Common use of Uninsured Casualty Clause in Contracts

Uninsured Casualty. If any Improvements located upon the Real Property are destroyed or substantially damaged during the period following the exercise of the Option and prior to the Closing by a Casualty which is not an Insured Casualty, and the Restoration Costs (as agreed between Buyer and Seller or as determined under Section 14.1.4) shall exceed the available insurance proceeds, if any (other than proceeds of business interruption insurance), by more than Two Hundred Thousand Dollars ($200,000) (the "Uninsured Casualty Threshold Amount"), or if such Casualty shall result in a Lease Termination, Buyer shall have the right to terminate this Agreement by giving Seller written notice of termination within ten (10) business days following the date of receipt of Seller's notice of the occurrence of such destruction or damage (or if a longer period of time is reasonably required to determine whether a Casualty is or is not an Insured Casualty, or to agree upon or determine Restoration Costs or the amount of insurance proceeds which will be available, within five (5) business days after all such determinations have been made); whereupon this Agreement shall terminate, except as specified in Section 14.1.3. If this Agreement is so terminated, then neither party shall have any further rights or obligations hereunder (except with respect to those matters expressly stated to survive such termination), the Deposit, and all interest accrued thereon, shall be returned to Buyer within two (2) business days thereafter, and each party shall bear its own costs incurred hereunder. In all events, however, Seller shall be entitled to retain the Option Payment. If (a) damage to such Improvements occurs, but the Restoration Costs, less the available insurance proceeds, if any (other than proceeds of business interruption insurance), is less than or equal to the Uninsured Casualty Threshold Amount and such Casualty does not result in a Lease Termination, or if (b) Buyer does not elect to terminate this Agreement, or if (c) Buyer elects to terminate this Agreement, but this Agreement nevertheless does not terminate due to the operation of Section 14.1.3, then, in any of such cases, Buyer shall remain obligated to perform all of its obligations under this Agreement, and at Closing, Buyer shall receive a credit against the Purchase Price in the amount of (A) any insurance proceeds collected and retained by Seller as a result of any such damage or destruction (other than proceeds of business interruption insurance relating to periods prior to the Closing), plus (B) an amount equal to the lesser of (i) the uninsured Restoration Costs, or (ii) Two Hundred Thousand Dollars ($200,000); plus (C) if Section 14.1.3 is applicable, the Additional Amount specified in Section 14.1.3; but reduced by the costs of any repairs performed by Seller with Buyer's approval, which approval shall not be unreasonably withheld, and Seller shall assign to Buyer all rights to such insurance proceeds as shall not have been collected prior to the Closing (other than proceeds of business interruption insurance relating to periods prior to close of escrow). Buyer shall have the right to participate in any adjustment of the insurance claim in connection with any Casualty, whether or not such Casualty is an Insured Casualty.

Uninsured Casualty. If any Improvements located upon Notwithstanding Paragraph 20(a), and subject to the Real Property are destroyed termination right in Paragraph 20(b), in the event of a total or substantially damaged during the period following the exercise partial destruction of the Option and prior to the Closing Premises (i) by a Casualty casualty of a type not required to be insured against by Landlord under the terms of this Lease, or (ii) under circumstances where Landlord has been required by any Mortgagee to utilize substantially all of the insurance proceeds to pay down the Mortgage (substantially all, for such purpose, being defined as ninety percent (90%) or more of the cost of restoration), which is destruction exceeds five percent (5%) of the replacement cost of the Building, this Lease shall automatically terminate, unless (x) Landlord elects to reconstruct the Building (not an Insured Casualtyincluding the Tenant Improvements), and (y) the Restoration Costs damage can be reconstructed within two hundred seventy (as agreed between Buyer and Seller or as determined under Section 14.1.4270) shall exceed days after the available insurance proceedsdate of such damage. However, notwithstanding the foregoing, if any (other than proceeds of business interruption insurance)Landlord elects not to reconstruct, Tenant may by more than Two Hundred Thousand Dollars ($200,000) (the "Uninsured Casualty Threshold Amount"), or if such Casualty shall result in a Lease Termination, Buyer shall have the right to terminate this Agreement by giving Seller written notice of termination to Landlord within ten (10) business days following after Landlord notifies Tenant of Landlord's election, request that Landlord undertake such reconstruction on the date condition that the cost incurred by Landlord for such reconstruction (less any insurance proceeds actually received by Landlord and available to Landlord for application to such reconstruction) shall be amortized over the useful life of the Building (except that the cost for reconstruction of any Tenant Improvements shall be paid by Tenant in its entirety within thirty (30) days after receipt of Seller's notice of the occurrence of such destruction or damage (or if a longer period of time is reasonably required to determine whether a Casualty is or is not an Insured Casualty, or to agree upon or determine Restoration Costs or the amount of insurance proceeds which will be available, within five (5) business days after all such determinations have been made); whereupon this Agreement shall terminate, except as specified in Section 14.1.3. If this Agreement is so terminated, then neither party shall have any further rights or obligations hereunder (except with respect to those matters expressly stated to survive such terminationinvoice therefor), the Deposit, and all interest accrued thereon, shall be returned reimbursed by Tenant to Buyer within two (2) business days thereafter, and each party shall bear its own costs incurred hereunder. In all eventsLandlord as an Additional Charge together with interest at the Default Rate; provided, however, Seller shall be entitled to retain the Option Payment. If (a) damage to such Improvements occurs, but the Restoration Costs, less the available insurance proceeds, if any (other than proceeds of business interruption insurance), is less than or equal to the Uninsured Casualty Threshold Amount and such Casualty