restoration and this Lease shall terminate as of the date that is 75 days after the later of: (i) discovery of such damage or destruction, or (ii) the date all required Hazardous Materials Clearances are obtained, but Landlord shall retain any Rent paid and have the right to any Rent payable by Tenant prior to such election by Landlord or Tenant. Tenant, at its expense, shall promptly perform, subject to delays arising from the collection of insurance proceeds, from Force Majeure (as defined in Section 34) events or to obtain Hazardous Material Clearances, all repairs or restoration not required to be done by Landlord and shall promptly re-enter the Premises and commence doing business in accordance with this Lease. Notwithstanding the foregoing, either Landlord or Tenant may terminate this Lease upon written notice to the other if the Premises are damaged during the last year of the Term and Landlord reasonably estimates that it will take more than 2 months to repair such damage; provided, however, that such notice is delivered within 10 business days after the date that Landlord provides Tenant with written notice of the estimated Restoration Period. Landlord shall also have the right to terminate this Lease if insurance proceeds are not available for such restoration. Rent shall be abated from the date all required Hazardous Material Clearances are obtained until the Premises are repaired and restored, in the proportion which the area of the Premises, if any, which is not usable by Tenant bears to the total area of the Premises, unless Landlord provides Tenant with other space during the period of repair that is suitable for the temporary conduct of Tenant’s business. Such abatement shall be the sole remedy of Tenant, and except as provided in this Section 18, Tenant waives any right to terminate the Lease by reason of damage or casualty loss. The provisions of this Lease, including this Section 18, constitute an express agreement between Landlord and Tenant with respect to any and all damage to, or destruction of, all or any part of the Premises, or any other portion of the Project, and any statute or regulation which is now or may hereafter be in effect shall have no application to this Lease or any damage or destruction to all or any part of the Premises or any other portion of the Project, the parties hereto expressly agreeing that this Section 18 sets forth their entire understanding and agreement with respect to such matters.

Restoration. If, If at any time during the Term, the Project or Lease Term the Premises are damaged or destroyed by a fire or other insured casualty, Landlord shall notify Tenant within 60 sixty (60) days after discovery of such damage as to the amount of time Landlord reasonably estimates it will take to restore the Project or the Premises, as applicable Premises (the “Restoration PeriodDamage Notice”). If the Restoration Period restoration time is reasonably estimated to exceed 12 months one hundred eighty (the “Maximum Restoration Period”)180) days, then either Landlord may, in such notice, or Tenant may elect to terminate this Lease as upon written notice to the other party given no later than thirty (30) days after Landlord’s notice; provided that Landlord also terminates the leases of all other similarly-situated tenants in the Building. If the Premises are damaged by a fire or other casualty and: (a) the damage to the Premises exceeds 50% of the date that replacement cost thereof (excluding foundations and footings), as estimated by Landlord; or (b) such damage occurs during the last two (2) years of the Lease Term, regardless of the extent of damage to the Premises; or (c) Landlord is 75 required to pay any insurance proceeds arising out of such fire or casualty to Landlord’s mortgagee, then Landlord, in its discretion, may terminate this Lease upon written notice to Tenant no later than thirty (30) days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord’s election Damage Notice. If the damage occurs during the last two (2) years of the Lease Term and Landlord elects to restoreterminate this Lease solely pursuant to clause (b) above, Tenant may shall have the right to nullify Landlord’s termination notice by providing written notice to Landlord that it is electing to exercise its then next successive extension option. In addition, if the damage occurs during the last two (2) years of the Lease Term and Landlord does not elect to terminate this Lease pursuant to clause (b) above, then Tenant shall have the right to elect to terminate this Lease by written notice to Landlord delivered within 5 business days of receipt of a notice from Landlord estimating a Restoration Period but only if such damage materially and adversely affects Tenant’s ability to use the Premises for the purposes for which they are leased hereby, and such damage or destruction was not caused by Tenant, its sublessee(s), their agents, contractors or invitees, and Tenant and Landlord reasonably determines that, after the completion of repairs to and restoration of the Premises longer by Landlord, less than one (1) year will be remaining in the Maximum Restoration PeriodLease Term. Unless either If Landlord or Tenant so elects does not elect to terminate this LeaseLease or if Landlord reasonably estimates that restoration will take one hundred eighty (180) days or less (except in the event of termination by Landlord), then Landlord shallshall promptly restore the Premises to the condition existing immediately prior to such damage and destruction, excluding the Tenant-Made Alterations or Trade Fixtures and improvements paid for by Tenant whether or not installed by Landlord, subject to receipt of sufficient insurance proceeds (with any deductible not in excess of commercially reasonable amounts to be treated as a current Operating Expense (and the determination of whether a deductible amount is commercially reasonable shall be determined with reference to the deductible amounts then being maintained by other institutional owners of comparable projects)proceeds, promptly restore the Premises (excluding the improvements installed by Tenant or by Landlord and paid for by Tenant), subject to delays arising from the collection of insurance proceeds, proceeds or from Force Majeure events or as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (as defined in Section 30hereinafter defined) in, on or about the Premises (collectively referred to herein as “Hazardous Materials Clearances”); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period or, if longer, the Restoration Period, Landlord may, in its sole and absolute discretion, elect not to proceed with such repair and restoration, or events. Tenant may by written notice to Landlord delivered within 5 business days of the expiration of the Maximum Restoration Period or, if longer, the Restoration Period, elect to terminate this Lease, in which event Landlord shall be relieved of its obligation to make such repairs or restoration and this Lease shall terminate as of the date that is 75 days after the later of: (i) discovery of such damage or destruction, or (ii) the date all required Hazardous Materials Clearances are obtained, but Landlord shall retain any Rent paid and the right to any Rent payable by Tenant prior to such election by Landlord or at Tenant. Tenant, at its expense, ’s expense shall promptly perform, subject to delays arising from the collection of insurance proceeds, or from Force Majeure (as defined in Section 34) events or to obtain Hazardous Material Clearancesevents, all repairs or restoration not required to be done by Landlord. As part of its Additional Rent for Site Operating Costs, Tenant shall pay to Landlord and shall promptly re-enter with respect to any damage to the Building the amount of Tenant’s Proportionate Share of any commercially reasonable deductible maintained by Landlord under Landlord’s insurance policy within thirty (30) days after presentment of Landlord’s invoice. Base Rent for the portion of the Premises rendered untenantable by the damage shall be abated on a reasonable basis from the date of damage until the completion of the repair. Additional Rent shall not axxxx during the period of repair and commence doing restoration unless Tenant is unable to utilize any portion of the Premises as a result of the damage or destruction which gave rise to the abatement of Base Rent, in which event Additional Rent shall also axxxx on a pro rata basis based on the untenantable portion until such time as the repairs are completed and the restored Premises are delivered by Landlord to Tenant. If Landlord elects, or is required pursuant hereto, to repair and restore the Premises, and Landlord has failed to substantially complete such repair and restoration within one hundred eighty (180) days from the Damage Notice (subject to Force Majeure and Tenant-Caused Delay), then Tenant shall be entitled to provide notice of the failure thereof to Landlord. In the event Landlord thereafter fails to substantially complete such repair and restoration within sixty (60) days after Tenant’s delivery of notice to Landlord (subject to Force Majeure and Tenant-Caused Delay) (“Required Restoration Date”), then, in that event, Tenant shall have the right to elect to either of the following (which election must be made by a written notice delivered to Landlord no later than ten (10) business in accordance with this Lease. Notwithstanding days after the foregoing, either Landlord or Tenant may Required Restoration Date): (a) immediately terminate this Lease upon written notice to the other if Landlord, or (b) complete such repairs and restorations to the Premises as soon as reasonably possible after the Required Restoration Date (subject to Force Majeure), in which event Landlord shall make immediately available to Tenant (whether the funds are damaged during held by Landlord or an escrow agent) all insurance proceeds received by Landlord for the last year restoration of the Term and Premises beyond the amount necessary to reimburse Landlord reasonably estimates that it will take more than 2 months to repair such damage; provided, however, that such notice is delivered within 10 business days after for the date that costs Landlord provides Tenant with written notice of the estimated Restoration Period. Landlord shall also have the right to terminate this Lease if insurance proceeds are not available for such restoration. Rent shall be abated from the date all required Hazardous Material Clearances are obtained until the Premises are repaired and restored, incurred in the proportion which the area of restoring the Premises, if anytogether with the deductible maintained by Landlord under Landlord’s insurance policy. Tenant shall be entitled to particular funds upon providing a written demand therefore that is accompanied by supporting documentation reasonably requested by Landlord or the escrow holder, which may include, but is not usable by limited to, third party invoices and lien waivers. If such amounts are not paid over to Tenant bears to the total area of the Premises, unless Landlord provides Tenant with other space during the period of repair that is suitable for the temporary conduct within thirty (30) days of Tenant’s businessproperly supported written request therefor, Tenant may offset the same, together with interest at a per-annum rate equal to Prime Rate plus ten percent (10%), from the next and subsequent installments of Base Rent payable under this Lease until the foregoing amount is fully offset. Such abatement Notwithstanding the foregoing, Landlord’s obligation to pay over amounts under this Section 12 is subject to the rights of the then current lender of the Building. If Tenant has failed to substantially complete such repair and restoration within one hundred eighty (180) days from the Required Restoration Date, Landlord may provide written notice to Tenant that Landlord will complete the work. In that case, Tenant shall reasonably cooperate with Landlord to promptly transition or terminate (as determined by Landlord), all third party contracts related to the work, and Landlord shall be the sole remedy of Tenant, and except as provided in this Section 18, Tenant waives any right entitled to terminate the Lease by reason of damage or casualty loss. The provisions of this Lease, including this Section 18, constitute an express agreement between Landlord access all remaining funds and Tenant with respect to any and all damage to, or destruction of, all or any part shall reimburse Landlord the amount of the Premises, deductible actually paid to Tenant and not spent on the repair or any other portion of the Project, and any statute or regulation which is now or may hereafter be in effect shall have no application to this Lease or any damage or destruction to all or any part of the Premises or any other portion of the Project, the parties hereto expressly agreeing that this Section 18 sets forth their entire understanding and agreement with respect to such mattersrestoration.

Restoration. If, at any time during the Term, the Project or the Premises are damaged or destroyed by a fire or other insured casualty, Landlord shall notify Tenant within 60 days after discovery of such damage as Subject to the amount terms of time Section 7.1, if neither Landlord reasonably estimates it will take to restore the Project or the Premises, as applicable (the “Restoration Period”). If the Restoration Period is estimated to exceed 12 months (the “Maximum Restoration Period”), Landlord may, in such notice, elect to terminate this Lease as of the date that is 75 days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord’s election to restore, nor Tenant may elect to terminate this Lease by written notice to Landlord delivered within 5 business days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease, Landlord shallthen this Lease shall continue in force and, subject if such taking or damage is of or to receipt the Premises, a just proportion of sufficient insurance proceeds (with any deductible not in excess the Rent reserved, according to the nature and extent of commercially reasonable amounts to be treated as a current Operating Expense (and the determination of whether a deductible amount is commercially reasonable damages sustained by the Premises, shall be determined with reference to suspended or abated until the deductible amounts then being maintained by other institutional owners of comparable projects)Premises, promptly restore the Premises (excluding the improvements installed by Tenant or what may remain thereof, shall be put by Landlord and paid in proper condition for by Tenant)use, which Landlord covenants to do with reasonable diligence (subject to delays arising which result from any cause beyond the collection reasonable control of Landlord) to the extent permitted by the net proceeds of insurance proceedsrecovered or damages awarded for such taking, from Force Majeure events destruction or as needed damage and subject to obtain any licensezoning and building laws or ordinances then in existence. Should the net proceeds of insurance recovered or damages awarded be insufficient to cover the cost of restoring the Premises, clearance or other authorization in the reasonable estimate of any kind required to enter into the Landlord, the Landlord may, but shall have no obligation to, supply the amount of such insufficiency and restore the Premises issued with all reasonable diligence or the Landlord may terminate the Lease by any Governmental Authority having jurisdiction over giving notice to the useTenant not later than a reasonable time after the Landlord has determined the estimated net proceeds of insurance recovered or damages awarded and the estimated cost of such restoration. In case of damage or destruction, storage, handling, treatment, generation, release, disposal, removal or remediation as a result of Hazardous Materials (as defined in Section 30) in, on or about the Premises (collectively referred to herein as “Hazardous Materials Clearances”); provided, however, that if repair or restoration of the Premises a risk which is not substantially complete as of covered by the end of the Maximum Restoration Period or, if longerLandlord’s insurance, the Restoration PeriodLandlord shall likewise be obligated to rebuild the Premises, Landlord mayall as aforesaid, in its sole and absolute discretionunless the Landlord, elect not to proceed with within a reasonable time after the occurrence of such repair and restorationevent, or Tenant may by gives written notice to Landlord delivered within 5 business days the Tenant of the expiration of the Maximum Restoration Period or, if longer, the Restoration Period, elect Landlord’s election to terminate this Lease, in which event Landlord shall be relieved . “Net proceeds of its obligation insurance recovered or damages awarded” refers to make such repairs or restoration and this Lease shall terminate as of the date that is 75 days after the later of: (i) discovery gross amount of such damage insurance or destruction, or (ii) the date all required Hazardous Materials Clearances are obtained, but Landlord shall retain any Rent paid and the right to any Rent payable by Tenant prior to such election damages actually received by Landlord or Tenant. Tenant, at its expense, shall promptly perform, subject to delays arising from less the reasonable expenses of Landlord incurred in connection with the collection of insurance proceedsthe same, from Force Majeure including without limitation, fees and expenses for legal and appraisal services. If Landlord’s restoration work has not been substantially completed within twelve (as defined in Section 3412) events or to obtain Hazardous Material Clearances, all repairs or restoration not required to be done by Landlord and shall promptly re-enter the Premises and commence doing business in accordance with this Lease. Notwithstanding the foregoing, either Landlord or Tenant may terminate this Lease upon written notice to the other if the Premises are damaged during the last year of the Term and Landlord reasonably estimates that it will take more than 2 months to repair such damage; provided, however, that such notice is delivered within 10 business days after the date that Landlord provides taking or damage, then Tenant with written notice of the estimated Restoration Period. Landlord shall also have the right to terminate this Lease by giving Landlord written notice of its election to do so within thirty (30) days after the end of such twelve (12) month period, and if insurance proceeds are not available for Tenant timely gives such restoration. Rent notice, this Lease shall terminate on the date which is thirty (30) days after the date of the giving of such notice, unless Landlord’s restoration work is substantially completed within such thirty (30) day period, in which event such termination notice shall be abated from the date all required Hazardous Material Clearances are obtained until the Premises are repaired null and restored, in the proportion which the area of the Premises, if any, which is not usable by Tenant bears to the total area of the Premises, unless Landlord provides Tenant with other space during the period of repair that is suitable for the temporary conduct of Tenant’s business. Such abatement shall be the sole remedy of Tenant, void and except as provided in this Section 18, Tenant waives any right to terminate the Lease by reason of damage or casualty loss. The provisions of this Lease, including this Section 18, constitute an express agreement between Landlord and Tenant with respect to any and all damage to, or destruction of, all or any part of the Premises, or any other portion of the Project, and any statute or regulation which is now or may hereafter be in effect shall have no application to this Lease or any damage or destruction to all or any part of the Premises or any other portion of the Project, the parties hereto expressly agreeing that this Section 18 sets forth their entire understanding shall continue in full force and agreement with respect to such matterseffect.

Restoration. If(a) If the total Proceeds for any Destruction Event are $500,000.00 or less and there is no Event of Default in effect, Lender will disburse to Borrower the entire amount received by Lender and Borrower will commence and complete Restoration promptly. (b) If the Proceeds for any Destruction Event exceed $500,000.00 and Lender elects or is obligated by Law or under this Article to make the Proceeds available for Restoration, Lender will disburse the Proceeds and any Additional Funds (the “Restoration Funds”) upon Borrower’s request as Restoration progresses, generally in accordance with normal construction lending practices for disbursing funds for construction costs, provided that the following conditions are met: (i) Borrower commences Restoration promptly after the Destruction Event and completes Restoration on or before the Restoration Completion Date in each case subject to force majeure; (ii) if Lender requests, Borrower delivers to Lender prior to commencing Restoration, for Lender’s approval, plans and specifications and a detailed budget for the Restoration; (iii) Borrower delivers to Lender satisfactory evidence of the costs of Restoration incurred prior to the date of the request, and such other documents as Lender may request including mechanics’ lien waivers and title insurance endorsements; (iv) Borrower pays all costs of Restoration whether or not the Restoration Funds are sufficient and, if at any time during Restoration, Lender determines that the Termundisbursed balance of the Restoration Funds is insufficient to complete Restoration, Borrower deposits with Lender, as part of the Project Restoration Funds, an amount equal to the deficiency within 30 days of receiving notice of the deficiency from Lender; and (v) there is no Event of Default at the time Borrower requests funds or at the Premises are damaged time Lender disburses funds. (c) If an Event of Default occurs at any time after the Destruction Event, then Lender will have no further obligation to make any remaining Proceeds available for Restoration and may apply any remaining Proceeds as a credit against any portion of the Debt selected by Lender in its sole discretion. (d) Lender may elect at any time prior to commencement of Restoration or destroyed by a fire while work is in progress to retain, at Borrower’s expense, an independent engineer or other insured casualtyconsultant to review the plans and specifications, Landlord shall notify Tenant within 60 days after discovery to inspect the work as it progresses and to provide reports. If any matter included in a report by the engineer or consultant is unsatisfactory to Lender, Lender may suspend disbursement of such damage as the Restoration Funds until the unsatisfactory matters contained in the report are resolved to Lender’s satisfaction. (e) If Borrower fails to commence and complete Restoration in accordance with the terms of this Article, then in addition to the amount of time Landlord reasonably estimates it will take Remedies, Lender may elect to restore the Project or the Premises, as applicable (the “Restoration Period”). If Improvements on Borrower’s behalf and reimburse itself out of the Restoration Period is estimated to exceed 12 months (Funds for costs and expenses incurred by Lender in restoring the “Maximum Improvements, or Lender may apply the Restoration Period”), Landlord may, in such notice, elect to terminate this Lease Funds as a credit against any portion of the date that is 75 days after Debt selected by Lender in its sole discretion. (f) Lender may commingle the date of discovery of such damage Restoration Funds with its general assets and will not be liable to pay any interest or destruction; provided, however, that notwithstanding Landlord’s election to restore, Tenant other return on the Restoration Funds unless otherwise required by Law. Lender will not hold any Restoration Funds in trust. Lender may elect to terminate this Lease by written notice deposit the Restoration Funds with a depositary satisfactory to Landlord delivered within 5 business days Lender under a disbursement and security agreement satisfactory to Lender. (g) Borrower will pay all of receipt of Lender’s expenses incurred in connection with a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration PeriodDestruction Event or Restoration. Unless either Landlord or Tenant so elects If Borrower fails to terminate this Leasedo so, Landlord shall, subject to receipt of sufficient insurance proceeds (with any deductible not then in excess of commercially reasonable amounts to be treated as a current Operating Expense (and the determination of whether a deductible amount is commercially reasonable shall be determined with reference addition to the deductible amounts then being maintained by other institutional owners of comparable projects)Remedies, promptly restore the Premises (excluding the improvements installed by Tenant or by Landlord and paid for by Tenant), subject Lender may from time to delays arising from the collection of insurance proceeds, from Force Majeure events or as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (as defined in Section 30) in, on or about the Premises (collectively referred to herein as “Hazardous Materials Clearances”); provided, however, that if repair or restoration time reimburse itself out of the Premises is not substantially complete as of the end of the Maximum Restoration Period orFunds. (h) If any excess Proceeds remains after Restoration, if longer, the Restoration Period, Landlord mayLender may elect, in its sole and absolute discretion, elect not discretion either to proceed with such repair and restoration, or Tenant may by written notice to Landlord delivered within 5 business days of apply the expiration of the Maximum Restoration Period or, if longer, the Restoration Period, elect to terminate this Lease, in which event Landlord shall be relieved of its obligation to make such repairs or restoration and this Lease shall terminate excess as of the date that is 75 days after the later of: (i) discovery of such damage or destruction, or (ii) the date all required Hazardous Materials Clearances are obtained, but Landlord shall retain a credit against any Rent paid and the right to any Rent payable by Tenant prior to such election by Landlord or Tenant. Tenant, at its expense, shall promptly perform, subject to delays arising from the collection of insurance proceeds, from Force Majeure (as defined in Section 34) events or to obtain Hazardous Material Clearances, all repairs or restoration not required to be done by Landlord and shall promptly re-enter the Premises and commence doing business in accordance with this Lease. Notwithstanding the foregoing, either Landlord or Tenant may terminate this Lease upon written notice to the other if the Premises are damaged during the last year of the Term and Landlord reasonably estimates that it will take more than 2 months to repair such damage; provided, however, that such notice is delivered within 10 business days after the date that Landlord provides Tenant with written notice of the estimated Restoration Period. Landlord shall also have the right to terminate this Lease if insurance proceeds are not available for such restoration. Rent shall be abated from the date all required Hazardous Material Clearances are obtained until the Premises are repaired and restored, in the proportion which the area of the Premises, if any, which is not usable by Tenant bears to the total area of the Premises, unless Landlord provides Tenant with other space during the period of repair that is suitable for the temporary conduct of Tenant’s business. Such abatement shall be the sole remedy of Tenant, and except as provided in this Section 18, Tenant waives any right to terminate the Lease by reason of damage or casualty loss. The provisions of this Lease, including this Section 18, constitute an express agreement between Landlord and Tenant with respect to any and all damage to, or destruction of, all or any part of the Premises, or any other portion of the Project, and any statute Debt as selected by Lender in its sole discretion or regulation which is now or may hereafter be in effect shall have no application to this Lease or any damage or destruction deliver the excess to all or any part of the Premises or any other portion of the Project, the parties hereto expressly agreeing that this Section 18 sets forth their entire understanding and agreement with respect to such mattersBorrower.

Restoration. IfShould either (i) the termination option as provided above in this Section not apply or, at any time during the Termif applicable, the Project should neither party elect to timely exercise such option, or (ii) should Landlord otherwise be required to repair and restore the Premises are damaged as provided herein, then Landlord shall repair or destroyed by a fire restore the Premises to substantially the same condition as existed before such damage or other insured casualtydestruction. Upon electing to repair or restore or being required to repair or restore pursuant to this Section, Landlord may proceed with reasonable dispatch to perform the necessary work, and the Base Rent and the Additional Rent attributable to Tenant’s Proportionate Share of the Operating Expenses due for the period following the casualty shall notify Tenant within 60 days after discovery of such damage as be abated in proportion to the amount of time Landlord reasonably estimates it will take to restore the Project or the Premises, as applicable (the “Restoration Period”). If the Restoration Period is estimated to exceed 12 months (the “Maximum Restoration Period”), Landlord may, in such notice, elect to terminate this Lease unusable Premises for a period commencing as of the date that of the casualty damage until the repairs and restoration of the Premises are substantially complete. Landlord shall not be liable to Tenant for any delay which arises by reason of any Force Majeure as described in Section 22.21 or any other cause beyond Landlord’s control, and in no event shall Landlord be liable for any loss of profits or income experienced by Tenant as a result of such casualty damage or repair and restoration work, If such repair or restoration is 75 not substantially complete within one hundred eighty (180) days after the date of discovery of it is determined that Landlord is obligated to make such damage or destruction; providedrepairs, however, that notwithstanding Landlord’s election to restore, then Tenant may elect to terminate this Lease by delivering written notice to Landlord delivered within 5 business days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects its election to terminate this Lease, Landlord shall, subject to receipt of sufficient insurance proceeds (with at any deductible not in excess of commercially reasonable amounts to be treated as a current Operating Expense (and the determination of whether a deductible amount is commercially reasonable shall be determined with reference to the deductible amounts then being maintained by other institutional owners of comparable projects), promptly restore the Premises (excluding the improvements installed by Tenant or by Landlord and paid for by Tenant), subject to delays arising from the collection of insurance proceeds, from Force Majeure events or as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (as defined in Section 30) in, on or about the Premises (collectively referred to herein as “Hazardous Materials Clearances”); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period or, if longer, the Restoration Period, Landlord may, in its sole and absolute discretion, elect not to proceed with such repair and restoration, or Tenant may by written notice to Landlord delivered within 5 business days of time after the expiration of the Maximum Restoration Period orsaid one hundred eighty (180) day period and before Landlord’s substantial completion of such repair or restoration; provided that if Tenant delivers said notice in a timely manner, if longer, the Restoration Period, elect to terminate this Lease, in which event Landlord shall be relieved of its obligation to make such repairs or restoration and this Lease shall terminate as of the date that is 75 days after the later of: (i) discovery of such damage or destruction, or (ii) the date all required Hazardous Materials Clearances are obtained, but Landlord shall retain any Rent paid and the right to any Rent payable by Tenant prior to such election by Landlord or Tenant. Tenant, at its expense, shall promptly perform, subject to delays arising from the collection of insurance proceeds, from Force Majeure (as defined in Section 34) events or to obtain Hazardous Material Clearances, all repairs or restoration not required to be done by Landlord and shall promptly re-enter the Premises and commence doing business in accordance with this Lease. Notwithstanding the foregoing, either Landlord or Tenant may terminate this Lease upon written notice to the other if the Premises are damaged during the last year of the Term and Landlord reasonably estimates that it will take more than 2 months to repair such damage; provided, however, that such notice is delivered within 10 business days after the date that Landlord provides Tenant with written notice of the estimated Restoration Period. Landlord shall also have the right to terminate this Lease if insurance proceeds are not available for such restoration. Rent shall be abated from the date all required Hazardous Material Clearances are obtained until the Premises are repaired and restored, in the proportion which the area of the Premises, if any, which is not usable by Tenant bears to the total area of the Premises, unless Landlord provides Tenant with fire or other space during the period of repair that is suitable for the temporary conduct of Tenant’s business. Such abatement shall be the sole remedy of Tenant, and except as provided in this Section 18, Tenant waives any right to terminate the Lease by reason of damage or casualty loss. The provisions of this Lease, including this Section 18, constitute an express agreement between Landlord and Tenant with respect to any and all damage to, or destruction of, all or any part of the Premises, or any other portion of the Project, and any statute or regulation which is now or may hereafter be in effect shall have no application to this Lease or any damage or destruction to all or any part of the Premises or any other portion of the Project, the parties hereto expressly agreeing that this Section 18 sets forth their entire understanding and agreement with respect to such matterscasualty.

Restoration. If, at any time during If the Term, the Project or the Premises are damaged or destroyed by a fire or other insured casualty, Landlord shall notify Tenant within 60 days after discovery of such damage as to the amount of time Landlord reasonably estimates it will take to restore the Project Property or the Premises, as applicable or any ----------- part thereof, other than improvements and buildings on Expansion Areas, is damaged by fire or other casualty during the term of this Lease, and this Lease is not terminated pursuant to section 11.2 hereof, Landlord shall ------------ repair such damage and restore the Property and the Premises expeditiously to the extent commercially reasonable, subject to force majeure, in accordance with all laws and to substantially the same condition in which the Property and the Premises existed before the occurrence of such fire or other casualty (excluding any improvements made by or on behalf of Tenant which shall be restored by Tenant) and this Lease shall, subject to this section 11.1, remain in full force and effect. Landlord shall not be ------------ obligated to repair any damage to, or to make any replacement of, any movable furniture, equipment, trade fixtures or personal property in the “Restoration Period”)Premises. Tenant shall not be entitled to any reduction or abatement in rent. Landlord and Tenant shall reasonably cooperate with each other to mitigate any material interference with their respective operations on the Property through temporary relocations if reasonably practical, or other measures designed to mitigate the adverse effect of such casualty event. If any improvements or buildings located on the Restoration Period is estimated Expansion Area are damaged by fire or other casualty during the term of this Lease, Tenant shall as soon as practicable, render such Expansion Area safe and shall promptly repair such damage and restore the Expansion Area and all buildings and improvements thereon to exceed 12 months (substantially the “Maximum Restoration Period”), Landlord may, in such notice, elect to terminate this Lease same condition as of existed before the date that is 75 days after the date of discovery occurrence of such damage fire or destruction; provided, however, that notwithstanding Landlord’s election to restoreother casualty or, Tenant may elect to terminate this Lease by written notice to Landlord delivered within 5 business days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease, Landlord shall, subject to receipt of sufficient insurance proceeds (with any deductible not in excess of commercially reasonable amounts to be treated as a current Operating Expense (and the determination of whether a deductible amount is commercially reasonable shall be determined with reference to the deductible amounts then being maintained by other institutional owners of comparable projects), promptly restore the Premises (excluding the improvements installed by Tenant or by Landlord and paid for by Tenant), subject to delays arising from the collection of insurance proceeds, from Force Majeure events or as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (as defined in Section 30) in, on or about the Premises (collectively referred to herein as “Hazardous Materials Clearances”); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period or, if longer, the Restoration Period, Landlord may, in its sole and absolute discretion, elect not to proceed with such repair and restoration, or Tenant may by written notice to Landlord delivered within 5 business days of the expiration of the Maximum Restoration Period or, if longer, the Restoration Period, elect to terminate this Lease, in which event Landlord shall be relieved of its obligation to make such repairs or restoration and this Lease shall terminate as of the date that is 75 days after the later of: (i) discovery of such damage or destruction, or (ii) the date all required Hazardous Materials Clearances are obtained, but Landlord shall retain any Rent paid and the right to any Rent payable by Tenant prior to such election by Landlord or Tenant. Tenant, at its expense, shall promptly perform, subject to delays arising from the collection of insurance proceeds, from Force Majeure (as defined in Section 34) events or to obtain Hazardous Material Clearances, all repairs or restoration not required to be done by Landlord and shall promptly re-enter the Premises and commence doing business in accordance with this Lease. Notwithstanding the foregoing, either Landlord or Tenant may terminate this Lease upon written notice to the other if the Premises are damaged during the last year of the Term and Landlord reasonably estimates that it will take more than 2 months to repair such damage; provided, however, that such notice is delivered within 10 business days after the date that Landlord provides Tenant with written notice of the estimated Restoration Period. Landlord shall also have the right to terminate this Lease if insurance proceeds are not available for such restoration. Rent shall be abated from the date all required Hazardous Material Clearances are obtained until the Premises are repaired and restored, in the proportion which the area of the Premises, if any, which is not usable by Tenant bears to the total area of the Premises, unless Landlord provides Tenant with other space during the period of repair that is suitable for the temporary conduct of Tenant’s business. Such abatement shall be the sole remedy of Tenant, and except as provided in this Section 18, Tenant waives any right to terminate the Lease by reason of damage or casualty loss. The provisions of this Lease, including this Section 18, constitute an express agreement between Landlord and Tenant with respect to any and all damage to, or destruction of, all or any part of the Premises, or any other portion of the Project, and any statute or regulation which is now or may hereafter be in effect shall have no application to this Lease or any damage or destruction to all or any part of the Premises or any other portion of the Project, the parties hereto expressly agreeing that this Section 18 sets forth their entire understanding and agreement with respect to such mattersExpansion Area and release in writing any and all rights it may have in and to the Expansion Area including without limitation, any rights under section 7.5 hereof in which ----------- event Tenant shall raze the buildings and other improvements thereon, clean all debris, render the site safe and sightly, provide documentation reasonably required by Landlord that the Expansion Area is in compliance with all laws and, to the extent reasonably practicable, restore any prior landscaping, sod, parking areas, drives or other improvements which existed prior to Tenant's construction.

Restoration. If, at any time during (a) If the Term, the Project or Building of which the Premises are a part is damaged as the result of an event of casualty, then subject to the provisions below, Landlord shall repair that damage as soon as reasonably possible unless: (i) Landlord reasonably determines that the cost of repair would exceed ten percent (10%) of the full replacement cost of the Building (“Replacement Cost”) and the damage is not covered by Landlord’s fire and extended coverage insurance (or destroyed by a fire normal extended coverage policy should Landlord fail to carry that insurance); or other insured casualty(ii) Landlord reasonably determines that the cost of repair would exceed twenty-five percent (25%) of the Replacement Cost; or (iii) Landlord reasonably determines that the cost of repair would exceed ten percent (10%) of the Replacement Cost and the damage occurs during the final twelve (12) months of the Term. Should Landlord elect not to repair the damage for one of the preceding reasons, Landlord shall so notify Tenant in the “Casualty Notice” (as defined below), and this Lease shall terminate as of the date of delivery of that notice. In the event the Building is damaged as the result of an event of casualty during the final twelve (12) months of the Lease Term, Tenant shall also have the right to elect to terminate the Lease by providing Landlord with a written notice notifying Landlord of Tenant’s election to terminate the Lease, and this Lease shall terminate as of the date of delivery of that notice. (b) As soon as reasonably practicable following the casualty event but not later than sixty (60) days thereafter, Landlord shall notify Tenant within 60 in writing (“Casualty Notice”) of Landlord’s election, if applicable, to terminate this Lease. If this Lease is not so terminated, the Casualty Notice shall set forth the anticipated period for repairing the casualty damage. If the anticipated repair period exceeds one hundred eighty (180) days after discovery of such and if the damage is so extensive as to the amount reasonably prevent Tenant’s substantial use and enjoyment of time Landlord reasonably estimates it will take to restore the Project or the Premises, as applicable (the “Restoration Period”). If the Restoration Period is estimated to exceed 12 months (the “Maximum Restoration Period”), Landlord may, in such notice, elect to terminate this Lease as of the date that is 75 days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord’s election to restore, then Tenant may elect to terminate this Lease by written notice to Landlord delivered within 5 business ten (10) days following delivery of receipt of a notice from Landlord estimating a Restoration Period the Casualty Notice. (c) To the extent and for the Premises longer than period that Landlord is entitled to reimbursement from the Maximum Restoration Period. Unless either proceeds of rental interruption insurance carried by Landlord or Tenant so elects to terminate this Leaseas part of Operating Expenses, Landlord shall, subject to receipt of sufficient insurance proceeds (with any deductible not in excess of commercially reasonable amounts the rental to be treated as a current Operating Expense (and the determination of whether a deductible amount is commercially reasonable paid under this Lease shall be determined with reference to abated in the deductible amounts then being maintained by other institutional owners of comparable projects), promptly restore same proportion that the Premises (excluding the improvements installed by Tenant or by Landlord and paid for by Tenant), subject to delays arising from the collection of insurance proceeds, from Force Majeure events or as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (as defined in Section 30) in, on or about the Premises (collectively referred to herein as “Hazardous Materials Clearances”); provided, however, that if repair or restoration floor area of the Premises is not substantially complete as of the end of the Maximum Restoration Period or, if longer, the Restoration Period, Landlord may, in its sole and absolute discretion, elect not to proceed with such repair and restoration, or Tenant may by written notice to Landlord delivered within 5 business days of the expiration of the Maximum Restoration Period or, if longer, the Restoration Period, elect to terminate this Lease, in which event Landlord shall be relieved of its obligation to make such repairs or restoration and this Lease shall terminate as of the date that is 75 days after rendered unusable by the later of: (i) discovery of such damage or destruction, or (ii) the date all required Hazardous Materials Clearances are obtained, but Landlord shall retain any Rent paid and the right from time to any Rent payable by Tenant prior to such election by Landlord or Tenant. Tenant, at its expense, shall promptly perform, subject to delays arising from the collection of insurance proceeds, from Force Majeure (as defined in Section 34) events or to obtain Hazardous Material Clearances, all repairs or restoration not required to be done by Landlord and shall promptly re-enter the Premises and commence doing business in accordance with this Lease. Notwithstanding the foregoing, either Landlord or Tenant may terminate this Lease upon written notice time bears to the other if the Premises are damaged during the last year of the Term and Landlord reasonably estimates that it will take more than 2 months to repair such damage; provided, however, that such notice is delivered within 10 business days after the date that Landlord provides Tenant with written notice of the estimated Restoration Period. Landlord shall also have the right to terminate this Lease if insurance proceeds are not available for such restoration. Rent shall be abated from the date all required Hazardous Material Clearances are obtained until the Premises are repaired and restored, in the proportion which the total floor area of the Premises. (d) Notwithstanding the provisions of subsections (a), if any(b) and (c) of this Section, which is not usable by Tenant bears but subject to Section 10.5, the total area cost of the Premises, unless Landlord provides Tenant with other space during the period of repair that is suitable for the temporary conduct of Tenant’s business. Such abatement any repairs shall be the sole remedy of borne by Tenant, and except as provided in this Section 18Tenant shall not be entitled to rental abatement or termination rights, if the damage is due to the fault or neglect of Tenant waives any right to terminate or its employees, subtenants, contractors, invitees or representatives. In addition, the Lease by reason of damage or casualty loss. The provisions of this LeaseSection shall not be deemed to require Landlord to repair any Tenant Installations, including this Section 18, constitute an express agreement between Landlord fixtures and other items that Tenant with respect is obligated to any and all damage to, or destruction of, all or any part of the Premises, insure pursuant to Exhibit D or any other portion provision of the Project, and any statute or regulation which is now or may hereafter be in effect shall have no application to this Lease or any damage or destruction to all or any part of the Premises or any other portion of the Project, the parties hereto expressly agreeing that this Section 18 sets forth their entire understanding and agreement with respect to such mattersLease.

Restoration. If, at any time during (a) If the Term, the Project or Building of which the Premises are a part is damaged as the result of an event of casualty, then subject to the provisions below, Landlord shall repair that damage as soon as reasonably possible unless Landlord reasonably determines that: (i) the Premises have been materially damaged and there is less than 1 year of the Term remaining on the date of the casualty; (ii) any Mortgagee (defined in Section 13.1) requires that the insurance proceeds be applied to the payment of the mortgage debt; or destroyed by a fire or other insured casualty(iii) proceeds necessary to pay the full cost of the repair are not available from Landlord’s insurance (exclusive of deductibles), including without limitation earthquake insurance. Should Landlord elect not to repair the damage for one of the preceding reasons, Landlord shall so notify Tenant in the “Casualty Notice” (as defined below), and this Lease shall terminate as of the date of delivery of that notice. (b) As soon as reasonably practicable following the casualty event but not later than 60 days thereafter, Landlord shall notify Tenant within 60 in writing (“Casualty Notice”) of Landlord’s election, if applicable, to terminate this Lease. If this Lease is not so terminated, the Casualty Notice shall set forth the anticipated period for repairing the casualty damage. If the anticipated repair period exceeds 270 days after discovery of such and if the damage is so extensive as to the amount reasonably prevent Tenant’s substantial use and enjoyment of time Landlord reasonably estimates it will take to restore the Project or the Premises, as applicable (the “Restoration Period”). If the Restoration Period is estimated to exceed 12 months (the “Maximum Restoration Period”), Landlord may, in such notice, then either party may elect to terminate this Lease as by written notice to the other within 10 days following delivery of the date that Casualty Notice. In addition, if (i) the Premises have been materially damaged and there is 75 days after less than 1 year of the Term remaining at the date of discovery casualty, and (ii) the material damage is so extensive as to reasonably prevent Tenant’s substantial use and enjoyment of such damage or destruction; providedthe Premises, however, that notwithstanding Landlord’s election to restore, then Tenant may elect to terminate this Lease by written notice to Landlord delivered within 5 business 15 days following the date of receipt of a notice from the casualty. (c) In the event that neither Landlord estimating a Restoration Period for nor Tenant terminates this Lease pursuant to Section 11.1(b), Landlord shall repair all material damage to the Premises longer than or the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease, Landlord shall, subject to receipt of sufficient insurance proceeds (with any deductible not in excess of commercially reasonable amounts to be treated Building as a current Operating Expense (and the determination of whether a deductible amount is commercially reasonable shall be determined with reference to the deductible amounts then being maintained by other institutional owners of comparable projects), promptly restore the Premises (excluding the improvements installed by Tenant or by Landlord and paid for by Tenant), subject to delays arising from the collection of insurance proceeds, from Force Majeure events or soon as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (as defined in Section 30) in, on or about the Premises (collectively referred to herein as “Hazardous Materials Clearances”); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period or, if longer, the Restoration Period, Landlord may, in its sole and absolute discretion, elect not to proceed with such repair and restoration, or Tenant may by written notice to Landlord delivered within 5 business days of the expiration of the Maximum Restoration Period or, if longer, the Restoration Period, elect to terminate this Lease, in which event Landlord shall be relieved of its obligation to make such repairs or restoration reasonably possible and this Lease shall terminate as continue in effect for the remainder of the date that is 75 days after the later of: Term. Upon notice from Landlord, Tenant shall assign or endorse over to Landlord (i) discovery of such damage or destruction, or (ii) the date all required Hazardous Materials Clearances are obtained, but Landlord shall retain any Rent paid and the right to any Rent party designated by Landlord) all property insurance proceeds payable by to Tenant prior under Tenant’s insurance with respect to such election by Landlord or Tenant. Tenant, at its expense, shall promptly perform, subject to delays arising from the collection of insurance proceeds, from Force Majeure (as defined in Section 34) events or to obtain Hazardous Material Clearances, all repairs or restoration not required to be done by Landlord and shall promptly re-enter the Premises and commence doing business in accordance with this Lease. Notwithstanding the foregoing, either Landlord or any Tenant may terminate this Lease upon written notice to the other Installations; provided if the Premises are damaged during the last year of the Term and Landlord reasonably estimates that it will take more than 2 months estimated cost to repair such damage; providedTenant Installations exceeds the amount of insurance proceeds received by Landlord from Tenant’s insurance carrier, howeverthe excess cost of such repairs shall be paid by Tenant to Landlord prior to Landlord’s commencement of repairs. Within 15 days of demand, Tenant shall also pay Landlord for any additional excess costs that are determined during the performance of the repairs to such notice is delivered within 10 business days Tenant Installations. (d) From and after the date that Landlord provides Tenant with written notice of the estimated Restoration Period. Landlord shall also have casualty event, the right rental to terminate be paid under this Lease if insurance proceeds are not available for such restoration. Rent shall be abated from in the date all required Hazardous Material Clearances are obtained until same proportion that the Floor Area of the Premises are repaired and restored, in that is rendered unusable by the proportion which the area of the Premises, if any, which is not usable by Tenant damage from time to time bears to the total area Floor Area of the Premises. (e) Notwithstanding the provisions of subsections (a), unless Landlord provides Tenant with other space during the period (b) and (c) of repair that is suitable for the temporary conduct of Tenant’s business. Such abatement shall be the sole remedy of Tenant, and except as provided in this Section 1811.1, but subject to Section 10.5, Tenant waives any right shall not be entitled to terminate termination rights if the Lease by reason damage is due to the gross negligence or willful misconduct of damage Tenant or casualty lossits employees, subtenants, contractors, invitees or representatives. The In addition, the provisions of this LeaseSection 11.1 shall not be deemed to require Landlord to repair any Tenant Installations, including this Section 18, constitute an express agreement between Landlord fixtures and other items that Tenant with respect is obligated to any and all damage to, insure pursuant to Exhibit D or destruction of, all or any part of the Premises, or under any other portion provision of the Project, and any statute or regulation which is now or may hereafter be in effect shall have no application to this Lease or any damage or destruction to all or any part of the Premises or any other portion of the Project, the parties hereto expressly agreeing that this Section 18 sets forth their entire understanding and agreement with respect to such mattersLease.

