Common use of Casualty Damage Clause in Contracts

Casualty Damage. If the Premises or any part thereof shall be damaged by fire or other casualty, Tenant shall give prompt written notice thereof to Landlord. In case the Building shall be so damaged by fire or other casualty that (i) substantial alteration or reconstruction of the Building shall, in the judgment of an independent architect selected by Landlord, be required (whether or not the Premises shall have been damaged by such fire or other casualty) such that that the Building cannot be substantially restored to the condition which existed immediately prior to the damage or destruction within twenty-four (24) months after the fire or other casualty, or (ii) in the event any mortgagee under a first mortgage or first deed of trust covering the Building should require that the insurance proceeds payable as a result of said fire or other casualty be used to retire the mortgage debt, or (iii) in the event of the occurrence of a casualty which is not insured under the insurance required to be carried by Landlord pursuant to the terms of Section 20, Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination within fifteen (15) days after the date of Landlord’s receipt of the estimated cost of reconstruction or determination by a mortgagee to take the proceeds in which event the Rent hereunder shall be abated as of the date of such damage. If Landlord does not elect to terminate this Lease, Landlord shall, as soon as practicable, but no more than ninety (90) days after the date of such damage, commence to repair and restore the Building and shall proceed with reasonable diligence to restore the Building to substantially the same condition which it was in immediately prior to the occurrence of the fire or other casualty, except that Landlord shall not be required to rebuild, repair, or replace any part of Tenant’s furniture, fixtures and equipment removable by Tenant under the provisions of this Lease or any Alterations to the Premises made by Tenant following the earliest Commencement Date pursuant to the terms of this Lease which were not approved by Landlord in writing, and Landlord shall not in any event be required to spend for such work an amount in excess of the insurance proceeds actually received by Landlord as a result of the fire or other casualty, plus any deductible amounts thereunder. If Landlord determines that insurance proceeds will be insufficient to restore the Building as required by this Section 23, Landlord may, at its option, elect to either (1) terminate this Lease by written notice to Tenant, or (2) provide the extra funds necessary to complete the restoration. In the event Landlord did not originally construct any Alterations to be repaired, the time for Landlord to commence and complete such repairs shall be extended by the amount of time necessary for Landlord to obtain detailed working drawings of the Alterations to be repaired. In the event Landlord does not either commence the repairs to the Building within the time required herein, or complete the repairs to the Building within two hundred seventy (270) days after the date of such damage, Tenant may terminate this Lease by written notice thereof to Landlord given no later than thirty (30) days following the date on which Landlord was to commence or complete such repairs, as the case may be. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant an equitable abatement of Rent during the time and to the extent the Premises are unfit for occupancy and are vacated by Tenant. If the Premises or any other portion of the Complex is damaged by fire or other casualty resulting from the intentional acts of Tenant or any employee, officer, contractor, agent, subtenant, or licensee of Tenant, the Rent hereunder shall not be abated during the repair of such damage, and Tenant shall remain liable for the payment thereof.

Casualty Damage. If With reasonable promptness after discovering any damage to the Premises Premises, or to the Common Areas necessary for access to the Premises, resulting from any part thereof shall be damaged by fire or other casualty, Tenant shall give prompt written notice thereof to Landlord. In case the Building shall be so damaged by fire or other casualty that (i) substantial alteration or reconstruction a “Casualty”), Landlord shall notify Tenant of Landlord’s reasonable estimate of the Building shalltime required to substantially complete repair of such damage (the “Landlord Repairs”). If, in according to such estimate, the judgment Landlord Repairs cannot be substantially completed within 180 days after they are commenced, either party may terminate this Lease upon 60 days’ notice to the other party delivered within 10 days after Landlord’s delivery of an independent architect selected by Landlordsuch estimate. Within 90 days after discovering any damage to the Project resulting from any Casualty, be required (Landlord may, whether or not the Premises shall have been damaged by such fire or other casualty) such that that the Building cannot be substantially restored to the condition which existed immediately prior to the damage or destruction within twenty-four (24) months after the fire or other casualty, or (ii) in the event any mortgagee under a first mortgage or first deed of trust covering the Building should require that the insurance proceeds payable as a result of said fire or other casualty be used to retire the mortgage debt, or (iii) in the event of the occurrence of a casualty which is not insured under the insurance required to be carried by Landlord pursuant to the terms of Section 20, Landlord may, at its optionaffected, terminate this Lease by notifying Tenant in writing of such termination within fifteen if (15i) days after the date of any Security Holder terminates any ground lease or requires that any insurance proceeds be used to pay any mortgage debt; (ii) any damage to Landlord’s receipt property is not substantially covered by Landlord’s insurance policies; (iii) Landlord decides to rebuild the Building or Common Areas so that it or they will be substantially different structurally or architecturally; (iv) the damage occurs during the last 12 months of the estimated cost Term; or (v) any owner, other than Landlord, of reconstruction or determination by a mortgagee to take the proceeds in which event the Rent hereunder shall be abated as any damaged portion of the date of Project does not intend to repair such damage. If Landlord does this Lease is not elect terminated pursuant to terminate this LeaseSection 11, Landlord shallshall promptly and diligently perform the Landlord Repairs, as soon as practicable, but no more than ninety (90) days after the date subject to reasonable delays for insurance adjustment and other events of such damage, commence to repair and Force Majeure. The Landlord Repairs shall restore the Building Premises and shall proceed with reasonable diligence the Common Areas necessary for access to restore the Building Premises to substantially the same condition which it was in immediately prior that existed when the Casualty occurred, except for (a) any modifications required by Law or any Security Holder, and (b) any modifications to the occurrence Common Areas that are deemed desirable by Landlord, are consistent with the character of the fire Project, and do not materially impair access to the Premises. Notwithstanding Section 10.4, Tenant shall assign to Landlord (or other casualtyits designee) all insurance proceeds payable to Tenant under Tenant’s insurance required under Section 10.2 with respect to any Tenant-Insured Improvements, except that and if the estimated or actual cost of restoring any Tenant-Insured Improvements exceeds the insurance proceeds received by Landlord from Tenant’s insurance carrier, Tenant shall not be pay such excess to Landlord within 15 days after Landlord’s demand. No Casualty and no restoration performed as required hereunder shall render Landlord liable to rebuildTenant, repairconstitute a constructive eviction, or replace excuse Tenant from any part of obligation hereunder; provided, however, that if the Premises or any Common Area necessary for Tenant’s furniture, fixtures and equipment removable by Tenant under the provisions of this Lease or any Alterations access to the Premises made is damaged by Tenant following the earliest Commencement Date pursuant to the terms of this Lease which were not approved by Landlord in writinga Casualty, and Landlord shall not in then, during any event be required to spend for such work an amount in excess of the insurance proceeds actually received by Landlord time that, as a result of the fire or other casualty, plus any deductible amounts thereunder. If Landlord determines that insurance proceeds will be insufficient to restore the Building as required by this Section 23, Landlord may, at its option, elect to either (1) terminate this Lease by written notice to Tenant, or (2) provide the extra funds necessary to complete the restoration. In the event Landlord did not originally construct any Alterations to be repaired, the time for Landlord to commence and complete such repairs shall be extended by the amount of time necessary for Landlord to obtain detailed working drawings of the Alterations to be repaired. In the event Landlord does not either commence the repairs to the Building within the time required herein, or complete the repairs to the Building within two hundred seventy (270) days after the date of such damage, Tenant may terminate this Lease by written notice thereof to Landlord given no later than thirty (30) days following the date on which Landlord was to commence or complete such repairs, as the case may be. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant an equitable abatement of Rent during the time and to the extent the Premises are unfit for occupancy and are vacated by Tenant. If the Premises or any other portion of the Complex Premises is damaged untenantable or inaccessible and is not occupied by fire or other casualty resulting from the intentional acts of Tenant or any employee, officer, contractor, agent, subtenant, or licensee of Tenant, the Monthly Rent hereunder shall not be abated during in proportion to the repair rentable square footage of such damage, and Tenant shall remain liable for portion of the payment thereofPremises.

Casualty Damage. If the Premises or any part thereof shall be damaged by fire or other casualty, Tenant shall give prompt written notice thereof to Landlord. In case the Building shall be so damaged by fire or other casualty that that, in Landlord's good faith estimation, the time required to repair and reconstruct the Building shall exceed one hundred eighty (i180) substantial alteration or reconstruction days from the date of the Building shall, in the judgment of an independent architect selected by Landlord, be required casualty (whether or not the Premises shall have been damaged by such fire or other casualty) such that that the Building cannot be substantially restored to the condition which existed immediately prior to the damage or destruction within twenty-four (24) months after the fire or other casualty), or (ii) in the event any mortgagee under a first mortgage or first deed of trust covering the Building Landlord's should require that the insurance proceeds payable as a result of said fire or other a casualty be used applied to retire the payment of the mortgage debt, or (iii) in the event of the occurrence of a casualty which is not insured under the insurance required to be carried by Landlord pursuant any material loss to the terms of Section 20Building that would not be covered by fire and extended coverage insurance commonly carried for commercial properties such as the Building, Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination within fifteen sixty (1560) days after the date of Landlord’s receipt of the estimated cost of reconstruction or determination by a mortgagee to take the proceeds in which event the Rent hereunder shall be abated as of the date of such damagethe casualty. If Landlord does not thus elect to terminate this Lease, Landlord shall, as soon as practicable, but no more than ninety (90) days after the date of such damage, shall commence to repair and restore the Building and shall proceed with reasonable diligence to restore the Building to substantially the same condition in which it was in immediately prior to the occurrence happening of the fire or other casualty, except that Landlord shall not be required to rebuild, repair, or replace any part of Tenant’s furniture, fixtures and equipment removable by Tenant under the provisions of this Lease or any Alterations to the Premises made by Tenant following the earliest Commencement Date pursuant to the terms of this Lease which were not approved by Landlord in writing, and Landlord shall not in any event be required to spend for such work an amount in excess of the insurance proceeds actually received by Landlord as a result of the fire or other casualty, plus any deductible amounts thereunder. If Landlord determines that insurance proceeds will be insufficient to restore the Building as required by this Section 23, Landlord may, at its option, elect to either (1) terminate this Lease by written notice to Tenant, or (2) provide the extra funds necessary to complete the restoration. In the event Landlord did not originally construct any Alterations to be repaired, the time for Landlord to commence and complete such repairs shall be extended by the amount of time necessary for Landlord to obtain detailed working drawings of the Alterations to be repaired. In the event Landlord does not either commence the repairs to the Building within the time required herein, or complete the repairs to the Building within two hundred seventy (270) days after the date of such damage, Tenant may terminate this Lease by written notice thereof to Landlord given no later than thirty (30) days following the date on which Landlord was to commence or complete such repairs, as the case may be. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant an equitable abatement a proportional diminution of Rent rent during the time and to the extent the Premises are unfit for occupancy and are vacated by Tenantoccupancy. If the Premises or any other portion of the Complex is Building be damaged by fire or other casualty resulting from the intentional acts fault or negligence of Tenant or any employeeof Tenant's agents, officer, contractor, agent, subtenantemployees, or licensee of Tenantinvitees, the Rent rent hereunder shall not be abated diminished during the repair of such damage, damage and Tenant shall remain be liable to Landlord for the payment thereofcost of the repair and restoration of the Building caused thereby to the extent such cost and expense is not covered by insurance proceeds.

Casualty Damage. (A) If the Premises Premises, or any part thereof Common Areas of the Building or of the Complex providing access thereto, shall be damaged by fire or other casualty, Tenant Landlord shall give prompt written notice thereof use available insurance proceeds to Landlordrestore the same. In case the Building Such restoration shall be so damaged by fire or other casualty that (i) substantial alteration or reconstruction of the Building shall, in the judgment of an independent architect selected by Landlord, be required (whether or not the Premises shall have been damaged by such fire or other casualty) such that that the Building cannot be to substantially restored to the condition which existed immediately prior to the damage or destruction within twenty-four (24) months after the fire or other casualty, except for modifications required by zoning and building codes and other Laws or by any Holder (ii) as defined in Article 24), any other modifications to the event any mortgagee under a first mortgage or first deed of trust covering Common Areas deemed desirable by Landlord (provided access, size and configuration to the Building should require that the insurance proceeds payable as a result of said fire or other casualty be used to retire the mortgage debt, or (iii) in the event of the occurrence of a casualty which Premises is not insured under the insurance required to be carried by Landlord pursuant to the terms of Section 20materially impaired), Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination within fifteen (15) days after the date of Landlord’s receipt of the estimated cost of reconstruction or determination by a mortgagee to take the proceeds in which event the Rent hereunder shall be abated as of the date of such damage. If Landlord does not elect to terminate this Lease, Landlord shall, as soon as practicable, but no more than ninety (90) days after the date of such damage, commence to repair and restore the Building and shall proceed with reasonable diligence to restore the Building to substantially the same condition which it was in immediately prior to the occurrence of the fire or other casualty, except that Landlord shall not be required to rebuild, repair, repair or replace any part of Tenant Work or any Tenant’s furniture, fixtures and furnishings, fixtures, equipment removable by Tenant under the provisions of this Lease or other personal property or any Alterations to the Premises made by Tenant following the earliest Commencement Date pursuant to the terms of this Lease which were not approved by Landlord in writing, and Landlord shall not in any event be required to spend for such work an amount or other improvements in excess of the insurance proceeds actually received any work performed by Landlord as a result under the terms and provisions of the Workletter or any separate agreement therefor signed by the parties hereto. Landlord agrees to give Tenant written notice within sixty (60) days of the date of the fire or other casualty, plus any deductible amounts thereundercasualty of the estimated duration of the repair or restoration required or Landlord’s election to terminate the Lease if permitted under clauses (a) through (d) below. If Landlord determines that insurance proceeds will be insufficient to restore the Building as required by this Section 23, Landlord may, at its option, elect to either (1) terminate this Lease by written notice to Tenant, or (2) provide the extra funds necessary to complete the restoration. In the event Landlord did not originally construct any Alterations to be repaired, the estimated time for Landlord to commence and complete such repairs shall be extended by the amount of time necessary for Landlord to obtain detailed working drawings of the Alterations to be repaired. In the event Landlord does not either commence the repairs to the Building within the time required herein, repair or complete the repairs to the Building within restoration exceeds two hundred seventy (270) days after the date of such damagedays, Tenant may shall have the right to terminate this Lease by written notice thereof to Landlord given no later than within thirty (30) days following the date on which Landlord was of Landlord’s original notice to commence or complete such repairs, as the case may beTenant. Landlord shall not be liable for any inconvenience or annoyance to Tenant or its visitors, or injury to the Tenant’s business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence. However, Landlord shall allow Tenant an equitable a proportionate abatement of Rent (Base Rent and Additional Rent) during the time and to the extent the Premises are unfit for occupancy for the purposes permitted under this Lease and are vacated not occupied by TenantTenant as a result thereof (unless Tenant or its employees, agents, or contractors caused the damage). If Notwithstanding the Premises foregoing to the contrary, Landlord may elect to terminate this Lease if the Building or any other portion of the Complex is shall be materially damaged by Tenant or its employees, agents, or contractors or if the Building shall be damaged by fire or other casualty resulting from or cause such that: (a) repairs to the intentional acts Premises and access thereto cannot reasonably be completed within one hundred eighty (180) days after the casualty without the payment of Tenant overtime or other premiums, (b) more than twenty-five percent (25%) of the Premises is affected by the damage, and fewer than twenty-four (24) months remain in the Term, or any employeematerial damage occurs to the Premises during the last twelve (12) months of the Term, officer(c) any Holder shall require that the insurance proceeds or any portion thereof be used to retire the Mortgage debt (or shall terminate the ground lease, contractor, agent, subtenantas the case may be), or licensee the damage is not fully covered by Landlord’s insurance policies, or (d) the cost of the repairs, alterations, restoration or improvement work would exceed twenty-five percent (25%) of the replacement value of the Building, or the nature of such work would make termination of this Lease necessary or convenient. Tenant agrees that Landlord’s obligation to restore, and the abatement of Rent and any other remedies provided herein, shall be Tenant, ’s sole recourse in the Rent hereunder shall not be abated during the repair event of such damage, and waives any other rights Tenant may have under any applicable Law to terminate the Lease by reason of damage to the Premises, the Building or the Complex. If this Lease has not been sooner terminated by Landlord or Tenant and the repair or restoration is not completed within two hundred seventy (270) days after the date of the fire or other casualty for any reason, including Force Majeure Delay, Tenant may terminate this Lease upon thirty (30) days notice to Landlord, provided that if the repair or restoration is completed within such thirty (30) day period, Tenant’s termination of this Lease shall remain liable for be null and void and this Lease shall continue in full force and effect in accordance with its terms. (B) Landlord shall in no event be obligated to restore any Tenant Work or Alterations made by Tenant, all of which shall be the payment thereofsole responsibility of Tenant to restore, at Tenant’s sole expense.

Casualty Damage. If the Premises or any part thereof shall be damaged by fire or other casualty, Tenant shall give prompt written notice thereof to Landlord. In case the Building shall be so damaged by fire or other casualty that (i) substantial alteration or reconstruction of the Building shall, in the judgment of an independent architect selected by Landlord's sole opinion, be required (whether or not the Premises shall have been damaged by such fire or other casualty) or in the event the Premises have been damaged and there is less than one (1) year of the Lease Term remaining on the date of such that that the Building cannot be substantially restored to the condition which existed immediately prior to the damage casualty or destruction within twenty-four (24) months after the fire or other casualty, or (ii) in the event any mortgagee under a first mortgage or first deed of trust covering the Building Mortgagee should require that the insurance proceeds payable as a result of said fire or other a casualty be used applied to retire the payment of the mortgage debt, debt or (iii) in the event of the occurrence of a casualty which is not insured under the insurance required to be carried by Landlord pursuant any material uninsured loss to the terms of Section 20Building, Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination as soon as reasonably possible (taking into consideration all delays such as adjustment of insurance claims and obtaining approval from Landlord mortgagee(s)), but in all circumstances within fifteen ninety (1590) days after the date of Landlord’s receipt of the estimated cost of reconstruction or determination by a mortgagee to take the proceeds in which event the Rent hereunder such casualty. Such termination shall be abated effective as of the date of such damagefire or casualty, with respect to any portion of the Premises that was rendered untenantable, and the date specified in Landlord's notice, with respect to any portion of the Premises that remained tenantable. If Landlord does not elect to terminate this Lease, Landlord shall, as soon as practicable, but no more than ninety (90) days after the date of such damage, shall commence to repair and restore the Building and shall proceed with reasonable diligence to restore the Building to substantially the same condition which it was in immediately prior to the occurrence of the fire or other casualty, except (provided that Landlord shall not be required to rebuildrestore any unleased premises in the Building) and the Leasehold improvements (but excluding any improvements, repair, alterations or replace any part of Tenant’s furniture, fixtures and equipment removable by Tenant under the provisions of this Lease or any Alterations to the Premises additions made by Tenant following in violation of this Lease) located within the earliest Commencement Date pursuant Premises, if any, which Landlord has insured to substantially the same condition they were in immediately prior to the terms happening of this Lease which were not approved by Landlord in writingthe casualty. Notwithstanding the foregoing, Landlord's obligation to restore the Building, and Landlord the Leasehold Improvements, if any, shall not in any event be required require Landlord to spend expend for such repair and restoration work an amount in excess of more than the insurance proceeds actually received by the Landlord as a result of the casualty; provided that if Landlord does not have sufficient proceeds to substantially complete the restoration of the Leasehold improvements in the Premises and Landlord elects not to fund any shortfall, Landlord shall so notify Tenant and Tenant, within ten (10) days thereafter, shall have the right to terminate this Lease by the giving of written notice to Landlord. When repairs to the Premises have been completed by Landlord, Tenant shall complete the restoration or replacement of all Tenant's Property necessary to permit Tenant's reoccupancy of the Premises, and Tenant shall present Landlord with evidence satisfactory to Landlord of Tenant's ability to pay such costs prior to Landlord's commencement of repair and restoration of the Premises. Notwithstanding anything in this Article XIX to the contrary, if all or any portion of the Premises shall be made untenantable by a fire or other casualty, plus any deductible amounts thereunderLandlord shall with reasonable promptness, cause an architect or general contractor selected by Landlord to estimate the amount of time required to substantially complete repair and restoration of the Premises and make the Premises tenantable again, using standard working methods (the "Completion Estimate"). If Landlord determines the Completion Estimate indicates that insurance proceeds will the Premises cannot be insufficient made tenantable within nine (9) months from the date the repair and restoration is started, either party shall have the right to restore the Building as required by this Section 23, Landlord may, at its option, elect to either (1) terminate this Lease by giving written notice to Tenantthe other of such election within ten (10) days after its receipt of the Completion Estimate. If the Completion Estimate indicates that the Premises can be made tenantable within nine (9) months from the date the repair and restoration is started and Landlord has not otherwise exercised its right to terminate the Lease pursuant to the terms hereof, or if the Completion Estimate indicates that the Premises cannot be made tenantable within nine (9) months but neither party terminates this Lease pursuant to this Article XIX, Landlord shall proceed with reasonable promptness to repair and restore the Premises. Notwithstanding the foregoing, if Landlord does not substantially complete the repair and restoration the Premises within two (2) provide months after the extra funds necessary to complete expiration of the restoration. In estimated period of time set forth in the event Landlord did not originally construct any Alterations to be repairedCompletion Estimate, the time for Landlord to commence and complete such repairs which period shall be extended by the amount of time necessary for Landlord to obtain detailed working drawings of the Alterations to be repaired. In the event Landlord does not either commence the repairs to the Building within the time required hereinextent of any Reconstruction Delays, or complete the repairs to the Building within two hundred seventy (270) days after the date of such damage, then Tenant may terminate this Lease by written notice thereof to Landlord given no later than thirty within fifteen (3015) days following after the date on which Landlord was to commence or complete expiration of such repairsperiod, as the case same may bebe extended. For purposes of this Lease, the term "Reconstruction Delays" shall mean: (i) any delays caused by the insurance adjustment process, (ii) any delays caused by Tenant, and (iii) any delays caused by events of Force Majeure. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant an equitable abatement a fair diminution of Rent on a pet diem basis during the time and to the extent the Premises are unfit for occupancy and are vacated by Tenantuntenantable. If the Premises or any other portion of the Complex Building is damaged by fire or other casualty resulting from the intentional acts fault or gross negligence of Tenant or any employeeof Tenant's agents, officer, contractor, agent, subtenantemployees, or licensee of Tenantcontractors, the Rent hereunder shall not be abated diminished during any period during which the repair of such damagePremises, or any portion thereof, is untenantable, and Tenant shall remain be liable to Landlord for the payment thereofcost of the repair and restoration of the Building caused thereby to the extent such cost and expense is not covered by insurance proceeds. Landlord and Tenant hereby waive the provisions of any law from time to time in effect during the Lease Term relating to the effect upon leases of partial or total destruction of leased property. Landlord and Tenant agree that their respective rights in the event of any damage to or destruction of the Premises shall be those specifically set forth herein.

Casualty Damage. If In the Premises event the whole or any part thereof of the Building and/or other Improvements shall be damaged or destroyed by fire or other casualty, damage or action of the elements, at any time during the Term of this Lease, Tenant shall give prompt written notice thereof to Landlord. In case with all due diligence repair, restore and rebuild the Building shall be so damaged by fire or and/or other casualty that (i) substantial alteration or reconstruction of the Building shall, in the judgment of an independent architect selected by Landlord, be required (whether or not the Premises shall have been damaged by such fire or other casualty) such that that the Building cannot be substantially restored Improvements as close as possible to the condition which same plan and design as existed immediately prior to the such damage or destruction within twenty-four (24) months after the fire or other casualty, or (ii) in the event subject to such changes as may be required by any mortgagee under a first mortgage or first deed of trust covering the Building should require that the insurance proceeds payable local governmental authorities as a result of said fire or other casualty be used condition to retire obtaining necessary permits to rebuild), and to the mortgage debt, or (iii) in same condition that existed immediately prior to such damage. In the event of the occurrence of a casualty which is not insured under the insurance required to be carried by Landlord any restoration or reconstruction pursuant to the terms of Section 20this Article, Landlord may, at its option, terminate this Lease by notifying Tenant any insurance proceeds available in writing consequence of such termination within fifteen (15) days after the date of Landlord’s receipt of the estimated cost of reconstruction or determination by a mortgagee to take the proceeds in which event the Rent hereunder damage shall be abated made available to Tenant for said purpose and Landlord shall release any right it has to such insurance proceeds. Prior to any such restoration and reconstruction as herein provided, the drawings and specifications therefor shall be submitted to Landlord for its approval and to any other necessary party for its approval under any document of record as of the date of the recordation of the Memorandum of Lease for its approval. Landlord agrees that its approval of such damagedrawings and specifications shall not be unreasonably withheld, conditioned or delayed. If Landlord does not elect All such work performed by Tenant shall be constructed in a good and workmanlike manner according to and in conformance with the laws, rules and regulations of all governmental bodies and agencies. The Monthly Base Rental and other charges payable hereunder shall ▇▇▇▇▇, or be reduced, by reason of any casualty damage to the extent proceeds from the rental loss insurance to be provided by Tenant pursuant to Section 7.2 are actually received by Landlord. Except as expressly provided herein, Tenant waives all rights to terminate this LeaseLease pursuant to any applicable law now or hereafter in effect, Landlord shallincluding, as soon as practicablewithout limitation, but no more than ninety (90) days after the date of such damageany right to terminate granted under Section 1932, commence to repair subdivision 2, and restore the Building and shall proceed with reasonable diligence to restore the Building to substantially the same condition which it was in immediately prior to the occurrence Section 1933 of the fire or other casualty, except that Landlord shall not be required to rebuild, repair, or replace any part of Tenant’s furniture, fixtures and equipment removable by Tenant under the provisions of this Lease or any Alterations to the Premises made by Tenant following the earliest Commencement Date pursuant to the terms of this Lease which were not approved by Landlord in writing, and Landlord shall not in any event be required to spend for such work an amount in excess of the insurance proceeds actually received by Landlord as a result of the fire or other casualty, plus any deductible amounts thereunder. If Landlord determines that insurance proceeds will be insufficient to restore the Building as required by this Section 23, Landlord may, at its option, elect to either (1) terminate this Lease by written notice to Tenant, or (2) provide the extra funds necessary to complete the restoration. In the event Landlord did not originally construct any Alterations to be repaired, the time for Landlord to commence and complete such repairs shall be extended by the amount of time necessary for Landlord to obtain detailed working drawings of the Alterations to be repaired. In the event Landlord does not either commence the repairs to the Building within the time required herein, or complete the repairs to the Building within two hundred seventy (270) days after the date of such damage, Tenant may terminate this Lease by written notice thereof to Landlord given no later than thirty (30) days following the date on which Landlord was to commence or complete such repairs, as the case may be. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant an equitable abatement of Rent during the time and to the extent the Premises are unfit for occupancy and are vacated by Tenant. If the Premises or any other portion of the Complex is damaged by fire or other casualty resulting from the intentional acts of Tenant or any employee, officer, contractor, agent, subtenant, or licensee of Tenant, the Rent hereunder shall not be abated during the repair of such damage, and Tenant shall remain liable for the payment thereofCalifornia Civil Code.

Casualty Damage. 16.01. If all or any portion of the Premises becomes untenantable or any part thereof shall be damaged by fire or other casualty, Tenant shall give prompt written notice thereof to Landlord. In case the Building shall be so damaged inaccessible by fire or other casualty that to the Premises or the Common Areas (i) substantial alteration or reconstruction of the Building shallcollectively a “Casualty”), in the judgment of an independent architect selected by Landlord, be required with reasonable promptness (whether or not the Premises shall have been damaged by such fire or other casualty) such that that the Building cannot be substantially restored to the condition which existed immediately prior to the damage or destruction but in all events within twenty-four (24) months after the fire or other casualty, or (ii) in the event any mortgagee under a first mortgage or first deed of trust covering the Building should require that the insurance proceeds payable as a result of said fire or other casualty be used to retire the mortgage debt, or (iii) in the event of the occurrence of a casualty which is not insured under the insurance required to be carried by Landlord pursuant to the terms of Section 20, Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination within fifteen (15) 120 days after following the date of Landlord’s receipt of the estimated cost of reconstruction or determination by Casualty), shall cause a mortgagee to take the proceeds in which event the Rent hereunder shall be abated as of the date of such damage. If Landlord does not elect to terminate this Lease, Landlord shall, as soon as practicable, but no more than ninety (90) days after the date of such damage, commence to repair and restore the Building and shall proceed with reasonable diligence to restore the Building to substantially the same condition which it was in immediately prior to the occurrence of the fire or other casualty, except that Landlord shall not be required to rebuild, repair, or replace any part of Tenant’s furniture, fixtures and equipment removable by Tenant under the provisions of this Lease or any Alterations to the Premises made by Tenant following the earliest Commencement Date pursuant to the terms of this Lease which were not approved general contractor selected by Landlord in writing, and to provide Landlord shall not in any event be required to spend for such work an amount in excess with a written estimate (“Completion Estimate”) of the insurance proceeds actually received by Landlord as a result of the fire or other casualty, plus any deductible amounts thereunder. If Landlord determines that insurance proceeds will be insufficient to restore the Building as required by this Section 23, Landlord may, at its option, elect to either (1) terminate this Lease by written notice to Tenant, or (2) provide the extra funds necessary to complete the restoration. In the event Landlord did not originally construct any Alterations to be repaired, the time for Landlord to commence and complete such repairs shall be extended by the amount of time necessary for Landlord required, using standard working methods, to obtain detailed working drawings substantially complete the repair and restoration of the Alterations shell and core of the Building and any Common Areas necessary to be repaired. In the event Landlord does not either commence the repairs provide access to the Building within the time required hereinPremises (“Landlord’s Restoration Work”), or complete the repairs provided to the Building within two hundred seventy (270extent Tenant has elected to perform the work regarding or assume responsibility for the Security System, Parking Deck, Lobby, Cafeteria, Fitness Center and Concrete Pads as described in Sections 7.06(a) days after the date and 9.04 of such damage, Tenant may terminate this Lease by written notice thereof to Landlord given no later than thirty (30) days following and Sections VI and VI in Exhibit F, restoration of the date on which Landlord was to commence or complete such repairsSecurity System, Parking Deck, Lobby, Cafeteria, Fitness Center and Concrete Pads, as the case may be, shall not be deemed part of Landlord’s Restoration Work, provided, however, to the extent Landlord’s insurance required to be carried pursuant to Section 14.03 covers any portions of the Security System, Parking Deck, Lobby, Cafeteria, Fitness Center and/or Concrete Pads, Landlord shall nevertheless make available and pay over to Tenant any casualty insurance proceeds received by Landlord, if any, covering such portions, for use by Tenant in the restoration of any of such items. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions promptly forward a copy of the next sentence, Landlord shall allow Tenant an equitable abatement of Rent during the time and Completion Estimate to the extent the Premises are unfit for occupancy and are vacated by Tenant. If (a) the Completion Estimate indicates that Landlord’s Restoration Work cannot be substantially completed within 17 months from the date of the Completion Estimate, or (b) the Premises or any other portion have been materially damaged and there is less than 2 years of the Complex is damaged Term remaining on the date of the Casualty, then either party shall have the right to terminate this Lease upon written notice to the other within 30 days after Tenant’s receipt of the Completion Estimate, in the case of clause (a), and within 90 days after the date of the Casualty, in the case of clause (b). Tenant, however, shall not have the right to terminate this Lease if the Casualty was caused by fire the negligence or other casualty resulting from the intentional acts willful misconduct of Tenant or any employee, officer, contractor, agent, subtenant, or licensee of Tenant, the Rent hereunder shall not be abated during the repair of such damage, and Tenant shall remain liable for the payment thereof.

Casualty Damage. If the Premises or any part thereof shall be damaged by fire or other casualty, Tenant shall give prompt written notice thereof to Landlord. In case the Building or the Premises shall be so damaged by fire or other casualty that (i) substantial alteration or reconstruction of the Building or the Premises (i.e., requiring a restoration period of more than 180 days) shall, in the judgment of an independent architect selected by Landlord’s reasonable opinion, be required (whether or not the Premises shall have been damaged by such fire or other casualty) such that that the Building cannot be substantially restored to the condition which existed immediately prior to the damage or destruction within twenty-four (24) months after the fire or other casualty, or (ii) in the event any mortgagee under a first mortgage or first deed of trust covering the Building should require that the insurance proceeds payable as a result of said fire or other casualty be used to retire the mortgage debt, or (iii) in the event of the occurrence of a casualty which is not insured under the insurance required to be carried by Landlord pursuant to the terms of Section 20), Landlord or Tenant may, at its their option, terminate this Lease by notifying Tenant the other in writing of such termination within fifteen forty-five (1545) days after the date of Landlord’s receipt of the estimated cost of reconstruction or determination by a mortgagee to take the proceeds such damage, in which event the Rent hereunder shall be abated as of the date of such damage. If neither Landlord does not elect nor Tenant elects to terminate this LeaseLease as aforesaid, and provided insurance proceeds are available to fully repair the damage, Landlord shall, as soon as practicable, but no more than ninety (90) shall within 180 days after the date of such damage, commence to damage repair and restore the Building Premises and shall proceed with reasonable diligence to restore the Building (except that Landlord shall not be responsible for delays outside its control) to substantially the same condition in which it was in immediately prior to the occurrence happening of the fire or other casualty, except that failing which, Tenant may terminate this Lease; provided, Landlord shall not be required to rebuild, repair, or replace any part of Tenant’s furniture, furnishings, fixtures and and/or equipment removable by Tenant or any improvements, alterations or additions installed by or for the benefit of Tenant under the provisions of this Lease or any Alterations to the Premises made by Tenant following the earliest Commencement Date pursuant to the terms of this Lease which were not approved by Landlord in writing, and Lease. Landlord shall not in any event be required to spend for such work an amount in excess of the insurance proceeds (excluding any deductible) actually received by Landlord as a result of the fire or other casualty, plus any deductible amounts thereunder. If Landlord determines that insurance proceeds will be insufficient to restore the Building as required by this Section 23, Landlord may, at its option, elect to either (1) terminate this Lease by written notice to Tenant, or (2) provide the extra funds necessary to complete the restoration. In the event Landlord did not originally construct any Alterations to be repaired, the time for Landlord to commence and complete such repairs shall be extended by the amount of time necessary for Landlord to obtain detailed working drawings of the Alterations to be repaired. In the event Landlord does not either commence the repairs to the Building within the time required herein, or complete the repairs to the Building within two hundred seventy (270) days after the date of such damage, Tenant may terminate this Lease by written notice thereof to Landlord given no later than thirty (30) days following the date on which Landlord was to commence or complete such repairs, as the case may be. Landlord shall not be liable for any inconvenience or annoyance to Tenant or Tenant, injury to the business of Tenant, loss of use of any part of the Premises by the Tenant or loss of Tenant’s personal property resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant an equitable abatement a fair diminution of Rent during the time and to the extent the Premises are unfit for occupancy and are vacated by Tenant. If the Premises or any other portion of the Complex is damaged by fire or other casualty resulting from the intentional acts of Tenant or any employee, officer, contractor, agent, subtenant, or licensee of Tenant, the Rent hereunder shall not be abated during the repair of such damage, and Tenant shall remain liable for the payment thereofoccupancy.