does not result in a Lease Termination, or if (b) Buyer does not elect to terminate this Agreement, or if (c) Buyer elects to terminate this Agreement, but this Agreement nevertheless does not terminate due to the operation of Section 14.1.3, then, in any of such cases, Buyer shall remain obligated to perform all of its obligations under this Agreement, and at Closing, Buyer shall receive a credit against the Purchase Price in the amount of (A) any insurance proceeds collected and retained by Seller as a result of any such damage or destruction (other than proceeds of business interruption insurance relating to periods prior to the Closing), plus (B) an amount equal to the lesser of (i) the uninsured Restoration Costs, or (ii) Two Hundred Thousand Dollars ($200,000); plus (C) if Section 14.1.3 is applicable, the Additional Amount specified in Section 14.1.3; but reduced by the costs of any repairs performed by Seller with Buyer's approval, which approval that Tenant shall not be unreasonably withheld, and Seller shall assign obligated to Buyer all rights to such insurance proceeds pay for any portion of the useful life of the Base Building Improvements which extends beyond the Expiration Date (as shall not have been collected prior to it may be extended by the Closing (other than proceeds of business interruption insurance relating to periods prior to close of escrowExtension Term(s)). Buyer Landlord shall have respond to Tenant's request, in Landlord's sole discretion, within thirty (30) days after receipt thereof. If Landlord reconstructs the right Building pursuant to participate in any adjustment of this Paragraph 20(c), Tenant shall be obligated to reconstruct the insurance claim in connection with any CasualtyTenant Improvements, whether or not such Casualty is an Insured Casualtyat Tenant's cost.

Uninsured Casualty. If any Improvements located upon the Real Property are destroyed Premises or substantially damaged during the period following the exercise portion of the Option Building necessary for Tenant’s occupancy are damaged by fire, earthquake, act of God, the elements or other casualty, and prior Landlord shall not have received insurance proceeds sufficient to fully repair and restore the Premises and Building, Landlord shall, subject to the Closing by provisions of this Article, promptly repair the damage, if such repairs can, in Landlord's opinion, be completed within ninety (90) days after commencement of work. If Landlord reasonably determines, within a Casualty which period of thirty (30) days after the occurrence of the damage, that repairs can be completed within ninety (90) days after commencement of work, this Lease shall remain in full force and effect, except that if such damage is not an Insured Casualtythe result of the negligence or willful misconduct of Tenant or Tenant's agents, and employees, contractors, licensees or invitees, the Restoration Costs (as agreed between Buyer and Seller or as determined under Section 14.1.4) Base Rent shall exceed be abated to the available insurance proceedsextent Tenant's use of the Premises is impaired, if any (other than proceeds of business interruption insurance), by more than Two Hundred Thousand Dollars ($200,000) (the "Uninsured Casualty Threshold Amount"), or if such Casualty shall result in a Lease Termination, Buyer shall have the right to terminate this Agreement by giving Seller written notice of termination within ten (10) business days following commencing with the date of receipt damage and continuing until completion of Sellerthe repairs. If such damage is the result of the negligence or willful misconduct of Tenant or Tenant's notice agents, employees, contractors, licensees or invitees, no Base Rent will be abated and Tenant shall be liable for all repair costs relating to the damages. If, in Landlord's reasonable opinion, such repairs to the Premises or portion of the Building necessary for Tenant's occupancy cannot be completed within ninety (90) days after commencement of work, whether due to cost or complexity of such repairs, or Landlord fails to make such a determination within thirty (30) days after the occurrence of the occurrence of such destruction damage, either Tenant or damage Landlord may elect, upon notice to the other party given within thirty (or if a longer period of time is reasonably required to determine whether a Casualty is or is not an Insured Casualty, or to agree upon or determine Restoration Costs or the amount of insurance proceeds which will be available, within five (530) business days after all such determinations have been made); whereupon this Agreement shall terminatethe date of damage, except as specified in Section 14.1.3. If this Agreement is so terminated, then neither party shall have any further rights or obligations hereunder (except with respect to those matters expressly stated to survive such termination), the Deposit, and all interest accrued thereon, shall be returned to Buyer within two (2) business days thereafter, and each party shall bear its own costs incurred hereunder. In all events, however, Seller shall be entitled to retain the Option Payment. If (a) damage to such Improvements occurs, but the Restoration Costs, less the available insurance proceeds, if any (other than proceeds of business interruption insurance), is less than or equal to the Uninsured Casualty Threshold Amount and such Casualty does not result in a Lease Termination, or if (b) Buyer does not elect to terminate this Agreement, or if (c) Buyer elects to terminate this Agreement, but this Agreement nevertheless does not terminate due to the operation of Section 14.1.3, then, in any of such cases, Buyer shall remain obligated to perform all of its obligations under this Agreement, and at Closing, Buyer shall receive a credit against the Purchase Price in the amount of (A) any insurance proceeds collected and retained by Seller as a result of any such damage or destruction (other than proceeds of business interruption insurance relating to periods prior to the Closing), plus (B) an amount equal to the lesser of (i) the uninsured Restoration Costs, or (ii) Two Hundred Thousand Dollars ($200,000); plus (C) if Section 14.1.3 is applicable, the Additional Amount specified in Section 14.1.3; but reduced by the costs of any repairs performed by Seller with Buyer's approval, which approval shall not be unreasonably withheld, and Seller shall assign to Buyer all rights to such insurance proceeds as shall not have been collected prior to the Closing (other than proceeds of business interruption insurance relating to periods prior to close of escrow). Buyer shall have the right to participate in any adjustment of the insurance claim in connection with any Casualty, whether or not such Casualty is an Insured CasualtyLease.