Restoration. If, at any time during the Term, the Project or (a) If the Premises are damaged or destroyed by a fire or other insured casualty, Landlord shall notify or if the Building is damaged such that Tenant within 60 days after discovery is deprived of such damage as reasonable access to the amount of time Landlord reasonably estimates it will take to restore the Project or the Premises, the damage shall be repaired by Landlord, to substantially the condition of the Premises prior to the damage, subject to the provisions of any Mortgage or Superior Lease, but Landlord shall have no obligation to repair or restore (i) Tenant’s Property, or (ii) except as applicable provided in Section 11.3(b), any Alterations or improvements to the Premises to the extent such Alterations or improvements exceed Building Standard Installations (the “Restoration PeriodAbove Building Standard Installations”). If So long as Tenant is not in default beyond applicable grace or notice provisions in the payment or performance of its obligations under this Section 11.3, and provided Tenant timely delivers to Landlord either Tenant’s Restoration Payment (as hereinafter defined) or the Restoration Period is estimated to exceed 12 months Security (the “Maximum Restoration Period”), Landlord may, in such notice, elect to terminate this Lease as of the date that is 75 days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord’s election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within 5 business days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord hereinafter defined) or Tenant so elects expressly waives any obligation of Landlord to terminate this Lease, Landlord shall, subject to receipt of sufficient insurance proceeds (with any deductible not in excess of commercially reasonable amounts to be treated as a current Operating Expense (and the determination of whether a deductible amount is commercially reasonable shall be determined with reference to the deductible amounts then being maintained by other institutional owners of comparable projects), promptly restore the Premises (excluding the improvements installed by Tenant or by Landlord and paid for by Tenant), subject to delays arising from the collection of insurance proceeds, from Force Majeure events or as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (as defined in Section 30) in, on or about the Premises (collectively referred to herein as “Hazardous Materials Clearances”); provided, however, that if repair or restore any of Tenant’s Above Building Standard Installations, then until the restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period orSubstantially Completed or would have been Substantially Completed but for Tenant Delay, if longerFixed Rent, the Restoration Period, Landlord may, in its sole Tenant’s Tax Payment and absolute discretion, elect not to proceed with such repair and restoration, or Tenant may by written notice to Landlord delivered within 5 business days of the expiration of the Maximum Restoration Period or, if longer, the Restoration Period, elect to terminate this Lease, in which event Landlord Tenant’s Operating Payment shall be relieved of its obligation to make such repairs or restoration and this Lease shall terminate as of the date that is 75 days after the later of: (i) discovery of such damage or destruction, or (ii) the date all required Hazardous Materials Clearances are obtained, but Landlord shall retain any Rent paid and the right to any Rent payable by Tenant prior to such election by Landlord or Tenant. Tenant, at its expense, shall promptly perform, subject to delays arising from the collection of insurance proceeds, from Force Majeure (as defined in Section 34) events or to obtain Hazardous Material Clearances, all repairs or restoration not required to be done by Landlord and shall promptly re-enter the Premises and commence doing business in accordance with this Lease. Notwithstanding the foregoing, either Landlord or Tenant may terminate this Lease upon written notice to the other if the Premises are damaged during the last year of the Term and Landlord reasonably estimates that it will take more than 2 months to repair such damage; provided, however, that such notice is delivered within 10 business days after the date that Landlord provides Tenant with written notice of the estimated Restoration Period. Landlord shall also have the right to terminate this Lease if insurance proceeds are not available for such restoration. Rent shall be abated from the date all required Hazardous Material Clearances are obtained until the Premises are repaired and restored, reduced in the proportion by which the area of the Premises, if any, part of the Premises which is not usable (or accessible ) and is not used by Tenant bears to the total area of the Premises, unless Landlord provides Tenant with other space during the period of repair that is suitable for the temporary conduct of Tenant’s business. Such abatement shall be the sole remedy of Tenant, and except as provided in this Section 18, Tenant waives This Article 11 constitutes an express agreement governing any right to terminate the Lease by reason case of damage or casualty loss. The provisions destruction of this Leasethe Premises or the Building by fire or other casualty, including this and Section 18227 of the Real Property Law of the State of New York, constitute which provides for such contingency in the absence of an express agreement between Landlord and Tenant with respect to any and all damage to, or destruction of, all or any part of the Premises, or any other portion of the Projectagreement, and any statute or regulation which is other law of like nature and purpose now or may hereafter be in effect force, shall have no application in any such case. (b) As a condition precedent to this Lease Landlord’s obligation to repair or restore any damage of Tenant’s Above Building Standard Installations, Tenant shall (i) pay to Landlord upon demand a sum (“Tenant’s Restoration Payment”) equal to the amount, if any, by which (A) the cost, as estimated by a reputable independent contractor designated by Landlord, of repairing and restoring all Alterations and Initial Installations in the Premises to their condition prior to the damage, exceeds (B) the cost of restoring the Premises with Building Standard Installations, or destruction (ii) furnish to Landlord security (the “Restoration Security”) in form and amount reasonably acceptable to Landlord to secure Tenant’s obligation to pay all costs in excess of restoring the Premises with Building Standard Installations. If Tenant shall fail to deliver to Landlord either (1) Tenant’s Restoration Payment or the Restoration Security, as applicable, or (2) a waiver by Tenant, in form satisfactory to Landlord, of all of Landlord’s obligations to repair or restore any part of the Above Building Standard Installations, in either case within 15 days after Landlord’s demand therefor, Landlord shall have no obligation to restore any Above Building Standard Installations and Tenant’s abatement of Fixed Rent, Tenant’s Tax Payment and Tenant’s Operating Payment shall cease when the restoration of the Premises or (other than any other portion of the Project, the parties hereto expressly agreeing that this Section 18 sets forth their entire understanding and agreement with respect to such mattersAbove Building Standard Installations) is Substantially Complete.

Restoration. IfUpon surrender of the Premises or earlier termination of the Lease Tenant shall be obligated to remove the Sky Bridge Changes and to restore the Premises to its condition prior to making the Sky Bridge changes, reasonable wear and tear excepted, all of which removal and restoration shall be made at the sole cost of Tenant. If Tenant fails to complete the removal and restoration prior to expiration of the Term or earlier termination of this Lease, Landlord may complete such removal and restoration and charge the cost of such removal and restoration to Tenant. Notwithstanding the above provision of this Section 4 to the contrary. Tenant may at any time during time, no earlier than ninety (90) days prior to the expiration of the Term, the Project or the Premises are damaged or destroyed by a fire or other insured casualty, Landlord shall notify Tenant within 60 days after discovery of such damage as to the amount of time Landlord reasonably estimates it will take to restore the Project or the Premises, as applicable (the “Restoration Period”). If the Restoration Period is estimated to exceed 12 months (the “Maximum Restoration Period”), Landlord may, in such notice, elect to terminate this Lease as of the date that is 75 days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord’s election to restore, Tenant may elect to terminate this Lease by give written notice to Landlord delivered within 5 business days of receipt of a notice from (“Removal Notice”) requesting that Landlord estimating a Restoration Period for agree that Tenant need not remove the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease, Landlord shall, subject to receipt of sufficient insurance proceeds (with any deductible not in excess of commercially reasonable amounts to be treated as a current Operating Expense (and the determination of whether a deductible amount is commercially reasonable shall be determined with reference to the deductible amounts then being maintained by other institutional owners of comparable projects), promptly restore the Premises (excluding the improvements installed by Tenant or by Landlord and paid for by Tenant), subject to delays arising from the collection of insurance proceeds, from Force Majeure events or as needed to obtain any license, clearance or other authorization of any kind required to enter into Sky Bridge Changes and restore the Premises issued by any Governmental Authority having jurisdiction over upon expiration of the use, storage, handling, treatment, generation, release, disposal, removal or remediation Term of Hazardous Materials (as defined in Section 30) in, on or about the Premises (collectively referred to herein as “Hazardous Materials Clearances”); provided, however, that if repair or restoration Lease and surrender of the Premises is not substantially complete as by Tenant. The agreement of the end of the Maximum Restoration Period or, if longer, the Restoration Period, Landlord may, to any request made by Tenant pursuant to Removal Notice may be withheld or given in its Landlord’s sole and absolute discretion, elect not but in any event Landlord will respond within thirty (30) days, and any delay beyond such thirty (30) day period on the part of Landlord in responding will delay the outside date for Tenant’s completion of such work on a day-for-day basis. In connection with Landlord’s response to proceed with such repair and restorationany Removal Notice, or Tenant Landlord may by written notice to Landlord delivered within 5 business days require that components of the Sky Bridge Changes be removed with related restoration and that other components of the Sky Bridge Changes remain. Unless Landlord in a written response to Tenant to any Removal Notice has agreed in writing that the Sky Bridge Changes (or any component thereof) need not be removed by Tenant, Tenant shall be obligated, at its sole cost, to remove the Sky Bridge Changes and restore the Premises prior to expiration of the Maximum Restoration Period or, if longer, Term. If and to the Restoration Period, elect extent that Landlord responds to terminate this Lease, in which event Landlord shall be relieved of its obligation to make such repairs a Renewal Notice that all or restoration and this Lease shall terminate as any portion of the date that is 75 days after the later of: (i) discovery of such damage or destruction, or (ii) the date all required Hazardous Materials Clearances are obtained, but Landlord shall retain any Rent paid and the right to any Rent payable by Tenant prior to such election by Landlord or Tenant. Tenant, at its expense, shall promptly perform, subject to delays arising from the collection of insurance proceeds, from Force Majeure (as defined in Section 34) events or to obtain Hazardous Material Clearances, all repairs or restoration Sky Bridge will not be required to be done by removed, Tenant will be forever released from any requirement to remove the Sky Bridge Changes which Landlord has specifically agreed in writing need not be removed and Tenant shall promptly re-enter the Premises continue to be obligated to remove all other Sky Bridge Changes and commence doing business in accordance with this Lease. Notwithstanding the foregoing, either Landlord or Tenant may terminate this Lease upon written notice to the other if the Premises are damaged during the last year of the Term and Landlord reasonably estimates that it will take more than 2 months to repair such damage; provided, however, that such notice is delivered within 10 business days after the date that Landlord provides Tenant with written notice of the estimated Restoration Period. Landlord shall also have the right to terminate this Lease if insurance proceeds are not available for such restoration. Rent shall be abated from the date all required Hazardous Material Clearances are obtained until the Premises are repaired and restored, in the proportion which the area of restore the Premises, if any, which is not usable by Tenant bears to the total area of the Premises, unless Landlord provides Tenant with other space during the period of repair that is suitable for the temporary conduct of Tenant’s business. Such abatement shall be the sole remedy of Tenant, and except as provided in this Section 18, Tenant waives any right to terminate the Lease by reason of damage or casualty loss. The provisions of this Lease, including this Section 18, constitute an express agreement between Landlord and Tenant with respect to any and all damage to, or destruction of, all or any part of the Premises, or any other portion of the Project, and any statute or regulation which is now or may hereafter be in effect shall have no application to this Lease or any damage or destruction to all or any part of the Premises or any other portion of the Project, the parties hereto expressly agreeing that this Section 18 sets forth their entire understanding and agreement with respect to such matters.

Restoration. If, at any time during the Term, the Project or the Premises are damaged or destroyed by a fire or other insured casualty, Landlord shall notify Tenant within 60 days after discovery of such damage as to the amount of time Landlord reasonably estimates it will take to restore the Project or the Premises, as applicable (the “Restoration Period”). If the Restoration Period is estimated to exceed 12 months (the “Maximum Restoration Period”), Landlord may, in such notice, elect to terminate this Lease as of the date that is 75 days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord’s election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within 5 business days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease, Landlord shall, subject to receipt of sufficient insurance proceeds (with any deductible not in excess of commercially reasonable amounts to be treated as a current Operating Expense (and the determination of whether a deductible amount is commercially reasonable shall be determined with reference to the deductible amounts then being maintained by other institutional owners of comparable projectsExpense), promptly restore the Premises (excluding the improvements installed by Tenant or by Landlord and paid for by Tenant), subject to delays arising from the collection of insurance proceeds, from Force Majeure events or as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (as defined in Section 30) in, on or about the Premises (collectively referred to herein as “Hazardous Materials Clearances”); provided, provided however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period or, if longer, the Restoration Period, Landlord may, in its sole and absolute discretion, elect not to proceed with such repair and restoration, or Tenant may by written notice to Landlord delivered within 5 business days of the expiration of the Maximum Restoration Period or, if longer, the Restoration Period, elect to terminate this Lease, in which event Landlord shall be relieved of its obligation to make such repairs or restoration and this Lease shall terminate as of the date that is 75 days after the later of: (i) discovery of such damage or destruction, or (ii) the date all required Hazardous Materials Clearances are obtained, but Landlord shall retain any Rent paid and the right to any Rent payable by Tenant prior to such election by Landlord or Tenant. Tenant, at its expense, shall promptly perform, subject to delays arising from the collection of insurance proceeds, from Force Majeure (as defined in Section 34) events or to obtain Hazardous Material Clearances, all repairs or restoration not required to be done by Landlord and shall promptly re-enter re­enter the Premises and commence doing business in accordance with this Lease. Notwithstanding the foregoing, either Landlord or Tenant may terminate this Lease upon written notice to the other if the Premises are damaged during the last 1 year of the Term and Landlord reasonably estimates that it will take more than 2 months to repair such damage; provided, however, that such notice is delivered within 10 business days after the date that Landlord provides Tenant with written notice of the estimated Restoration Period. Landlord shall also have the right to terminate this Lease or if insurance proceeds are not available for such restoration. Rent shall be abated from the date all required Hazardous Material Clearances are obtained until the Premises are repaired and restored, in the proportion which the area of the Premises, if any, which is not usable by Tenant bears to the total area of the Premises, unless Landlord provides Tenant with other space during the period of repair that is suitable for the temporary conduct of Tenant’s 's business. Such abatement shall be the sole remedy of Tenant, and except as provided in this Section 18, Tenant waives any right to terminate the Lease by reason of damage or casualty loss. The provisions of this Lease, including this Section 18, constitute an express agreement between Landlord and Tenant with respect to any and all damage to, or destruction of, all or any part of the Premises, or any other portion of the Project, and any statute or regulation which is now or may hereafter be in effect shall have no application to this Lease or any damage or destruction to all or any part of the Premises or any other portion of the Project, the parties hereto expressly agreeing that this Section 18 sets forth their entire understanding and agreement with respect to such matters.

Restoration. If, at any time during the Term, the Project or the Premises are damaged or destroyed by a fire or other insured casualty, Landlord shall notify Tenant within 60 days after discovery of such damage as to the amount of time Landlord reasonably estimates it will take to restore the Project or the Premises, as applicable (the “Restoration Period”). If the Restoration Period is estimated to exceed 12 9 months (the “Maximum Restoration Period”), Landlord may, in such notice, elect to terminate this Lease as of the date that is 75 days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord’s election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within 5 10 business days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease, Landlord shall, subject to receipt of sufficient insurance proceeds (with any deductible not in excess of commercially reasonable amounts to be treated as a current Operating Expense (and the determination of whether a deductible amount is commercially reasonable shall be determined with reference to the deductible amounts then being maintained by other institutional owners of comparable projectsExpense), promptly restore the Premises (including the initial Tenant Improvements paid for by Landlord but excluding the any improvements installed by Tenant or by Landlord and paid for by Tenant), subject to delays arising from the collection of insurance proceeds, from Force Majeure events or as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (as defined in Section 30) in, on or about the Premises (collectively referred to herein as “Hazardous Materials Clearances”); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period or, if longer, the Restoration Period, Landlord may, in its sole and absolute discretion, elect not to proceed with such repair and restoration, or Tenant may by written notice to Landlord delivered within 5 10 business days of the expiration of the Maximum Restoration Period or, if longer, the Restoration Period, elect to terminate this Lease, in which event Landlord and Tenant shall be relieved of its obligation to make such repairs or restoration their respective obligations under this Section 18 and this Lease shall terminate as of the date that is 75 days after the later of: (i) discovery of such damage or destruction, or (ii) the date all required Hazardous Materials Clearances are obtained, but Landlord shall retain any Rent paid and the right to any Rent payable by Tenant prior to such election by Landlord or Tenant. If this Lease has not been terminated pursuant to this Section 18, and, prior to the Maximum Restoration Period, Landlord determines that sufficient proceeds will not be available for the repair or restoration required to the Premises or the Project, Landlord shall deliver written notice to Tenant of such insufficiency promptly after Landlord becomes aware of such insufficiency and this Lease shall terminate 30 days after Tenant’s receipt of Landlord’s notice. Tenant, at its expense, shall promptly perform, subject to delays arising from the collection of insurance proceeds, from Force Majeure (as defined in Section 34) events or to obtain Hazardous Material Clearances, all repairs or restoration not required to be done by Landlord and shall promptly re-enter the Premises and commence doing business in accordance with this Lease. Notwithstanding the foregoing, either Landlord or Tenant may terminate this Lease upon written notice to the other if the Premises are damaged during the last year of the Term and Landlord reasonably estimates that it will take more than 2 months to repair such damage; provided, however, that such notice is delivered within 10 business days after the date that Landlord provides Tenant with written notice of the estimated Restoration Period. Notwithstanding anything to the contrary contained herein, Landlord shall also have the right to terminate this Lease if insurance proceeds are not available for such restoration; provided that if Landlord does not so elect to terminate this Lease, the shortfall of insurance proceeds shall be payable by Landlord, at its own cost. Rent shall be abated from the date all required Hazardous Material Clearances are obtained until the Premises are repaired and restored, in the proportion which the area of the Premises, if any, which is not usable by Tenant bears to the total area of the Premises, unless Landlord provides Tenant with other space during the period of repair that is suitable for the temporary conduct of Tenant’s business, as reasonably determined by Tenant. In the event that no Hazardous Material Clearances are required to be obtained by Tenant with respect to the Premises, rent abatement shall commence on the date of discovery of the damage or destruction. Such abatement shall be the sole remedy of Tenant, and except as provided in this Section 18, Tenant waives any right to terminate the Lease by reason of damage or casualty loss. The provisions of this Lease, including this Section 18, constitute an express agreement between Landlord and Tenant with respect to any and all damage to, or destruction of, all or any part of the Premises, or any other portion of the Project, and any statute or regulation which is now or may hereafter be in effect shall have no application to this Lease or any damage or destruction to all or any part of the Premises or any other portion of the Project, the parties hereto expressly agreeing that this Section 18 sets forth their entire understanding and agreement with respect to such matters.

Restoration. If, at any time during (a) If the Term, the Project Premises or the Premises Building or a part thereof are materially damaged or destroyed by a fire any fire, flood, earthquake or other insured casualty, Landlord shall notify Tenant within 60 days after discovery of such damage as to have the amount of time Landlord reasonably estimates it will take to restore the Project or the Premises, as applicable (the “Restoration Period”). If the Restoration Period is estimated to exceed 12 months (the “Maximum Restoration Period”), Landlord may, in such notice, elect right to terminate this Lease as upon written notice to Tenant if: (i) Landlord reasonably determines that proceeds necessary to pay the full cost of repair are not available from Landlord’s insurance, including without limitation earthquake insurance, plus such additional amounts Tenant elects, at its option, to contribute, excluding however the deductible (for which Tenant shall be responsible for Tenant’s Share); (ii) Landlord reasonably determines that the Premises cannot, with reasonable diligence, be fully repaired by Landlord (or cannot be safely repaired because of the date that is 75 presence of hazardous factors, including without limitation Hazardous Materials, earthquake faults, and other similar dangers) within two hundred seventy (270) days after the date of discovery the damage; (iii) an Event of Default by Tenant has occurred; or (iv) the material damage occurs during the final twelve (12) months of the Term. Landlord shall notify Tenant in writing (“Landlord’s Notice”) within sixty (60) days after the damage occurs as to (A) whether Landlord is terminating this Lease as a result of such material damage or destruction; providedand (B) if Landlord is not terminating this Lease, howeverthe number of days within which Landlord estimates that the Premises, that notwithstanding with reasonable diligence, are likely to be fully repaired. In the event Landlord elects to terminate this Lease, this Lease shall terminate as of the date specified for termination by Landlord’s election Notice (which termination date shall in no event be later than sixty (60) days following the date of the damage, or, if no such date is specified, such termination shall be the date of Landlord’s Notice). (b) If Landlord has the right to restoreterminate this Lease pursuant to Section 11.1(a) and does not elect to so terminate this Lease, and provided that at the time of Landlord's Notice neither an Event of Default exists nor has Landlord delivered Tenant a notice of any failure by Tenant to fulfill an obligation under this Lease which, unless cured by Tenant within the applicable grace period, would constitute an Event of Default, then within ten (10) days following delivery of Landlord's Notice pursuant to Section 11.1(a), Tenant may elect to terminate this Lease by written notice to Landlord, but only if (i) Landlord's Notice specifies that Landlord delivered has determined that the Premises cannot be repaired, with reasonable diligence, within 5 business two hundred seventy (270) days after the date of receipt damage or (ii) the casualty has occurred within the final twelve (12) months of the Term and such material damage has a materially adverse impact on Tenant's continued use of the Premises. If Tenant fails to provide such termination notice within such ten (10) day period, Tenant shall be deemed to have waived any termination right under this Section 1l.1(b) or any other applicable law. (c) In the event that neither Landlord nor Tenant terminates this Lease pursuant to this Section 11.1 as a result of material damage to the Building or Premises resulting from a casualty, Landlord estimating a Restoration Period shall repair all material damage to the Premises or the Building as soon as reasonably possible and this Lease shall continue in effect for the Premises longer than remainder of the Maximum Restoration PeriodTerm. Unless either Landlord or Tenant so elects to terminate this Lease, Landlord shall, subject to receipt Landlord’s repair of sufficient insurance proceeds (with any deductible not in excess of commercially reasonable amounts to be treated as a current Operating Expense (and the determination of whether a deductible amount is commercially reasonable material damage shall be determined with reference at Landlord’s sole cost and expense except for any insurance deductible (for which Tenant shall be responsible for Tenant’s Share). Landlord shall have the right, but not the obligation, to the deductible amounts then being maintained by repair or replace any other institutional owners of comparable projects), promptly restore the Premises (excluding the leasehold improvements installed made by Tenant or by Landlord and paid for by Tenant), subject to delays arising from the collection of insurance proceeds, from Force Majeure events or as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials Alterations (as defined in Section 307.3) inconstructed by Tenant as part of Landlord’s repair of material damage, on in which case Tenant shall make available to Landlord upon demand insurance proceeds from insurance required to be maintained by Tenant. If Landlord elects to repair or about replace such leasehold improvements and/or Alterations, all insurance proceeds available for such repair or replacement shall be made available to Landlord. Landlord shall have no liability to Tenant in the event that the Premises or the Building has not been fully repaired within the time period specified by Landlord in Landlord’s Notice to Tenant as described in Section 11.1(a). Notwithstanding the provisions of this Article XI, the repair of damage to the Premises to the extent such damage is not material shall be governed by Sections 7.1 and 7.2. (collectively referred d) Commencing on the date of such material damage to herein as “Hazardous Materials Clearances”); providedthe Building, howeverand ending on the sooner of the date the damage is repaired or the date this Lease is terminated, the rental to be paid under this Lease shall be abated in the same proportion that if repair or restoration the Floor Area of the Premises that is not substantially complete as rendered unusable by the damage from time to time bears to the total Floor Area of the end Premises, as determined by Landlord, but only to the extent that Landlord is entitled to reimbursement from the proceeds of the Maximum Restoration Period orbusiness interruption insurance required to be maintained by Tenant pursuant to Exhibit D. (e) Landlord shall not be required to repair or replace any improvements or fixtures that Tenant is obligated to repair or replace pursuant to Section 7.1 or any other provision of this Lease and Tenant shall continue to be obligated to so repair or replace any such improvements or fixtures, if longernotwithstanding any provisions to the contrary in this Article XI. In addition, but subject to the provisions of Section 10.5, in the event the damage or destruction to the Premises or Building are due in substantial part to the fault or neglect of Tenant or its employees, subtenants, invitees or representatives, the Restoration Period, Landlord may, in its sole and absolute discretion, elect not to proceed with such repair and restoration, or Tenant may by written notice to Landlord delivered within 5 business days costs of the expiration of the Maximum Restoration Period or, if longer, the Restoration Period, elect to terminate this Lease, in which event Landlord shall be relieved of its obligation to make such repairs or restoration and this Lease replacement to the Premises or Building shall terminate as of the date that is 75 days after the later of: (i) discovery of such damage or destruction, or (ii) the date all required Hazardous Materials Clearances are obtained, but Landlord shall retain any Rent paid and the right to any Rent payable be borne by Tenant prior to such election by Landlord or Tenant. Tenant, at its expenseand in addition, Tenant shall promptly perform, subject to delays arising from the collection of insurance proceeds, from Force Majeure (as defined in Section 34) events or to obtain Hazardous Material Clearances, all repairs or restoration not required to be done by Landlord and shall promptly re-enter the Premises and commence doing business in accordance with this Lease. Notwithstanding the foregoing, either Landlord or Tenant may terminate this Lease upon written notice to the other if the Premises are damaged during the last year of the Term and Landlord reasonably estimates that it will take more than 2 months to repair such damage; provided, however, that such notice is delivered within 10 business days after the date that Landlord provides Tenant with written notice of the estimated Restoration Period. Landlord shall also have the right entitled to terminate this Lease if insurance proceeds are not available for such restoration. Rent as a result, notwithstanding the provisions of Section 11.1(b). (f) Tenant shall be abated fully cooperate with Landlord in removing Tenant's personal property and any debris from the date Premises to facilitate all required Hazardous Material Clearances are obtained until inspections of the Premises are repaired and restored, in the proportion which the area making of the Premises, if any, which is not usable by Tenant bears any repairs. Notwithstanding anything to the total area of the Premises, unless Landlord provides Tenant with other space during the period of repair that is suitable for the temporary conduct of Tenant’s business. Such abatement shall be the sole remedy of Tenant, and except as provided contrary contained in this Section 18, Tenant waives any right to terminate the Lease by reason of damage or casualty loss. The provisions of this Lease, including this Section 18, constitute an express agreement between if Landlord and Tenant with respect in good faith believes there is a risk of injury to any and all persons or damage to, to property from entry into the Building or destruction of, all or any part of the Premises, or any other portion of the Project, and any statute or regulation which is now or may hereafter be in effect shall have no application to this Lease or Premises following any damage or destruction thereto, Landlord may restrict entry into the Building or the Premises by Tenant, its employees, agents and contractors in a non-discriminatory manner, without being deemed to have violated Tenant's rights of quiet enjoyment to, or made an unlawful detainer of, or evicted Tenant from, the Premises. Upon request, Landlord shall consult with Tenant to determine if there are safe methods of entry into the Building or the Premises solely in order to allow Tenant to retrieve files, data in computers, and necessary inventory, subject however to all or indemnities and waivers of liability from Tenant to Landlord contained in this Lease and any part additional indemnities and waivers of the Premises or any other portion of the Project, the parties hereto expressly agreeing that this Section 18 sets forth their entire understanding and agreement with respect to such mattersliability which Landlord may require.

Restoration. If, (a) If at any time during the Term, the Project or Lease Term the Premises are damaged or destroyed by a fire or other insured casualty, Landlord shall notify Tenant within 60 forty-five (45) days after discovery of such damage as to the amount of time Landlord reasonably estimates it will take to restore the Project Premises and whether Landlord has sufficient insurance proceeds or other sources of funds with which to restore the Premises, as applicable (the “Restoration Period”). If the Restoration Period restoration time is estimated to exceed 12 months (the “Maximum Restoration Period”), Landlord may, in such notice, elect to terminate this Lease as of 150 days from the date that is 75 days after the date of discovery of such damage Landlord receives all permits, approvals, and licenses required to begin reconstruction, either Landlord or destruction; provided, however, that notwithstanding Landlord’s election to restore, Tenant may elect to terminate this Lease by written upon notice to Landlord delivered within 5 business the other party given no later than thirty (30) days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Periodafter Landlord’s notice. Unless either Landlord or Tenant so If neither party elects to terminate this Lease, Lease or if Landlord shall, subject to receipt of estimates that restoration will take 150 days or less and Landlord has determined there are sufficient insurance proceeds (with any deductible not in excess of commercially reasonable amounts regard to be treated as a current Operating Expense (and the determination of whether a deductible amount is commercially reasonable which Landlord shall be determined with reference have previously notified Tenant pursuant to the deductible amounts then being maintained by other institutional owners first sentence of comparable projectsthis Paragraph 15), then, Landlord shall promptly restore the Premises (excluding the improvements installed by Tenant or by Landlord and paid for by Tenant), subject to delays arising from the collection of insurance proceeds, proceeds or from Force Majeure events or as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (as defined in Section 30) in, on or about the Premises (collectively referred to herein as “Hazardous Materials Clearances”); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period or, if longer, the Restoration Period, Landlord may, in its sole and absolute discretion, elect not to proceed with such repair and restoration, or events. Tenant may by written notice to Landlord delivered within 5 business days of the expiration of the Maximum Restoration Period or, if longer, the Restoration Period, elect to terminate this Lease, in which event Landlord shall be relieved of its obligation to make such repairs or restoration and this Lease shall terminate as of the date that is 75 days after the later of: (i) discovery of such damage or destruction, or (ii) the date all required Hazardous Materials Clearances are obtained, but Landlord shall retain any Rent paid and the right to any Rent payable by Tenant prior to such election by Landlord or at Tenant. Tenant, at its expense, ’s expense shall promptly perform, subject to delays arising from the collection of insurance proceeds, or from Force Majeure (as defined in Section 34) events or to obtain Hazardous Material Clearancesevents, all repairs or restoration not required to be done by Landlord and shall promptly re-enter the Premises and commence doing business in accordance with this Lease. Notwithstanding the foregoing, either Landlord or Tenant party may terminate this Lease upon thirty (30) days written notice to the other if the Premises are damaged during the last year of the Lease Term and Landlord reasonably estimates that it will take more than 2 months thirty (30) days to repair such damage; provided. (b) If the Premises are destroyed or substantially damaged by any peril not covered by the insurance maintained by Landlord or any Landlord’s mortgagee requires that insurance proceeds be applied to the indebtedness secured by its mortgage (defined hereinafter), however, that such notice is delivered within 10 business days after the date that Landlord provides Tenant with may terminate this Lease by delivering written notice of termination to Tenant within thirty (30) days after such destruction or damage or such requirement is made known by any such Landlord’s mortgagee, as applicable, whereupon all rights and obligations hereunder shall cease and terminate, except for any liabilities of Tenant which accrued prior to Lease termination. (c) If such damage or destruction is caused by the estimated Restoration Periodact(s) or omission(s) of Tenant or a Tenant-Related Party, Tenant shall pay to Landlord with respect to any damage to the Premises and/or Project the amount of the actual commercially reasonable deductible under Landlord’s insurance policy within ten (10) days after presentment of Landlord’s invoice, subject to the Deductible Cap (described below). Landlord shall also have During the right to terminate first five (5) years of this Lease if the Deductible Cap shall be $50,000 and during any time thereafter, the Deductible Cap shall be $75,000. As of the Effective Date, the deductible under Landlord’s insurance proceeds are not available for such restoration. policy is $25,000. (d) Base Rent shall be abated from for the date all required Hazardous Material Clearances are obtained until the Premises are repaired period of repair and restored, restoration in the proportion which the area of the Premises, if any, which is not usable by Tenant bears to the total area of the Premises; provided, unless Landlord provides however Tenant with other space during shall not be entitled to any abatement of rent in the period event such damage or destruction resulted from the negligence or willful misconduct of repair that is suitable for the temporary conduct of Tenant’s businessTenant or a Tenant Related Party. Such abatement abatement, if any, shall be the sole remedy of Tenant, and except as provided in this Section 18herein, Tenant waives any right to terminate the Lease by reason of damage or casualty loss. The provisions of this Lease, including this Section 18, constitute an express agreement between Landlord and Tenant with respect to any and all damage to, or destruction of, all or any part of the Premises, or any other portion of the Project, and any statute or regulation which is now or may hereafter be in effect shall have no application to this Lease or any damage or destruction to all or any part of the Premises or any other portion of the Project, the parties hereto expressly agreeing that this Section 18 sets forth their entire understanding and agreement with respect to such matters.

Restoration. If, at any time during (a) If the Term, the Project Premises or the Premises Building or a part thereof are materially damaged or destroyed by a fire any fire, flood, earthquake or other insured casualty, Landlord shall notify Tenant within 60 days after discovery of such damage as to have the amount of time Landlord reasonably estimates it will take to restore the Project or the Premises, as applicable (the “Restoration Period”). If the Restoration Period is estimated to exceed 12 months (the “Maximum Restoration Period”), Landlord may, in such notice, elect right to terminate this Lease as upon written notice to Tenant if: (i) Landlord reasonably determines that proceeds necessary to pay the full cost of repair are not available from Landlord’s insurance, including without limitation earthquake insurance, plus such additional amounts Tenant elects, at its option, to contribute, excluding however the deductible (for which Tenant shall be responsible for Tenant’s Share); (ii) Landlord reasonably determines that the Premises cannot, with reasonable diligence, be fully repaired by Landlord (or cannot be safely repaired because of the date that is 75 presence of hazardous factors, including without limitation Hazardous Materials, earthquake faults, and other similar dangers) within two hundred seventy (270) days after the date of discovery the damage; (iii) an uncured Event of Default by Tenant has occurred and is continuing; or (iv) the material damage occurs during the final twelve (12) months of the Term. Landlord shall notify Tenant in writing (“Landlord’s Notice”) within sixty (60) days after the damage occurs as to (A) whether Landlord is terminating this Lease as a result of such material damage or destruction; providedand (B) if Landlord is not terminating this Lease, howeverthe number of days within which Landlord estimates that the Premises, that notwithstanding with reasonable diligence, are likely to be fully repaired. In the event Landlord elects to terminate this Lease, this Lease shall terminate as of the date specified for termination by Landlord’s election Notice (which termination date shall in no event be later than sixty (60) days following the date of the damage, or, if no such date is specified, such termination shall be the date of Landlord’s Notice). (b) If Landlord has the right to restoreterminate this Lease pursuant to Section 11.1(a) and does not elect to so terminate this Lease, and provided that at the time of Landlord’s Notice neither an Event of Default exists nor has Landlord delivered Tenant a notice of any failure by Tenant to fulfill an obligation under this Lease which, unless cured by Tenant within the applicable grace period, would constitute an Event of Default, then within ten (10) days following delivery of Landlord’s Notice pursuant to Section 11.1(a), Tenant may elect to terminate this Lease by written notice to Landlord, but only if (i) Landlord’s Notice specifies that Landlord delivered has determined that the Premises cannot be repaired, with reasonable diligence, within 5 business two hundred seventy (270) days after the date of receipt damage or (ii) the casualty has occurred within the final twelve (12) months of the Term and such material damage has a materially adverse impact on Tenant’s continued use of the Premises. If Tenant fails to provide such termination notice within such ten (10) day period, Tenant shall be deemed to have waived any termination right under this Section 1l.1(b) or any other applicable law. (c) In the event that neither Landlord nor Tenant terminates this Lease pursuant to this Section 11.1 as a result of material damage to the Building or Premises resulting from a casualty, Landlord estimating a Restoration Period shall repair all material damage to the Premises or the Building as soon as reasonably possible and this Lease shall continue in effect for the Premises longer than remainder of the Maximum Restoration PeriodTerm. Unless either Subject to any provision to the contrary in the Work Letter, such repair by Landlord or shall include repair of material damage to the Tenant so elects Improvements constructed pursuant to terminate this Lease, Landlord shall, subject to receipt the Work Letter. Landlord’s repair of sufficient insurance proceeds (with any deductible not in excess of commercially reasonable amounts to be treated as a current Operating Expense (and the determination of whether a deductible amount is commercially reasonable material damage shall be determined with reference at Landlord’s sole cost and expense except for any insurance deductible (for which Tenant shall be responsible for Tenant’s Share). Landlord shall have the right, but not the obligation, to the deductible amounts then being maintained by repair or replace any other institutional owners of comparable projects), promptly restore the Premises (excluding the leasehold improvements installed made by Tenant or by Landlord and paid for by Tenant), subject to delays arising from the collection of insurance proceeds, from Force Majeure events or as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials Alterations (as defined in Section 307.3) inconstructed by Tenant as part of Landlord’s repair of material damage, on in which case Tenant shall make available to Landlord upon demand insurance proceeds from insurance required to be maintained by Tenant. If Landlord elects to repair or about replace such leasehold improvements and/or Alterations, all insurance proceeds available for such repair or replacement shall be made available to Landlord. Landlord shall have no liability to Tenant in the event that the Premises (collectively referred or the Building has not been fully repaired within the time period specified by Landlord in Landlord’s Notice to herein Tenant as “Hazardous Materials Clearances”described in Section 11.1(a); provided. Notwithstanding the provisions of this Article XI, however, that if the repair or restoration of damage to the Premises to the extent such damage is not substantially complete as of material shall be governed by Sections 7.1 and 7.2. Notwithstanding anything to the end of the Maximum Restoration Period orcontrary contained in this Section 11.1( c), if longerfor any reasons other than delays caused by Tenant, or other matters beyond Landlord’s reasonable control, the Restoration PeriodPremises and/or the Building have not been substantially repaired within the time period specified in Landlord’s Notice to Tenant as described in Section 11.1(a), Landlord then Tenant may, in its sole and absolute discretion, elect not to proceed with such repair and restoration, or Tenant may by written notice to Landlord delivered within 5 business days given at any time thereafter but prior to the actual date of the expiration substantial completion of the Maximum Restoration Period or, if longer, repair of the Restoration PeriodPremises or the Building, elect to terminate this Lease, in which event Landlord shall be relieved of its obligation to make such repairs or restoration and this Lease shall terminate as of the date that is 75 days after the later of: (i) discovery of such damage or destruction, or (ii) the date all required Hazardous Materials Clearances are obtained, but Landlord shall retain any Rent paid and the right to any Rent payable by Tenant prior to such election by Landlord or Tenant. Tenant, at its expense, shall promptly perform, subject to delays arising from the collection of insurance proceeds, from Force Majeure (as defined in Section 34) events or to obtain Hazardous Material Clearances, all repairs or restoration not required to be done by Landlord and shall promptly re-enter the Premises and commence doing business in accordance with this Lease. Notwithstanding the foregoing, if at any time during the construction period, Landlord reasonably determines that the substantial completion of said repairs will be delayed beyond the time period specified in Landlord’s Notice (for reasons other than Tenant-caused delays and/or force majeure delays) then Landlord may notify Tenant in writing of such determination and of a new outside date for completion of such repairs, and Tenant must elect within ten (10) days of receipt of such notice to either Landlord or Tenant may terminate this Lease upon written notice to the other if the Premises are damaged during the last year of the Term and Landlord reasonably estimates that it will take more than 2 months to repair such damage; provided, however, that such notice is delivered within 10 business days after the date that Landlord provides Tenant with written notice of the estimated Restoration Period. Landlord shall also have the or waive its right to terminate this Lease if insurance proceeds provided such repairs are substantially completed prior to the new outside date established by Landlord in such notice to Tenant. Tenant’s failure to elect to terminate this Lease within such ten (10) day period shall be deemed Tenant’s waiver of its right to terminate this Lease as provided in this paragraph as to the previous outside date, but not available for as to the new outside date established by said notice. (d) Commencing on the date of such restoration. Rent material damage to the Building, and ending on the sooner of the date the damage is repaired or the date this Lease is terminated, the rental to be paid under this Lease shall be abated from in the date all required Hazardous Material Clearances are obtained until same proportion that the Floor Area of the Premises are repaired and restored, in that is rendered unusable by the proportion which damage from time to time bears to the area total Floor Area of the Premises, if anyas determined by Landlord, which but only to the extent that Landlord is not usable entitled to reimbursement from the proceeds of the business interruption insurance required to be maintained by Tenant bears pursuant to Exhibit D. (e) Landlord shall not be required to repair or replace any improvements or fixtures that Tenant is obligated to repair or replace pursuant to Section 7.1 or any other provision of this Lease and Tenant shall continue to be obligated to so repair or replace any such improvements or fixtures, notwithstanding any provisions to the total area contrary in this Article XI. In addition, but subject to the provisions of Section 10.5, in the Premisesevent the damage or destruction to the Premises or Building are due in substantial part to the fault or neglect of Tenant or its employees, unless Landlord provides Tenant with other space during subtenants, invitees or representatives, the period costs of repair that is suitable for such repairs or replacement to the temporary conduct of Tenant’s business. Such abatement Premises or Building shall be the sole remedy of borne by Tenant, and except as provided in this Section 18addition, Tenant waives any right shall not be entitled to terminate this Lease as a result, notwithstanding the Lease by reason of damage or casualty loss. The provisions of Section 11.1(b). (f) Tenant shall fully cooperate with Landlord in removing Tenant’s personal property and any debris from the Premises to facilitate all inspections of the Premises and the making of any repairs. Notwithstanding anything to the contrary contained in this Lease, including this Section 18, constitute an express agreement between if Landlord and Tenant with respect in good faith believes there is a risk of injury to any and all persons or damage to, to property from entry into the Building or destruction of, all or any part of the Premises, or any other portion of the Project, and any statute or regulation which is now or may hereafter be in effect shall have no application to this Lease or Premises following any damage or destruction thereto, Landlord may restrict entry into the Building or the Premises by Tenant, its employees, agents and contractors in a non-discriminatory manner, without being deemed to have violated Tenant’s rights of quiet enjoyment to, or made an unlawful detainer of, or evicted Tenant from, the Premises. Upon request, Landlord shall consult with Tenant to determine if there are safe methods of entry into the Building or the Premises solely in order to allow Tenant to retrieve files, data in computers, and necessary inventory, subject however to all or indemnities and waivers of liability from Tenant to Landlord contained in this Lease and any part additional indemnities and waivers of the Premises or any other portion of the Project, the parties hereto expressly agreeing that this Section 18 sets forth their entire understanding and agreement with respect to such mattersliability which Landlord may require.

Restoration. If, (a) If at any time during the Term, the Project or Lease Term the Premises are damaged or destroyed by a fire or other insured casualty, Landlord shall notify Tenant within 60 sixty (60) days after discovery of such damage as to the amount of time Landlord reasonably estimates it will take to restore the Project or the Premises, as applicable (the “Restoration Period”). If the Restoration Period restoration time is estimated to exceed 12 months (the “Maximum Restoration Period”), Landlord may, in such notice, elect to terminate this Lease as of 180 days from the date that is 75 days after the date of discovery of such damage Landlord receives all permits, approvals, and licenses required to begin reconstruction, either Landlord or destruction; provided, however, that notwithstanding Landlord’s election to restore, Tenant may elect to terminate this Lease by written upon notice to Landlord delivered within 5 business the other party given no later than thirty (30) days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Periodafter Landlord's notice. Unless either Landlord or Tenant so If neither party elects to terminate this LeaseLease or if Landlord estimates that restoration will take 180 days or less, Landlord shallthen, subject to receipt of sufficient insurance proceeds (with any deductible not in excess of commercially reasonable amounts to be treated as a current Operating Expense (and the determination of whether a deductible amount is commercially reasonable proceeds, Landlord shall be determined with reference to the deductible amounts then being maintained by other institutional owners of comparable projects), promptly restore the Premises (excluding the improvements installed by Tenant or by Landlord and paid for by Tenant), subject to delays arising from the collection of insurance proceeds, proceeds or from Force Majeure events or as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (as defined in Section 30) in, on or about the Premises (collectively referred to herein as “Hazardous Materials Clearances”); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period or, if longer, the Restoration Period, Landlord may, in its sole and absolute discretion, elect not to proceed with such repair and restoration, or events. Tenant may by written notice to Landlord delivered within 5 business days of the expiration of the Maximum Restoration Period or, if longer, the Restoration Period, elect to terminate this Lease, in which event Landlord shall be relieved of its obligation to make such repairs or restoration and this Lease shall terminate as of the date that is 75 days after the later of: (i) discovery of such damage or destruction, or (ii) the date all required Hazardous Materials Clearances are obtained, but Landlord shall retain any Rent paid and the right to any Rent payable by Tenant prior to such election by Landlord or at Tenant. Tenant, at its expense, 's expense shall promptly perform, subject to delays arising from the collection of insurance proceeds, or from Force Majeure (as defined in Section 34) events or to obtain Hazardous Material Clearancesevents, all repairs or restoration not required to be done by Landlord and shall promptly re-enter the Premises and commence doing business in accordance with this Lease. Notwithstanding the foregoing, either Landlord or Tenant party may terminate this Lease upon thirty (30) days written notice to the other if the Premises are damaged during the last year of the Lease Term and Landlord reasonably estimates that it will take more than 2 months thirty (30) days to repair such damage; provided. (b) If the Premises are destroyed or substantially damaged by any peril not covered by the insurance maintained by Landlord or any Landlord's mortgagee requires that insurance proceeds be applied to the indebtedness secured by its mortgage (defined hereinafter), however, that such notice is delivered within 10 business days after the date that Landlord provides Tenant with may terminate this Lease by delivering written notice of termination to Tenant within thirty (30) days after such destruction or damage or such requirement is made known by any such Landlord's mortgagee, as applicable, whereupon all rights and obligations hereunder shall cease and terminate, except for any liabilities of Tenant which accrued prior to Lease termination. (c) If such damage or destruction is caused by the estimated Restoration Period. negligent, willful or intentional act(s) or omission(s) of Tenant, its employees, agents or contractors, Tenant shall pay to Landlord shall also have with respect to any damage to the right to terminate this Lease if Premises and/or Project the amount of the commercially reasonable deductible under Landlord's insurance proceeds are not available for such restoration. policy within ten (10) days after presentment of Landlord's invoice. (d) Base Rent and Operating Expenses shall be abated from for the date all required Hazardous Material Clearances are obtained until the Premises are repaired period of repair and restored, restoration in the proportion which the area of the Premises, if any, which is not usable by Tenant bears to the total area of the Premises, unless Landlord provides Tenant with other space during the period of repair that is suitable for the temporary conduct of Tenant’s business. Such abatement shall be the sole remedy of Tenant, and except as provided in this Section 18provide herein, Tenant waives any right to terminate the Lease by reason of damage or casualty loss. The provisions of this Lease, including this Section 18, constitute an express agreement between Landlord and Tenant with respect to any and all damage to, or destruction of, all or any part of the Premises, or any other portion of the Project, and any statute or regulation which is now or may hereafter be in effect shall have no application to this Lease or any damage or destruction to all or any part of the Premises or any other portion of the Project, the parties hereto expressly agreeing that this Section 18 sets forth their entire understanding and agreement with respect to such matters.