Casualty Damage. If the Premises or any part thereof shall be damaged by fire or other casualty, Tenant shall give prompt written notice thereof to Landlord. In case the Building or the Premises shall be so damaged by fire or other casualty (a) such that more than thirty percent (i30%) substantial alteration or reconstruction of the Building shallor the Premises is required, in the judgment of an independent architect selected as determined by Landlord, be required (whether or not the Premises shall have been damaged by such fire or other casualty) such that that the Building cannot be substantially restored to the condition which existed immediately prior to the damage or destruction within twenty-four (24) months after the fire or other casualty, or (iib) in regardless of the event any mortgagee under a first mortgage extent of damage, such damage is either uninsured or first deed of trust covering the Building should require that the insurance proceeds payable as a result of said fire are unavailable or other casualty be used insufficient for Landlord to retire restore the mortgage debt, Building or (iii) in the event of the occurrence of a casualty which is not insured under the insurance required to be carried by Landlord pursuant to the terms of Section 20Premises, Landlord may, at its option, may elect to either terminate this Lease by notifying Tenant in writing of such termination within fifteen or restore the Building or the Premises. In all other cases, Landlord shall promptly commence reconstruction repair subject to this Section 26. If Landlord elects to terminate the Lease, the estate created hereby shall terminate forty-five (1545) days after following the date of Landlord’s receipt of the estimated cost of reconstruction or determination by a mortgagee to take the proceeds in which event the damage, and Base Rent due hereunder shall be abated as of the date of such damage. If Landlord does not elect to terminate this Lease, Landlord shall, as soon as practicable, but no more than ninety (90) days after the date of such damage, commence elects to repair and restore the Building and or the Premises, then Landlord shall proceed with reasonable diligence to restore the Building or the Premises (except Landlord shall not be responsible for delays outside of its control) to substantially the same condition which it was in existing immediately prior to the occurrence of the fire casualty. If Landlord is required to make any repairs or other casualtyrestorations pursuant to this Section 26, except that Landlord shall not be required to rebuild, repair, or replace any part of Tenant’s furniture, fixtures and equipment removable by Tenant under the provisions of this Lease or any Alterations to the Premises made by Tenant following the earliest Commencement Date pursuant to the terms of this Lease which were not approved by Landlord in writing, and Landlord shall not in any event be required to spend for such work repairs or restoration an amount in excess of the insurance proceeds actually received by Landlord as a result of the fire or other casualty, plus any deductible amounts thereunder. If Landlord determines that insurance proceeds will be insufficient elects to repair or restore the Building as required by this Section 23or the Premises, Landlord may, at its option, elect to either (1) terminate this Lease by written notice to then Tenant, or within thirty (2) provide the extra funds necessary to complete the restoration. In the event Landlord did not originally construct any Alterations to be repaired, the time for Landlord to commence and complete such repairs shall be extended by the amount of time necessary for Landlord to obtain detailed working drawings of the Alterations to be repaired. In the event Landlord does not either commence the repairs to the Building within the time required herein, or complete the repairs to the Building within two hundred seventy (27030) days after the date the damage occurred, may request in writing from Landlord an estimate of such damagethe time required to repair or restore the Building or the Premises. Landlord shall notify Tenant of Landlord's reasonable estimate of the time for restoration or repair.. If a casualty damages more than forty percent (40%) of the manufacturing area within the Premises and, as a result thereof, Tenant may is not able to conduct its manufacturing operations in any portion of the Premises, then Tenant shall have the right to terminate this Lease by written notice thereof to if Landlord given no later than thirty estimates that the Premises cannot be restored within one hundred and twenty (30120) days following from the date on the damage occurred. Tenant shall exercise (if at all) the aforesaid right to terminate within five (5) business days from receipt of Landlord's estimate, which Landlord was to commence or complete such repairs, termination shall be effective as of the case may bedate the damage occurred. Landlord shall not be liable for any inconvenience or annoyance to Tenant or Tenant, injury to the business of Tenant, loss of use of any part of the Premises by Tenant or loss of Tenant's personal property resulting in any way from such damage or the repair restoration thereof, except that, subject to the provisions of the next sentenceduring any restoration, Landlord shall allow Tenant an equitable abatement a fair diminution of Base Rent during the time and to the extent the Premises are unfit for occupancy and are vacated by Tenantoccupancy. If It is the Premises or any other portion intent of the Complex is damaged parties hereto that the original Tenant Improvements will be covered by fire the casualty insurance carried by Landlord on the Building and that, in the event of a casualty where Landlord elects or other casualty resulting from its otherwise required to restore or repair, Landlord will restore or repair such improvements to the intentional acts extent of Tenant insurance proceeds which are actually available to Landlord for such purpose; provided, however, in no event shall Landlord be required to rebuild, repair or replace any employee, officer, contractor, agent, subtenant, or licensee part of Tenant, the Rent hereunder shall not be abated during the repair of such damage, and Tenant shall remain liable for the payment thereof.any Alte▇▇-

Casualty Damage. If the Premises or any part thereof shall be of the premises is damaged by fire or other casualty, Tenant shall will give prompt written notice thereof to Landlord. In case the Building shall be so damaged by fire or other casualty that (i) substantial alteration or reconstruction of the Building shall, in the judgment of an independent architect selected by Landlord, be required (whether or not the Premises shall have been damaged by such fire or other casualty) such that that the Building cannot be substantially restored to the condition which existed immediately prior to the damage or destruction within twenty-four (24) months after the fire or other casualty, or (ii) in the event any mortgagee under a first mortgage or first deed of trust covering the Building should require that the insurance proceeds payable as a result of said fire or other casualty be used to retire the mortgage debt, or (iii) in the event of the occurrence of a casualty which is not insured under the insurance required to be carried by Landlord pursuant to the terms of Section 20, Landlord may, at its option, terminate this Lease by so notifying Tenant in writing of such termination within fifteen sixty (1560) days after the date of Landlord’s receipt a fire or other casualty if (a) the casualty renders any substantial part of the Premises untenantable and the repair time to restore the Premises to a tenantable condition (as reasonably estimated cost of reconstruction or determination by a mortgagee to take the proceeds in which event the Rent hereunder shall be abated as of my Landlord) will extend beyond the date of such damage. If Landlord does not elect to terminate this Lease, Landlord shall, as soon as practicable, but no more than ninety that is one hundred eighty (90180) days after the date of such damagethe casualty, commence (b) the casualty renders any substantial part of the Premises untenantable and at the time, less than two (2) years remain until the expiration of the Term, (c) any part of the Property is damaged to the extent that in Landlord's judgment, restoration is not practical (whether or not the Premises have been damaged by the casualty), or (d) the holder of any Mortgage requires application of any insurance proceeds to reduce the Mortgage debt. If the damage by fire or other casualty renders any substantial part of the premises untenantable and if the repair and restore the Building and shall proceed with reasonable diligence time to restore the Building Premises to a tenantable condition (as reasonably estimated by Landlord) will extend the date that is one hundred eighty (180) days after the date of the casualty, Tenant may elect to terminate this Lease by so notifying Landlord in writing within thirty (30) days after Tenant receives Landlord's written estimate of the time required for restoration. If the Lease is not so terminated by Landlord or Tenant, Landlord will promptly begin and diligently pursue the work of restoring the Premises (including the Tenant Improvements initially installed in the Premises) to substantially the same their former condition which it was in immediately prior to the occurrence of the fire or other casualtyas soon as reasonably possible. Landlord will not, except that Landlord shall not however, be required to rebuildrestore any alterations, repairadditions, or replace any part of Tenant’s furniture, fixtures and equipment removable by improvements other than the initial Tenant under the provisions of this Lease Improvements or any Alterations to the Premises made by Tenant following the earliest Commencement Date pursuant to the terms of this Lease which were not approved by Landlord in writing, and Landlord shall not in any event be required to spend for such work an any amount in excess of the insurance proceeds actually received by Landlord as a result of the fire or other casualty, plus any deductible amounts thereunder. If Landlord determines that insurance proceeds will be insufficient to restore the Building as required by this Section 23, Landlord may, at its option, elect to either (1) terminate this Lease by written notice to Tenant, or (2) provide the extra funds necessary to complete the restoration. In the event Landlord did not originally construct any Alterations to be repaired, the time for Landlord to commence and complete such repairs shall be extended by the amount of time necessary for Landlord to obtain detailed working drawings of the Alterations to be repaired. In the event Landlord does not either commence the repairs to the Building within the time required herein, or complete the repairs to the Building within two hundred seventy (270) days after the date of such damage, Tenant may terminate this Lease by written notice thereof to Landlord given no later than thirty (30) days following the date on which Landlord was to commence or complete such repairs, as the case may be. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant an equitable abatement of Rent during the time and to the extent the Premises are unfit for occupancy and are vacated by Tenant. If untenantable as the Premises or any other portion result of the Complex is damaged by fire or other casualty resulting from casualty, but such abatement will not extend the intentional acts of Tenant or any employee, officer, contractor, agent, subtenant, or licensee of Tenant, the Rent hereunder shall not be abated during the repair of such damage, and Tenant shall remain liable for the payment thereofTerm.

Casualty Damage. (a) Tenant immediately shall give written notice to Landlord of any damage to the Premises or the Building. If the Premises or any part thereof shall be damaged by fire or other casualty, Tenant shall give prompt written notice thereof to Landlord. In case the Building shall be are totally destroyed by an insured peril, or so damaged by fire or other casualty that (i) substantial alteration or reconstruction of the Building shallan insured peril that, in the judgment of an independent architect selected by Landlord's estimation, be required (whether rebuilding or not the Premises shall have been damaged by such fire or other casualty) such that that the Building repairs cannot be substantially restored to the condition which existed immediately prior to the damage or destruction completed within twenty-four (24) months after the fire or other casualty, or (ii) in the event any mortgagee under a first mortgage or first deed of trust covering the Building should require that the insurance proceeds payable as a result of said fire or other casualty be used to retire the mortgage debt, or (iii) in the event of the occurrence of a casualty which is not insured under the insurance required to be carried by Landlord pursuant to the terms of Section 20, Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination within fifteen (15) 180 days after the date of Landlord’s receipt of the estimated cost of reconstruction or determination by a mortgagee to take the proceeds in which event the Rent hereunder shall be abated as of the date of such damage. If Landlord does not elect to terminate this Lease, Landlord shall, as soon as practicable, but no more than ninety (90) days after the date 's actual knowledge of such damage, commence then either Landlord or (if a Tenant Party did not cause such damage) Tenant may terminate this Lease by delivering to repair and the other written notice thereof within 30 days after such damage, in which case, Tenant shall be released from all future obligations in this Lease to pay Rent for the number of months remaining in the Term of this Lease as of the effective date of the termination notice. Time is of the essence with respect to the delivery of such notices. (b) Subject to Section 10.(c), if this Lease is not terminated under Section 10.(a), then Landlord shall restore the Building and shall proceed with reasonable diligence to restore the Building Premises to substantially the same condition which it was in immediately prior to the occurrence of the fire or other casualtyits previous condition, except that Landlord shall not be required to rebuild, repair, repair or replace any part of the partitions, fixtures, additions and other improvements or personal property required to be covered by Tenant’s furniture's insurance under Section 9. If the Premises are untenantable, fixtures in whole or in part, during the period beginning on the date such damage occurred and equipment removable by Tenant ending on the date of substantial completion of Landlord's repair or restoration work (the "REPAIR PERIOD"), then the rent for such period shall be reduced to such extent as may be fair and reasonable under the provisions of this Lease or any Alterations to circumstances and the Premises made by Tenant following the earliest Commencement Date pursuant to the terms of this Lease which were not approved by Landlord in writing, and Landlord shall not in any event be required to spend for such work an amount in excess of the insurance proceeds actually received by Landlord as a result of the fire or other casualty, plus any deductible amounts thereunder. If Landlord determines that insurance proceeds will be insufficient to restore the Building as required by this Section 23, Landlord may, at its option, elect to either (1) terminate this Lease by written notice to Tenant, or (2) provide the extra funds necessary to complete the restoration. In the event Landlord did not originally construct any Alterations to be repaired, the time for Landlord to commence and complete such repairs Term shall be extended by the amount number of time necessary for Landlord to obtain detailed working drawings of days in the Alterations to Repair Period. (c) If the Premises are destroyed or substantially damaged by any peril not covered by the insurance maintained by Landlord, or any Landlord's Mortgagee (defined below) requires that insurance proceeds be repaired. In the event Landlord does not either commence the repairs applied to the Building within the time required herein, indebtedness secured by its Mortgage (defined below) or complete the repairs to the Building within two hundred seventy Primary Lease (270defined below) days after the date of such damageobligations, Tenant Landlord may terminate this Lease by delivering written notice thereof of termination to Landlord given no later than thirty (30) Tenant within 30 days following the date on which Landlord was to commence after such destruction or complete damage or such repairsrequirement is made known by any such Landlord's Mortgagee, as the case may be. Landlord applicable, whereupon all rights and obligations hereunder shall not be liable cease and terminate, except for any inconvenience or annoyance to Tenant or injury to the business liabilities of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant an equitable abatement of Rent during the time and to the extent the Premises are unfit for occupancy and are vacated by Tenant. If the Premises or any other portion of the Complex which accrued before this Lease is damaged by fire or other casualty resulting from the intentional acts of Tenant or any employee, officer, contractor, agent, subtenant, or licensee of Tenant, the Rent hereunder shall not be abated during the repair of such damage, and Tenant shall remain liable for the payment thereofterminated.

Casualty Damage. If 17.01 Tenant shall keep the Premises Tenant-Insured Improvements insured against loss or damage caused by any part thereof peril covered under fire and all risk insurance in accordance with Section 15.02 of this Lease. The proceeds of such Tenant’s insurance shall be damaged used by fire Tenant only for the replacement or other casualtyrestoration of such Tenant-Insured Improvements in a manner to be designed by Tenant at the time, subject to Landlord’s approval, which approval shall not be unreasonably withheld, conditioned or delayed, except that such proceeds shall be paid to Landlord if either (i) Landlord terminates this Lease under this Section 17, or (ii) Tenant terminates this Lease under this Section 17. All repairs and replacements of the Tenant-Insured Improvements shall be made by and at the expense of Tenant, using the entire proceeds of insurance on the Tenant-Insured Improvements plus an amount to be paid by Tenant equal to the deductible on Tenant’s insurance policy plus any proceeds of insurance that would have been available if Tenant had maintained the insurance required under this Lease (collectively, the “Tenant Restoration Funds”), except that Tenant may at any time elect not to repair or replace the Tenant-Insured Improvements, in which event Tenant shall give prompt written notice thereof pay over to Landlord. In case Landlord (or release any claim to) the Building Tenant Restoration Funds, which payment shall be so damaged not limit or otherwise affect Tenant’s other obligations under this Lease, including without limitation, Tenant’s obligation to pay Rent hereunder. 17.02 If, by fire or other casualty that to the Premises or the Common Areas (i) substantial alteration collectively a “Casualty”), all or reconstruction any portion of the Building shallPremises becomes untenantable for Tenant’s use and enjoyment or inaccessible, in the judgment of an independent architect selected by Landlord, be required with reasonable promptness (whether or not the Premises shall have been damaged by such fire or other casualty) such that that the Building cannot be substantially restored to the condition which existed immediately prior to the damage or destruction within twenty-four (24) months after the fire or other casualty, or (ii) in the event any mortgagee under a first mortgage or first deed of trust covering the Building should require that the insurance proceeds payable as a result of said fire or other casualty be used to retire the mortgage debt, or (iii) in the event of the occurrence of a casualty which is not insured under the insurance required to be carried by Landlord pursuant to the terms of Section 20, Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination within fifteen (15) days after the date of Landlord’s receipt of the estimated cost of reconstruction or determination by a mortgagee to take the proceeds in which event the Rent hereunder shall be abated as of the date of such damage. If Landlord does not elect to terminate this Lease, Landlord shall, as soon as practicable, but no more than exceed ninety (90) days after from the date of such damagethe Casualty), commence to repair and restore the Building and shall proceed with reasonable diligence to restore the Building to substantially the same condition which it was in immediately prior to the occurrence of the fire or other casualty, except that Landlord shall not be required to rebuild, repair, or replace any part of Tenant’s furniture, fixtures and equipment removable by Tenant under the provisions of this Lease or any Alterations to the Premises made by Tenant following the earliest Commencement Date pursuant to the terms of this Lease which were not approved cause a general contractor selected by Landlord in writing, and to provide Landlord shall not in any event be required to spend for such work an amount in excess with a written estimate of the insurance proceeds actually received by Landlord as a result of the fire or other casualty, plus any deductible amounts thereunder. If Landlord determines that insurance proceeds will be insufficient to restore the Building as required by this Section 23, Landlord may, at its option, elect to either (1) terminate this Lease by written notice to Tenant, or (2) provide the extra funds necessary to complete the restoration. In the event Landlord did not originally construct any Alterations to be repaired, the time for Landlord to commence and complete such repairs shall be extended by the amount of time necessary for Landlord required, using standard working methods, to obtain detailed working drawings substantially complete the repair and restoration of the Alterations Premises (which for purposes of this Section 17 shall be deemed to be repaired. In the event Landlord does not either commence the repairs include all of Tenant’s appurtenant rights provided under this Lease, including, without limitation, parking, access to generator areas and roof rights) and any Common Areas necessary to provide access to the Building within the time required herein, or complete the repairs to the Building within two hundred seventy Premises (270) days after the date of such damage, Tenant may terminate this Lease by written notice thereof to Landlord given no later than thirty (30) days following the date on which Landlord was to commence or complete such repairs, as the case may be“Completion Estimate”). Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions promptly forward a copy of the next sentence, Landlord shall allow Tenant an equitable abatement of Rent during the time and Completion Estimate to the extent the Premises are unfit for occupancy and are vacated by Tenant. If the Completion Estimate indicates that the Premises or any other portion of Common Areas necessary to provide access to the Complex is damaged by fire or other casualty resulting Premises cannot be made tenantable within two hundred ten (210) days from the intentional acts of Tenant or any employee, officer, contractor, agent, subtenant, or licensee of Tenant, the Rent hereunder shall not be abated during date the repair of such damageis started (the “Restoration Target Date”), and then Tenant shall remain liable for have the payment thereof.right to terminate this Lease upon written notice to Landlord within ten

Casualty Damage. (a) Tenant immediately shall give written notice to Landlord of any damage to the Premises. Within 30 days after Landlord has notice of the damage in question, Landlord shall deliver to Tenant its good faith estimate of the time necessary to complete Landlord's work with respect to the damage in question (the "DAMAGE ESTIMATE"). If the Premises are totally destroyed by an --------------- insured peril, or any part thereof shall be damaged by fire or other casualty, Tenant shall give prompt written notice thereof to Landlord. In case the Building shall be so damaged by fire or other casualty that (i) substantial alteration or reconstruction of the Building shallan insured peril that, in the judgment of an independent architect selected by Landlord's good faith estimation, be required (whether rebuilding or not the Premises shall have been damaged by such fire or other casualty) such that that the Building repairs cannot be substantially restored to the condition which existed immediately prior to the damage or destruction completed within twenty-four (24) nine months after the fire or other casualty, or (ii) in the event any mortgagee under a first mortgage or first deed of trust covering the Building should require that the insurance proceeds payable as a result of said fire or other casualty be used to retire the mortgage debt, or (iii) in the event of the occurrence of a casualty which is not insured under the insurance required to be carried by Landlord pursuant to the terms of Section 20, Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination within fifteen (15) days after the date of Landlord’s receipt of the estimated cost of reconstruction or determination by a mortgagee to take the proceeds in which event the Rent hereunder shall be abated as of the date of such damage. If Landlord does not elect to terminate this Lease, Landlord shall, as soon as practicable, but no more than ninety (90) days after the date 's actual knowledge of such damage, commence then either Landlord or (if a Tenant Party did not cause such damage) Tenant may terminate this Lease by delivering to repair Landlord written notice thereof within 15 days after Landlord delivers to Tenant the Damage Estimate, in which case, the rent shall be abated during the unexpired portion of this Lease, effective upon the date such damage occurred, and Tenant shall pay to Landlord the amount of the deductible applicable to such damage. Time is of the essence with respect to the delivery of such notices. (b) Subject to Section 10.(c), if this Lease is not terminated under Section 10.(a), then Landlord shall restore the Building and shall proceed with reasonable diligence to restore the Building Premises to substantially the same condition which it was in immediately prior to the occurrence of the fire or other casualtyits previous condition, except that Landlord shall not be required to rebuild, repair, repair or replace any part of Tenant’s furniturethe partitions, fixtures, additions and other improvements or personal property required to be covered by tenant's insurance under Section 9. If the Premises are untenantable, in whole or in part, during the period beginning on the date such damage occurred and ending on the date of substantial completion of Landlord's repair or restoration work plus a reasonable period of time to allow Tenant to install its fixtures and equipment removable by Tenant in the Premises (not to exceed 30 days) (the "REPAIR PERIOD"), then the rent for ------------- such period shall he reduced to such extent as may be fair and reasonable under the provisions of this Lease or any Alterations to circumstances (even if a Tenant Party caused such damage) and the Premises made by Tenant following the earliest Commencement Date pursuant to the terms of this Lease which were not approved by Landlord in writing, and Landlord shall not in any event be required to spend for such work an amount in excess of the insurance proceeds actually received by Landlord as a result of the fire or other casualty, plus any deductible amounts thereunder. If Landlord determines that insurance proceeds will be insufficient to restore the Building as required by this Section 23, Landlord may, at its option, elect to either (1) terminate this Lease by written notice to Tenant, or (2) provide the extra funds necessary to complete the restoration. In the event Landlord did not originally construct any Alterations to be repaired, the time for Landlord to commence and complete such repairs Term shall be extended by the amount number of time necessary for days in the Repair Period. (c) If the Premises are destroyed or substantially damaged by any peril not covered by the insurance maintained by Landlord to obtain detailed working drawings of the Alterations to or any Landlord's Mortgagee (defined below) requires that insurance proceeds be repaired. In the event Landlord does not either commence the repairs applied to the Building within the time required herein, indebtedness secured by its Mortgage (defined below) or complete the repairs to the Building within two hundred seventy Primary Lease (270defined below) days after the date of such damage, Tenant obligations. Landlord may terminate this Lease by delivering written notice thereof of termination to Landlord given no later than thirty (30) Tenant within 30 days following the date on which Landlord was to commence after such destruction or complete damage or such repairsrequirement is made known by any such Landlord's Mortgagee, as the case may be. Landlord applicable, whereupon all rights and obligations hereunder shall not be liable cease and terminate, except for any inconvenience or annoyance to Tenant or injury to the business liabilities of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant an equitable abatement of Rent during the time and to the extent the Premises are unfit for occupancy and are vacated by Tenant. If the Premises or any other portion of the Complex which accrued before this Lease is damaged by fire or other casualty resulting from the intentional acts of Tenant or any employee, officer, contractor, agent, subtenant, or licensee of Tenant, the Rent hereunder shall not be abated during the repair of such damage, and Tenant shall remain liable for the payment thereofterminated.

Casualty Damage. (a) If the Premises or any part thereof shall be the Building is damaged by fire or other casualty, Tenant shall must give prompt written notice thereof to Landlord. In case . (b) Landlord may terminate the Lease due to a casualty to the Premises or any portion of the Building shall be if: (i) The Building is so damaged by fire or other casualty that (i) substantial alteration or reconstruction of the Building shallwill, in the judgment of an independent architect selected by Landlord, be required (whether or not the Premises shall have has been damaged by such fire or other the casualty) such that that the Building or, in Landlord’s reasonable opinion, repair or reconstruction cannot be substantially restored to the condition which existed immediately prior to the damage or destruction made within twenty-four (24) months 180 days after the fire or other casualty, or ; (ii) in the event any Any mortgagee under a first mortgage or first deed of trust covering the Building should require requires that the insurance proceeds payable as a result of said fire or other the casualty be used to retire the mortgage debt, or ; (iii) in the event of the occurrence of a The casualty which is not insured under the property insurance required to be carried by Landlord pursuant to the terms of Section 20, 9.1; or (iv) Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination within fifteen determines that insurance proceeds will be insufficient to restore the Building. (15c) days after the date of Landlord’s receipt of the estimated cost of reconstruction or determination by a mortgagee to take the proceeds in which event the Rent hereunder shall be abated as of the date of such damage. If Landlord does not elect to terminate this Lease, Landlord shallwill, as soon as practicable, but no more than ninety (90) 90 days after the date of such damagethe casualty, commence to repair and restore the Building and shall will proceed with reasonable diligence to restore the Building to substantially the same its condition which it was in immediately prior to the occurrence of the fire or other casualty. However, except that Landlord shall will not be required to rebuild, repair, or replace any part of Tenant’s removable furniture, fixtures and equipment removable by Tenant under the provisions of this Lease or any Alterations to the Premises made by Tenant following the earliest Commencement Date pursuant to the terms of this Lease which were not approved by Landlord in writing. Furthermore, and Landlord shall will not in any event be required to spend for such the restoration work an amount in excess of the insurance proceeds actually received by Landlord as a result of the fire or other casualty, plus any deductible amounts thereunder. If thereunder (but the Landlord determines that insurance proceeds will be insufficient to restore the Building as required by this Section 23, Landlord maymay choose, at its option, elect to either (1) terminate this Lease by written notice to Tenant, or (2) provide the extra funds necessary to complete the restoration. In the event Landlord did not originally construct any Alterations to be repaired, the time for Landlord to commence and complete such repairs shall be extended by the amount of time necessary for Landlord to obtain detailed working drawings of the Alterations to be repaired. In the event ). (d) If Landlord does not either commence the repairs to the Building within the time required herein, herein or complete the repairs to the Building within two hundred seventy (270) 180 days after the date of such damagethe casualty, Tenant may terminate this the Lease by written notice thereof to Landlord given no later than thirty (30) 30 days following the date on which Landlord was to commence or complete such repairs, as the case may be. . (e) Except as provided in Section 6.4 herein, Landlord shall will not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage the casualty or the repair thereof, except that, subject to the provisions of the next sentenceits repair. However, Landlord shall may allow Tenant an equitable abatement of Rent during the time and to the extent the Premises are is unfit for occupancy and are vacated by Tenant. If the Premises or any other portion of the Complex is damaged by fire or other a casualty resulting from the intentional acts of Tenant or any employee, officer, contractor, agentTenant-Related Party, subtenant, or licensee of Tenant, the Rent hereunder shall will not be abated during the repair of such damage, and Tenant shall remain liable for the payment thereof.

Casualty Damage. If In the event of damage or destruction of the Premises or any part thereof shall be damaged by fire or any other casualty, Tenant this Lease shall give prompt written notice thereof to Landlord. In case the Building shall not be so damaged by fire or other casualty that (i) substantial alteration or reconstruction of the Building shallterminated, in the judgment of an independent architect selected by Landlord, be required (whether or not but the Premises shall have been damaged by such fire be promptly and fully repaired or other casualty) such that that the Building cannot be substantially restored to the condition which existed immediately prior to the damage or destruction within twenty-four (24) months after the fire or other casualty, or (ii) in the event any mortgagee under a first mortgage or first deed of trust covering the Building should require that the insurance proceeds payable as a result of said fire or other casualty be used to retire the mortgage debt, or (iii) in the event of the occurrence of a casualty which is not insured under the insurance required to be carried by Landlord pursuant to the terms of Section 20, Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination within fifteen (15) days after the date of Landlord’s receipt of the estimated cost of reconstruction or determination by a mortgagee to take the proceeds in which event the Rent hereunder shall be abated as of the date of such damage. If Landlord does not elect to terminate this Lease, Landlord shall, as soon as practicable, but no more than ninety (90) days after the date of such damage, commence to repair and restore the Building and shall proceed with reasonable diligence to restore the Building to substantially the same condition which it was in immediately prior to the occurrence of the fire or other casualty, except that Landlord shall not be required to rebuild, repair, or replace any part of Tenant’s furniture, fixtures and equipment removable by Tenant under the provisions of this Lease or any Alterations to the Premises made by Tenant following the earliest Commencement Date pursuant to the terms of this Lease which were not approved by Landlord in writing, and Landlord shall not in any event be required to spend for such work an amount in excess of the insurance proceeds actually received by Landlord as a result of the fire or other casualty, plus any deductible amounts thereunder. If Landlord determines that insurance proceeds will be insufficient to restore the Building as required by this Section 23, Landlord may, at its option, elect to either (1) terminate this Lease by written notice to Tenant, or (2) provide the extra funds necessary to complete the restoration. In the event Landlord did not originally construct any Alterations to be repaired, the time for Landlord to commence and complete such repairs shall be extended by the amount of time necessary for Landlord to obtain detailed working drawings of the Alterations to be repaired. In the event Landlord does not either commence the repairs to the Building within the time required herein, or complete the repairs to the Building within two hundred seventy (270) days after the date of such damage, Tenant may terminate this Lease by written notice thereof to Landlord given no later than thirty (30) days following the date on which Landlord was to commence or complete such repairsrestored, as the case may be, by Landlord at its own cost and expense in an amount not to exceed the amount of insurance proceeds available. Landlord Due allowance, however, shall not be liable given for any inconvenience or annoyance to Tenant or injury to reasonable time required for adjustment and settlement of insurance claims, and for such other delays as may result from government restrictions, and controls on construction, if any, and for strikes, national emergencies and other conditions beyond the business control of Tenant resulting Landlord. It is agreed that in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentenceaforesaid events, Landlord this Lease shall allow continue in full force and effect, but if the condition is such so as to make the entire Premises untenantable for practical use for Tenant's purposes, then the Rent which Tenant an equitable abatement is obligated to pay hereunder shall ▇▇▇▇▇ as of Rent during the time and to date of the extent occurrence until the Premises are unfit have been fully and completely restored by Landlord. Any unpaid or prepaid Rent for occupancy and are vacated by Tenantthe month in which said condition occurs shall be prorated. If the Premises are partially damaged or any other destroyed but the Tenant can still make practical use of the balance of the Premises; then during the period that Tenant is deprived of the use of the damaged portion of said Premises, Tenant shall be required to pay Rent covering only that part of the Complex Premises that it is able to occupy, based on that portion of total rent which the amount of square foot area remaining that can be occupied bears to the total square foot area of all the Premises covered by this Lease. In the event that twenty five per cent (25%) or more of the Premises are damaged or destroyed by fire or other casualty resulting so as to be untenantable for practical use for Tenant's purposes and it shall require more than one hundred eighty (180) days for Landlord to substantially complete restoration of same as reasonably concurred on by Tenant, then either party hereto upon written notice delivered within thirty (30) days of the fire or other casualty to the other party may terminate this Lease, in which case the Rent shall be apportioned and paid to the date of said fire or other casualty. Subject to the foregoing, no compensation, or claim, or diminution of Rent will be allowed or paid, by Landlord, by reason of consequential damages, inconvenience, annoyance, or injury to business, arising from the intentional acts necessity of Tenant repairing the Premises or any employeeportion of the Building of which they are a part, officer, contractor, agent, subtenant, or licensee of Tenant, however the Rent hereunder shall not be abated during the repair of such damage, and Tenant shall remain liable for the payment thereofnecessity may occur.

Casualty Damage. 16.01 If all or any portion of the Premises becomes untenantable or any part thereof shall be damaged by fire or other casualty, Tenant shall give prompt written notice thereof to Landlord. In case the Building shall be so damaged inaccessible by fire or other casualty that to the Premises or the Common Areas (i) substantial alteration or reconstruction collectively a “Casualty”), Landlord, with reasonable promptness, shall cause a general contractor selected by Landlord to provide Landlord with a written estimate of the Building shallamount of time required, in using standard working methods, to substantially complete the judgment repair and restoration of an independent architect selected by Landlord, be required (whether or not the Premises and any Common Areas necessary to provide access to the Premises (“Completion Estimate”). Landlord shall have been damaged by such fire or other casualty) such that promptly forward a copy of the Completion Estimate to Tenant, If the Completion Estimate indicates that the Building Premises or any Common Areas necessary to provide access to the Premises cannot be substantially restored made tenantable within 180 days from the date the repair is started, then either party shall have the right to the condition which existed immediately prior to the damage or destruction within twenty-four (24) months after the fire or other casualty, or (ii) in the event any mortgagee under a first mortgage or first deed of trust covering the Building should require that the insurance proceeds payable as a result of said fire or other casualty be used to retire the mortgage debt, or (iii) in the event of the occurrence of a casualty which is not insured under the insurance required to be carried by Landlord pursuant to the terms of Section 20, Landlord may, at its option, terminate this Lease upon written notice to the other within 10 days after Tenant’s receipt of the Completion Estimate. Tenant, however, shall not have the right to terminate this Lease if the Casualty was caused by notifying the negligence or intentional misconduct of Tenant in writing of such termination or any Tenant Related Parties. In addition, Landlord, by notice to Tenant within fifteen (15) 90 days after the date of Landlord’s receipt the Casualty, shall have the right to terminate this Lease if: (1) the Premises have been materially damaged and there is less than 2 years of the estimated cost of reconstruction or determination by a mortgagee to take the proceeds in which event the Rent hereunder shall be abated as of Term remaining on the date of such damage. the Casualty; (2) any Mortgagee requires that the insurance proceeds be applied to the payment of the mortgage debt; or (3) a material uninsured loss to the Building or Premises occurs. 16.02 If Landlord does this Lease is not elect to terminate this Leaseterminated, Landlord shallshall promptly and diligently, as soon as practicablesubject to reasonable delays for insurance adjustment or other matters beyond Landlord’s reasonable control, but no more than ninety (90) days after the date of such damage, commence to repair and restore the Building Premises and Common Areas. Such restoration shall proceed with reasonable diligence to restore the Building be to substantially the same condition which it was in immediately that existed prior to the occurrence Casualty, except for modifications required by Law or any other modifications to the Common Areas deemed desirable by Landlord. 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 Leasehold Improvements performed by or for the benefit of Tenant; provided if the estimated cost to repair such Leasehold Improvements exceeds the amount of insurance proceeds received by Landlord from Tenant’s insurance carrier, the 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 fire or other casualty, except that repairs to such Leasehold Improvements. In no event shall Landlord shall not be required to rebuild, repair, or replace any part of Tenant’s furniture, fixtures and equipment removable by Tenant under the provisions of this Lease or any Alterations to the Premises made by Tenant following the earliest Commencement Date pursuant to the terms of this Lease which were not approved by Landlord in writing, and Landlord shall not in any event be required to spend more for such work an amount in excess the restoration of the Premises and Common Areas than the proceeds received by Landlord, whether insurance proceeds actually received by Landlord as a result of the fire or other casualty, plus any deductible amounts thereunder. If Landlord determines that insurance proceeds will be insufficient to restore the Building as required by this Section 23, Landlord may, at its option, elect to either (1) terminate this Lease by written notice to from Tenant, or (2) provide the extra funds necessary to complete the restoration. In the event Landlord did not originally construct any Alterations to be repaired, the time for Landlord to commence and complete such repairs shall be extended by the amount of time necessary for Landlord to obtain detailed working drawings of the Alterations to be repaired. In the event Landlord does not either commence the repairs to the Building within the time required herein, or complete the repairs to the Building within two hundred seventy (270) days after the date of such damage, Tenant may terminate this Lease by written notice thereof to Landlord given no later than thirty (30) days following the date on which Landlord was to commence or complete such repairs, as the case may be. Landlord shall not be liable for any inconvenience or annoyance to Tenant Tenant, or injury to the Tenant’s business of Tenant resulting in any way from such damage the Casualty or the repair thereof. Provided that Tenant is not in Default, except thatduring any period of time that all or a material portion of the Premises is rendered untenantable as a result of a Casualty, subject to the Rent shall ▇▇▇▇▇ for the portion of the Premises that is untenantable and not used by Tenant. 16.03 The provisions of the next sentencethis Lease, including this Section 16, constitute an express agreement between Landlord shall allow and Tenant an equitable abatement with respect to any and all damage to, or destruction of, all or any part of Rent during the time and to the extent the Premises are unfit for occupancy and are vacated by Tenant. If the Premises or the Property, and any other portion Laws, including, without limitation, Sections 1932(2) and 1933(4) of the Complex is damaged by fire California Civil Code, with respect to any rights or other casualty resulting from obligations concerning damage or destruction in the intentional acts absence of Tenant an express agreement between the parties, and any similar or successor Laws now or hereafter in effect, shall have no application to this Lease or any employee, officer, contractor, agent, subtenant, damage or licensee destruction to all or any part of Tenant, the Rent hereunder shall not be abated during Premises or the repair of such damage, and Tenant shall remain liable for the payment thereofProperty.