Uninsured Casualty. If any Improvements located upon the Real Property are destroyed or substantially damaged during the period following the exercise of the Option and prior to the Closing by a Casualty which is not an Insured Casualty, and the Restoration Costs (as agreed between Buyer and Seller or as determined under Section 14.1.4) shall exceed the available insurance proceeds, if any (other than proceeds of business interruption insurance), by more than Two Hundred Thousand One Million Dollars ($200,0001,000,000) (the "Uninsured Casualty Threshold Amount"), or if such Casualty shall result in a Lease Termination, Buyer shall have the right to terminate this Agreement by giving Seller written notice of termination within ten (10) business days following the date of receipt of Seller's notice of the occurrence of such destruction or damage (or if a longer period of time is reasonably required to determine whether a Casualty is or is not an Insured Casualty, or to agree upon or determine Restoration Costs or the amount of insurance proceeds which will be available, within five (5) business days after all such determinations have been made); whereupon this Agreement shall terminate, except as specified in Section 14.1.3. If this Agreement is so terminated, then neither party shall have any further rights or obligations hereunder (except with respect to those matters expressly stated to survive such termination), the DepositDeposit including all Withdrawals, and all interest accrued or deemed to have accrued thereon, shall be returned to Buyer within two (2) business days thereafter, and each party shall bear its own costs incurred hereunder. In all events, however, Seller shall be entitled to retain the Option Payment. If (a) damage to such Improvements occurs, but the Restoration Costs, less the available insurance proceeds, if any (other than proceeds of business interruption insurance), is less than or equal to the Uninsured Casualty Threshold Amount and such Casualty does not result in a Lease Termination, or if (b) Buyer does not elect to terminate this Agreement, or if (c) Buyer elects to terminate this Agreement, but this Agreement nevertheless does not terminate due to the operation of Section 14.1.3, then, in any of such cases, Buyer shall remain obligated to perform all of its obligations under this Agreement, and at Closing, Buyer shall receive a credit against the Purchase Price in the amount of (A) any insurance proceeds collected and retained by Seller as a result of any such damage or destruction (other than proceeds of business interruption insurance relating to periods prior to the Closing), plus (B) an amount equal to the lesser of (i) the uninsured Restoration Costs, or (ii) Two Hundred Thousand One Million Dollars ($200,0001,000,000); plus (C) if Section 14.1.3 is applicable, the Additional Amount specified in Section 14.1.3; but reduced by the costs of any repairs performed by Seller with Buyer's approval, which approval shall not be unreasonably withheld, and Seller shall assign to Buyer all rights to such insurance proceeds as shall not have been collected prior to the Closing (other than proceeds of business interruption insurance relating to periods prior to close of escrow). Buyer shall have the right to participate in any adjustment of the insurance claim in connection with any Casualty, whether or not such Casualty is an Insured Casualty.

Uninsured Casualty. If any Improvements located upon Notwithstanding Paragraph 20(a), and subject to the Real Property are destroyed termination right in Paragraph 20(b), in the event of a total or substantially damaged during the period following the exercise partial destruction of the Option and prior to the Closing Building (i) by a Casualty which is casualty both of a type not an Insured Casualtyrequired to be insured against by Landlord under the terms of this Lease and not actually insured against by Landlord, and or (ii) under circumstances where the Restoration Costs net insurance proceeds (plus applicable deductibles that are included in Expenses) obtained as agreed between Buyer and Seller or as determined under Section 14.1.4) shall exceed the available insurance proceedsa result of such casualty (or, if Landlord fails to carry any specific insurance that Landlord is obligated to carry under this Lease, or fails to pay premiums for such insurance and such failure does not result from Tenant's failure to perform its obligations hereunder, proceeds that would have been payable to Landlord in the absence of such failure) are ninety percent (other than 90%) or a lesser percentage of the cost of restoration, rebuilding or replacement (including without limitation if such circumstances result from a requirement by any Mortgagee that Landlord utilize insurance proceeds of business interruption insuranceto pay down the Mortgage), which destruction exceeds five percent (5%) of the replacement cost of the Building, Landlord may elect, in its sole discretion by more than Two Hundred Thousand Dollars written notice to Tenant within thirty ($200,00030) days after the date of such damage, to either (the "Uninsured Casualty Threshold Amount")x) terminate this Lease, or (y) if the damage can be reconstructed within two hundred seventy (270) days after the date of such Casualty damage, to reconstruct the Building, in which event this Lease shall result continue in a Lease Terminationfull force and effect. However, Buyer shall have notwithstanding the right foregoing, if Landlord elects not to terminate this Agreement reconstruct, Tenant may by giving Seller written notice of termination to Landlord within ten (10) business days following after Landlord notifies Tenant of Landlord's election, request that Landlord undertakes such reconstruction on the date condition that Tenant agrees in such written request to pay the entire cost for reconstruction of the Building (as determined by Landlord in its reasonable discretion), which shall be paid (in lump sum or in progress payments, at Landlord's election) to Landlord within thirty (30) days after receipt of Seller's notice an