Restoration. If(a) If the total Proceeds for any Destruction Event are $1,000,000.00 or less and Lender elects or is obligated by Law or under this Article to make the Proceeds available for Restoration, Lender will disburse to Borrower the entire amount received by Lender and Borrower will commence Restoration promptly after the Destruction Event and complete Restoration not later than the Restoration Completion Date. (b) If the Proceeds for any Destruction Event exceed $1,000,000.00 and Lender elects or is obligated by Law or under this Article to make the Proceeds available for Restoration, Lender will disburse the Proceeds and any Additional Funds (the “Restoration Funds”) upon Borrower’s request as Restoration progresses, generally in accordance with normal construction lending practices for disbursing funds for construction costs, provided that the following conditions are met: (i) Borrower commences Restoration promptly after the Destruction Event and completes Restoration on or before the Restoration Completion Date; (ii) if Lender requests, Borrower delivers to Lender prior to commencing Restoration, for Lender’s approval, plans and specifications and a detailed budget for the Restoration; (iii) Borrower delivers to Lender satisfactory evidence of the costs of Restoration incurred prior to the date of the request, and such other documents as Lender may request including mechanics’ lien waivers and title insurance endorsements; (iv) Borrower pays all costs of Restoration whether or not the Restoration Funds are sufficient and, if at any time during Restoration, Lender determines that the Termundisbursed balance of the Restoration Funds is insufficient to complete Restoration, Borrower deposits with Lender, as part of the Project or the Premises are damaged or destroyed by a fire or other insured casualtyRestoration Funds, Landlord shall notify Tenant within 60 days after discovery of such damage as an amount equal to the amount of time Landlord reasonably estimates it will take to restore the Project or the Premises, as applicable (the “Restoration Period”). If the Restoration Period is estimated to exceed 12 months (the “Maximum Restoration Period”), Landlord may, in such notice, elect to terminate this Lease as of the date that is 75 days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord’s election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered deficiency within 5 business 30 days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease, Landlord shall, subject to receipt of sufficient insurance proceeds (with any deductible not in excess of commercially reasonable amounts to be treated as a current Operating Expense (and the determination of whether a deductible amount is commercially reasonable shall be determined with reference to the deductible amounts then being maintained by other institutional owners of comparable projects), promptly restore the Premises (excluding the improvements installed by Tenant or by Landlord and paid for by Tenant), subject to delays arising from the collection of insurance proceeds, from Force Majeure events or as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (as defined in Section 30) in, on or about the Premises (collectively referred to herein as “Hazardous Materials Clearances”); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period or, if longer, the Restoration Period, Landlord may, in its sole and absolute discretion, elect not to proceed with such repair and restoration, or Tenant may by written notice to Landlord delivered within 5 business days of the expiration of the Maximum Restoration Period or, if longer, the Restoration Period, elect to terminate this Lease, in which event Landlord shall be relieved of its obligation to make such repairs or restoration and this Lease shall terminate as of the date that is 75 days after the later of: (i) discovery of such damage or destruction, or (ii) the date all required Hazardous Materials Clearances are obtained, but Landlord shall retain any Rent paid and the right to any Rent payable by Tenant prior to such election by Landlord or Tenant. Tenant, at its expense, shall promptly perform, subject to delays arising from the collection of insurance proceeds, from Force Majeure (as defined in Section 34) events or to obtain Hazardous Material Clearances, all repairs or restoration not required to be done by Landlord and shall promptly re-enter the Premises and commence doing business in accordance with this Lease. Notwithstanding the foregoing, either Landlord or Tenant may terminate this Lease upon written notice to the other if the Premises are damaged during the last year of the Term and Landlord reasonably estimates that it will take more than 2 months to repair such damage; provided, however, that such notice is delivered within 10 business days after the date that Landlord provides Tenant with written receiving notice of the estimated Restoration Period. Landlord shall also have the right to terminate this Lease if insurance proceeds are not available for such restoration. Rent shall be abated deficiency from the date all required Hazardous Material Clearances are obtained until the Premises are repaired and restored, in the proportion which the area of the Premises, if any, which is not usable by Tenant bears to the total area of the Premises, unless Landlord provides Tenant with other space during the period of repair that is suitable for the temporary conduct of Tenant’s business. Such abatement shall be the sole remedy of Tenant, and except as provided in this Section 18, Tenant waives any right to terminate the Lease by reason of damage or casualty loss. The provisions of this Lease, including this Section 18, constitute an express agreement between Landlord and Tenant with respect to any and all damage to, or destruction of, all or any part of the Premises, or any other portion of the Project, and any statute or regulation which is now or may hereafter be in effect shall have no application to this Lease or any damage or destruction to all or any part of the Premises or any other portion of the Project, the parties hereto expressly agreeing that this Section 18 sets forth their entire understanding and agreement with respect to such matters.Lender; and

Restoration. If, (a) If at any time during the Term, the Project or Lease Term the Premises are damaged or destroyed by a fire or other insured casualty, Landlord shall notify Tenant within 60 sixty (60) days after discovery of such damage as to the amount of time Landlord reasonably estimates it will take to restore the Project or the Premises, as applicable (the “Restoration Period”). If the Restoration Period restoration time is estimated to exceed 12 months (the “Maximum Restoration Period”), Landlord may, in such notice, elect to terminate this Lease as of 270 days from the date that is 75 days after the date of discovery of such damage Landlord receives all permits, approvals, and licenses required to begin reconstruction, either Landlord or destruction; provided, however, that notwithstanding Landlord’s election to restore, Tenant may elect to terminate this Lease by written upon notice to Landlord delivered within 5 business the other party given no later than thirty (30) days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Periodafter Landlord’s notice. Unless either Landlord or Tenant so If neither party elects to terminate this LeaseLease or if Landlord estimates that restoration will take 270 days or less, Landlord shallthen, subject to receipt of sufficient insurance proceeds (with any deductible not in excess of commercially reasonable amounts to be treated as a current Operating Expense (and the determination of whether a deductible amount is commercially reasonable proceeds, Landlord shall be determined with reference to the deductible amounts then being maintained by other institutional owners of comparable projects), promptly restore the Premises (excluding the improvements Tenant-Made Alterations and/or Tenant Improvements installed by Tenant or by Landlord and paid for by Tenant), subject to delays arising from the collection of insurance proceeds, proceeds or from Force Majeure events or as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (as defined in Section 30) in, on or about the Premises (collectively referred to herein as “Hazardous Materials Clearances”)events; provided, however, that if repair or restoration of Landlord does not fully-restore the Premises is due to insufficient insurance proceeds, such failure shall entitle Tenant to terminate this Lease upon not substantially complete as of the end of the Maximum Restoration Period or, if longer, the Restoration Period, Landlord may, in its sole and absolute discretion, elect not to proceed with such repair and restoration, or Tenant may by less than thirty (30) days written notice to Landlord delivered within 5 business days of the expiration of the Maximum Restoration Period or, if longer, the Restoration Period, elect to terminate this Lease, in which event Landlord shall be relieved of its obligation to make such repairs or restoration and this Lease shall terminate as of the date that is 75 days after the later of: (i) discovery of such damage or destruction, or (ii) the date all required Hazardous Materials Clearances are obtained, but Landlord shall retain any Rent paid and the right to any Rent payable by Landlord. Tenant prior to such election by Landlord or at Tenant. Tenant, at its expense, ’s expense shall promptly perform, subject to delays arising from the collection of insurance proceeds, or from Force Majeure (as defined in Section 34) events or to obtain Hazardous Material Clearancesevents, all repairs or restoration not required to be done by Landlord and shall promptly re-enter the Premises and commence doing business in accordance with this Lease. Notwithstanding the foregoing, either Landlord or Tenant may terminate this Lease upon written notice to the other if the Premises are damaged during the last year of the Term and Landlord reasonably estimates that it will take more than 2 months to repair such damage; provided, however, that such notice is delivered within 10 business days after the date that Landlord provides Tenant with written notice of the estimated Restoration Period. Landlord shall also have the right to terminate this Lease if insurance proceeds are not available for such restoration. Base Rent shall be abated from for the date all required Hazardous Material Clearances are obtained until the Premises are repaired period of repair and restored, restoration in the proportion which the area of the Premises, if any, which is not usable by Tenant bears to the total area of the Premises. Notwithstanding the foregoing, unless either party may terminate this Lease upon thirty (30) days written notice to the other if the Premises are damaged during the last year of the Lease Term and Landlord provides reasonably estimates that it will take more than ninety (90) days to repair such damage; provided, however, if Landlord should elect its right to terminate the Lease pursuant to the terms of this sentence, Tenant may vitiate any such termination by exercising any remaining Renewal Term prior to the date of termination. (b) If the Premises are destroyed or substantially damaged by any peril not covered by either the insurance maintained by, or required by the terms of this Lease to be maintained by, Landlord or any Landlord’s mortgagee requires that a material portion of insurance proceeds be applied to the indebtedness secured by its mortgage (defined hereinafter), Landlord may terminate this Lease by delivering written notice of termination to Tenant within thirty (30) days after such destruction or damage or such requirement is made known by any such Landlord’s mortgagee, as applicable, whereupon all rights and obligations hereunder shall cease and terminate, except for any liabilities of Tenant which accrued prior to Lease termination. If Landlord elects to repair or restore such damage or destruction, this Lease shall continue in full force and effect, but Base Rent and Operating Expenses shall be proportionately reduced. If Landlord elects to terminate this Lease, such termination shall be effective as of the date of the occurrence of such damage or destruction. (c) If such damage or destruction is caused by the act(s) or omission(s) of Tenant or a Tenant-Related Party, Tenant shall pay to Landlord with other space during respect to any damage to the Premises and/or Project the amount of the commercially reasonable deductible under Landlord’s insurance policy within thirty (30) days after presentment of Landlord’s invoice. Base Rent shall be abated for the period of repair and restoration in the proportion which the area of the Premises, if any, which is not usable by Tenant bears to the total area of the Premises; provided, however, that is suitable for Tenant shall not be entitled to any abatement of Base Rent in the temporary conduct event such damage or destruction resulted from the gross negligence or willful misconduct of Tenant or a Tenant’s business-Related Party. Such abatement abatement, if any, shall be the sole remedy of Tenant, and except as provided in this Section 18herein, Tenant waives any right to terminate the Lease by reason of damage or casualty loss. . (d) The provisions of this LeaseSection 15 shall constitute Tenant’s sole and exclusive remedy in the event of damage or destruction to the Premises or Project, and Tenant waives and releases all statutory rights and remedies in favor of Tenant in the event of damage or destruction, including this Section 18without limitation those available under California Civil Code Sections 1932 and 1933(4). No damages, constitute an express agreement between compensation or claim shall be payable by Landlord and Tenant with respect to for any and all damage toinconvenience, any interruption or destruction of, all or any part cessation of the PremisesTenant’s business, or any other portion of the Projectannoyance, and any statute or regulation which is now or may hereafter be in effect shall have no application to this Lease or arising from any damage or destruction to of all or any part portion of the Premises or any other portion of the Project, the parties hereto expressly agreeing that this Section 18 sets forth their entire understanding and agreement with respect to such matters.

Restoration. If, at any time during (a) If the Term, the Project Premises or the Premises Building or a part thereof are materially damaged or destroyed by a fire any fire, flood, earthquake or other insured casualty, Landlord shall notify Tenant within 60 days after discovery of such damage as to have the amount of time Landlord reasonably estimates it will take to restore the Project or the Premises, as applicable (the “Restoration Period”). If the Restoration Period is estimated to exceed 12 months (the “Maximum Restoration Period”), Landlord may, in such notice, elect right to terminate this Lease as upon written notice to Tenant if: (i) Landlord reasonably determines that proceeds necessary to pay the full cost of repair is not available from Landlord's insurance, including without limitation earthquake insurance, plus such additional amounts Tenant elects, at its option, to contribute, excluding however the deductible (for which Tenant shall be responsible for Tenant's Share); (ii) Landlord reasonably determines that the Premises cannot, with reasonable diligence, be fully repaired by Landlord (or cannot be safely repaired because of the date that is 75 presence of hazardous factors, including without limitation Hazardous Materials, earthquake faults, and other similar dangers) within two hundred seventy (270) days after the date of discovery the damage; (iii) an uncured Event of Default by Tenant has occurred; or (iv) the material damage occurs during the final twelve (12) months of the Term. Landlord shall notify Tenant in writing ("LANDLORD'S NOTICE") within sixty (60) days after the damage occurs as to (A) whether Landlord is terminating this Lease as a result of such material damage or destruction; providedand (B) if Landlord is not terminating this Lease, howeverthe number of days within which Landlord has estimated that the Premises, with reasonable diligence, are likely to be fully repaired. In the event Landlord elects to terminate this Lease, this Lease shall terminate as of the date specified for termination by Landlord's Notice (which termination date shall in no event be later than sixty (60) days following the date of the damage, or, if no such date is specified, such termination shall be the date of Landlord's Notice). (b) If Landlord has the right to terminate this Lease pursuant to Section 11.1(a) and does not elect to so terminate this Lease, and provided that notwithstanding at the time of Landlord’s election 's Notice neither an Event of Default exists nor has Landlord delivered Tenant a notice of any failure by Tenant to restorefulfill an obligation under this Lease which, unless cured by Tenant within the applicable grace period, would constitute an Event of Default, then within ten (10) days following delivery of Landlord's Notice pursuant to Section 11.1 (a), Tenant may elect to terminate this Lease by written notice to Landlord, but only if (i) Landlord's Notice specifies that Landlord delivered has determined that the Premises cannot be repaired, with reasonable diligence, within 5 business two hundred seventy (270) days after the date of receipt damage or (ii) the casualty has occurred within the final twelve (12) months of the Term and such material damage has a materially adverse impact on Tenant's continued use of the Premises. If Tenant fails to provide such termination notice within such ten (10) day period, Tenant shall be deemed to have waived any termination right under this Section 11.1(b) or any other applicable law. (c) In the event that neither Landlord nor Tenant terminates this Lease pursuant to this Section 11.1 as a result of material damage to the Building or Premises resulting from a casualty, Landlord estimating a Restoration Period shall repair all material damage to the Premises or the Building as soon as reasonably possible and this Lease shall continue in effect for the Premises longer than remainder of the Maximum Restoration PeriodTerm. Unless either Subject to any provision to the contrary in the Work Letter, such repair by Landlord or shall include repair of material damage to the Tenant Improvements constructed pursuant to the Work Letter, so elects to terminate this Lease, Landlord shall, subject to receipt of sufficient long as insurance proceeds (with any deductible not in excess of commercially reasonable amounts from insurance required to be treated as a current Operating Expense (and carried by Tenant are made available to Landlord. Landlord shall have the determination of whether a deductible amount is commercially reasonable shall be determined with reference right, but not the obligation, to the deductible amounts then being maintained by repair or replace any other institutional owners of comparable projects), promptly restore the Premises (excluding the leasehold improvements installed made by Tenant or by Landlord and paid for by Tenant), subject to delays arising from the collection of insurance proceeds, from Force Majeure events or as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials Alterations (as defined in Section 307.3) inconstructed by Tenant If Landlord elects to repair or replace such leasehold improvements and/or Alterations, on all insurance proceeds available for such repair or about replacement shall be made available to Landlord. Landlord shall have no liability to Tenant in the event that the Premises (collectively referred to herein as “Hazardous Materials Clearances”); provided, however, that if repair or restoration of the Premises is Building has not substantially complete as of been fully repaired within the end of the Maximum Restoration Period or, if longer, the Restoration Period, Landlord may, in its sole and absolute discretion, elect not to proceed with such repair and restoration, or Tenant may by written notice to Landlord delivered within 5 business days of the expiration of the Maximum Restoration Period or, if longer, the Restoration Period, elect to terminate this Lease, in which event Landlord shall be relieved of its obligation to make such repairs or restoration and this Lease shall terminate as of the date that is 75 days after the later of: (i) discovery of such damage or destruction, or (ii) the date all required Hazardous Materials Clearances are obtained, but Landlord shall retain any Rent paid and the right to any Rent payable by Tenant prior to such election time period specified by Landlord or in Landlord's Notice to Tenant. Tenant, at its expense, shall promptly perform, subject to delays arising from the collection of insurance proceeds, from Force Majeure (-as defined described in Section 34) events or to obtain Hazardous Material Clearances, all repairs or restoration not required to be done by Landlord and shall promptly re-enter the Premises and commence doing business in accordance with this Lease11.1(a). Notwithstanding the foregoing, either Landlord the repair of damage to the Premises to the extent such damage is not material shall be governed by Sections 7.1 and 7.2. (d) Commencing on the date of such material damage to the Building, and ending on the sooner of the date the damage is repaired or Tenant may terminate the date this Lease upon written notice is terminated, the rental to be paid under this Lease shall be abated in the same proportion mat the Floor Area of the Premises that is rendered unusable by the damage from time to time bears to the total Floor Area of the Premises, as determined by Landlord, but only to the extent that any business interruption insurance proceeds are received by Landlord therefor from Tenant's insurance described in Exhibit D. (e) Landlord shall not be required to repair or replace any improvements or fixtures that Tenant is obligated to repair or replace pursuant to Section 7.1 or any other if provision of this Lease and Tenant shall continue to be obligated to so repair or replace any such improvements or fixtures, notwithstanding any provisions to the contrary in this Article XI. In addition, in the event the damage or destruction to the Premises or Building are damaged during due in substantial part to the last year fault or neglect of Tenant or its employees, subtenants, invitees or representatives, notwithstanding the Term provisions of Section 10.5, the costs of such repairs or replacement to the Premises or Building shall be borne by Tenant to the extent that insurance proceeds sufficient to complete such repair or replacement are not made available to Landlord and Landlord reasonably estimates that it will take more than 2 months to repair such damage; providedin addition, however, that such notice is delivered within 10 business days after the date that Landlord provides Tenant with written notice of the estimated Restoration Period. Landlord shall also have the right not be entitled to terminate this Lease if insurance proceeds are not available for such restoration. Rent as a result, notwithstanding the provisions of Section 11.1(b). (f) Tenant shall be abated fully cooperate with Landlord in removing Tenant's personal property and any debris from the date Premises to facilitate all required Hazardous Material Clearances are obtained until inspections of the Premises are repaired and restored, in the proportion which the area making of the Premises, if any, which is not usable by Tenant bears any repairs. Notwithstanding anything to the total area of the Premises, unless Landlord provides Tenant with other space during the period of repair that is suitable for the temporary conduct of Tenant’s business. Such abatement shall be the sole remedy of Tenant, and except as provided contrary contained in this Section 18, Tenant waives any right to terminate the Lease by reason of damage or casualty loss. The provisions of this Lease, including this Section 18, constitute an express agreement between if Landlord and Tenant with respect to any and all good faith believes there is a risk of injury to persons or damage to, to property from entry into the Building or destruction of, all or any part of the Premises, or any other portion of the Project, and any statute or regulation which is now or may hereafter be in effect shall have no application to this Lease or Premises following any damage or destruction thereto, Landlord may restrict entry into the Building or the Premises by Tenant, its employees, agents and contractors in a non-discriminatory manner, without being deemed to have violated Tenant's rights of quiet enjoyment to, or made an unlawful detainer of, or evicted Tenant from, the Premises. Upon request, Landlord shall consult with Tenant to determine if there are safe methods of entry into the Building or the Premises solely in order to allow Tenant to retrieve files, data in computers, and necessary inventory, subject however to all or indemnities and waivers of liability from Tenant to Landlord contained in this Lease and any part additional indemnities and waivers of the Premises or any other portion of the Project, the parties hereto expressly agreeing that this Section 18 sets forth their entire understanding and agreement with respect to such mattersliability which Landlord may require.

Restoration. IfLessee shall, at Lessee's sole cost and expense, return the Leased Premises to Lessor at the expiration or earlier termination of this Lease in good and sanitary order, condition and repair, free of rubble and debris, broom clean, reasonable wear and tear excepted. In addition, within thirty (30) days after request of Lessee, Lessor shall notify Lessee as to whether Lessor considers any time during such Alterations to be specialized and non-reusable areas, such as classrooms, manufacturing areas and storage racks, and whether Lessor desires such specialized and non-reusable areas of the TermLeased Premises restored to its condition prior to the making of such permitted Alterations. In the event Lessor requires restoration, Lessor shall, at least three (3) months prior to Lease expiration, provide Lessee with an estimate of the costs to so restore the Leased Premises ("Restoration Costs") and Lessee shall pay to Lessor, as additional Rent, the Project or the Premises are damaged or destroyed by a fire or other insured casualty, Landlord shall notify Tenant within 60 days after discovery of such damage as to the entire amount of time Landlord reasonably estimates it will take to restore the Project or the Premises, as applicable (the “Restoration Period”). If the Restoration Period is estimated Costs no later than ten (10) days prior to exceed 12 months (the “Maximum Restoration Period”), Landlord may, in such notice, elect to terminate this Lease as of the date that is 75 days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord’s election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within 5 business days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Periodexpiration. Unless either Landlord or Tenant so elects to terminate this Lease, Landlord shall, subject to receipt of sufficient insurance proceeds (with any deductible not in excess of commercially reasonable amounts to be treated as a current Operating Expense (and the determination of whether a deductible amount is commercially reasonable shall be determined with reference to the deductible amounts then being maintained by other institutional owners of comparable projects), promptly restore the Premises (excluding the improvements installed by Tenant or by Landlord and paid for by Tenant), subject to delays arising from the collection of insurance proceeds, from Force Majeure events or as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (as defined in Section 30) in, on or about the Premises (collectively referred to herein as “Hazardous Materials Clearances”); provided, however, that if repair or The foregoing restoration of the Leased Premises shall be performed after the Lease expiration. All damage to the Leased Premises caused by the removal of such trade fixtures and other personal property that Lessee is not substantially complete as permitted to remove under the terms of this Lease and/or such restoration shall be repaired by Lessee at its sole cost and expense prior to termination. Lessee's obligations under this Section 15.4 shall apply to the parking garage, roof and other areas of the end Complex impacted by Lessee's use and/or occupancy of the Maximum Restoration Period or, if longer, the Restoration Period, Landlord may, in its sole and absolute discretion, elect not to proceed with such repair and restoration, or Tenant may by written notice to Landlord delivered within 5 business days of the expiration of the Maximum Restoration Period or, if longer, the Restoration Period, elect to terminate this Lease, in which event Landlord shall be relieved of its obligation to make such repairs or restoration and this Lease shall terminate as of the date that is 75 days after the later of: (i) discovery of such damage or destruction, or (ii) the date all required Hazardous Materials Clearances are obtained, but Landlord shall retain any Rent paid and the right to any Rent payable by Tenant prior to such election by Landlord or Tenant. Tenant, at its expense, shall promptly perform, subject to delays arising from the collection of insurance proceeds, from Force Majeure (as defined in Section 34) events or to obtain Hazardous Material Clearances, all repairs or restoration not required to be done by Landlord and shall promptly re-enter the Premises and commence doing business in accordance with this Lease. Notwithstanding the foregoing, either Landlord or Tenant may terminate this Lease upon written notice to the other if the Premises are damaged during the last year of the Term and Landlord reasonably estimates that it will take more than 2 months to repair such damage; provided, however, that such notice is delivered within 10 business days after the date that Landlord provides Tenant with written notice of the estimated Restoration Period. Landlord shall also have the right to terminate this Lease if insurance proceeds are not available for such restoration. Rent shall be abated from the date all required Hazardous Material Clearances are obtained until the Premises are repaired and restored, in the proportion which the area of the Premises, if any, which is not usable by Tenant bears to the total area of the Premises, unless Landlord provides Tenant with other space during the period of repair that is suitable for the temporary conduct of Tenant’s business. Such abatement shall be the sole remedy of Tenant, and except as provided in this Section 18, Tenant waives any right to terminate the Lease by reason of damage or casualty loss. The provisions of this Lease, including this Section 18, constitute an express agreement between Landlord and Tenant with respect to any and all damage to, or destruction of, all Complex or any part of the Premises, or any other portion of the Project, and any statute or regulation which is now or may hereafter be in effect shall have no application to this Lease or any damage or destruction to all or any part of the Premises or any other portion of the Project, the parties hereto expressly agreeing that this Section 18 sets forth their entire understanding and agreement with respect to such mattersthereof.

Restoration. IfIn the event of a Taking or a Casualty, at any time during if neither Landlord nor Tenant exercises the Termelection to terminate provided in Section 9.1, this Lease shall continue in force and a just proportion of the Project or the Premises are damaged or destroyed by a fire or Fixed Rental and other insured casualtycharges hereunder, Landlord shall notify Tenant within 60 days after discovery of such damage as according to the amount nature and extent of time Landlord reasonably estimates it will take to restore the Project or damages sustained by the Premises, as applicable (but in the “Restoration Period”). If the Restoration Period is estimated to exceed 12 months (the “Maximum Restoration Period”), Landlord may, in such notice, elect to terminate this Lease as of the date that is 75 days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord’s election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within 5 business days of receipt case of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease, Landlord shall, subject to receipt of sufficient insurance proceeds (with any deductible Casualty not in excess of commercially reasonable amounts an equitable portion of the net proceeds of insurance recovered by Landlord under the rental insurance carried pursuant to be treated as a current Operating Expense (and the determination of whether a deductible amount is commercially reasonable Section 6.1, shall be determined abated until the Premises, or what may remain thereof, shall be put by Tenant in proper condition for use subject to zoning and building laws or ordinances then in existence, which, unless Landlord or Tenant has exercised its option to terminate pursuant to Section 9.1, Tenant covenants to do with reference reasonable diligence at Tenant's expense. Tenant's obligations with respect to restoration shall not require Tenant to expend more than the net proceeds of insurance recovered plus the amount of any deductible for such Casualty or net damages awarded to Landlord for such Taking and made available for restoration by Landlord's mortgagees. "Net proceeds of insurance recovered" or "net damages awarded" refers to the deductible amounts then being maintained by other institutional owners gross amount of comparable projects), promptly restore such insurance or damages less the Premises (excluding the improvements installed by reasonable expenses of Tenant or by and Landlord and paid for by Tenant), subject to delays arising from in connection with the collection of insurance proceedsthe same, from Force Majeure events or as needed to obtain any licenseincluding, clearance or other authorization of any kind required to enter into without limitation, fees and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (as defined in Section 30) in, on or about the Premises (collectively referred to herein as “Hazardous Materials Clearances”); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period or, if longer, the Restoration Period, Landlord may, in its sole expenses for legal and absolute discretion, elect not to proceed with such repair and restoration, or Tenant may by written notice to Landlord delivered within 5 business days of the expiration of the Maximum Restoration Period or, if longer, the Restoration Period, elect to terminate this Lease, in which event Landlord shall be relieved of its obligation to make such repairs or restoration and this Lease shall terminate as of the date that is 75 days after the later of: (i) discovery of such damage or destruction, or (ii) the date all required Hazardous Materials Clearances are obtained, but Landlord shall retain any Rent paid and the right to any Rent payable by Tenant prior to such election by Landlord or Tenant. Tenant, at its expense, shall promptly perform, subject to delays arising from the collection of insurance proceeds, from Force Majeure (as defined in Section 34) events or to obtain Hazardous Material Clearances, all repairs or restoration not required to be done by Landlord and shall promptly re-enter the Premises and commence doing business in accordance with this Leaseappraisal services. Notwithstanding the foregoing, either Landlord in the event that Landlord's mortgagee does not permit the net proceeds of insurance recovered or net damages awarded for such Casualty or Taking to be made available to Tenant may terminate this Lease upon written notice for restoration, or in the event the net proceeds of insurance recovered for such Casualty plus the amount of any deductible or the net damages awarded for such Taking shall be insufficient to fully restore the other if Premises, or in the Premises are damaged during event that the last year Casualty is not insured against under the policy of the Term and Landlord reasonably estimates that it will take more than 2 months insurance required to repair such damage; providedbe maintained by Tenant under Section 6.1, however, that such notice is delivered within 10 business days after the date that Landlord provides then Tenant with written notice of the estimated Restoration Period. Landlord shall also have the right to terminate this Lease if insurance proceeds are not available for such restoration. Rent shall be abated from unless Landlord agrees to contribute the date all required Hazardous Material Clearances are obtained until amount by which the actual costs of restoring the Premises are repaired and restored, in exceed the proportion which the area net proceeds of the Premises, if any, which is not usable by Tenant bears to the total area of the Premises, unless Landlord provides Tenant with other space during the period of repair that is suitable for the temporary conduct of Tenant’s business. Such abatement shall be the sole remedy of Tenant, and except as provided in this Section 18, Tenant waives any right to terminate the Lease by reason of damage insurance recovered or casualty loss. The provisions of this Lease, including this Section 18, constitute an express agreement between Landlord and Tenant with respect to any and all damage to, or destruction of, all or any part of the Premises, or any other portion of the Project, and any statute or regulation which is now or may hereafter be in effect shall have no application to this Lease or any damage or destruction to all or any part of the Premises or any other portion of the Project, the parties hereto expressly agreeing that this Section 18 sets forth their entire understanding and agreement with respect to such mattersnet damages awarded.

Restoration. IfIf a casualty causes damage to the Building or the ----------- Premises but this Lease is not terminated for any reason, at then subject to the rights of any time during mortgagees or ground lessors, Landlord shall obtain the Termapplicable insurance proceeds and diligently restore the Building and the Premises, subject to current Governmental Requirements, provided Landlord's obligation, should it elect or be obligated to repair or rebuild, shall be limited (i) if only the Project Building Shell is damaged as a result of such casualty, to the repair and restoration of the Building Shell, or (ii) if both the Building Shell and interior improvements within the Premises are damaged or destroyed by a fire or other insured casualtydestroyed, Landlord shall notify Tenant within 60 days after discovery of such damage as to the amount repair of time Landlord reasonably estimates it will take to restore the Project or Building Shell and the Premises, as applicable construction of those improvements which are typical for a generic general office use (the “Restoration Period”"Base Improvements"). If the Restoration Period is estimated to exceed 12 months (the “Maximum Restoration Period”), Landlord may, in such notice, elect to terminate this Lease as of the date that is 75 days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord’s election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within 5 business days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease, Landlord shall, subject to receipt of sufficient insurance proceeds (with any deductible not in excess of commercially reasonable amounts to be treated as a current Operating Expense (and the determination of whether a deductible amount is commercially reasonable shall be determined with reference to the deductible amounts then being maintained by other institutional owners of comparable projects), promptly restore the Premises (excluding the improvements installed by Tenant or by Landlord and paid for by Tenant), subject to delays arising from the collection of insurance proceeds, from Force Majeure events or as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (as defined in Section 30) in, on or about the Premises (collectively referred to herein as “Hazardous Materials Clearances”); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period or, if longer, the Restoration Period, Landlord may, in its sole and absolute discretion, elect not to proceed with such repair and restoration, or Tenant may by written notice to Landlord delivered within 5 business days of the expiration of the Maximum Restoration Period or, if longer, the Restoration Period, elect to terminate this Lease, in which event Landlord shall be relieved of its obligation to make such repairs or restoration and this Lease shall terminate as of the date that is 75 days after the later of: (i) discovery of such damage or destruction, or (ii) the date all required Hazardous Materials Clearances are obtained, but Landlord shall retain any Rent paid and the right to any Rent payable by Tenant prior to such election by Landlord or Tenant. Tenant, at its expense, shall promptly perform, subject to delays arising from the collection of insurance proceeds, from Force Majeure (as defined in Section 34) events or to obtain Hazardous Material Clearances, all repairs or restoration not required to be done by Landlord and shall promptly re-enter the Premises and commence doing business in accordance with this Lease. Notwithstanding the foregoing, either Tenant shall, at Tenant's sole expense, be responsible for replacing or fully repairing its damaged improvements (including any Tenant Improvements in excess of the Base Improvements (including the Data Center, diesel holding tank, chillers and generators, Dish Equipment), as well as Tenant's personal property and fixtures. All such repairs, restoration and rebuilding shall be performed by Landlord and Tenant as applicable, in a good workmanlike manner and in accordance with all Governmental Requirements, using new materials of equal or Tenant may terminate this Lease upon written notice greater quality than those used for the initial construction of the Building Shell or the other exterior or interior improvements to the other if Building made by either party prior to the Premises are damaged during casualty. Except to the last year extent that the casualty was caused by the negligence or intentional misconduct of the Term and Landlord reasonably estimates that it will take more than 2 months to repair such damage; providedTenant, howeverits agents or employees, that such notice is delivered within 10 business days after the date that Landlord provides Tenant with written notice of the estimated Restoration Period. Landlord shall also have the right to terminate this Lease if insurance proceeds are not available for such restoration. Rent otherwise payably hereunder shall be abated on a per diem basis during the period that Landlord causes its repair and restoration work to be completed, provided that Tenant's obligation to pay Rent hereunder shall resume upon Landlord's completion of its repair and restoration work notwithstanding the fact that Tenant may not have completed its repair and restoration work as of such resumption. Tenant shall not be entitled to any compensation or damages from Landlord for loss of the date all required Hazardous Material Clearances are obtained until the Premises are repaired and restored, in the proportion which the area use of the Premises, if anydamage to Tenant's personal property and trade fixtures or any inconvenience occasioned by such damage, which is not usable by repair or restoration. Tenant bears to hereby waives the total area provisions of Section 1932, Subdivision 2, and Section 1933, Subdivision 4, of the Premises, unless Landlord provides Tenant with other space during the period of repair that is suitable for the temporary conduct of Tenant’s business. Such abatement shall be the sole remedy of TenantCalifornia Civil Code, and except as provided in this Section 18, Tenant waives any right to terminate the Lease by reason of damage or casualty loss. The provisions of this Lease, including this Section 18, constitute an express agreement between Landlord and Tenant with respect to any and all damage to, or destruction of, all or any part of the Premises, or any other portion of the Project, and any statute or regulation which is now or may hereafter be in effect shall have no application to this Lease or any damage or destruction to all or any part of the Premises or any other portion of the Project, the parties hereto expressly agreeing that this Section 18 sets forth their entire understanding and agreement with respect to such matterssimilar law hereinafter enacted.

Restoration. If, at any time during (a) If the Term, the Project or Building of which the Premises are damaged or destroyed by a fire or other insured casualtypart is damaged, Landlord shall notify Tenant within 60 days after discovery of such repair that damage as to the amount of time soon as reasonably possible, at its expense, unless: (i) Landlord reasonably estimates it will take determines that the cost of repair is not covered by Landlord's fire and extended coverage insurance plus such additional amounts Tenant elects, at its option, to restore contribute, excluding however the Project deductible (for which Tenant shall be responsible for Tenant's Share); (ii) Landlord reasonably determines that the Premises cannot, with reasonable diligence, be fully repaired by Landlord (or the Premises, as applicable (the “Restoration Period”). If the Restoration Period is estimated to exceed 12 months (the “Maximum Restoration Period”), Landlord may, in such notice, elect to terminate this Lease as cannot be safely repaired because of the date that is 75 presence of hazardous factors, including without limitation Hazardous Materials, earthquake faults, and other similar dangers) within two hundred seventy (270) days after the date of discovery the damage; (iii) an event of default by Tenant has occurred and is continuing at the time of such damage; or (iv) the damage occurs during the final twelve (12) months of the Term. Should Landlord elect not to repair the damage for one of the preceding reasons, Landlord shall so notify Tenant in writing within sixty (60) days after the damage occurs and this Lease shall terminate as of the date of that notice. (b) Unless Landlord elects to terminate this Lease in accordance with subsection (a) above, this Lease shall continue in effect for the remainder of the Term; provided that so long as Tenant is not in default under this Lease, if the damage is so extensive that Landlord reasonably determines that the Premises cannot, with reasonable diligence, be repaired by Landlord (or destruction; providedcannot be safely repaired because of the presence of hazardous factors, howeverearthquake faults, that notwithstanding Landlord’s election and other similar dangers) so as to restoreallow Tenant's substantial use and enjoyment of the Premises within two hundred and seventy (270) days after the date of damage, then Tenant may elect to terminate this Lease by written notice to Landlord delivered within 5 business days the sixty (60) day period stated in subsection (a). (c) Commencing on the date of receipt any damage to the Building, and ending on the sooner of a notice from Landlord estimating a Restoration Period for the Premises longer than date the Maximum Restoration Period. Unless either Landlord damage is repaired or Tenant so elects to terminate the date this LeaseLease is terminated, Landlord shall, subject to receipt of sufficient insurance proceeds (with any deductible not in excess of commercially reasonable amounts the rental to be treated as a current Operating Expense (and the determination of whether a deductible amount is commercially reasonable paid under this Lease shall be determined with reference to abated in the deductible amounts then being maintained by other institutional owners of comparable projects), promptly restore same proportion that the Premises (excluding the improvements installed by Tenant or by Landlord and paid for by Tenant), subject to delays arising from the collection of insurance proceeds, from Force Majeure events or as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (as defined in Section 30) in, on or about the Premises (collectively referred to herein as “Hazardous Materials Clearances”); provided, however, that if repair or restoration floor area of the Premises is not substantially complete as of the end of the Maximum Restoration Period or, if longer, the Restoration Period, Landlord may, in its sole and absolute discretion, elect not to proceed with such repair and restoration, or Tenant may by written notice to Landlord delivered within 5 business days of the expiration of the Maximum Restoration Period or, if longer, the Restoration Period, elect to terminate this Lease, in which event Landlord shall be relieved of its obligation to make such repairs or restoration and this Lease shall terminate as of the date that is 75 days after rendered unusable by the later of: (i) discovery of such damage or destruction, or (ii) the date all required Hazardous Materials Clearances are obtained, but Landlord shall retain any Rent paid and the right from time to any Rent payable by Tenant prior to such election by Landlord or Tenant. Tenant, at its expense, shall promptly perform, subject to delays arising from the collection of insurance proceeds, from Force Majeure (as defined in Section 34) events or to obtain Hazardous Material Clearances, all repairs or restoration not required to be done by Landlord and shall promptly re-enter the Premises and commence doing business in accordance with this Lease. Notwithstanding the foregoing, either Landlord or Tenant may terminate this Lease upon written notice time bears to the other if the Premises are damaged during the last year of the Term and Landlord reasonably estimates that it will take more than 2 months to repair such damage; provided, however, that such notice is delivered within 10 business days after the date that Landlord provides Tenant with written notice of the estimated Restoration Period. Landlord shall also have the right to terminate this Lease if insurance proceeds are not available for such restoration. Rent shall be abated from the date all required Hazardous Material Clearances are obtained until the Premises are repaired and restored, in the proportion which the total floor area of the Premises, if any, which is not usable by Tenant bears but only to the total area extent that any business interruption insurance proceeds are received by Landlord therefor from Tenant's insurance described in Exhibit D. (d) Notwithstanding the provisions of subsections (a), (b) and (c) of this Section, and subject to the Premisesprovisions of Section 10.5 above, unless Landlord provides Tenant with other space during the period cost of repair that is suitable for the temporary conduct of Tenant’s business. Such abatement any repairs shall be the sole remedy of borne by Tenant, and except as provided in this Section 18Tenant shall not be entitled to rental abatement or termination rights, if the damage is due to the fault or neglect of Tenant waives any right to terminate or its employees, subtenants, invitees or representatives. In addition, the Lease by reason of damage or casualty loss. The provisions of this Section shall not be deemed to require Landlord to repair any improvements or fixtures that Tenant is obligated to repair or insure pursuant to any other provision of this Lease. (e) Tenant shall fully cooperate with Landlord in removing Tenant's personal property and any debris from the Premises to facilitate all inspections of the Premises and the making of any repairs. Notwithstanding anything to the contrary contained in this Lease, including this Section 18, constitute an express agreement between if Landlord and Tenant with respect in good faith believes there is a risk of injury to any and all persons or damage to, to property from entry into the Building or destruction of, all or any part of the Premises, or any other portion of the Project, and any statute or regulation which is now or may hereafter be in effect shall have no application to this Lease or Premises following any damage or destruction thereto, Landlord may restrict entry into the Building or the Premises by Tenant, its employees, agents and contractors in a non-discriminatory manner, without being deemed to have violated Tenant's rights of quiet enjoyment to, or made an unlawful detainer of, or evicted Tenant from, the Premises. Upon request, Landlord shall consult with Tenant to determine if there are safe methods of entry into the Building or the Premises solely in order to allow Tenant to retrieve files, data in computers, and necessary inventory, subject however to all or indemnities and waivers of liability from Tenant to Landlord contained in this Lease and any part additional indemnities and waivers of the Premises or any other portion of the Project, the parties hereto expressly agreeing that this Section 18 sets forth their entire understanding and agreement with respect to such mattersliability which Landlord may required.

Restoration. If, at any time during the Term, the Project or (a) If the Premises are damaged or destroyed by a fire or other insured casualty, Landlord shall notify or if the Building is damaged such that Tenant within 60 days after discovery is deprived of such damage as reasonable access to the amount of time Landlord reasonably estimates it will take to restore the Project or the Premises, the damage shall be repaired by Landlord, to substantially the condition of the Premises prior to the damage, subject to the provisions of any Mortgage or Superior Lease, but Landlord shall have no obligation to repair or restore (i) Tenant’s Property or (ii) except as applicable provided in Section 11.3(b), any Alterations or improvements to the Premises to the extent such Alterations or improvements exceed Building Standard installations (the “Restoration PeriodAbove Building Standard Installations”). If So long as Tenant is not in default beyond applicable grace or notice provisions in the payment or performance of its obligations under this Section 11.3, and provided Tenant timely delivers to Landlord either Tenant’s Restoration Payment (as hereinafter defined) or the Restoration Period is estimated to exceed 12 months Security (the “Maximum Restoration Period”), Landlord may, in such notice, elect to terminate this Lease as of the date that is 75 days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord’s election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within 5 business days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord hereinafter defined) or Tenant so elects expressly waives any obligation of Landlord to terminate this Lease, Landlord shall, subject to receipt of sufficient insurance proceeds (with any deductible not in excess of commercially reasonable amounts to be treated as a current Operating Expense (and the determination of whether a deductible amount is commercially reasonable shall be determined with reference to the deductible amounts then being maintained by other institutional owners of comparable projects), promptly restore the Premises (excluding the improvements installed by Tenant or by Landlord and paid for by Tenant), subject to delays arising from the collection of insurance proceeds, from Force Majeure events or as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (as defined in Section 30) in, on or about the Premises (collectively referred to herein as “Hazardous Materials Clearances”); provided, however, that if repair or restore any of Tenant’s Above Building Standard Installations, then until the restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period orSubstantially Completed or would have been Substantially Completed but for Tenant Delay, if longerFixed Rent, the Restoration Period, Landlord may, in its sole Tenant’s Tax Payment and absolute discretion, elect not to proceed with such repair and restoration, or Tenant may by written notice to Landlord delivered within 5 business days of the expiration of the Maximum Restoration Period or, if longer, the Restoration Period, elect to terminate this Lease, in which event Landlord Tenant’s Operating Payment shall be relieved of its obligation to make such repairs or restoration and this Lease shall terminate as of the date that is 75 days after the later of: (i) discovery of such damage or destruction, or (ii) the date all required Hazardous Materials Clearances are obtained, but Landlord shall retain any Rent paid and the right to any Rent payable by Tenant prior to such election by Landlord or Tenant. Tenant, at its expense, shall promptly perform, subject to delays arising from the collection of insurance proceeds, from Force Majeure (as defined in Section 34) events or to obtain Hazardous Material Clearances, all repairs or restoration not required to be done by Landlord and shall promptly re-enter the Premises and commence doing business in accordance with this Lease. Notwithstanding the foregoing, either Landlord or Tenant may terminate this Lease upon written notice to the other if the Premises are damaged during the last year of the Term and Landlord reasonably estimates that it will take more than 2 months to repair such damage; provided, however, that such notice is delivered within 10 business days after the date that Landlord provides Tenant with written notice of the estimated Restoration Period. Landlord shall also have the right to terminate this Lease if insurance proceeds are not available for such restoration. Rent shall be abated from the date all required Hazardous Material Clearances are obtained until the Premises are repaired and restored, reduced in the proportion by which the area of the Premises, if any, part of the Premises which is not usable (or accessible ) and is not used by Tenant bears to the total area of the Premises. (b) As a condition precedent to Landlord’s obligation to repair or restore any Above Building Standard Installations, unless Tenant shall (i) pay to Landlord provides Tenant with other space during the period of repair that is suitable for the temporary conduct of upon demand a sum (“Tenant’s businessRestoration Payment”) equal to the amount, if any, by which (A) the cost, as estimated by a reputable independent contractor designated by Landlord, of repairing and restoring all Alterations and Initial Installations in the Premises to their condition prior to the damage, exceeds (B) the cost of restoring the Premises with Building Standard Installations, or (ii) furnish to Landlord security (the “Restoration Security”) in form and amount reasonably acceptable to Landlord to secure Tenant’s obligation to pay all costs in excess of restoring the Premises with Building Standard Installations. Such abatement If Tenant shall be fail to deliver to Landlord either (1) Tenant’s Restoration Payment or the sole remedy of Restoration Security, as applicable, or (2) a waiver by Tenant, and except as provided in this Section 18form satisfactory to Landlord, Tenant waives of all of Landlord’s obligations to repair or restore any right to terminate the Lease by reason of damage or casualty loss. The provisions of this Lease, including this Section 18, constitute an express agreement between Landlord and Tenant with respect to any and all damage to, or destruction of, all or any part of the PremisesAbove Building Standard Installations, or any other portion of the Projectin either case within 30 days after Landlord’s demand therefor, and any statute or regulation which is now or may hereafter be in effect Landlord shall have no application obligation to this Lease or restore any damage or destruction to all or any part Above Building Standard Installations and Tenant’s abatement of Fixed Rent, Tenant’s Tax Payment and Tenant’s Operating Payment shall cease when the restoration of the Premises or (other than any other portion of the Project, the parties hereto expressly agreeing that this Section 18 sets forth their entire understanding and agreement with respect to such mattersAbove Building Standard Installations) is Substantially Complete.