Casualty Damage. If the Premises or any part thereof shall be damaged by fire or other casualty, 16.01 Landlord and Tenant shall give prompt written notice thereof to Landlord. In case the Building shall be so damaged other party if all or any portion of the Premises becomes untenantable by fire or other casualty that (i) substantial alteration or reconstruction of the Building shall, in the judgment of an independent architect selected by Landlord, be required (whether or not to the Premises shall have been damaged by such fire or other casualty) such that that the Building cannot be substantially restored to the condition which existed immediately prior to the damage or destruction within twenty-four (24) months after the fire or other casualty, or (ii) in the event any mortgagee under collectively a first mortgage or first deed of trust covering the Building should require that the insurance proceeds payable as a result of said fire or other casualty be used to retire the mortgage debt, or (iii) in "Casualty"). In the event of the occurrence of a casualty which is not insured under the insurance required to be carried such Casualty, either party, by Landlord pursuant written notice to the terms of Section 20, Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination other within fifteen (15) days after the date of Landlord’s receipt of the estimated cost of reconstruction or determination by a mortgagee to take the proceeds in which event the Rent hereunder shall be abated as of the date of such damage. If Landlord does not elect to terminate this Lease, Landlord shall, as soon as practicable, but no more than ninety (90) 30 days after the date of such Casualty, shall have the right to terminate this Lease if more than fifty percent (50%) of the Premises have been materially damaged and there is less than one (I) year of the Tenn (including, for purposes of this provision, any Renewal Tenn as to which Tenant has provided a Renewal Notice prior to such date) remaining on the date of the Casualty. If this Lease is so tenninated, (a) the Term shall expire upon the date set forth in such notice, which shall not be less than 30 days after such notice is given, and Tenant shall vacate the Premises and surrender the same to Landlord no later than the date set forth in the notice, (b) Tenant's liability for Rent shall cease as of the date of the damage, commence (c) any prepaid Rent for any period after the date of the damage and any overpayment of Operating Expenses be refunded by Landlord to repair Tenant, and (d) Landlord shall be entitled to collect all insurance proceeds of policies held by Landlord or Tenant providing coverage for Alterations and other improvements to the Premises (but not insurance proceeds for damage to Tenant's personal property and equipment). Landlord shall retain such proceeds from Tenant's insurance irrespective of whether Landlord performed or paid for such Alterations and improvements, whether by contribution, offset or otheiwise. 16.02 If this Lease is not terminated, Landlord shall promptly and diligently, subject to reasonable delays for insurance adjustment or other matters beyond Landlord's reasonable control, restore the Premises and Building in a good and workmanlike manner, in compliance with all applicable Laws, and in such manner as to minimize any 10002116s s l IS disturbance to Tenant's use (if any) of any undamaged portions of the Premises. Such restoration shall proceed with reasonable diligence to restore the Building be to substantially the same condition which it was in immediately that existed prior to the occurrence of the fire Casualty, eKcept for modifications required by applicable Laws and excluding restoration or other casualty, except that Landlord shall not be required to rebuild, repair, or replace any part replacement of Tenant’s furniture's Property. In such case, fixtures Rent shall a▇▇▇▇ on a per diem basis during the period of reconstruction and equipment removable by Tenant repair. 16.03 In addition to Landlord's rights under the provisions of this Lease or any Alterations to Section 16.0I, if the Premises made by Tenant following the earliest Commencement Date pursuant to the terms of this Lease which were not approved are damaged such that a reputable general contractor selected by Landlord reasonably estimates in writing, and Landlord shall not in any event be required to spend for such work an amount in excess of writing that the insurance proceeds actually received by Landlord as a result of the fire or other casualty, plus any deductible amounts thereunder. If Landlord determines that insurance proceeds will be insufficient time to restore the Building as required by this Section 23Premises is greater than nine (9) months (subject to reasonable delays for insurance adjustment or other matters beyond Landlord's reasonable control) then, either Landlord may, at its option, elect to either (1) terminate or Tenant may give the other party a notice terminating this Lease by written notice to Tenant, or (2) provide the extra funds necessary to complete the restoration. In the event Landlord did not originally construct any Alterations to be repaired, the time for Landlord to commence and complete such repairs shall be extended by the amount of time necessary for Landlord to obtain detailed working drawings of the Alterations to be repaired. In the event Landlord does not either commence the repairs to the Building within the time required herein, or complete the repairs to the Building within two hundred seventy (270) days after the date of such damage, Tenant may terminate this Lease by written notice thereof to Landlord given no later than thirty (30) 30 days following the date on such written estimate of restoration. If this Lease is so terminated, (a) the Term shall eKpire upon the date set forth in the terminating party's notice, which Landlord was to commence or complete such repairs, as the case may be. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from less than 30 days after such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant an equitable abatement of Rent during the time and to the extent the Premises are unfit for occupancy and are vacated by Tenant. If the Premises or any other portion of the Complex notice is damaged by fire or other casualty resulting from the intentional acts of Tenant or any employee, officer, contractor, agent, subtenant, or licensee of Tenant, the Rent hereunder shall not be abated during the repair of such damagegiven, and Tenant shall remain liable vacate the Premises and surrender the same to Landlord no later than the date set forth in the notice, (b) Tenant's liability for Rent shall cease as of the payment thereof.date of the damage,

Casualty Damage. 16.01 If all or any portion of the Premises is damaged or any part thereof shall be damaged by fire becomes untenantable or other casualty, Tenant shall give prompt written notice thereof to Landlord. In case the Building shall be so damaged inaccessible by fire or other casualty that to the Premises or the Common Areas (i) substantial alteration or reconstruction collectively a “Casualty”), Landlord, with reasonable promptness, shall cause a general contractor selected by Landlord to provide Landlord with a written estimate of the Building shallamount of time required, in using standard working methods, to substantially complete the judgment repair and restoration of an independent architect selected by Landlord, be required (whether or not the Premises and any Common Areas necessary to provide access to the Premises (“Completion Estimate”). Landlord shall have been damaged by such fire or other casualty) such that promptly forward a copy of the Completion Estimate to Tenant. If the Completion Estimate indicates that the Building Premises or any Common Areas necessary to provide access to the Premises cannot be substantially restored to made tenantable within two hundred ten (210) days from the condition which existed immediately prior to the damage or destruction within twenty-four (24) months after the fire or other casualty, or (ii) in the event any mortgagee under a first mortgage or first deed of trust covering the Building should require that the insurance proceeds payable as a result of said fire or other casualty be used to retire the mortgage debt, or (iii) in the event date of the occurrence of a casualty which is not insured under Casualty, then either party shall have the insurance required right to be carried by Landlord pursuant to the terms of Section 20, Landlord may, at its option, terminate this Lease upon written notice to the other within ten (10) days after Tenant’s receipt of the Completion Estimate. Tenant, however, shall not have the right to terminate this Lease if the Casualty was caused by notifying the intentional misconduct of Tenant in writing of such termination or any Tenant Related Parties. In addition, Landlord, by notice to Tenant within fifteen sixty (1560) days after the date of Landlord’s receipt the Casualty, shall have the right to terminate this Lease if: (1) the Premises have been materially damaged and there is less than one (1) year of the estimated cost of reconstruction or determination by a mortgagee to take the proceeds in which event the Rent hereunder shall be abated as of Term remaining on the date of such damagethe Casualty; (2) any Mortgagee requires that the insurance proceeds be applied to the payment of the mortgage debt; or (3) a material uninsured loss to the Building or Premises occurs. If Notwithstanding the foregoing, if Tenant was entitled to but elected not to exercise its right to terminate the Lease and Landlord does not elect substantially complete the repair and restoration of the Premises within two (2) months after the later to terminate this Lease, Landlord shall, as soon as practicable, but no more than ninety occur of (90x) the date that is two hundred ten (210) days after the date of such damage, commence to repair and restore the Building and shall proceed with reasonable diligence to restore the Building to substantially the same condition which it was in immediately prior to the occurrence of the fire or other casualty, except that Landlord shall not be required to rebuild, repair, or replace any part of Tenant’s furniture, fixtures and equipment removable by Tenant under the provisions of this Lease or any Alterations to the Premises made by Tenant following the earliest Commencement Date pursuant to the terms of this Lease which were not approved by Landlord in writing, and Landlord shall not in any event be required to spend for such work an amount in excess of the insurance proceeds actually received by Landlord as a result of the fire or other casualty, plus any deductible amounts thereunder. If Landlord determines that insurance proceeds will be insufficient to restore the Building as required by this Section 23, Landlord may, at its option, elect to either (1) terminate this Lease by written notice to TenantCasualty, or (2y) provide the extra funds necessary to complete expiration of the restoration. In estimated period of time set forth in the event Landlord did not originally construct any Alterations to be repairedCompletion Estimate, the time for Landlord to commence and complete such repairs which period shall be extended by the amount of time necessary for Landlord to obtain detailed working drawings of the Alterations to be repaired. In the event Landlord does not either commence the repairs to the Building within the time required herein, or complete the repairs to the Building within two hundred seventy (270) days after the date of such damage, Tenant may terminate this Lease by written notice thereof to Landlord given no later than thirty (30) days following the date on which Landlord was to commence or complete such repairs, as the case may be. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant an equitable abatement of Rent during the time and to the extent the Premises are unfit for occupancy and are vacated by Tenant. If the Premises or of any other portion of the Complex is damaged by fire or other casualty resulting from the intentional acts of Reconstruction Delays, then Tenant or any employeemay, officer, contractor, agent, subtenant, or licensee of Tenant, the Rent hereunder shall not be abated during the repair of such damage, and Tenant shall remain liable for the payment thereof.as its sole and

Casualty Damage. If Tenant shall promptly notify Landlord or the Project Manager of any fire or other casualty to the Premises or to the extent it knows of damage, to the balance of the Building. In the event the Premises or any substantial part thereof of the Building is wholly or partially damaged or destroyed by fire or other casualty which is fully covered by Landlord’s insurance and for which such insurance proceeds are made available to Landlord by its Lender, Landlord will proceed to restore the same to substantially the same condition existing immediately prior to such damage or destruction unless such damage or destruction is incapable of repair or restoration within one hundred eighty (180) days from the date of the fire or other casualty, as reasonably determined by Landlord, in which event Landlord may, at Landlord’s option and by written notice given to Tenant within sixty (60) days of such damage or destruction, declare this Lease terminated as of the happening of such damage or destruction. If in Landlord’s reasonable opinion the net insurance proceeds recovered by Landlord and made available by Landlord’s Lender by reason of the damage or destruction will not be adequate to complete the restoration of the Building, Landlord shall have the right to terminate this Lease and all unaccrued obligations of the parties hereto by sending a notice of such termination to Tenant, which notice shall be damaged by delivered, if at all, promptly after Landlord has determined the amount of insurance proceeds that will be available to Landlord. To the extent that, after the fire or other casualty, Tenant shall give prompt written notice thereof to Landlord. In case the Building shall be so damaged by fire or other casualty that (i) substantial alteration or reconstruction deprived of the Building shall, in the judgment use and occupancy of an independent architect selected by Landlord, be required (whether or not the Premises shall have been damaged by or any portion thereof as a result of any such fire damage, destruction or other casualty) such that that the Building canrepair thereof, provided Tenant did not be substantially restored to the condition which existed immediately prior to the damage or destruction within twenty-four (24) months after cause the fire or other casualty, Tenant shall be relieved of the same ratable portion of the Monthly Rent hereunder as the amount of damaged or useless space in the Premises bears to the rentable square footage of the Premises until such time as the Premises may be restored. Landlord shall reasonably determine the amount of damaged or useless space and the square footage of the Premises referenced in the prior sentence. In the event that (i) the Premises or any of the Common Areas necessary for Tenant to use and occupy the Premises are damaged or destroyed by fire or other casualty, (ii) in Landlord reasonably determines that such damage or destruction is incapable of repair or restoration within three hundred (300) days from the event any mortgagee under a first mortgage or first deed date of trust covering the Building should require that the insurance proceeds payable as a result of said fire or other casualty be used to retire (or ninety (90) days if the mortgage debtfire or other casualty occurs during the final one hundred eighty (180) days of the Term), or and (iii) in the event of the occurrence of a casualty which is Landlord does not insured under the insurance required exercise its right to be carried by Landlord terminate this Lease pursuant to the terms of Section 20foregoing provisions, Landlord may, at its option, then Tenant shall have the right to terminate this Lease as respects the applicable Building(s) by notifying Tenant in writing of such termination written notice to Landlord within fifteen (15) days after the date Tenant’s receipt of Landlord’s receipt written notice setting forth Landlord’s estimate of the estimated cost repair and restoration period. Each of reconstruction or determination by a mortgagee to take the proceeds in which event the Rent hereunder shall be abated as Landlord and Tenant hereby waives California Civil Code Sections 1932(2) and 1933(4), providing for termination of hiring upon destruction of the date of such damage. If Landlord does not elect to terminate this Leasething hired and Sections 1941 and 1942, Landlord shall, as soon as practicable, but no more than ninety (90) days after the date of such damage, commence to repair and restore the Building and shall proceed with reasonable diligence to restore the Building to substantially the same condition which it was in immediately prior to the occurrence of the fire or other casualty, except that Landlord shall not be required to rebuild, repair, or replace any part of Tenant’s furniture, fixtures and equipment removable by Tenant under the provisions of this Lease or any Alterations to the Premises made by Tenant following the earliest Commencement Date pursuant to the terms of this Lease which were not approved by Landlord in writing, and Landlord shall not in any event be required to spend providing for such work an amount in excess of the insurance proceeds actually received by Landlord as a result of the fire or other casualty, plus any deductible amounts thereunder. If Landlord determines that insurance proceeds will be insufficient to restore the Building as required by this Section 23, Landlord may, at its option, elect to either (1) terminate this Lease by written notice to Tenant, or (2) provide the extra funds necessary to complete the restoration. In the event Landlord did not originally construct any Alterations to be repaired, the time for Landlord to commence and complete such repairs shall be extended by the amount of time necessary for Landlord to obtain detailed working drawings of the Alterations to be repaired. In the event Landlord does not either commence the repairs to the Building within the time required herein, or complete the repairs to the Building within two hundred seventy (270) days after the date and of such damage, Tenant may terminate this Lease by written notice thereof to Landlord given no later than thirty (30) days following the date on which Landlord was to commence or complete such repairs, as the case may be. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant an equitable abatement of Rent during the time and to the extent the Premises are unfit for occupancy and are vacated by Tenant. If the Premises or any other portion of the Complex is damaged by fire or other casualty resulting from the intentional acts of Tenant or any employee, officer, contractor, agent, subtenant, or licensee of Tenant, the Rent hereunder shall not be abated during the repair of such damage, and Tenant shall remain liable for the payment thereofpremises.

Casualty Damage. If the Premises or any part thereof shall be damaged by fire or other casualty, Tenant shall give prompt written notice thereof to Landlord. In case the Building shall be so damaged by fire or other casualty that (i) substantial alteration or reconstruction of the Building shall, in the judgment of an independent architect selected by Landlord's sole opinion, be required (whether or not the Premises shall have been damaged by such fire or other casualty) such that that the Building cannot be substantially restored to the condition which existed immediately prior to the damage or destruction within twenty-four (24) months after the fire or other casualty, or (ii) in the event any there is less than two (2) years of the Lease Term remaining or in the event Landlord's mortgagee under a first mortgage or first deed of trust covering the Building should require that the insurance proceeds payable as a result of said fire or other a casualty be used applied to retire the payment of the mortgage debt, debt or (iii) in the event of the occurrence of a casualty which is not insured under the insurance required to be carried by Landlord pursuant any material uninsured loss to the terms of Section 20Building, Landlord may, at its option, terminate this Lease Lease, by notifying Tenant in writing of such termination within fifteen SIXTY (1560) days after the date of Landlord’s receipt of the estimated cost of reconstruction or determination by a mortgagee to take the proceeds in which event the Rent hereunder shall be abated as of the date of such damagecasualty. If Landlord does not thus elect to terminate this Lease, Landlord shall, as soon as practicable, but no more than ninety (90) days after the date of such damage, shall commence to repair and restore the Building and shall proceed with reasonable diligence to restore the Building Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement attached hereto as EXHIBIT E (except that Landlord shall not be responsible for delays not within the control of Landlord) to substantially the same condition in which it was in immediately prior to the occurrence happening of the fire or other casualty. Notwithstanding the foregoing, except Landlord's obligation to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, shall not require Landlord to expend for such repair and restoration work more than the insurance proceeds actually received by the Landlord as a result of the casualty and Landlord's obligation to restore shall be further limited so that Landlord shall not be required to rebuildexpend for the repair and restoration of the improvements located within the Premises, repairif any, or replace any part for which Landlord had financial responsibility pursuant to the Work Letter Agreement, more than the dollar amount of Tenant’s the Allowance, if any, described in the Work Letter Agreement. When the repairs described in the preceding two sentences have been completed by Landlord, Tenant shall complete the restoration of all improvements, including furniture, fixtures and equipment removable by Tenant under equipment, which are necessary to permit Tenant's reoccupancy of the provisions Premises. Except as set forth above, all cost and expense of this Lease or any Alterations to reconstructing the Premises made shall be borne by Tenant following the earliest Commencement Date pursuant to the terms of this Lease which were not approved by Landlord in writingTenant, and Tenant shall present Landlord shall not in any event be required with evidence satisfactory to spend for Landlord of Tenant's ability to pay such work an amount in excess costs prior to Landlord's commencement of repair and restoration of the insurance proceeds actually received by Landlord as a result of the fire or other casualty, plus any deductible amounts thereunder. If Landlord determines that insurance proceeds will be insufficient to restore the Building as required by this Section 23, Landlord may, at its option, elect to either (1) terminate this Lease by written notice to Tenant, or (2) provide the extra funds necessary to complete the restoration. In the event Landlord did not originally construct any Alterations to be repaired, the time for Landlord to commence and complete such repairs shall be extended by the amount of time necessary for Landlord to obtain detailed working drawings of the Alterations to be repaired. In the event Landlord does not either commence the repairs to the Building within the time required herein, or complete the repairs to the Building within two hundred seventy (270) days after the date of such damage, Tenant may terminate this Lease by written notice thereof to Landlord given no later than thirty (30) days following the date on which Landlord was to commence or complete such repairs, as the case may bePremises. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant an equitable abatement a fair diminution of Rent during the time and to the extent the Premises are unfit for occupancy and are vacated by Tenantoccupancy. If the Premises or any other portion of the Complex Property is damaged by fire or other casualty resulting from the intentional acts fault or negligence of Tenant or any employeeof Tenant's agents, officer, contractor, agent, subtenantemployees, or licensee of Tenantinvitees, the Rent rent hereunder shall not be abated diminished during the repair of such damage, damage and Tenant shall remain be liable to Landlord for the payment thereofcost of the repair and restoration of the Property caused thereby to the extent such cost and expense is not covered by insurance proceeds. NOTWITHSTANDING ANYTHING IN THIS ARTICLE 18 TO THE CONTRARY, IF ALL OR ANY PORTION OF THE PREMISES SHALL BE MADE UNTENANTABLE BY A FIRE OR OTHER CASUALTY, LANDLORD SHALL WITH REASONABLE PROMPTNESS, CAUSE AN ARCHITECT OR GENERAL CONTRACTOR SELECTED BY LANDLORD TO ESTIMATE 20 THE AMOUNT OF TIME REQUIRED TO SUBSTANTIALLY COMPLETE REPAIR AND RESTORATION OF THE PREMISES AND MAKE THE PREMISES TENANTABLE AGAIN, USING STANDARD WORKING METHODS (THE "COMPLETION ESTIMATE"). IF THE COMPLETION ESTIMATE INDICATES THAT THE PREMISES CANNOT BE MADE TENANTABLE WITHIN TWELVE (12) MONTHS FROM THE DATE THE REPAIR AND RESTORATION IS STARTED, EITHER PARTY SHALL HAVE THE RIGHT TO TERMINATE THIS LEASE BY GIVING WRITTEN NOTICE TO THE OTHER OF SUCH ELECTION WITHIN TEN (10) DAYS AFTER ITS RECEIPT OF THE COMPLETION ESTIMATE. TENANT, HOWEVER, SHALL NOT HAVE THE RIGHT TO TERMINATE THIS LEASE IN THE EVENT THAT THE FIRE OR CASUALTY IN QUESTION WAS CAUSED BY THE NEGLIGENCE OR INTENTIONAL MISCONDUCT OF TENANT. IF THE COMPLETION ESTIMATE INDICATES THAT THE PREMISES CAN BE MADE TENANTABLE WITHIN TWELVE (12) MONTHS FROM THE DATE THE REPAIR AND RESTORATION IS STARTED AND LANDLORD HAS NOT OTHERWISE EXERCISED ITS RIGHT TO TERMINATE THE LEASE PURSUANT TO THE TERMS HEREOF, OR IF THE COMPLETION ESTIMATE INDICATES THAT THE PREMISES CANNOT BE MADE TENANTABLE WITHIN TWELVE (12) MONTHS, BUT NEITHER PARTY TERMINATES THIS LEASE PURSUANT TO THIS ARTICLE 18, LANDLORD SHALL PROCEED WITH REASONABLE PROMPTNESS TO REPAIR AND RESTORE THE PREMISES.

Casualty Damage. If the Premises or any part thereof shall be damaged by fire or other casualty, Tenant shall give prompt written notice thereof to Landlord. In case the Building shall be so damaged by fire or other casualty that (i) substantial alteration or reconstruction of the Building shall, in the judgment of an independent architect selected by Landlord’s sole opinion, be required (whether or not the Premises shall have been damaged by such fire or other casualty) such that that the Building cannot be substantially restored to the condition which existed immediately prior to the damage or destruction within twenty-four (24) months after the fire or other casualty), or (ii) in the event any mortgagee under a first mortgage or first deed of trust covering the Building should require that the insurance proceeds payable as a result of said fire or other casualty be used to retire the mortgage debt, or (iii) in the event of the occurrence of a casualty which is not insured under the insurance required to be carried by Landlord pursuant to the terms of Section 20, Landlord may, at its option, terminate this Lease and the term and estate hereby granted by notifying Tenant in writing of such termination within fifteen sixty (1560) days after the date of Landlord’s receipt of the estimated cost of reconstruction or determination by a mortgagee to take the proceeds such damage, in which event the Rent Base Rental hereunder shall be abated as of the date of such damage. If Landlord does not thus elect to terminate this Lease, Landlord shall, as soon as practicable, but no more than ninety shall within seventy-five (9075) days after the date of such damage, damage commence to repair and restore the Building and shall proceed with reasonable diligence to restore the Building (except that Landlord shall not be responsible for delays outside its control) to substantially the same condition in which it was in immediately prior to the occurrence happening of the fire or other casualty, except that Landlord shall not be required to rebuild, repair, or replace any part of Tenant’s furniture, fixtures furniture or furnishings or fixture and equipment removable by Tenant under the provisions of this Lease or any Alterations to Lease, but such work shall not exceed the Premises made by Tenant following scope of the earliest Commencement Date pursuant to the terms of this Lease which were not approved work done by Landlord in writingoriginally constructing the Building and installing Building standard items in the Premises, and nor shall Landlord shall not in any event be required to spend for such work an amount in excess of the insurance proceeds actually received by Landlord as a result of the fire or other casualty, plus any deductible amounts thereunder. If Landlord determines that insurance proceeds will be insufficient to restore the Building as required by this Section 23, Landlord may, at its option, elect to either (1) terminate this Lease by written notice to Tenant, or (2) provide the extra funds necessary to complete the restoration. In the event Landlord did not originally construct any Alterations to be repaired, the time for Landlord to commence and complete such repairs shall be extended by the amount of time necessary for Landlord to obtain detailed working drawings of the Alterations to be repaired. In the event Landlord does not either commence the repairs to the Building within the time required herein, or complete the repairs to the Building within two hundred seventy (270) days after the date of such damage, Tenant may terminate this Lease by written notice thereof to Landlord given no later than thirty (30) days following the date on which Landlord was to commence or complete such repairs, as the case may be. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant an equitable abatement of Rent during the time and to the extent the Premises are unfit for occupancy and are vacated by Tenantdamage. If the Premises or any other portion of the Complex is Building be damaged by fire or other casualty resulting from the intentional acts fault or negligence of Tenant or any employeeof Tenant’s agents, officer, contractor, agent, subtenantemployees, or licensee invitees, Tenant shall be liable to Landlord for the cost and expense of Tenant, the Rent hereunder shall not be abated during the repair and restoration of the Building caused thereby to the extent such damagecost and expense is not covered by insurance proceeds. Any insurance, and which may be carried, by Landlord or Tenant against loss or damage to the Building or to the Premises shall remain liable be for the payment thereofsole benefits of the party carrying such insurance and under its sole control.

Casualty Damage. If the Premises or any part thereof shall be damaged by fire or other casualty, Tenant shall give prompt written notice thereof to Landlord. In Landlord shall notify Tenant of the estimated repair period within ninety (90) days after the date of such casualty. However, in case the Building shall be so damaged by fire or other casualty that to the extent greater than fifty percent (i50%) substantial alteration or reconstruction of the replacement value of the Building shall, in the judgment of an independent architect selected by Landlord, be required (whether or not the Premises shall have been damaged by such fire or other casualty) such that that the Building cannot be substantially restored to the condition which existed immediately prior to the damage or destruction within twenty-four (24) months after the fire or other casualty, or (ii) in the event any there is less than two (2) years of the Lease Term remaining or in the event Landlord’s mortgagee under a first mortgage or first deed of trust covering the Building should require that the insurance proceeds payable as a result of said fire or other a casualty be used applied to retire the payment of the mortgage debt, debt or (iii) in the event of the occurrence of a casualty which is not insured under the insurance required to be carried by Landlord pursuant any material uninsured loss to the terms of Section 20Building, Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination within fifteen ninety (1590) days after the date of Landlord’s receipt of the estimated cost of reconstruction or determination by a mortgagee to take the proceeds in which event the Rent hereunder shall be abated as of the date of such damagecasualty. If Landlord does not elect to terminate this Lease, Landlord shall, as soon as practicable, but no if more than ninety seventy-five percent (9075%) of the Premises shall have been damaged by such casualty and less than twelve (12) months shall remain in the term at the end of the estimated repair period, or if the repairs are estimated by Landlord to take more than nine (9) months to complete, then Tenant shall have the right to terminate this Lease by notifying Landlord in writing of such termination within thirty (30) days after following receipt of Landlord’s notice of the date of such damageestimated repair period. If neither Tenant nor Landlord thus elects to terminate this Lease, Landlord shall commence to repair and restore the Building and shall proceed with reasonable diligence to restore the Building Building, and the improvements located within the Premises to substantially the same condition in which it was in immediately prior to the occurrence happening of the fire or other casualty. When the repairs described in the preceding two sentences have been completed by Landlord, except that Landlord Tenant shall not be required to rebuild, repair, or replace any part complete the restoration of Tenant’s all furniture, fixtures and equipment removable by Tenant under the provisions of this Lease or any Alterations which are necessary to the Premises made by Tenant following the earliest Commencement Date pursuant to the terms of this Lease which were not approved by Landlord in writing, and Landlord shall not in any event be required to spend for such work an amount in excess permit Tenant’s reoccupancy of the insurance proceeds actually received by Landlord as a result of the fire or other casualty, plus any deductible amounts thereunder. If Landlord determines that insurance proceeds will be insufficient to restore the Building as required by this Section 23, Landlord may, at its option, elect to either (1) terminate this Lease by written notice to Tenant, or (2) provide the extra funds necessary to complete the restoration. In the event Landlord did not originally construct any Alterations to be repaired, the time for Landlord to commence and complete such repairs shall be extended by the amount of time necessary for Landlord to obtain detailed working drawings of the Alterations to be repaired. In the event Landlord does not either commence the repairs to the Building within the time required herein, or complete the repairs to the Building within two hundred seventy (270) days after the date of such damage, Tenant may terminate this Lease by written notice thereof to Landlord given no later than thirty (30) days following the date on which Landlord was to commence or complete such repairs, as the case may bePremises. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except thatthat Rent shall be abated from the date of the damage or destruction for any portion of the Premises that is unusable by Tenant, subject which abatement shall be in the same proportion that the RSF in the Premises which is unusable by Tenant bears to the provisions of total RSF in the next sentence, Landlord Premises; provided that Tenant shall allow Tenant an equitable not be entitled to any abatement of Rent during if the time and to the extent damage or destruction in the Premises are unfit for occupancy is restored within five (5) Business Days after Landlord’s receipt of written notice from Tenant of the occurrence of the damage or destruction. The provisions of this Lease, including this Paragraph 17, constitute an express agreement between Landlord and are vacated by Tenant. If Tenant with respect to any and all damage to, or destruction of, all or any part of the Premises Premises, the Building or any other portion of the Complex Project, and any statute or regulation of the state in which the Project is damaged by fire located, including, without limitation, Sections 1932(2) and 1933(4) of the California Civil Code, with respect to any rights or obligations concerning damage or destruction in the absence of an express agreement between the parties, and any other casualty resulting from the intentional acts of Tenant statute or regulation, now or hereafter in effect, shall have no application to this Lease or any employee, officer, contractor, agent, subtenant, damage or licensee destruction to all or any part of Tenantthe Premises, the Rent hereunder shall not be abated during Building or any other portion of the repair of such damage, and Tenant shall remain liable for the payment thereofProject.

Casualty Damage. If Subject to Article 6 and the remainder of this Article 8, Landlord shall use available insurance proceeds to restore the Premises or any part thereof shall be damaged by fire or other casualty, Tenant shall give prompt written notice thereof to Landlord. In case Common Areas of the Building shall be so Property providing access thereto which are damaged by fire or other casualty that (i) substantial alteration or reconstruction of during the Building shall, in the judgment of an independent architect selected by Landlord, Term. Such restoration shall be required (whether or not the Premises shall have been damaged by such fire or other casualty) such that that the Building cannot be to substantially restored to the condition which existed immediately prior to the damage or destruction within twenty-four (24) months after the fire or other casualty, except for modifications required by zoning and building codes and other Laws or by any Holder, any other modifications to the Common Areas deemed desirable by Landlord (ii) in provided access to the event any mortgagee under a first mortgage or first deed of trust covering the Building should require that the insurance proceeds payable as a result of said fire or other casualty be used to retire the mortgage debt, or (iii) in the event of the occurrence of a casualty which Premises is not insured under the insurance required to be carried by Landlord pursuant to the terms of Section 20materially impaired), Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination within fifteen (15) days after the date of Landlord’s receipt of the estimated cost of reconstruction or determination by a mortgagee to take the proceeds in which event the Rent hereunder shall be abated as of the date of such damage. If Landlord does not elect to terminate this Lease, Landlord shall, as soon as practicable, but no more than ninety (90) days after the date of such damage, commence to repair and restore the Building and shall proceed with reasonable diligence to restore the Building to substantially the same condition which it was in immediately prior to the occurrence of the fire or other casualty, except that Landlord shall not be required to rebuild, repair, repair or replace any part of Tenant’s furniture, furnishings, fixtures and equipment removable by Tenant under the provisions of this Lease or equipment, or any Alterations to the Premises made by Tenant following the earliest Commencement Date pursuant to the terms of this Lease which were not approved by Landlord in writing, and Landlord shall not in any event be required to spend for such work an amount in excess of the insurance proceeds actually received by Landlord as a result of the fire or other casualty, plus any deductible amounts thereunder. If Landlord determines that insurance proceeds will be insufficient to restore the Building as required by this Section 23, Landlord may, at its option, elect to either (1) terminate this Lease by written notice to TenantAlterations, or (2) provide the extra funds necessary to complete the restoration. In the event Landlord did not originally construct any Alterations to be repaired, the time for Landlord to commence and complete such repairs shall be extended by the amount of time necessary for Landlord to obtain detailed working drawings of the Alterations to be repaired. In the event Landlord does not either commence the repairs to the Building within the time required herein, or complete the repairs to the Building within two hundred seventy (270) days after the date of such damage, Tenant may terminate this Lease by written notice thereof to Landlord given no later than thirty (30) days following the date on which Landlord was to commence or complete such repairs, as the case may betenant improvements. Landlord shall not be liable for any inconvenience or annoyance to Tenant or its visitors, or injury to the Tenant’s business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence. However, Landlord shall allow Tenant an equitable a proportionate abatement of Base Rent and Additional Rent during the time and to the extent the Premises are unfit for occupancy for the purposes permitted under this Lease and are vacated not occupied by Tenant. If Tenant as a result thereof, commencing on the date of such destruction or damage and ending with: (i) the completion by Landlord of such work or repair and/or restoration as Landlord is obligated to do; and (ii) the expiration of a period of one hundred twenty (120) days thereafter to enable Tenant to perform alterations and improvements and refixture the Premises or any other portion and reopen for business, but said one hundred twenty (120) day period shall be deemed to have ended if Tenant shall reopen for business prior to the expiration thereof. Notwithstanding the foregoing, Landlord may terminate this Lease by giving Tenant written notice of termination within sixty (60) days after the Complex is date of damage (such termination notice to include a termination date providing at least ninety (90) days for Tenant to vacate the Premises), if the Property shall be damaged by fire or other casualty resulting from such that: (a) an independent architect or general contractor selected by Landlord estimates that Landlord’s repairs to the intentional acts Premises and access thereto cannot reasonably be completed within two hundred seventy (270) days after the casualty without the payment of overtime or other premiums, (b) more than twenty-five percent (25%) of the Premises is affected by the damage and fewer than twelve (12) months remain in the Term (unless Tenant exercises an available renewal option), or (c) any Holder shall require that the insurance proceeds or any employeeportion thereof be used to retire the Mortgage debt, officeror, contractor(d) Landlord is maintaining the insurance required to be carried by Landlord pursuant to Section 9(D) of this Lease, agentbut the damage is not fully covered by Landlord’s insurance policies (excluding the deductible). If Landlord does not elect to terminate the Lease as provided above, subtenantLandlord shall send Tenant a written estimate, from an independent architect or general contractor selected by Landlord, of the amount of time reasonably required to repair and restore the Premises and access thereto, as the case may be (“Completion Estimate”“). Tenant may terminate this Lease by giving Landlord written notice of termination within sixty (60) days after Tenant’s receipt of the Completion Estimate (such termination notice to include a termination date providing not more than ninety (90) days for Tenant to vacate the Premises), if the Property shall be damaged by fire or other casualty such that: (a) the Completion Estimate estimates that Landlord’s repairs to the Premises and access thereto cannot reasonably be completed within two hundred seventy (270) days after the casualty without the payment of overtime or other premiums, or licensee (b) more than twenty-five percent (25%) of Tenantthe Premises is affected by the damage and fewer than twelve (12) months remain in the Term. Furthermore, if neither Landlord nor Tenant terminates this Lease as provided above and Landlord undertakes but fails to substantially complete Landlord’s restoration of the Premises and access thereto within two hundred seventy (270) days after the casualty (“270 Day Period,” provided, however that such 270 Day Period may be extended up to three hundred sixty-five (365) days after the casualty if Landlord is actively, diligently and continuously restoring the Premises and access thereto, as the case may be (such 365 day period not being subject to extension as a result of Force Majeure Delays) (the “Outside Completion Date”“), Tenant may terminate this Lease by giving Landlord written notice of termination at any time after the Outside Completion Date but prior to such substantial completion (such termination notice to include a termination date providing not more than thirty (30) days for Tenant to vacate the Premises). Tenant agrees that Landlord’s obligation to restore, the abatement of Rent hereunder and the termination options provided herein, shall not be abated during Tenant’s sole recourse in the repair event of such damage, and waives any other rights Tenant shall remain liable for may have under any applicable Law to terminate the payment thereofLease by reason of damage to the Premises or Property. Tenant acknowledges that this Article represents the entire agreement between the parties respecting casualty damage to the Premises or the Property.