invoice or invoices from Landlord. If either (a) the remaining Term of the occurrence Lease at the time of such destruction is less than ten (10) years (which Term will include the Extension Term if Tenant delivers its Extension Notice prior to or damage together with Tenant's reconstruction request), or (b) the restoration or if a longer repair of the Building (including any period of time is reasonably required necessary to determine whether a Casualty is or is obtain construction financing, if Tenant does not an Insured Casualty, or agree to agree upon or determine Restoration Costs or the amount of insurance proceeds which fund such construction) will be available, within five take more than two hundred and seventy (5270) business days after all such determinations have been made); whereupon this Agreement shall terminate, except as specified in Section 14.1.3. If this Agreement is so terminatedto complete, then neither party shall have any further rights or obligations hereunder (except with respect to those matters expressly stated to survive such termination), the Deposit, and all interest accrued thereon, shall be returned to Buyer within two (2) business days thereafter, and each party shall bear its own costs incurred hereunder. In all events, however, Seller shall be entitled to retain the Option Payment. If (a) damage to such Improvements occurs, but the Restoration Costs, less the available insurance proceeds, if any (other than proceeds of business interruption insurance), is less than or equal to the Uninsured Casualty Threshold Amount and such Casualty does not result in a Lease Termination, or if (b) Buyer does not elect to terminate this Agreement, or if (c) Buyer elects to terminate this Agreement, but this Agreement nevertheless does not terminate due to the operation of Section 14.1.3, then, in any of such cases, Buyer shall remain obligated to perform all of its obligations under this Agreement, and at Closing, Buyer shall receive a credit against the Purchase Price in the amount of (A) any insurance proceeds collected and retained by Seller as a result of any such damage or destruction (other than proceeds of business interruption insurance relating to periods prior to the Closing), plus (B) an amount equal to the lesser of (i) the uninsured Restoration Costs, or (ii) Two Hundred Thousand Dollars ($200,000); plus (C) if Section 14.1.3 is applicable, the Additional Amount specified in Section 14.1.3; but reduced by the costs of any repairs performed by Seller with Buyer's approval, which approval Landlord shall not be unreasonably withheldobligated to reconstruct the Building in response to Tenant's request but, and Seller rather, Landlord shall assign consider Tenant's request in Landlord's sole discretion. Landlord shall respond to Buyer all rights to such insurance proceeds as shall not have been collected prior to the Closing Tenant's written request within thirty (other than proceeds of business interruption insurance relating to periods prior to close of escrow). Buyer shall have the right to participate in any adjustment of the insurance claim in connection with any Casualty, whether or not such Casualty is an Insured Casualty30) days after receipt thereof.

Uninsured Casualty. If any Improvements located upon In the Real Property are destroyed or substantially damaged during event the period following the exercise of the Option and prior to the Closing by a Casualty which is not an Insured Casualty, and the Restoration Costs (as agreed between Buyer and Seller or as determined under Section 14.1.4) shall exceed the available insurance proceeds, if any (other than proceeds of business interruption insurance), by more than Two Hundred Thousand Dollars ($200,000) (the "Uninsured Casualty Threshold Amount"), or if such Casualty shall result in a Lease Termination, Buyer shall have the right to terminate this Agreement by giving Seller written notice of termination within ten (10) business days following the date of receipt of Seller's notice of the occurrence of such destruction or damage (or if a longer period of time is reasonably required to determine whether a Casualty is or is not an Insured Casualty, or to agree upon or determine Restoration Costs Premises or the amount Building of insurance proceeds which will be available, within five (5) business days after all such determinations have been made); whereupon this Agreement shall terminate, except as specified in Section 14.1.3. If this Agreement is so terminated, then neither party shall have any further rights the Premises are a part are damaged or obligations hereunder (except with respect to those matters expressly stated to survive such termination), otherwise rendered not reasonably habitable for the Deposit, and all interest accrued thereon, shall be returned to Buyer within two (2) business days thereafter, and each party shall bear its own costs incurred hereunder. In all events, however, Seller shall be entitled to retain the Option Payment. If (a) damage to such Improvements occurs, but the Restoration Costs, less the available insurance proceeds, if any (other than proceeds of business interruption insurance), is less than or equal to the Uninsured Casualty Threshold Amount and such Casualty does not result in a Lease Termination, or if (b) Buyer does not elect to terminate this Agreement, or if (c) Buyer elects to terminate this Agreement, but this Agreement nevertheless does not terminate due to the operation of Section 14.1.3, then, in any of such cases, Buyer shall remain obligated to perform all of its obligations under this Agreement, and at Closing, Buyer shall receive a credit against the Purchase Price in the amount of (A) any insurance proceeds collected and retained by Seller Lessee's intended use as a result of any cause other than Insured Perils ("Uninsured Perils"), then Lessor shall forthwith repair the same, provided the extent of the destruction be less than fifteen (15%) percent of said full replacement cost of the Building of which the Premises are a part. In the event the destruction of the Premises or the Building