Restoration. IfTenant shall return the Leased Premises to Landlord at the expiration or earlier termination of this Lease in good and sanitary order, at condition and repair, free of rubble and debris, broom clean, reasonable wear and tear excepted. Tenant shall not be required to remove any time during of the TermTenant Improvements or any Alterations except for Non-Standard Office Improvements and Tenant’s Wires. “Non-Standard Office Improvements” mean any Tenant Improvement or alteration that is not, in Landlord’s reasonable opinion, a “typical” office improvement or which would not be conducive for use by subsequent office occupants, and will also include any alteration or improvements that (i) perforate, penetrate or require reinforcement of a floor slab (including, without limitation, high-density filing or racking systems), (ii) consist of the Project or installation of a raised flooring system, (iii) consist of the Premises are damaged or destroyed by installation of a fire vault or other insured casualtysimilar device or system intended to secure the Leased Premises or a portion thereof in a manner that exceeds the level of security necessary for ordinary office space, Landlord shall notify Tenant within 60 days after discovery or (iv) involve material plumbing connections (such as, for example but not by way of such damage as to limitation, kitchens, saunas, showers, and executive bathrooms outside of the amount of time Landlord reasonably estimates it will take to restore the Project or the Premises, as applicable (the “Restoration Period”Building core and/or special fire safety systems). If the Restoration Period remove is estimated to exceed 12 months (the “Maximum Restoration Period”), Landlord may, in such notice, elect to terminate this Lease as of the date that is 75 days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord’s election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within 5 business days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease, Landlord shall, subject to receipt of sufficient insurance proceeds (with any deductible not in excess of commercially reasonable amounts to be treated as a current Operating Expense (and the determination of whether a deductible amount is commercially reasonable shall be determined with reference to the deductible amounts then being maintained by other institutional owners of comparable projects), promptly restore the Premises (excluding the improvements installed by Tenant or by Landlord and paid for by Tenant), subject to delays arising from the collection of insurance proceeds, from Force Majeure events or as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (as defined in Section 30) in, on or about the Premises (collectively referred to herein as “Hazardous Materials Clearances”); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period or, if longer, the Restoration Period, Landlord may, in its sole and absolute discretion, elect not to proceed with such repair and restoration, or Tenant may by written notice to Landlord delivered within 5 business days of the expiration of the Maximum Restoration Period or, if longer, the Restoration Period, elect to terminate this Lease, in which event Landlord shall be relieved of its obligation to make such repairs or restoration and this Lease shall terminate as of the date that is 75 days after the later of: (i) discovery of such damage or destruction, or (ii) the date all required Hazardous Materials Clearances are obtained, but Landlord shall retain any Rent paid and the right to any Rent payable by Tenant prior to such election by Landlord or Tenant. Tenant, at its expense, shall promptly perform, subject to delays arising from the collection of insurance proceeds, from Force Majeure (as defined in Section 34) events or to obtain Hazardous Material Clearances, all repairs or restoration not required cause such work to be done by Landlord completed and shall promptly re-enter restore the Premises and commence doing business in accordance with affected area to its original condition prior to the expiration or sooner termination of this Lease. All damage to the Leased Premises caused by the removal of such trade fixtures and other Personal Property that Tenant is permitted to remove under the terms of this Lease and/or such restoration shall be repaired by Tenant at its sole cost and expense prior to termination. Notwithstanding the foregoing, either Landlord Tenant shall be required to remove all telephone, data and network communication wires, cables and lines installed by Tenant (collectively, “Wires”) in the Leased Premises or Tenant may terminate this Lease upon written notice to anywhere in the other if Building, including the Premises are damaged during conduits and risers of the last year Building, by the expiration or sooner termination of the Term and Landlord reasonably estimates that it will take more than 2 months to repair such damage; provided, however, that such notice is delivered within 10 business days after the date that Landlord provides Tenant with written notice of the estimated Restoration Period. Landlord shall also have the right to terminate this Lease if insurance proceeds are not available for such restoration. Rent shall be abated from the date all required Hazardous Material Clearances are obtained until the Premises are repaired and restored, in the proportion which the area of the Premises, if any, which is not usable by Tenant bears to the total area of the Premises, unless Landlord provides Tenant with other space during the period of repair that is suitable for the temporary conduct of Tenant’s business. Such abatement shall be the sole remedy of Tenant, and except as provided in this Section 18, Tenant waives any right to terminate the Lease by reason of damage or casualty loss. The provisions of this Lease, including this Section 18, constitute an express agreement between Landlord unless such work is not required under applicable Law and provided that Tenant complies with all applicable Laws with respect to leaving the Wires in place, including, without limitation, identifying and labeling all Wires for future use, and in any and all damage to, or destruction of, all or any part event providing Landlord with a written description of the PremisesWires accompanied by a plan showing the current type, or any other portion quantity, points of commencement and termination, and routes of the Project, and any statute Wires to allow Landlord to determine if Landlord desires to retain same or regulation which is now or may hereafter be in effect shall have no application to this Lease or any damage or destruction to all or any part of discard the Premises or any other portion of the Project, the parties hereto expressly agreeing that this Section 18 sets forth their entire understanding and agreement with respect to such matterssame.

Restoration. If, at any time during (a) If the Term, the Project or the Premises are damaged or destroyed by a fire or other insured casualtyBuilding is damaged, Landlord shall notify Tenant within 60 days after discovery of such repair that damage as to the amount of time soon as reasonably possible, at its expense, unless: (i) Landlord reasonably estimates it will take determines that the cost of repair is not covered by Landlord’s fire and extended coverage insurance plus such additional amounts Tenant elects, at its option, to restore contribute, excluding however the Project deductible (for which Tenant shall be responsible for Tenant’s proportionate share); (ii) Landlord reasonably determines that the Premises cannot, with reasonable diligence, be fully repaired by Landlord (or the Premises, as applicable (the “Restoration Period”). If the Restoration Period is estimated to exceed 12 months (the “Maximum Restoration Period”), Landlord may, in such notice, elect to terminate this Lease as cannot be safely repaired because of the date that is 75 presence of hazardous factors, including without limitation Hazardous Materials, earthquake faults, and other similar dangers) within two hundred seventy (270) days after the date of discovery the damage; (iii) an event of default by Tenant has occurred and is continuing at the time of such damage; or (iv) the damage occurs during the final twelve (12) months of the Term and is such that it cannot be repaired withing thirty (30) days, unless Tenant then has the right to extend the Term of Lease and does so in accordance with the provisions of Section 3.3 hereof. Should Landlord elect not to repair the damage for one of the preceding reasons, Landlord shall so notify Tenant in writing within sixty (60) days after the damage occurs and this Lease shall terminate as of the date of that notice. (b) Unless Landlord elects to terminate this Lease in accordance with subsection (a) above, this Lease shall continue in effect for the remainder of the Term; provided that so long as Tenant is not in default under this Lease, if the damage is so extensive that Landlord reasonably determines that the Premises cannot, with reasonable diligence, be repaired by Landlord (or destruction; providedcannot be safely repaired because of the presence of hazardous factors, howeverearthquake faults, that notwithstanding Landlordand other similar dangers) so as to allow Tenant’s election to restoresubstantial use and enjoyment of the Premises within two hundred seventy (270) days after the date of damage, then Tenant may elect to terminate this Lease by written notice to Landlord delivered within 5 business days the sixty (60) day period stated in subsection (a). (c) Commencing on the date of receipt any damage to the Building, and ending on the sooner of a notice from Landlord estimating a Restoration Period for the Premises longer than date the Maximum Restoration Period. Unless either Landlord damage is repaired or Tenant so elects to terminate the date this LeaseLease is terminated, Landlord shall, subject to receipt of sufficient insurance proceeds (with any deductible not in excess of commercially reasonable amounts the rental to be treated as a current Operating Expense (and the determination of whether a deductible amount is commercially reasonable shall be determined with reference to the deductible amounts then being maintained by other institutional owners of comparable projects), promptly restore the Premises (excluding the improvements installed by Tenant or by Landlord and paid for by Tenant), subject to delays arising from the collection of insurance proceeds, from Force Majeure events or as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (as defined in Section 30) in, on or about the Premises (collectively referred to herein as “Hazardous Materials Clearances”); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period or, if longer, the Restoration Period, Landlord may, in its sole and absolute discretion, elect not to proceed with such repair and restoration, or Tenant may by written notice to Landlord delivered within 5 business days of the expiration of the Maximum Restoration Period or, if longer, the Restoration Period, elect to terminate this Lease, in which event Landlord shall be relieved of its obligation to make such repairs or restoration and under this Lease shall terminate as of the date that is 75 days after the later of: (i) discovery of such damage or destruction, or (ii) the date all required Hazardous Materials Clearances are obtained, but Landlord shall retain any Rent paid and the right to any Rent payable by Tenant prior to such election by Landlord or Tenant. Tenant, at its expense, shall promptly perform, subject to delays arising from the collection of insurance proceeds, from Force Majeure (as defined in Section 34) events or to obtain Hazardous Material Clearances, all repairs or restoration not required to be done by Landlord and shall promptly re-enter the Premises and commence doing business in accordance with this Lease. Notwithstanding the foregoing, either Landlord or Tenant may terminate this Lease upon written notice to the other if the Premises are damaged during the last year of the Term and Landlord reasonably estimates that it will take more than 2 months to repair such damage; provided, however, that such notice is delivered within 10 business days after the date that Landlord provides Tenant with written notice of the estimated Restoration Period. Landlord shall also have the right to terminate this Lease if insurance proceeds are not available for such restoration. Rent shall be abated from the date all required Hazardous Material Clearances are obtained until the Premises are repaired and restored, in the same proportion which that the floor area of the Premises, if any, which Building that is not usable rendered unusable by Tenant the damage from time to time bears to the total floor area of the PremisesBuilding, unless but only to the extent that any business interruption insurance proceeds are received by Landlord provides Tenant with other space during the period of repair that is suitable for the temporary conduct of therefor from Tenant’s business. Such abatement insurance described in Exhibit D. (d) Notwithstanding the provisions of subsections (a), (b) and (c) of this Section, and subject to the provisions of Section 10.5 above, the cost of any repairs shall be the sole remedy of borne by Tenant, and except as provided in this Section 18Tenant shall not be entitled to rental abatement or termination rights, if the damage is due to the fault or neglect of Tenant waives any right to terminate or its employees, subtenants, invitees or representatives. In addition, the Lease by reason of damage or casualty loss. The provisions of this Section shall not be deemed to require Landlord to repair any improvements or fixtures that Tenant is obligated to repair or insure pursuant to any other provision of this Lease. (e) Tenant shall fully cooperate with Landlord in removing Tenant’s personal property and any debris from the Premises to facilitate all inspections of the Premises reasonably required to facilitate the making of any repairs pursuant to this Section. Notwithstanding anything to the contrary contained in this Lease, including this Section 18, constitute an express agreement between if Landlord and Tenant with respect in good faith believes there is a risk of injury to any and all persons or damage to, to property from entry into the Building or destruction of, all or any part of the Premises, or any other portion of the Project, and any statute or regulation which is now or may hereafter be in effect shall have no application to this Lease or Premises following any damage or destruction thereto, Landlord may restrict entry into the Building or the Premises by Tenant, its employees, agents and contractors in a non-discriminatory manner, without being deemed to have violated Tenant’s rights of quiet enjoyment to, or made an unlawful detainer of, or evicted Tenant from, the Premises. Upon request, Landlord shall consult with Tenant to determine if there are safe methods of entry into the Building or the Premises solely in order to allow Tenant to retrieve files, data in computers, and necessary inventory, subject however to all or indemnities and waivers of liability from Tenant to Landlord contained in this Lease and any part additional indemnities and waivers of the Premises or any other portion of the Project, the parties hereto expressly agreeing that this Section 18 sets forth their entire understanding and agreement with respect to such mattersliability which Landlord may require.

Restoration. If, at any time during (a) If the Term, the Project or Building of which the Premises are damaged or destroyed by a fire or other insured casualtypart is damaged, Landlord shall notify Tenant within 60 days after discovery of such repair that damage as to the amount of time soon as reasonably practicable, at its expense, unless: (i) Landlord reasonably estimates it will take determines that the cost of repair is greater than Fifty Thousand Dollars ($50,000.00) and is not covered by Landlord's coverages, plus such additional amounts Tenant elects, at its option, to restore contribute, excluding however the Project deductible (for which Tenant shall be responsible for tenant's share); (ii) Landlord reasonably determines that the Premises cannot, with reasonable diligence, be fully repaired by Landlord (or the Premises, as applicable (the “Restoration Period”). If the Restoration Period is estimated to exceed 12 months (the “Maximum Restoration Period”), Landlord may, in such notice, elect to terminate this Lease as cannot be safely repaired because of the date that is 75 presence of hazardous factors, including without limitation Hazardous Materials, earthquake faults, and other similar dangers) within thirty (30) days after the date of discovery the damage; or (iii) a Default by Tenant has occurred at the time of such damage, should Landlord elect not to repair the damage for one of the preceding reasons, Landlord shall so notify Tenant in writing within fifteen (15) days after the damage occurs and this Lease shall terminate as of the date of that notice. (b) Unless Landlord elects to terminate this Lease in accordance with subsection (a) above, this Lease shall continue in effect for the remainder of the Term; provided that so long as Tenant is not in Default under this Lease, if the damage is so extensive that Landlord reasonably determines that the Premises cannot, with reasonable diligence, be repaired by Landlord (or destruction; providedcannot be safely repaired because of the presence of hazardous factors, howeverearthquake faults, that notwithstanding and other similar dangers) so as to allow Tenant's substantial use and enjoyment of the Premises, or are not in fact repaired by Landlord’s election to restore, within two fifteen (15) days after the date of damage, then Tenant may elect to terminate this Lease by written notice to Landlord delivered either within 5 business the fifteen (15) day period stated in subsection (a), or within fifteen (15) days of receipt of a notice from Landlord estimating a Restoration Period for following Landlord's failure to so repair the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease, Landlord shall, subject to receipt of sufficient insurance proceeds within thirty (with any deductible not in excess of commercially reasonable amounts to be treated as a current Operating Expense (and the determination of whether a deductible amount is commercially reasonable shall be determined with reference to the deductible amounts then being maintained by other institutional owners of comparable projects), promptly restore the Premises (excluding the improvements installed by Tenant or by Landlord and paid for by Tenant), subject to delays arising from the collection of insurance proceeds, from Force Majeure events or as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (as defined in Section 30) in, on or about the Premises (collectively referred to herein as “Hazardous Materials Clearances”); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period or, if longer, the Restoration Period, Landlord may, in its sole and absolute discretion, elect not to proceed with such repair and restoration, or Tenant may by written notice to Landlord delivered within 5 business days of the expiration of the Maximum Restoration Period or, if longer, the Restoration Period, elect to terminate this Lease, in which event Landlord shall be relieved of its obligation to make such repairs or restoration and this Lease shall terminate as of the date that is 75 days after the later of: (i) discovery of such damage or destruction, or (ii) the date all required Hazardous Materials Clearances are obtained, but Landlord shall retain any Rent paid and the right to any Rent payable by Tenant prior to such election by Landlord or Tenant. Tenant, at its expense, shall promptly perform, subject to delays arising from the collection of insurance proceeds, from Force Majeure (as defined in Section 34) events or to obtain Hazardous Material Clearances, all repairs or restoration not required to be done by Landlord and shall promptly re-enter the Premises and commence doing business in accordance with this Lease. Notwithstanding the foregoing, either Landlord or Tenant may terminate this Lease upon written notice to the other if the Premises are damaged during the last year of the Term and Landlord reasonably estimates that it will take more than 2 months to repair such damage; provided, however, that such notice is delivered within 10 business days after the date that Landlord provides Tenant with written notice of damage. (c) Commencing on the date of any damage to the Building, and ending on the sooner of the estimated Restoration Period. Landlord shall also have date the right to terminate damage is repaired or the date this Lease if insurance proceeds are not available for such restoration. Rent is terminated, the rental to be paid under this Lease shall be abated from in the date all required Hazardous Material Clearances are obtained until same proportion that the floor area of the Premises are repaired and restored, in that is rendered unusable by the proportion which damage from time to time bears to the total floor area of the Premises, if any, which provided that Tenant is not usable by then carrying the business interruption insurance required in Exhibit B. (d) Tenant bears to the total area of the Premises, unless shall fully cooperate with Landlord provides Tenant with other space during the period of repair that is suitable for the temporary conduct of in removing Tenant’s business. Such abatement shall be the sole remedy of Tenant, and except as provided in this Section 18, Tenant waives any right to terminate the Lease by reason of damage or casualty loss. The provisions of this Lease, including this Section 18, constitute an express agreement between Landlord and Tenant with respect to any and all damage to, or destruction of, all or any part of the Premises, or any other portion of the Project, 's personal property and any statute or regulation which is now or may hereafter be in effect shall have no application debris from the Premises to this Lease or any damage or destruction to facilitate all or any part inspections of the Premises or any other portion of the Project, the parties hereto expressly agreeing that this Section 18 sets forth their entire understanding and agreement with respect to such matters.and

Restoration. If, at any time during (a) If the Term, the Project or Office Building of which the Premises are damaged or destroyed by a fire or other insured casualtypart is damaged, Landlord shall repair that damage as soon as reasonably possible at its expense unless: (i) the damage is not covered by Landlord's fire and extended coverage insurance; or (ii) Landlord reasonably determines that the cost of repair would exceed twenty-five percent (25%) of the full replacement cost of the Office Building (Replacement Cost); or (iii) Landlord reasonably determines that the cost a repair would exceed ten percent (10%) of the Replacement Cost and the damage occurs during the final twelve (12) months of the Term. Should Landlord elect not to repair the damage for one of the preceding reasons, Landlord shall so notify Tenant in writing within 60 sixty (60) days after discovery the damage occurs, and this Lease shall terminate as of such damage as to the amount date of time notice; (b) Unless Landlord reasonably estimates it will take to restore the Project or the Premises, as applicable (the “Restoration Period”). If the Restoration Period is estimated to exceed 12 months (the “Maximum Restoration Period”), Landlord may, in such notice, elect elects to terminate this Lease as in accordance with subsection (a) above, this Lease shall continue in effect for the remainder of the date Term; provided that if the damage is 75 days after so extensive as to reasonably prevent Tenant's substantial use and enjoyment of the date of discovery of such damage or destruction; providedPremises for more than nine (9) months, however, that notwithstanding Landlord’s election to restore, then Tenant may elect to terminate this Lease by written notice to Landlord delivered within 5 business days the sixty-(60)-day period stated in subsection (a). (c) Commencing on the date of receipt any damage to the Office Building and ending on the sooner of a notice from Landlord estimating a Restoration Period for the Premises longer than date the Maximum Restoration Period. Unless either Landlord damage is repaired or Tenant so elects to terminate the date this LeaseLease is terminated, Landlord shall, subject to receipt of sufficient insurance proceeds (with any deductible not in excess of commercially reasonable amounts the rental to be treated as a current Operating Expense (and the determination of whether a deductible amount is commercially reasonable paid under this Lease shall be determined with reference to abated in the deductible amounts then being maintained by other institutional owners of comparable projects), promptly restore same proportion that the Premises (excluding the improvements installed by Tenant or by Landlord and paid for by Tenant), subject to delays arising from the collection of insurance proceeds, from Force Majeure events or as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (as defined in Section 30) in, on or about the Premises (collectively referred to herein as “Hazardous Materials Clearances”); provided, however, that if repair or restoration floor area of the Premises is not substantially complete as of the end of the Maximum Restoration Period or, if longer, the Restoration Period, Landlord may, in its sole and absolute discretion, elect not to proceed with such repair and restoration, or Tenant may by written notice to Landlord delivered within 5 business days of the expiration of the Maximum Restoration Period or, if longer, the Restoration Period, elect to terminate this Lease, in which event Landlord shall be relieved of its obligation to make such repairs or restoration and this Lease shall terminate as of the date that is 75 days after rendered unusable by the later of: (i) discovery of such damage or destruction, or (ii) the date all required Hazardous Materials Clearances are obtained, but Landlord shall retain any Rent paid and the right from time to any Rent payable by Tenant prior to such election by Landlord or Tenant. Tenant, at its expense, shall promptly perform, subject to delays arising from the collection of insurance proceeds, from Force Majeure (as defined in Section 34) events or to obtain Hazardous Material Clearances, all repairs or restoration not required to be done by Landlord and shall promptly re-enter the Premises and commence doing business in accordance with this Lease. Notwithstanding the foregoing, either Landlord or Tenant may terminate this Lease upon written notice time bears to the other if the Premises are damaged during the last year of the Term and Landlord reasonably estimates that it will take more than 2 months to repair such damage; provided, however, that such notice is delivered within 10 business days after the date that Landlord provides Tenant with written notice of the estimated Restoration Period. Landlord shall also have the right to terminate this Lease if insurance proceeds are not available for such restoration. Rent shall be abated from the date all required Hazardous Material Clearances are obtained until the Premises are repaired and restored, in the proportion which the total floor area of the Premises. (d) Notwithstanding the provisions of subsections (a) (b) and (c) of this Section, if any, which is not usable the cost of any repairs shall be borne by Tenant bears and Tenant shall not be entitled to rental abatement or termination rights if the damage is due to the total area fault or neglect of Tenant or its employees, subtenants, invitees or representatives. In addition, the Premises, unless Landlord provides Tenant with other space during the period of repair that is suitable for the temporary conduct of Tenant’s business. Such abatement shall be the sole remedy of Tenant, and except as provided in this Section 18, Tenant waives any right to terminate the Lease by reason of damage or casualty loss. The provisions of this Lease, including this Section 18, constitute an express agreement between shall not be deemed to require Landlord and to repair any improvements or fixtures that Tenant with respect is obligated to repair or insure pursuant to any and all damage to, or destruction of, all or any part other provision of the Premises, or any other portion of the Project, and any statute or regulation which is now or may hereafter be in effect shall have no application to this Lease or any damage or destruction to all or any part of the Premises or any other portion of the Project, the parties hereto expressly agreeing that this Section 18 sets forth their entire understanding and agreement with respect to such mattersLease.

Restoration. If, at any time during (a) If the Term, the Project or Building of which the Premises are damaged or destroyed by a fire or other insured casualtypart is damaged, Landlord shall notify Tenant within 60 days after discovery of such repair that damage as to the amount of time soon as reasonably possible, at its expense, unless: (i) Landlord reasonably estimates it will take determines that the cost of repair is not covered by Landlord's fire and extended coverage insurance plus such additional amounts Tenant elects, at its option, to restore contribute, excluding however the Project deductible (for which Tenant shall be responsible for Tenant's Share); (ii) Landlord reasonably determines that the Premises cannot, with reasonable diligence, be fully repaired by Landlord (or the Premises, as applicable (the “Restoration Period”). If the Restoration Period is estimated to exceed 12 months (the “Maximum Restoration Period”), Landlord may, in such notice, elect to terminate this Lease as cannot be safely repaired because of the date that is 75 presence of hazardous factors, including without limitation Hazardous Materials, earthquake faults, and other similar dangers) within two hundred seventy (270) days after the date of discovery the damage; (iii) an event of default by Tenant has occurred and is continuing at the time of such damage; or (iv) the damage occurs during the final twelve (12) months of the Term. Should Landlord elect not to repair the damage for one of the preceding reasons, Landlord shall so notify Tenant in writing within sixty (60) days after the damage occurs and this Lease shall terminate as of the date of that notice. (b) Unless Landlord elects to terminate this Lease in accordance with subsection (a) above, this Lease shall continue in effect for the remainder of the Term; provided that so long as Tenant is not in default under this Lease, if the damage is so extensive that Landlord reasonably determines that the Premises cannot, with reasonable diligence, be repaired by Landlord (or destruction; providedcannot be safely repaired because of the presence of hazardous factors, howeverearthquake faults, that notwithstanding Landlord’s election and other similar dangers) so as to restoreallow Tenant's substantial use and enjoyment of the Premises within two hundred seventy (270) days after the date of damage, then Tenant may elect to terminate this Lease by written notice to Landlord delivered within 5 business days the sixty (60) day period stated in subsection (a). (c) Commencing on the date of receipt any damage to the Building, and ending on the sooner of a notice from Landlord estimating a Restoration Period for the Premises longer than date the Maximum Restoration Period. Unless either Landlord damage is repaired or Tenant so elects to terminate the date this LeaseLease is terminated, Landlord shall, subject to receipt of sufficient insurance proceeds (with any deductible not in excess of commercially reasonable amounts the rental to be treated as a current Operating Expense (and the determination of whether a deductible amount is commercially reasonable paid under this Lease shall be determined with reference to abated in the deductible amounts then being maintained by other institutional owners of comparable projects), promptly restore same proportion that the Premises (excluding the improvements installed by Tenant or by Landlord and paid for by Tenant), subject to delays arising from the collection of insurance proceeds, from Force Majeure events or as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (as defined in Section 30) in, on or about the Premises (collectively referred to herein as “Hazardous Materials Clearances”); provided, however, that if repair or restoration floor area of the Premises is not substantially complete as of the end of the Maximum Restoration Period or, if longer, the Restoration Period, Landlord may, in its sole and absolute discretion, elect not to proceed with such repair and restoration, or Tenant may by written notice to Landlord delivered within 5 business days of the expiration of the Maximum Restoration Period or, if longer, the Restoration Period, elect to terminate this Lease, in which event Landlord shall be relieved of its obligation to make such repairs or restoration and this Lease shall terminate as of the date that is 75 days after rendered unusable by the later of: (i) discovery of such damage or destruction, or (ii) the date all required Hazardous Materials Clearances are obtained, but Landlord shall retain any Rent paid and the right from time to any Rent payable by Tenant prior to such election by Landlord or Tenant. Tenant, at its expense, shall promptly perform, subject to delays arising from the collection of insurance proceeds, from Force Majeure (as defined in Section 34) events or to obtain Hazardous Material Clearances, all repairs or restoration not required to be done by Landlord and shall promptly re-enter the Premises and commence doing business in accordance with this Lease. Notwithstanding the foregoing, either Landlord or Tenant may terminate this Lease upon written notice time bears to the other if the Premises are damaged during the last year of the Term and Landlord reasonably estimates that it will take more than 2 months to repair such damage; provided, however, that such notice is delivered within 10 business days after the date that Landlord provides Tenant with written notice of the estimated Restoration Period. Landlord shall also have the right to terminate this Lease if insurance proceeds are not available for such restoration. Rent shall be abated from the date all required Hazardous Material Clearances are obtained until the Premises are repaired and restored, in the proportion which the total floor area of the Premises, if any, which is not usable by Tenant bears but only to the total area extent that any business interruption insurance proceeds are received by Landlord therefor from Tenant's insurance described in EXHIBIT D. (d) Notwithstanding the provisions of subsections (a), (b) and (c) of this Section, and subject to the Premisesprovisions of Section 10.5 above, unless Landlord provides Tenant with other space during the period cost of repair that is suitable for the temporary conduct of Tenant’s business. Such abatement any repairs shall be the sole remedy of borne by Tenant, and except as provided in this Section 18Tenant shall not be entitled to rental abatement or termination rights, if the damage is due to the fault or neglect of Tenant waives any right to terminate or its employees, subtenants, invitees or representatives. In addition, the Lease by reason of damage or casualty loss. The provisions of this Section shall not be deemed to require Landlord to repair any improvements or fixtures that Tenant is obligated to repair or insure pursuant to any other provision of this Lease. (e) Tenant shall fully cooperate with Landlord in removing Tenant's personal property and any debris from the Premises to facilitate all inspections of the Premises and the making of any repairs. Notwithstanding anything to the contrary contained in this Lease, including this Section 18, constitute an express agreement between if Landlord and Tenant with respect in good faith believes there is a risk of injury to any and all persons or damage to, to property from entry into the Building or destruction of, all or any part of the Premises, or any other portion of the Project, and any statute or regulation which is now or may hereafter be in effect shall have no application to this Lease or Premises following any damage or destruction thereto, Landlord may restrict entry into the Building or the Premises by Tenant, its employees, agents and contractors in a non-discriminatory manner, without being deemed to have violated Tenant's rights of quiet enjoyment to, or made an unlawful detainer of, or evicted Tenant from, the Premises. Upon request, Landlord shall consult with Tenant to determine if there are safe methods of entry into the Building or the Premises solely in order to allow Tenant to retrieve files, data in computers, and necessary inventory, subject however to all or indemnities and waivers of liability from Tenant to Landlord contained in this Lease and any part additional indemnities and waivers of the Premises or any other portion of the Project, the parties hereto expressly agreeing that this Section 18 sets forth their entire understanding and agreement with respect to such mattersliability which Landlord may require.

Restoration. If, at any time during (a) If the Term, the Project or Building of which the Premises are damaged or destroyed by a fire or other insured casualtypart is damaged, Landlord shall notify Tenant within 60 days after discovery of such repair that damage as to the amount of time soon as reasonably possible, at its expense, unless: (i) Landlord reasonably estimates it will take determines that the cost of repair is greater than Fifty Thousand Dollars ($50,000.00) and is not covered by Landlord's All-Risk Policy (whether or not Landlord chooses to restore self-insure such coverage) or by Landlord's other insurance coverages, plus such additional amounts Tenant elects, at its option, to contribute; excluding, however, the Project deductible (for which Tenant shall be responsible for Tenant's Share); (ii) Landlord reasonably determines that the Premises cannot, with reasonable diligence, be fully repaired by Landlord (or the Premises, as applicable (the “Restoration Period”). If the Restoration Period is estimated to exceed 12 months (the “Maximum Restoration Period”), Landlord may, in such notice, elect to terminate this Lease as cannot be safely repaired because of the date that is 75 presence of hazardous factors, including, without limitation, Hazardous Materials, earthquake faults, and other similar dangers) within two hundred seventy (270) days after the date of discovery the damage; (iii) a Default by Tenant has occurred at the time of such damage; or (iv) the damage costs more than Fifty Thousand Dollars ($50,000.00) to repair and occurs during the final nine (9) months of the Term (unless Tenant has validly exercised its option to extend the Term contained in Section 3.3 of this Lease). Should Landlord elect not to repair the damage for one of the preceding reasons, Landlord shall so notify Tenant in writing within sixty (60) days after the damage occurs and this Lease shall terminate as of the date of that notice. Tenant's responsibility for the reimbursement of deductibles contained in this Lease shall be subject to the following limitations: (A) Tenant shall have no responsibility for so-called "co-insurance" requirements for any deficiencies in Landlord's All-Risk Policy coverage; and (B) in no event shall Tenant's obligation for payment or destructionreimbursement of any deductible exceed the amount of One Hundred Thousand Dollars ($100,000.00) for any single casualty. Further, in the event that Landlord terminates this Lease pursuant to this Section 11.1(a), Tenant shall have no responsibility for reimbursement of any deductible. (b) Unless Landlord elects to terminate this Lease in accordance with subsection (a) above, this Lease shall continue in effect for the remainder of the Term; providedprovided that so long as Tenant is not in Default under this Lease, howeverif the damage is so extensive that Landlord reasonably determines that the Premises cannot, that notwithstanding with reasonable diligence, be repaired by Landlord (or cannot be safely repaired because of the presence of hazardous factors, earthquake faults, and other similar dangers) so as to allow Tenant's substantial use and enjoyment of the Premises, or are not in fact repaired by Landlord’s election to restore, within two hundred seventy (270) days after the date of damage, then Tenant may elect to terminate this Lease by written notice to Landlord delivered either within 5 business the sixty (60) day period stated in subsection (a), or within sixty (60) days of receipt of a notice from Landlord estimating a Restoration Period for following Landlord's failure to so repair the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease, Landlord shall, subject to receipt of sufficient insurance proceeds within two hundred seventy (with any deductible not in excess of commercially reasonable amounts to be treated as a current Operating Expense (and the determination of whether a deductible amount is commercially reasonable shall be determined with reference to the deductible amounts then being maintained by other institutional owners of comparable projects), promptly restore the Premises (excluding the improvements installed by Tenant or by Landlord and paid for by Tenant), subject to delays arising from the collection of insurance proceeds, from Force Majeure events or as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (as defined in Section 30270) in, on or about the Premises (collectively referred to herein as “Hazardous Materials Clearances”); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period or, if longer, the Restoration Period, Landlord may, in its sole and absolute discretion, elect not to proceed with such repair and restoration, or Tenant may by written notice to Landlord delivered within 5 business days of the expiration of the Maximum Restoration Period or, if longer, the Restoration Period, elect to terminate this Lease, in which event Landlord shall be relieved of its obligation to make such repairs or restoration and this Lease shall terminate as of the date that is 75 days after the later of: (i) discovery of such damage or destruction, or (ii) the date all required Hazardous Materials Clearances are obtained, but Landlord shall retain any Rent paid and the right to any Rent payable by Tenant prior to such election by Landlord or Tenant. Tenant, at its expense, shall promptly perform, subject to delays arising from the collection of insurance proceeds, from Force Majeure (as defined in Section 34) events or to obtain Hazardous Material Clearances, all repairs or restoration not required to be done by Landlord and shall promptly re-enter the Premises and commence doing business in accordance with this Lease. Notwithstanding the foregoing, either Landlord or Tenant may terminate this Lease upon written notice to the other if the Premises are damaged during the last year of the Term and Landlord reasonably estimates that it will take more than 2 months to repair such damage; provided, however, that such notice is delivered within 10 business days after the date that Landlord provides Tenant with written notice of damage. (c) Commencing on the date of any damage to the Building, and ending on the sooner of the estimated Restoration Period. Landlord shall also have date the right to terminate damage is repaired or the date this Lease if insurance proceeds are not available for such restoration. Rent is terminated, the rental to be paid under this Lease shall be abated from in the date all required Hazardous Material Clearances are obtained until same proportion that the floor area of the Premises are repaired and restored, in that is rendered unusable by the proportion which damage from time to time bears to the total floor area of the Premises, if any, which provided that Tenant is not usable by Tenant bears to then carrying the total area of the Premises, unless Landlord provides Tenant with other space during the period of repair that is suitable for the temporary conduct of Tenant’s business. Such abatement shall be the sole remedy of Tenant, and except as provided business interruption insurance required in this Section 18, Tenant waives any right to terminate the Lease by reason of damage or casualty loss. Exhibit D. (d) The provisions of this Section 11.1 shall not be deemed to require Landlord to repair any improvements or fixtures that Tenant is obligated to repair or insure pursuant to any other provision of this Lease. (e) Tenant shall fully cooperate with Landlord in removing Tenant's personal property and any debris from the Premises to facilitate all inspections of the Premises and the making of any repairs. Notwithstanding anything to the contrary contained in this Lease, including this Section 18, constitute an express agreement between if Landlord and Tenant with respect in good faith believes there is a risk of injury to any and all persons or damage to, to property from entering into the Building or destruction of, all or any part of the Premises, or any other portion of the Project, and any statute or regulation which is now or may hereafter be in effect shall have no application to this Lease or Premises following any damage or destruction thereto, Landlord may restrict entry into the Building or the Premises by Tenant, its employees, agents and contractors in a nondiscriminatory manner, without being deemed to have violated Tenant's rights of quiet enjoyment to, or made an unlawful determination of, or evicted Tenant from, the Premises. Upon request, Landlord shall consult with Tenant to determine if there are safe methods of entry into the Building or the Premises solely in order to allow Tenant to retrieve files, data in computers, and necessary inventory; subject, however, to all or indemnities and waivers of liability from Tenant to Landlord contained in this Lease and any part additional indemnities and waivers of the Premises or any other portion of the Project, the parties hereto expressly agreeing that this Section 18 sets forth their entire understanding and agreement with respect to such mattersliability which Landlord may reasonably require.

Restoration. IfNotwithstanding any contrary provision of the Sublease, Subtenant hereby agrees that, in addition to any restoration or repair obligation of Subtenant set forth in the Sublease, Subtenant shall, at any time during its sole cost and expense, be solely responsible for performing the Term, the Project restoration or the Premises are damaged or destroyed by a fire or other insured casualty, Landlord shall notify Tenant within 60 days after discovery of such damage as repair obligations with respect to the amount of time Landlord reasonably estimates it will take to restore the Project or the Suite 5000 Premises, which shall be limited to the work specified in the document entitled Lyft Channel 5 Demo Permit Drawings (Permit #2022-0927-3187) attached hereto as applicable Exhibit A (the “Subtenant Suite 5000 Restoration Period”). If the Restoration Period is estimated to exceed 12 months (the “Maximum Restoration Period”), Landlord may, in such notice, elect to terminate this Lease as of the date that is 75 days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord’s election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within 5 business days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease, Landlord shall, subject to receipt of sufficient insurance proceeds (with any deductible not in excess of commercially reasonable amounts to be treated as a current Operating Expense (and the determination of whether a deductible amount is commercially reasonable shall be determined with reference to the deductible amounts then being maintained by other institutional owners of comparable projects), promptly restore the Premises (excluding the improvements installed by Tenant or by Landlord and paid for by Tenant), subject to delays arising from the collection of insurance proceeds, from Force Majeure events or as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (as defined in Section 30) in, on or about the Premises (collectively referred to herein as “Hazardous Materials ClearancesWork”); provided, however, that if Sublandlord agrees that Subtenant shall not be required to remove any communications, computer tele/data cabling, AV lines or racks located in the Suite 5000 Premises (collectively, the “Cabling Removal Work”). Master Landlord, by signing this First Amendment below or pursuant to a separate written consent, hereby agrees that Sublandlord’s restoration or repair obligations with respect to the Suite 5000 Premises shall be limited to the Subtenant Suite 5000 Restoration Work (with the exception of the Cabling Removal Work which shall remain Sublandlord’s responsibility) and agrees that Sublandlord will have no obligation to perform (or pay for) the restoration, repair or restoration removal of any improvements located in the Suite 5000 Premises is not substantially complete as of the end of the Maximum Restoration Period or, if longer, the Restoration Period, Landlord may, in its sole and absolute discretion, elect not to proceed with such repair and restoration, or Tenant may by written notice to Landlord delivered within 5 business days of the expiration of the Maximum Restoration Period orMaster Lease other than the Cabling Removal Work. Further, if longer, the Restoration Period, elect to terminate this Lease, in which event Landlord shall be relieved as a consequence of its obligation to make such repairs or restoration and this Lease shall terminate as of the date that is 75 days after the later of: (i) discovery of such damage or destruction, or (ii) the date all required Hazardous Materials Clearances are obtained, but Landlord shall retain any Rent paid and the right to any Rent payable by Tenant prior to such election by Landlord or Tenant. Tenant, at its expense, shall promptly perform, subject to delays arising from the collection of insurance proceeds, from Force Majeure (as defined in Section 34) events or to obtain Hazardous Material Clearances, all repairs or restoration not required to be done by Master Landlord and shall promptly re-enter the Premises and commence doing business in accordance with this Lease. Notwithstanding the foregoing, either Landlord or Tenant may terminate this Lease upon written notice to the other if the Premises are damaged during the last year of the Term and Landlord reasonably estimates that it will take more than 2 months to repair such damage; provided, however, that such notice is delivered within 10 business days after the date that Landlord provides Tenant with written notice of the estimated Restoration Period. Landlord shall also have the right to terminate this Lease if insurance proceeds are not available for such restoration. Rent shall be abated from the date all required Hazardous Material Clearances are obtained until the Premises are repaired and restored, in the proportion which the area of the Premises, if any, which is not usable by Tenant bears to the total area of the Premises, unless Landlord provides Tenant with other space during the period of repair that is suitable for the temporary conduct of Tenant’s business. Such abatement shall be the sole remedy of Tenant, and except as provided in this Section 18, Tenant waives any right to terminate the Lease by reason of damage or casualty loss. The provisions of this Lease, including this Section 18, constitute an express agreement between Landlord and Tenant Subtenant having entered into a direct lease with respect to any and all damage to, or destruction of, all or any part of the Suite 3400 Premises, Master Landlord agrees that Sublandlord is relieved of any restoration or any other portion of the Project, and any statute or regulation which is now or may hereafter be in effect shall have no application to this Lease or any damage or destruction to all or any part of the Premises or any other portion of the Project, the parties hereto expressly agreeing that this Section 18 sets forth their entire understanding and agreement repair obligation with respect to the Suite 3400 Premises, and Subtenant shall be responsible for any restoration or repair obligation with respect to the Suite 3400 Premises as may be set forth in such matters.direct lease. Moreover, Xxxxxxxxxxx agrees that Subtenant is relieved of any restoration or repair obligation with respect to the Suite 3400 Premises pursuant to the terms of the Sublease. 807676.01/WLA888888-00912/11.10.22/ejs/ejs SUBLEASE EXTENSION AMENDMENTChina Basin Landing[Dropbox/Lyft] 08274\001\9305170.v4

Restoration. If, at any time during (a) If the Term, the Project Premises or the Premises Building or a part thereof are materially damaged or destroyed by a fire any fire, flood, earthquake or other insured casualty, Landlord shall notify Tenant within 60 days after discovery of such damage as to have the amount of time Landlord reasonably estimates it will take to restore the Project or the Premises, as applicable (the “Restoration Period”). If the Restoration Period is estimated to exceed 12 months (the “Maximum Restoration Period”), Landlord may, in such notice, elect right to terminate this Lease as upon written notice to Tenant if: (i) Landlord reasonably determines that proceeds necessary to pay the full cost of repair is not available from Landlord's insurance, including without limitation earthquake insurance, plus such additional amounts Tenant elects, at its option, to contribute, excluding however the deductible (for which Tenant shall be responsible for Tenant's Share); (ii) Landlord reasonably determines that the Premises cannot, with reasonable diligence, be fully repaired by Landlord (or cannot be safely repaired because of the date that is 75 presence of hazardous factors, including without limitation Hazardous Materials, earthquake faults, and other similar dangers) within two hundred seventy (270) days after the date of discovery the damage; (iii) an uncured Event of Default by Tenant has occurred; or (iv) the material damage occurs during the final twelve (12) months of the Term. Landlord shall notify Tenant in writing ("LANDLORD'S NOTICE") within sixty (60) days after the damage occurs as to (A) whether Landlord is terminating this Lease as a result of such material damage or destruction; providedand (B) if Landlord is not terminating this Lease, howeverthe number of days within which Landlord has estimated that the Premises, with reasonable diligence, are likely to be fully repaired. In the event Landlord elects to terminate this Lease, this Lease shall terminate as of the date specified for termination by Landlord's Notice (which termination date shall in no event be later than sixty (60) days following the date of the damage, or, if no such date is specified, such termination shall be the date of Landlord's Notice). (b) If Landlord has the right to terminate this Lease pursuant to Section 11.1(a) and does not elect to so terminate this Lease, and provided that notwithstanding at the time of Landlord’s election 's Notice neither an Event of Default exists nor has Landlord delivered Tenant a notice of any failure by Tenant to restorefulfill an obligation under this Lease which, unless cured by Tenant within the applicable grace period, would constitute an Event of Default, then within ten (10) days following delivery of Landlord's Notice pursuant to Section 11.1(a), Tenant may elect to terminate this Lease by written notice to Landlord, but only if (i) Landlord's Notice specifies that Landlord delivered within 5 business days of receipt of a notice from Landlord estimating a Restoration Period for has determined that the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Leasecannot be repaired, Landlord shallwith reasonable diligence, subject to receipt of sufficient insurance proceeds within two hundred seventy (with any deductible not in excess of commercially reasonable amounts to be treated as a current Operating Expense (and the determination of whether a deductible amount is commercially reasonable shall be determined with reference to the deductible amounts then being maintained by other institutional owners of comparable projects), promptly restore the Premises (excluding the improvements installed by Tenant or by Landlord and paid for by Tenant), subject to delays arising from the collection of insurance proceeds, from Force Majeure events or as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (as defined in Section 30270) in, on or about the Premises (collectively referred to herein as “Hazardous Materials Clearances”); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period or, if longer, the Restoration Period, Landlord may, in its sole and absolute discretion, elect not to proceed with such repair and restoration, or Tenant may by written notice to Landlord delivered within 5 business days of the expiration of the Maximum Restoration Period or, if longer, the Restoration Period, elect to terminate this Lease, in which event Landlord shall be relieved of its obligation to make such repairs or restoration and this Lease shall terminate as of the date that is 75 days after the later of: (i) discovery date of such damage or destruction, or (ii) the date all required Hazardous Materials Clearances are obtained, but Landlord shall retain any Rent paid and casualty has occurred within the right to any Rent payable by Tenant prior to such election by Landlord or Tenant. Tenant, at its expense, shall promptly perform, subject to delays arising from the collection of insurance proceeds, from Force Majeure final twelve (as defined in Section 3412) events or to obtain Hazardous Material Clearances, all repairs or restoration not required to be done by Landlord and shall promptly re-enter the Premises and commence doing business in accordance with this Lease. Notwithstanding the foregoing, either Landlord or Tenant may terminate this Lease upon written notice to the other if the Premises are damaged during the last year months of the Term and Landlord reasonably estimates that it will take more than 2 months to repair such damage; provided, however, that such notice is delivered within 10 business days after the date that Landlord provides Tenant with written notice of the estimated Restoration Period. Landlord shall also have the right to terminate this Lease if insurance proceeds are not available for such restoration. Rent shall be abated from the date all required Hazardous Material Clearances are obtained until the Premises are repaired and restored, in the proportion which the area material damage has a materially adverse impact on Tenant's continued use of the Premises. If Tenant fails to provide such termination notice within such ten (10) day period, if any, which is not usable by Tenant bears to the total area of the Premises, unless Landlord provides Tenant with other space during the period of repair that is suitable for the temporary conduct of Tenant’s business. Such abatement shall be the sole remedy of Tenant, and except as provided in deemed to have waived any termination right under this Section 18, Tenant waives any right to terminate the Lease by reason of damage or casualty loss. The provisions of this Lease, including this Section 18, constitute an express agreement between Landlord and Tenant with respect to any and all damage to, or destruction of, all or any part of the Premises, 1l.1(b) or any other portion of applicable law. (c) In the Project, and any statute or regulation which is now or may hereafter be in effect shall have no application event that neither Landlord nor Tenant terminates this Lease pursuant to this Lease Section 11.1 as a result of material damage to the Building or any Premises resulting from a casualty, Landlord shall repair all material damage or destruction to all or any part of the Premises or any other portion the Building as soon as reasonably possible and this Lease shall continue in effect for the remainder of the ProjectTerm. Subject to any provision to the contrary in the Work Letter, such repair by Landlord shall include repair of material damage to the parties hereto expressly agreeing that this Section 18 sets forth their entire understanding and agreement with respect Tenant Improvements constructed pursuant to such matters.the Work Letter, so long as insurance proceeds from insurance required to be carried by Tenant are made available to Landlord. Landlord shall