Casualty Damage. If the Premises or any part thereof shall be damaged by fire or other casualty, Tenant shall give prompt written notice thereof to Landlord. In case the Building shall be so damaged by fire or other casualty that (i) substantial alteration or reconstruction more than 50% of the Building shall, in the judgment of an independent architect selected by Landlord, be required (whether is damaged or not the Premises shall have been damaged by such fire or other casualty) such that that the Building cannot be substantially restored to the condition which existed immediately prior to the damage or destruction within twenty-four (24) months after the fire or other casualty, or (ii) in the event any there is less than one (1) year of the Lease Term remaining or in the event Landlord’s mortgagee under a first mortgage or first deed of trust covering the Building should require that the insurance proceeds payable as a result of said fire or other a casualty be used applied to retire the payment of the mortgage debt, debt or (iii) in the event of any material uninsured loss to the occurrence of a casualty which is not insured under Building (other than an uninsured loss resulting from Landlord’s failure to carry the insurance required to be carried by Landlord pursuant to the terms of under Section 201l.A above), Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination within fifteen sixty (1560) days after the date of Landlord’s receipt of the estimated cost of reconstruction or determination by a mortgagee to take the proceeds in which event the Rent hereunder shall be abated as of the date of such damagecasualty. If Landlord does not elect to terminate this LeaseLease pursuant to the foregoing termination right, Landlord shall, as soon as practicable, but no more than ninety shall deliver to Tenant within sixty (9060) days after the date of such the damage, commence a reasonable estimate of the time required to repair and restore the Building (the “Repair Estimate”). If Landlord does not thus elect to terminate this Lease pursuant to the foregoing and Tenant does not elect to terminate this Lease as provided below, Landlord shall commence and proceed with reasonable diligence to restore the Building Building, excluding the improvements installed or placed in the Premises by Landlord or Tenant at Tenant’s expense (whether under the Existing Lease or this Lease ) to substantially the same condition in which it was in immediately prior to the occurrence happening of the fire or other casualty, except that Landlord casualty and shall not be required use commercially reasonable efforts to rebuild, repair, or replace any part of Tenant’s furniture, fixtures and equipment removable by Tenant under complete such restoration within the provisions of this Lease or any Alterations to time period set forth in the Premises made by Tenant following the earliest Commencement Date pursuant to the terms of this Lease which were not approved by Landlord in writing, and Landlord shall not in any event be required to spend for such work an amount in excess of the insurance proceeds actually received by Landlord Repair Estimate. If as a result of the such fire or other casualty, plus any deductible amounts thereunder. If Landlord determines that insurance proceeds will be insufficient to restore the Building as required by this Section 23, Landlord may, at its option, elect to either (1) terminate this Lease by written notice to Tenant, or (2) provide the extra funds necessary to complete the restoration. In the event Landlord did not originally construct any Alterations to be repaired, the time for Landlord to commence and complete such repairs shall be extended by the amount of time necessary for Landlord to obtain detailed working drawings of the Alterations to be repaired. In the event Landlord does not either commence the repairs to the Building within the time required herein, or complete the repairs to the Building within two hundred seventy (270) days after the date of such damage, Tenant may terminate this Lease by written notice thereof to Landlord given no later than thirty (30) days following the date on which Landlord was to commence or complete such repairs, as the case may be. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant an equitable abatement of Rent during the time and to the extent the Premises are unfit for occupancy and are vacated by Tenant. If casualty the Premises or any other portion of the Complex is damaged by fire or other casualty resulting from the intentional acts of Tenant or any employee, officer, contractor, agent, subtenant, or licensee of Tenant, the Rent hereunder shall not be abated during the repair of such damagepart thereof have been damaged, and Tenant shall remain liable for provided that the payment thereof.Repair Estimate states that repair and

Casualty Damage. (a) If the Premises or any part thereof shall be damaged by fire or other casualty, Tenant shall give prompt written notice thereof to Landlord. In case the Building shall be so is damaged by fire or other casualty that (i) substantial alteration or reconstruction of to the Building shallextent that, in the judgment of an independent architect selected by Landlord, be required (whether or not the Premises shall have been damaged by such fire or other casualty) such that that the Building same cannot be substantially restored to the condition which existed immediately prior to the damage or destruction fully repaired within twenty-four (24) months 210 days after the fire date the casualty occurs (the "Casualty Date"), then either Landlord or other casualty, or (ii) in the event any mortgagee under a first mortgage or first deed of trust covering the Building should require that the insurance proceeds payable as a result of said fire or other casualty be used to retire the mortgage debt, or (iii) in the event of the occurrence of a casualty which is not insured under the insurance required to be carried by Landlord pursuant to the terms of Section 20, Landlord may, at its option, Tenant may terminate this Lease by notifying Tenant in writing of such termination the other within fifteen thirty (1530) days after the date of Landlord’s receipt of the estimated cost of reconstruction or determination by a mortgagee to take the proceeds architect makes his determination, in which event the Rent hereunder shall rent under this Lease will be abated as of the date of such damageCasualty Date. If Landlord does this Lease is not elect to terminate this Leaseterminated, Landlord shall, as soon as practicable, but no more than ninety then within sixty (9060) days after the date of Casualty Date, or such damagegreater period as may be reasonably necessary, Landlord will commence to repair and restore the Building Premises and shall proceed with reasonable diligence to restore any portion of the Building to substantially the same condition which it was in immediately prior required for access to the occurrence of Premises, and will diligently complete the fire same, but Landlord is not required (a) to expend more for such repairs than the net insurance proceeds (after any payment required under any mortgage affecting the Premises) reasonably allocable to the Premises, or other casualty, except that Landlord shall not be required (b) to rebuild, repair, repair or replace any part of Tenant’s 's personal property, furniture, furnishings, fixtures or equipment, all of which Tenant shall promptly and equipment removable by Tenant under the provisions of this Lease or any Alterations to the Premises made by Tenant following the earliest Commencement Date pursuant to the terms of this Lease which were not approved by Landlord in writing, as soon as reasonably possible repair and Landlord shall not in any event be required to spend for such work an amount in excess of the insurance proceeds actually received by Landlord as a result of the fire or other casualty, plus any deductible amounts thereunder. If Landlord determines that insurance proceeds will be insufficient to restore the Building as required by this Section 23, Landlord may, replace at its option, elect to either (1) terminate this Lease by written notice to Tenant, or (2) provide the extra funds necessary to complete the restoration. In the event Landlord did not originally construct any Alterations to be repaired, the time for Landlord to commence sole cost and complete such repairs shall be extended by the amount of time necessary for Landlord to obtain detailed working drawings of the Alterations to be repairedexpense. In the event Landlord does not either (a) commence the repairs to the Building within the time required herein, herein or (b) complete the repairs to the Building within two hundred seventy (270) 210 days after the date of such damageCasualty Date, Tenant may terminate this Lease by written notice thereof to Landlord given no later than thirty (30) days following the date on which Landlord was to commence or complete such repairs, as the case may be. . (b) If the Building is damaged by fire or other casualty during the last twelve (12) months of the Term to the extent that, in the judgment of an independent architect selected by Landlord, the same cannot be fully repaired within sixty (60) days after the Casualty Date, then either Landlord shall or Tenant may cancel this Lease as of the date of the fire or casualty by notice to the other within thirty (30) days after the architect makes his determination. (c) Landlord will not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage caused by fire or other casualty or the repair thereofof such damage, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant an equitable abatement a fair diminution of Rent rent during the time and to the extent all or part of the Premises are rendered unfit for occupancy and are vacated by Tenantbecause of fire or other casualty. If the Premises or any other portion of the Complex is damaged by fire or other casualty resulting from the intentional acts of Tenant or any employee, officer, contractor, agent, subtenant, or licensee of Tenant, the Rent rent hereunder shall not be abated during abated. (d) Notwithstanding anything in the repair other Paragraphs of such damagethis Lease (including, without limitation, Paragraph 4 above) to the contrary, Landlord and Tenant each waive any right of recovery against the other, and Tenant the other's agents, officers, or employees, for any damage or loss to the Building or its contents resulting from fire or other "casualty" (as defined in subparagraph (a) above). However, without limiting any waivers in other Paragraphs of this Lease, the waiver set out in this paragraph shall remain liable be effective insofar, but only insofar, as compensation for such damage or loss is actually recoverable by the payment thereofwaiving party (net of the costs of collection) under a valid and collectible insurance policy; provided, that if no such compensation is available to the waiving party because it has failed to maintain an insurance policy covering such damage or loss with an insurance company qualified to do business in Texas and with a replacement cost endorsement (if such endorsement is available), then the waiver set out in this paragraph shall not be limited to available insurance proceeds.

Casualty Damage. If the Premises Project or any part thereof shall be portion of it is damaged or destroyed by fire or other casualty, Tenant shall give prompt written notice thereof to Landlord. In case any casualty and: (a) the Building or Project or a material part of the Common Areas shall be so damaged by fire or other casualty that (i) substantial alteration or reconstruction of the Building shall, in the judgment of an independent architect selected by Landlord's opinion, be required (whether or not the Premises shall have been damaged by such fire the casualty); or other casualty(b) such that that Landlord is not permitted to rebuild the Building cannot be or Project or a material part of the Common Areas in substantially restored to the condition which same form as it existed immediately prior to before the damage or destruction within twenty-four (24) months after the fire or other casualty, damage; or (iic) in the event Premises shall be materially damaged by casualty during the last two years of the Lease Term; or (d) any mortgagee under a first mortgage or first deed of trust covering the Building should require requires that the insurance proceeds payable as a result be applied to the payment of said fire or other casualty be used to retire the mortgage debt, ; or (iiie) in the event of the occurrence of a casualty which damage is not insured under the fully covered by insurance required to be carried maintained by Landlord pursuant to the terms of Section 20, Landlord; then Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination within fifteen (15) 90 days after the date casualty, give notice to Tenant of Landlord’s receipt 's election to terminate this Lease, and the balance of the estimated cost of reconstruction or determination by a mortgagee to take Lease Term shall automatically expire on the proceeds in which event fifth day after the Rent hereunder shall be abated as of the date of such damagenotice is delivered. If Landlord does not elect to terminate this Lease, provided that Tenant was operating from the Premises immediately prior to the casualty and will recommence operations after restoration of the Premises, Landlord shall, as soon as practicable, but no more than ninety (90) days after the date of such damage, commence to repair and restore the Building and shall proceed with reasonable diligence to restore the Building and the Premises to substantially the same condition which it was they were in immediately prior to before the occurrence of the fire or other casualty. However, except that Landlord shall not be required to rebuild, repairrestore any unleased premises in the Building, or replace any part portion of Tenant’s furniture, fixtures and equipment removable 's property. Rent shall ▇▇▇▇▇ in proportion to the portion of the Premises not usable by Tenant under the provisions of this Lease or any Alterations to the Premises made by Tenant following the earliest Commencement Date pursuant to the terms of this Lease which were not approved by Landlord in writing, and Landlord shall not in any event be required to spend for such work an amount in excess of the insurance proceeds actually received by Landlord as a result of the fire or other casualty, plus any deductible amounts thereunder. If Landlord determines that insurance proceeds will be insufficient to restore the Building as required by this Section 23, Landlord may, at its option, elect to either (1) terminate this Lease by written notice to Tenant, or (2) provide the extra funds necessary to complete the restoration. In the event Landlord did not originally construct any Alterations to be repaired, the time for Landlord to commence and complete such repairs shall be extended by the amount of time necessary for Landlord to obtain detailed working drawings of the Alterations to be repaired. In the event Landlord does not either commence the repairs casualty resulting in damage to the Building within the time which is covered by insurance carried or required hereinto be carried by Landlord under this Lease, or complete the repairs to the Building within two hundred seventy (270) days after the date as of such damage, Tenant may terminate this Lease by written notice thereof to Landlord given no later than thirty (30) days following the date on which Landlord was to commence or complete such repairs, as the case may bePremises becomes unusable and the abatement shall continue until the date the Premises become tenantable again. Landlord shall not otherwise be liable to Tenant for any delay in restoring the Premises or any inconvenience or annoyance to Tenant or injury to the Tenant's business of Tenant resulting in any way from such the damage or the repair thereofrepairs, except that, subject Tenant's sole remedy being the right to an abatement of Rent. Within 90 days after the provisions date of any casualty which requires substantial alteration or reconstruction of the next sentenceBuilding, as described above, Landlord shall allow notify Tenant an equitable abatement whether Landlord intends to rebuild the Building, and, if so, whether the Building can be rebuilt within 12 months of Rent during the time and to date of the extent casualty (or, in the Premises are unfit for occupancy and are vacated by Tenantcase of a casualty affecting buildings other than the Building alone in the general area in which the Project is located, such as, but not limited to, a hurricane, earthquake, or fire, within 18 months from the date of the casualty) (the “Restoration Period”). If the Premises notice indicates that Landlord does not intend to rebuild or any other portion that the Building cannot be rebuilt within the Restoration Period, Tenant may, within 30 days of Landlord’s notice with TIME BEING OF THE ESSENCE, give Landlord notice that Tenant elects to terminate this Lease, and the balance of the Complex Lease Term shall automatically expire on the 30th day after the notice is damaged delivered. Should Landlord’s notice indicate that the Building can be rebuilt within the Restoration Period or if the notice indicates that rebuilding will take longer than the Restoration Period but Tenant does not elect to terminate this Lease within 30 days of Landlord’s notice, Landlord shall proceed with reasonable diligence to rebuild the Building in accordance with the terms of this article. Should the rebuilding not be substantially completed within 90 days after the date (the “Outside Date”) which is the later of the end of the Restoration Period or the completion date estimated in Landlord’s notice, then Tenant shall have the right to terminate this Lease by fire giving not less than 30 days’ prior written notice to Landlord with TIME BEING OF THE ESSENCE, which notice must be sent before Tenant resumes its business in the Premises, but in any event no later than 30 days after the Outside Date with TIME BEING OF THE ESSENCE, and this Lease shall terminate as of the date specified in the notice with the same effect as if that date were the scheduled expiration date of this Lease. Notwithstanding the foregoing, if ▇▇▇▇▇▇ sends a notice of termination and Landlord, prior to the date of termination specified in the notice, substantially completes the restoration, then Tenant’s notice shall be without force or other casualty resulting from effect and this Lease shall continue in full force and effect. The Outside Date shall be extended by the intentional acts cumulative periods of any delays caused by Tenant or any employeeExcusable Delays as described in the Excusable Delay article of this Lease. Notwithstanding anything to the contrary in this Article, officer, contractor, agent, subtenant, or licensee of Tenant, the Rent hereunder shall not be abated during the repair of such damage, and Tenant shall remain liable for have no right to terminate this Lease if Tenant is occupying and doing business from the payment thereofPremises at the time Tenant would otherwise be entitled to exercise a termination right.

Casualty Damage. If the Premises or any part thereof shall be damaged by fire or other casualty, Tenant shall give prompt written notice thereof to Landlord. In case If the Building or any part thereof or access thereto shall be so damaged or destroyed by fire or other casualty that (i) substantial alteration or reconstruction of the Building and access thereto shall, in the judgment good faith and reasonable determination of an independent architect selected by the Landlord’s architect, be required with such repair taking longer than one hundred eighty (180) days (whether or not the Premises shall have been damaged by such fire or other casualty) such that that the Building cannot be substantially restored to the condition which existed immediately prior to the damage or destruction within twenty-four (24) months after the fire or other casualty), or (ii) in the event any mortgagee under a first mortgage or first deed of trust covering the Building Mortgagee should require that the insurance proceeds payable as a result be applied to the payment of said fire or other casualty be used to retire the mortgage debt, or (iii) in the event of the occurrence of a casualty which is not insured under the insurance required to be carried by Landlord pursuant any material uninsured loss to the terms Building, or in the event of Section 20any substantial damage to the Building within the final two (2) Lease Years of the Initial Term or an exercised Renewal Term, Landlord may, at its option, terminate this the Lease by notifying Tenant in writing of such termination within fifteen thirty (15) days after the date of Landlord’s receipt of the estimated cost of reconstruction or determination by a mortgagee to take the proceeds in which event the Rent hereunder shall be abated as of the date of such damage. If Landlord does not elect to terminate this Lease, Landlord shall, as soon as practicable, but no more than ninety (9030) days after the date of such damage. In case the Premises shall be so damaged by fire or other casualty that substantial alteration or reconstruction of the Building shall, commence in the mutual good faith and reasonable determination of the Landlord’s architect, be required, Tenant shall have the right to terminate this Lease upon thirty (30) days prior written notice to Landlord if Landlord (i) has not completed, (ii) cannot complete or (iii) in the opinion of the Landlord’s architect, cannot reasonably be expected to complete substantially the making of any required repairs and restorations within one hundred eighty (180) days from the date of such damage or destruction. In addition, if any such damage or destruction shall occur during the last two (2) Lease Years of the Initial Term or an exercised Renewal Term, Tenant, at its option, may terminate this Lease by giving prior written notice to Landlord within thirty (30) days after the events specified in clauses (i), (ii), or (iii) above occur or become determinable. Rent shall ▇▇▇▇▇ and be prorated as of the date such damage occurs and during any period of repair and restoration to the extent the Premises or any material part thereof are rendered unusable or access thereto is denied Tenant. Subject to the provisions of any deed of trust encumbering the Building, if Landlord or Tenant does not thus elect to terminate this Lease, Landlord shall commence and diligently proceed to restore and repair (to the extent of the insurance proceeds received by Landlord) the Building or the Project and shall proceed with reasonable diligence to restore the Building Premises to substantially the same condition in which it was in immediately prior to the occurrence happening of the fire or other casualty, casualty except that Landlord Landlord’s obligation to restore shall not be required exceed the scope of Landlord’s Work, adjusted for inflation, in originally constructing the Building or the Project, as applicable. When the Landlord’s Work with respect to rebuildsuch reconstruction or restoration has been completed, repairLandlord and Tenant shall complete the restoration of the Premises, or replace any part including the reconstruction of all leasehold improvements and the restoration of Tenant’s furniture, fixtures furniture and equipment removable by Tenant under the provisions of this Lease or any Alterations to the Premises made by Tenant following the earliest Commencement Date pursuant to the terms of this Lease which were not approved by Landlord in writing, and Landlord shall not in any event be required to spend for such work an amount in excess of the insurance proceeds actually received by Landlord as a result of the fire or other casualty, plus any deductible amounts thereunder. If Landlord determines that insurance proceeds will be insufficient to restore the Building as required by this Section 23, Landlord may, at its option, elect to either (1) terminate this Lease by written notice to Tenant, or (2) provide the extra funds necessary to complete the restoration. In the event Landlord did not originally construct any Alterations to be repaired, the time for Landlord to commence and complete such repairs shall be extended by the amount of time necessary for Landlord to obtain detailed working drawings of the Alterations to be repaired. In the event Landlord does not either commence the repairs to the Building within the time required herein, or complete the repairs to the Building within two hundred seventy (270) days after the date of such damage, Tenant may terminate this Lease by written notice thereof to Landlord given no later than thirty (30) days following the date on which Landlord was to commence or complete such repairs, as the case may beequipment. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereofrepair, except that, subject to the provisions of the next sentence, that Landlord shall allow Tenant an equitable abatement a fair diminution of Rent during the time and to the extent the Premises or any material portion thereof are unfit for occupancy and are vacated by Tenant. If or access to the Premises or any other portion of is materially affected. Notwithstanding anything contained herein to the Complex is damaged by fire or other contrary, if the casualty resulting results from the intentional acts fault or gross negligence of Tenant or any employee, officer, contractor, agent, subtenant, or licensee of Tenant’s agents, the employees or invitees, (i) Rent hereunder shall not be abated diminished during the repair of such damage, and (ii) Tenant shall remain be liable to Landlord for the payment thereofcost of the repair and restoration of the Building to the extent such cost and expense is not covered by insurance proceeds, and (iii) Tenant shall have no right to terminate this Lease.

Casualty Damage. If the Premises or any part thereof shall be damaged by fire or other casualty, Tenant shall give prompt written notice thereof to Landlord. In case the Building shall be so damaged by fire or other casualty that (i) substantial alteration or reconstruction of the Building shall, in the judgment of an independent architect selected by Landlord’s sole opinion, be required (whether or not the Premises shall have been damaged by such fire or other casualty) such that that the Building cannot be substantially restored to the condition which existed immediately prior to the damage or destruction within twenty-four (24) months after the fire or other casualty, or (ii) in the event any there is less than two (2) years of the Lease Term remaining or in the event Landlord’s mortgagee under a first mortgage or first deed of trust covering the Building should require that the insurance proceeds payable as a result of said fire or other a casualty be used applied to retire the payment of the mortgage debt, debt or (iii) in the event of the occurrence of a casualty which is not insured under the insurance required to be carried by Landlord pursuant any material uninsured loss to the terms of Section 20Building, Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination within fifteen (15) days after the date of Landlord’s receipt of the estimated cost of reconstruction or determination by a mortgagee to take the proceeds in which event the Rent hereunder shall be abated as of the date of such damage. If Landlord does not elect to terminate this Lease, Landlord shall, as soon as practicable, but no more than ninety (90) days after the date of such damagecasualty. If Landlord does not thus elect to terminate this Lease, Landlord shall commence to repair and restore the Building and shall proceed with reasonable diligence to restore the Building Building, and the improvements located within the Premises to substantially the same condition in which it was in immediately prior to the occurrence happening of the fire or other casualty. Notwithstanding the foregoing, except that Landlord L▇▇▇▇▇▇▇’s obligation to restore the Building, and the improvements located within the Premises shall not be required require Landlord to rebuild, repair, or replace any part of Tenant’s furniture, fixtures and equipment removable by Tenant under the provisions of this Lease or any Alterations to the Premises made by Tenant following the earliest Commencement Date pursuant to the terms of this Lease which were not approved by Landlord in writing, and Landlord shall not in any event be required to spend expend for such repair and restoration work an amount in excess of more than the insurance proceeds actually received by Landlord as a result of the fire or other casualty. When the repairs described in the preceding two sentences have been completed by Landlord, plus any deductible amounts thereunder. If Landlord determines that insurance proceeds will be insufficient to restore Tenant shall complete the Building as required by this Section 23restoration of all furniture, Landlord may, at its option, elect to either (1) terminate this Lease by written notice to Tenant, or (2) provide the extra funds fixtures and equipment which are necessary to complete the restoration. In the event Landlord did not originally construct any Alterations to be repaired, the time for Landlord to commence and complete such repairs shall be extended by the amount of time necessary for Landlord to obtain detailed working drawings permit T▇▇▇▇▇’s reoccupancy of the Alterations to be repaired. In the event Landlord does not either commence the repairs to the Building within the time required herein, or complete the repairs to the Building within two hundred seventy (270) days after the date of such damage, Tenant may terminate this Lease by written notice thereof to Landlord given no later than thirty (30) days following the date on which Landlord was to commence or complete such repairs, as the case may bePremises. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except thatthat Rent shall be abated from the date of the damage or destruction for any portion of the Premises that is unusable by Tenant, subject which abatement shall be in the same proportion that the Rentable Area of the Premises which is unusable by Tenant bears to the provisions total Rentable Area of the next sentence, Landlord Premises; provided that Tenant shall allow Tenant an equitable not be entitled to any abatement of Rent during if the time and to the extent damage or destruction in the Premises are unfit for occupancy and are vacated by Tenant. If the Premises or any other portion is restored within five (5) Business Days after Landlord’s receipt of written notice from Tenant of the Complex is damaged by fire occurrence of the damage or other casualty resulting from destruction. Office of the intentional acts of Tenant or any employee, officer, contractor, agent, subtenant, or licensee of Tenant, the Rent hereunder shall not be abated during the repair of such damage, and Tenant shall remain liable General Counsel Industrial Lease for the payment thereof.Energy Research Park (ERP) 5 OGC-S-2017-04 Created 09.30.2016

Casualty Damage. If During the Term hereof, if the Premises or any part thereof shall be damaged by fire or other casualty, Tenant shall give prompt written notice thereof to Landlord. In case the Building shall be so damaged by fire or other casualty that (i) substantial alteration or reconstruction of the Building shall, in the judgment of an independent architect selected by Landlord, shall be required (whether or not the Premises shall have been damaged by such fire or other casualty), (i) if such that that the Building damage cannot be substantially restored to the condition which existed immediately prior to the damage or destruction repaired within twenty-four ninety (2490) months after the fire or other casualtydays thereafter, or as reasonably determined by Landlord, (ii) in the event if any mortgagee under a first mortgage or first deed of trust covering the Building should require requires that the insurance proceeds payable as a result of said fire or other casualty be used to retire the or reduce such mortgage debt, or (iii) in the event of the occurrence of a casualty which if such damage is not insured under the covered by insurance required to be carried by Landlord pursuant to the terms of Section 20Landlord, Landlord may, at its option, terminate this Lease and the term and estate hereby granted by notifying Tenant in writing of such termination within fifteen sixty (1560) days after the date of Landlord’s receipt of the estimated cost of reconstruction or determination by a mortgagee to take the proceeds such damage, in which event the Rent hereunder shall be abated as of the date of such damage. If Landlord does not elect elects to terminate this Leaserepair the Premises and/or the Building, Landlord shall, as soon as practicable, but no more than ninety shall within sixty (9060) days after the date of such damage, damage commence to repair and restore the Building and shall proceed with reasonable diligence to restore the Building (except that Landlord shall not be responsible for delays outside its control) to substantially the same condition in which it was in immediately prior to the occurrence happening of the fire or other casualty, except that Landlord shall not be required to rebuild, repair, repair or replace any part of Tenant’s furniture, 's furniture and furnishings or fixtures and equipment removable by Tenant under the provisions of this Lease or any Alterations to Lease, but such work shall not exceed the Premises made by Tenant following scope of the earliest Commencement Date pursuant to the terms of this Lease which were not approved work done by Landlord in writingoriginally constructing the Building. Tenant shall not be entitled to any compensation or damages from Landlord, and Landlord shall not in be liable, for any event be required to spend for such work an amount in excess loss of the insurance proceeds actually received by Landlord as a result use of the fire whole or other casualtyany part of the Premises, plus any deductible amounts thereunder. If Landlord determines that insurance proceeds will be insufficient to restore the Building as required by this Section 23Building, Landlord may, at its option, elect to either (1) terminate this Lease by written notice to Tenant's personal property, or (2) provide the extra funds necessary to complete the restoration. In the event Landlord did not originally construct any Alterations to be repaired, the time for Landlord to commence and complete such repairs shall be extended by the amount of time necessary for Landlord to obtain detailed working drawings of the Alterations to be repaired. In the event Landlord does not either commence the repairs to the Building within the time required herein, or complete the repairs to the Building within two hundred seventy (270) days after the date of such damage, Tenant may terminate this Lease by written notice thereof to Landlord given no later than thirty (30) days following the date on which Landlord was to commence or complete such repairs, as the case may be. Landlord shall not be liable for any inconvenience or annoyance to Tenant occasioned by such loss of use, damage, repair, reconstruction or injury to the business of Tenant resulting in any way from such damage or the repair thereofrestoration, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant an equitable abatement a diminution of Rent on a square footage basis during the time and to the extent the Premises are unfit or unavailable for occupancy and are vacated by Tenantto the extent Landlord is able to collect from its own business income loss insurance policy. If the Premises or any other portion of the Complex is Building are damaged by fire or other casualty resulting from the intentional acts negligence of Tenant or any employeeof Tenant's agents, officer, contractor, agent, subtenantemployees, or licensee invitees, Tenant shall be liable to Landlord for the cost and expense of Tenantthe repair and restoration of the Building caused thereby to the extent such cost and expense is not covered by insurance proceeds. Any insurance which may be carried by Landlord or Tenant against loss or damage to the Building or to the Premises shall be for the sole benefit of the party carrying such insurance and under its sole control. Tenant hereby specifically waives any and all rights it may have under any law, statute, ordinance or regulation to terminate the Rent hereunder Lease by reason of casualty or damage to the Premises or Building, and the parties hereto specifically agree that the Lease shall not be abated during automatically terminate by law upon destruction of the repair of such damagePremises. Except as otherwise provided in this Section 22, and except if against any other provision of the law or against public policy. Tenant shall remain liable for hereby waives the payment thereofprovisions of Sections 1932(2), 1933(4), 1941 and 1942 of the California Civil Code.

Casualty Damage. If the Premises or any part thereof shall be damaged by fire or other casualty, Tenant shall give prompt written notice thereof to Landlord. In case the Building shall be so damaged by fire or other casualty that (i) substantial alteration or reconstruction of the Building shall, in the judgment of an independent architect selected by Landlord's sole opinion, be required (whether or not the Premises shall have been damaged by such fire or other casualty) such that that or in the Building cannot be substantially restored to event there is less than two (2) years of the condition which existed immediately prior to the damage Lease Term remaining or destruction within twenty-four (24) months after the fire or other casualty, or (ii) in the event any mortgagee under a first mortgage or first deed of trust covering the Building Landlord's should require that the insurance proceeds payable as a result of said fire or other a casualty be used applied to retire the payment of the mortgage debt, debt or (iii) in the event of the occurrence of a casualty which is not insured under the insurance required to be carried by Landlord pursuant any material uninsured loss to the terms of Section 20Building, Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination within fifteen (15) days after the date of Landlord’s receipt of the estimated cost of reconstruction or determination by a mortgagee to take the proceeds in which event the Rent hereunder shall be abated as of the date of such damage. If Landlord does not elect to terminate this Lease, Landlord shall, as soon as practicable, but no more than ninety (90) days after the date of such damagecasualty. If Landlord does not thus elect to terminate this Lease, Landlord shall commence to repair and restore the Building and shall proceed with reasonable diligence to restore the Building Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement attached hereto as EXHIBIT "D" (except that Landlord shall not be responsible for delays not within the control of Landlord) to substantially the same condition in which it was in immediately prior to the occurrence happening of the fire or other casualty. Notwithstanding the foregoing, except Landlord's obligation to restore the Budding, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, shall not require Landlord to expend for such repair and restoration work more than the insurance proceeds actually received by the Landlord as a result of the casualty and Landlord's obligation to restore shall be further limited so that Landlord shall not be required to rebuildexpend for the repair and restoration of the improvements located within the Premises, repairif any, or replace any part for which Landlord had financial responsibility pursuant to the Work Letter Agreement, more than the dollar amount of Tenant’s the Allowance, if any, described in the Work Letter Agreement. When the repairs described in the preceding two sentences have been completed by Landlord, Tenant shall complete the restoration of all improvements, including furniture, fixtures and equipment removable by Tenant under the provisions equipment, which are necessary to permit Tenant's reoccupancy of this Lease or any Alterations to the Premises made which Landlord is not obligated to restore as set forth above. Except as set forth above, all cost and expense of reconstructing the Premises shall be borne by Tenant following the earliest Commencement Date pursuant to the terms of this Lease which were not approved by Landlord in writingTenant, and Tenant shall present Landlord with evidence satisfactory to Landlord of Tenant's ability to pay such costs prior to Landlord's commencement of repair and restoration of the Premises. Tenant shall not in be entitled to receive any event be required credit or payment with respect to spend for such work an amount in excess any portion of the insurance proceeds Reconstruction Allowance not actually received by Landlord as a result spent upon restoration of the fire or other casualty, plus any deductible amounts thereunder. If Landlord determines that insurance proceeds will be insufficient to restore the Building as required by this Section 23, Landlord may, at its option, elect to either (1) terminate this Lease by written notice to Tenant, or (2) provide the extra funds necessary to complete the restoration. In the event Landlord did not originally construct any Alterations to be repaired, the time for Landlord to commence and complete such repairs shall be extended by the amount of time necessary for Landlord to obtain detailed working drawings of the Alterations to be repaired. In the event Landlord does not either commence the repairs to the Building within the time required herein, or complete the repairs to the Building within two hundred seventy (270) days after the date of such damage, Tenant may terminate this Lease by written notice thereof to Landlord given no later than thirty (30) days following the date on which Landlord was to commence or complete such repairs, as the case may bePromises. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant an equitable abatement a fair diminution of Rent rent during the time and to the extent the Premises are unfit for occupancy and are vacated by Tenantoccupancy. If the Premises or any other portion of the Complex Building is damaged by fire or other casualty resulting from the intentional acts fault or negligence of Tenant or any employeeof Tenant's agents, officer, contractor, agent, subtenantemployees, or licensee of Tenantinvitees, the Rent rent hereunder shall not be abated diminished during the repair of such damage, damage and EXHIBIT 10.6 Tenant shall remain be liable to Landlord for the payment thereofcost of the repair and restoration of the Building caused thereby to the extent such cost and expense is not covered by insurance proceeds.