is to an extent greater than fifteen (15%) percent of said full replacement cost (and Lessee does not agree to pay the restoration cost in excess of said 15% amount), then Lessor shall have the option; (1) to repair or restore such damage, this Lease continuing in full force and effect, but the monthly rent to be proportionately reduced as hereinabove in this Article provided; or (2) give written notice to Lessee at any time within sixty (60) days after such damage or destruction terminating this Lease as of the date specified by Lessee, which date shall be the date shall be no later than the one hundred twenty (other 120) day after Lessor's giving of such notice. In the event of giving such notice, this Lease shall expire and all interest of the Lessee in the Premises shall terminate on said date and the Rent, reduced by a proportionate amount, based upon the extent, if any, to which such damage interfered with the business carried on by the Lessee in the Premises, shall be paid up to the time of such termination, unless Lessee elects to pay the reconstruction cost of the Premises in excess of said fifteen percent (15%) of the replacement value of the Building. The replacement value of the Building shall in no event be less than proceeds of business interruption insurance relating the original cost incurred by Lessor to periods construct the Base Building and the Lessee's Interior Improvements pursuant to the Improvement Agreement, adjusted to reflect any increases in construction cost and code compliance prior to the Closing)date of the destructive event. In addition, plus (B) an amount to its other rights hereunder in the event of a casualty, if Lessor is entitled to elect and does elect to terminate this Lease on account of damage to the Building and Lessor thereafter repairs the Building, then Lessee shall have a right of first refusal to lease any space in the Building which was included in the Premises on the terms and at the rental rate specified in this Lease for a term equal to the lesser remaining Lease Term of (i) the uninsured Restoration Costs, or (ii) Two Hundred Thousand Dollars ($200,000); plus (C) if Section 14.1.3 is applicable, the Additional Amount specified in Section 14.1.3; but reduced by the costs of any repairs performed by Seller with Buyer's approval, which approval shall not be unreasonably withheld, and Seller shall assign to Buyer all rights to such insurance proceeds this Lease as shall not have been collected prior to the Closing (other than proceeds of business interruption insurance relating to periods prior to close of escrow). Buyer shall have the right to participate in any adjustment of the insurance claim in connection with any Casualty, whether or not such Casualty is an Insured Casualtydate of Lessor's notice of termination.

Uninsured Casualty. If any Improvements located upon the Real Property are destroyed or substantially damaged during the period following the exercise of the Option and prior to the Closing by a Casualty which is not an Insured Casualty, and the Restoration Costs (as agreed between Buyer and Seller or as determined under Section 14.1.4) shall exceed the available insurance proceeds, if any (other than proceeds of business interruption insurance), by more than Two Hundred Thousand Dollars ($200,000) (the "Uninsured Casualty Threshold Amount"), or if such Casualty shall result in a Lease Termination, Buyer shall have the right to terminate this Agreement by giving Seller written notice of termination within ten (10) business days following the date of receipt of Seller's notice of the occurrence of such destruction or damage (or if a longer period of time is reasonably required to determine whether a Casualty is or is not an Insured Casualty, or to agree upon or determine Restoration Costs or the amount of insurance proceeds which will be available, within five (5) business days after all such determinations have been made); whereupon this Agreement shall terminate, except as specified in Section 14.1.3. If this Agreement is so terminated, then neither party shall have any further rights or obligations hereunder (except with respect to those matters expressly stated to survive such termination), the Deposit, and all interest accrued thereon, shall be returned to Buyer within two (2) business days thereafter, and each party shall bear its own costs incurred hereunder. In all events, however, Seller shall be entitled to retain the Option Payment. If (a) damage to such Improvements occurs, but the Restoration Costs, less the available insurance proceeds, if any (other than proceeds of business interruption insurance), is less than or equal to the Uninsured Casualty Threshold Amount and such Casualty does not result in a Lease Termination, or if (b) Buyer does not elect to terminate this Agreement, or if (c) Buyer elects to terminate this Agreement, but this Agreement nevertheless does not terminate due to the operation of Section 14.1.3, then, in any of such cases, Buyer shall remain obligated to perform all of its obligations under this Agreement, and at Closing, Buyer shall receive a credit against the Purchase Price in the amount of (A) any insurance proceeds collected and retained by Seller as a result of any such damage or destruction (other than proceeds of business interruption insurance relating to periods prior to the Closing), plus (B) an amount equal to the lesser of (i) the uninsured Restoration Costs, or (ii) Two Hundred Thousand Dollars ($200,000); plus (C) if Section 14.1.3 is applicable, the Additional Amount specified in Section 14.1.3; but reduced by the costs of any repairs performed by Seller with Buyer's approval, which approval shall not be unreasonably withheld, and Seller shall assign to Buyer all rights to such insurance proceeds as shall not have been collected prior to the Closing (other than proceeds of business interruption insurance relating to periods prior to close of escrow). Buyer shall have the right to participate in any adjustment of the insurance claim in connection with any Casualty, whether or not such Casualty is an Insured Casualty.