Restoration. If, at any time during the Term, the Project or the Premises are damaged or destroyed by a fire or other insured casualty, Landlord Subtenant shall notify Tenant within 60 days after discovery of such damage as immediately prior to the amount expiration or sooner termination of time this Sublease, surrender the Sublet Premises in the condition required to be delivered to the Prime Landlord reasonably estimates it will take under the Prime Lease and otherwise in broom clean and good condition, normal wear and tear excepted. Any alterations, additions or improvements of any kind to restore the Project Sublet Premises or any part thereof, except Subtenant’s trade fixtures and personal property, shall be surrendered with the Sublet Premises, as applicable (a part thereof, at the “Restoration Period”). If the Restoration Period is estimated to exceed 12 months (the “Maximum Restoration Period”), Landlord may, in such notice, elect to terminate this Lease as end of the date that is 75 days after the date of discovery of such damage or destructionSublease Term; provided, however, that, if Prime Landlord requires that notwithstanding Landlord’s election Sublandlord remove any alterations, improvements or additions made by Subtenant, Sublandlord may require Subtenant to restore, Tenant may elect remove such alterations or additions and to terminate this Lease by written notice to Landlord delivered within 5 business days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease, Landlord shall, subject to receipt of sufficient insurance proceeds (with repair any deductible not in excess of commercially reasonable amounts to be treated as a current Operating Expense (and the determination of whether a deductible amount is commercially reasonable shall be determined with reference damage to the deductible amounts then being maintained Sublet Premises caused by other institutional owners such removal, all at Subtenant’s sole expense. In the event of comparable projects)termination of this Sublease in any manner whatsoever, promptly restore the Premises (excluding the improvements installed by Tenant or by Landlord Subtenant shall forthwith remove Subtenant's goods and paid for by Tenant), subject to delays arising from the collection of insurance proceeds, from Force Majeure events or as needed to obtain any license, clearance or other authorization effects and those of any kind required other persons claiming under Subtenant or subtenancies assigned to enter into it, and restore quit and deliver the Sublet Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (as defined in Section 30) in, on or about the Premises (collectively referred to herein as “Hazardous Materials Clearances”); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period or, if longer, the Restoration Period, Landlord may, in its sole and absolute discretion, elect not to proceed with such repair and restoration, or Tenant may by written notice to Landlord delivered within 5 business days of the expiration of the Maximum Restoration Period or, if longer, the Restoration Period, elect to terminate this Lease, in which event Landlord shall be relieved of its obligation to make such repairs or restoration and this Lease shall terminate as of the date that is 75 days after the later of: (i) discovery of such damage or destruction, or (ii) the date all required Hazardous Materials Clearances are obtained, but Landlord shall retain any Rent paid and the right to any Rent payable by Tenant prior to such election by Landlord or Tenant. Tenant, at its expense, shall promptly perform, subject to delays arising from the collection of insurance proceeds, from Force Majeure (as defined in Section 34) events or to obtain Hazardous Material Clearances, all repairs or restoration not required to be done by Landlord and shall promptly re-enter the Premises and commence doing business in accordance with this Lease. Notwithstanding the foregoing, either Landlord or Tenant may terminate this Lease upon written notice to the other if the Premises are damaged during the last year Sublandlord peaceably and quietly. Goods and effects not removed by Subtenant after termination of the Term and Landlord reasonably estimates that it will take more than 2 months to repair such damage; provided, however, that such notice is delivered this Sublease (or within 10 business days forty-eight (48) hours after the date that Landlord provides Tenant with written notice of the estimated Restoration Period. Landlord shall also have the right to terminate this Lease if insurance proceeds are not available for such restoration. Rent shall be abated from the date all required Hazardous Material Clearances are obtained until the Premises are repaired and restored, in the proportion which the area of the Premises, if any, which is not usable by Tenant bears to the total area of the Premises, unless Landlord provides Tenant with other space during the period of repair that is suitable for the temporary conduct of Tenant’s business. Such abatement shall be the sole remedy of Tenant, and except as provided in this Section 18, Tenant waives any right to terminate the Lease a termination by reason of damage Subtenant's default) shall be considered abandoned. Sublandlord will provide Subtenant notice of right to reclaim abandoned property pursuant to applicable local law and may thereafter dispose of the same as it deems expedient, including storage in a public warehouse or casualty loss. The provisions elsewhere at the cost and for the account of Subtenant, but Subtenant shall promptly upon demand reimburse Sublandlord for any expenses reasonably incurred by Sublandlord in connection therewith, which obligation shall survive the termination or expiration of this Lease, including this Section 18, constitute an express agreement between Landlord and Tenant with respect to any and all damage to, or destruction of, all or any part of the Premises, or any other portion of the Project, and any statute or regulation which is now or may hereafter be in effect shall have no application to this Lease or any damage or destruction to all or any part of the Premises or any other portion of the Project, the parties hereto expressly agreeing that this Section 18 sets forth their entire understanding and agreement with respect to such mattersSublease.

Restoration. If, at any time during (a) If the Term, the Project or Building of which the Premises are damaged or destroyed by a fire or other insured casualtypart is damaged, Landlord shall notify Tenant within 60 days after discovery of such repair that damage as to the amount of time soon as reasonably possible, at its expense, unless: (i) Landlord reasonably estimates it will take determines that the cost of repair is not covered by Landlord's fire and extended coverage insurance plus such additional amounts Tenant elects, at its option, to restore contribute, excluding however the Project deductible (for which Tenant shall be responsible for Tenant's Share); (ii) Landlord reasonably determines that the Premises cannot, with reasonable diligence, be fully repaired by Landlord (or the Premises, as applicable (the “Restoration Period”). If the Restoration Period is estimated to exceed 12 months (the “Maximum Restoration Period”), Landlord may, in such notice, elect to terminate this Lease as cannot be safely repaired because of the date that is 75 presence of hazardous factors, including, without limitation, Hazardous Materials, earthquake faults, and other similar dangers) within two hundred seventy (270) days after the date of discovery the damage; (iii) an event of default by Tenant has occurred and is continuing at the time of such damage; or (iv) the damage occurs during the final twelve (12) months of the Term. Should Landlord elect not to repair the damage for one of the preceding reasons, Landlord shall so notify Tenant in writing within sixty (60) days after the damage occurs and this Lease shall terminate as of the date of that notice. (b) Unless Landlord elects to terminate this Lease in accordance with subsection (a) above, this Lease shall continue in effect for the remainder of the Term; provided that so long as Tenant is not in default under this Lease, if the damage is so extensive that Landlord reasonably determines that the Premises cannot, with reasonable diligence, be repaired by Landlord (or destruction; providedcannot be safely repaired because of the presence of hazardous factors, howeverearthquake faults, that notwithstanding Landlord’s election and other similar dangers) so as to restoreallow Tenant's substantial use and enjoyment of the Premises within two hundred seventy (270) days after the date of damage, then Tenant may elect to terminate this Lease by written notice to Landlord delivered within 5 business days the sixty (60) day period stated in subsection (a). (c) Commencing on the date of receipt any damage to the Building, and ending on the sooner of a notice from Landlord estimating a Restoration Period for the Premises longer than date the Maximum Restoration Period. Unless either Landlord damage is repaired or Tenant so elects to terminate the date this LeaseLease is terminated, Landlord shall, subject to receipt of sufficient insurance proceeds (with any deductible not in excess of commercially reasonable amounts the rental to be treated as a current Operating Expense (and the determination of whether a deductible amount is commercially reasonable paid under this Lease shall be determined with reference to abated in the deductible amounts then being maintained by other institutional owners of comparable projects), promptly restore same proportion that the Premises (excluding the improvements installed by Tenant or by Landlord and paid for by Tenant), subject to delays arising from the collection of insurance proceeds, from Force Majeure events or as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (as defined in Section 30) in, on or about the Premises (collectively referred to herein as “Hazardous Materials Clearances”); provided, however, that if repair or restoration floor area of the Premises is not substantially complete as of the end of the Maximum Restoration Period or, if longer, the Restoration Period, Landlord may, in its sole and absolute discretion, elect not to proceed with such repair and restoration, or Tenant may by written notice to Landlord delivered within 5 business days of the expiration of the Maximum Restoration Period or, if longer, the Restoration Period, elect to terminate this Lease, in which event Landlord shall be relieved of its obligation to make such repairs or restoration and this Lease shall terminate as of the date that is 75 days after rendered unusable by the later of: (i) discovery of such damage or destruction, or (ii) the date all required Hazardous Materials Clearances are obtained, but Landlord shall retain any Rent paid and the right from time to any Rent payable by Tenant prior to such election by Landlord or Tenant. Tenant, at its expense, shall promptly perform, subject to delays arising from the collection of insurance proceeds, from Force Majeure (as defined in Section 34) events or to obtain Hazardous Material Clearances, all repairs or restoration not required to be done by Landlord and shall promptly re-enter the Premises and commence doing business in accordance with this Lease. Notwithstanding the foregoing, either Landlord or Tenant may terminate this Lease upon written notice time bears to the other if the Premises are damaged during the last year of the Term and Landlord reasonably estimates that it will take more than 2 months to repair such damage; provided, however, that such notice is delivered within 10 business days after the date that Landlord provides Tenant with written notice of the estimated Restoration Period. Landlord shall also have the right to terminate this Lease if insurance proceeds are not available for such restoration. Rent shall be abated from the date all required Hazardous Material Clearances are obtained until the Premises are repaired and restored, in the proportion which the total floor area of the Premises, if any, which is not usable by Tenant bears but only to the total area extent that any business interruption insurance proceeds are received by Landlord therefor from Tenant's insurance described in Exhibit D. (d) Notwithstanding the provisions of subsections (a), (b) and (c) of this Section, and subject to the Premisesprovisions of Section 10.5 above, unless Landlord provides Tenant with other space during the period cost of repair that is suitable for the temporary conduct of Tenant’s business. Such abatement any repairs shall be the sole remedy of borne by Tenant, and except as provided in this Section 18Tenant shall not be entitled to rental abatement or termination rights, if the damage is due to the fault or neglect of Tenant waives any right to terminate or its employees, subtenants, invitees or representatives. In addition, the Lease by reason of damage or casualty loss. The provisions of this Section shall not be deemed to require Landlord to repair any improvements or fixtures that Tenant is obligated to repair or insure pursuant to any other provision of this Lease. (e) Tenant shall fully cooperate with Landlord in removing Tenant's personal property and any debris from the Premises to facilitate all inspections of the Premises and the making of any repairs. Notwithstanding anything to the contrary contained in this Lease, including this Section 18, constitute an express agreement between if Landlord and Tenant with respect in good faith believes there is a risk of injury to any and all persons or damage to, to property from entry into the Building or destruction of, all or any part of the Premises, or any other portion of the Project, and any statute or regulation which is now or may hereafter be in effect shall have no application to this Lease or Premises following any damage or destruction thereto, Landlord may restrict entry into the Building or the Premises by Tenant, its employees, agents and contractors in a non-discriminatory manner, without being deemed to have violated Tenant's rights of quiet enjoyment to, or made an unlawful detainer of, or evicted Tenant from, the Premises. Upon request, Landlord shall consult with Tenant to determine if there are safe methods of entry into the Building or the Premises solely in order to allow Tenant to retrieve files, data in computers, and necessary inventory, subject however to all or indemnities and waivers of liability from Tenant to Landlord contained in this Lease and any part additional indemnities and waivers of the Premises or any other portion of the Project, the parties hereto expressly agreeing that this Section 18 sets forth their entire understanding and agreement with respect to such mattersliability which Landlord may require.

Restoration. If, at any time during (a) If the Term, the Project or Building of which the Premises are a part is damaged as the result of an event of casualty, Landlord shall repair that damage as soon as reasonably possible unless: ( i) Landlord reasonably determines that the cost of repair would exceed ten percent (1O%) of the full replacement cost of the Building ("Replacement Cost") and the damage is not covered by Landlord's fire and extended coverage insurance (or destroyed by a fire normal extended coverage policy should Landlord fail to carry that insurance); or other insured casualty( ii) Landlord reasonably determines that the cost of repair would exceed twenty-five percent (25%) of the Replacement Cost, or (iii) Landlord reasonably determines that the cost of repair would exceed ten percent (10%) of the Replacement Cost and the damage occurs during the final twelve (12) months of the Term. Should Landlord elect not to repair the damage for one of the preceding reasons, Landlord shall so notify Tenant in the "Casualty Notice" (as defined below), and this Lease shall terminate as of the date of delivery of that notice. (b) As soon as reasonably practicable following the casualty event but not later than sixty (60) days thereafter, Landlord shall notify Tenant within 60 in writing ("Casualty Notice") of Landlord's election, if applicable, to terminate this Lease. If this Lease is not so terminated, the Casualty Notice shall set forth the anticipated period for repairing the casualty damage. If the anticipated repair period exceeds two hundred seventy (270) days after discovery of such and if the damage is so extensive as to the amount reasonably prevent Tenant's substantial use and enjoyment of time Landlord reasonably estimates it will take to restore the Project or the Premises, as applicable (the “Restoration Period”). If the Restoration Period is estimated to exceed 12 months (the “Maximum Restoration Period”), Landlord may, in such notice, elect to terminate this Lease as of the date that is 75 days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord’s election to restore, then Tenant may elect to terminate this Lease by written notice to Landlord delivered within 5 business ten (10) days following delivery of receipt of a notice from Landlord estimating a Restoration Period the Casualty Notice. (c) To the extent and for the Premises longer than period that Landlord is entitled to reimbursement from the Maximum Restoration Period. Unless either proceeds of rental interruption insurance carried by Landlord or Tenant so elects to terminate this Leaseas part of Operating Expenses, Landlord shall, subject to receipt of sufficient insurance proceeds (with any deductible not in excess of commercially reasonable amounts the rental to be treated as a current Operating Expense (and the determination of whether a deductible amount is commercially reasonable paid under this Lease shall be determined with reference to abated in the deductible amounts then being maintained by other institutional owners of comparable projects), promptly restore same proportion that the Premises (excluding the improvements installed by Tenant or by Landlord and paid for by Tenant), subject to delays arising from the collection of insurance proceeds, from Force Majeure events or as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (as defined in Section 30) in, on or about the Premises (collectively referred to herein as “Hazardous Materials Clearances”); provided, however, that if repair or restoration floor area of the Premises is not substantially complete as of the end of the Maximum Restoration Period or, if longer, the Restoration Period, Landlord may, in its sole and absolute discretion, elect not to proceed with such repair and restoration, or Tenant may by written notice to Landlord delivered within 5 business days of the expiration of the Maximum Restoration Period or, if longer, the Restoration Period, elect to terminate this Lease, in which event Landlord shall be relieved of its obligation to make such repairs or restoration and this Lease shall terminate as of the date that is 75 days after rendered unusable by the later of: (i) discovery of such damage or destruction, or (ii) the date all required Hazardous Materials Clearances are obtained, but Landlord shall retain any Rent paid and the right from time to any Rent payable by Tenant prior to such election by Landlord or Tenant. Tenant, at its expense, shall promptly perform, subject to delays arising from the collection of insurance proceeds, from Force Majeure (as defined in Section 34) events or to obtain Hazardous Material Clearances, all repairs or restoration not required to be done by Landlord and shall promptly re-enter the Premises and commence doing business in accordance with this Lease. Notwithstanding the foregoing, either Landlord or Tenant may terminate this Lease upon written notice time bears to the other if the Premises are damaged during the last year of the Term and Landlord reasonably estimates that it will take more than 2 months to repair such damage; provided, however, that such notice is delivered within 10 business days after the date that Landlord provides Tenant with written notice of the estimated Restoration Period. Landlord shall also have the right to terminate this Lease if insurance proceeds are not available for such restoration. Rent shall be abated from the date all required Hazardous Material Clearances are obtained until the Premises are repaired and restored, in the proportion which the total floor area of the Premises. (d) Notwithstanding the provisions of subsections (a), if any(b) and (c) of this Section, which is not usable by Tenant bears to the total area cost of the Premises, unless Landlord provides Tenant with other space during the period of repair that is suitable for the temporary conduct of Tenant’s business. Such abatement any repairs shall be the sole remedy of borne by Tenant, and except as provided in this Section 18Tenant shall not be entitled to rental abatement or termination rights, if the damage is due to the fault or neglect of Tenant waives any right to terminate or its employees, subtenants, invitees or representatives. In addition, the Lease by reason of damage or casualty loss. The provisions of this Lease, including this Section 18, constitute an express agreement between shall not be deemed to require Landlord and to repair any improvements or fixtures that Tenant with respect is obligated to repair or insure pursuant to any and all damage to, or destruction of, all or any part other provision of the Premises, or any other portion of the Project, and any statute or regulation which is now or may hereafter be in effect shall have no application to this Lease or any damage or destruction to all or any part of the Premises or any other portion of the Project, the parties hereto expressly agreeing that this Section 18 sets forth their entire understanding and agreement with respect to such mattersLease.

Restoration. If, at any time during (a) If the Term, the Project or Building of which the Premises are a part is damaged as the result of an event of casualty, then subject to the provisions below, Landlord shall repair that damage as soon as reasonably possible unless: (i) Landlord reasonably determines that the cost of repair would exceed ten percent (10%) of the full replacement cost of the Building ("Replacement Cost") and the damage is not covered by Landlord's fire and extended coverage insurance (or destroyed by a fire normal extended coverage policy should Landlord fail to carry that insurance); or other insured casualty(ii) Landlord reasonably determines that the cost of repair would exceed twenty-five percent (25%) of the Replacement Cost; or (iii) Landlord reasonably determines that the cost of repair would exceed ten percent (10%) of the Replacement Cost and the damage occurs during the final twelve (12) months of the Term. Should Landlord elect not to repair the damage for one of the preceding reasons, Landlord shall so notify Tenant in the "Casualty Notice" (as defined below), and this Lease shall terminate as of the date of delivery of that notice. (b) As soon as reasonably practicable following the casualty event but not later than sixty (60) days thereafter, Landlord shall notify Tenant within 60 in writing ("Casualty Notice") of Landlord's election, if applicable, to terminate this Lease. If this Lease is not so terminated, the Casualty Notice shall set forth the anticipated period for repairing the casualty damage. If the anticipated repair period exceeds two hundred seventy (270) days after discovery of such and if the damage is so extensive as to the amount reasonably prevent Tenant's substantial use and enjoyment of time Landlord reasonably estimates it will take to restore the Project or the Premises, as applicable (the “Restoration Period”). If the Restoration Period is estimated to exceed 12 months (the “Maximum Restoration Period”), Landlord may, in such notice, elect to terminate this Lease as of the date that is 75 days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord’s election to restore, then Tenant may elect to terminate this Lease by written notice to Landlord delivered within 5 ten (10) days following delivery of the Casualty Notice. (c) From and after the sixth (6th) business days of receipt of a notice from Landlord estimating a Restoration Period for day following the Premises longer than casualty event, the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease, Landlord shall, subject to receipt of sufficient insurance proceeds (with any deductible not in excess of commercially reasonable amounts rental to be treated as a current Operating Expense (and the determination of whether a deductible amount is commercially reasonable paid under this Lease shall be determined with reference to abated in the deductible amounts then being maintained by other institutional owners of comparable projects), promptly restore same proportion that the Premises (excluding the improvements installed by Tenant or by Landlord and paid for by Tenant), subject to delays arising from the collection of insurance proceeds, from Force Majeure events or as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (as defined in Section 30) in, on or about the Premises (collectively referred to herein as “Hazardous Materials Clearances”); provided, however, that if repair or restoration floor area of the Premises is not substantially complete as of the end of the Maximum Restoration Period or, if longer, the Restoration Period, Landlord may, in its sole and absolute discretion, elect not to proceed with such repair and restoration, or Tenant may by written notice to Landlord delivered within 5 business days of the expiration of the Maximum Restoration Period or, if longer, the Restoration Period, elect to terminate this Lease, in which event Landlord shall be relieved of its obligation to make such repairs or restoration and this Lease shall terminate as of the date that is 75 days after rendered unusable by the later of: (i) discovery of such damage or destruction, or (ii) the date all required Hazardous Materials Clearances are obtained, but Landlord shall retain any Rent paid and the right from time to any Rent payable by Tenant prior to such election by Landlord or Tenant. Tenant, at its expense, shall promptly perform, subject to delays arising from the collection of insurance proceeds, from Force Majeure (as defined in Section 34) events or to obtain Hazardous Material Clearances, all repairs or restoration not required to be done by Landlord and shall promptly re-enter the Premises and commence doing business in accordance with this Lease. Notwithstanding the foregoing, either Landlord or Tenant may terminate this Lease upon written notice time bears to the other if the Premises are damaged during the last year of the Term and Landlord reasonably estimates that it will take more than 2 months to repair such damage; provided, however, that such notice is delivered within 10 business days after the date that Landlord provides Tenant with written notice of the estimated Restoration Period. Landlord shall also have the right to terminate this Lease if insurance proceeds are not available for such restoration. Rent shall be abated from the date all required Hazardous Material Clearances are obtained until the Premises are repaired and restored, in the proportion which the total floor area of the Premises. (d) Notwithstanding the provisions of subsections (a), if any(b) and (c) of this Section, which is not usable by Tenant bears but subject to Section 10.5, the total area cost of the Premises, unless Landlord provides Tenant with other space during the period of repair that is suitable for the temporary conduct of Tenant’s business. Such abatement any repairs shall be the sole remedy of borne by Tenant, and except as provided in this Section 18Tenant shall not be entitled to rental abatement or termination rights, if the damage is due to the fault or neglect of Tenant waives any right to terminate or its employees, subtenants, contractors, invitees or representatives. In addition, the Lease by reason of damage or casualty loss. The provisions of this LeaseSection shall not be deemed to require Landlord to repair any Tenant Installations, including this Section 18, constitute an express agreement between Landlord fixtures and other items that Tenant with respect is obligated to any and all damage to, or destruction of, all or any part of the Premises, insure pursuant to Exhibit D or any other portion provision of the Project, and any statute or regulation which is now or may hereafter be in effect shall have no application to this Lease or any damage or destruction to all or any part of the Premises or any other portion of the Project, the parties hereto expressly agreeing that this Section 18 sets forth their entire understanding and agreement with respect to such mattersLease.

Restoration. If, at any time during If the TermPremises, the Project Building or the Parking Deck, as the case may be, is damaged by fire or other casualty to the extent of less than twenty percent (20%) of the value thereof in the reasonable opinion of Landlord, then Landlord shall, except as otherwise provided herein, proceed with diligence to rebuild and restore the Parking Deck, the Building and/or the Premises (exclusive of Tenant’s property and improvements or alterations that are the property of Tenant), as the case may be, substantially to the condition thereof existing immediately prior to such damage or destruction. Excluded from Landlord’s obligation to rebuild or restore shall be Tenant’s personal property, equipment, furniture, trade fixtures, unapproved alterations or other improvements that were not part of the Premises upon the Commencement Date or alterations approved by Landlord after the Commencement Date. Notwithstanding the foregoing, if by reason of such casualty, (i) the Parking Deck, the Building and/or the Premises are damaged in whole or destroyed in part as a result of a risk which is not covered by insurance policies in force and carried by Landlord; or (ii) Landlord’s lender(s) shall not permit a sufficient amount of the insurance proceeds to be used for restoration purposes; or (iii) the Parking Deck, the Office Lease Page 23 Building and/or the Premises are damaged during the final twelve (12) calendar months of the Term (including any properly exercised extensions and renewals, if any); or (iv) Landlord does not reasonably believe that such restoration or repair can be completed within one hundred eighty (180) days of the date of such fire or other insured casualty, then in any event, Landlord may terminate this Lease by written notice of termination given to Tenant within thirty (30) days after the date of such fire or other casualty, and, unless the reason to terminate was that the casualty occurred during the final twelve (12) calendar months of the Term and within fourteen (14) days of the date of Landlord’s notice Tenant elects to exercise an Extension Option (if Tenant is otherwise entitled to exercise it), then this Lease shall terminate. If such termination notice is not given by Landlord within said thirty (30) day period, or if the termination notice is given and reversed by Tenant’s exercise of an Extension Option as provided in the preceding sentence, then Landlord shall repair and restore the Parking Deck, the Building and/or the Premises as provided above. At any time after a casualty event, if Landlord is obligated to, or has elected to, complete restoration for purposes of this Article 15, but Landlord determines that there may be insufficient insurance proceeds to complete such restoration, for whatever reason (whether due to the cause of the damage or destruction being an uninsured risk, to Landlord’s lender not permitting a sufficient amount of the insurance proceeds to be used for restoration purposes, to the insufficiency of proceeds after paying the costs of claiming and collecting the proceeds or for other reasons), Landlord shall notify Tenant within 60 days after discovery immediately of such damage as insufficiency of insurance proceeds, and whether the insufficiency will cause any portion of the Premises to not be restored (excluding Tenant’s property and improvements or alterations that are the amount property of time Landlord reasonably estimates it will take to restore the Project or the Premises, as applicable Tenant) (the a “Restoration PeriodNotice of Insufficiency”). If the Restoration Period is estimated to exceed 12 months (the “Maximum Restoration Period”)Tenant receives a Notice of Insufficiency, Landlord may, in such notice, elect to terminate this Lease as which projects that some portion of the date that is 75 days after Premises will not be substantially restored, and such failure to substantially restore would not permit Tenant to carry on its business to substantially the date of discovery of same extent and with substantially the same effectiveness as before such damage or destruction; provided, however, that notwithstanding Landlord’s election to restore, then Tenant may elect shall have a period of fifteen (15) business days after receipt of a Notice of Insufficiency to terminate this Lease by written notice to Landlord delivered within 5 business days Landlord. If Tenant receives a Notice of receipt Insufficiency, which projects that the insufficient proceeds will not impair a full restoration of a notice from Landlord estimating a Restoration Period for the Premises longer than (excluding Tenant’s property and improvements or alterations that are the Maximum Restoration Period. Unless either Landlord or property of Tenant), then Tenant so elects shall not have a right to terminate this Lease, and Landlord shallshall carry out and complete its restoration of the damage and destruction, subject and its obligation to receipt of sufficient insurance proceeds (with any deductible not in excess of commercially reasonable amounts to be treated as a current Operating Expense (and the determination of whether a deductible amount is commercially reasonable shall be determined with reference to the deductible amounts then being maintained by other institutional owners of comparable projects), promptly restore the Premises (excluding the improvements installed by Tenant or by Landlord and paid for by Tenant), shall not be subject to delays arising from the collection any insufficiency of insurance proceeds. In addition, from Force Majeure events or as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (as defined in Section 30) in, on or about the Premises (collectively referred to herein as “Hazardous Materials Clearances”); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period or, if longer, the Restoration Period, Landlord may, in its sole and absolute discretion, elect not to proceed with such repair and restoration, or Tenant may also terminate this Lease, by written notice to Landlord delivered at any time between the 181st and 195th day (exclusive of Force Majeure Delay and Tenant Delay) after the occurrence of any such fire or other casualty if Landlord shall fail to complete the rebuilding and restoration of the Parking Deck, the Building and/or the Premises such that a certificate of occupancy (temporary or final) shall not have been issued within 5 business 180 days of such fire or other casualty, exclusive of Force Majeure Delay and Tenant Delay. Termination of this Lease by Tenant shall be Tenant’s sole remedy for Landlord’s failure to rebuild or restore the expiration of the Maximum Restoration Period or, if longerPremises, the Restoration Period, elect to terminate Building and/or the Parking Deck under this Lease, in which event Landlord shall be relieved Section 15.02. Upon any termination of its obligation to make such repairs or restoration and this Lease under this Section 15.02, Tenant’s liability for Rent and other charges reserved hereunder shall terminate cease as of the effective date that is 75 days after the later of: (i) discovery of such damage or destruction, or (ii) the date all required Hazardous Materials Clearances are obtained, but Landlord shall retain any Rent paid and the right to any Rent payable by Tenant prior to such election by Landlord or Tenant. Tenant, at its expense, shall promptly perform, subject to delays arising from the collection of insurance proceeds, from Force Majeure (as defined in Section 34) events or to obtain Hazardous Material Clearances, all repairs or restoration not required to be done by Landlord and shall promptly re-enter the Premises and commence doing business in accordance with this Lease. Notwithstanding the foregoing, either Landlord or Tenant may terminate this Lease upon written notice to the other if the Premises are damaged during the last year of the Term and Landlord reasonably estimates that it will take more than 2 months to repair such damage; provided, however, that such notice is delivered within 10 business days after the date that Landlord provides Tenant with written notice of the estimated Restoration Period. Landlord shall also have the right to terminate this Lease if insurance proceeds are not available for such restoration. Rent shall be abated from the date all required Hazardous Material Clearances are obtained until the Premises are repaired and restored, in the proportion which the area of the Premises, if any, which is not usable by Tenant bears to the total area of the Premises, unless Landlord provides Tenant with other space during the period of repair that is suitable for the temporary conduct of Tenant’s business. Such abatement shall be the sole remedy of Tenant, and except as provided in this Section 18, Tenant waives any right to terminate the Lease by reason of damage or casualty loss. The provisions termination of this Lease, including this Section 18, constitute an express agreement between Landlord and Tenant with respect to any and all damage to, or destruction of, all or any part of the Premises, or any other portion of the Project, and any statute or regulation which is now or may hereafter be in effect shall have no application to this Lease or any damage or destruction to all or any part of the Premises or any other portion of the Project, the parties hereto expressly agreeing that this Section 18 sets forth their entire understanding and agreement with respect to such matters.

Restoration. If(a) If the total Proceeds for any Destruction Event are $750,000.00 or less and Lender elects or is obligated by Law or under this Article to make the Proceeds available for Restoration, Lender will disburse to Borrower the entire amount received by Xxxxxx and Borrower will commence Restoration promptly after the Destruction Event and complete Restoration not later than the Restoration Completion Date. (b) If the Proceeds for any Destruction Event exceed $750,000.00 and Lender elects or is obligated by Law or under this Article to make the Proceeds available for Restoration, Lender will disburse the Proceeds and any Additional funds (the “Restoration Funds”) upon Borrower’s request as Restoration progresses, generally in accordance with normal construction lending practices for disbursing funds for construction costs, provided that the following conditions are met: (i) Borrower commences Restoration promptly after the Destruction Event and completes Restoration on or before the Restoration Completion Date; (ii) if Lender requests, Xxxxxxxx delivers to Lender prior to commencing Restoration, for Xxxxxx’s approval, plans and specifications and a detailed budget for the Restoration; (iii) Borrower delivers to Lender satisfactory evidence of the costs of Restoration incurred prior to the date of the request, and such other documents as Lender may request including mechanics’ lien waivers and title insurance endorsements; (iv) Borrower pays all costs of Restoration whether or not the Restoration Funds are sufficient and, if at any time during Restoration, Lender determines that the Termundisbursed balance of the Restoration Funds is insufficient to complete Restoration, Borrower deposits with Lender, as part of the Project Restoration Funds, an amount equal to the deficiency within 30 days of receiving notice of the deficiency from Lender, and (v) there is no default under the Loan Documents at the time Borrower requests funds or at the Premises are damaged time Lender disburses funds. (c) If an Event of Default occurs at any time after the Destruction Event, then Lender will have no further obligation to make any remaining Proceeds available for Restoration and may apply any remaining Proceeds without any prepayment premium as a credit against any portion of the Debt selected by Lender in its sole discretion. (d) Lender may elect at any time prior to commencement of Restoration or destroyed by a fire while work is in progress to retain, at Xxxxxxxx’s expense, an independent engineer or other insured casualtyconsultant to review the plans and specifications, Landlord shall notify Tenant within 60 days after discovery to inspect the work as it progresses and to provide reports. If any matter included in a report by the engineer or consultant is unsatisfactory to Lender, Lender may suspend disbursement of such damage as the Restoration Funds until the unsatisfactory matters contained in the report are resolved to Lender’s satisfaction. (e) If Borrower fails to commence and complete Restoration in accordance with the terms of this Article, then in addition to the amount of time Landlord reasonably estimates it will take Remedies, Lender may elect to restore the Project Improvements on Xxxxxxxx’s behalf and reimburse itself out of the Restoration Funds for costs and expenses incurred by Lender in restoring the Improvements, or Lender may apply the Premises, Restoration Funds as applicable a credit against any portion of the Debt selected by Lender in its sole discretion. (f) Lender may commingle the “Restoration Period”)Funds with its general assets and will not be liable to pay any interest or other return on the Restoration Funds unless otherwise required by Law. Lender will not hold any Restoration Funds in trust. If the Restoration Period is estimated Funds are equal to exceed 12 months or greater than Five Million Dollars (the “Maximum Restoration Period”$5,000,000), Landlord mayLender will deposit the Restoration Funds with a depositary satisfactory to Lender under a disbursement and security agreement satisfactory to Lender which shall provide that interest will accrue on such deposit. (g) Borrower will pay all of Xxxxxx’s expenses incurred in connection with a Destruction Event or Restoration. If Xxxxxxxx fails to do so, then in such noticeaddition to the Remedies, elect Xxxxxx may from time to terminate this Lease as time reimburse itself out of the date that is 75 days Restoration Funds. (h) If any excess Proceeds remains after the date of discovery of such damage or destruction; providedRestoration, however, that notwithstanding Landlord’s election to restore, Tenant Lender may elect to terminate this Lease by written notice to Landlord delivered within 5 business days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease, Landlord shall, subject to receipt of sufficient insurance proceeds (with any deductible not in excess of commercially reasonable amounts to be treated as a current Operating Expense (and the determination of whether a deductible amount is commercially reasonable shall be determined with reference to the deductible amounts then being maintained by other institutional owners of comparable projects), promptly restore the Premises (excluding the improvements installed by Tenant or by Landlord and paid for by Tenant), subject to delays arising from the collection of insurance proceeds, from Force Majeure events or as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (as defined in Section 30) in, on or about the Premises (collectively referred to herein as “Hazardous Materials Clearances”); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period or, if longer, the Restoration Period, Landlord mayelect, in its sole and absolute discretion, elect not discretion either to proceed with such repair and restoration, or Tenant may by written notice to Landlord delivered within 5 business days of apply the expiration of the Maximum Restoration Period or, if longer, the Restoration Period, elect to terminate this Lease, in which event Landlord shall be relieved of its obligation to make such repairs or restoration and this Lease shall terminate excess as of the date that is 75 days after the later of: (i) discovery of such damage or destruction, or (ii) the date all required Hazardous Materials Clearances are obtained, but Landlord shall retain a credit against any Rent paid and the right to any Rent payable by Tenant prior to such election by Landlord or Tenant. Tenant, at its expense, shall promptly perform, subject to delays arising from the collection of insurance proceeds, from Force Majeure (as defined in Section 34) events or to obtain Hazardous Material Clearances, all repairs or restoration not required to be done by Landlord and shall promptly re-enter the Premises and commence doing business in accordance with this Lease. Notwithstanding the foregoing, either Landlord or Tenant may terminate this Lease upon written notice to the other if the Premises are damaged during the last year of the Term and Landlord reasonably estimates that it will take more than 2 months to repair such damage; provided, however, that such notice is delivered within 10 business days after the date that Landlord provides Tenant with written notice of the estimated Restoration Period. Landlord shall also have the right to terminate this Lease if insurance proceeds are not available for such restoration. Rent shall be abated from the date all required Hazardous Material Clearances are obtained until the Premises are repaired and restored, in the proportion which the area of the Premises, if any, which is not usable by Tenant bears to the total area of the Premises, unless Landlord provides Tenant with other space during the period of repair that is suitable for the temporary conduct of Tenant’s business. Such abatement shall be the sole remedy of Tenant, and except as provided in this Section 18, Tenant waives any right to terminate the Lease by reason of damage or casualty loss. The provisions of this Lease, including this Section 18, constitute an express agreement between Landlord and Tenant with respect to any and all damage to, or destruction of, all or any part of the Premises, or any other portion of the Project, and any statute Debt as selected by Xxxxxx in its sole discretion or regulation which is now or may hereafter be in effect shall have no application to this Lease or any damage or destruction deliver the excess to all or any part of the Premises or any other portion of the Project, the parties hereto expressly agreeing that this Section 18 sets forth their entire understanding and agreement with respect to such mattersBorrower.

Restoration. If(a) If the total Proceeds for any Destruction Event are $250,000.00 or less and Lender elects or is obligated by Law or under this Article to make the Proceeds available for Restoration, Lender will disburse to Borrower the entire amount received by Xxxxxx and Borrower will commence Restoration promptly after the Destruction Event and complete Restoration not later than the Restoration Completion Date. (b) If the Proceeds for any Destruction Event exceed $250,000.00 and Lender elects or is obligated by Law or under this Article to make the Proceeds available for Restoration, Lender will disburse the Proceeds and any Additional Funds (the “Restoration Funds”) upon Borrower’s request as Restoration progresses, generally in accordance with normal construction lending practices for disbursing funds for construction costs, provided that the following conditions are met: (i) Borrower commences Restoration promptly after the Destruction Event and completes Restoration on or before the Restoration Completion Date; (ii) if Lender requests, Xxxxxxxx delivers to Lender prior to commencing Restoration, for Xxxxxx’s approval, plans and specifications and a detailed budget for the Restoration; (iii) Borrower delivers to Lender satisfactory evidence of the costs of Restoration incurred prior to the date of the request, and such other documents as Lender may request including mechanics’ lien waivers and title insurance endorsements; (iv) Borrower pays all costs of Restoration whether or not the Restoration Funds are sufficient and, if at any time during Restoration, Lender determines that the Termundisbursed balance of the Restoration Funds is insufficient to complete Restoration, Borrower deposits with Lender, as part of the Project Restoration Funds, an amount equal to the deficiency within 30 days of receiving notice of the deficiency from Lender; and (v) there is no default under the Loan Documents at the time Borrower requests funds or at the Premises are damaged time Lender disburses funds. (c) If an Event of Default occurs at any time after the Destruction Event, then Lender will have no further obligation to make any remaining Proceeds available for Restoration and may apply any remaining Proceeds as a credit against any portion of the Debt selected by Xxxxxx in its sole discretion. (d) Lender may elect at any time prior to commencement of Restoration or destroyed by a fire while work is in progress to retain, at Xxxxxxxx’s expense, an independent engineer or other insured casualtyconsultant to review the plans and specifications, Landlord shall notify Tenant within 60 days after discovery to inspect the work as it progresses and to provide reports. If any matter included in a report by the engineer or consultant is unsatisfactory to Lender, Lender may suspend disbursement of such damage as the Restoration Funds until the unsatisfactory matters contained in the report are resolved to Lender’s satisfaction. (e) If Borrower fails to commence and complete Restoration in accordance with the terms of this Article, then in addition to the amount of time Landlord reasonably estimates it will take Remedies, Lender may elect to restore the Project Improvements on Xxxxxxxx’s behalf and reimburse itself out of the Restoration Funds for costs and expenses incurred by Lender in restoring the Improvements, or Lender may apply the PremisesRestoration Funds as a credit against any portion of the Debt selected by Lender in its sole discretion (without payment of any prepayment premium or penalty) so long as no Event of Default shall then exist. (f) Lender may commingle the Restoration Funds with its general assets and will not be liable to pay any interest or other return on the Restoration Funds unless otherwise required by Law. Lender will not hold any Restoration Funds in trust. So long as no Event of Default shall have occurred and be continuing and so long as Borrower pays all costs and expenses of preparing and negotiating a pledge and security agreement acceptable to Lender, as applicable and the fees and expenses of the depositary, Lender will deposit the Restoration Funds with a depositary satisfactory to Lender under a disbursement and security agreement satisfactory to Lender to be held by the depositary in an interest-bearing account. (the “Restoration Period”)g) Borrower will pay all of Xxxxxx’s expenses incurred in connection with a Destruction Event or Restoration. If Xxxxxxxx fails to do so, then in addition to the Remedies, Xxxxxx may from time to time reimburse itself out of the Restoration Period is estimated to exceed 12 months Funds. (the “Maximum Restoration Period”)h) If any excess Proceeds remains after Restoration, Landlord may, in such notice, elect to terminate this Lease as of the date that is 75 days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord’s election to restore, Tenant Lender may elect to terminate this Lease by written notice to Landlord delivered within 5 business days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease, Landlord shall, subject to receipt of sufficient insurance proceeds (with any deductible not in excess of commercially reasonable amounts to be treated as a current Operating Expense (and the determination of whether a deductible amount is commercially reasonable shall be determined with reference to the deductible amounts then being maintained by other institutional owners of comparable projects), promptly restore the Premises (excluding the improvements installed by Tenant or by Landlord and paid for by Tenant), subject to delays arising from the collection of insurance proceeds, from Force Majeure events or as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (as defined in Section 30) in, on or about the Premises (collectively referred to herein as “Hazardous Materials Clearances”); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period or, if longer, the Restoration Period, Landlord mayelect, in its sole and absolute discretion, elect not discretion either to proceed with such repair and restoration, or Tenant may by written notice to Landlord delivered within 5 business days of apply the expiration of the Maximum Restoration Period or, if longer, the Restoration Period, elect to terminate this Lease, in which event Landlord shall be relieved of its obligation to make such repairs or restoration and this Lease shall terminate excess as of the date that is 75 days after the later of: (i) discovery of such damage or destruction, or (ii) the date all required Hazardous Materials Clearances are obtained, but Landlord shall retain a credit against any Rent paid and the right to any Rent payable by Tenant prior to such election by Landlord or Tenant. Tenant, at its expense, shall promptly perform, subject to delays arising from the collection of insurance proceeds, from Force Majeure (as defined in Section 34) events or to obtain Hazardous Material Clearances, all repairs or restoration not required to be done by Landlord and shall promptly re-enter the Premises and commence doing business in accordance with this Lease. Notwithstanding the foregoing, either Landlord or Tenant may terminate this Lease upon written notice to the other if the Premises are damaged during the last year of the Term and Landlord reasonably estimates that it will take more than 2 months to repair such damage; provided, however, that such notice is delivered within 10 business days after the date that Landlord provides Tenant with written notice of the estimated Restoration Period. Landlord shall also have the right to terminate this Lease if insurance proceeds are not available for such restoration. Rent shall be abated from the date all required Hazardous Material Clearances are obtained until the Premises are repaired and restored, in the proportion which the area of the Premises, if any, which is not usable by Tenant bears to the total area of the Premises, unless Landlord provides Tenant with other space during the period of repair that is suitable for the temporary conduct of Tenant’s business. Such abatement shall be the sole remedy of Tenant, and except as provided in this Section 18, Tenant waives any right to terminate the Lease by reason of damage or casualty loss. The provisions of this Lease, including this Section 18, constitute an express agreement between Landlord and Tenant with respect to any and all damage to, or destruction of, all or any part of the Premises, or any other portion of the ProjectDebt as selected by Lender in its sole discretion (without payment of any prepayment premium or penalty, and any statute so long as no Event of Default shall then exist) or regulation which is now or may hereafter be in effect shall have no application to this Lease or any damage or destruction deliver the excess to all or any part of the Premises or any other portion of the Project, the parties hereto expressly agreeing that this Section 18 sets forth their entire understanding and agreement with respect to such mattersBorrower.