Casualty Damage. 16.01 If all or any portion of the Premises or any part thereof shall be damaged by fire or other casualty, Tenant shall give prompt written notice thereof to Landlord. In case the Building shall be so damaged becomes untenantable by fire or other casualty that to the Premises (i) substantial alteration or reconstruction collectively a “Casualty”), Landlord, with reasonable promptness, shall cause a general contractor selected by Landlord to provide Landlord and Tenant with a written estimate of the Building shall, in amount of time required using standard working methods to Substantially Complete the judgment repair and restoration of an independent architect selected by Landlord, be required (whether or not the Premises shall have been damaged by such fire or other casualty) such that and any Common Areas necessary to provide access to the Premises (“Completion Estimate”). If the Completion Estimate indicates that the Premises located within a Building or any Common Areas necessary to provide access to the Premises located within such Building cannot be substantially restored to made tenantable within 300 days from the condition which existed immediately prior to the damage or destruction within twenty-four (24) months after the fire or other casualty, or (ii) in the event any mortgagee under a first mortgage or first deed of trust covering the Building should require that the insurance proceeds payable as a result of said fire or other casualty be used to retire the mortgage debt, or (iii) in the event date of the occurrence of a casualty which is not insured under Casualty, then either party shall have the insurance required right to be carried by Landlord pursuant to the terms of Section 20, Landlord may, at its option, terminate this Lease with respect to the Building in which the Casualty occurred upon written notice to the other within 10 Business Days after receipt of the Completion Estimate. Tenant, however, shall not have the right to terminate this Lease if the Casualty was caused by notifying the negligence or intentional misconduct of Tenant in writing of such termination or any Tenant Related Parties. In addition, Landlord, by notice to Tenant within fifteen (15) 90 days after the date of the Casualty, shall have the right to terminate this Lease with respect to the Building in which the Casualty occurred if: (1) the Premises have been materially damaged and there is less than 2 years of the Term remaining on the date of the Casualty; (2) any Mortgagee requires that the insurance proceeds be applied to the payment of the mortgage debt; or (3) a material uninsured loss to the Building occurs. In addition to Landlord’s right to terminate as provided herein, Tenant shall have the right to terminate this Lease with respect to the Building I which the Casualty occurred if: (a) a substantial portion of the Premises in the subject Building has been damaged by Casualty and such damage cannot reasonably be repaired (as reasonably determined by Landlord) within 60 days after Landlord’s receipt of all required permits to restore the estimated cost subject portion of reconstruction or determination by a mortgagee to take the proceeds in which event Premises; (b) there is less than 1 year of the Rent hereunder shall be abated as of Term remaining on the date of such damage. If Casualty; (c) the Casualty was not caused by the negligence or willful misconduct of Tenant or its agents, employees or contractors; and (d) Tenant provides Landlord does not elect with written notice of its intent to terminate this Lease, Landlord shall, as soon as practicable, but no more than ninety (90) within 30 days after the date of such damagethe Casualty. 16.02 If this Lease is not terminated (with respect to either all or a portion of the Premises as provided in Section 16.01 above), commence Landlord shall promptly and diligently, subject to repair and reasonable delays for insurance adjustment or other matters beyond Landlord’s reasonable control, restore the Building Premises and Common Areas. Such restoration shall proceed with reasonable diligence to restore the Building be to substantially the same condition which it was in immediately that existed prior to the occurrence of the fire or other casualtyCasualty, except that for modifications required by Law or any other modifications to the Common Areas deemed desirable by Landlord. Upon notice from Landlord, Tenant shall assign to Landlord shall not be required (or to rebuild, repair, any party designated by Landlord) all property insurance proceeds payable to Tenant under Tenant’s Insurance with respect to any Leasehold Improvements performed by or replace any part for the benefit of Tenant’s furniture, fixtures and equipment removable by Tenant under ; provided if the provisions estimated cost to repair such Leasehold Improvements exceeds the amount of this Lease or any Alterations to the Premises made by Tenant following the earliest Commencement Date pursuant to the terms of this Lease which were not approved by Landlord in writing, and Landlord shall not in any event be required to spend for such work an amount in excess of the insurance proceeds actually received by Landlord as a result of the fire or other casualty, plus any deductible amounts thereunder. If Landlord determines that from Tenant’s insurance proceeds will be insufficient to restore the Building as required by this Section 23, Landlord may, at its option, elect to either (1) terminate this Lease by written notice to Tenant, or (2) provide the extra funds necessary to complete the restoration. In the event Landlord did not originally construct any Alterations to be repairedcarrier, the time for Landlord to commence and complete excess cost of such repairs shall be extended paid by Tenant to Landlord prior to Landlord’s commencement of repairs (the amount “Excess Casualty Costs”). Within 15 days of time necessary demand, Tenant shall also pay Landlord for Landlord to obtain detailed working drawings any additional excess costs that are determined during the performance of the Alterations repairs. If the estimated Excess Casualty Costs exceed the actual cost to be repaired. In the event Landlord does not either commence the repairs to the Building within the time required herein, or complete the repairs to the Building within two hundred seventy repair such Leasehold Improvements (270) days after the date of such damage, and Tenant may terminate this Lease by written notice thereof has paid to Landlord given no later than thirty (30) days following the date on which funds covering all such Excess Casualty Costs), Landlord was shall reimburse to commence or complete Tenant any such repairs, as the case may beoverpayment. Landlord shall not be liable for any inconvenience or annoyance to Tenant Tenant, or injury to the Tenant’s business of Tenant resulting in any way from such damage the Casualty or the repair thereof. Provided that Tenant is not in Default, except that, subject to the provisions during any period of time that all or a material portion of the next sentencePremises is rendered untenantable as a result of a Casualty, Landlord the Rent shall allow Tenant an equitable abatement ▇▇▇▇▇ for the portion of Rent during the time and to the extent the Premises are unfit for occupancy that is untenantable and are vacated not used by Tenant. If The terms of this Article 16 shall not diminish the parties rights and/or obligations provided in Article 13 of this Lease. 16.03 The provisions of this Lease, including this Section 16, 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 the Property, and any other portion Laws, including, without limitation, Sections 1932(2) and 1933(4) of the Complex is damaged by fire California Civil Code, with respect to any rights or other casualty resulting from obligations concerning damage or destruction in the intentional acts absence of Tenant an express agreement between the parties, and any similar or successor Laws now or hereinafter in effect, shall have no application to this Lease or any employee, officer, contractor, agent, subtenant, damage or licensee destruction to all or any part of Tenant, the Rent hereunder shall not be abated during Premises or the repair of such damage, and Tenant shall remain liable for the payment thereofProperty.

Casualty Damage. If the Premises or any part thereof shall be is damaged by fire or other casualty, Tenant shall give prompt written notice thereof to Landlord. In case If the Building shall be so damaged by fire or other casualty that (i) substantial alteration or reconstruction of the Building shall, in the judgment of an independent architect selected by Landlord's sole opinion, be required (whether or not the Premises shall have been damaged by such fire or other casualty) such that that the Building cannot be substantially restored to the condition which existed immediately prior to the damage or destruction within twenty-four (24) months after the fire or other casualty, or (ii) in the event any mortgagee under a first mortgage or first deed of trust covering the Building Landlord should require that the insurance proceeds payable as a result of said fire or other a casualty be used applied to retire the payment of the mortgage debt, or (iii) in the event of the occurrence of a casualty which is not insured under the insurance required to be carried by Landlord pursuant any material uninsured loss to the terms of Section 20Building, Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination within fifteen ninety (1590) days after the date of Landlord’s receipt of the estimated cost of reconstruction or determination by a mortgagee to take the proceeds in which event the Rent hereunder shall be abated as of the date of such damage. If Landlord does not elect to terminate this Lease, Landlord shall, as soon as practicable, but no more than ninety (90) days after the date of such damage, shall commence to repair and restore the Building and shall proceed with reasonable diligence to restore the Building to substantially the same condition in which it was in immediately prior to the occurrence happening of the fire or other casualty, except that . When the Building has been restored by Landlord shall not be required to rebuild, repair, or replace any part of Tenant’s furniture, fixtures and equipment removable by Tenant under (including the provisions of this Lease or any Alterations to the Premises made by Tenant following the earliest Commencement Date pursuant to the terms of this Lease which were not approved work done by Landlord in writingthe Premises as "Landlord's Work" under the Work Letter attached hereto as Exhibit "B"), and Landlord Tenant shall not in any event be required to spend for such work an amount in excess complete the restoration of the insurance proceeds actually received by Landlord as a result Premises and the replacement of the fire or other casualty, plus any deductible amounts thereunder. If Landlord determines that insurance proceeds will be insufficient to restore the Building as required by this Section 23, Landlord may, at its option, elect to either (1) terminate this Lease by written notice to Tenant, or (2) provide the extra funds necessary to complete the restoration. In the event Landlord did not originally construct any Alterations to be repaired, the time for Landlord to commence 's furniture and complete such repairs shall be extended by the amount of time necessary for Landlord to obtain detailed working drawings of the Alterations to be repaired. In the event Landlord does not either commence the repairs to the Building within the time required herein, or complete the repairs to the Building within two hundred seventy (270) days after the date of such damage, Tenant may terminate this Lease by written notice thereof to Landlord given no later than thirty (30) days following the date on which Landlord was to commence or complete such repairs, as the case may beequipment. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant an equitable abatement a fair diminution of Rent base rent and Operating Expenses during the time and to the extent the Premises are unfit for occupancy and are vacated by Tenantuntenantable. If the Premises or any other portion of the Complex is Building be damaged by fire or other casualty resulting from the intentional acts fault or negligence of Tenant or any employeeof Tenant's agents, officer, contractor, agent, subtenantemployees, or licensee of Tenantinvitees, the Rent rent hereunder shall not be abated diminished during the repair of such damage, and Tenant shall remain liable for the payment thereofdamages.

Casualty Damage. If the Premises or any part thereof shall be damaged by fire or other casualty, Tenant shall give prompt written notice thereof to Landlord. In case the Building shall be so damaged by fire or other casualty such that (i) substantial alteration or reconstruction of the Building shallshell, in the judgment of an independent architect selected by Landlord's sole opinion, be is required (whether or not the Premises shall have been damaged by such fire or other casualty) such that that the Building cannot be substantially restored to the condition which existed immediately prior to the damage or destruction within twenty-four (24) months after the fire or other casualty, or (ii) in the event any mortgagee under a first mortgage or first deed of trust covering the Building Landlord's should require that the insurance proceeds payable as a result of said fire or other a casualty be used applied to retire the payment of the mortgage debt, debt or (iii) in the event of the occurrence of a casualty which is not insured under the insurance required to be carried by Landlord pursuant any material uninsured loss to the terms of Section 20Building, Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination within fifteen (15) days after the date of Landlord’s receipt of the estimated cost of reconstruction or determination by a mortgagee to take the proceeds in which event the Rent hereunder shall be abated as of the date of such damage. If Landlord does not elect to terminate this Lease, Landlord shall, as soon as practicable, but no more than ninety (90) days after the date of such damagecasualty. If Landlord does not thus elect to terminate this Lease, Landlord shall commence to repair and restore the Building and shall proceed with reasonable diligence to restore the Building to substantially shell and Shell Improvements located on the same condition which it was in immediately prior to the occurrence of the fire or other casualty, Premises; except that Landlord Landlord's obligation to restore shall not be required to rebuild, repair, or replace any part of Tenant’s furniture, fixtures and equipment removable by Tenant under the provisions of this Lease or any Alterations to the Premises made by Tenant following the earliest Commencement Date pursuant to the terms of this Lease which were not approved by require Landlord in writing, and Landlord shall not in any event be required to spend for such work an amount in excess of the insurance proceeds actually received by Landlord as a result of the fire or other casualty, plus any deductible amounts thereunder. If Landlord determines that insurance proceeds will be insufficient to restore When the Building as required repairs described in the preceding sentence have been completed by this Section 23Landlord, Landlord mayshall then complete the restoration of all improvements in excess of the Shell Improvements which are necessary to permit Tenant's reoccupancy of the Premises (including the installation of acoustical ceiling tile) pursuant to the final working drawings and specifications approved by Landlord pursuant to the Work Letter ("Improvements Restoration"). Landlord shall not be obligated to expend for the completion of the Improvements Restoration a sum in excess of a dollar amount equal to the dollar amount, at its optionif any, elect of the "Allowance" ("Reconstruction Allowance"). Except for the Reconstruction Allowance, all cost and expense of completing the Improvements Restoration shall be borne by Tenant and the amount of such excess, as determined by Landlord, is herein referred to either as the "Reconstruction Excess". Fifty percent (150%) terminate this Lease of the Reconstruction Excess (as then estimated by written notice Landlord) shall be paid by Tenant to Landlord, in cash, prior to commencement of the Improvements Restoration. After substantial completion of the Improvements Restoration, but prior to reoccupancy of the Premises by Tenant, Tenant shall pay Landlord, in cash, an amount equal to ninety percent (90%) of the then unpaid balance of the Reconstruction Excess (as then estimated by Landlord). As soon as a final accounting can be prepared and submitted to Tenant, or (2) provide the extra funds necessary to complete the restoration. In the event Landlord did not originally construct any Alterations to be repairedTenant shall pay Landlord, in cash, the time for entire unpaid balance of the Reconstruction Excess, based on Landlord's final cost. Each increment of the Reconstruction Excess payable by Tenant to Landlord to commence and complete such repairs shall be extended paid by the amount of time necessary for Landlord to obtain detailed working drawings of the Alterations to be repaired. In the event Landlord does not either commence the repairs to the Building Tenant within the time required herein, or complete the repairs to the Building within two hundred seventy ten (27010) days after a written request therefore by Landlord to Tenant. Tenant shall not be entitled to receive any credit or payment with respect to any portion of the date Reconstruction Allowance not actually spent upon restoration of such damage, Tenant may terminate this Lease by written notice thereof to Landlord given no later than thirty (30) days following the date on which Landlord was to commence or complete such repairs, as the case may bePremises. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, and provided that cash in the amount of each increment of the Reconstruction Excess shall have been paid to Landlord by Tenant within ten (10) days after a written request therefor by Landlord to Tenant, Landlord shall allow Tenant an equitable abatement a fair diminution of Rent during the time and to the extent the Premises are unfit for occupancy and are vacated by Tenant. If (based upon that portion of Base Rental applicable to the Premises or any other portion of the Complex is damaged by fire or other casualty resulting from the intentional acts of Tenant or any employeePremises subject to such casualty); provided, officer, contractor, agent, subtenant, or licensee of Tenanthowever, the Rent hereunder Premises shall not be abated during considered unfit for occupancy at any time that (i) such of the repair Improvements Restoration has been completed so as to permit occupancy as evidenced by the issuance of such damage, and Tenant shall remain liable a Certificate of Occupancy or its equivalent for the payment thereofPremises by the appropriate governmental entity having jurisdiction over the Premises for the purpose of issuing such certificate, or (ii) if no such certificate can be issued by any appropriate governmental entity under applicable laws, ordinances, or regulations, at such time as the Improvements Restoration have been substantially completed and tendered to Tenant.

Casualty Damage. 21.1 If the Premises or any part thereof shall be damaged by fire or other casualty, Tenant shall give prompt written notice thereof to Landlord. In case . 21.2 If the Building shall be so damaged by fire or other casualty that (i) substantial alteration or reconstruction of the Building shall, in the judgment of an independent architect selected by Landlord’s sole opinion, be required (whether or not the Premises shall have been damaged by such fire or other casualty) such that that the Building cannot be substantially restored to the condition which existed immediately prior to the damage or destruction within twenty-four (24) months after the fire or other casualty, or (ii) in the event any mortgagee under a first mortgage or first deed of trust covering the Building Landlord should require that the insurance proceeds payable as a result of said fire or other a casualty be used applied to retire the payment of the mortgage debt, debt or (iii) in the event of any material uninsured loss to the occurrence of a casualty which is not insured Building (notwithstanding Landlord carrying full replacement cost insurance as required under the insurance required to be carried by Landlord pursuant to the terms of Section 20this Lease), Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination within fifteen (15) days after the date of Landlord’s receipt of the estimated cost of reconstruction or determination by a mortgagee to take the proceeds in which event the Rent hereunder shall be abated as of the date of such damage. If Landlord does not elect to terminate this Lease, Landlord shall, as soon as practicable, but no more than ninety (90) days after the date of such damage. 21.3 If Landlord does not thus elect to terminate this Lease, Landlord shall commence to repair and restore the Building and shall proceed with reasonable diligence to restore the Building to substantially the same condition in which it was in immediately prior to the occurrence happening of the fire or other casualty, except that Landlord Landlord’s obligation to restore shall not be exceed the scope of the work required to rebuild, repair, or replace any part of Tenant’s furniture, fixtures and equipment removable by Tenant under the provisions of this Lease or any Alterations to the Premises made by Tenant following the earliest Commencement Date pursuant to the terms of this Lease which were not approved be done by Landlord in writingoriginally constructing the Building (including the Common Areas) and installing Base Building Improvements in the Premises, and nor shall Landlord shall not in any event be required to spend for such work an amount in excess of the insurance proceeds actually received by Landlord as a result of the casualty to the extent such proceeds are made available to Landlord by the first mortgagee. Notwithstanding the foregoing, if Landlord fails to commence restoration of the Building within ninety (90) days after the fire or other casualty, plus any deductible amounts thereunder. If Landlord determines that insurance proceeds will be insufficient to restore the Building as required by this Section 23, Landlord may, at its option, elect to either (1) terminate this Lease by written notice to Tenant, or (2) provide the extra funds necessary fails to complete the restoration. In the event Landlord did not originally construct any Alterations to be repaired, the time for Landlord to commence and complete such repairs shall be extended by the amount restoration of time necessary for Landlord to obtain detailed working drawings of the Alterations to be repaired. In the event Landlord does not either commence the repairs to the Building within the time required herein, or complete the repairs to the Building within two one hundred seventy eighty (270180) days after the date of such damageon which Landlord commences restoration, then Tenant may terminate this Lease shall have the right, to be exercised by written notice thereof given to Landlord given no later than thirty within ten (3010) business days following after the date on which Landlord was to commence expiration of such 90 or complete such repairs180 day period, as the case may be, to terminate this Lease, in which event the Lease shall terminate 30 days after Landlord’s receipt of such notice and thereupon, neither party shall have any further liability under the Lease, except for matters accruing prior to such termination or obligations which survive the termination of the Lease. Additionally, within ninety (90) days after the casualty, Landlord shall advise Tenant as to whether Landlord has sufficient funds (from insurance proceeds and other sources) to complete the restoration. If Landlord advises that it does not have sufficient proceeds, Tenant shall have the right, to be exercised by written notice given to Landlord within ten (10) business days after receipt of such advice, to terminate this Lease, in which event the Lease shall terminate 30 days after Landlord’s receipt of such notice and thereupon, neither party shall have any further liability under the Lease, except for matters accruing prior to such termination or obligations which survive the termination of the Lease. 21.4 When the repairs described in the preceding Subparagraph have been completed by Landlord, Landlord shall then complete the restoration of all improvements in excess of the Base Building Improvements which are necessary to permit Tenant’s reoccupancy of the Premises (including the installation of acoustical ceiling tile) pursuant to the final working drawings and specifications approved by Landlord pursuant to the Work Letter (“Improvements Restoration”). Notwithstanding the foregoing, if Landlord fails to complete Improvements Restoration within ninety (90) days after completion of the restoration of the Building, then Tenant shall have the right, to be exercised by written notice given to Landlord within ten (10) business days after the expiration of such 90 day period, to terminate this Lease, in which event the Lease shall terminate 30 days after Landlord’s receipt of such notice and thereupon, neither party shall have any further liability under the Lease, except for matters accruing prior to such termination or obligations which survive the termination of the Lease. 21.5 Landlord shall not be obligated to expend for the completion of the Improvements Restoration a sum in excess of a dollar amount equal to the dollar amount, if any, of the Allowance (as defined in the Work Letter) (“Reconstruction Allowance”). Except for the Reconstruction Allowance, all cost and expense of completing the Improvements Restoration shall be borne by Tenant and the amount of such excess, as determined by Landlord, is herein referred to as the “Reconstruction Excess.” Fifty percent (50%) of the Reconstruction Excess (as then estimated by Landlord) shall be paid by Tenant to Landlord, in cash, prior to commencement of the Improvements Restoration. After Substantial Completion of the Improvements Restoration, but prior to reoccupancy of the Premises by Tenant, Tenant shall pay Landlord, in cash, an amount equal to ninety percent (90%) of the then unpaid balance of the Reconstruction Excess (as then estimated by Landlord), As soon as a final accounting can be prepared and submitted to Tenant, Tenant shall pay Landlord, in cash, the entire unpaid balance of the Restoration Excess, based on Landlord’s final cost. Each increment of the Reconstruction Excess payable by Tenant to Landlord shall be paid by Tenant within ten (10) days after a written request therefor by Landlord to Tenant. Tenant shall not be entitled to receive any credit or payment with respect to any portion of the Reconstruction Allowance not actually spent upon restoration of the Premises. 21.6 Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord . Base Rent shall allow Tenant an equitable abatement of Rent be abated during the time and to the extent the Premises are unfit for occupancy (in proportion to that portion of the Premises rendered untenantable); provided, however, the Premises shall not be considered unfit for occupancy at any time that (i) such of the Improvements Restoration has been completed so as to permit occupancy as evidenced by the issuance of a Certificate of Occupancy or its equivalent for the Premises by the appropriate governmental entity having jurisdiction over the Premises for the purpose of issuing such certificate, or (ii) if no such certificate can be issued by any appropriate governmental entity under applicable laws, ordinances, or regulations, at such time as the Improvements Restoration have been substantially completed and are vacated by Tenant. tendered to Tenant and Tenant is legally permitted to occupy and use the Premises for general office purposes. 21.7 If the Premises or any other portion of the Complex is Building should be damaged by fire or other casualty resulting from the intentional acts and willful misconduct of Tenant or any employee, officer, contractor, agent, subtenant, or licensee of Tenant’s customers, licensees, invitees, agents or employees, the Rent rent hereunder shall not be abated diminished during the repair of such damage, damage and Tenant shall remain be liable to Landlord for the payment thereofcost of the repair and restoration of the Building caused thereby to the extent such cost and expense is not covered by Landlord’s insurance proceeds.

Casualty Damage. If the Premises or any part thereof shall be damaged by fire or other casualty, Tenant shall give prompt written notice thereof to Landlord. In case the Building shall be so damaged by fire or other casualty that (i) substantial alteration or reconstruction of the Building shall, in the judgment of an independent architect selected by Landlord's sole opinion, be required (whether or not the Premises shall have been damaged by such fire or other casualty) such that that the Building cannot be substantially restored to the condition which existed immediately prior to the damage or destruction within twenty-four (24) months after the fire or other casualty, or (ii) in the event any mortgagee under a first mortgage or first deed of trust covering the Building Landlord should require that the insurance proceeds payable as a result of said fire or other casualty be used to retire applied in reduction of the mortgage debt, debt or (iii) in the event of the occurrence of a casualty which is not insured under the insurance required to be carried by Landlord pursuant any material uninsured loss to the terms of Section 20Building, Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination within fifteen forty-five (1545) days after the date of Landlord’s receipt of the estimated cost of reconstruction or determination by a mortgagee to take the proceeds such damage in which event the Rent rent hereunder shall be abated as of the date of such damage. If Landlord is not entitled to or does not thus elect to terminate this Lease, Landlord shall, as soon as practicable, but no more than ninety (90) days after the date of such damage, shall commence to repair and restore the Building and shall proceed with reasonable diligence to restore the Building and the Leased Premises (including Leasehold Improvements) to substantially the same condition in which it was in they were immediately prior to the occurrence happening of the fire or other casualty, except that Landlord shall not be required to rebuild, repair, or replace any part of Tenant’s furniture, fixtures and equipment removable by Tenant under the provisions of this Lease or any Alterations to the Premises made by Tenant following the earliest Commencement Date pursuant to the terms of this Lease which were not approved by Landlord in writing, and casualty but Landlord shall not in any event be required to spend for such work an amount incur costs or expense in excess of the insurance proceeds actually received by Landlord as a result of the fire or other casualty. In performing such work, plus any deductible amounts thereunderLandlord shall not be responsible for delays outside its control. If Landlord determines that insurance proceeds will be insufficient to restore the Building and premises are not rebuilt so as required by this Section 23, Landlord may, at to allow Tenant to occupy the Premises and and conduct its option, elect to either (1) terminate this Lease by written notice to Tenant, or (2) provide business in the extra funds necessary to complete the restoration. In the event Landlord did not originally construct any Alterations to be repaired, the time for Landlord to commence and complete such repairs shall be extended by the amount of time necessary for Landlord to obtain detailed working drawings of the Alterations to be repaired. In the event Landlord does not either commence the repairs to the Building within the time required herein, or complete the repairs to the Building Premises within two hundred seventy forty (270240) days after the date of such damagethe casualty, then Tenant may terminate this Lease by written notice thereof to Landlord given no later than thirty within ten (3010) days following after the date on which expiration of such two hundred forty (240) day period. In no event shall Landlord was be required to commence rebuild, repair or complete such repairs, as the case may bereplace any part of Tenant's Property. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant an equitable abatement of Rent during the time and to the extent the Premises are unfit for occupancy and are vacated by Tenant. If the Premises or any other portion of the Complex is damaged by fire or other casualty resulting from the intentional acts fault or negligence of Tenant or any employee, officer, contractor, agent, subtenant, or licensee of Tenant's agents, employees or invitees, Tenant shall be liable to Landlord for the Rent hereunder shall cost of the repair and restoration of the Complex caused thereby to the extent such cost and expense is not covered by or would not be abated during covered by Landlord's insurance proceeds. Any insurance which may be carried by Landlord or Tenant against loss or damage to the repair of such damage, and Tenant Premises shall remain liable be for the payment thereofsole benefit of the party carrying such insurance and under its sole control.

Casualty Damage. If the Premises all or any part thereof shall be of the Premises is damaged by fire or other casualty, Tenant shall give prompt written notice thereof immediately notify Landlord in writing. During any period of time that all or a material portion of the Premises is rendered untenantable as a result of a fire or other casualty, the Rent and Additional Rent shall ▇▇▇▇▇ for the portion of the Premises that is untenantable and not used by Tenant. Landlord shall have the right to Landlord. In case terminate this Lease if: (1) the Building shall be damaged so damaged by fire or other casualty that (i) that, in Landlord's reasonable judgment, substantial alteration or reconstruction of the Building shall, in the judgment of an independent architect selected by Landlord, shall be required (whether or not the Premises has been damaged) and such alteration or reconstruction shall have been damaged require in excess of 270 days to complete; (2) Landlord is not permitted by such fire or other casualty) such that that Law to rebuild the Building cannot be in substantially restored to the condition which same form as existed immediately prior to the damage or destruction within twenty-four (24) months after before the fire or other casualty, or ; (ii3) in the event Premises have been materially damaged and there is less than 2 years of the Term remaining on the date of the casualty; (4) any mortgagee under a first mortgage or first deed of trust covering the Building should require Mortgagee requires that the insurance proceeds payable as a result be applied to the payment of said fire or other casualty be used to retire the mortgage debt, ; or (iii5) in a material uninsured loss to the event of the occurrence of a casualty which is Building occurs, and such loss was not insured under the insurance required to be carried insured against by Landlord pursuant to the terms provisions of Section 20, this Lease. Landlord may, at may exercise its option, right to terminate this Lease by notifying Tenant in writing of such termination within fifteen (15) 90 days after the date of Landlord’s receipt of the estimated cost of reconstruction or determination by a mortgagee to take the proceeds in which event the Rent hereunder shall be abated as of the date of such damagecasualty. If Landlord does not elect to terminate this Lease, Landlord shall, as soon as practicable, but no more than ninety (90) days after the date of such damage, shall commence and proceed with reasonable diligence to repair and restore the Building and shall proceed with reasonable diligence to restore the Building to substantially the same condition which it was in immediately prior to the occurrence of the fire or other casualty, except Leasehold Improvements (excluding any Alterations that Landlord shall not be required to rebuild, repair, or replace any part of Tenant’s furniture, fixtures and equipment removable were performed by Tenant under the provisions in violation of this Lease or any Alterations to the Premises made by Tenant following the earliest Commencement Date pursuant to the terms of this Lease which were not approved by Lease). However, in no event shall Landlord in writing, and Landlord shall not in any event be required to spend for such work an amount in excess of materially more than the insurance proceeds actually received by Landlord as a result of the fire or other casualty, (plus any deductible amounts thereunder. If Landlord determines that insurance proceeds will be insufficient to restore the Building as required by this Section 23, Landlord may, at its option, elect to either (1) terminate this Lease by written notice to Tenant, or (2) provide the extra funds necessary to complete the restoration. In the event Landlord did not originally construct any Alterations to be repaired, the time for Landlord to commence and complete such repairs shall be extended by the amount of time necessary for Landlord to obtain detailed working drawings of the Alterations to be repaired. In the event Landlord does not either commence the repairs to the Building within the time required herein, or complete the repairs to the Building within two hundred seventy (270) days after the date of such damage, Tenant may terminate this Lease by written notice thereof to Landlord given no later than thirty (30) days following the date on which Landlord was to commence or complete such repairs, as the case may bepayment). Landlord shall not be liable for any inconvenience loss or annoyance damage to Tenant Tenant's Property or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant an equitable abatement of Rent during the time and to the extent the Premises are unfit for occupancy and are vacated by Tenant. If the Premises or any other portion of the Complex is damaged by fire or other casualty resulting or from the intentional acts repair and restoration of the damage. Landlord and Tenant or hereby waive the provisions of any employee, officer, contractor, agent, subtenant, or licensee of Tenant, Law relating to the Rent hereunder shall not be abated during the repair of such damagematters addressed in this Article, and Tenant agree that their respective rights for damage to or destruction of the Premises shall remain liable for the payment thereofbe those specifically provided in this Lease.

Casualty Damage. A. If the Premises all or any part thereof shall be of the Premises is damaged by fire or other casualty, Tenant shall give prompt written notice thereof immediately notify Landlord in writing. During any period of time that all or a material portion of the Premises is rendered untenantable as a result of a fire or other casualty, the Rent shall abate for the portion of the Premises that is untenantab▇▇ ▇▇d not used by Tenant. Landlord shall have the right to Landlord. In case terminate this Lease if: (1) the Building shall be damaged so damaged by fire or other casualty that (i) that, in Landlord's reasonable judgment, substantial alteration or reconstruction of the Building shall, in the judgment of an independent architect selected by Landlord, lasting more than 180 days shall be required (whether or not the Premises shall have has been damaged damaged); (2) Landlord is not permitted by such fire or other casualty) such that that Law to rebuild the Building cannot be in substantially restored to the condition which same form as existed immediately prior to the damage or destruction within twenty-four (24) months after before the fire or other casualty, or ; (ii3) in the event Premises have been materially damaged and there is less than 2 years of the Term remaining on the date of the casualty; (4) any mortgagee under a first mortgage or first deed of trust covering the Building should require Mortgagee requires that the insurance proceeds payable as a result be applied to the payment of said fire or other casualty be used to retire the mortgage debt, ; or (iii5) in the event of the occurrence of a casualty which is not insured under the insurance required to be carried by Landlord pursuant material uninsured loss to the terms of Section 20, Building occurs. Landlord may, at may exercise its option, right to terminate this Lease by notifying Tenant in writing of such termination within fifteen (15) 90 days after the date of Landlord’s receipt of the estimated cost of reconstruction or determination by a mortgagee to take the proceeds in which event the Rent hereunder shall be abated as of the date of such damagecasualty. If Landlord does not elect to terminate this Lease, Landlord shall, as soon as practicable, but no more than ninety (90) days after the date of such damage, shall commence and proceed with reasonable diligence to repair and restore the Building and the Leasehold Improvements (excluding any Alterations that were performed by Tenant in violation of this Lease). However, in no event shall proceed with reasonable diligence Landlord be required to restore spend more than the Building to substantially insurance proceeds received by Landlord (plus the same condition which it was in immediately prior to the occurrence of the fire or other casualtyapplicable deductible amount, except provided that Landlord shall not be required to rebuild, repair, or replace any part of Tenant’s furniture, fixtures and equipment removable by Tenant under the provisions of this Lease or any Alterations to the Premises made by Tenant following the earliest Commencement Date pursuant to the terms of this Lease which were not approved by Landlord in writing, and Landlord shall not in any no event be required to spend for such work an the deductible amount in excess the event of damage by earthquake or acts of terrorism), provided that if Landlord does not have sufficient insurance proceeds (taking into account the applicable deductible amount, provided that Landlord shall in no event be required to spend the deductible amount in the event of damage by earthquake or acts of terrorism) to substantially complete the restoration of the insurance proceeds actually received by Leasehold Improvements in the Premises and Landlord as a result of the fire or other casualty, plus elects not to fund any deductible amounts thereunder. If Landlord determines that insurance proceeds will be insufficient to restore the Building as required by this Section 23shortfall, Landlord mayshall so notify Tenant and Tenant, at its optionwithin 10 days thereafter, elect shall have the right to either (1) terminate this Lease by the giving of written notice to Tenant, or (2) provide the extra funds necessary to complete the restoration. In the event Landlord did not originally construct any Alterations to be repaired, the time for Landlord to commence and complete such repairs shall be extended by the amount of time necessary for Landlord to obtain detailed working drawings of the Alterations to be repaired. In the event Landlord does not either commence the repairs to the Building within the time required herein, or complete the repairs to the Building within two hundred seventy (270) days after the date of such damage, Tenant may terminate this Lease by written notice thereof to Landlord given no later than thirty (30) days following the date on which Landlord was to commence or complete such repairs, as the case may beLandlord. Landlord shall not be liable for any inconvenience loss or annoyance damage to Tenant Tenant's Property or injury to the business of Tenant resulting in any way from such damage the fire or other casualty or from the repair thereof, except that, subject to and restoration of the damage. Landlord and Tenant hereby waive the provisions of any Law relating to the next sentencematters addressed in this Article, and agree that their respective rights for damage to or destruction of the Premises shall be those specifically provided in this Lease. B. If all or any portion of the Premises shall be made untenantable by fire or other casualty, Landlord shall allow shall, with reasonable promptness but in all events within 90 days from the date of such occurrence, cause an architect or general contractor selected by Landlord to provide Landlord and Tenant an equitable abatement with a written estimate of Rent during the amount of time required to substantially complete the repair and to the extent restoration of the Premises are unfit for occupancy and are vacated by Tenantmake the Premises tenantable again, using standard working methods ("Completion Estimate"). If the Completion Estimate indicates that the Premises cannot be made tenantable within 270 days from the date of the damage, then regardless of anything in Section XVII.A above to the contrary, either party shall have the right to terminate this Lease by giving written notice to the other of such election within 20 days after receipt of the Completion Estimate. The Premises shall not be considered tenantable until all necessary repairs and reconstruction work has been substantially completed therein and substantially all necessary parking and access to the Premises is available to Tenant. Tenant, however, shall not have the right to terminate this Lease if the fire or casualty was caused by the negligence or intentional misconduct of Tenant, Tenant Related Parties or any other of Tenant's contractors or licensees. In addition, Tenant shall have the right to terminate this Lease if: (1) a substantial portion of the Complex is Premises has been damaged by fire or other casualty resulting from and such damage cannot reasonably be repaired within 60 days after receipt of the Completion Estimate; (2) there is less than 1 year of the Term remaining on the date of such casualty; (3) the casualty was not caused by the negligence or intentional acts misconduct of Tenant or its agents, employees or contractors; and (4) Tenant provides Landlord with written notice of its intent to terminate within 30 days after the date of the fire or other casualty. Notwithstanding the foregoing, if Tenant was entitled to but elected not to exercise its right to terminate this Lease and Landlord does not substantially complete the repair and restoration of the Premises within 2 months after the expiration of the estimated period of time set forth in the Completion Estimate, which period shall be extended to the extent of any employeeReconstruction Delays, officerthen Tenant may terminate this Lease by written notice to Landlord within 15 days after the expiration of such period, contractoras the same may be extended, agent, subtenant, or licensee but prior to substantial completion of Tenantthe Premises. For purposes of this Lease, the Rent hereunder term "Reconstruction Delays" shall not be abated during the repair mean: (i) any delays caused by Tenant; and (ii) any delays caused by events of such damage, and Tenant shall remain liable for the payment thereofForce Majeure (defined in Section XXXI.D below).