Uninsured Casualty. If In the event that the Premises are partially or totally destroyed as a result of any Improvements located upon the Real Property are destroyed casualty or substantially damaged during the period following the exercise peril not covered by Landlord's insurance, Tenant shall promptly notify Landlord of the Option and prior any damage to the Closing by Premises resulting from fire or any other casualty; and Landlord may, within a Casualty which is not an Insured Casualty, and the Restoration Costs period of one hundred eighty (as agreed between Buyer and Seller or as determined under Section 14.1.4180) shall exceed the available insurance proceeds, if any (other than proceeds of business interruption insurance), by more than Two Hundred Thousand Dollars ($200,000) (the "Uninsured Casualty Threshold Amount"), or if such Casualty shall result in a Lease Termination, Buyer shall have the right to terminate this Agreement by giving Seller written notice of termination within ten (10) business days following the date of receipt of Seller's notice of after the occurrence of such destruction or damage (or if a longer period of time is reasonably required to determine whether a Casualty is or is not an Insured Casualty, or to agree upon or determine Restoration Costs or the amount of insurance proceeds which will be available, within five (5) business days after all such determinations have been made); whereupon this Agreement shall terminate, except as specified in Section 14.1.3. If this Agreement is so terminated, then neither party shall have any further rights or obligations hereunder (except with respect to those matters expressly stated to survive such termination), the Deposit, and all interest accrued thereon, shall be returned to Buyer within two (2) business days thereafter, and each party shall bear its own costs incurred hereunder. In all events, however, Seller shall be entitled to retain the Option Payment. If (a) damage commence reconstruction and restoration of the Premises and prosecute the same diligently to such Improvements occurscompletion, but the Restoration Costs, less the available insurance proceeds, if any (other than proceeds of business interruption insurance), is less than in which event this Lease shall continue in full force and effect; or equal to the Uninsured Casualty Threshold Amount and such Casualty does not result in a Lease Termination, or if (b) Buyer does notify Tenant in writing that it elects not elect to so reconstruct or restore the Premises, in which event this Lease shall cease and terminate this Agreementas of the date of service of such notice, or if (c) Buyer elects unless Tenant is unable to terminate this Agreement, but this Agreement nevertheless does not terminate due to continue the operation of Section 14.1.3, thenits business after the occurrence of such destruction, in any which event this Lease shall cease and terminate as of the date of such cases, Buyer shall remain obligated to perform all destruction. In the event of its obligations under this Agreement, and at Closing, Buyer shall receive a credit against any reconstruction of the Purchase Price in the amount of (A) any insurance proceeds collected and retained Premises by Seller Landlord following destruction as a result of any casualty or peril not covered by Landlord's insurance, such damage or destruction (reconstruction shall be only to the extent necessary to restore the Landlord's Work in the Premises. Tenant shall be obligated for the restoration of all of the items specified as Tenant's Work in the event of such reconstruction, as well as Tenant's other than proceeds of business interruption insurance relating to periods leasehold improvements, trade fixtures and other personal property on the Premises, and Tenant shall, prior to the Closing)commencement of construction, plus (B) an amount equal submit to the lesser of (i) the uninsured Restoration CostsLandlord, or (ii) Two Hundred Thousand Dollars ($200,000); plus (C) if Section 14.1.3 is applicable, the Additional Amount specified in Section 14.1.3; but reduced by the costs of any repairs performed by Seller with Buyerfor Landlord's review and approval, which approval shall not be unreasonably withheldwithheld or delayed, all plans, specifications, and Seller working drawings relating thereto, and Landlord shall assign to Buyer all rights to such insurance proceeds as approve the contractors, which approval shall not have been collected prior be unreasonably withheld or delayed, to perform such work. Tenant shall diligently prosecute said work to completion without delay or interruption, except for events beyond the Closing (reasonable control of Tenant, and so as not to obstruct the business of Landlord or other than proceeds tenants in the Project or interfere with the labor force working in the Project, with adequate provisions for the safety and convenience of business interruption insurance relating to periods prior to close of escrow). Buyer shall have the right to participate in any adjustment tenants of the insurance claim in connection Project and to control dust, noise, and other effects of such work using methods commonly utilized to control such effects associated with any Casualty, whether or not such Casualty is an Insured Casualtyconstruction centers.

Uninsured Casualty. If Notwithstanding anything contained herein to the contrary, in the event of damage to or destruction of all or any Improvements located upon the Real Property are destroyed or substantially damaged during the period following the exercise portion of the Option and prior to the Closing by a Casualty which is not an Insured Casualty, and the Restoration Costs (as agreed between Buyer and Seller or as determined under Section 14.1.4) shall exceed the available insurance proceeds, if any (other than proceeds Building in excess of business interruption insurance), by more than Two Three Hundred Fifty Thousand Dollars ($200,000350,000) which is not fully covered by the available insurance proceeds received by Landlord under the insurance policies required to be carried by Landlord under Article 5 hereinabove, Landlord may terminate this Lease by written notice to Tenant, given within thirty (30) days after the "Uninsured Casualty Threshold Amount")date of notice to Landlord that said damage or destruction is not so covered. If Landlord does not elect to terminate this Lease, the Lease shall remain in full force and effect and the Building shall be repaired and rebuilt in accordance with the provisions for repair set forth in this Article 10. Notwithstanding the above, Tenant shall have the option for fifteen (15) days after receipt of Landlord’s termination notice to contribute the additional sum over Three Hundred Fifty Thousand dollars ($350,000) which is not fully covered by the available insurance proceeds received by Landlord under the insurance policies required to be carried by Landlord under Article 5 hereinabove necessary to repair and rebuild the Building, in which case Landlord shall proceed to restore the Building as required herein. Said contribution by Tenant shall not be deemed a loan or entitle Tenant to any interest in the Building. Notwithstanding anything to the contrary contained in this Article 10, if the Premises are damaged or destroyed, and Landlord shall not elect to terminate this Lease by reason thereof, and under the provisions of this Article 10, Landlord shall not be obligated to repair such Casualty damage or destruction (whether by reason of any application of insurance proceeds by any lender or otherwise) and Landlord shall result not in a Lease Terminationfact repair such damage or destruction, Buyer then Tenant shall have the right to terminate this Agreement Lease by giving Seller written notice of termination within ten (10) business days following the date of receipt of Seller's notice of the occurrence of