Restoration. If, at any time during (a) If the Term, the Project or Building of which the Premises are a part is damaged as the result of an event of casualty, then subject to the provisions below, Landlord shall repair that damage as soon as reasonably possible unless Landlord reasonably determines that: (i) the Premises have been materially damaged and there is less than 1 year of the Term remaining on the date of the casualty; (ii) any Mortgagee (defined in Section 13.1) requires that the insurance proceeds be applied to the payment of the mortgage debt; or destroyed by a fire or other insured casualty(iii) proceeds necessary to pay the full cost of the repair are not available from Landlord’s insurance, plus deductible, including without limitation earthquake insurance. Should Landlord elect not to repair the damage for one of the preceding reasons, Landlord shall so notify Tenant in the “Casualty Notice” (as defined below), and this Lease shall terminate as of the date of delivery of that notice. (b) As soon as reasonably practicable following the casualty event but not later than 60 days thereafter, Landlord shall notify Tenant within 60 in writing (“Casualty Notice”) of Landlord’s election, if applicable, to terminate this Lease. If this Lease is not so terminated, the Casualty Notice shall set forth the anticipated period for repairing the casualty damage. If the anticipated repair period exceeds 270 days after discovery or 30 days if during the last year of such the Term, and if the damage is so extensive as to the amount reasonably prevent Tenant’s substantial use and enjoyment of time Landlord reasonably estimates it will take to restore the Project or the Premises, as applicable (the “Restoration Period”). If the Restoration Period is estimated to exceed 12 months (the “Maximum Restoration Period”), Landlord may, in such notice, elect to terminate this Lease as of the date that is 75 days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord’s election to restore, Tenant then either party may elect to terminate this Lease by written notice to the other within 10 days following delivery of the Casualty Notice. (c) In the event that neither Landlord delivered within 5 business days of receipt of a notice from nor Tenant terminates this Lease pursuant to Section 11.1(b), Landlord estimating a Restoration Period for shall repair all material damage to the Premises longer than or the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease, Landlord shall, subject to receipt of sufficient insurance proceeds (with any deductible not in excess of commercially reasonable amounts to be treated Building as a current Operating Expense (and the determination of whether a deductible amount is commercially reasonable shall be determined with reference to the deductible amounts then being maintained by other institutional owners of comparable projects), promptly restore the Premises (excluding the improvements installed by Tenant or by Landlord and paid for by Tenant), subject to delays arising from the collection of insurance proceeds, from Force Majeure events or soon as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (as defined in Section 30) in, on or about the Premises (collectively referred to herein as “Hazardous Materials Clearances”); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period or, if longer, the Restoration Period, Landlord may, in its sole and absolute discretion, elect not to proceed with such repair and restoration, or Tenant may by written notice to Landlord delivered within 5 business days of the expiration of the Maximum Restoration Period or, if longer, the Restoration Period, elect to terminate this Lease, in which event Landlord shall be relieved of its obligation to make such repairs or restoration reasonably possible and this Lease shall terminate as continue in effect for the remainder of the date that is 75 days after the later of: Term. Upon notice from Landlord, Tenant shall assign or endorse over to Landlord (i) discovery of such damage or destruction, or (ii) the date all required Hazardous Materials Clearances are obtained, but Landlord shall retain any Rent paid and the right to any Rent party designated by Landlord) all property insurance proceeds payable by to Tenant prior under Tenant’s insurance with respect to such election by Landlord or Tenant. Tenant, at its expense, shall promptly perform, subject to delays arising from the collection of insurance proceeds, from Force Majeure (as defined in Section 34) events or to obtain Hazardous Material Clearances, all repairs or restoration not required to be done by Landlord and shall promptly re-enter the Premises and commence doing business in accordance with this Lease. Notwithstanding the foregoing, either Landlord or any Tenant may terminate this Lease upon written notice to the other Installations; provided if the Premises are damaged during the last year of the Term and Landlord reasonably estimates that it will take more than 2 months estimated cost to repair such damage; providedTenant Installations exceeds the amount of insurance proceeds received by Landlord from Tenant’s insurance carrier, howeverthe excess cost of such repairs shall be paid by Tenant to Landlord prior to Landlord’s commencement of repairs. Within 15 days of demand, Tenant shall also pay Landlord for any additional excess costs that are determined during the performance of the repairs to such notice is delivered within 10 business days Tenant Installations. (d) From and after the date that Landlord provides Tenant with written notice of casualty event, the estimated Restoration Period. Landlord shall also have the right rental to terminate be paid under this Lease if insurance proceeds are not available for such restoration. Rent shall be abated from in the date all required Hazardous Material Clearances are obtained until same proportion that the Floor Area of the Premises are repaired and restored, in that is rendered unusable by the proportion which the area of the Premises, if any, which is not usable by Tenant damage from time to time bears to the total area Floor Area of the Premises. (e) Notwithstanding the provisions of subsections (a), unless Landlord provides Tenant with other space during (b) and (c) of this Section 11.1, but subject to Section 10.5, the period cost of repair that is suitable for the temporary conduct of Tenant’s business. Such abatement any repairs shall be the sole remedy of borne by Tenant, and except as provided in this Section 18Tenant shall not be entitled to termination rights, if the damage is due to the fault or neglect of Tenant waives any right to terminate or its employees, subtenants, contractors, invitees or representatives. In addition, the Lease by reason of damage or casualty loss. The provisions of this LeaseSection 11.1 shall not be deemed to require Landlord to repair any Tenant Installations, including this Section 18, constitute an express agreement between Landlord fixtures and other items that Tenant with respect is obligated to any and all damage to, insure pursuant to Exhibit D or destruction of, all or any part of the Premises, or under any other portion provision of the Project, and any statute or regulation which is now or may hereafter be in effect shall have no application to this Lease or any damage or destruction to all or any part of the Premises or any other portion of the Project, the parties hereto expressly agreeing that this Section 18 sets forth their entire understanding and agreement with respect to such mattersLease.

Restoration. If, (a) If at any time during the Term, the Project or Lease Term the Premises are damaged or destroyed by a fire or other insured casualty, Landlord shall notify Tenant within 60 thirty (30) days after discovery of such damage as to the amount of time Landlord reasonably estimates it will take to restore the Project or the Premises, as applicable (the “Restoration Period”). If the Restoration Period restoration time is estimated to exceed 12 months (the “Maximum Restoration Period”), Landlord may, in such notice, elect to terminate this Lease as of the date that is 75 120 days after from the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord’s election to restoreNotice, Tenant may elect to terminate this Lease by written upon notice to Landlord delivered within 5 business the other party given no later than thirty (30) days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Periodafter Landlord’s Notice. Unless either Landlord or If Tenant so elects does not elect to terminate this LeaseLease or if Landlord estimates that restoration will take 120 days or less, Landlord shallthen, subject to receipt of sufficient insurance proceeds (with any deductible not in excess of commercially reasonable amounts to be treated as a current Operating Expense (and the determination of whether a deductible amount is commercially reasonable proceeds, Landlord shall be determined with reference to the deductible amounts then being maintained by other institutional owners of comparable projects), promptly restore the Premises (Premises, excluding the improvements installed by Tenant or by Landlord and paid for by Tenant), subject to delays arising from the collection of insurance proceeds, proceeds or from Force Majeure events or as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (as defined in Section 30) in, on or about the Premises (collectively referred to herein as “Hazardous Materials Clearances”); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period or, if longer, the Restoration Period, Landlord may, in its sole and absolute discretion, elect not to proceed with such repair and restoration, or Tenant may by written notice to Landlord delivered within 5 business days of the expiration of the Maximum Restoration Period or, if longer, the Restoration Period, elect to terminate this Lease, in which event Landlord shall be relieved of its obligation to make such repairs or restoration and this Lease shall terminate as of the date that is 75 days after the later of: (i) discovery of such damage or destruction, or (ii) the date all required Hazardous Materials Clearances are obtained, but Landlord shall retain any Rent paid and the right to any Rent payable by Tenant prior to such election by Landlord or Tenantevents. Tenant, at its Tenant’s expense, shall promptly perform, subject to delays arising from the collection of insurance proceeds, or from Force Majeure (as defined in Section 34) events or to obtain Hazardous Material Clearancesevents, all repairs or restoration to the Premises not required to be done by Landlord (provided, however, if such damage or destruction is caused by the act(s) or omission(s) of Landlord, its employees, agents, or contractors, Landlord shall pay to Tenant with respect to any damage to the Premises the amount of the commercially reasonable deductible under Tenant’s insurance policy, not to exceed Five Thousand Dollars ($5,000.00), within ten (10) days after presentment of Tenant’s invoice) and shall promptly re-enter the Premises and commence doing business in accordance with this Lease. Notwithstanding the foregoing, either Landlord or Tenant party may terminate this Lease upon thirty (30) days written notice to the other if the Premises are damaged during the last year of the Lease Term and Landlord reasonably estimates that it will take more than 2 months thirty (30) days to repair such damage; provided. (b) If the Premises are destroyed or substantially damaged by any peril not covered by the insurance maintained by Landlord or any Landlord’s mortgagee requires that insurance proceeds be applied to the indebtedness secured by its mortgage (defined hereinafter), however, that such notice is delivered within 10 business days after the date that Landlord provides Tenant with may terminate this Lease by delivering written notice of termination to Tenant within thirty (30) days after such destruction or damage or such requirement is made known by any such Landlord’s mortgagee, as applicable, whereupon all rights and obligations hereunder shall cease and terminate, except for any liabilities of Tenant which accrued prior to Lease termination. (c) If such damage or destruction is caused by the estimated Restoration Period. act(s) or omission(s) of Tenant, its employees, agents or contractors, Tenant shall pay to Landlord shall also have with respect to any damage to the right to terminate this Lease if Premises the amount of the commercially reasonable deductible under Landlord’s insurance proceeds are not available for such restoration. policy within ten (10) days after presentment of Landlord’s invoice. (d) Base Rent and Operating Expenses shall be abated from for the date all required Hazardous Material Clearances are obtained until the Premises are repaired period of repair and restored, restoration in the proportion which the area of the Premises, if any, which is not usable by Tenant bears to the total area of the Premises, unless Landlord provides Tenant with other space during the period of repair that is suitable for the temporary conduct of Tenant’s business. Such abatement shall be the sole remedy of Tenant, and except as provided in this Section 18herein, Tenant waives any right to terminate the Lease by reason of damage or casualty loss. The provisions of this Lease, including this Section 18, constitute an express agreement between Landlord and Tenant with respect to any and all damage to, or destruction of, all or any part of the Premises, or any other portion of the Project, and any statute or regulation which is now or may hereafter be in effect shall have no application to this Lease or any damage or destruction to all or any part of the Premises or any other portion of the Project, the parties hereto expressly agreeing that this Section 18 sets forth their entire understanding and agreement with respect to such matters.

Restoration. If, at any time during (a) If the Term, the Project or the Premises are damaged or destroyed by a fire or other insured casualtyBuilding is damaged, Landlord shall repair that damage as soon as reasonably possible, at its expense, unless: (i) Landlord reasonably determines that the cost of repair is not covered by Landlord's fire and extended coverage insurance plus such additional amounts Tenant elects, at its option, to contribute, excluding however the deductible (for which Tenant shall be responsible for Tenant's proportionate share not to exceed Fifteen Thousand Dollars ($15,000.00); (ii) Landlord reasonably determines that the Premises cannot, with reasonable diligence, be fully repaired by Landlord (or cannot be safely repaired because of the presence of hazardous factors, including without limitation Hazardous Materials, earthquake faults, and other similar dangers) within two hundred seventy (270) days after the date of the damage; (iii) an event of default by Tenant has occurred and is continuing at the time of such damage; or (iv) the damage exceeds twenty percent (20%) of the replacement cost of the Building and occurs during the final twelve (12) months of the Term unless Tenant has then exercised or then elects to exercise its option to extend the Lease Term. Should Landlord elect not to repair the damage for one of the preceding reasons, Landlord shall so notify Tenant in writing within 60 sixty (60) days after discovery the damage occurs and this Lease shall terminate as of the date of that notice. In addition to the foregoing, if the Building is damaged during the last twelve (12) months of the Lease Term, or any extension thereof, and such damage as to exceeds twenty percent (20%) of the amount replacement cost of time Landlord reasonably estimates it will take to restore the Project or Building, Tenant shall have the Premises, as applicable (the “Restoration Period”). If the Restoration Period is estimated to exceed 12 months (the “Maximum Restoration Period”), Landlord may, in such notice, elect right to terminate this the Lease as of the date of such damage or destruction by written notice given to Landlord within thirty (30) days after the occurrence of such damage or destruction. (b) Unless Landlord elects to terminate this Lease in accordance with subsection (a) above, this Lease shall continue in effect for the remainder of the Term; provided that so long as Tenant is 75 not in default under this Lease, if the damage is so extensive that Landlord reasonably determines that the Premises cannot, with reasonable diligence, be repaired by Landlord (or cannot be safely repaired because of the presence of hazardous factors, earthquake faults, and other similar dangers) so as to allow Tenant's substantial use and enjoyment of the Premises within two hundred seventy (270) days after the date of discovery of such damage or destruction; provideddamage, however, that notwithstanding Landlord’s election to restore, then Tenant may elect to terminate this Lease by written notice to Landlord delivered within 5 business days the sixty (60) day period stated in subsection (a). (c) Commencing on the date of receipt any damage to the Building, and ending on the sooner of a notice from Landlord estimating a Restoration Period for the Premises longer than date the Maximum Restoration Period. Unless either Landlord damage is repaired or Tenant so elects to terminate the date this LeaseLease is terminated, Landlord shall, subject to receipt of sufficient insurance proceeds (with any deductible not in excess of commercially reasonable amounts the rental to be treated as a current Operating Expense (and the determination of whether a deductible amount is commercially reasonable shall be determined with reference to the deductible amounts then being maintained by other institutional owners of comparable projects), promptly restore the Premises (excluding the improvements installed by Tenant or by Landlord and paid for by Tenant), subject to delays arising from the collection of insurance proceeds, from Force Majeure events or as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (as defined in Section 30) in, on or about the Premises (collectively referred to herein as “Hazardous Materials Clearances”); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period or, if longer, the Restoration Period, Landlord may, in its sole and absolute discretion, elect not to proceed with such repair and restoration, or Tenant may by written notice to Landlord delivered within 5 business days of the expiration of the Maximum Restoration Period or, if longer, the Restoration Period, elect to terminate this Lease, in which event Landlord shall be relieved of its obligation to make such repairs or restoration and under this Lease shall terminate as of the date that is 75 days after the later of: (i) discovery of such damage or destruction, or (ii) the date all required Hazardous Materials Clearances are obtained, but Landlord shall retain any Rent paid and the right to any Rent payable by Tenant prior to such election by Landlord or Tenant. Tenant, at its expense, shall promptly perform, subject to delays arising from the collection of insurance proceeds, from Force Majeure (as defined in Section 34) events or to obtain Hazardous Material Clearances, all repairs or restoration not required to be done by Landlord and shall promptly re-enter the Premises and commence doing business in accordance with this Lease. Notwithstanding the foregoing, either Landlord or Tenant may terminate this Lease upon written notice to the other if the Premises are damaged during the last year of the Term and Landlord reasonably estimates that it will take more than 2 months to repair such damage; provided, however, that such notice is delivered within 10 business days after the date that Landlord provides Tenant with written notice of the estimated Restoration Period. Landlord shall also have the right to terminate this Lease if insurance proceeds are not available for such restoration. Rent shall be abated from the date all required Hazardous Material Clearances are obtained until the Premises are repaired and restored, in the same proportion which that the floor area of the Premises, if any, which Building that is not usable rendered unusable by Tenant the damage from time to time bears to the total floor area of the PremisesBuilding, unless but only to the extent that any business interruption insurance proceeds are received by Landlord provides Tenant with other space during therefor from Tenant's insurance described in EXHIBIT D. (d) Notwithstanding the period provisions of repair that is suitable for subsections (a), (b) and (c) of this Section, and subject to the temporary conduct provisions of Tenant’s business. Such abatement Section 10.5 above, the cost of any repairs shall be the sole remedy of borne by Tenant, and except as provided in this Section 18Tenant shall not be entitled to rental abatement or termination rights, if the damage is due to the negligence or willful misconduct of Tenant waives any right to terminate or its employees, subtenants, invitees or representatives. In addition, the Lease by reason of damage or casualty loss. The provisions of this Section shall not be deemed to require Landlord to repair any improvements or fixtures that Tenant is obligated to repair or insure pursuant to any other provision of this Lease. (e) Tenant shall fully cooperate with Landlord in removing Tenant's personal property and any debris from the Premises to facilitate all inspections of the Premises and the making of any repairs. Notwithstanding anything to the contrary contained in this Lease, including this Section 18, constitute an express agreement between if Landlord and Tenant with respect in good faith believes there is a risk of injury to any and all persons or damage to, to property from entry into the Building or destruction of, all or any part of the Premises, or any other portion of the Project, and any statute or regulation which is now or may hereafter be in effect shall have no application to this Lease or Premises following any damage or destruction thereto, Landlord may restrict entry into the Building or the Premises by Tenant, its employees, agents and contractors in a non-discriminatory manner, without being deemed to have violated Tenant's rights of quiet enjoyment to, or made an unlawful detainer of, or evicted Tenant from, the Premises. Upon request, Landlord shall consult with Tenant to determine if there are safe methods of entry into the Building or the Premises solely in order to allow Tenant to retrieve files, data in computers, and necessary inventory, subject however to all or indemnities and waivers of liability from Tenant to Landlord contained in this Lease and any part additional indemnities and waivers of the Premises or any other portion of the Project, the parties hereto expressly agreeing that this Section 18 sets forth their entire understanding and agreement with respect to such mattersliability which Landlord may reasonably require.

Restoration. If, at any time during (a) If the Term, the Project or Building of which the Premises are a part is damaged as the result of an event of casualty, then subject to the provisions below, Landlord shall repair that damage as soon as reasonably possible unless Landlord reasonably determines that: (i) the Premises have been materially damaged and there is less than 1 year of the Term remaining on the date of the casualty; (ii) any Mortgagee (defined in Section 13.1) requires that the insurance proceeds be applied to the payment of the mortgage debt; or destroyed (iii) proceeds necessary to pay the full cost of the repair are not available from Landlord’s insurance, including without limitation earthquake insurance. Should Landlord elect not to repair the damage for one of the preceding reasons, Landlord shall so notify Tenant in the “Casualty Notice” (as defined below), and this Lease shall terminate as of the date of delivery of that notice. If Landlord has the right to terminate this Lease pursuant to this Section 11.1(a), Landlord agrees to exercise such right in a nondiscriminatory fashion among tenants in the Building. Consideration of the following factors in arriving at its decision shall not be deemed discriminatory: length of term remaining on the Lease, time needed to repair and restore, costs of repair and restoration not covered by a fire or insurance proceeds, Landlord’s plans to repair and restore Common Areas serving the Premises, Landlord’s plans for repair and restoration of the Building, and other insured casualtyfactors (other than the rental rates payable under the leases in question) relevant to Landlord’s decision as long as they are applied to Tenant in the same manner as other tenants. (b) As soon as reasonably practicable following the casualty event but not later than 60 days thereafter, Landlord shall notify Tenant within 60 in writing (“Casualty Notice”) of Landlord’s election, if applicable, to terminate this Lease. If this Lease is not so terminated, the Casualty Notice shall set forth the anticipated period for repairing the casualty damage. If the anticipated repair period exceeds 180 days after discovery of such and if the damage is so extensive as to the amount reasonably prevent Tenant’s substantial use and enjoyment of time Landlord reasonably estimates it will take to restore the Project or the Premises, as applicable (the “Restoration Period”). If the Restoration Period is estimated to exceed 12 months (the “Maximum Restoration Period”), Landlord may, in such notice, elect to terminate this Lease as of the date that is 75 days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord’s election to restore, Tenant then either party may elect to terminate this Lease by written notice to the other within 10 days following delivery of the Casualty Notice. (c) In the event that neither Landlord delivered within 5 business days of receipt of a notice from nor Tenant terminates this Lease pursuant to Section 11.1(b), Landlord estimating a Restoration Period for shall repair all material damage to the Premises longer than or the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease, Landlord shall, subject to receipt of sufficient insurance proceeds (with any deductible not in excess of commercially reasonable amounts to be treated Building as a current Operating Expense (and the determination of whether a deductible amount is commercially reasonable shall be determined with reference to the deductible amounts then being maintained by other institutional owners of comparable projects), promptly restore the Premises (excluding the improvements installed by Tenant or by Landlord and paid for by Tenant), subject to delays arising from the collection of insurance proceeds, from Force Majeure events or soon as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (as defined in Section 30) in, on or about the Premises (collectively referred to herein as “Hazardous Materials Clearances”); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period or, if longer, the Restoration Period, Landlord may, in its sole and absolute discretion, elect not to proceed with such repair and restoration, or Tenant may by written notice to Landlord delivered within 5 business days of the expiration of the Maximum Restoration Period or, if longer, the Restoration Period, elect to terminate this Lease, in which event Landlord shall be relieved of its obligation to make such repairs or restoration reasonably possible and this Lease shall terminate as continue in effect for the remainder of the date Term. Upon notice from Landlord, Tenant shall assign or endorse over to Landlord (or to any party designated by Landlord) all property insurance proceeds payable to Tenant under Tenant’s insurance with respect to any Alterations. Within 15 days of demand, Tenant shall also pay Landlord for any additional excess costs that is 75 days are determined during the performance of the repairs to such Alterations. (d) From and after the later of: (i) discovery of such damage or destructioncasualty event, or (ii) the date all required Hazardous Materials Clearances are obtained, but Landlord shall retain any Rent paid and the right to any Rent payable by Tenant prior to such election by Landlord or Tenant. Tenant, at its expense, shall promptly perform, subject to delays arising from the collection of insurance proceeds, from Force Majeure (as defined in Section 34) events or to obtain Hazardous Material Clearances, all repairs or restoration not required rental to be done by Landlord and shall promptly re-enter the Premises and commence doing business in accordance with this Lease. Notwithstanding the foregoing, either Landlord or Tenant may terminate paid under this Lease upon written notice to the other if the Premises are damaged during the last year of the Term and Landlord reasonably estimates that it will take more than 2 months to repair such damage; provided, however, that such notice is delivered within 10 business days after the date that Landlord provides Tenant with written notice of the estimated Restoration Period. Landlord shall also have the right to terminate this Lease if insurance proceeds are not available for such restoration. Rent shall be abated from in the date all required Hazardous Material Clearances are obtained until same proportion that the Floor Area of the Premises are repaired and restored, in that is rendered unusable by the proportion which the area of the Premises, if any, which is not usable by Tenant damage from time to time bears to the total area Floor Area of the Premises. (e) Notwithstanding the provisions of subsections (a), unless Landlord provides Tenant with other space during (b) and (c) of this Section 11.1, but subject to Section 10.5, the period cost of repair that is suitable for the temporary conduct of Tenant’s business. Such abatement any repairs shall be the sole remedy of borne by Tenant, and except as provided in this Section 18Tenant shall not be entitled to rental abatement or termination rights, if the damage is due to the gross negligence or willful misconduct of Tenant waives any right to terminate the Lease by reason of damage or casualty loss. The provisions of this Leaseits employees, including this Section 18subtenants, constitute an express agreement between Landlord and Tenant with respect to any and all damage tocontractors, invitees or destruction of, all or any part of the Premises, or any other portion of the Project, and any statute or regulation which is now or may hereafter be in effect shall have no application to this Lease or any damage or destruction to all or any part of the Premises or any other portion of the Project, the parties hereto expressly agreeing that this Section 18 sets forth their entire understanding and agreement with respect to such mattersrepresentatives.

Restoration. If, at any time during the Term, the Project Building or the Premises are damaged or destroyed by a fire or other insured casualty, Landlord shall notify Tenant within 60 days after discovery of such damage as to the amount of time Landlord reasonably estimates it will take to restore the Project Building or the Premises, as applicable (the “Restoration Period”). If the Restoration Period is estimated to exceed 12 9 months (the “Maximum Restoration Period”), Landlord may, in such notice, elect to terminate this Lease as of the date that is 75 days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord’s election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within 5 business days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease, Landlord shall, subject to receipt of sufficient insurance proceeds (with any deductible not in excess of commercially reasonable amounts to be treated as a current Operating Expense (and the determination of whether a deductible amount is commercially reasonable shall be determined with reference to the deductible amounts then being maintained by other institutional owners of comparable projectsExpense), promptly restore the Premises (excluding the improvements installed by Tenant or by Landlord and paid for by Tenant), subject to delays arising from the collection of insurance proceeds, or from Force Majeure events or as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (as defined in Section 30) in, on or about the Premises (collectively referred to herein as “Hazardous Materials Clearances”)events; provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period or, if longer, the Restoration Period, Landlord may, in its sole and absolute discretion, elect not to proceed with such repair and restoration, or Tenant may by written notice to Landlord delivered within 5 business days of the expiration of the Maximum Restoration Period or, if longer, the Restoration Period, elect to terminate this Lease, in which event Landlord shall be relieved of its obligation to make such repairs or restoration and this Lease shall terminate as of the date that is 75 days after the later of: (i) discovery of such damage or destruction, or (ii) the date all required Hazardous Materials Clearances are obtained, but Landlord shall retain any Rent paid and the right to any Rent payable by Tenant prior to such election by Landlord or Tenant. Tenant, at its expense, shall promptly perform, subject to delays arising from the collection of insurance proceeds, proceeds or from Force Majeure (as defined in Section 34) events or to obtain Hazardous Material Clearancesevents, all repairs or restoration not required to be done by Landlord and shall promptly re-enter the Premises and commence doing business in accordance with this Lease. Notwithstanding the foregoing, either Landlord or Tenant may terminate this Lease upon written notice to the other if the Premises are damaged during the last 1 year of the Term and Landlord reasonably estimates that it will take more than 2 months to repair such damage; provided, however, that such notice is delivered within 10 business days after the date that Landlord provides Tenant with written notice of the estimated Restoration Period. Landlord shall also have the right to terminate this Lease or if insurance proceeds are not available for such restoration. Rent shall be abated from the date all required Hazardous Material Clearances are obtained of discovery of the damage or destruction until the Premises are repaired and restored, in the proportion which the area of the Premises, if any, which is not usable by Tenant bears to the total area of the Premises, unless Landlord provides Tenant with other space during the period of repair that is suitable for the temporary conduct of Tenant’s business. Such abatement shall be the sole remedy of Tenant, and except as provided in this Section 18, Tenant waives any right to terminate the Lease by reason of damage or casualty loss. The provisions of this Lease, including this Section 18, constitute an express agreement between Landlord and Tenant with respect to any and all damage to, or destruction of, all or any part of the Premises, or any other portion of the Building, Property or Project, and any statute or regulation which is now or may hereafter be in effect shall have no application to this Lease or any damage or destruction to all or any part of the Premises or any other portion of the Building, Property or Project, the parties hereto expressly agreeing that this Section 18 sets forth their entire understanding and agreement with respect to such matters.

Restoration. IfIf the Leased Premises or any part thereof shall be damaged by fire or other casualty, Tenant shall give immediate notice thereof to Landlord, and this Lease shall continue in full force and effect except as hereinafter set forth. Notwithstanding the foregoing, if at any time during the Term, Term of this Lease the Project Leased Premises or the Premises are any part thereof shall be damaged or destroyed by a fire or other insured casualtycasualty (including any casualty for which insurance coverage was not obtained or obtainable) of any kind or nature, Landlord and the damage does not exceed Fifty percent (50.0%) of the improvements or does not require more than Six (6) months to rebuild, Tenant shall notify Tenant within 60 days after discovery of rebuild the same to the condition which existed prior to such damage as to or destruction in which event this Lease shall continue in full force and effect without any reduction or suspension of the amount of time Landlord reasonably estimates it will take to restore the Project or the Premises, as applicable (the “Restoration Period”). If the Restoration Period is estimated to exceed 12 months (the “Maximum Restoration Period”), Landlord may, in such notice, elect to terminate this Lease as of the date that is 75 days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord’s election to restore, Annual Rental payable by Tenant may elect to terminate this Lease by written notice to Landlord delivered within 5 business days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate under this Lease, Landlord shall, subject to receipt of sufficient insurance proceeds (with any deductible not in excess of commercially reasonable amounts to be treated as a current Operating Expense (and the determination of whether a deductible amount is commercially reasonable shall be determined with reference to the deductible amounts then being maintained by other institutional owners of comparable projects), promptly restore the Premises (excluding the improvements installed by Tenant or by Landlord and paid for by Tenant), subject to delays arising from the collection of insurance proceeds, from Force Majeure events or as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (as defined in Section 30) in, on or about the Premises (collectively referred to herein as “Hazardous Materials Clearances”); provided, however, that if repair or restoration such damage occurs during the final Twenty Four (24) full calendar months of the Term and, in Tenant’s reasonable judgment, the Leased Premises is cannot be repaired or rebuilt within 90 days from the date of such damage, Tenant shall have the option, at Tenant’s sole cost and expense either (a) to rebuild the Leased Premises to substantially complete as the condition which existed prior to such damage or destruction in which event this Lease shall continue in full force and effect without any reduction or suspension of the end amount of the Maximum Restoration Period or, if longer, the Restoration Period, Landlord may, in its sole and absolute discretion, elect not to proceed with such repair and restoration, or Annual Rental payable by Tenant may by written notice to Landlord delivered within 5 business days of the expiration of the Maximum Restoration Period or, if longer, the Restoration Period, elect to terminate under this Lease, in which event or (b) to deliver to Landlord shall be relieved of its obligation to make such repairs or restoration the Tenant Insurance Proceeds (as defined below) and terminate this Lease shall terminate effective as of the date that is 75 days after of the later of: (i) discovery delivery of such damage or destruction, or (ii) the date all required Hazardous Materials Clearances are obtained, but Landlord shall retain any Rent paid and the right Tenant Insurance Proceeds. If Tenant elects not to any Rent payable by Tenant prior to such election by Landlord or Tenant. Tenant, at its expense, shall promptly perform, subject to delays arising from the collection of insurance proceeds, from Force Majeure (as defined in Section 34) events or to obtain Hazardous Material Clearances, all repairs or restoration not required to be done by Landlord and shall promptly re-enter the Premises and commence doing business in accordance with this Lease. Notwithstanding the foregoing, either Landlord or Tenant may terminate this Lease upon written notice to the other (or if the Premises are damaged during the last year of the Term and Landlord reasonably estimates that it will take more than 2 months to repair such damage; provided, however, that such notice is delivered within 10 business days after the date that Landlord provides Tenant with written notice of the estimated Restoration Period. Landlord shall also does not have the right to terminate this Lease if Lease) as a result of a casualty in accordance with this section, then Tenant shall be entitled to the Tenant Insurance Proceeds attributable only to the damage to its furniture, fixtures and equipment in the Leased Premises. In the event Tenant repairs and rebuilds the improvements on the Leased Premises, all insurance proceeds are not money paid on account of such damage or destruction under the policies of insurance provided for in Article VI (or the insurance money that would have been paid had Tenant maintained the coverages in the amounts required by Article VI, herein sometimes referred to as the “Tenant Insurance Proceeds”), shall be available for the payment of the costs of rebuilding the improvements, including temporary repairs for the protection of other property, to the extent such restoration. Rent Tenant Insurance Proceeds shall be abated from sufficient for such purpose, and Landlord shall have no claim thereto. If the date all required Hazardous Material Clearances are obtained until cost of rebuilding shall exceed the amount of Tenant Insurance Proceeds available, then the Tenant shall be responsible for the excess costs of such rebuilding. If the casualty damage to the Leased Premises are repaired and restored, in the proportion which the area or any part thereof shall exceed fifty percent (50%) of the Premisesimprovements or the time to rebuild the improvements will be six (6) months or more, if anythen Tenant shall have the option, at Tenant’s sole cost and expense either (a) to rebuild the Leased Premises to substantially the condition which is not usable existed prior to such damage or destruction in which event this Lease shall continue in full force and effect without any reduction or suspension of the amount of Annual Rental payable by Tenant bears to the total area of the Premises, unless Landlord provides Tenant with other space during the period of repair that is suitable for the temporary conduct of Tenant’s business. Such abatement shall be the sole remedy of Tenant, and except as provided in this Section 18, Tenant waives any right to terminate the Lease by reason of damage or casualty loss. The provisions of under this Lease, including or (b) to deliver to Landlord the Tenant Insurance Proceeds (as defined below) and terminate this Section 18, constitute an express agreement between Landlord and Tenant with respect to any and all damage to, or destruction of, all or any part Lease effective as of the Premises, or any other portion date of the Project, and any statute or regulation which is now or may hereafter be in effect shall have no application to this Lease or any damage or destruction to all or any part delivery of the Premises or any other portion of the Project, the parties hereto expressly agreeing that this Section 18 sets forth their entire understanding and agreement with respect to such mattersTenant Insurance Proceeds.

Restoration. If, at any time during the Term, the Project or (a) If the Premises are damaged or destroyed by a fire or other insured casualty, Landlord shall notify or if the Building is damaged such that Tenant within 60 days after discovery is deprived of such damage as reasonable access to the amount of time Landlord reasonably estimates it will take to restore the Project or the Premises, the damage shall be repaired by Landlord, to substantially the condition of the Premises prior to the damage, subject to the provisions of any Mortgage or Superior Lease, but Landlord shall have no obligation to repair or restore (i) Tenant’s Property or (ii) except as applicable provided in Section 11.3(b), any Alterations or improvements to the Premises, to the extent such Alterations or improvements exceed Building Standard Installations (the “Restoration PeriodAbove Building Standard Installations”). If So long as Tenant is not in default beyond applicable grace or notice provisions in the payment or performance of its obligations under this Section 11.3, and provided Tenant timely delivers to Landlord either Tenant’s Restoration Payment (as hereinafter defined) or the Restoration Period is estimated to exceed 12 months Security (the “Maximum Restoration Period”), Landlord may, in such notice, elect to terminate this Lease as of the date that is 75 days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord’s election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within 5 business days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord hereinafter defined) or Tenant so elects expressly waives any obligation of Landlord to terminate this Lease, Landlord shall, subject to receipt of sufficient insurance proceeds (with any deductible not in excess of commercially reasonable amounts to be treated as a current Operating Expense (and the determination of whether a deductible amount is commercially reasonable shall be determined with reference to the deductible amounts then being maintained by other institutional owners of comparable projects), promptly restore the Premises (excluding the improvements installed by Tenant or by Landlord and paid for by Tenant), subject to delays arising from the collection of insurance proceeds, from Force Majeure events or as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (as defined in Section 30) in, on or about the Premises (collectively referred to herein as “Hazardous Materials Clearances”); provided, however, that if repair or restore any of Tenant’s Above Building Standard Installations, then until the restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period orSubstantially Completed or would have been Substantially Completed but for Tenant delay, if longerFixed Rent, the Restoration Period, Landlord may, in its sole Tenant’s Tax Payment and absolute discretion, elect not to proceed with such repair and restoration, or Tenant may by written notice to Landlord delivered within 5 business days of the expiration of the Maximum Restoration Period or, if longer, the Restoration Period, elect to terminate this Lease, in which event Landlord Tenant’s Operating Payment shall be relieved of its obligation to make such repairs or restoration and this Lease shall terminate as of the date that is 75 days after the later of: (i) discovery of such damage or destruction, or (ii) the date all required Hazardous Materials Clearances are obtained, but Landlord shall retain any Rent paid and the right to any Rent payable by Tenant prior to such election by Landlord or Tenant. Tenant, at its expense, shall promptly perform, subject to delays arising from the collection of insurance proceeds, from Force Majeure (as defined in Section 34) events or to obtain Hazardous Material Clearances, all repairs or restoration not required to be done by Landlord and shall promptly re-enter the Premises and commence doing business in accordance with this Lease. Notwithstanding the foregoing, either Landlord or Tenant may terminate this Lease upon written notice to the other if the Premises are damaged during the last year of the Term and Landlord reasonably estimates that it will take more than 2 months to repair such damage; provided, however, that such notice is delivered within 10 business days after the date that Landlord provides Tenant with written notice of the estimated Restoration Period. Landlord shall also have the right to terminate this Lease if insurance proceeds are not available for such restoration. Rent shall be abated from the date all required Hazardous Material Clearances are obtained until the Premises are repaired and restored, reduced in the proportion by which the area of the Premises, if any, part of the Premises which is not usable (or accessible ) and is not used by Tenant bears to the total area of the Premises. (b) As a condition precedent to Landlord’s obligation to repair or restore any Above Building Standard Installations, unless Tenant shall pay to Landlord provides Tenant with other space during the period of repair that is suitable for the temporary conduct of upon demand a sum (“Tenant’s businessRestoration Payment”) equal to the amount, if any, by which (A) the cost, as estimated by a reputable independent contractor designated by Landlord, of repairing and restoring all Alterations and Tenant Improvements in the Premises to their condition prior to the damage, exceeds (B) the cost of restoring the Premises with Building Standard Installations. Such abatement If Tenant shall be the sole remedy of fail to deliver to Landlord either (1) Tenant’s Restoration Payment, or (2) a waiver by Tenant, and except as provided in this Section 18form satisfactory to Landlord, Tenant waives of all of Landlord’s obligations to repair or restore any right to terminate the Lease by reason of damage or casualty loss. The provisions of this Lease, including this Section 18, constitute an express agreement between Landlord and Tenant with respect to any and all damage to, or destruction of, all or any part of the PremisesAbove Building Standard Installations, or any other portion of the Projectin either case within 15 days after Landlord’s demand therefor, and any statute or regulation which is now or may hereafter be in effect Landlord shall have no application obligation to this Lease or restore any damage or destruction to all or any part Above Building Standard Installations and Tenant’s abatement of Fixed Rent, Tenant’s Tax Payment and Tenant’s Operating Payment shall cease when the restoration of the Premises or (other than any other portion of the Project, the parties hereto expressly agreeing that this Section 18 sets forth their entire understanding and agreement with respect to such mattersAbove Building Standard Installations) is Substantially Complete.

Restoration. If, at any time during (a) If the Term, the Project or the Premises are damaged or destroyed by a fire or other insured casualtyBuilding is damaged, Landlord shall notify Tenant within 60 days after discovery of such proceed diligently and in good faith to obtain all required permits and to repair that damage as to the amount of time soon as reasonably possible, at its expense, unless: (i) Landlord reasonably estimates it will take determines that the cost of repair is not covered by Landlord's fire and extended coverage insurance plus such additional amounts Tenant elects, at its option, to restore contribute, excluding however the Project deductible (for which Tenant shall be responsible for Tenant's proportionate share); (ii) Landlord reasonably determines that the Premises cannot, with reasonable diligence, be fully repaired by Landlord (or the Premises, as applicable (the “Restoration Period”). If the Restoration Period is estimated to exceed 12 months (the “Maximum Restoration Period”), Landlord may, in such notice, elect to terminate this Lease as cannot be safely repaired because of the date that is 75 presence of hazardous factors, including without limitation Hazardous Materials, earthquake faults, and other similar dangers) within two hundred seventy (270) days after the date of discovery the damage; (iii) an event of default by Tenant has occurred and is continuing at the time of such damage; or (iv) the damage occurs during the final twelve (12) months of the Term. Should Landlord elect not to repair the damage for one of the preceding reasons, Landlord shall so notify Tenant in writing within thirty (30) days after the damage occurs and this Lease shall terminate as of the date of that notice. (b) Unless Landlord elects to terminate this Lease in accordance with subsection (a) above, this Lease shall continue in effect for the remainder of the Term; provided that so long as Tenant is not in default under this Lease, if the damage is so extensive that Landlord reasonably determines that the Premises cannot, with reasonable diligence, be repaired by Landlord (or destruction; providedcannot be safely repaired because of the presence of hazardous factors, howeverearthquake faults, that notwithstanding Landlord’s election and other similar dangers) so as to restoreallow Tenant's substantial use and enjoyment of the Premises within two hundred seventy (270) days after the date of damage, then Tenant may elect to terminate this Lease by written notice to Landlord delivered within 5 business days the thirty (30) day period stated in subsection (a). (c) Commencing on the date of receipt any damage to the Building, and ending on the sooner of a notice from Landlord estimating a Restoration Period for the Premises longer than date the Maximum Restoration Period. Unless either Landlord damage is repaired or Tenant so elects to terminate the date this LeaseLease is terminated, Landlord shall, subject to receipt of sufficient insurance proceeds (with any deductible not in excess of commercially reasonable amounts the rental to be treated as a current Operating Expense (and the determination of whether a deductible amount is commercially reasonable shall be determined with reference to the deductible amounts then being maintained by other institutional owners of comparable projects), promptly restore the Premises (excluding the improvements installed by Tenant or by Landlord and paid for by Tenant), subject to delays arising from the collection of insurance proceeds, from Force Majeure events or as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (as defined in Section 30) in, on or about the Premises (collectively referred to herein as “Hazardous Materials Clearances”); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period or, if longer, the Restoration Period, Landlord may, in its sole and absolute discretion, elect not to proceed with such repair and restoration, or Tenant may by written notice to Landlord delivered within 5 business days of the expiration of the Maximum Restoration Period or, if longer, the Restoration Period, elect to terminate this Lease, in which event Landlord shall be relieved of its obligation to make such repairs or restoration and under this Lease shall terminate as of the date that is 75 days after the later of: (i) discovery of such damage or destruction, or (ii) the date all required Hazardous Materials Clearances are obtained, but Landlord shall retain any Rent paid and the right to any Rent payable by Tenant prior to such election by Landlord or Tenant. Tenant, at its expense, shall promptly perform, subject to delays arising from the collection of insurance proceeds, from Force Majeure (as defined in Section 34) events or to obtain Hazardous Material Clearances, all repairs or restoration not required to be done by Landlord and shall promptly re-enter the Premises and commence doing business in accordance with this Lease. Notwithstanding the foregoing, either Landlord or Tenant may terminate this Lease upon written notice to the other if the Premises are damaged during the last year of the Term and Landlord reasonably estimates that it will take more than 2 months to repair such damage; provided, however, that such notice is delivered within 10 business days after the date that Landlord provides Tenant with written notice of the estimated Restoration Period. Landlord shall also have the right to terminate this Lease if insurance proceeds are not available for such restoration. Rent shall be abated from the date all required Hazardous Material Clearances are obtained until the Premises are repaired and restored, in the same proportion which that the floor area of the Premises, if any, which Building that is not usable rendered unusable by Tenant the damage from time to time bears to the total floor area of the PremisesBuilding, unless Landlord provides provided that Tenant with other space during is then carrying the period required business interruption insurance described in EXHIBIT D. (d) Notwithstanding the provisions of repair that is suitable for subsections (a), (b) and (c) of this Section, and subject to the temporary conduct provisions of Tenant’s business. Such abatement Section 10.5 above, the cost of any repairs shall be the sole remedy of borne by Tenant, and except as provided in this Section 18Tenant shall not be entitled to rental abatement or termination rights, if the damage is due to the negligence of Tenant waives any right to terminate or its employees, subtenants, invitees or representatives. In addition, the Lease by reason of damage or casualty loss. The provisions of this Section shall not be deemed to require Landlord to repair any improvements or fixtures that Tenant is obligated to repair or insure pursuant to any other provision of this Lease. (e) Tenant shall fully cooperate with Landlord in removing Tenant's personal property and any debris from the Premises to facilitate all inspections of the Premises and the making of any repairs. Notwithstanding anything to the contrary contained in this Lease, including this Section 18, constitute an express agreement between if Landlord and Tenant with respect in good faith believes there is a risk of injury to any and all persons or damage to, to property from entry into the Building or destruction of, all or any part of the Premises, or any other portion of the Project, and any statute or regulation which is now or may hereafter be in effect shall have no application to this Lease or Premises following any damage or destruction thereto, Landlord may restrict entry into the Building or the Premises by Tenant, its employees, agents and contractors in a non-discriminatory manner, without being deemed to have violated Tenant's rights of quiet enjoyment to, or made an unlawful detainer of, or evicted Tenant from, the Premises. Upon request, Landlord shall consult with Tenant to determine if there are safe methods of entry into the Building or the Premises solely in order to allow Tenant to retrieve files, data in computers, and necessary inventory, subject however to all or indemnities and waivers of liability from Tenant to Landlord contained in this Lease and any part additional indemnities and waivers of the Premises or any other portion of the Project, the parties hereto expressly agreeing that this Section 18 sets forth their entire understanding and agreement with respect to such mattersliability which Landlord may require.