Casualty Damage. If the Premises or any part thereof shall be damaged by fire or other casualty, Tenant shall give prompt written notice thereof to Landlord. In case the Building shall be so damaged by fire or other casualty that (i) substantial alteration or reconstruction of the Building shall, in the judgment of an independent architect selected by Landlord’s reasonable opinion, be required (whether or not the Premises shall have been damaged by such fire or other casualty) such that that the Building cannot be substantially restored to the condition which existed immediately prior to the damage or destruction within twenty-four (24) months after the fire or other casualty, or (ii) in the event any there is less than two (2) years of the Lease Term remaining or in the event Landlord’s mortgagee under a first mortgage or first deed of trust covering the Building should require that the insurance proceeds payable as a result of said fire or other a casualty be used applied to retire the payment of the mortgage debt, debt or (iii) in the event of the occurrence of a casualty which is not insured under the insurance required to be carried by Landlord pursuant any material uninsured loss to the terms of Section 20Building, Landlord either party may, at its option, terminate this Lease by notifying Tenant the other in writing of such termination within fifteen (15) days after the date of Landlord’s receipt of the estimated cost of reconstruction or determination by a mortgagee to take the proceeds in which event the Rent hereunder shall be abated as of the date of such damage. If Landlord does not elect to terminate this Lease, Landlord shall, as soon as practicable, but no more than ninety (90) days after the date of such damagecasualty. If neither party terminates this Lease, Landlord shall commence to repair and restore the Building and shall proceed with reasonable diligence to restore the Building Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement attached hereto as Exhibit D (except that Landlord shall not be responsible for delays not within the control of Landlord) to substantially the same condition in which it was in immediately prior to the occurrence happening of the fire or other casualty. Notwithstanding the foregoing, except Landlord’s obligation to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, shall not require Landlord to expend for such repair and restoration work more than the insurance proceeds actually received by the Landlord as a result of the casualty and Landlord’s obligation to restore shall be further limited so that Landlord shall not be required to rebuildexpend for the repair and restoration of the improvements located within the Premises, repairif any, or replace any part for which Landlord had financial responsibility pursuant to the Work Letter Agreement, more than the dollar amount of Tenant’s the Allowance, if any, described in the Work Letter Agreement. When the repairs described in the preceding two sentences have been completed by Landlord, Tenant shall complete the restoration of all improvements, including furniture, fixtures and equipment removable by Tenant under the provisions of this Lease or any Alterations equipment, which are necessary to the Premises made by Tenant following the earliest Commencement Date pursuant to the terms of this Lease which were not approved by Landlord in writing, and Landlord shall not in any event be required to spend for such work an amount in excess permit Tenant’s reoccupancy of the insurance proceeds actually received by Landlord as a result of Premises. Notwithstanding the fire or other casualtyforegoing, plus any deductible amounts thereunder. If Landlord determines that insurance proceeds will be insufficient to restore the Building as required by this Section 23, Landlord Lessee may, at its sole option, elect to either (1) terminate this Lease by written notice to Tenant, or (2) provide the extra funds necessary to complete the restoration. In the event Landlord did not originally construct any Alterations to be repaired, the time for Landlord to commence and complete such repairs shall be extended by the amount of time necessary for Landlord to obtain detailed working drawings of the Alterations to be repaired. In the event Landlord does not either commence the repairs to the Building within the time required herein, or complete the repairs to the Building within two hundred seventy (270) days after the date of such damage, Tenant may terminate this Lease by written notice thereof to Landlord given no later than on thirty (30) days’ written notice if the Premises have not been restored to substantially the same condition at the time of the loss within one hundred eighty (180) days following the date on which of the loss. Except as set forth above, all cost and expense of reconstructing the Premises shall be borne by Tenant, and Tenant shall present Landlord was with evidence satisfactory to commence or complete Landlord of Tenant’s ability to pay such repairs, as costs prior to Landlord’s commencement of repair and restoration of the case may bePremises. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant an equitable abatement or fair diminution of Rent during the time and to the extent the Premises are unfit for occupancy occupancy. This Lease sets forth the terms and are vacated by Tenantconditions upon which this Lease may terminate in the event of any damage or destruction. If the Premises or any other portion of the Complex is damaged by fire or other casualty resulting from the intentional acts of Tenant or any employee, officer, contractor, agent, subtenant, or licensee of TenantAccordingly, the Rent hereunder shall not be abated during parties hereby waive the repair provisions of such damageCalifornia Civil Code Section 1932, Subsection 2, and Tenant shall remain liable for Section 1933, Subsection 4 (and any successor statutes thereof permitting the payment thereofparties to terminate this Lease as a result of any damage or destruction).

Casualty Damage. A. If the Premises or any part thereof shall be damaged by fire or other casualty, Tenant shall give prompt written notice thereof to Landlord. In case the Building shall be so damaged by fire or other casualty that (i) in Landlord's reasonable judgment, substantial alteration or reconstruction of the Building shall, in the judgment of an independent architect selected by Landlord, shall be required (whether or not the Premises shall have has been damaged by such fire or other casualty) such that that or in the event Landlord will not be permitted by applicable law to rebuild the Building cannot be in substantially restored to the condition which same form as existed immediately prior to the damage or destruction within twenty-four (24) months after the fire or other casualty, casualty or in the event the Premises has been materially damaged and there is less than two (ii2) years of the Lease Term remaining on the date of such casualty or in the event any mortgagee under a first mortgage or first deed of trust covering the Building Mortgagee should require that the insurance proceeds payable as a result of said fire or other a casualty be used applied to retire the payment of the mortgage debt, debt or (iii) in the event of the occurrence of a casualty which is not insured under the insurance required to be carried by Landlord pursuant any material uninsured loss to the terms of Section 20Building, Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination within fifteen ninety (1590) days after the date of Landlord’s receipt of the estimated cost of reconstruction or determination by a mortgagee to take the proceeds in which event the Rent hereunder such casualty. Such termination shall be abated effective as of the date of such damagefire or casualty, with respect to any portion of the Premises that was rendered untenantable, and the effective date of termination specified in Landlord's notice, with respect to any portion of the Premises that remained tenantable. If Landlord does not elect to terminate this Lease, Landlord shall, as soon as practicable, but no more than ninety (90) days after the date of such damage, shall commence to repair and restore the Building and shall proceed with reasonable diligence to restore the Building to substantially the same condition which it was in immediately prior to the occurrence of the fire or other casualty, except (provided that Landlord shall not be required to rebuildrestore any unleased premises in the Building) and the Leasehold Improvements (but excluding any improvements, repair, alterations or replace any part of Tenant’s furniture, fixtures and equipment removable by Tenant under the provisions of this Lease or any Alterations to the Premises additions made by Tenant following in violation of this Lease) located within the earliest Commencement Date pursuant Premises, if any, which Landlord has insured (or is required to insure) to substantially the same condition they were in immediately prior to the terms happening of this Lease which were not approved by Landlord in writingthe casualty. Notwithstanding the foregoing, Landlord's obligation to restore the Building, and Landlord the Leasehold Improvements, if any, shall not in any event be required require Landlord to spend expend for such repair and restoration work an amount in excess of more than the insurance proceeds actually received by the Landlord as a result of the fire or other casualty, plus any deductible amounts thereunder. If Landlord determines that insurance proceeds will be insufficient to restore the Building as required by this Section 23, Landlord may, at its option, elect to either (1) terminate this Lease by written notice to Tenant, or (2) provide the extra funds necessary to complete the restoration. In the event Landlord did not originally construct any Alterations to be repaired, the time for Landlord to commence and complete such repairs shall be extended by the amount of time necessary for Landlord to obtain detailed working drawings of the Alterations to be repaired. In the event Landlord does not either commence the When repairs to the Building within the time required hereinPremises have been completed by Landlord, or Tenant shall complete the repairs restoration or replacement of all Tenant's Property necessary to permit Tenant's reoccupancy of the Building within two hundred seventy (270) days after the date of such damagePremises, and Tenant may terminate this Lease by written notice thereof shall present Landlord with evidence satisfactory to Landlord given no later than thirty (30) days following of Tenant's ability to pay such costs prior to Landlord's commencement of repair and restoration of the date on which Landlord was to commence or complete such repairs, as the case may bePremises. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant an equitable abatement a fair diminution of Rent on a per diem basis during the time and to the extent any damage to the Premises are unfit for occupancy causes the Premises to be rendered untenantable and are vacated not used by Tenant. If the Premises or any other portion of the Complex Building is damaged by fire or other casualty resulting from the intentional acts negligence of Tenant or any employee, officer, contractor, agent, subtenant, or licensee of TenantTenant Related Parties, the Rent hereunder shall not be abated diminished during any period during which the repair Premises, or any portion thereof, is untenantable (except to the extent Landlord is entitled to be reimbursed by the proceeds of such damageany rental interruption insurance), and Tenant shall remain be liable to Landlord for the payment thereofcost of the repair and restoration of the Building caused thereby to the extent such cost and expense is not covered by insurance proceeds. Landlord and Tenant hereby waive the provisions of any law from time to time in effect during the Lease Term relating to the effect upon leases of partial or total destruction of leased property. Landlord and Tenant agree that their respective rights in the event of any damage to or destruction of the Premises shall be those specifically set forth herein. B. Notwithstanding anything in this Article XIX to the contrary, if all or any portion of the Premises shall be made untenantable by a fire or other casualty, Landlord shall, with reasonable promptness, cause an architect or general contractor selected by Landlord to estimate the amount of time required to substantially complete repair and restoration of the Premises and make the Premises tenantable again, using standard working methods (the "Completion Estimate"). If the Completion Estimate indicates that the Premises cannot be made tenantable within one hundred eighty (180) days from the date the repair and restoration is started, either party shall have the right to terminate this Lease by giving written notice to the other of such election within ten (10) days after its receipt of the Completion Estimate. Tenant, however, shall not have the right to terminate this Lease in the event that the fire or casualty in question was caused by the negligence or intentional misconduct of Tenant or any Tenant Related Parties. If the Completion Estimate indicates that the Premises can be made tenantable within one hundred eighty (180) days from the date the repair and restoration is started and Landlord has not otherwise exercised its right to terminate the Lease pursuant to the terms hereof, or if the Completion Estimate indicates that the Premises cannot be made tenantable within one hundred eighty (180) days but neither party terminates this Lease pursuant to this Article XIX, Landlord shall proceed with reasonable promptness to repair and restore the Premises. Notwithstanding the foregoing, if Tenant was entitled to but elected not to exercise its right to terminate the Lease and Landlord does not substantially complete the repair and restoration of the Premises within two (2) months after the expiration of the estimated period of time set forth in the Completion Estimate, which period shall be extended to the extent of any Reconstruction Delays, then Tenant may terminate this Lease by written notice to Landlord within fifteen (15) days after the expiration of such period, as the same may be extended. For purposes of this Lease, the term "Reconstruction 25

Casualty Damage. If a. All proceeds payable by reason of any loss or damage to the Premises Leased Premises, or any part thereof portion thereof, and insured under any policy of insurance required by this Lease shall be damaged paid to LANDLORD and held by fire or other casualty, Tenant shall give prompt written notice thereof to Landlord. In case the Building LANDLORD in trust and shall be so damaged made available for reconstruction or repair, as the case may be, of any damage to or destruction of the Leased Premises, or any portion thereof, and shall be paid out by fire LANDLORD from time to time for the reasonable cost of such reconstruction or other casualty that (i) substantial alteration repair. Any excess proceeds of insurance remaining after the completion of the restoration or reconstruction of the Building shall, in the judgment of an independent architect selected by Landlord, be required (whether or not the Leased Premises shall be retained by LANDLORD free and clear upon completion of any such repair and restoration except as otherwise specifically provided below in this Section. In the event neither LANDLORD nor TENANT is required or elects to repair and restore, all such insurance proceeds shall be retained by LANDLORD. All salvage resulting from any risk covered by insurance shall belong to LANDLORD except that any salvage relating to additions paid for by TENANT or to TENANT’s personal property shall belong to TENANT. (1) If during the term of this Lease, Property One and/or Property Two is totally or partially destroyed from a risk covered by the insurance described in Section 9 and if such damaged Property is rendered unsuitable for TENANT’s use, TENANT shall have been the option, by giving notice to LANDLORD within sixty (60) days following the date of such destruction, to (i) restore such damaged by such fire or other casualty) such that that Property to substantially the Building cannot be substantially restored to the same condition which as existed immediately prior to before the damage or destruction within twenty-four (24) months after the fire or other casualtydestruction, or (ii) in the event any mortgagee under offer to acquire such damaged Property from LANDLORD for a first mortgage or first deed of trust covering the Building should require that the insurance proceeds payable as a result of said fire or other casualty be used to retire the mortgage debt, or (iii) in the event of the occurrence of a casualty which is not insured under the insurance required to be carried by Landlord pursuant purchase price equal to the terms of Section 20, Landlord may, at its option, terminate this Lease by notifying Tenant in writing Fair Market Value Purchase Price of such termination within fifteen (15) days after the date of Landlord’s receipt of the estimated cost of reconstruction Property immediately prior to such damage or determination by a mortgagee to take the proceeds in which event the Rent hereunder destruction. Such damage or destruction shall be abated as of the date of such damage. If Landlord does not elect to terminate this Lease. (2) If during the term of this Lease, Landlord shall, as soon as practicableProperty One and/or Property Two is partially destroyed from a risk covered by the insurance described in Section 9, but no more than ninety such damaged Property is not thereby rendered unsuitable for TENANT’s use, TENANT shall restore such damaged Property to substantially the same condition as existed immediately before the damage or destruction. Such damage or destruction shall not terminate this Lease; provided, however, if TENANT cannot within a reasonable time obtain all necessary governmental approvals, including building permits, licenses, conditional use permits and any certificates of need, after diligent efforts to do so, in order to be able to perform all required repair and restoration work and to operate such damaged Property for TENANT’s use in substantially the same manner as immediately prior to such damage or destruction, TENANT may offer to acquire such damaged Property for a purchase price equal to the Fair Market Value Purchase Price of such damaged Property immediately prior to such damage or destruction. (903) If the cost of the repair or restoration to a damaged Property exceeds the amount of insurance proceeds received by LANDLORD, TENANT shall be obligated to contribute any excess amount needed to restore the such damaged Property. Such amount shall be paid by TENANT to LANDLORD to be held in trust together with any other insurance proceeds for application to the cost of repair and restoration. (4) In the event LANDLORD does not accept TENANT’s offer to so purchase such damaged Property within thirty (30) days after the date of such damageoffer, commence TENANT may either (a) withdraw its offer to repair purchase such damaged Property and restore the Building and shall proceed with reasonable diligence to restore the Building such damaged Property to substantially the same condition which as existed immediately before the damage or destruction, or (b) terminate this Lease as to such damaged Property and LANDLORD shall retain the insurance proceeds, and TENANT shall pay to LANDLORD, on demand, the amount of any deductible or uninsured loss arising in connection therewith. (5) In the event LANDLORD accepts TENANT’s offer to purchase such damaged Property, this Lease shall terminate as to such damaged Property upon payment of the purchase price and LANDLORD shall remit to TENANT all insurance proceeds for such damaged Property being held in trust by LANDLORD or assign to TENANT all rights to receive the insurance proceeds if not already paid to LANDLORD. c. If during the term of this Lease, either Property One and/or Property Two is totally or materially destroyed from a risk not covered by the insurance described in Section 9, whether or not such damage or destruction renders such damaged Property unsuitable for TENANT’S use, TENANT shall either (i) restore such damaged Property to substantially the same condition it was in immediately before such damage or destruction and such damage or destruction shall not terminate this Lease or (ii) offer to acquire the damaged Property at its Fair Market Value Purchase Price immediately prior to such damage or destruction. d. All insurance proceeds payable by reason of any loss of or damage to TENANT’s personal property shall be paid to TENANT and TENANT shall use such insurance proceeds in trust to pay the occurrence cost of repairing or replacing TENANT’s personal property. e. If TENANT is required or elects to restore the fire Property or Properties as provided in this section, TENANT shall also restore all alterations and improvements made by TENANT, as well as TENANT’s personal property. f. This Lease shall remain in full force and effect and TENANT’s obligation to make rental payments and to pay all other casualtycharges required by this Lease shall remain unabated during any period required for repair and restoration, except that Landlord the proceeds of rental insurance, if any, paid to LANDLORD shall not be required to rebuild, repair, or replace any part constitute payment of Tenant’s furniture, fixtures and equipment removable such amounts by Tenant under the provisions TENANT. g. Any termination of this Lease to a damaged Property pursuant to this Section shall cause any right of first refusal granted to LANDLORD under this Lease to be terminated and to be without further force or effect as to the damaged Property. h. LANDLORD hereby waives any statutory or common law rights of termination which may arise by reason of any damage or destruction of the Properties or any Alterations to the Premises made by Tenant following the earliest Commencement Date pursuant to the terms of this Lease which were part thereof. i. If LANDLORD’S mortgagees do not approved by Landlord in writing, and Landlord shall not in any event be required to spend for such work an amount in excess of allow the insurance proceeds actually received by Landlord as a result of the fire or other casualtyto be used for restoration, plus any deductible amounts thereunder. If Landlord determines that insurance proceeds will then TENANT’s sole remedy shall be insufficient to restore the Building as required by this Section 23, Landlord may, at its option, elect to either (1) terminate this Lease by written notice as to Tenant, or (2) provide the extra funds necessary to complete the restoration. In the event Landlord did not originally construct any Alterations to be repaired, the time for Landlord to commence and complete such repairs shall be extended by the amount of time necessary for Landlord to obtain detailed working drawings of the Alterations to be repaired. In the event Landlord does not either commence the repairs to the Building within the time required herein, or complete the repairs to the Building within two hundred seventy (270) days after the date of such damage, Tenant may terminate this Lease by written notice thereof to Landlord given no later than thirty (30) days following the date on which Landlord was to commence or complete such repairs, as the case may be. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant an equitable abatement of Rent during the time and to the extent the Premises are unfit for occupancy and are vacated by Tenant. If the Premises or any other portion of the Complex is damaged by fire or other casualty resulting from the intentional acts of Tenant or any employee, officer, contractor, agent, subtenant, or licensee of Tenant, the Rent hereunder shall not be abated during the repair of such damage, and Tenant shall remain liable for the payment thereofProperty.

Casualty Damage. If the Premises or any part thereof shall be damaged by fire or other casualty, Tenant shall give prompt written notice thereof to Landlord. In case the Building shall be so damaged by fire or other casualty that (i) in Landlord's reasonable judgment, substantial alteration or reconstruction of the Building shall, in the judgment of an independent architect selected by Landlord, shall be required (whether or not the Premises shall have has been damaged by such fire or other casualty) such that that or in the event Landlord will not be permitted by applicable law to rebuild the Building cannot be in substantially restored to the condition which same form as existed immediately prior to the damage or destruction within twenty-four (24) months after the fire or other casualty, casualty or in the event the Premises has been materially damaged and there is less than two (ii2) years of the Lease Term remaining on the date of such casualty or in the event any mortgagee under a first mortgage or first deed of trust covering the Building Mortgagee should require that the insurance proceeds payable as a result of said fire or other a casualty be used applied to retire the payment of the mortgage debt, debt or (iii) in the event of the occurrence of a casualty which is not insured under the insurance required to be carried by Landlord pursuant any material uninsured loss to the terms of Section 20Building, Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination within fifteen ninety (1590) days after the date of Landlord’s receipt of the estimated cost of reconstruction or determination by a mortgagee to take the proceeds in which event the Rent hereunder such casualty. Such termination shall be abated effective as of the date of such damagefire or casualty, with respect to any portion of the Premises that was rendered untenantable, and the effective date of termination specified in Landlord's notice, with respect to any portion of the Premises that remained tenantable. If Landlord does not elect to terminate this Lease, Landlord shall, as soon as practicable, but no more than ninety (90) days after the date of such damage, shall commence to repair and restore the Building and shall proceed with reasonable diligence to restore the Building to substantially the same condition which it was in immediately prior to the occurrence of the fire or other casualty, except (provided that Landlord shall not be required to rebuildrestore any unleased premises in the Building) and the Leasehold Improvements (but excluding any improvements, repair, alterations or replace any part of Tenant’s furniture, fixtures and equipment removable by Tenant under the provisions of this Lease or any Alterations to the Premises additions made by Tenant following in violation of this Lease) located within the earliest Commencement Date pursuant Premises, if any, which Landlord has insured to substantially the same condition they were in immediately prior to the terms happening of this Lease which were not approved by Landlord in writingthe casualty. Notwithstanding the foregoing, Landlord's obligation to restore the Building, and Landlord the Leasehold Improvements, if any, shall not in any event be required require Landlord to spend expend for such repair and restoration work an amount in excess of more than the insurance proceeds actually received by the Landlord as a result of the fire or other casualty, plus any deductible amounts thereunder. If Landlord determines that insurance proceeds will be insufficient to restore the Building as required by this Section 23, Landlord may, at its option, elect to either (1) terminate this Lease by written notice to Tenant, or (2) provide the extra funds necessary to complete the restoration. In the event Landlord did not originally construct any Alterations to be repaired, the time for Landlord to commence and complete such repairs shall be extended by the amount of time necessary for Landlord to obtain detailed working drawings of the Alterations to be repaired. In the event Landlord does not either commence the When repairs to the Building within the time required hereinPremises have been completed by Landlord, or Tenant shall complete the repairs restoration or replacement of all Tenant's Property necessary to permit Tenant's reoccupancy of the Building within two hundred seventy (270) days after the date of such damagePremises, and Tenant may terminate this Lease by written notice thereof shall present Landlord with evidence satisfactory to Landlord given no later than thirty (30) days following of Tenant's ability to pay such costs prior to Landlord's commencement of repair and restoration of the date on which Landlord was to commence or complete such repairs, as the case may bePremises. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant an equitable abatement a fair diminution of Rent on a per diem basis during the time and to the extent any damage to the Premises are unfit for occupancy causes the Premises to be rendered untenantable and are vacated not used by Tenant. If the Premises or any other portion of the Complex Building is damaged by fire or other casualty resulting from the intentional acts negligence of Tenant or any employee, officer, contractor, agent, subtenant, or licensee of TenantTenant Related Parties, the Rent hereunder shall not be abated diminished during any period during which the repair Premises, or any portion thereof, is untenantable (except to the extent Landlord is entitled to be reimbursed by the proceeds of such damageany rental interruption insurance), and Tenant shall remain be liable to Landlord for the payment thereofcost of the repair and restoration of the Building caused thereby to the extent such cost and expense is not covered by insurance proceeds. Landlord and Tenant hereby waive the provisions of any law from time to time in effect during the Lease Term relating to the effect upon leases of partial or total destruction of leased property. Landlord and Tenant agree that their respective rights in the event of any damage to or destruction of the Premises shall be those specifically set forth herein. Notwithstanding anything in this Article XIX to the contrary, if all or any portion of the Premises shall be made untenantable by a fire or other casualty, Landlord shall with reasonable promptness, cause an architect or general contractor selected by Landlord to estimate the amount of time required to substantially complete repair and restoration of the Premises and make the Premises tenantable again, using standard working methods (the "Completion Estimate"). If the Completion Estimate indicates that the Premises cannot be made tenantable within twelve (12) months from the date the repair and restoration is started, either party shall have the right to terminate this Lease by giving written notice to the other of such election within ten (10) days after its receipt of the Completion Estimate. Tenant, however, shall not have the right to terminate this Lease in the event that the fire or casualty in question was caused by the negligence or intention misconduct of Tenant or any Tenant Related Parties. If the Completion Estimate indicates that the Premises can be made tenantable within twelve (12) months from the date the repair and restoration is started and Landlord has not otherwise exercised its right to terminate the Lease pursuant to the terms hereof, or if the Completion Estimate indicates that the Premises cannot be made tenantable within twelve (12) months but neither party terminates this Lease pursuant to this Article XIX, Landlord shall proceed with reasonable promptness to repair and restore the Premises.

Casualty Damage. If the Premises or any part thereof shall be damaged by fire or other casualty, Tenant Lessee shall give prompt written notice thereof to LandlordLessor. In case the Building shall be damaged by fire or other casualty, but shall not be rendered untenantable in whole or in part, Lessor shall, at its sole expense, cause such damage to be repaired with reasonable diligence to substantially the same condition in which it was immediately prior to the happening of the casualty, and the Base Rental hereunder shall not be abated; however, in case the Building shall be so damaged by fire or other casualty that (i) substantial alteration or reconstruction of the Building shall, in the judgment of an independent architect selected by LandlordLessor's sole opinion, be required (whether or not the Premises shall have been damaged by such fire or other casualty) such that that the Building cannot be substantially restored to the condition which existed immediately prior to the damage or destruction within twenty-four (24) months after the fire or other casualty), or (ii) in the event any mortgagee under a first mortgage or first deed of trust covering the Building should require that the insurance proceeds payable as a result of said fire or other casualty be used to retire the mortgage debt, or (iii) in the event of the occurrence of a casualty which is not insured under the insurance required to be carried by Landlord pursuant to the terms of Section 20, Landlord may, Lessor may at its option, terminate this Lease and the term and estate hereby granted by notifying Tenant Lessee in writing of such termination within fifteen sixty (15) days after the date of Landlord’s receipt of the estimated cost of reconstruction or determination by a mortgagee to take the proceeds in which event the Rent hereunder shall be abated as of the date of such damage. If Landlord does not elect to terminate this Lease, Landlord shall, as soon as practicable, but no more than ninety (9060) days after the date of such damage. If Lessor does not thus elect to terminate this Lease, Lessor shall within seventy-five (75) days after the date of such damage commence to repair and restore the Building and shall proceed with reasonable diligence to restore the Building (except that Lessor shall not be responsible for delays outside its control) to substantially the same condition in which it was in immediately prior to the occurrence happening of the fire or other casualty, except that Landlord Lessor shall not be required to rebuild, repair, or replace any part of Tenant’s furnitureLessee's fixtures, fixtures and equipment equipment, or other personal property removable by Tenant Lessee under the provisions of this Lease or any Alterations to the Premises made by Tenant following the earliest Commencement Date pursuant to the terms of this Lease which were not approved by Landlord in writingLease, and Landlord Lessor shall not in any event be required to spend for such work an amount in excess of the insurance proceeds actually received by Landlord Lessor as a result of the fire or other casualty, plus any deductible amounts thereunder. If Landlord determines that insurance proceeds will be insufficient to restore the Building as required by this Section 23, Landlord may, at its option, elect to either (1) terminate this Lease by written notice to Tenant, or (2) provide the extra funds necessary to complete the restoration. In the event Landlord did not originally construct any Alterations to be repaired, the time for Landlord to commence and complete such repairs shall be extended by the amount of time necessary for Landlord to obtain detailed working drawings of the Alterations to be repaired. In the event Landlord does not either commence the repairs to the Building within the time required herein, or complete the repairs to the Building within two hundred seventy (270) days after the date of such damage, Tenant may terminate this Lease by written notice thereof to Landlord given no later than thirty (30) days following the date on which Landlord was to commence or complete such repairs, as the case may be. Landlord Lessor shall not be liable for any inconvenience or annoyance to Tenant Lessee or injury to the business of Tenant Lessee resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord Lessor shall allow Tenant an equitable abatement Lessee a fair diminution of Rent rent during the time and to the extent the Premises Premises, or any portion thereof, are unfit for occupancy and are vacated by Tenantoccupancy. If the Premises or any other portion of the Complex is Building be damaged by fire or other casualty resulting from the intentional acts fault or negligence of Tenant Lessee or any employeeof Lessee's agents, officer, contractor, agent, subtenantemployees, or licensee of Tenantinvitees, the Rent rent hereunder shall not be abated diminished during the repair of such damage, and Tenant Lessee shall remain be liable to Lessor for the payment thereofcost and expense of the repair and restoration of the Building caused thereby to the extent such cost and expense is not covered by insurance proceeds. Any insurance which may be carried by Lessor or Lessee against loss or damage to the Building or to the Premises shall be for the sole benefit of the party carrying such insurance and under its sole control.

Casualty Damage. If the Premises Building or any part thereof shall be portion of it is damaged or destroyed by fire or other casualty, Tenant shall give prompt written notice thereof to Landlord. In case any casualty and: (a) the Building or Project or a material part of the Common Areas shall be so damaged by fire or other casualty that (i) substantial alteration or reconstruction of the Building shall, in the judgment of an independent architect selected by Landlord’s opinion, be required (whether or not the Premises shall have been damaged by such fire the casualty); or other casualty(b) such that that Landlord is not permitted to rebuild the Building cannot be or a material part of the Common Areas in substantially restored to the condition which same form as it existed immediately prior to before the damage or destruction within twenty-four (24) months after the fire or other casualty, damage; or (iic) in the event Premises shall be materially damaged by casualty during the last two years of the Lease Term; or (d) any mortgagee under a first mortgage or first deed of trust covering the Building should require requires that the insurance proceeds payable as a result be applied to the payment of said fire or other casualty be used to retire the mortgage debt, ; or (iiie) in the event of the occurrence of a casualty which damage is not insured under the fully covered by insurance required to be carried maintained by Landlord pursuant to the terms of Section 20, Landlord; then Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination within fifteen (15) 90 days after the date casualty, give notice to Tenant of Landlord’s receipt election to terminate this Lease, and the balance of the estimated cost of reconstruction or determination by a mortgagee to take Lease Term shall automatically expire on the proceeds in which event fifth day after the Rent hereunder shall be abated as of the date of such damagenotice is delivered. If Landlord does not elect to terminate this Lease, provided that Tenant was operating from the Premises immediately prior to the casualty and will recommence operations after restoration of the Premises, Landlord shall, as soon as practicable, but no more than ninety (90) days after the date of such damage, commence to repair and restore the Building and shall proceed with reasonable diligence to restore the Building and the Premises. Landlord’s obligation to substantially restore shall be limited to restoration of the same Premises to a Building standard core and shell condition which it was in immediately prior to the occurrence of the fire or other casualtyextent insurance proceeds are sufficient; in no event shall Landlord be obligated to restore any improvements which were installed by Tenant. However, except that Landlord shall not be required to rebuild, repair, restore any unleased premises in the Building or replace any part portion of Tenant’s property. If this Lease is not terminated, Tenant shall, at its expense, promptly restore all leasehold improvements installed in the Premises (including the Tenant Improvements) and its own furniture, trade fixtures and equipment removable personal property. Rent shall ▇▇▇▇▇ in proportion to the portion of the Premises not usable (and actually not used) by Tenant under the provisions of this Lease or any Alterations to the Premises made by Tenant following the earliest Commencement Date pursuant to the terms of this Lease which were not approved by Landlord in writing, and Landlord shall not in any event be required to spend for such work an amount in excess of the insurance proceeds actually received by Landlord as a result of the fire or other casualty, plus any deductible amounts thereunder. If Landlord determines that insurance proceeds will be insufficient to restore the Building as required by this Section 23, Landlord may, at its option, elect to either (1) terminate this Lease by written notice to Tenant, or (2) provide the extra funds necessary to complete the restoration. In the event Landlord did not originally construct any Alterations to be repaired, the time for Landlord to commence and complete such repairs shall be extended by the amount of time necessary for Landlord to obtain detailed working drawings of the Alterations to be repaired. In the event Landlord does not either commence the repairs casualty resulting in damage to the Building within the time which is covered by insurance carried or required hereinto be carried by Landlord under this Lease, or complete the repairs to the Building within two hundred seventy (270) days after the date as of such damage, Tenant may terminate this Lease by written notice thereof to Landlord given no later than thirty (30) days following the date on which the Premises becomes unusable and the abatement shall continue until the date that Landlord was restores the Premises to commence or complete such repairs, as the case may bea Building standard core and shell condition. Landlord shall not otherwise be liable to Tenant for any delay in restoring the Premises or any inconvenience or annoyance to Tenant or injury to the Tenant’s business of Tenant resulting in any way from such the damage or the repair thereofrepairs, except that, subject Tenant’s sole remedy being the right to the provisions of the next sentence, Landlord shall allow Tenant an equitable abatement of Rent during the time and to the extent the Premises are unfit for occupancy and are vacated Rent. The proceeds payable under all casualty insurance policies maintained by Tenant. If Landlord on the Premises or any other portion Building shall belong to and be the property of the Complex is damaged by fire or other casualty resulting from the intentional acts of Tenant or any employee, officer, contractor, agent, subtenant, or licensee of Tenant, the Rent hereunder shall not be abated during the repair of such damageLandlord, and Tenant shall remain liable not have any interest in such proceeds. Tenant agrees to look to Tenant’s casualty insurance policies for the payment thereofrestoration and replacement of all of the improvements existing in the Premises as of the Commencement Date (including any Tenant Improvements defined herein) and any modifications and additions thereto, and Tenant’s fixtures, equipment and furnishings in the Premises, and in the event of termination of this Lease, for any reason, following any damage or destruction, Tenant shall promptly assign to Landlord or otherwise pay to Landlord, upon Landlord’s request, the proceeds of said insurance and such other additional funds so that the total amount assigned and/or paid by Tenant to Landlord shall be sufficient to restore (whether or not any such restoration is actually to occur) all improvements, fixtures, equipment and furnishings (excepting only Tenant’s moveable personal property and equipment) existing therein immediately prior to such damage or destruction. Such obligation of Tenant shall survive the expiration or termination of this Lease.

Casualty Damage. If (a) Tenant shall give immediate notice (by telephone, confirmed in writing) to Landlord of any damage caused to the Premises or any part thereof shall be damaged by fire or other casualty, Tenant shall give prompt written notice thereof to Landlord. In case the Building shall be so damaged by fire or other casualty that (i) substantial alteration or reconstruction of the Building shall, in the judgment of an independent architect selected by Landlord, be required (whether or not the Premises shall have been damaged by such fire or other casualty) such that that the Building cannot be substantially restored to the condition which existed immediately prior to the damage or destruction within twenty-four (24) months after the fire or other casualty, or (ii) in the event any mortgagee under a first mortgage or first deed of trust covering the Building should require that the insurance proceeds payable as a result of said fire or other casualty be used to retire the mortgage debt, or (iii) in the event of the occurrence of a casualty which is not insured under the insurance required to be carried by Landlord pursuant to the terms of Section 20, Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination within fifteen (15) days after the date of Landlord’s receipt of the estimated cost of reconstruction or determination by a mortgagee to take the proceeds in which event the Rent hereunder shall be abated as of the date of such damage. If and if Landlord does not elect to terminate this Lease, Lease as provided in Paragraph 19(b) hereof Landlord shall, as soon as practicable, but no more than ninety (90) days after the date of such damage, commence shall proceed with reasonable diligence and at its sole cost and expense to repair and restore the Building Premises (other than any Tenant's Work, any improvements, alterations, changes and shall proceed with reasonable diligence additions to restore the Building Premises, and any personal property of Tenant) to substantially the same condition which it was in as immediately prior to said damage or destruction. (b) If the Shopping Center or the Premises shall be destroyed or substantially damaged by a casualty not covered by Landlord's insurance, or if 25% or more of the Premises is damaged or rendered untenantable by a casualty covered by Landlord's insurance, or if the Premises are not affected but 25% or more of the Shopping Center, or such portion of the Common Areas as shall render the Premises or the Shopping Center untenantable, is damaged or rendered untenantable, then in any such event Landlord may elect either to terminate this Lease or to proceed to rebuild and repair the Premises or that portion of the Shopping Center so damaged. Landlord shall give written notice to Tenant of such election within 90 days after the occurrence of the fire or other such casualty, except that Landlord shall not be required to rebuild, repair, or replace any part of Tenant’s furniture, fixtures and equipment removable by Tenant under within 30 days after the provisions of this Lease or any Alterations to the Premises made by Tenant following the earliest Commencement Date pursuant to the terms of this Lease which were not approved by Landlord in writing, and Landlord shall not in any event be required to spend for such work an amount in excess adjustment of the insurance proceeds actually received by Landlord as a result of the fire or other casualtysettlement, plus any deductible amounts thereunder. If Landlord determines that insurance proceeds will be insufficient to restore the Building as required by this Section 23, Landlord may, at its option, elect to either (1) terminate this Lease by written notice to Tenant, or (2) provide the extra funds necessary to complete the restorationwhichever is later. In the event Landlord did that such notice of termination shall be given, this Lease shall terminate as of the date provided in such notice of termination (whether or not originally construct any Alterations to be repairedthe Term shall have commenced) with the same effect as if that date were the Expiration Date. (c) If the Premises are damaged, the time for Landlord Basic Rent and the Additional Rent payable pursuant to commence Paragraphs 6 and complete such repairs 7 hereof, shall be extended by abated in proportion to the amount of time necessary for Landlord to obtain detailed working drawings degree in which Tenant's use of the Alterations to be repaired. In Premises is impaired during the event Landlord does not either commence the repairs to the Building within the time required herein, or complete the repairs to the Building within two hundred seventy (270) days after the date period of such any damage, repair or restoration provided for in this Paragraph 19. Except for such abatement, Tenant may terminate this Lease by written notice thereof to Landlord given no later than thirty (30) days following the date on which Landlord was to commence or complete such repairs, as the case may be. Landlord shall not be liable entitled to any compensation or damage for loss in the use of the whole or any part of the Premises and/or any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant an equitable abatement of Rent during the time and to the extent the Premises are unfit for occupancy and are vacated occasioned by Tenant. If the Premises or any other portion of the Complex is damaged by fire or other casualty resulting from the intentional acts of Tenant or any employee, officer, contractor, agent, subtenant, or licensee of Tenant, the Rent hereunder shall not be abated during the repair of such damage, and Tenant shall remain liable for the payment thereofdestruction, repair or restoration.