such destruction or damage (or if a longer period of time is reasonably required to determine whether a Casualty is or is not an Insured Casualty, or to agree upon or determine Restoration Costs or the amount of insurance proceeds which will be available, within five (5) business days after all such determinations have been made); whereupon this Agreement shall terminate, except as specified in Section 14.1.3. If this Agreement is so terminated, then neither party shall have any further rights or obligations hereunder (except with respect to those matters expressly stated to survive such termination), the Deposit, and all interest accrued thereon, shall be returned to Buyer within two (2) business days thereafter, and each party shall bear its own costs incurred hereunder. In all events, however, Seller shall be entitled to retain the Option Payment. If (a) damage to such Improvements occurs, but the Restoration Costs, less the available insurance proceeds, if any (other than proceeds of business interruption insurance), is less than or equal to the Uninsured Casualty Threshold Amount and such Casualty does not result in a Lease Termination, or if (b) Buyer does not elect to terminate this Agreement, or if (c) Buyer elects to terminate this Agreement, but this Agreement nevertheless does not terminate due to the operation of Section 14.1.3, then, in any of such cases, Buyer shall remain obligated to perform all of its obligations under this Agreement, and at Closing, Buyer shall receive a credit against the Purchase Price in the amount of (A) any insurance proceeds collected and retained by Seller as a result of any such damage or destruction (other than proceeds of business interruption insurance relating to periods prior to the Closing), plus (B) an amount equal to the lesser of (i) the uninsured Restoration Costs, or (ii) Two Hundred Thousand Dollars ($200,000); plus (C) if Section 14.1.3 is applicable, the Additional Amount specified in Section 14.1.3; but reduced by the costs of any repairs performed by Seller with Buyer's approval, which approval shall not be unreasonably withheld, and Seller shall assign to Buyer all rights to such insurance proceeds as shall not have been collected prior to the Closing (other than proceeds of business interruption insurance relating to periods prior to close of escrow). Buyer shall have the right to participate in any adjustment of the insurance claim in connection with any Casualty, whether or not such Casualty is an Insured CasualtyLandlord.

Uninsured Casualty. If any Improvements located upon the Real Property are destroyed ten percent (l0%) or substantially damaged during the period following the exercise less of the Option Premises and ------------------ the building of which the same are a part is damaged by an uninsured peril, Sublessor shall cause Lessor to promptly and diligently proceed to repair and restore the same to Substantially the same condition as existed prior to such damage of destruction as required under the Closing Lease; provided, however, that should the damage be caused by a Casualty which is the act, negligence, fault or omission of any duty with respect to the same by Sublessee, or its agents, servants, employees or invitees, Sublessee and not Lessor shall be so obligated to repair and restore. Sublessee acknowledges that under the Lease if the Premises are damaged by an Insured Casualty, and uninsured peril rendering more than ten percent (10%) of the Restoration Costs Premises unusable for the conduct of the business of Sublessor (as agreed between Buyer and Seller or as determined "Lessee" under Section 14.1.4) shall exceed the available insurance proceeds, if any (other than proceeds of business interruption insuranceLease), by more than Two Hundred Thousand Dollars ($200,000) (the "Uninsured Casualty Threshold Amount"), or if such Casualty shall result in a Lease Termination, Buyer shall have the right to terminate this Agreement by giving Seller Lessor upon written notice of termination given to Sublessor (as "Lessee" under the Lease) within ten thirty (1030) business days following the date of receipt of Seller's notice of after the occurrence of such destruction or damage (or if a longer period of time is reasonably required may elect to determine whether a Casualty is or is not an Insured Casualty, or to agree upon or determine Restoration Costs or terminate the amount of insurance proceeds which will be available, within five (5) business days after all such determinations have been made)Lease; whereupon this Agreement shall terminate, except as specified in Section 14.1.3. If this Agreement is so terminated, then neither party shall have any further rights or obligations hereunder (except with respect to those matters expressly stated to survive such termination), the Deposit, and all interest accrued thereon, shall be returned to Buyer within two (2) business days thereafter, and each party shall bear its own costs incurred hereunder. In all eventsprovided, however, Seller shall be entitled to retain the Option Payment. If that Sublessor may, within thirty (a30) damage to such Improvements occursdays after receipt of Lessor's notice of termination, but the Restoration Costs, less the available insurance proceeds, if any (other than proceeds of business interruption insurance), is less than or equal to the Uninsured Casualty Threshold Amount and such Casualty does not result in a Lease Termination, or if (b) Buyer does not elect to terminate this Agreement, or if (c) Buyer elects to terminate this Agreement, but this Agreement nevertheless does not terminate due to the operation of Section 14.1.3, thenmake any required repairs and/or restoration, in any of such cases, Buyer shall which event the Lease will remain obligated to perform all of its obligations under this Agreement, in full force and at Closing, Buyer shall receive a credit against the Purchase Price in the amount of (A) any insurance proceeds collected and retained by Seller effect as a result of any such damage or destruction (other than proceeds of business interruption insurance relating to periods prior to the Closing), plus (B) an amount equal to the lesser of (i) the uninsured Restoration Costs, or (ii) Two Hundred Thousand Dollars ($200,000); plus (C) if Section 14.1.3 is applicable, the Additional Amount specified in Section 14.1.3; but reduced by the costs of any repairs performed by Seller with Buyer's approval, which approval shall not be unreasonably withheld, and Seller shall assign to Buyer all rights to such insurance proceeds as shall not have been collected prior to the Closing (other than proceeds of business interruption insurance relating to periods prior to close of escrow)provided therein. Buyer shall have Sublessor hereby grants Sublessee the right to participate elect to make the repairs (at Sublessee's sole cost) if the circumstances referred to in any adjustment the preceding sentence occur, in which event, and provided Sublessee timely notifies Sublessor, Sublessor shall give notice of such election to Lessor before expiration of the insurance claim thirty (30) day period referred to in the preceding sentence. If Sublessee elects to complete such repairs at its own expense in accordance with the foregoing, Sublessee shall indemnify, defend, protect and hold harmless Sublessor from all claims, losses, liabilities, expenses and costs (including reasonable attorneys' fees), but excluding the amount by which base rental payable under the Lease exceeds the Base Rent payable under the Sublease, incurred by Sublessor in connection with Sublessee's election. During any Casualtysuch repairs or restoration, whether or Rents and all other amounts to be paid by Sublessee on account of the Premises shall xxxxx in proportion to the area of the Premises rendered not such Casualty is an Insured Casualtyreasonably suitable for the conduct of Sublessee's business.