Restoration. If, at any time during (a) If the Term, the Project or Building of which the Premises are a part is damaged as the result of an event of casualty, then subject to the provisions below, Landlord shall repair that damage as soon as reasonably possible unless Landlord reasonably determines that: (i) the Premises have been materially damaged and there is less than 1 year of the Term remaining on the date of the casualty; (ii) any Mortgagee (defined in Section 13.1) requires that the insurance proceeds be applied to the payment of the mortgage debt; or destroyed (iii) proceeds necessary to pay the full cost of the repair are not available from Landlord’s insurance, including without limitation earthquake insurance. Should Landlord elect not to repair the damage for one of the preceding reasons, Landlord shall so notify Tenant in the “Casualty Notice” (as defined below), and this Lease shall terminate as of the date of delivery of that notice. If Landlord has the right to terminate this Lease pursuant to this Section 11.1(a), Landlord agrees to exercise such right in a nondiscriminatory fashion among tenants in the Building. Consideration of the following factors in arriving at its decision shall not be deemed discriminatory: length of term remaining on the Lease, time needed to repair and restore, costs of repair and restoration not covered by a fire or insurance proceeds, Landlord’s plans to repair and restore Common Areas serving the Premises, Landlord’s plans for repair and restoration of the Building, and other insured casualtyfactors (other than the rental rates payable under the leases in question) relevant to Landlord’s decision as long as they are applied to Tenant in the same manner as other tenants. (b) As soon as reasonably practicable following the casualty event but not later than 60 days thereafter, Landlord shall notify Tenant within 60 in writing (“Casualty Notice”) of Landlord’s election, if applicable, to terminate this Lease. If this Lease is not so terminated, the Casualty Notice shall set forth the anticipated period for repairing the casualty damage. If the anticipated repair period exceeds 270 days after discovery of such and if the damage is so extensive as to the amount reasonably prevent Tenant’s substantial use and enjoyment of time Landlord reasonably estimates it will take to restore the Project or the Premises, as applicable (the “Restoration Period”). If the Restoration Period is estimated to exceed 12 months (the “Maximum Restoration Period”), Landlord may, in such notice, elect to terminate this Lease as of the date that is 75 days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord’s election to restore, Tenant then either party may elect to terminate this Lease by written notice to Landlord delivered the other within 5 business 30 days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease, Landlord shall, subject to receipt of sufficient insurance proceeds (with any deductible not in excess of commercially reasonable amounts to be treated as a current Operating Expense (and the determination of whether a deductible amount is commercially reasonable shall be determined with reference to the deductible amounts then being maintained by other institutional owners of comparable projects), promptly restore the Premises (excluding the improvements installed by Tenant or by Landlord and paid for by Tenant), subject to delays arising from the collection of insurance proceeds, from Force Majeure events or as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (as defined in Section 30) in, on or about the Premises (collectively referred to herein as “Hazardous Materials Clearances”); provided, however, that if repair or restoration following delivery of the Premises is not substantially complete as of the end of the Maximum Restoration Period orCasualty Notice. In addition, if longer, the Restoration Period, Landlord may, in its sole and absolute discretion, elect not to proceed with such repair and restoration, or Tenant may by written notice to Landlord delivered within 5 business days of the expiration of the Maximum Restoration Period or, if longer, the Restoration Period, elect to terminate this Lease, in which event Landlord shall be relieved of its obligation to make such repairs or restoration and this Lease shall terminate as of the date that is 75 days after the later of: (i) discovery of such damage or destruction, or (ii) the date all required Hazardous Materials Clearances are obtained, but Landlord shall retain any Rent paid and the right to any Rent payable by Tenant prior to such election by Landlord or Tenant. Tenant, at its expense, shall promptly perform, subject to delays arising from the collection of insurance proceeds, from Force Majeure (as defined in Section 34) events or to obtain Hazardous Material Clearances, all repairs or restoration not required to be done by Landlord and shall promptly re-enter the Premises and commence doing business in accordance with this Lease. Notwithstanding the foregoing, either Landlord or Tenant may terminate this Lease upon written notice to the other if the Premises are damaged during the last year of the Term and Landlord reasonably estimates that it will take more than 2 months to repair such damage; provided, however, that such notice is delivered within 10 business days after the date that Landlord provides Tenant with written notice of the estimated Restoration Period. Landlord shall also have the right to terminate this Lease if insurance proceeds are not available for such restoration. Rent shall be abated from the date all required Hazardous Material Clearances are obtained until the Premises are repaired and restored, in the proportion which the area of the Premises, if any, which is not usable by Tenant bears to the total area of the Premises, unless Landlord provides Tenant with other space during the period of repair that is suitable for the temporary conduct of Tenant’s business. Such abatement shall be the sole remedy of Tenant, and except as provided in this Section 18, Tenant waives any right to terminate the Lease by reason of damage or casualty loss. The provisions of this Lease, including this Section 18, constitute an express agreement between Landlord and Tenant with respect to any and all damage to, or destruction of, all or any part of the Premises, or any other following apply: (i) a substantial portion of the Project, Premises has been damaged by casualty and any statute or regulation which is now or may hereafter such damage cannot reasonably be in effect shall have no application to this Lease or any damage or destruction to all or any part repaired within 90 days after Tenant’s receipt of the Premises or any other portion of the Project, the parties hereto expressly agreeing that this Section 18 sets forth their entire understanding and agreement with respect to such matters.Casualty Notice; (ii) there is

Restoration. If, at any time during (a) If the Term, the Project or the Premises are damaged or destroyed by a fire or other insured casualtyBuilding is damaged, Landlord shall notify Tenant within 60 days after discovery of such repair that damage as to the amount of time soon as reasonably possible, at its expense, unless: (i) Landlord reasonably estimates it will take determines that the cost of repair is not covered by Landlord's fire and extended coverage insurance plus such additional amounts Tenant elects, at its option, to restore contribute, excluding however the Project deductible (for which Tenant shall be responsible for Tenant's proportionate share); (ii) Landlord reasonably determines that the Premises cannot, with reasonable diligence, be fully repaired by Landlord (or the Premises, as applicable (the “Restoration Period”). If the Restoration Period is estimated to exceed 12 months (the “Maximum Restoration Period”), Landlord may, in such notice, elect to terminate this Lease as cannot be safely repaired because of the date that is 75 presence of hazardous factors, including without limitation Hazardous Materials, earthquake faults, and other similar dangers) within two hundred seventy (270) days after the date of discovery the damage; or (iii) the damage occurs during the final twelve (12) months of such the Term. Should Landlord elect not to repair the damage for one of the preceding reasons, Landlord shall so notify Tenant in writing within thirty (30) days after the damage occurs and this Lease shall terminate as of the date of that notice (b) Unless Landlord elects to terminate this Lease in accordance with subsection (a) above, this Lease shall continue in effect for the remainder of the Term; provided that so long as Tenant is loot in default under this Lease, if the damage is so extensive that Landlord reasonably determines that the Premises cannot, with reasonable diligence, be repaired by Landlord (or destruction; providedcannot be safely repaired because of the presence of hazardous factors, howeverearthquake faults, that notwithstanding Landlord’s election and other similar dangers) so as to restoreallow Tenant's substantial use and enjoyment of the Premises within two hundred seventy (270) days after the date of damage, then Tenant may elect to terminate this Lease by written notice to Landlord delivered within 5 business days the sixty (60) day period stated in subsection (a). (c) Commencing on the date of receipt any damage to the Building, and ending on the sooner of a notice from Landlord estimating a Restoration Period for the Premises longer than date the Maximum Restoration Period. Unless either Landlord damage is repaired or Tenant so elects to terminate the date this LeaseLease is terminated, Landlord shall, subject to receipt of sufficient insurance proceeds (with any deductible not in excess of commercially reasonable amounts the rental to be treated as a current Operating Expense (and the determination of whether a deductible amount is commercially reasonable paid under this Lease shall be determined with reference abated to the deductible amounts then being maintained by other institutional owners of comparable projects), promptly restore the Premises (excluding the improvements installed by Tenant or by Landlord and paid for by extent Tenant), subject to delays arising from the collection of insurance proceeds, from Force Majeure events or as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (as defined in Section 30) in, on or about the Premises (collectively referred to herein as “Hazardous Materials Clearances”); provided, however, that if repair or restoration 's use of the Premises is impaired, but only to the extent that any business interruption insurance proceeds are received by Landlord therefor from Tenant's insurance described in EXHIBIT D. (d) Notwithstanding the provisions of subsections (a), (b) and (c) of this Section, and subject to the provisions of Section 10.5 above, the cost of any repairs shall be borne by Tenant, and Tenant shall not substantially complete as be entitled to rental abatement or termination rights, if the damage is due to the fault or neglect of Tenant or its employees, subtenants, invitees or representatives. In addition, the provisions of this Section shall not be deemed to require Landlord to repair any improvements or fixtures that Tenant is obligated to repair or insure pursuant to any other provision of this Lease. (e) Tenant shall fully cooperate with Landlord in removing Tenant's personal property and any debris from the Premises to facilitate all inspections of the end Premises and the making of any repairs. Notwithstanding anything to the Maximum Restoration Period or, if longer, the Restoration Period, Landlord may, contrary contained in its sole and absolute discretion, elect not to proceed with such repair and restoration, or Tenant may by written notice to Landlord delivered within 5 business days of the expiration of the Maximum Restoration Period or, if longer, the Restoration Period, elect to terminate this Lease, if Landlord in which event Landlord shall be relieved good faith believes there is a risk of its obligation injury to make such repairs persons or restoration and this Lease shall terminate as of damage to property from entry into the date that is 75 days after the later of: (i) discovery of such damage Building or destruction, or (ii) the date all required Hazardous Materials Clearances are obtained, but Landlord shall retain any Rent paid and the right to any Rent payable by Tenant prior to such election by Landlord or Tenant. Tenant, at its expense, shall promptly perform, subject to delays arising from the collection of insurance proceeds, from Force Majeure (as defined in Section 34) events or to obtain Hazardous Material Clearances, all repairs or restoration not required to be done by Landlord and shall promptly re-enter the Premises and commence doing business in accordance with this Lease. Notwithstanding the foregoing, either Landlord or Tenant may terminate this Lease upon written notice to the other if the Premises are damaged during the last year of the Term and Landlord reasonably estimates that it will take more than 2 months to repair such damage; provided, however, that such notice is delivered within 10 business days after the date that Landlord provides Tenant with written notice of the estimated Restoration Period. Landlord shall also have the right to terminate this Lease if insurance proceeds are not available for such restoration. Rent shall be abated from the date all required Hazardous Material Clearances are obtained until the Premises are repaired and restored, in the proportion which the area of the Premises, if any, which is not usable by Tenant bears to the total area of the Premises, unless Landlord provides Tenant with other space during the period of repair that is suitable for the temporary conduct of Tenant’s business. Such abatement shall be the sole remedy of Tenant, and except as provided in this Section 18, Tenant waives any right to terminate the Lease by reason of damage or casualty loss. The provisions of this Lease, including this Section 18, constitute an express agreement between Landlord and Tenant with respect to any and all damage to, or destruction of, all or any part of the Premises, or any other portion of the Project, and any statute or regulation which is now or may hereafter be in effect shall have no application to this Lease or following any damage or destruction thereto, Landlord may restrict entry into the Building or the Premises by Tenant, its employees, agents and contractors in a non-discriminatory manner, without being deemed to have violated Tenant's rights of quiet enjoyment to, or made an unlawful detainer of, or evicted Tenant from, the Premises. Upon request, Landlord shall consult with Tenant to determine if there are safe methods of entry into the Building or the Premises solely in order to allow Tenant to retrieve files, data in computers, and necessary inventory, subject however to all or indemnities and waivers of liability from Tenant to Landlord contained in this Lease and any part additional indemnities and waivers of the Premises or any other portion of the Project, the parties hereto expressly agreeing that this Section 18 sets forth their entire understanding and agreement with respect to such mattersliability which Landlord may require.

Restoration. If, at any time during (a) If the Term, the Project Premises or the Premises Building or a part thereof are materially damaged or destroyed by a fire any fire, flood, earthquake or other insured casualty, Landlord shall notify Tenant within 60 days after discovery of such damage as to have the amount of time Landlord reasonably estimates it will take to restore the Project or the Premises, as applicable (the “Restoration Period”). If the Restoration Period is estimated to exceed 12 months (the “Maximum Restoration Period”), Landlord may, in such notice, elect right to terminate this Lease as upon written notice to Tenant if: (i) Landlord reasonably determines that proceeds necessary to pay the full cost of repair is not available from Landlord’s insurance, including without limitation earthquake insurance, plus such additional amounts Tenant elects, at its option, to contribute, excluding however the deductible (for which Tenant shall be responsible for Tenant’s Share); (ii) Landlord reasonably determines that the Premises cannot, with reasonable diligence, be fully repaired by Landlord (or cannot be safely repaired because of the date that is 75 presence of hazardous factors, including without limitation Hazardous Materials, earthquake faults, and other similar dangers) within two hundred seventy (270) days after the date of discovery the damage; (iii) an uncured Event of Default by Tenant has occurred; or (iv) the material damage occurs during the final twelve (12) months of the Term. Landlord shall notify Tenant in writing (“Landlord’s Notice”) within sixty (60) days after the damage occurs as to (A) whether Landlord is terminating this Lease as a result of such material damage or destruction; providedand (B) if Landlord is not terminating this Lease, howeverthe number of days within which Landlord has estimated that the Premises, that notwithstanding with reasonable diligence, are likely to be fully repaired. In the event Landlord elects to terminate this Lease, this Lease shall terminate as of the date specified for termination by Landlord’s election Notice (which termination date shall in no event be later than sixty (60) days following the date of the damage, or, if no such date is specified, such termination shall be the date of Landlord’s Notice). (b) If Landlord has the right to restoreterminate this Lease pursuant to Section 11.1(a) and does not elect to so terminate this Lease, and provided that at the time of Landlord’s Notice neither an Event of Default exists nor has Landlord delivered Tenant a notice of any failure by Tenant to fulfill an obligation under this Lease which, unless cured by Tenant within the applicable grace period, would constitute an Event of Default, then within ten (10) days following delivery of Landlord’s Notice pursuant to Section 11.1(a), Tenant may elect to terminate this Lease by written notice to Landlord, but only if (i) Landlord’s Notice specifies that Landlord delivered has determined that the Premises cannot be repaired, with reasonable diligence, within 5 business two hundred seventy (270) days after the date of receipt damage or (ii) the casualty has occurred within the final twelve (12) months of the Term and such material damage has a materially adverse impact on Tenant’s continued use of the Premises. If Tenant fails to provide such termination notice within such ten (10) day period, Tenant shall be deemed to have waived any termination right under this Section 1l.1(b) or any other applicable law. (c) In the event that neither Landlord nor Tenant terminates this Lease pursuant to this Section 11.1 as a result of material damage to the Building or Premises resulting from a casualty, Landlord estimating a Restoration Period shall repair all material damage to the Premises or the Building as soon as reasonably possible and this Lease shall continue in effect for the Premises longer than remainder of the Maximum Restoration PeriodTerm. Unless either Landlord shall have the right, but not the obligation, to repair or Tenant so elects to terminate this Lease, Landlord shall, subject to receipt of sufficient insurance proceeds (with replace any deductible not in excess of commercially reasonable amounts to be treated as a current Operating Expense (and the determination of whether a deductible amount is commercially reasonable shall be determined with reference to the deductible amounts then being maintained by other institutional owners of comparable projects), promptly restore the Premises (excluding the leasehold improvements installed made by Tenant or by Landlord and paid for by Tenant), subject to delays arising from the collection of insurance proceeds, from Force Majeure events or as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials Alterations (as defined in Section 30) in, on or about the Premises (collectively referred to herein as “Hazardous Materials Clearances”7.3); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period or, if longer, the Restoration Period, Landlord may, in its sole and absolute discretion, elect not to proceed with such repair and restoration, or Tenant may by written notice to Landlord delivered within 5 business days of the expiration of the Maximum Restoration Period or, if longer, the Restoration Period, elect to terminate this Lease, in which event Landlord shall be relieved of its obligation to make such repairs or restoration and this Lease shall terminate as of the date that is 75 days after the later of: (i) discovery of such damage or destruction, or (ii) the date all required Hazardous Materials Clearances are obtained, but Landlord shall retain any Rent paid and the right to any Rent payable by Tenant prior to such election by Landlord or Tenant. Tenant, at its expense, shall promptly perform, subject to delays arising from the collection of insurance proceeds, from Force Majeure (as defined in Section 34) events or to obtain Hazardous Material Clearances, all repairs or restoration not required to be done by Landlord and shall promptly re-enter the Premises and commence doing business in accordance with this Lease. Notwithstanding the foregoing, either Landlord or Tenant may terminate this Lease upon written notice to the other if the Premises are damaged during the last year of the Term and Landlord reasonably estimates that it will take more than 2 months to repair such damage; provided, however, that such notice is delivered within 10 business days after the date that Landlord provides Tenant with written notice of the estimated Restoration Period. Landlord shall also have the right to terminate this Lease if insurance proceeds are not available for such restoration. Rent shall be abated from the date all required Hazardous Material Clearances are obtained until the Premises are repaired and restored, in the proportion which the area of the Premises, if any, which is not usable by Tenant bears to the total area of the Premises, unless Landlord provides Tenant with other space during the period of repair that is suitable for the temporary conduct of Tenant’s business. Such abatement shall be the sole remedy of Tenant, and except as provided in this Section 18, Tenant waives any right to terminate the Lease by reason of damage or casualty loss. The provisions of this Lease, including this Section 18, constitute an express agreement between Landlord and Tenant with respect to any and all damage to, or destruction of, all or any part of the Premises, or any other portion of the Project, and any statute or regulation which is now or may hereafter be in effect shall have no application to this Lease or any damage or destruction to all or any part of the Premises or any other portion of the Project, the parties hereto expressly agreeing that this Section 18 sets forth their entire understanding and agreement with respect to such matters.

Restoration. If, at any time during (a) If the Term, the Project or Building of which the Premises are damaged or destroyed by a fire or other insured casualtypart is damaged, Landlord shall notify Tenant within 60 days after discovery of such repair that damage as to the amount of time soon as reasonably possible, at its expense, unless: (i) Landlord reasonably estimates it will take determines that the cost of repair is greater than Fifty Thousand Dollars ($50,000.00) and is not covered by Landlord’s All-Risk Policy (whether or not Landlord chooses to restore self-insure such coverage) or by Landlord’s other insurance coverages, plus such additional amounts Tenant elects, at its option, to contribute; excluding, however, the Project deductible (for which Tenant shall be responsible for Tenant’s Share); (ii) Landlord reasonably determines that the Premises cannot, with reasonable diligence, be fully repaired by Landlord (or the Premises, as applicable (the “Restoration Period”). If the Restoration Period is estimated to exceed 12 months (the “Maximum Restoration Period”), Landlord may, in such notice, elect to terminate this Lease as cannot be safely repaired because of the date that is 75 presence of hazardous factors, including, without limitation, Hazardous Materials, earthquake faults, and other similar dangers) within two hundred seventy (270) days after the date of discovery the damage; (iii) a Default by Tenant has occurred at the time of such damage; or (iv) the damage or destruction; providedcosts more than Fifty Thousand Dollars ($50,000.00) to repair and occurs during the final nine (9) months of the Term (unless Tenant has validly exercised its option to extend the Term contained in Section 3.3 of this Lease). Should Landlord elect not to repair the damage for one of the preceding reasons, however, Landlord shall so notify Tenant in writing within sixty (60) days after the damage occurs and this Lease shall terminate as of the date of that notwithstanding notice. Tenant’s responsibility for the reimbursement of deductibles contained in this Lease shall be subject to the following limitations: (A) Tenant shall have no responsibility for so-called “co-insurance” requirements for any deficiencies in Landlord’s election All-Risk Policy coverage; and (B) in no event shall Tenant’s obligation for payment or reimbursement of any deductible exceed the amount of One Hundred Thousand Dollars ($100,000.00) for any single casualty. Further, in the event that Landlord terminates this Lease pursuant to restorethis Section 11.1(a), Tenant shall have no responsibility for reimbursement of any deductible. (b) Unless Landlord elects to terminate this Lease in accordance with subsection (a) above, this Lease shall continue in effect for the remainder of the Term; provided that so long as Tenant is not in Default under this Lease, if the damage is so extensive that Landlord reasonably determines that the Premises cannot, with reasonable diligence, be repaired by Landlord (or cannot be safely repaired because of the presence of hazardous factors, earthquake faults, and other similar dangers) so as to allow Tenant’s substantial use and enjoyment of the Premises, or are not in fact repaired by Landlord, within two hundred seventy (270) days after the date of damage, then Tenant may elect to terminate this Lease by written notice to Landlord delivered either within 5 business the sixty (60) day period stated in subsection (a), or within sixty (60) days of receipt of a notice from Landlord estimating a Restoration Period for following Landlord’s failure to so repair the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease, Landlord shall, subject to receipt of sufficient insurance proceeds within two hundred seventy (with any deductible not in excess of commercially reasonable amounts to be treated as a current Operating Expense (and the determination of whether a deductible amount is commercially reasonable shall be determined with reference to the deductible amounts then being maintained by other institutional owners of comparable projects), promptly restore the Premises (excluding the improvements installed by Tenant or by Landlord and paid for by Tenant), subject to delays arising from the collection of insurance proceeds, from Force Majeure events or as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (as defined in Section 30270) in, on or about the Premises (collectively referred to herein as “Hazardous Materials Clearances”); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period or, if longer, the Restoration Period, Landlord may, in its sole and absolute discretion, elect not to proceed with such repair and restoration, or Tenant may by written notice to Landlord delivered within 5 business days of the expiration of the Maximum Restoration Period or, if longer, the Restoration Period, elect to terminate this Lease, in which event Landlord shall be relieved of its obligation to make such repairs or restoration and this Lease shall terminate as of the date that is 75 days after the later of: (i) discovery of such damage or destruction, or (ii) the date all required Hazardous Materials Clearances are obtained, but Landlord shall retain any Rent paid and the right to any Rent payable by Tenant prior to such election by Landlord or Tenant. Tenant, at its expense, shall promptly perform, subject to delays arising from the collection of insurance proceeds, from Force Majeure (as defined in Section 34) events or to obtain Hazardous Material Clearances, all repairs or restoration not required to be done by Landlord and shall promptly re-enter the Premises and commence doing business in accordance with this Lease. Notwithstanding the foregoing, either Landlord or Tenant may terminate this Lease upon written notice to the other if the Premises are damaged during the last year of the Term and Landlord reasonably estimates that it will take more than 2 months to repair such damage; provided, however, that such notice is delivered within 10 business days after the date that Landlord provides Tenant with written notice of damage. (c) Commencing on the date of any damage to the Building, and ending on the sooner of the estimated Restoration Period. Landlord shall also have date the right to terminate damage is repaired or the date this Lease if insurance proceeds are not available for such restoration. Rent is terminated, the rental to be paid under this Lease shall be abated from in the date all required Hazardous Material Clearances are obtained until same proportion that the floor area of the Premises are repaired and restored, in that is rendered unusable by the proportion which damage from time to time bears to the total floor area of the Premises, if any, which provided that Tenant is not usable by Tenant bears to then carrying the total area of the Premises, unless Landlord provides Tenant with other space during the period of repair that is suitable for the temporary conduct of Tenant’s business. Such abatement shall be the sole remedy of Tenant, and except as provided business interruption insurance required in this Section 18, Tenant waives any right to terminate the Lease by reason of damage or casualty loss. Exhibit D. (d) The provisions of this Section 11.1 shall not be deemed to require Landlord to repair any improvements or fixtures that Tenant is obligated to repair or insure pursuant to any other provision of this Lease. (e) Tenant shall fully cooperate with Landlord in removing Tenant’s personal property and any debris from the Premises to facilitate all inspections of the Premises and the making of any repairs. Notwithstanding anything to the contrary contained in this Lease, including this Section 18, constitute an express agreement between if Landlord and Tenant with respect in good faith believes there is a risk of injury to any and all persons or damage to, to property from entering into the Building or destruction of, all or any part of the Premises, or any other portion of the Project, and any statute or regulation which is now or may hereafter be in effect shall have no application to this Lease or Premises following any damage or destruction thereto, Landlord may restrict entry into the Building or the Premises by Tenant, its employees, agents and contractors in a nondiscriminatory manner, without being deemed to have violated Tenant’s rights of quiet enjoyment to, or made an unlawful determination of, or evicted Tenant from, the Premises. Upon request, Landlord shall consult with Tenant to determine if there are safe methods of entry into the Building or the Premises solely in order to allow Tenant to retrieve files, data in computers, and necessary inventory; subject, however, to all or indemnities and waivers of liability from Tenant to Landlord contained in this Lease and any part additional indemnities and waivers of the Premises or any other portion of the Project, the parties hereto expressly agreeing that this Section 18 sets forth their entire understanding and agreement with respect to such mattersliability which Landlord may reasonably require.

Restoration. If(a) If the Building is damaged, Landlord shall repair that damage as soon as reasonably possible, at any its expense, unless: (i) Landlord reasonably determines that the cost of repair is not covered by Landlord's fire and extended coverage insurance plus such additional amounts Tenant elects, at its option, to contribute, excluding however the deductible (for which Tenant shall be responsible for Tenant's proportionate share); (ii) Landlord reasonably determines that the Premises cannot, with reasonable diligence, be fully repaired by Landlord (or cannot be safely repaired because of the presence of hazardous factors, including without limitation Hazardous Materials, earthquake faults, and other similar dangers) within two hundred seventy (270) days after the date of the damage; (iii) an event of default by Tenant has occurred and is continuing at the time of such damage; or (iv) the damage occurs during the final twelve (12) months of the Term, the Project or the Premises are damaged or destroyed by a fire or other insured casualty, . Landlord shall notify Tenant in writing ("Landlord's Notice") within 60 sixty (60) days after discovery of such the damage occurs as to (i) whether Landlord is terminating this Lease as a result of the amount damage and (ii) if Landlord is not terminating this Lease, the number of time days within which Landlord reasonably estimates it will take to restore the Project or has estimated that the Premises, with reasonable diligence, are likely to be fully repaired. In the event Landlord elects to terminate this Lease, this Lease shall terminate as applicable of the date specified for termination by Landlord's Notice (which termination date shall in no event be later than sixty (60) days following the “Restoration Period”date of the damage, or, if no such date is specified, such termination shall be the date of Landlord's Notice). . (b) If the Restoration Period is estimated to exceed 12 months (the “Maximum Restoration Period”), Landlord may, in such notice, does not elect to terminate this Lease as under subsection (a), and provided that Tenant is not in default under this Lease (with all applicable notice of the date that is 75 default having been given, and applicable cure periods having expired without Tenant having cured such default) then within ten (10) days after the date following delivery of discovery of such damage or destruction; provided, however, that notwithstanding Landlord’s election 's Notice pursuant to restoresubsection (a) above, Tenant may elect to terminate this Lease by written notice to Landlord, but only if (i) Landlord's Notice specifies that Landlord delivered has determined that the Premises cannot be repaired, with reasonable diligence, within 5 business two hundred seventy (270) days after the date of receipt damage or (ii) if the damage has occurred within the final twelve (12) months of the Term. If Tenant fails to provide such termination notice within such ten (10) day period, Tenant shall be deemed to have waived any termination right under this subsection or any other applicable law. In the event that neither Landlord nor Tenant terminates this Lease pursuant to this Section as a notice from result of damage to the Building or Premises, then Landlord estimating a Restoration Period shall thereafter repair that damage as soon as reasonably possible and this Lease shall continue in effect for the Premises longer than remainder of the Maximum Restoration Period. Unless either Term, provided that Landlord or Tenant so elects shall have no obligation as to terminate this Lease, Landlord shall, subject to receipt of sufficient insurance proceeds (with any deductible not in excess of commercially reasonable amounts to be treated as a current Operating Expense (and the determination of whether a deductible amount is commercially reasonable shall be determined with reference to the deductible amounts then being maintained by other institutional owners of comparable projects), promptly restore the Premises (excluding the leasehold improvements installed made by Tenant or by Landlord and paid for by Tenant), subject to delays arising from the collection of insurance proceeds, from Force Majeure events or as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials Alterations (as defined in Section 30) in, on or about the Premises (collectively referred to herein as “Hazardous Materials Clearances”7.3); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period or, if longer, the Restoration Period, Landlord may, in its sole and absolute discretion, elect not to proceed with such repair and restoration, or Tenant may by written notice to Landlord delivered within 5 business days of the expiration of the Maximum Restoration Period or, if longer, the Restoration Period, elect to terminate this Lease, in which event Landlord shall be relieved of its obligation to make such repairs or restoration and this Lease shall terminate as of the date that is 75 days after the later of: (i) discovery of such damage or destruction, or (ii) the date all required Hazardous Materials Clearances are obtained, but Landlord shall retain any Rent paid and the right to any Rent payable by Tenant prior to such election by Landlord or Tenant. Tenant, at its expense, shall promptly perform, subject to delays arising from the collection of insurance proceeds, from Force Majeure (as defined in Section 34) events or to obtain Hazardous Material Clearances, all repairs or restoration not required to be done by Landlord and shall promptly re-enter the Premises and commence doing business in accordance with this Lease. Notwithstanding the foregoing, either Landlord or Tenant may terminate this Lease upon written notice to the other if the Premises are damaged during the last year of the Term and Landlord reasonably estimates that it will take more than 2 months to repair such damage; provided, however, that such notice is delivered within 10 business days after the date that Landlord provides Tenant with written notice of the estimated Restoration Period. Landlord shall also have the right to terminate this Lease if insurance proceeds are not available for such restoration. Rent shall be abated from the date all required Hazardous Material Clearances are obtained until the Premises are repaired and restored, in the proportion which the area of the Premises, if any, which is not usable by Tenant bears to the total area of the Premises, unless Landlord provides Tenant with other space during the period of repair that is suitable for the temporary conduct of Tenant’s business. Such abatement shall be the sole remedy of Tenant, and except as provided in this Section 18, Tenant waives any right to terminate the Lease by reason of damage or casualty loss. The provisions of this Lease, including this Section 18, constitute an express agreement between Landlord and Tenant with respect to any and all damage to, or destruction of, all or any part of the Premises, or any other portion of the Project, and any statute or regulation which is now or may hereafter be in effect shall have no application to this Lease or any damage or destruction to all or any part of the Premises or any other portion of the Project, the parties hereto expressly agreeing that this Section 18 sets forth their entire understanding and agreement with respect to such matters.

Restoration. If, at any time during (a) If the Term, the Project or Building of which the Premises are a part is damaged as the result of an event of casualty, then subject to the provisions below, Landlord shall repair that damage as soon as reasonably possible unless Landlord reasonably determines that: (i) the Premises have been materially damaged and there is less than 1 year of the Term remaining on the date of the casualty; (ii) any Mortgagee (defined in Section 13.1) requires that the insurance proceeds be applied to the payment of the mortgage debt; or destroyed by a fire or other insured casualty(iii) proceeds necessary to pay the full cost of the repair are not available from Landlord’s insurance, including without limitation earthquake insurance. Should Landlord elect not to repair the damage for one of the preceding reasons, Landlord shall so notify Tenant in the “Casualty Notice” (as defined below), and this Lease shall terminate as of the date of delivery of that notice. (b) As soon as reasonably practicable following the casualty event but not later than 60 days thereafter, Landlord shall notify Tenant within 60 days after discovery in writing (“Casualty Notice”) of such damage as to the amount of time Landlord reasonably estimates it will take to restore the Project or the PremisesLandlord’s election, as applicable (the “Restoration Period”). If the Restoration Period is estimated to exceed 12 months (the “Maximum Restoration Period”)if applicable, Landlord may, in such notice, elect to terminate this Lease as of the date that is 75 days after the date of discovery of such damage or destruction; (provided, however, that notwithstanding Landlordunder all circumstances in this Article 11, Landlord shall only have the right to terminate this Lease if Landlord is also terminating all of the other leases for all other tenants in the Building similarly affected by such damage). If this Lease is not so terminated, the Casualty Notice shall set forth the anticipated period for repairing the casualty damage. If the anticipated repair period exceeds 270 days and if the damage is so extensive as to reasonably prevent Tenant’s election to restoresubstantial use and enjoyment of the Premises, Tenant then either party may elect to terminate this Lease by written notice to Landlord delivered the other within 5 business 10 days following delivery of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration PeriodCasualty Notice. Unless either Landlord or Additionally, if Tenant so elects was entitled to but elected not to exercise its right to terminate this Lease, the Lease and Landlord shall, subject to receipt of sufficient insurance proceeds (with any deductible does not in excess of commercially reasonable amounts to be treated as a current Operating Expense (substantially complete the repair and the determination of whether a deductible amount is commercially reasonable shall be determined with reference to the deductible amounts then being maintained by other institutional owners of comparable projects), promptly restore the Premises (excluding the improvements installed by Tenant or by Landlord and paid for by Tenant), subject to delays arising from the collection of insurance proceeds, from Force Majeure events or as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (as defined in Section 30) in, on or about the Premises (collectively referred to herein as “Hazardous Materials Clearances”); provided, however, that if repair or restoration of the Premises is not substantially complete as within 2 months after expiration of the end estimated period of time set forth in the Maximum Restoration Period orCasualty Notice, if longerwhich period shall be extended to the extent of any Reconstruction Delays (defined below), the Restoration Period, Landlord may, in its sole and absolute discretion, elect not to proceed with such repair and restoration, or then Tenant may terminate this Lease by written notice to Landlord delivered within 5 business 15 days of after the expiration of such period, as the Maximum Restoration Period or, if longer, the Restoration Period, elect to terminate same may be extended. For purposes of this Lease, in which event Landlord the term "Reconstruction Delays" shall be relieved of its obligation to make such repairs or restoration and this Lease shall terminate as of the date that is 75 days after the later ofmean: (i) discovery of such damage or destruction, or any delays caused by the insurance adjustment process; (ii) the date all required Hazardous Materials Clearances are obtained, but Landlord shall retain any Rent paid delays caused by Tenant; and the right to (iii) any Rent payable delays caused by Tenant prior to such election by Landlord or Tenant. Tenant, at its expense, shall promptly perform, subject to delays arising from the collection events of insurance proceeds, from Force Majeure (as defined in Section 34) events or to obtain Hazardous Material Clearances, all repairs or restoration not required to be done by Landlord and shall promptly re-enter the Premises and commence doing business in accordance with this Lease. Notwithstanding the foregoing, either Landlord or Tenant may terminate this Lease upon written notice to the other if the Premises are damaged during the last year of the Term and Landlord reasonably estimates that it will take more than 2 months to repair such damage; provided, however, that such notice is delivered within 10 business days after the date that Landlord provides Tenant with written notice of the estimated Restoration Period. Landlord shall also have the right to terminate this Lease if insurance proceeds are not available for such restoration. Rent shall be abated from the date all required Hazardous Material Clearances are obtained until the Premises are repaired and restored, in the proportion which the area of the Premises, if any, which is not usable by Tenant bears to the total area of the Premises, unless Landlord provides Tenant with other space during the period of repair that is suitable for the temporary conduct of Tenant’s business. Such abatement shall be the sole remedy of Tenant, and except as provided in this Section 18, Tenant waives any right to terminate the Lease by reason of damage or casualty loss. The provisions of this Lease, including this Section 18, constitute an express agreement between Landlord and Tenant with respect to any and all damage to, or destruction of, all or any part of the Premises, or any other portion of the Project, and any statute or regulation which is now or may hereafter be in effect shall have no application to this Lease or any damage or destruction to all or any part of the Premises or any other portion of the Project, the parties hereto expressly agreeing that this Section 18 sets forth their entire understanding and agreement with respect to such mattersforce majeure.

Restoration. If, (a) If at any time during the Term, the Project or Lease Term the Premises are damaged or destroyed by a fire or other insured casualty, Landlord shall notify Tenant within 60 sixty (60) days after discovery of such damage as to the amount of time time. Landlord or Landlord’s architect or general contractor reasonably estimates it will take to restore the Project Premises. If Landlord or Landlord’s architect or general contractor estimates the restoration time to exceed 180 days from the date Landlord receives all permits, approvals, and licenses required to begin construction, then Tenant may request in writing within five (5) days following Landlord’s notice that Landlord select a third-party professional construction manager, subject to Landlord’s reasonable approval, to estimate the time it will take to restore the Premises. If Landlord and Tenant cannot mutually agree within three (3) business days of Tenant’s request as to the identity of such third-party professional construction manager, then Landlord and Tenant shall each nominate a professional construction manager, who shall, within two (2) business days thereafter, jointly select one professional construction manager in Dallas, Texas to determine the time needed to restore the Premises (and the determination of such third professional construction manager shall be made as applicable (soon as reasonably practicable [but in no event more than 45 days following the “Restoration Period”damage], shall be deemed final, and, notwithstanding anything else to the contrary in this Lease, may not be arbitrated or thereafter disputed by the parties hereto). If the Restoration Period restoration time is estimated to exceed 12 months (the “Maximum Restoration Period”), Landlord may, in such notice, elect to terminate this Lease as of 180 days from the date that is 75 days after the date of discovery of such damage Landlord receives all permits, approvals, and licenses required to begin reconstruction, either Landlord or destruction; provided, however, that notwithstanding Landlord’s election to restore, Tenant may elect to terminate this Lease by written upon notice to Landlord delivered within 5 business the other party given no later than thirty (30) days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Periodafter Landlord’s notice. Unless either Landlord or Tenant so If neither party elects to terminate this LeaseLease or if Landlord or Landlord’s architect or general contractor estimates that restoration will take 180 days or less, Landlord shallthen, subject to receipt of sufficient insurance proceeds (with any deductible not in excess of commercially reasonable amounts to be treated as a current Operating Expense (and the determination of whether a deductible amount is commercially reasonable proceeds, Landlord shall be determined with reference to the deductible amounts then being maintained by other institutional owners of comparable projects), promptly restore the Premises (excluding the improvements installed by Tenant or by Landlord and paid for by Tenant), subject to delays not caused by Landlord arising from CONFIDENTIAL & PROPRIETARY Subject to Audit Protective Agreement the collection of insurance proceeds or from Force Majeure events. Tenant at Tenant’s expense shall promptly perform, subject to delays not caused by Tenant arising from the collection of insurance proceeds, or from Force Majeure events or as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (as defined in Section 30) in, on or about the Premises (collectively referred to herein as “Hazardous Materials Clearances”); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period or, if longer, the Restoration Period, Landlord may, in its sole and absolute discretion, elect not to proceed with such repair and restoration, or Tenant may by written notice to Landlord delivered within 5 business days of the expiration of the Maximum Restoration Period or, if longer, the Restoration Period, elect to terminate this Lease, in which event Landlord shall be relieved of its obligation to make such repairs or restoration and this Lease shall terminate as of the date that is 75 days after the later of: (i) discovery of such damage or destruction, or (ii) the date all required Hazardous Materials Clearances are obtained, but Landlord shall retain any Rent paid and the right to any Rent payable by Tenant prior to such election by Landlord or Tenant. Tenant, at its expense, shall promptly perform, subject to delays arising from the collection of insurance proceeds, from Force Majeure (as defined in Section 34) events or to obtain Hazardous Material Clearancesevents, all repairs or restoration not required to be done by Landlord and shall promptly re-enter the Premises and commence doing business in accordance with this LeaseLandlord. Notwithstanding the foregoing, either Landlord or Tenant party may terminate this Lease upon thirty (30) days written notice to the other if the Premises are damaged during the last year of the Lease Term and Landlord or Landlord’s architect or general contractor reasonably estimates that it will take more than 2 months thirty (30) days to repair such damage; provided. (b) If the Premises are destroyed or substantially damaged by any peril not covered by the insurance maintained by Landlord or any Landlord’s mortgagee requires that insurance proceeds be applied to the indebtedness secured by its mortgage (defined hereinafter), however, that such notice is delivered within 10 business days after the date that Landlord provides Tenant with may terminate this Lease by delivering written notice of termination to Tenant within thirty (30) days after such destruction or damage or such requirement is made known by any such Landlord’s mortgagee, as applicable, whereupon all rights and obligations hereunder shall cease and terminate, except for any liabilities of Tenant which accrued prior to Lease termination. (c) If such damage or destruction is caused by the estimated Restoration Periodact(s) or omission(s) of Tenant, its employees, agents or contractors, Tenant shall pay to Landlord with respect to any damage to the Premises and/or Project the amount of the commercially reasonable deductible under Landlord’s insurance policy within ten (10) days after presentment of Landlord’s invoice. Landlord shall also have the right to terminate this Lease if insurance proceeds are not available for such restoration. Base Rent and Operating Expenses shall be abated from on a reasonable basis for the date all required Hazardous Material Clearances are obtained until the Premises are repaired period of repair and restored, restoration in the proportion which the area of the Premises, if any, which is not usable by Tenant bears to the total area of the Premises, unless Landlord provides Tenant with other space during the period of repair that is suitable for the temporary conduct of Tenant’s business. Such abatement shall be the sole remedy of Tenant, and except as provided in this Section 18, herein. Tenant waives any right to terminate the Lease by reason of damage or casualty loss. The provisions of this Lease, including this Section 18, constitute an express agreement between Landlord and Tenant with respect to any and all damage to, or destruction of, all or any part of the Premises, or any other portion of the Project, and any statute or regulation which is now or may hereafter be in effect shall have no application to this Lease or any damage or destruction to all or any part of the Premises or any other portion of the Project, the parties hereto expressly agreeing that this Section 18 sets forth their entire understanding and agreement with respect to such matters.

Restoration. If, at any time during the Term, the Project or (a) If the Premises are damaged or destroyed by a fire or other insured casualty, Landlord shall notify or if the Building is damaged such that Tenant within 60 days after discovery is deprived of such damage as reasonable access to the amount of time Landlord reasonably estimates it will take to restore the Project or the Premises, the damage shall be repaired by Landlord, to substantially the condition of the Premises prior to the damage, subject to the provisions of any Mortgage or Superior Lease, but Landlord shall have no obligation to repair or restore (i) Tenant’s Property or (ii) except as applicable provided in Section 11.3(b), any Alterations or improvements to the Premises to the extent such Alterations or improvements exceed Building Standard Installations (the “Restoration PeriodAbove Building Standard Installations”). If So long as Tenant is not in default beyond applicable grace or notice provisions in the payment or performance of its obligations under this Section 11.3, and provided Tenant timely delivers to Landlord either Tenant’s Restoration Payment (as hereinafter defined) or the Restoration Period is estimated to exceed 12 months Security (the “Maximum Restoration Period”), Landlord may, in such notice, elect to terminate this Lease as of the date that is 75 days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord’s election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within 5 business days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord hereinafter defined) or Tenant so elects expressly waives any obligation of Landlord to terminate this Lease, Landlord shall, subject to receipt of sufficient insurance proceeds (with any deductible not in excess of commercially reasonable amounts to be treated as a current Operating Expense (and the determination of whether a deductible amount is commercially reasonable shall be determined with reference to the deductible amounts then being maintained by other institutional owners of comparable projects), promptly restore the Premises (excluding the improvements installed by Tenant or by Landlord and paid for by Tenant), subject to delays arising from the collection of insurance proceeds, from Force Majeure events or as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (as defined in Section 30) in, on or about the Premises (collectively referred to herein as “Hazardous Materials Clearances”); provided, however, that if repair or restore any of Tenant’s Above Building Standard Installations, then until the restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period orSubstantially Completed or would have been Substantially Completed but for Tenant Delay, if longerFixed Rent, the Restoration Period, Landlord may, in its sole Tenant’s Tax Payment and absolute discretion, elect not to proceed with such repair and restoration, or Tenant may by written notice to Landlord delivered within 5 business days of the expiration of the Maximum Restoration Period or, if longer, the Restoration Period, elect to terminate this Lease, in which event Landlord Tenant’s Operating Payment shall be relieved of its obligation to make such repairs or restoration and this Lease shall terminate as of the date that is 75 days after the later of: (i) discovery of such damage or destruction, or (ii) the date all required Hazardous Materials Clearances are obtained, but Landlord shall retain any Rent paid and the right to any Rent payable by Tenant prior to such election by Landlord or Tenant. Tenant, at its expense, shall promptly perform, subject to delays arising from the collection of insurance proceeds, from Force Majeure (as defined in Section 34) events or to obtain Hazardous Material Clearances, all repairs or restoration not required to be done by Landlord and shall promptly re-enter the Premises and commence doing business in accordance with this Lease. Notwithstanding the foregoing, either Landlord or Tenant may terminate this Lease upon written notice to the other if the Premises are damaged during the last year of the Term and Landlord reasonably estimates that it will take more than 2 months to repair such damage; provided, however, that such notice is delivered within 10 business days after the date that Landlord provides Tenant with written notice of the estimated Restoration Period. Landlord shall also have the right to terminate this Lease if insurance proceeds are not available for such restoration. Rent shall be abated from the date all required Hazardous Material Clearances are obtained until the Premises are repaired and restored, reduced in the proportion by which the area of the Premises, if any, part of the Premises which is not usable (or accessible ) and is not used by Tenant bears to the total area of the Premises. (b) As a condition precedent to Landlord’s obligation to repair or restore any Above Building Standard Installations, unless Tenant shall (i) pay to Landlord provides Tenant with other space during the period of repair that is suitable for the temporary conduct of upon demand a sum (“Tenant’s businessRestoration Payment”) equal to the amount, if any, by which (A) the cost, as estimated by a reputable independent contractor designated by Landlord, of repairing and restoring all Alterations and Initial Alterations in the Premises to their condition prior to the damage, exceeds (B) the cost of restoring the Premises with Building Standard Installations, or (ii) furnish to Landlord security (the “Restoration Security”) in form and amount reasonably acceptable to Landlord to secure Tenant’s obligation to pay all costs in excess of restoring the Premises with Building Standard Installations. Such abatement If Tenant shall be fail to deliver to Landlord either (1) Tenant’s Restoration Payment or the sole remedy of Restoration Security, as applicable, or (2) a waiver by Tenant, and except as provided in this Section 18form satisfactory to Landlord, Tenant waives of all of Landlord’s obligations to repair or restore any right to terminate the Lease by reason of damage or casualty loss. The provisions of this Lease, including this Section 18, constitute an express agreement between Landlord and Tenant with respect to any and all damage to, or destruction of, all or any part of the PremisesAbove Building Standard Installations, or any other portion of the Projectin either case within 15 days after Landlord’s demand therefor, and any statute or regulation which is now or may hereafter be in effect Landlord shall have no application obligation to this Lease or restore any damage or destruction to all or any part Above Building Standard Installations and Tenant’s abatement of Fixed Rent, Tenant’s Tax Payment and Tenant’s Operating Payment shall cease when the restoration of the Premises or (other than any other portion of the Project, the parties hereto expressly agreeing that this Section 18 sets forth their entire understanding and agreement with respect to such mattersAbove Building Standard Installations) is Substantially Complete.