Casualty Damage. A. If the Premises or any part thereof shall be damaged by fire or other casualty, Tenant shall give prompt written notice thereof to Landlord. In case the Building shall be so damaged by fire or other casualty that (i) in Landlord's reasonable judgment, substantial alteration or reconstruction of the Building shall, in the judgment of an independent architect selected by Landlord, shall be required (whether or not the Premises shall have has been damaged by such fire or other casualty) such that that or in the event Landlord will not be permitted by applicable law to rebuild the Building cannot be in substantially restored to the condition which same form as existed immediately prior to the damage or destruction within twenty-four (24) months after the fire or other casualty, casualty or in the event the Premises has been materially damaged and there is less than two (ii2) years of the Lease Term remaining on the date of such casualty or in the event any mortgagee under a first mortgage or first deed of trust covering the Building Mortgagee should require that the insurance proceeds payable as a result of said fire or other a casualty be used applied to retire the payment of the mortgage debt, debt or (iii) in the event of the occurrence of a casualty which is not insured under the insurance required to be carried by Landlord pursuant any material uninsured loss to the terms of Section 20Building, Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination within fifteen sixty (1560) days after the date of Landlord’s receipt of the estimated cost of reconstruction or determination by a mortgagee to take the proceeds in which event the Rent hereunder such casualty. Such termination shall be abated effective as of the date of such damagefire or casualty, with respect to any portion of the Premises that was rendered untenantable. and the effective date of termination specified in Landlord's notice, with respect to any portion of the Premises that remained tenantable. If Landlord does not elect to terminate this Lease, Landlord shall, as soon as practicable, but no more than ninety (90) days after the date of such damage, shall commence to repair and restore the Building and shall proceed with reasonable diligence to restore the Building to substantially the same condition which it was in immediately prior to the occurrence of the fire or other casualty, except building (provided that Landlord shall not be required to rebuildrestore any unleased premises in the Building) and the Leasehold Improvements (but excluding any improvements, repair, alterations or replace any part of Tenant’s furniture, fixtures and equipment removable by Tenant under the provisions of this Lease or any Alterations to the Premises additions made by Tenant following in violation of this Lease) located within the earliest Commencement Date pursuant Premises, if any, which Landlord has insured or was obligated to insure to substantially the same condition they were in immediately prior to the terms happening of this Lease which were not approved by Landlord in writingthe casualty. Notwithstanding the foregoing, Landlord's obligation to restore the Building, and Landlord the Leasehold Improvements, if any, shall not in any event be required require Landlord to spend expend for such repair and restoration work an amount in excess of more than the insurance proceeds actually received by the Landlord as a result of the fire casualty (or other casualty, plus any deductible amounts thereunder. If which would have been received had Landlord determines that insurance proceeds will be insufficient to restore insured the Building Property as required by this Section 23herein): provided that if Landlord does not have sufficient proceeds to substantially complete the restoration of the Leasehold Improvements in the Premises and Landlord elects not to fund any shortfall, Landlord mayshall so notify Tenant and Tenant, at its optionwithin tan (10) days thereafter, elect shall have the right to either (1) terminate this Lease by the giving of written notice to Tenant, or (2) provide the extra funds necessary to complete the restorationLandlord. In the event Landlord did not originally construct any Alterations to be repaired, the time for Landlord to commence and complete such repairs shall be extended by the amount of time necessary for Landlord to obtain detailed working drawings of the Alterations to be repaired. In the event Landlord does not either commence the When repairs to the Building within the time required hereinPremises have been completed by Landlord, or Tenant shall complete the repairs restoration or replacement of all Tenant's Property necessary to permit Tenant's reoccupancy of the Building within two hundred seventy (270) days after the date of such damagePremises, and Tenant may terminate this Lease by written notice thereof shall present Landlord with evidence satisfactory to Landlord given no later than thirty (30) days following of Tenant's ability to pay such costs prior to Landlord's commencement of repair and restoration of the date on which Landlord was to commence or complete such repairs, as the case may bePremises. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant an equitable abatement a fair diminution of Rent on a per them basis during the time and to the extent any damage to the Premises are unfit for occupancy causes the Premises to be rendered untenantable and are vacated not used by Tenant. If the Premises Promises or any other portion of the Complex Building is damaged by fire or other casualty resulting from the intentional acts negligence of Tenant or any employee, officer, contractor, agent, subtenant, or licensee of TenantTenant Related Parties, the Rent hereunder shall not be abated diminished during any period during which the repair Premises, or any portion thereof, is untenantable (except to the extent Landlord is entitled to be reimbursed by the proceeds of such damageany rental interruption insurance), and Tenant shall remain be liable to Landlord for the payment thereofcost of the repair and restoration of the Building caused thereby to the extent such cost and expense is not covered by insurance proceeds. Landlord and Tenant hereby waive the provisions of any law from time to time in effect during the Lease Term relating to the effect upon leases of partial or total destruction of leased property. Landlord and Tenant agree that their respective rights in the event of any damage to or destruction of the Premises shall be those specifically set forth herein. B. Notwithstanding anything in this Article XIX to the contrary, if all or any portion of the Premises shall be made untenantable by a fire or other casualty, Landlord shall, with reasonable promptness (but not to exceed ninety (90) days following the date of the casualty), cause an architect or general contractor selected by Landlord to estimate the amount of time required to substantially complete repair and restoration of the Premises and make the Premises tenantable again, using standard working methods (the "Completion Estimate"). If the Completion Estimate indicates that the Premises cannot be made tenantable within nine (9) months from the date of the Completion Estimate, either party shall have the right to terminate this Lease by giving written notice to the other of such election within ten (10) days after its receipt of the Completion Estimate. Tenant, however. shall not have the right to terminate this Lease in the event that the fire or casualty in question was caused by the negligence or intentional misconduct of Tenant or any Tenant Related Par-ties. If the Completion Estimate indicates that the Premises can be made tenantable within nine (9) months from the date the repair and restoration is started and Landlord has not otherwise exercised its right to terminate the Lease pursuant to the terms hereof, or if the Completion Estimate indicates that the Premises cannot be made tenantable within nine (9) months but neither party terminates this Lease pursuant to this Article XIX, Landlord shall proceed with reasonable promptness to repair and restore the Premises.

Casualty Damage. If the Premises or any part thereof shall be damaged by fire or other casualty, Tenant shall give prompt written notice thereof to Landlord. In case the Building Complex shall be so damaged by fire or other casualty that (i) substantial alteration or reconstruction of the Building Complex shall, in the judgment of an independent architect selected by Landlord's reasonable opinion, be required (whether or not the Premises shall have been damaged by such fire or other casualty) such that that the Building cannot be substantially restored to the condition which existed immediately prior to the damage or destruction within twenty-four (24) months after the fire or other casualty, or (ii) in the event any mortgagee under a first mortgage or first deed of trust covering the Building Landlord's should require that the insurance proceeds payable as a result of said fire or other a casualty be used applied to retire the payment of the mortgage debtdebt and not to reconstruction of the Complex, or (iii) in the event of any material uninsured loss to the occurrence of a casualty Complex for which Landlord is not insured under the insurance required to be carried by Landlord pursuant to insure under the terms of Section 20this Lease, Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination within fifteen (15) days after the date of Landlord’s receipt of the estimated cost of reconstruction or determination by a mortgagee to take the proceeds in which event the Rent hereunder shall be abated as of the date of such damage. If Landlord does not elect to terminate this Lease, Landlord shall, as soon as practicable, but no more than ninety (90) days after the date of such damage. In furtherance of the foregoing, but not in limitation thereof, if the repairs and restoration of the Premises cannot be completed within one hundred fifty (150) days after the occurrence of such damage (taking into account the time needed for removal of debris, preparation of plans and issuance of all required governmental permits), Landlord and Tenant shall have the right, at the option of either, to terminate this Lease as described in the following sentences. Within forty-five (45) days after the occurrence of such damage, Landlord shall provide reasonable assurances to Tenant that such repairs and restoration can be substantially completed within one hundred fifty (150) days of the occurrence of the damage and that Landlord intends to perform such repairs and restoration. If Landlord so informs Tenant that such repairs and restoration can be completed within such time, this Lease shall continue and Landlord shall use its reasonable best efforts to complete said repairs and restoration within said 150-day period. If Landlord fails to provide such assurances, then Tenant shall have the right to notify Landlord within fifteen (15) days that it is terminating this Lease. If the restoration of the Premises is not substantially completed within said 150-day period due to no fault of Tenant, Tenant shall have the right to terminate this Lease by giving notice to Landlord no later than the second business day following the end of said 150-day period. If this Lease is terminated pursuant to the preceding sentences, all rent payable hereunder shall be apportioned and paid to the date of the occurrence of such damage. If this Lease is not terminated, Landlord shall, following settlement of Landlord's insurance claims, promptly commence to repair and restore the Building and shall proceed with reasonable diligence to restore the Building Premises and the Complex to substantially the same condition in which it was in they were immediately prior to the occurrence happening of the fire or other casualty, except that Landlord Landlord's obligation to restore shall not be exceed the scope of the work required to rebuild, repair, or replace any part be done at Landlord's expense in originally constructing the Complex and the scope of Tenant’s furniture, fixtures and equipment removable by Tenant under the provisions of this Lease or any Alterations to work in the Premises made by Tenant following as described in the earliest Commencement Date pursuant to the terms of this Lease which were not approved by Work Agreement attached hereto as Exhibit B, nor shall Landlord in writing, and Landlord shall not in any event be required to spend for such work an amount in excess of the deductible amount in Landlord's policy and the insurance proceeds actually received by Landlord as a result of the fire or other casualty. At such time as Landlord has completed its reconstruction obligations as above set forth, plus any deductible amounts thereunder. If Landlord determines that insurance proceeds will be insufficient to restore the Building as required by this Section 23, Landlord mayTenant shall, at its optionTenant's expense, elect to either (1) terminate this Lease by written notice to Tenant, or (2) provide the extra funds necessary to complete the restorationrestoration of the Premises. In Landlord shall not be liable to Tenant for the event Landlord did not originally construct repair or replacement of any Alterations to be repairedinstallation made by Tenant. Repairs or replacements of installations made by Tenant or of Tenant's furniture, the time for Landlord to commence fixtures, equipment and complete such repairs contents shall be extended made by the amount of time necessary for Landlord to obtain detailed working drawings of the Alterations to be repaired. In the event Landlord does not either commence the repairs to the Building within the time required herein, or complete the repairs to the Building within two hundred seventy (270) days after the date of such damage, Tenant may terminate this Lease by written notice thereof to Landlord given no later than thirty (30) days following the date on which Landlord was to commence or complete such repairs, as the case may beat its sole cost. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant an equitable abatement a pro rata diminution of Rent rent during the time and to based on the extent portion of the Premises that are damaged and unfit for occupancy and are vacated by Tenantoccupancy. If the Premises or any other portion of the Complex is damaged by fire or other casualty resulting from the intentional acts negligence of Tenant or any employee, officer, contractor, agent, subtenant, or licensee of Tenant's agents or employees, the Rent rent hereunder shall not be abated diminished during the repair of such damage, and Tenant shall remain liable for the payment thereof.

Casualty Damage. (a) If the Premises or any part thereof shall be damaged by fire or other casualty, Tenant shall give prompt written notice thereof to Landlord. In case the Building shall be so damaged by fire or other casualty that (i) substantial alteration or reconstruction of the Building shall, in the judgment of an independent architect selected by Landlord's sole opinion, be required (whether or not the Premises shall have been damaged by such fire or other casualty) such that that or in the Building cannot be substantially restored to event there is less than one (1) year of the condition which existed immediately prior to the damage Lease Term remaining or destruction within twenty-four (24) months after the fire or other casualty, or (ii) in the event any mortgagee under a first mortgage or first deed of trust covering the Building Landlord's should require that the insurance proceeds payable as a result of said fire or other a casualty be used applied to retire the payment of the mortgage debt, debt or (iii) in the event of the occurrence of a casualty which is not insured under the insurance required to be carried by Landlord pursuant any material uninsured loss to the terms of Section 20Building, Landlord may, at its option, terminate this Lease EFFECTIVE THE DATE OF THE DAMAGE BY CASUALTY, by notifying Tenant in writing of such termination within fifteen THIRTY (15) days after the date of Landlord’s receipt of the estimated cost of reconstruction or determination by a mortgagee to take the proceeds in which event the Rent hereunder shall be abated as of the date of such damage. If Landlord does not elect to terminate this Lease, Landlord shall, as soon as practicable, but no more than ninety (9030) days after the date of such damagecasualty. If Landlord does not thus elect to terminate this Lease, and the Lease is not terminated pursuant to subparagraph (c) below, Landlord shall commence to repair and restore the Building and shall proceed with reasonable diligence to restore the Building, and the improvements located within the Premises to Building to substantially the same Standard condition which it was in immediately prior to the occurrence of the fire or other casualty, (except that Landlord shall not be required responsible for delays not within the control of Landlord). Notwithstanding the foregoing, Landlord's obligation to rebuildrestore the Building, repairand the improvements located within the Premises, or replace any part of Tenant’s furnitureif any, fixtures and equipment removable by Tenant under the provisions of this Lease or any Alterations to the Premises made by Tenant following the earliest Commencement Date for which Landlord had financial responsibility pursuant to the terms of this Lease which were not approved by Landlord in writingWork Letter Agreement, and Landlord shall not in any event be required require Landlord to spend expend for such repair and restoration work an amount in excess of more than the insurance proceeds actually received by the Landlord as a result of the fire or other casualty. When the repairs described in the preceding two sentences have been completed by Landlord, plus any deductible amounts thereunderTenant shall complete the restoration of all improvements, including trade fixtures and equipment, which are necessary to permit Tenant's re-occupancy of the Premises TO THE EXTENT OF INSURANCE PROCEEDS ACTUALLY RECEIVED BY TENANT. If Landlord determines that insurance proceeds will Except as set forth above, all cost and expense of reconstructing the Premises shall be insufficient to restore the Building as required paid by this Section 23, Landlord may, at its option, elect to either (1) terminate this Lease by written notice to Tenant, or (2) provide the extra funds necessary and Tenant shall present Landlord with evidence satisfactory to complete the restoration. In the event Landlord did not originally construct any Alterations of Tenant's ability to be repaired, the time for Landlord pay such costs prior to commence Landlord's commencement of repair and complete such repairs shall be extended by the amount of time necessary for Landlord to obtain detailed working drawings restoration of the Alterations to be repaired. In the event Landlord does not either commence the repairs to the Building within the time required herein, or complete the repairs to the Building within two hundred seventy Premises. (270b) days after the date of such damage, Tenant may terminate this Lease by written notice thereof to Landlord given no later than thirty (30) days following the date on which Landlord was to commence or complete such repairs, as the case may be. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant an equitable abatement a fair diminution of Rent rent during the time and to the extent the Premises are unfit for occupancy and are vacated by Tenantoccupancy. If the Premises or any other portion of the Complex Building is damaged by fire or other casualty resulting from the intentional acts fault or negligence of Tenant or any employee, officer, contractor, agent, subtenant, or licensee of TenantTenant Party, the Rent rent hereunder shall not be abated diminished during the repair of such damage, damage and Tenant shall remain be liable to Landlord for the payment thereofcost of the repair and restoration of the Building caused thereby to the extent such cost and expense is not covered by insurance proceeds. (c) Notwithstanding anything in the Paragraph 19 to the contrary, if all or any portion of the Premises shall be made untenantable by a fire or other casualty, Landlord shall with reasonable promptness, cause an architect or general contractor selected by Landlord to estimate the amount of time required to substantially complete repair and restoration of the Premises and make the Premises tenantable again, using standard working methods (the "Completion Estimate"). If the Completion Estimate indicates that the Premises cannot be made tenantable within twelve (12) months from the date the repair and restoration is started, either party shall have the right to terminate this Lease by giving written notice to the other of such election within ten (10) days after its receipt of the Completion Estimate. Tenant, however, shall not have the right to terminate this Lease in the event that the fire or casualty in question was caused by the negligence or intentional misconduct of Tenant or any Tenant Party or if Tenant is then in default of this Lease. If the Completion Estimate indicates that the Premises can be made tenantable with twelve (12) months from the date the repair and restoration is started and Landlord has not otherwise exercised its right to terminate the Lease pursuant to the terms hereof, or if the Completion Estimate indicates that the Premises cannot be made tenantable with twelve (12) months but neither party terminates this Lease pursuant to this Paragraph 19, Landlord shal▇ ▇▇▇▇▇▇▇ ▇▇▇▇ ▇▇asonable promptness to repair and restore the Premises. (d) If pursuant to subparagraph (c) Tenant was entitled to but elected not to exercise its right to terminate the Lease and Landlord does not substantially complete the repair and restoration of the Premises within two (21) months after the expiration of the estimated period of time set forth in the Completion Estimate, which period shall be extended to the extent of any Reconstruction Delays, then provided Tenant is not then in default hereunder) Tenant may terminate this Lease by written notice to Landlord within fifteen (15) days after the expiration of such period, as the same nay be extended (but in all events prior to substantial completion of such repair and restoration). For purposes of this Lease, the term "Reconstruction Delays" shall mean: (i) any delays caused by the insurance adjustment process; (ii) any delays caused by Tenant, and (iii) any delays caused by events of Force Majeure.

Casualty Damage. If the Premises or any part thereof shall be damaged by fire or other casualty, Tenant shall give prompt written notice thereof to Landlord. In case the Building shall be so damaged by fire or other casualty that (i) substantial alteration or reconstruction of the Building shall, in the judgment of an independent architect selected by Landlord’s sole opinion, be required (whether or not the Premises shall have been damaged by such fire or other casualty) such that that the Building cannot be substantially restored to the condition which existed immediately prior to the damage or destruction within twenty-four (24) months after the fire or other casualty, or (ii) in the event any there is less than two (2) years of the Lease Term remaining or in the event Landlord’s mortgagee under a first mortgage or first deed of trust covering the Building should require that the insurance proceeds payable as a result of said fire or other a casualty be used applied to retire the payment of the mortgage debt, debt or (iii) in the event of the occurrence of a casualty which is not insured under the insurance required to be carried by Landlord pursuant any material uninsured loss to the terms of Section 20Building, Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination within fifteen (15) days after the date of Landlord’s receipt of the estimated cost of reconstruction or determination by a mortgagee to take the proceeds in which event the Rent hereunder shall be abated as of the date of such damage. If Landlord does not elect to terminate this Lease, Landlord shall, as soon as practicable, but no more than ninety (90) days after the date of such damagecasualty. If Landlord does not thus elect to terminate this Lease, Landlord shall notify Tenant in writing no later than thirty (30) days after the date of the casualty of Landlord’s reasonable estimate of the duration of the repairs, and subject to Tenant’s termination right below, shall commence to repair and restore the Building and shall proceed with reasonable diligence to restore the Building Building, and the improvements located within the Premises, if any, to the extent Landlord had financial responsibility for them pursuant to the Work Letter Agreement attached hereto as Exhibit D (except that Landlord shall not be responsible for delays not within the control of Landlord) to substantially the same condition in which it was in immediately prior to the occurrence happening of the fire or other casualty. If Landlord does not elect to terminate this Lease pursuant to Landlord’s termination right as provided above, except and Landlord reasonably estimates that the required repairs cannot be completed within one hundred eighty (180) days after being commenced, Tenant may elect, not later than thirty (30) days after Tenant’s receipt of Landlord written notice of the estimated time required to effectuate such repairs, to terminate this Lease by written notice to Landlord effective as of the date specified in Tenant’s notice. Notwithstanding the foregoing, Landlord’s obligation to restore the Building, and the improvements located within the Premises, if any, for which Landlord had financial responsibility pursuant to the Work Letter Agreement, shall not require Landlord to expend for such repair and restoration work more than the insurance proceeds actually received by the Landlord as a result of the casualty and Landlord’s obligation to restore shall be further limited so that Landlord shall not be required to rebuildexpend for the repair and restoration of the improvements located within the Premises, repairif any, or replace any part for which Landlord had financial responsibility pursuant to the Work Letter Agreement, more than the dollar amount of Tenant’s the Allowance, if any, described in the Work Letter Agreement. When the repairs described in the preceding two sentences have been substantially completed by Landlord, Tenant shall be permitted to complete the restoration of all improvements, including furniture, fixtures and equipment removable by equipment, which are necessary to permit Tenant’s reoccupancy of the Premises; provided that Tenant under the provisions of this Lease or any Alterations to the Premises made by Tenant following the earliest Commencement Date pursuant to the terms of this Lease which were not approved by Landlord in writing, and Landlord shall not in any event be required to spend for such work an expend any amount in excess of the insurance proceeds actually received by Tenant policies maintained by Tenant under Section 15.B. Except as set forth above, all cost and expense of reconstructing the Premises shall be borne by Tenant, and Tenant shall present Landlord as a result with evidence satisfactory to Landlord of Tenant’s ability to pay such costs prior to Landlord’s commencement of repair and restoration of the fire or other casualty, plus any deductible amounts thereunder. If Landlord determines that insurance proceeds will be insufficient to restore the Building as required by this Section 23, Landlord may, at its option, elect to either (1) terminate this Lease by written notice to Tenant, or (2) provide the extra funds necessary to complete the restoration. In the event Landlord did not originally construct any Alterations to be repaired, the time for Landlord to commence and complete such repairs shall be extended by the amount of time necessary for Landlord to obtain detailed working drawings of the Alterations to be repaired. In the event Landlord does not either commence the repairs to the Building within the time required herein, or complete the repairs to the Building within two hundred seventy (270) days after the date of such damage, Tenant may terminate this Lease by written notice thereof to Landlord given no later than thirty (30) days following the date on which Landlord was to commence or complete such repairs, as the case may bePremises. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject that if such fire or other casualty shall have damaged the Premises or Common Areas necessary to the provisions Tenant’s occupancy of the next sentencePremises, Landlord shall allow Tenant an equitable a proportionate abatement of Rent during the time and to the extent the Premises are unfit for occupancy occupancy. This Lease sets forth the terms and are vacated by Tenantconditions upon which this Lease may terminate in the event of any damage or destruction. If the Premises or any other portion of the Complex is damaged by fire or other casualty resulting from the intentional acts of Tenant or any employee, officer, contractor, agent, subtenant, or licensee of TenantAccordingly, the Rent hereunder shall not be abated during parties hereby waive the repair provisions of such damageCalifornia Civil Code Section 1932, Subsection 2, and Tenant shall remain liable for Section 1933, Subsection 4 (and any successor statutes thereof permitting the payment thereofparties to terminate this Lease as a result of any damage or destruction).

Casualty Damage. If the Project, Premises, Building or Common Area of the Building serving or providing access to the Premises, and/or the Parking Garage is damaged by fire or other casualty (whether or not the Premises are affected) (a) and in Landlord’s reasonable estimation, restoration thereof cannot reasonably be completed within two hundred ten (210) days after the date of the casualty; or (b) Landlord’s Mortgagee shall require that insurance proceeds, or any portion thereof, from Landlord’s insurance be used to retire the Mortgage debt in whole or in part such that the cost of performing the required repair and restoration exceeds the insurance proceeds available to Landlord; or (c) the damage results from a risk which is not fully insured under the insurance policies required by the Lease (except for any deductible amount of such loss under the policy maintained by Landlord); or (d) there is substantial damage which occurs during the last eighteen (18) months of the Term, then in any such event Landlord shall give Tenant a written notice (the “Damage Notice”) no later than forty-five (45) days following the date of such damage including a good faith estimate of the date (“Estimated Restoration Date”) on which the repair of the damage will be substantially complete and whether the loss is covered by Landlord’s insurance coverage. Either Landlord or Tenant may elect to terminate this Lease by notice in writing to the other party within thirty (30) days after the date of Tenant’s receipt of the Damage Notice; provided, however, if the Damage Notice specifies that the insurance proceeds are insufficient to cover the cost of the repairs, Tenant may, in its sole discretion, elect to pay Landlord the excess of the cost of such repairs over the amount of available insurance proceeds, by giving Landlord notice thereof within 10 days after receipt of the Damage Notice, in which event neither party will elect to terminate this Lease based on the lack of sufficient insurance proceeds and Landlord will proceed with the repair thereof, with Tenant funding such excess cost to Landlord as the funds are required. If all or any portion of the Premises, Building or Common Area of the Building serving or providing access to the Premises and/or the Parking Garage shall be damaged by fire or other casualty, Tenant shall give prompt written notice thereof to Landlord shall, except as otherwise provided herein, repair, rebuild and restore the Project, Premises, Building and Common Area and/or Parking Garage (exclusive of Tenant’s Property) as promptly as practicable under the circumstances at the expense of Landlord. In case Such restoration shall be to substantially the same condition that existed prior to the casualty, except for modifications, if any, required by zoning and building codes and other applicable Laws then in effect and applicable to such restoration or by the holder of a Mortgage on the Building shall be so damaged and any other modifications to the Common Areas deemed desirable by fire or other casualty that Landlord (provided (i) substantial alteration access to the Premises and any common restrooms serving the Premises is not materially impaired, and (ii) the quality and character of such modifications are no less than the condition that existed prior to the casualty). Upon any damage to the Premises, Landlord shall repair, rebuild, and restore the Leasehold Improvements and Alterations (exclusive of Tenant’s Property) installed in the Premises to the condition stated above. Unless Landlord or reconstruction Tenant elects to terminate this Lease as provided in this Section, this Lease will remain in full force and effect and Landlord shall repair such damage to the extent required in this Section as expeditiously as possible under the circumstances and, during the period required for restoration, a just and proportionate part of Rent shall be abated during the time and to the extent the Premises, or portion thereof, are Untenantable (as defined in Section 6(b) of this Lease) as of the date of the casualty and such abatement shall continue until the Premises, or portion thereof, Building or Common Area of the Building shall, in the judgment of an independent architect selected by Landlord, be required (whether serving or not providing access to the Premises shall have been damaged by such fire and/or the Parking Garage are repaired or other casualty) such that that rebuilt and made tenantable; provided however, if the damage to the Building cannot be substantially restored or any Building Systems or Common Area of the Building serving or providing access to the condition which existed immediately prior to Premises and/or the damage or destruction Parking Garage has not been repaired and the Premises made ready for occupancy within twenty-four two (242) months after the fire or other casualtyEstimated Restoration Date, or (ii) in then Tenant shall have the event any mortgagee under a first mortgage or first deed of trust covering the Building should require that the insurance proceeds payable as a result of said fire or other casualty be used right and option to retire the mortgage debt, or (iii) in the event of the occurrence of a casualty which is not insured under the insurance required to be carried by Landlord pursuant to the terms of Section 20, Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination giving written notice to Landlord within fifteen (15) days after the date end of such two (2)-month period; provided, however, there shall be no abatement of Rent if Landlord provides to Tenant other space in the Building which is reasonably suited for the temporary operation of Tenant’s business and Landlord pays all costs associated with moving the furniture, fixtures, equipment and telecommunication services Tenant requires in such space. Notwithstanding the foregoing, during any Rent abatement period under this Lease, Tenant shall pay Landlord as Rent Landlord’s receipt normal charges for all services and utilities provided to and used by Tenant, if any, during the period of the estimated cost of reconstruction or determination by a mortgagee to take the proceeds in which event the Rent hereunder shall be abated as of the date of such damageabatement. If Landlord does not should elect or be obligated pursuant to terminate this Lease, Landlord shall, as soon as practicable, but no more than ninety (90) days after the date of such damage, commence Lease to repair and or rebuild because of any damage or destruction, Landlord’s obligation to repair or restore the Premises, Building or any portion thereof shall be limited to the level of restoration stated above for the Building and the Leasehold Improvements in the Premises and shall proceed with reasonable diligence not extend to restore the Building to substantially the same condition which it was in immediately prior to the occurrence of the fire any furniture, equipment, supplies or other casualty, except that Landlord shall not be required to rebuild, repair, personal property owned or replace any part of Tenant’s furniture, fixtures and equipment removable leased by Tenant under the provisions of this Lease or any Alterations to the Premises made by Tenant following the earliest Commencement Date pursuant to the terms of this Lease which were not approved by Landlord in writing, and Landlord shall not in any event be required to spend for such work an amount in excess of the insurance proceeds actually received by Landlord as a result of the fire or other casualty, plus any deductible amounts thereunder. If Landlord determines that insurance proceeds will be insufficient to restore the Building as required by this Section 23, Landlord may, at its option, elect to either (1) terminate this Lease by written notice to Tenant, its employees, contractors, invitees or (2) provide the extra funds necessary to complete the restoration. In the event Landlord did not originally construct any Alterations to be repaired, the time for Landlord to commence and complete such repairs shall be extended by the amount of time necessary for Landlord to obtain detailed working drawings of the Alterations to be repaired. In the event Landlord does not either commence the repairs to the Building within the time required herein, or complete the repairs to the Building within two hundred seventy (270) days after the date of such damage, Tenant may terminate this Lease by written notice thereof to Landlord given no later than thirty (30) days following the date on which Landlord was to commence or complete such repairs, as the case may belicensees. Landlord shall not be liable for any inconvenience or annoyance to Tenant or Tenant Indemnitees, injury to the business of Tenant Tenant’s business, or pain and suffering, resulting in any way from such damage or the repair thereof, except that, subject to the . The provisions of the next sentencethis Lease, including this Section, constitute an express agreement between Landlord shall allow and Tenant an equitable abatement of Rent during the time with respect to any and to the extent the Premises are unfit for occupancy and are vacated by Tenant. If the Premises all damage to, or destruction of, all or any other portion part of the Complex is damaged by fire Premises, and any Law with respect to any rights or obligations concerning damage or destruction in the absence of an express agreement between the parties, and any other casualty resulting from the intentional acts of Tenant statute or regulation, now or hereafter in effect, shall have no application to this Lease or any employee, officer, contractor, agent, subtenant, damage or licensee destruction to all or any part of Tenant, the Rent hereunder shall not be abated during the repair of such damage, and Tenant shall remain liable for the payment thereofPremises.

Casualty Damage. If the Premises or any part thereof shall be damaged by fire or other casualty, Tenant shall give prompt written notice thereof to Landlord. In case the Building shall be so damaged by fire or other casualty that cause damage to the Premises in an amount exceeding thirty percent (i30%) substantial alteration or reconstruction of the Building shall, in the judgment of an independent architect selected by Landlord, be required (whether or not the Premises shall have been damaged by such fire or other casualty) such that that the Building cannot be substantially restored to the condition which existed immediately prior to the damage or destruction within twentyfull construction-four (24) months after the fire or other casualty, or (ii) in the event any mortgagee under a first mortgage or first deed of trust covering the Building should require that the insurance proceeds payable as a result of said fire or other casualty be used to retire the mortgage debt, or (iii) in the event replacement cost of the occurrence of a casualty which is not insured under the insurance required to be carried by Landlord pursuant to the terms of Section 20Premises, Landlord may, at its option, may elect to terminate this Lease by notifying Tenant in writing of such termination within fifteen (15) days after the date of Landlord’s receipt of the estimated cost of reconstruction or determination by a mortgagee to take the proceeds in which event the Rent hereunder shall be abated as of the date of such damagethe damage by notice in writing to Tenant. If In the event that the damage to the Premises is less than thirty percent of the full construction-replacement cost of the Premises, or if more than thirty percent, but Landlord does elects not elect to terminate this the Lease, Landlord shall, shall promptly repair the damage and restore the Landlord's Improvements to their former condition as soon as practicable. Tenant's Improvements , but no more than ninety (90) days after the date of such damagetrade fixtures, commence to repair personal property and restore the Building and shall proceed with reasonable diligence to restore the Building to substantially the same condition which it was in immediately prior to the occurrence of the fire or other casualty, except that Landlord shall not be required to rebuild, repair, or replace any part of Tenant’s furniture, fixtures and equipment removable by Tenant under the provisions of this Lease or any Alterations alterations to the Premises made by Tenant following the earliest Commencement Date pursuant to the terms of this Lease which were not approved shall be replaced by Landlord in writing, and Landlord shall not in any event be required to spend for such work an amount in excess of the insurance proceeds actually received by Landlord as a result of the fire or other casualty, plus any deductible amounts thereunder. If Landlord determines that insurance proceeds will be insufficient to restore the Building as required by this Section 23, Landlord may, Tenant at its option, elect to either (1) terminate this Lease by written notice to Tenant, or (2) provide the extra funds necessary to complete the restoration's expense. In the event of such casualty, Tenant shall not be entitled to any abatement of rent; instead, Tenant shall look to Tenant's Business Interruption Insurance. Tenant shall not be entitled to any compensation or damages from Landlord did not originally construct any Alterations to be repaired, the time for Landlord to commence and complete such repairs shall be extended by the amount of time necessary for Landlord to obtain detailed working drawings loss of the Alterations use of the whole or part of the Premises or the Park, or any inconvenience or annoyance occasioned by such damage or reconstruction. Notwithstanding the foregoing, within fifteen (15) business days of fire or casualty, Landlord shall provide to be repaired. In the event Landlord does not either commence the repairs to the Building within Tenant in writing a reasonable estimate of the time required herein, or complete to repair the repairs damage and restore the Landlord's Improvements to the Building within two their former condition. If such estimate exceeds one hundred seventy fifty (270150) days after the date of such damagedays, Tenant may terminate this Lease lease by written notice thereof to Landlord to be given no later than thirty within fifteen business (3015) days following of receipt of Landlord's estimate, after which Tenant's right to terminate shall lapse. The termination shall be effective as of the date on which that Landlord was to commence or complete such repairs, as receives the case may be. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant an equitable abatement of Rent during the time and to the extent the Premises are unfit for occupancy and are vacated by Tenant. If the Premises or any other portion of the Complex is damaged by fire or other casualty resulting from the intentional acts of Tenant or any employee, officer, contractor, agent, subtenant, or licensee of Tenant, the Rent hereunder shall not be abated during the repair of such damage, and Tenant shall remain liable for the payment thereofnotice.