Uninsured Casualty. If any Improvements located upon Notwithstanding Paragraph 21(a), and subject to the Real Property are destroyed termination right in Paragraph 21(b), in the event of a total or substantially damaged during the period following the exercise partial destruction of one or both of the Option and prior to the Closing by a Casualty which is not an Insured Casualty, and the Restoration Costs (as agreed between Buyer and Seller or as determined under Section 14.1.4) shall exceed the available insurance proceeds, if any (other than proceeds of business interruption insurance), by more than Two Hundred Thousand Dollars ($200,000) (the "Uninsured Casualty Threshold Amount"), or if such Casualty shall result in a Lease Termination, Buyer shall have the right to terminate this Agreement by giving Seller written notice of termination within ten (10) business days following the date of receipt of Seller's notice of the occurrence of such destruction or damage (or if a longer period of time is reasonably required to determine whether a Casualty is or is not an Insured Casualty, or to agree upon or determine Restoration Costs or the amount of insurance proceeds which will be available, within five (5) business days after all such determinations have been made); whereupon this Agreement shall terminate, except as specified in Section 14.1.3. If this Agreement is so terminated, then neither party shall have any further rights or obligations hereunder (except with respect to those matters expressly stated to survive such termination), the Deposit, and all interest accrued thereon, shall be returned to Buyer within two (2) business days thereafter, and each party shall bear its own costs incurred hereunder. In all events, however, Seller shall be entitled to retain the Option Payment. If (a) damage to such Improvements occurs, but the Restoration Costs, less the available insurance proceeds, if any (other than proceeds of business interruption insurance), is less than or equal to the Uninsured Casualty Threshold Amount and such Casualty does not result in a Lease Termination, or if (b) Buyer does not elect to terminate this Agreement, or if (c) Buyer elects to terminate this Agreement, but this Agreement nevertheless does not terminate due to the operation of Section 14.1.3, then, in any of such cases, Buyer shall remain obligated to perform all of its obligations under this Agreement, and at Closing, Buyer shall receive a credit against the Purchase Price in the amount of (A) any insurance proceeds collected and retained by Seller as a result of any such damage or destruction (other than proceeds of business interruption insurance relating to periods prior to the Closing), plus (B) an amount equal to the lesser of Buildings (i) by a casualty of a type not required to be insured against by Landlord under the uninsured Restoration Coststerms of this Lease, or (ii) Two Hundred Thousand Dollars under circumstances where the net insurance proceeds ($200,000plus applicable deductibles that are included in Expenses) obtained as a result of such casualty (or, if Landlord fails to carry any specific insurance that Landlord is obligated to carry under this Lease, or fails to pay premiums for such insurance and such failure does not result from Tenant's failure to perform its obligations hereunder, proceeds that would have been payable to Landlord in the absence of such failure) are ninety percent (90%) or a lesser percentage of the cost of restoration, rebuilding or replacement (including without limitation if such circumstances result from a requirement by any Mortgagee that Landlord utilize insurance proceeds to pay down the Mortgage); plus , which destruction exceeds ten percent (C10%) if Section 14.1.3 is applicableof the replacement cost of the Damaged Building, this Lease shall automatically terminate with respect to the Damaged Building, unless (x) Landlord elects to reconstruct the Damaged Building (not including the Tenant Improvements) by delivering written notice to Tenant within thirty (30) days after the date of such damage, and (y) the damage can be reconstructed within two hundred seventy (270) days after the date of such damage. If Landlord elects to reconstruct, the cost incurred by Landlord for such reconstruction shall be amortized over the useful life of the Damaged Building and such amortization shall be reimbursed by Tenant to Landlord as an Additional Amount specified Charge, together with interest at the Default Rate, in Section 14.1.3equal monthly installments; but reduced by the costs of any repairs performed by Seller with Buyer's approvalprovided, which approval however, that Tenant shall not be unreasonably withheld, and Seller shall assign obligated to Buyer all rights to such insurance proceeds pay for any portion of the useful life of the Damaged Building which extends beyond the Expiration Date (as shall not have been collected prior to it may be extended by the Closing (other than proceeds of business interruption insurance relating to periods prior to close of escrowExtension Term). Buyer If Landlord reconstructs the Damaged Building pursuant to this Paragraph 21(c), Tenant shall have be obligated to reconstruct the right to participate in any adjustment of the insurance claim in connection with any CasualtyTenant Improvements, whether or not such Casualty is an Insured Casualtyat Tenant's cost.