Restoration. If, at (a) If any time during the Term, the Project or the Premises are Building is damaged or destroyed by (each a fire or other insured casualty, Landlord shall notify Tenant within 60 days after discovery of such damage as to the amount of time Landlord reasonably estimates it will take to restore the Project or the Premises, as applicable (“Damaged Building” and collectively the “Restoration Period”). If the Restoration Period is estimated to exceed 12 months (the “Maximum Restoration PeriodDamaged Buildings”), Landlord mayshall diligently repair that damage as soon as reasonably possible, in at its expense, unless: (i) Landlord reasonably determines that the cost of repair is not covered by Landlord’s fire and extended coverage insurance (or, if Landlord is self-insuring, would not be covered by a standard “all-risk” policy, subject to standard exclusions), plus such noticeadditional amounts Tenant elects, elect at its option, to terminate this Lease as contribute, excluding however the deductible (for which Tenant shall be responsible for Tenant’s Share); or (ii) Landlord reasonably determines that the Damaged Building(s) cannot, with reasonable diligence, be fully repaired by Landlord (or cannot be safely repaired because of the date that is 75 presence of hazardous factors, including without limitation Hazardous Materials, earthquake faults, and other similar dangers) within two hundred seventy (270) days after the date of discovery the damage; or (iii) the damage occurs during the final twelve (12) months of such the Term with respect to the Damaged Building(s). Should Landlord elect not to repair the damage or destruction; providedfor one of the preceding reasons, howeverLandlord shall so notify Tenant in writing within sixty (60) days after the damage occurs and this Lease shall terminate with respect to the Damaged Building(s) only as of the date of that notice. (b) Unless Landlord elects to terminate this Lease with respect to the Damaged Building(s) in accordance with subsection (a) above, that notwithstanding this Lease shall continue in effect for the remainder of the Term with respect to the Damaged Building(s) and Landlord shall promptly notify Tenant in writing of Landlord’s election to restorerestore the Damaged Building(s) and of the time Landlord estimates to complete such restoration; provided that so long as Tenant is not in default under this Lease beyond any applicable cure period, if the damage is so extensive that Landlord reasonably determines that the Damaged Building(s) cannot, with reasonable diligence, be repaired by Landlord (or cannot be safely repaired because of the presence of hazardous factors, earthquake faults, and other similar dangers) so as to allow Tenant’s substantial use and enjoyment of the Premises within two hundred seventy (270) days after the date of damage, then Tenant may elect to terminate this Lease with respect to the Damaged Building(s) by written notice to Landlord delivered within 5 the sixty (60) day period stated in subsection (a). To the extent space is available in Landlord’s portfolio to satisfy Tenant’s temporary space requirements during any period of restoration of any Damaged Building(s), Landlord shall make such space available to Tenant at a fair market rental rate. (c) Commencing three (3) business days following the date of receipt any damage to any of the Buildings, and ending on the sooner of the date the damage is repaired or the date this Lease is terminated, the rental to be paid under this Lease shall be abated in the same proportion that the floor area of the Damaged Building that is rendered unusable by the damage from time to time bears to the total floor area of the Damaged Building. (d) Notwithstanding the provisions of subsections (a), (b) and (c) of this Section, and subject to the provisions of Section 10.5 above, the cost of any repairs shall be borne by Tenant, and Tenant shall not be entitled to rental abatement or termination rights, if the damage is due to the fault or neglect of Tenant or its employees, subtenants, invitees or representatives, but only to the extent such damage is not covered by a notice standard policy of “all risk” insurance (whether or not Landlord is self-insuring). In addition, the provisions of this Section shall not be deemed to require Landlord to repair any improvements or fixtures that Tenant is obligated to repair or insure pursuant to any other provision of this Lease. (e) Tenant shall fully cooperate with Landlord in removing Tenant’s personal property and any non-structured debris from Landlord estimating a Restoration Period for the Premises longer than Damaged Building(s) to facilitate all inspections of the Maximum Restoration PeriodDamaged Building(s) and the making of any repairs. Unless either Landlord or Tenant so elects Notwithstanding anything to terminate the contrary contained in this Lease, if Landlord shallin good faith believes there is a risk of injury to persons or damage to property from entry into the applicable Building following any damage or destruction thereto, Landlord may restrict entry into the Building by Tenant, its employees, agents and contractors in a non-discriminatory manner, without being deemed to have violated Tenant’s rights of quiet enjoyment to, or made an unlawful detainer of, or evicted Tenant from, the Building. Upon request, Landlord shall consult with Tenant to determine if there are safe methods of entry into the Building solely in order to allow Tenant to retrieve files, data in computers, and necessary inventory, subject however to receipt all indemnities and waivers of sufficient insurance proceeds liability from Tenant to Landlord contained in this Lease and any additional indemnities and waivers of liability which Landlord may require. If damage or destruction rendering any Building unusable occurs during the final twelve (with any deductible not in excess 12) months of commercially reasonable amounts to be treated as the Term of the Phase of which such Building is a current Operating Expense part, or during the final twelve (and the determination of whether a deductible amount is commercially reasonable shall be determined with reference to the deductible amounts then being maintained by other institutional owners of comparable projects), promptly restore the Premises (excluding the improvements installed by Tenant or by Landlord and paid for by Tenant), subject to delays arising from the collection of insurance proceeds, from Force Majeure events or as needed to obtain any license, clearance or other authorization 12) months of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the useextension period thereof, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials which cannot be repaired within one hundred twenty (as defined in Section 30120) in, on or about the Premises (collectively referred to herein as “Hazardous Materials Clearances”); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period or, if longer, the Restoration Period, Landlord may, in its sole and absolute discretion, elect not to proceed with such repair and restoration, or Tenant may by written notice to Landlord delivered within 5 business days of the expiration of the Maximum Restoration Period or, if longer, the Restoration Period, elect to terminate this Lease, in which event Landlord shall be relieved of its obligation to make such repairs or restoration and this Lease shall terminate as of the date that is 75 days after the later of: (i) discovery of following such damage or destruction, or (ii) the date all required Hazardous Materials Clearances are obtained, but Landlord Tenant shall retain any Rent paid and the right to any Rent payable by Tenant prior to such election by Landlord or Tenant. Tenant, at its expense, shall promptly perform, subject to delays arising from the collection of insurance proceeds, from Force Majeure (as defined in Section 34) events or to obtain Hazardous Material Clearances, all repairs or restoration not required to be done by Landlord and shall promptly re-enter the Premises and commence doing business in accordance with this Lease. Notwithstanding the foregoing, either Landlord or Tenant may terminate this Lease upon written notice to the other if the Premises are damaged during the last year of the Term and Landlord reasonably estimates that it will take more than 2 months to repair such damage; provided, however, that such notice is delivered within 10 business days after the date that Landlord provides Tenant with written notice of the estimated Restoration Period. Landlord shall also have the right to terminate this Lease if insurance proceeds are not available for such restoration. Rent shall be abated from the date all required Hazardous Material Clearances are obtained until the Premises are repaired and restored, in the proportion which the area of the Premises, if any, which is not usable by Tenant bears to the total area of the Premises, unless Landlord provides Tenant with other space during the period of repair that is suitable for the temporary conduct of Tenant’s business. Such abatement shall be the sole remedy of Tenant, and except as provided in this Section 18, Tenant waives any right option to terminate the Lease as to the applicable Building by reason providing Landlord written notification of Tenant’s election to terminate within thirty (30) days after the damage or casualty lossoccurs. The provisions For all purposes of this LeaseSection 11.1, including damage to the parking areas and access to any Building shall be deemed damage to the Building. (f) In the event this Lease is terminated pursuant to Section 18, constitute an express agreement between Landlord and Tenant 11.l with respect to any and all damage toone or more Buildings only, or destruction of, all or any part Tenant’s obligation to pay Basic Rent shall decrease by the amount of the Premises, or any other portion of the Project, and any statute or regulation which is now or may hereafter be in effect shall have no application to this Lease or any damage or destruction to all or any part of the Premises or any other portion of the Project, the parties hereto expressly agreeing that this Section 18 sets forth their entire understanding and agreement Basic Rent payable with respect to such mattersBuilding(s). This amount shall be equal to the product of the Basic Rent for the Phase in which such Building(s) exists multiplied by a fraction, the numerator of which is the floor area of the Building(s) for which the Lease has terminated and the denominator of which is the floor area of the Phase.

Restoration. If(a) If any Buildings are damaged as the result of an event of casualty, Landlord shall repair that damage (at any time Landlord’s sole cost and expense and without seeking reimbursement from Tenant; provided however, that Landlord may elect to terminate the Lease if: (i) Landlord reasonably determines that the cost of repair would exceed ten percent (10%) of the full replacement cost of all of the Buildings (“Replacement Cost”) and the damage is not covered by Landlord’s fire and extended coverage insurance (or by a normal extended coverage policy should Landlord fail to carry that insurance); or (ii) Landlord reasonably determines that the cost of repair would exceed twenty-five percent (25%) of the Replacement Cost; or (iii) Landlord reasonably determines that the cost of repair would exceed ten percent (10%) of the Replacement Cost and the damage occurs during the final twelve (12) months of the Term (unless Tenant has exercised, or exercises within ten (10) business days after receipt of a Casualty Notice (as defined herein), its right to extend the Term). Should Landlord elect not to repair the damage for one of the preceding reasons, Landlord shall so notify Tenant in the Project or “Casualty Notice” (as defined below), and this Lease shall terminate as of the Premises are damaged or destroyed date of delivery of that notice. Notwithstanding the foregoing, if Tenant commits to pay the cost repair in excess of available insurance proceeds, by a fire or other insured casualtygiving notice to Landlord within ten (10) business days after receipt of the Casualty Notice, then this Lease shall not terminate but shall continue in full force and effect, subject to Section 11.1(c) and Section 11.1(d). (b) As soon as reasonably practicable following Landlord receiving knowledge of the casualty event, but not later than thirty (30) days thereafter, Landlord shall notify Tenant within 60 days after discovery in writing (“Casualty Notice”) of such damage as Landlord’s election, if applicable, to terminate this Lease. If this Lease is not so terminated, the amount of time Landlord reasonably estimates it will take to restore Casualty Notice shall set forth the Project or anticipated period for repairing the Premises, as applicable (the “Restoration Period”)casualty damage. If the Restoration Period is estimated to exceed 12 months anticipated repair period exceeds two hundred forty (240) days following the casualty event (the “Maximum Restoration Period”), Landlord may, in such notice, elect ) and if the damage is so extensive as to terminate this Lease as substantially interfere with Tenant’s use and enjoyment of the date that is 75 days after the date of discovery of such damage or destruction; providedPremises, however, that notwithstanding Landlord’s election to restore, then Tenant may elect to terminate this Lease by written notice to Landlord delivered within 5 ten (10) business days following delivery of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration PeriodCasualty Notice. Unless either Landlord or Tenant so elects to terminate this LeaseUpon termination, Landlord shall, subject to receipt of sufficient insurance proceeds (with any deductible not in excess of commercially reasonable amounts to be treated as a current Operating Expense (and the determination of whether a deductible amount is commercially reasonable Basic Rent shall be determined with reference to the deductible amounts then being maintained by other institutional owners of comparable projects), promptly restore the Premises (excluding the improvements installed by Tenant or by Landlord and paid for by Tenant), subject to delays arising from the collection of insurance proceeds, from Force Majeure events or as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (as defined in Section 30) in, on or about the Premises (collectively referred to herein as “Hazardous Materials Clearances”); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period or, if longer, the Restoration Period, Landlord may, in its sole and absolute discretion, elect not to proceed with such repair and restoration, or Tenant may by written notice to Landlord delivered within 5 business days of the expiration of the Maximum Restoration Period or, if longer, the Restoration Period, elect to terminate this Lease, in which event Landlord shall be relieved of its obligation to make such repairs or restoration and this Lease shall terminate apportioned as of the date that of the damage and, provided Tenant is 75 days after the later of: (i) discovery of such damage or destruction, or (ii) the date all required Hazardous Materials Clearances are obtained, but Landlord shall retain any Rent paid and the right to any Rent payable by Tenant prior to such election by Landlord or Tenant. Tenant, at its expense, shall promptly perform, subject to delays arising from the collection of insurance proceeds, from Force Majeure (as defined not in Section 34) events or to obtain Hazardous Material Clearancesdefault, all repairs or restoration not required prepaid Basic Rent shall be repaid to be done by Landlord Tenant. (c) From and shall promptly re-enter the Premises and commence doing business in accordance with this Lease. Notwithstanding the foregoing, either Landlord or Tenant may terminate this Lease upon written notice to the other if the Premises are damaged during the last year of the Term and Landlord reasonably estimates that it will take more than 2 months to repair such damage; provided, however, that such notice is delivered within 10 business days after the date that Landlord provides Tenant with written notice of the estimated Restoration Period. Landlord shall also have casualty event, the right Basic Rent to terminate be paid under this Lease if insurance proceeds are not available for such restoration. Rent shall be abated from in the date all required Hazardous Material Clearances are obtained until same proportion that the floor area of the Premises are repaired and restored, in that is rendered unusable by the proportion which damage from time to time bears to the total floor area of the Premises. (d) Notwithstanding the provisions of subsections (a), if any(b) and (c) of this Section 11.1, which is not usable by Tenant bears to the total area cost of the Premises, unless Landlord provides Tenant with other space during the period of repair that is suitable for the temporary conduct of Tenant’s business. Such abatement any repairs shall be the sole remedy of borne by Tenant, and except as provided in this Section 18Tenant shall not be entitled to rental abatement or termination rights, if the damage is caused by the negligence or willful misconduct of Tenant waives any right to terminate the Lease by reason of damage or casualty loss. The provisions of this Leaseits employees, including this Section 18subtenants, constitute an express agreement between Landlord and Tenant with respect to any and all damage to, invitees or destruction of, all or any part of the Premises, or any other portion of the Project, and any statute or regulation which is now or may hereafter be in effect shall have no application to this Lease or any damage or destruction to all or any part of the Premises or any other portion of the Project, the parties hereto expressly agreeing that this Section 18 sets forth their entire understanding and agreement with respect to such mattersrepresentatives.

Restoration. If, at any time during the Term, the Project or If the Premises are damaged or destroyed by a fire or other insured ----------- casualty, or if the Building or Parking Garage is damaged such that Tenant is deprived of reasonable access thereto, the damage shall be repaired by Landlord, at its expense, to substantially the condition of the Premises prior to the damage, subject to customary requirements of any Mortgage or Superior Lease regarding placement of proceeds into trust, submitting requisitions, etc., but Landlord shall notify Tenant within 60 days after discovery of such damage have no obligation to repair or restore (i) Tenant's Property or (ii) except as provided in this Article 13, any Alterations to the amount of time Landlord reasonably estimates it will take to restore the Project or the Premises, as applicable to ---------- the extent such Alterations exceed the Minimum Build-Out Standards set forth on Schedule C-4 of the Design and Construction Agreement (the “Restoration Period”"Above Building Standard ------------ Installations"). If Provided no uncured Material Default shall then exist, and provided Tenant timely delivers to Landlord either Tenant's Restoration Payment (as hereinafter defined) or the Restoration Period is estimated to exceed 12 months Security (the “Maximum Restoration Period”), Landlord may, in such notice, elect to terminate this Lease as of the date that is 75 days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord’s election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within 5 business days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord hereinafter defined) or Tenant so elects expressly waives any obligation of Landlord to terminate this Lease, Landlord shall, subject to receipt of sufficient insurance proceeds (with any deductible not in excess of commercially reasonable amounts to be treated as a current Operating Expense (and the determination of whether a deductible amount is commercially reasonable shall be determined with reference to the deductible amounts then being maintained by other institutional owners of comparable projects), promptly restore the Premises (excluding the improvements installed by Tenant or by Landlord and paid for by Tenant), subject to delays arising from the collection of insurance proceeds, from Force Majeure events or as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (as defined in Section 30) in, on or about the Premises (collectively referred to herein as “Hazardous Materials Clearances”); provided, however, that if repair or restore any of Tenant's Above Building Standard Installations, then until the restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period orSubstantially Completed or would have been Substantially Completed but for Tenant Delay, if longerFixed Rent, the Restoration Period, Landlord may, in its sole Tenant's Tax Payment and absolute discretion, elect not to proceed with such repair and restoration, or Tenant may by written notice to Landlord delivered within 5 business days of the expiration of the Maximum Restoration Period or, if longer, the Restoration Period, elect to terminate this Lease, in which event Landlord Tenant's Operating Expense Payment shall be relieved of its obligation to make such repairs or restoration and this Lease shall terminate as of the date that is 75 days after the later of: (i) discovery of such damage or destruction, or (ii) the date all required Hazardous Materials Clearances are obtained, but Landlord shall retain any Rent paid and the right to any Rent payable by Tenant prior to such election by Landlord or Tenant. Tenant, at its expense, shall promptly perform, subject to delays arising from the collection of insurance proceeds, from Force Majeure (as defined in Section 34) events or to obtain Hazardous Material Clearances, all repairs or restoration not required to be done by Landlord and shall promptly re-enter the Premises and commence doing business in accordance with this Lease. Notwithstanding the foregoing, either Landlord or Tenant may terminate this Lease upon written notice to the other if the Premises are damaged during the last year of the Term and Landlord reasonably estimates that it will take more than 2 months to repair such damage; provided, however, that such notice is delivered within 10 business days after the date that Landlord provides Tenant with written notice of the estimated Restoration Period. Landlord shall also have the right to terminate this Lease if insurance proceeds are not available for such restoration. Rent shall be abated from the date all required Hazardous Material Clearances are obtained until the Premises are repaired and restored, reduced in the proportion by which the area Agreed Area of the Premises, if any, part of the Building which is not usable (or accessible) and is not used by Tenant in the ordinary course bears to the total area of the Premises, unless Landlord provides Tenant with other space during the period of Building. As a condition precedent to Landlord's obligation to repair that is suitable for the temporary conduct or restore any of Tenant’s business's Above Building Standard Installations, Tenant shall (i) pay to Landlord upon demand a sum ("Tenant's Restoration Payment") equal to the amount, if any, by which (A) the cost, as estimated by a reputable independent contractor designated by Landlord, of repairing and restoring all Alterations in the Premises to their condition prior to the damage, exceeds (B) the cost of restoring the Premises with Minimum Build-Out Installations, or (ii) furnish to Landlord security (the "Restoration Security") in form and amount reasonably acceptable to Landlord to secure Tenant's obligation to pay all costs in excess of restoring the Premises with Minimum Build-Out Installations. Such If Tenant shall fail to deliver to Landlord either (1) Tenant's Restoration Payment or the Restoration Security, as applicable, or (2) a written waiver by Tenant of all of Landlord's obligations to repair or restore any of the Above Building Standard Installations, in either case within fifteen (15) days after Landlord's demand therefor, Tenant's abatement of Fixed Rent, Tenant's Tax Payment and Tenant's Operating Expense Payment shall be cease commencing as of the sole remedy sixteenth (16th) day after Landlord's demand, and shall resume upon delivery to Landlord of Tenant's Restoration Payment or the Restoration Security, and except or such written waiver, as provided the case may be. Nothing set forth in this Section 18, Tenant waives any 13.1 shall be interpreted to limit Landlord's right to terminate the Lease by reason of damage repair or casualty loss. The provisions of this Lease, including this Section 18, constitute an express agreement between Landlord and Tenant with respect to any and all damage to, or destruction of, restore all or any part of the Premises, or any other portion of the ProjectPremises at such time and in such manner as Landlord deems appropriate, and no such repair or restoration shall constitute a waiver by Landlord of any statute or regulation which is now or may hereafter be of Landlord's rights set forth in effect shall have no application to this Lease or any damage or destruction to all or any part of the Premises or any other portion of the Project, the parties hereto expressly agreeing that this Section 18 sets forth their entire understanding and agreement with respect to such matters13.1 or elsewhere in this Lease.

Restoration. If, at any time during the Term, the Project or (a) If the Premises are damaged or destroyed by a fire or other insured casualty, Landlord shall notify or if the Building is damaged such that Tenant within 60 days after discovery is deprived of such damage as reasonable access to the amount of time Landlord reasonably estimates it will take to restore the Project or the Premises, the damage shall be repaired by Landlord, to substantially the condition of the Premises prior to the damage, subject to the provisions of any Mortgage or Superior Lease, but Landlord shall have no obligation to repair or restore (i) Tenant’s Property, or (ii) except as applicable provided in Section 11.3(b), any Alterations or improvements to the Premises to the extent such Alterations or improvements exceed Building Standard Installations (the “Restoration PeriodAbove Building Standard Installations”). If So long as Tenant is not in default beyond applicable grace or notice provisions in the payment or performance of its obligations under this Section 11.3, and provided Tenant timely delivers to Landlord either Tenant’s Restoration Payment (as hereinafter defined) or the Restoration Period is estimated to exceed 12 months Security (the “Maximum Restoration Period”), Landlord may, in such notice, elect to terminate this Lease as of the date that is 75 days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord’s election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within 5 business days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord hereinafter defined) or Tenant so elects expressly waives any obligation of Landlord to terminate this Lease, Landlord shall, subject to receipt of sufficient insurance proceeds (with any deductible not in excess of commercially reasonable amounts to be treated as a current Operating Expense (and the determination of whether a deductible amount is commercially reasonable shall be determined with reference to the deductible amounts then being maintained by other institutional owners of comparable projects), promptly restore the Premises (excluding the improvements installed by Tenant or by Landlord and paid for by Tenant), subject to delays arising from the collection of insurance proceeds, from Force Majeure events or as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (as defined in Section 30) in, on or about the Premises (collectively referred to herein as “Hazardous Materials Clearances”); provided, however, that if repair or restore any of Tenant’s Above Building Standard Installations, then until the restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period orSubstantially Completed or would have been Substantially Completed but for Tenant Delay, if longerFixed Rent, the Restoration Period, Landlord may, in its sole Tenant’s Tax Payment and absolute discretion, elect not to proceed with such repair and restoration, or Tenant may by written notice to Landlord delivered within 5 business days of the expiration of the Maximum Restoration Period or, if longer, the Restoration Period, elect to terminate this Lease, in which event Landlord Tenant’s Operating Payment shall be relieved of its obligation to make such repairs or restoration and this Lease shall terminate as of the date that is 75 days after the later of: (i) discovery of such damage or destruction, or (ii) the date all required Hazardous Materials Clearances are obtained, but Landlord shall retain any Rent paid and the right to any Rent payable by Tenant prior to such election by Landlord or Tenant. Tenant, at its expense, shall promptly perform, subject to delays arising from the collection of insurance proceeds, from Force Majeure (as defined in Section 34) events or to obtain Hazardous Material Clearances, all repairs or restoration not required to be done by Landlord and shall promptly re-enter the Premises and commence doing business in accordance with this Lease. Notwithstanding the foregoing, either Landlord or Tenant may terminate this Lease upon written notice to the other if the Premises are damaged during the last year of the Term and Landlord reasonably estimates that it will take more than 2 months to repair such damage; provided, however, that such notice is delivered within 10 business days after the date that Landlord provides Tenant with written notice of the estimated Restoration Period. Landlord shall also have the right to terminate this Lease if insurance proceeds are not available for such restoration. Rent shall be abated from the date all required Hazardous Material Clearances are obtained until the Premises are repaired and restored, reduced in the proportion by which the area of the Premises, if any, part of the Premises which is not usable (or accessible ) and is not used by Tenant bears to the total area of the Premises, unless Landlord provides Tenant with other space during the period of repair that is suitable for the temporary conduct of Tenant’s business. Such abatement shall be the sole remedy of Tenant, and except as provided in this Section 18, Tenant waives This Article 11 constitutes an express agreement governing any right to terminate the Lease by reason case of damage or casualty loss. The provisions destruction of this Leasethe Premises or the Building by fire or other casualty, including this and Section 18227 of the Real Property Law of the State of New York, constitute which provides for such contingency in the absence of an express agreement between Landlord and Tenant with respect to any and all damage to, or destruction of, all or any part of the Premises, or any other portion of the Projectagreement, and any statute or regulation which is other law of like nature and purpose now or may hereafter be in effect force, shall have no application in any such case. (b) As a condition precedent to this Lease Landlord’s obligation to repair or restore any damage or destruction of Tenant’s Above Building Standard Installations, Tenant shall (i) pay to all or any part of Landlord upon demand a sum (“Tenant’s Restoration Payment”) equal to the Premises or any other portion of amount, if any, by which (A) the Projectcost, the parties hereto expressly agreeing that this Section 18 sets forth their entire understanding and agreement with respect to such matters.as 25

Restoration. If(a) If the Premises or any Common Areas, at any time during the Term, the Project Building exterior or Building Systems serving the Premises are damaged or destroyed by a fire or other insured casualty, Landlord shall notify or if the Building is damaged such that Tenant within 60 days after discovery is deprived of such damage as reasonable access to the amount or use of time Landlord reasonably estimates it will take to restore the Project or the Premises, as applicable (the “Restoration Period”). If damage shall be repaired by Landlord, to substantially the Restoration Period is estimated condition prior to exceed 12 months (the “Maximum Restoration Period”), Landlord may, in such notice, elect to terminate this Lease as of the date that is 75 days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord’s election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within 5 business days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease, Landlord shalldamage, subject to receipt the provisions of sufficient insurance proceeds any Mortgage or Superior Lease, but Landlord shall have no obligation to repair or restore (with i) Tenant’s Property or (ii) except as provided in Section 11.3(b), any deductible Tenant Improvements. So long as Tenant is not in excess default beyond applicable grace or notice provisions in the payment or performance of commercially reasonable amounts its obligations under this Section 11.3, and provided Tenant timely delivers to be treated as a current Operating Expense (and the determination of whether a deductible amount is commercially reasonable shall be determined with reference to the deductible amounts then being maintained by other institutional owners of comparable projects), promptly restore the Premises (excluding the improvements installed by Tenant or by Landlord and paid for by either Tenant), subject to delays arising from the collection of insurance proceeds, from Force Majeure events or as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials ’s Restoration Payment (as defined in Section 30hereinafter defined) in, on or about the Premises Restoration Security (collectively referred as hereinafter defined) or Tenant expressly waives any obligation of Landlord to herein as “Hazardous Materials Clearances”); provided, however, that if repair or restore any of the Tenant Improvements, then until the restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period orSubstantially Completed or would have been Substantially Completed but for Tenant Delay, if longerFixed Rent, the Restoration Period, Landlord may, in its sole Tenant’s Tax Payment and absolute discretion, elect not to proceed with such repair and restoration, or Tenant may by written notice to Landlord delivered within 5 business days of the expiration of the Maximum Restoration Period or, if longer, the Restoration Period, elect to terminate this Lease, in which event Landlord Tenant’s Operating Payment shall be relieved of its obligation to make such repairs or restoration and this Lease shall terminate as of the date that is 75 days after the later of: (i) discovery of such damage or destruction, or (ii) the date all required Hazardous Materials Clearances are obtained, but Landlord shall retain any Rent paid and the right to any Rent payable by Tenant prior to such election by Landlord or Tenant. Tenant, at its expense, shall promptly perform, subject to delays arising from the collection of insurance proceeds, from Force Majeure (as defined in Section 34) events or to obtain Hazardous Material Clearances, all repairs or restoration not required to be done by Landlord and shall promptly re-enter the Premises and commence doing business in accordance with this Lease. Notwithstanding the foregoing, either Landlord or Tenant may terminate this Lease upon written notice to the other if the Premises are damaged during the last year of the Term and Landlord reasonably estimates that it will take more than 2 months to repair such damage; provided, however, that such notice is delivered within 10 business days after the date that Landlord provides Tenant with written notice of the estimated Restoration Period. Landlord shall also have the right to terminate this Lease if insurance proceeds are not available for such restoration. Rent shall be abated from the date all required Hazardous Material Clearances are obtained until the Premises are repaired and restored, reduced in the proportion by which the area of the Premises, if any, part of the Premises which is not usable (or accessible ) and is not used by Tenant for the Permitted Use bears to the total area of the Premises, unless until the restoration of the Premises is Substantially Completed or would have been Substantially Completed but for a Tenant Delay. (b) As a condition precedent to Landlord’s obligation to repair or restore any Tenant Improvements, Tenant shall (i) pay or cause its insurers to pay to Landlord provides Tenant with other space during the period of repair that is suitable for the temporary conduct of within forty-five (45) days following Landlord’s demand a sum (“Tenant’s businessRestoration Payment”) equal to the amount, if any, by which (A) the cost, as estimated by a reputable independent contractor designated by Landlord, of repairing and restoring all of the Tenant Improvements in the Premises to their condition prior to the damage, exceeds (B) the cost of restoring the Premises to a base, shell and core condition, or (ii) furnish to Landlord security (the “Restoration Security”) in form and amount reasonably acceptable to Landlord to secure Tenant’s obligation to pay all costs in excess of restoring the Premises to a base, shell and core condition. Such abatement If Tenant shall be fail to deliver to Landlord either (1) Tenant’s Restoration Payment or the sole remedy of Restoration Security, as applicable, or (2) a waiver by Tenant, and except as provided in this Section 18form satisfactory to Landlord, Tenant waives of all of Landlord’s obligations to repair or restore any right to terminate the Lease by reason of damage or casualty loss. The provisions of this Lease, including this Section 18, constitute an express agreement between Landlord and Tenant with respect to any and all damage to, or destruction of, all or any part of the PremisesTenant improvements in either case within 15 days after Landlord’s demand therefor, or any other portion of the Project, and any statute or regulation which is now or may hereafter be in effect Landlord shall have no application obligation to this Lease or restore any damage or destruction to all or any part Tenant Improvements and Tenant’s abatement of Fixed Rent, Tenant’s Tax Payment and Tenant’s Operating Payment shall cease when the restoration of the Premises or any (other portion of than the Project, the parties hereto expressly agreeing that this Section 18 sets forth their entire understanding and agreement with respect to such mattersTenant Improvements) is Substantially Complete.

Restoration. IfLessee shall, at Xxxxxx's sole cost and expense, return the Leased Premises to Lessor at the expiration or earlier termination of this Lease in good and sanitary order, condition and repair, free of rubble and debris, broom clean, reasonable wear and tear excepted. In addition, Lessee shall ascertain from Lessor at the time of approval of any time during alterations, installations and improvements, whether Lessor considers any such alterations, installations and improvements to be specialized and non-reusable areas, such as class rooms, manufacturing areas and storage racks, and whether Lessor desires such specialized and non-reusable areas of the TermLeased Premises, restored to its condition prior to the making of such permitted alterations, installations and improvements. In such event, Lessor shall, at least three (3) months prior to Lease expiration, provide Lessee with an estimate of the costs to so restore the Leased Premises ("Restoration Costs") and Lessee shall pay to Lessor, as additional Rent, the Project or the Premises are damaged or destroyed by a fire or other insured casualty, Landlord shall notify Tenant within 60 days after discovery of such damage as to the entire amount of time Landlord reasonably estimates it will take to restore the Project or the Premises, as applicable (the “Restoration Period”). If the Restoration Period is estimated Costs no later than ten (10) days prior to exceed 12 months (the “Maximum Restoration Period”), Landlord may, in such notice, elect to terminate this Lease as of the date that is 75 days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord’s election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within 5 business days of receipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Periodexpiration. Unless either Landlord or Tenant so elects to terminate this Lease, Landlord shall, subject to receipt of sufficient insurance proceeds (with any deductible not in excess of commercially reasonable amounts to be treated as a current Operating Expense (and the determination of whether a deductible amount is commercially reasonable shall be determined with reference to the deductible amounts then being maintained by other institutional owners of comparable projects), promptly restore the Premises (excluding the improvements installed by Tenant or by Landlord and paid for by Tenant), subject to delays arising from the collection of insurance proceeds, from Force Majeure events or as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (as defined in Section 30) in, on or about the Premises (collectively referred to herein as “Hazardous Materials Clearances”); provided, however, that if repair or The foregoing restoration of the Leased Premises shall be performed after the Lease expiration. All damage to the Leased Premises caused by the removal of such trade fixtures and other personal property that Xxxxxx is not substantially complete as permitted to remove under the terms of this Lease and/or such restoration shall be repaired by Lessee at its sole cost and expense prior to termination. Lessee's obligations under this Section 15.4 shall apply to the parking garage, roof and other areas of the end Complex impacted by Xxxxxx's use and/or occupancy of the Maximum Restoration Period or, if longer, the Restoration Period, Landlord may, in its sole and absolute discretion, elect not to proceed with such repair and restoration, or Tenant may by written notice to Landlord delivered within 5 business days of the expiration of the Maximum Restoration Period or, if longer, the Restoration Period, elect to terminate this Lease, in which event Landlord shall be relieved of its obligation to make such repairs or restoration and this Lease shall terminate as of the date that is 75 days after the later of: (i) discovery of such damage or destruction, or (ii) the date all required Hazardous Materials Clearances are obtained, but Landlord shall retain any Rent paid and the right to any Rent payable by Tenant prior to such election by Landlord or Tenant. Tenant, at its expense, shall promptly perform, subject to delays arising from the collection of insurance proceeds, from Force Majeure (as defined in Section 34) events or to obtain Hazardous Material Clearances, all repairs or restoration not required to be done by Landlord and shall promptly re-enter the Premises and commence doing business in accordance with this Lease. Notwithstanding the foregoing, either Landlord or Tenant may terminate this Lease upon written notice to the other if the Premises are damaged during the last year of the Term and Landlord reasonably estimates that it will take more than 2 months to repair such damage; provided, however, that such notice is delivered within 10 business days after the date that Landlord provides Tenant with written notice of the estimated Restoration Period. Landlord shall also have the right to terminate this Lease if insurance proceeds are not available for such restoration. Rent shall be abated from the date all required Hazardous Material Clearances are obtained until the Premises are repaired and restored, in the proportion which the area of the Premises, if any, which is not usable by Tenant bears to the total area of the Premises, unless Landlord provides Tenant with other space during the period of repair that is suitable for the temporary conduct of Tenant’s business. Such abatement shall be the sole remedy of Tenant, and except as provided in this Section 18, Tenant waives any right to terminate the Lease by reason of damage or casualty loss. The provisions of this Lease, including this Section 18, constitute an express agreement between Landlord and Tenant with respect to any and all damage to, or destruction of, all Complex or any part of the Premises, or any other portion of the Project, and any statute or regulation which is now or may hereafter be in effect shall have no application to this Lease or any damage or destruction to all or any part of the Premises or any other portion of the Project, the parties hereto expressly agreeing that this Section 18 sets forth their entire understanding and agreement with respect to such mattersthereof.

Restoration. If, at any time during (a) If the Term, the Project Premises or the Premises Building or a part thereof are materially damaged or destroyed by a fire any fire, flood, earthquake or other insured casualty, Landlord shall notify Tenant within 60 days after discovery of such damage as to have the amount of time Landlord reasonably estimates it will take to restore the Project or the Premises, as applicable (the “Restoration Period”). If the Restoration Period is estimated to exceed 12 months (the “Maximum Restoration Period”), Landlord may, in such notice, elect right to terminate this Lease as upon written notice to Tenant if: (i) Landlord reasonably determines that proceeds necessary to pay the full cost of repair is not available from Landlord’s insurance, including without limitation earthquake insurance, plus such additional amounts Tenant elects, at its option, to contribute, excluding however the deductible (for which Tenant shall be responsible for Tenant’s Share); (ii) Landlord reasonably determines that the Premises cannot, with reasonable diligence, be fully repaired by Landlord (or cannot be safely repaired because of the date that is 75 presence of hazardous factors, including without limitation Hazardous Materials, earthquake faults, and other similar dangers) within two hundred seventy (270) days after the date of discovery the damage; (iii) an uncured Event of Default by Tenant has occurred; or (iv) the material damage occurs during the final twelve (12) months of the Term. Landlord shall notify Tenant in writing (“Landlord’s Notice”) within sixty (60) days after the damage occurs as to (A) whether Landlord is terminating this Lease as a result of such material damage or destruction; providedand (B) if Landlord is not terminating this Lease, howeverthe number of days within which Landlord has estimated that the Premises, that notwithstanding with reasonable diligence, are likely to be fully repaired. In the event Landlord elects to terminate this Lease, this Lease shall terminate as of the date specified for termination by Landlord’s election Notice (which termination date shall in no event be later than sixty (60) days following the date of the damage, or, if no such date is specified, such termination shall be the date of Landlord’s Notice). (b) If Landlord has the right to restoreterminate this Lease pursuant to Section 11.1(a) and does not elect to so terminate this Lease, and provided that at the time of Landlord’s Notice neither an Event of Default exists nor has Landlord delivered Tenant a notice of any failure by Tenant to fulfill an obligation under this Lease which, unless cured by Tenant within the applicable grace period, would constitute an Event of Default, then within ten (10) days following delivery of Landlord’s Notice pursuant to Section 11.1(a), Tenant may elect to terminate this Lease by written notice to Landlord, but only if (i) Landlord’s Notice specifies that Landlord delivered has determined that the Premises cannot be repaired, with reasonable diligence, within 5 business two hundred seventy (270) days after the date of receipt damage or (ii) the casualty has occurred within the final twelve (12) months of the Term and such material damage has a materially adverse impact on Tenant’s continued use of the Premises. If Tenant fails to provide such termination notice within such ten (10) day period, Tenant shall be deemed to have waived any termination right under this Section 1l.1(b) or any other applicable law. (c) In the event that neither Landlord nor Tenant terminates this Lease pursuant to this Section 11.1 as a result of material damage to the Building or Premises resulting from a casualty, Landlord estimating a Restoration Period shall repair all material damage to the Premises or the Building as soon as reasonably possible and this Lease shall continue in effect for the Premises longer than remainder of the Maximum Restoration PeriodTerm. Unless either Subject to any provision to the contrary in the Work Letter, such repair by Landlord or shall include repair of material damage to the Tenant Improvements constructed pursuant to the Work Letter, so elects to terminate this Lease, Landlord shall, subject to receipt of sufficient long as insurance proceeds (with any deductible not in excess of commercially reasonable amounts from insurance required to be treated as a current Operating Expense (and carried by Tenant are made available to Landlord. Landlord shall have the determination of whether a deductible amount is commercially reasonable shall be determined with reference right, but not the obligation, to the deductible amounts then being maintained by repair or replace any other institutional owners of comparable projects), promptly restore the Premises (excluding the leasehold improvements installed made by Tenant or by Landlord and paid for by Tenant), subject to delays arising from the collection of insurance proceeds, from Force Majeure events or as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials Alterations (as defined in Section 307.3) inconstructed by Tenant. If Landlord elects to repair or replace such leasehold improvements and/or Alterations, on all insurance proceeds available for such repair or about replacement shall be made available to Landlord. Landlord shall have no liability to Tenant in the event that the Premises (collectively referred to herein as “Hazardous Materials Clearances”); provided, however, that if repair or restoration of the Premises is Building has not substantially complete as of been fully repaired within the end of the Maximum Restoration Period or, if longer, the Restoration Period, Landlord may, in its sole and absolute discretion, elect not to proceed with such repair and restoration, or Tenant may by written notice to Landlord delivered within 5 business days of the expiration of the Maximum Restoration Period or, if longer, the Restoration Period, elect to terminate this Lease, in which event Landlord shall be relieved of its obligation to make such repairs or restoration and this Lease shall terminate as of the date that is 75 days after the later of: (i) discovery of such damage or destruction, or (ii) the date all required Hazardous Materials Clearances are obtained, but Landlord shall retain any Rent paid and the right to any Rent payable by Tenant prior to such election time period specified by Landlord or Tenant. Tenant, at its expense, shall promptly perform, subject in Landlord’s Notice to delays arising from the collection of insurance proceeds, from Force Majeure (Tenant as defined described in Section 34) events or to obtain Hazardous Material Clearances, all repairs or restoration not required to be done by Landlord and shall promptly re-enter the Premises and commence doing business in accordance with this Lease11.1(a). Notwithstanding the foregoing, either Landlord the repair of damage to the Premises to the extent such damage is not material shall be governed by Sections 7.1 and 7.2. (d) Commencing on the date of such material damage to the Building, and ending on the sooner of the date the damage is repaired or Tenant may terminate the date this Lease upon written notice is terminated, the rental to be paid under this Lease shall be abated in the same proportion that the Floor Area of the Premises that is rendered unusable by the damage from time to time bears to the total Floor Area of the Premises, as determined by Landlord, provided that Tenant is then carrying the business interruption insurance required of Tenant pursuant to Exhibit D. (e) Landlord shall not be required to repair or replace any improvements or fixtures that Tenant is obligated to repair or replace pursuant to Section 7.1 or any other if provision of this Lease and Tenant shall continue to be obligated to so repair or replace any such improvements or fixtures, notwithstanding any provisions to the contrary in this Article XI. In addition, but subject to the provisions of Section 10.5, in the event the damage or destruction to the Premises or Building are damaged during due in substantial part to the last year fault or neglect of Tenant or its employees, subtenants, invitees or representatives, the Term costs of such repairs or replacement to the Premises or Building shall be borne by Tenant, and Landlord reasonably estimates that it will take more than 2 months to repair such damage; providedin addition, however, that such notice is delivered within 10 business days after the date that Landlord provides Tenant with written notice of the estimated Restoration Period. Landlord shall also have the right not be entitled to terminate this Lease if insurance proceeds are not available for such restoration. Rent as a result, notwithstanding the provisions of Section 11.1(b). (f) Tenant shall be abated fully cooperate with Landlord in removing Tenant’s personal property and any debris from the date Premises to facilitate all required Hazardous Material Clearances are obtained until inspections of the Premises are repaired and restored, in the proportion which the area making of the Premises, if any, which is not usable by Tenant bears any repairs. Notwithstanding anything to the total area of the Premises, unless Landlord provides Tenant with other space during the period of repair that is suitable for the temporary conduct of Tenant’s business. Such abatement shall be the sole remedy of Tenant, and except as provided contrary contained in this Section 18, Tenant waives any right to terminate the Lease by reason of damage or casualty loss. The provisions of this Lease, including this Section 18, constitute an express agreement between if Landlord and Tenant with respect in good faith believes there is a risk of injury to any and all persons or damage to, to property from entry into the Building or destruction of, all or any part of the Premises, or any other portion of the Project, and any statute or regulation which is now or may hereafter be in effect shall have no application to this Lease or Premises following any damage or destruction thereto, Landlord may restrict entry into the Building or the Premises by Tenant, its employees, agents and contractors in a non-discriminatory manner, without being deemed to have violated Tenant’s rights of quiet enjoyment to, or made an unlawful detainer of, or evicted Tenant from, the Premises. Upon request, Landlord shall consult with Tenant to determine if there are safe methods of entry into the Building or the Premises solely in order to allow Tenant to retrieve files, data in computers, and necessary inventory, subject however to all or indemnities and waivers of liability from Tenant to Landlord contained in this Lease and any part additional indemnities and waivers of the Premises or any other portion of the Project, the parties hereto expressly agreeing that this Section 18 sets forth their entire understanding and agreement with respect to such mattersliability which Landlord may require.