Casualty Damage. (a) Tenant immediately shall give written notice to Landlord of any damage to the Premises. Within 30 days after Landlord has notice of the damage in question, Landlord shall deliver to Tenant its good faith estimate of the time necessary to complete Landlord's work with respect to the damage in question (the "Damage Estimate"). If the Premises are totally destroyed by an --------------- insured peril, or any part thereof shall be damaged by fire or other casualty, Tenant shall give prompt written notice thereof to Landlord. In case the Building shall be so damaged by fire or other casualty that (i) substantial alteration or reconstruction of the Building shallan insured peril that, in the judgment of an independent architect selected by Landlord's good faith estimation, be required (whether rebuilding or not the Premises shall have been damaged by such fire or other casualty) such that that the Building repairs cannot be substantially restored to the condition which existed immediately prior to the damage or destruction completed within twenty-four (24) nine months after the fire or other casualty, or (ii) in the event any mortgagee under a first mortgage or first deed of trust covering the Building should require that the insurance proceeds payable as a result of said fire or other casualty be used to retire the mortgage debt, or (iii) in the event of the occurrence of a casualty which is not insured under the insurance required to be carried by Landlord pursuant to the terms of Section 20, Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination within fifteen (15) days after the date of Landlord’s receipt of the estimated cost of reconstruction or determination by a mortgagee to take the proceeds in which event the Rent hereunder shall be abated as of the date of such damage. If Landlord does not elect to terminate this Lease, Landlord shall, as soon as practicable, but no more than ninety (90) days after the date 's actual knowledge of such damage, commence then either Landlord or (if a Tenant Party did not cause such damage) Tenant may terminate this Lease by delivering to repair Landlord written notice thereof within 15 days after Landlord delivers to Tenant the Damage Estimate, in which case, the rent shall be abated during the unexpired portion of this Lease, effective upon the date such damage occurred, and Tenant shall pay to Landlord the amount of the deductible applicable to such damage. Time is of the essence with respect to the delivery of such notices. (b) Subject to Section 10.(c), if this Lease is not terminated under Section 10.(a), then Landlord shall restore the Building and shall proceed with reasonable diligence to restore the Building Premises to substantially the same condition which it was in immediately prior to the occurrence of the fire or other casualtyits previous condition, except that Landlord shall not be required to rebuild, repair, repair or replace any part of the partitions, fixtures, additions and other improvements or personal property required to be covered by Tenant’s furniture's insurance under Section 9. If the Premises are untenantable, in whole or in part, during the period beginning on the date such damage occurred and ending on the date of substantial completion of Landlord's repair or restoration work plus a reasonable period of time to allow Tenant to install its fixtures and equipment removable by Tenant in the Premises (not to exceed 30 days) (the "Repair Period"), then the rent for ------------- such period shall be reduced to such extent as may be fair and reasonable under the provisions of this Lease or any Alterations to circumstances (even if a Tenant Party caused such damage) and the Premises made by Tenant following the earliest Commencement Date pursuant to the terms of this Lease which were not approved by Landlord in writing, and Landlord shall not in any event be required to spend for such work an amount in excess of the insurance proceeds actually received by Landlord as a result of the fire or other casualty, plus any deductible amounts thereunder. If Landlord determines that insurance proceeds will be insufficient to restore the Building as required by this Section 23, Landlord may, at its option, elect to either (1) terminate this Lease by written notice to Tenant, or (2) provide the extra funds necessary to complete the restoration. In the event Landlord did not originally construct any Alterations to be repaired, the time for Landlord to commence and complete such repairs Term shall be extended by the amount number of time necessary for days in the Repair Period. (c) If the Premises are destroyed or substantially damaged by any peril not covered by the insurance maintained by Landlord to obtain detailed working drawings of the Alterations to or any Landlord's Mortgagee (defined below) requires that insurance proceeds be repaired. In the event Landlord does not either commence the repairs applied to the Building within the time required herein, indebtedness secured by its Mortgage (defined below) or complete the repairs to the Building within two hundred seventy Primary Lease (270defined below) days after the date of such damageobligations, Tenant Landlord may terminate this Lease by delivering written notice thereof of termination to Landlord given no later than thirty (30) Tenant within 30 days following the date on which Landlord was to commence after such destruction or complete damage or such repairsrequirement is made known by any such Landlord's Mortgagee, as the case may be. Landlord applicable, whereupon all rights and obligations hereunder shall not be liable cease and terminate, except for any inconvenience or annoyance to Tenant or injury to the business liabilities of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant an equitable abatement of Rent during the time and to the extent the Premises are unfit for occupancy and are vacated by Tenant. If the Premises or any other portion of the Complex which accrued before this Lease is damaged by fire or other casualty resulting from the intentional acts of Tenant or any employee, officer, contractor, agent, subtenant, or licensee of Tenant, the Rent hereunder shall not be abated during the repair of such damage, and Tenant shall remain liable for the payment thereofterminated.

Casualty Damage. If a. All proceeds payable by reason of any loss or damage to the Premises Leased Premises, or any part thereof portion thereof, and insured under any policy of insurance required by this Lease shall be damaged paid to LANDLORD and held by fire or other casualty, Tenant shall give prompt written notice thereof to Landlord. In case the Building LANDLORD in trust and shall be so damaged made available for reconstruction or repair, as the case may be, of any damage to or destruction of the Leased Premises, or any portion thereof, and shall be paid out by fire LANDLORD from time to time for the reasonable cost of such reconstruction or other casualty that (i) substantial alteration repair. Any excess proceeds of insurance remaining after the completion of the restoration or reconstruction of the Building shall, in the judgment of an independent architect selected by Landlord, be required (whether or not the Leased Premises shall be retained by LANDLORD free and clear upon completion of any such repair and restoration except as otherwise specifically provided below in this Section. In the event neither LANDLORD nor TENANT is required or elects to repair and restore, all such insurance proceeds shall be retained by LANDLORD. All salvage resulting from any risk covered by insurance shall belong to LANDLORD except that any salvage relating to additions paid for by TENANT or to TENANT’S personal property shall belong to TENANT. (1) If during the term of this Lease, the Leased Premises is totally or partially destroyed from a risk covered by the insurance described in Section 9 and the Leased Premises thereby is rendered unsuitable for TENANT’s use, TENANT shall have been damaged the option, by giving notice to LANDLORD within sixty (60) days following the date of such fire or other casualtydestruction, to (i) such that that restore the Building cannot be Leased Premises to substantially restored to the same condition which as existed immediately prior to before the damage or destruction within twenty-four (24) months after the fire or other casualtydestruction, or (ii) in offer to acquire the event any mortgagee under Leased Premises from LANDLORD for a first mortgage or first deed purchase price equal (2) If during the term of trust covering this Lease, the Building should require that Leased Premises is partially destroyed from a risk covered by the insurance proceeds payable as a result of said fire or other casualty be used to retire described in Section 9, but the mortgage debt, or (iii) in the event of the occurrence of a casualty which Leased Premises is not insured under thereby rendered unsuitable for TENANT’s use, TENANT shall restore the insurance required Leased Premises to be carried by Landlord pursuant to substantially the terms of Section 20, Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination within fifteen (15) days after same condition as existed immediately before the date of Landlord’s receipt of the estimated cost of reconstruction damage or determination by a mortgagee to take the proceeds in which event the Rent hereunder destruction. Such damage or destruction shall be abated as of the date of such damage. If Landlord does not elect to terminate this Lease; provided, Landlord shallhowever, if TENANT cannot within a reasonable time obtain all necessary governmental approvals, including building permits, licenses, conditional use permits and any certificates of need, after diligent efforts to do so, in order to be able to perform all required repair and restoration work and to operate the Leased Premises for TENANT’s use in substantially the same manner as soon as practicableimmediately prior to such damage or destruction, but no more than ninety TENANT may offer to purchase the Leased Premises for a purchase price equal to the Fair Market Value Purchase Price of the Leased Premises immediately prior to such damage or destruction. (903) If the cost of the repair or restoration exceeds the amount of insurance proceeds received by LANDLORD, TENANT shall be obligated to contribute any excess amount needed to restore the Leased Premises. Such amount shall be paid by TENANT to LANDLORD to be held in trust together with any other insurance proceeds for application to the cost of repair and restoration. (4) In the event LANDLORD does not accept TENANT’s offer to so purchase the Leased Premises within thirty (30) days after the date of such damageoffer, commence TENANT may either (a) withdraw its offer to repair purchase the Leased Premises and restore the Building and shall proceed with reasonable diligence to restore the Building Leased Premises to substantially the same condition which it was in as existed immediately prior to before the occurrence of the fire damage or other casualty, except that Landlord shall not be required to rebuild, repairdestruction, or replace any part of Tenant’s furniture, fixtures and equipment removable by Tenant under the provisions of this Lease or any Alterations to the Premises made by Tenant following the earliest Commencement Date pursuant to the terms of this Lease which were not approved by Landlord in writing, and Landlord shall not in any event be required to spend for such work an amount in excess of the insurance proceeds actually received by Landlord as a result of the fire or other casualty, plus any deductible amounts thereunder. If Landlord determines that insurance proceeds will be insufficient to restore the Building as required by this Section 23, Landlord may, at its option, elect to either (1b) terminate this Lease by written notice and LANDLORD shall retain the insurance proceeds, and TENANT shall pay to TenantLANDLORD, on demand, the amount of any deductible or uninsured loss arising in connection therewith. (25) provide the extra funds necessary to complete the restoration. In the event Landlord did LANDLORD accepts TENANT’s offer to purchase the Leased Premises, this Lease shall terminate upon payment of the purchase price and LANDLORD shall remit to TENANT all insurance proceeds being held in trust by LANDLORD. c. If during the term of this Lease, the Leased Premises is totally or materially destroyed from a risk not originally construct covered by the d. All insurance proceeds payable by reason of any Alterations loss of or damage to and of TENANT’s personal property shall be paid to TENANT and TENANT shall use such insurance proceeds in trust to pay the cost of repairing or replacing the damage to TENANT’s personal property. e. If TENANT is required or elects to restore the Leased Premises as provided in this section, TENANT shall also restore all alterations and improvements made by TENANT, and TENANT’s personal property. f. This Lease shall remain in full force and effect and TENANT’s obligation to make rental payments and to pay all other charges required by this Lease shall remain unabated during any period required for repair and restoration, except that the proceeds of rental insurance, if any, paid to LANDLORD shall constitute payment of such amounts by TENANT. g. Any termination of this Lease pursuant to this Section shall cause any right of first refusal granted to LANDLORD under this Lease to be repaired, the time for Landlord terminated and to commence and complete such repairs shall be extended without further force or effect. h. LANDLORD hereby waives any statutory or common law rights of termination which may arise by the amount reason of time necessary for Landlord to obtain detailed working drawings any damage or destruction of the Alterations to be repaired. In the event Landlord does not either commence the repairs to the Building within the time required herein, or complete the repairs to the Building within two hundred seventy (270) days after the date of such damage, Tenant may terminate this Lease by written notice thereof to Landlord given no later than thirty (30) days following the date on which Landlord was to commence or complete such repairs, as the case may be. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant an equitable abatement of Rent during the time and to the extent the Premises are unfit for occupancy and are vacated by Tenant. If the Premises or any other portion of the Complex is damaged by fire or other casualty resulting from the intentional acts of Tenant or any employee, officer, contractor, agent, subtenant, or licensee of Tenant, the Rent hereunder shall not be abated during the repair of such damage, and Tenant shall remain liable for the payment thereofLeased Premises.

Casualty Damage. If the Premises or any part thereof shall be damaged by fire or other casualty, Tenant shall give prompt written notice thereof to Landlord. In case If: (a) the Building or Project or a material part of the Common Areas shall be so damaged by fire or other casualty that (i) substantial alteration or reconstruction of the Building shall, in the judgment of an independent architect selected by Landlord's opinion, be required (whether or not the Premises shall have been damaged by such fire the casualty); or other casualty(b) such that that Landlord is not permitted to rebuild the Building cannot be or Project or a material part of the Common Areas in substantially restored to the condition which same form as it existed immediately prior to before the damage or destruction within twenty-four (24) months after the fire or other casualty, damage; or (iic) in the event Premises shall be materially damaged by casualty during the last two years of the Lease Term; or (d) any mortgagee under a first mortgage or first deed of trust covering the Building should require requires that the insurance proceeds payable as a result be applied to the payment of said fire or other casualty be used to retire the mortgage debt, ; or (iiie) in the event of the occurrence of a casualty which damage is not insured under the fully covered by insurance required to be carried maintained by Landlord pursuant to the terms of Section 20, Landlord; then Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination within fifteen (15) 90 days after the date casualty, give notice to Tenant of Landlord’s receipt 's election to terminate this Lease, and the balance of the estimated cost of reconstruction or determination by a mortgagee to take Lease Term shall automatically expire on the proceeds in which event fifth day after the Rent hereunder shall be abated as of the date of such damagenotice is delivered. If Landlord does not elect to terminate this Lease, Landlord shall, as soon as practicable, but no more than ninety (90) days after the date of such damage, commence to repair and restore the Building and shall proceed with reasonable diligence to restore the Building and the Premises to substantially the same condition which it was they were in immediately prior to before the occurrence of the fire or other casualty. However, except that Landlord shall not be required to rebuild, repair, restore any unleased premises in the Building or replace any part portion of Tenant’s furniture, fixtures and equipment removable 's property. Rent shall ▇▇▇▇▇ in proportion to the portion of the Premises not usable by Tenant under the provisions of this Lease or any Alterations to the Premises made by Tenant following the earliest Commencement Date pursuant to the terms of this Lease which were not approved by Landlord in writing, and Landlord shall not in any event be required to spend for such work an amount in excess of the insurance proceeds actually received by Landlord as a result of the fire or other casualty, plus any deductible amounts thereunder. If Landlord determines that insurance proceeds will be insufficient to restore the Building as required by this Section 23, Landlord may, at its option, elect to either (1) terminate this Lease by written notice to Tenant, or (2) provide the extra funds necessary to complete the restoration. In the event Landlord did not originally construct any Alterations to be repaired, the time for Landlord to commence and complete such repairs shall be extended by the amount of time necessary for Landlord to obtain detailed working drawings of the Alterations to be repaired. In the event Landlord does not either commence the repairs casualty resulting in damage to the Building within the time which is covered by insurance carried or required hereinto be carried by Landlord under this Lease, or complete the repairs to the Building within two hundred seventy (270) days after the date as of such damage, Tenant may terminate this Lease by written notice thereof to Landlord given no later than thirty (30) days following the date on which Landlord was to commence or complete such repairs, as the case may bePremises becomes unusable. Landlord shall not otherwise be liable to Tenant for any delay in restoring the Premises or any inconvenience or annoyance to Tenant or injury to the Tenant's business of Tenant resulting in any way from such the damage or the repair thereofrepairs, except that, subject Tenant's sole remedy being the right to the provisions of the next sentence, Landlord shall allow Tenant an equitable abatement of Rent during the time and to the extent the Premises are unfit for occupancy and are vacated by Tenant. If the Premises or any other portion of the Complex is damaged by fire or other casualty resulting from the intentional acts of Tenant or any employee, officer, contractor, agent, subtenant, or licensee of Tenant, the Rent hereunder shall not be abated during the repair of such damage, and Tenant shall remain liable for the payment thereofRent.

Casualty Damage. If the Premises or any part thereof shall be damaged by fire or other casualty, Tenant shall give prompt written notice thereof to Landlord. In case the Building shall be so damaged by fire or other casualty that (i) substantial alteration or reconstruction of the Building shall, shall in the judgment of an independent architect selected by Landlord's sole opinion, be required (whether or not the Premises shall have been damaged by such fire or other casualty) such that that the Building cannot be substantially restored to the condition which existed immediately prior to the damage or destruction within twenty-four (24) months after the fire or other casualty, or (ii) in the event any mortgagee under a first mortgage or first deed of trust covering the Building Landlord should require that the insurance proceeds payable as a result of said fire or other a casualty be used applied to retire the payment of the mortgage debt, or (iii) in the event of the occurrence of a casualty which is not insured under the insurance required to be carried by Landlord pursuant any material uninsured loss to the terms of Section 20Building, Landlord may, at its option, terminate this Lease by Landlord_____ Tenant_____ notifying Tenant in writing of such termination within fifteen FORTY-FIVE (1545) days DAYS after the date of Landlord’s receipt of the estimated cost of reconstruction or determination by a mortgagee to take the proceeds in which event the Rent hereunder shall be abated as of the date of such damage. If Landlord does not thus elect to terminate this Lease, Landlord shall, as soon as practicable, but no more than ninety (90) days after the date of such damage, shall commence to repair and restore the Building and shall proceed with reasonable diligence to restore the Building to substantially the same condition in which it was in immediately prior to the occurrence happening of the fire or other casualty, except that Landlord Landlord's obligation to restore shall not be exceed the scope of work required to rebuild, repair, or replace any part of Tenant’s furniture, fixtures and equipment removable by Tenant under the provisions of this Lease or any Alterations to the Premises made by Tenant following the earliest Commencement Date pursuant to the terms of this Lease which were not approved be done by Landlord in writingoriginally constructing the Building and installing shell improvements in the Premises, and nor shall Landlord shall not in any event be required to spend for such work an amount in excess of the insurance proceeds actually received by Landlord as a result of the fire or other casualty. When the Shell Improvements have been restored by Landlord, plus any deductible amounts thereunder. If Landlord determines that insurance proceeds will be insufficient to restore the Building as required by this Section 23, Landlord may, at its option, elect to either (1) terminate this Lease by written notice to Tenant, or (2) provide the extra funds necessary to Tenant shall complete the restorationrestoration of the Premises to Building Standard and the restoration of Tenant's furniture and equipment. In Landlord shall provide Tenant with an allowance (hereinafter referred to as the event Landlord did not originally construct any Alterations "Reconstruction Allowance") to pay for reconstruction of the Premises to Building Standard, such Reconstruction Allowance to be repairedin dollar amount equal to the actual original cost to Landlord of providing the Allowance Items provided by Landlord. Except for reconstruction of Shell Improvements by Landlord and the Reconstruction Allowance, all cost and expense of reconstructing the time for Landlord Premises to commence and complete such repairs Building Standard shall be extended borne by the amount of time necessary for Landlord to obtain detailed working drawings of the Alterations to be repaired. In the event Landlord does not either commence the repairs to the Building within the time required herein, or complete the repairs to the Building within two hundred seventy (270) days after the date of such damage, Tenant may terminate this Lease by written notice thereof to Landlord given no later than thirty (30) days following the date on which Landlord was to commence or complete such repairs, as the case may beTenant. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to unless such losses or damages are the provisions result of the next sentencenegligence or misconduct of Landlord, its agents, contractors, or employees. Landlord shall allow Tenant an equitable abatement a fair diminution of Rent [the calculation directly related to the percentage usable following casualty event] during the time and to the extent the Premises are unfit for occupancy and are vacated by Tenantoccupancy. If the Premises or any other portion of the Complex is Building be damaged by fire or other casualty resulting from the intentional acts fault or negligence of Tenant or any employeeof Tenant's agents, officer, contractor, agent, subtenantemployees, or licensee of Tenantinvitees, the Rent hereunder shall not be abated diminished during the repair of such damage, damage and Tenant shall remain be liable to Landlord for the payment thereofcost of the repair and restoration of the Building caused thereby to the extent such cost and expense is not covered by insurance proceeds.

Casualty Damage. If the Premises or any part thereof shall be damaged by fire or other casualty, Tenant shall give prompt written notice thereof to Landlord. In case If Landlord determines, in Landlord's good faith business judgment, that the Building shall be so damaged damage by fire or other casualty precludes occupancy of any substantial part of the Premises, or if the Building is so damaged that (i) in Landlord's judgment, substantial alteration or reconstruction of the Building shall, in the judgment of an independent architect selected by Landlord, be is required (whether or not the Premises shall have been damaged by such fire or other the casualty) such that that the Building cannot be substantially restored to the condition which existed immediately prior to the damage or destruction within twenty-four (24) months after the fire or other casualty), or (ii) in the event if any mortgagee under a first mortgage or first deed of trust covering the Building should require that Property requires application of the insurance proceeds payable as a result to the reduction of said fire or other casualty be used to retire the mortgage debt, or (iii) in if any material uninsured loss occurs, or if such casualty occurs during the event last two years of the occurrence of a casualty which is not insured under the insurance required to be carried by Landlord pursuant to the terms of Section 20Lease Term, Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination within fifteen (15) 60 days after the date of Landlord’s receipt of the estimated cost of reconstruction or determination by a mortgagee to take the proceeds in which event the Rent hereunder shall be abated as of the date of such damagecasualty. If Landlord does not elect to terminate this Lease, Landlord it shall, as soon as practicable, but no more than ninety (90) within 60 days after the date of such damagethe casualty, commence notify Tenant of that decision and of the estimated repair time. If the damage reasonably precludes occupancy of any substantial part of the Premises and if the estimated repair time to repair and restore that part of the Building and Premises to a condition that reasonably permits occupancy will extend beyond one year after the date of the casualty, Tenant may elect to terminate this Lease by so notifying Landlord within 10 days after receipt of notice of Landlord's decision not to terminate this Lease. If Landlord elects not to terminate this Lease (or if Landlord is not entitled to terminate this Lease if Tenant has the option under the preceding sentence), Landlord shall proceed with reasonable diligence to restore the Building to substantially the same its former condition which it was in immediately prior to the occurrence of the fire or other casualty, except that as soon as reasonably possible. Landlord shall not not, however, be required to rebuild, repair, or replace restore any part of the Building in excess of the Building Standard Improvements unless the proceeds of Tenant’s furniture's fire and extended coverage insurance are made available to Landlord for that purpose, fixtures and equipment removable by Tenant under the provisions of this Lease or any Alterations to the Premises made by Tenant following the earliest Commencement Date pursuant to the terms of this Lease which were not approved by Landlord in writing, and Landlord shall not in any event be required to spend for such work an any amount in excess of the insurance proceeds actually received by Landlord as a result of the casualty. Provided the fire or other casualty, plus casualty was not caused to any deductible amounts thereunder. If Landlord determines that insurance proceeds will be insufficient to restore the Building as required by this Section 23, Landlord may, at its option, elect to either (1) terminate this Lease by written notice to Tenant, or (2) provide the extra funds necessary to complete the restoration. In the event Landlord did not originally construct any Alterations to be repaired, the time for Landlord to commence and complete such repairs shall be extended extent by the amount act or omission of time necessary for Landlord to obtain detailed working drawings of the Alterations to be repaired. In the event Landlord does not either commence the repairs to the Building within the time required herein, or complete the repairs to the Building within two hundred seventy (270) days after the date of such damage, Tenant may terminate this Lease by written notice thereof to Landlord given no later than thirty (30) days following the date on which Landlord was to commence or complete such repairs, as the case may be. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage its employees, agents or the repair thereof, except that, subject to the provisions of the next sentencecontractors, Landlord shall allow Tenant an equitable abatement a fair reduction of Rent rent during the time and to the extent the Premises are unfit for occupancy and are vacated by Tenantoccupancy. If the Premises or any other portion of the Complex is Building be damaged by fire or other casualty resulting from the intentional acts fault or negligence of Tenant or any employeeof Tenant's agents, officer, contractor, agent, subtenantemployees, or licensee of Tenantinvitees, the Rent rent hereunder shall not be abated diminished during the repair of such damage, damage and Tenant shall remain be liable to Landlord for the payment thereofcost of the repair and restoration of the Building caused thereby to the extent such cost and expense is not covered by insurance proceeds.

Casualty Damage. (a) Tenant shall give written notice to Landlord of any damage to the Premises or the Building promptly on discovery of the same. If the Premises or any part thereof shall be damaged by fire or other casualty, Tenant shall give prompt written notice thereof to Landlord. In case the Building shall be is totally destroyed by an insured peril, or so damaged by fire or other casualty that (i) substantial alteration or reconstruction of the Building shallan insured peril that, in the judgment of an independent architect selected by Landlord's reasonable estimation, be required (whether rebuilding or not the Premises shall have been damaged by such fire or other casualty) such that that the Building repairs cannot be substantially restored to the condition which existed immediately prior to the damage or destruction completed within twenty-four (24) months after the fire or other casualty, or (ii) in the event any mortgagee under a first mortgage or first deed of trust covering the Building should require that the insurance proceeds payable as a result of said fire or other casualty be used to retire the mortgage debt, or (iii) in the event of the occurrence of a casualty which is not insured under the insurance required to be carried by Landlord pursuant to the terms of Section 20, Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination within fifteen (15) 270 days after the date of Landlord’s receipt of the estimated cost of reconstruction or determination by a mortgagee to take the proceeds in which event the Rent hereunder shall be abated as of the date of such damage. If Landlord does not elect to terminate this Lease, Landlord shall, as soon as practicable, but no more than ninety (90) days after the date 's actual knowledge of such damage, commence then either Landlord or (if a Tenant Party did not cause such damage) Tenant may terminate this Lease by delivering to repair and the other written notice thereof within 30 days after such damage, in which case, the rent shall be abated from the date of occurrence through the unexpired portion of this Lease, effective upon the date such damage occurred. Time is of the essence with respect to the delivery of such notices. (b) Subject to Section 10(c), if this Lease is not terminated under Section 10(a), then Landlord shall restore the Building and shall proceed with reasonable diligence to restore the Building Premises to substantially the same condition which it was in immediately prior to the occurrence of the fire or other casualtyits previous condition, except that Landlord shall not be required to rebuild, repair, repair or replace any part of the contents required to be covered by Tenant’s 's insurance under Section 9 and Tenant shall use the proceeds from such insurance for the replacement of trade fixtures, furniture, fixtures inventory and equipment removable other personal property and for the restoration of Tenant's Alterations, improvements and additions to the Premises. If the Premises are untenantable, in whole or in part, during the period beginning on the date such damage occurred and ending on the date of substantial completion of Landlord's repair or restoration work (the "Repair Period") then the rent for such period shall be reduced to such extent as may be fair and reasonable under the circumstances. (c) If the Premises are destroyed or substantially damaged by any peril not covered by the insurance maintained by Landlord or any Landlord's Mortgagee (defined below) requires that insurance proceeds be applied to the indebtedness secured by its Mortgage (defined below) or to the Primary Lease (defined below) obligations, Landlord may terminate this Lease by delivering written notice of termination to Tenant within 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 Landlord orTenant which accrued before this Lease is terminated, provided that all Base Rent and any additional rent accruing after the date of the casualty shall be abated, and any rent or other monies paid in advance by Tenant under the provisions of this Lease or any Alterations to the Premises made by Tenant following the earliest Commencement Date pursuant to the terms of this Lease which were not approved by Landlord in writing, for the period from and Landlord after the casualty shall not in any event be required repaid to spend for such work an amount in excess of the insurance proceeds actually received by Landlord as a result of the fire or other casualty, plus any deductible amounts thereunderTenant. If Landlord determines that insurance proceeds will be insufficient to restore the Building as required by this Section 23, Landlord may, at its option, elect to either (1) does not terminate this Lease by written notice to Tenantunder this provision, or (2) provide then Landlord shall restore the extra funds necessary to complete the restoration. In the event Landlord did not originally construct any Alterations to be repaired, the time for Landlord to commence Premises and complete such repairs rent shall be extended by the amount of time necessary for Landlord to obtain detailed working drawings of the Alterations to be repaired. In the event Landlord does not either commence the repairs to the Building within the time required herein, or complete the repairs to the Building within two hundred seventy (270abated in accordance with paragraph 10(b) days after the date of such damage, Tenant may terminate this Lease by written notice thereof to Landlord given no later than thirty (30) days following the date on which Landlord was to commence or complete such repairs, as the case may be. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant an equitable abatement of Rent during the time and to the extent the Premises are unfit for occupancy and are vacated by Tenant. If the Premises or any other portion of the Complex is damaged by fire or other casualty resulting from the intentional acts of Tenant or any employee, officer, contractor, agent, subtenant, or licensee of Tenant, the Rent hereunder shall not be abated during the repair of such damage, and Tenant shall remain liable for the payment thereofabove.

Casualty Damage. If the Premises or any part thereof shall be damaged by fire or other casualty, A. Tenant shall will give Landlord prompt written notice thereof of any damage to Landlordthe Premises. In case If during the Building shall be Term the Premise is so damaged by fire or other casualty that (i) substantial alteration or reconstruction of the Building shallis required, in the judgment of an independent architect selected by Landlord, be required (whether or not the Premises shall have been damaged by such fire or other casualty) such that that the Building cannot be substantially restored to the condition which existed immediately prior to the damage or destruction within twenty-four (24) months after the fire or other casualty’s opinion, or (ii) in the event if any mortgagee under a first mortgage or first deed of trust covering the Building Landlord should require that the insurance proceeds payable as a result of said such a fire or other casualty be used applied to retire the mortgage debtpayment of debt secured by a lien on the Premises or Land, or (iii) if fire or other casualty results in the event of the occurrence of a casualty which is not insured under the insurance required to be carried by Landlord pursuant any material uninsured damage to the terms Premises, then, and in any of Section 20these events, Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination thereof within fifteen (15) 30 days after the date of Landlord’s receipt Landlord is notified of the estimated cost of reconstruction fire or determination by a mortgagee to take the proceeds in which event the Rent hereunder shall be abated as of the date of such damageother casualty. If Landlord does not elect to terminate this Leaselease, Landlord shallwill, as soon as practicable, but no more than ninety (90) within the 30 days after the date of such damage, commence to repair and restore the Building and shall proceed with reasonable diligence to restore the Building to substantially the same condition which it was in immediately prior to the occurrence Landlord is notified of the fire or other casualty, except that commence and proceed with due diligence to restore the Building shell and the leasehold improvements (but not Tenant’s personal property) located on the Premises. Unless Landlord shall not terminates Tenant’s obligations under this lease, Landlord will be obligated to restore the Premises to all applicable building standards required to rebuild, repair, or replace any part of Tenant’s furniture, fixtures and equipment removable by Tenant under the provisions of this Lease or any Alterations house a public charter school without regard to the Premises made by Tenant following the earliest Commencement Date pursuant to the terms of this Lease which were not approved by Landlord in writing, and Landlord shall not in any event be required to spend for such work an amount in excess of whether the insurance proceeds actually received by Landlord as a result are adequate to complete the restoration to the condition of the premises when accepted by Tenant, reasonable wear and tear excepted. Rent shall ▇▇▇▇▇ during any period premises are rendered un-tenantable by fire or other casualty, plus any deductible amounts thereunder. If Landlord determines that insurance proceeds will be insufficient to restore and the Building as required by this Section 23, Landlord may, at its option, elect to either (1) terminate this Lease by written notice to Tenant, or (2) provide the extra funds necessary to complete the restoration. In the event Landlord did not originally construct any Alterations to be repaired, the time for Landlord to commence and complete such repairs Term shall be proportionately extended by the amount for every day of time necessary for abatement, if Tenant so desires. B. Landlord to obtain detailed working drawings of the Alterations to be repaired. In the event Landlord does not either commence the repairs to the Building within the time required herein, or complete the repairs to the Building within two hundred seventy (270) days after the date of such damage, Tenant may terminate this Lease by written notice thereof to Landlord given no later than thirty (30) days following the date on which Landlord was to commence or complete such repairs, as the case may be. Landlord shall will not be liable for any inconvenience or annoyance to Tenant tenant or injury to the business of Tenant resulting in and any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant an equitable abatement of Rent during the time and to the extent the Premises are unfit for occupancy and are vacated by Tenant. If the Premises or any other portion of the Complex is damaged caused by fire or other casualty resulting from the intentional acts of Tenant or any employee, officer, contractor, agent, subtenant, or licensee of Tenant, the Rent hereunder shall not be abated during the repair of such damage. Base Rent or other charges shall ▇▇▇▇▇ during the time the Building is being restored unless Landlord terminates this lease. C. If not prohibited by any term of insurance policy or policies held for the benefit of Landlord and Tenant, each waive any right of recovery against the other, and Tenant shall remain liable the other's agents, officers, or employees, for any damage: or loss to the payment thereofPremises or its contents resulting from fire or other casualty covered by a valid and collectible insurance policy.

Casualty Damage. If With reasonable promptness after discovering any damage to the Premises (other than trade fixtures), or to any part thereof shall be damaged by fire Common Area or other casualtyportion of the Base Building necessary for access to or tenantability of the Premises, Tenant shall give prompt written notice thereof to Landlord. In case the Building shall be so damaged by resulting from any fire or other casualty that (i) substantial alteration or reconstruction a “Casualty”), Landlord shall notify Tenant of Landlord’s reasonable estimate of the Building shalltime required to substantially complete repair of such damage (the “Landlord Repairs”). If, in according to such estimate, the judgment Landlord Repairs cannot be substantially completed within 180 days after the date of an independent architect selected by occurrence of the Casualty, either party may terminate this Lease upon 60 days’ notice to the other party delivered within 10 days after Landlord’s delivery of such estimate. Within 90 days after discovering any damage to the Project resulting from any Casualty, be required (Landlord may, whether or not the Premises shall have been damaged by such fire or other casualty) such that that the Building cannot be substantially restored to the condition which existed immediately prior to the damage or destruction within twenty-four (24) months after the fire or other casualty, or (ii) in the event any mortgagee under a first mortgage or first deed of trust covering the Building should require that the insurance proceeds payable as a result of said fire or other casualty be used to retire the mortgage debt, or (iii) in the event of the occurrence of a casualty which is not insured under the insurance required to be carried by Landlord pursuant to the terms of Section 20, Landlord may, at its optionare affected, terminate this Lease by notifying Tenant in writing of such termination within fifteen if (15i) days after the date of any Security Holder terminates any ground lease or requires that any insurance proceeds be used to pay any mortgage debt; (ii) any damage to Landlord’s receipt of the estimated cost of reconstruction or determination property is not fully covered by a mortgagee to take the proceeds in which event the Rent hereunder shall be abated as of the date of such damage. If Landlord’s insurance policies plus any applicable deductibles (other than any earthquake insurance deductible that Landlord does not elect to terminate fund in order to perform the Landlord Repairs); (iii) Landlord decides to rebuild the Building or Common Areas so that it or they will be substantially different structurally or architecturally; or (iv) the damage occurs during the last 12 months of the Term. If this LeaseLease is not terminated pursuant to this Section 10, Landlord shallshall promptly and diligently perform the Landlord Repairs, as soon as practicable, but no more than ninety (90) days after the date subject to reasonable delays for insurance adjustment and other events of such damage, commence to repair and Force Majeure. The Landlord Repairs shall restore the Premises (other than trade fixtures) and any Common Area or portion of the Base Building and shall proceed with reasonable diligence necessary for access to restore or tenantability of the Building Premises to substantially the same condition which it was in immediately prior that existed when the Casualty occurred, except for (a) any modifications required by Law or any Security Holder, and (b) any modifications to the occurrence Common Areas that are deemed desirable by Landlord, are consistent with the character of the fire or other casualty, except that Landlord shall not be required to rebuild, repair, or replace any part of Tenant’s furniture, fixtures and equipment removable by Tenant under the provisions of this Lease or any Alterations to the Premises made by Tenant following the earliest Commencement Date pursuant to the terms of this Lease which were not approved by Landlord in writingProject, and Landlord shall do not in any event be required materially impair access to spend for such work an amount in excess or tenantability of the insurance proceeds actually received by Landlord as a result of the fire or other casualty, plus any deductible amounts thereunderPremises. If Landlord determines that insurance proceeds will be insufficient to restore the Building as required by this Section 23, Landlord may, at its option, elect to either (1) terminate this Lease by written notice to Tenant, or (2) provide the extra funds necessary to complete the restoration. In the event Landlord did not originally construct any Alterations to be repaired, the time for Landlord to commence and complete such repairs shall be extended by the amount of time necessary for Landlord to obtain detailed working drawings of the Alterations to be repaired. In the event Landlord does not either commence the repairs to the Building within the time required herein, or complete the repairs to the Building within two hundred seventy (270) days after the date of such damage, Tenant may terminate this Lease by written notice thereof to Landlord given no later than thirty (30) days following the date on which Landlord was to commence or complete such repairs, as the case may be. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant an equitable abatement of Rent during the time and to the extent the Premises are unfit for occupancy and are vacated by Tenant. If the Premises or any other portion of the Complex is damaged by fire or other casualty resulting from the intentional acts of Tenant or any employee, officer, contractor, agent, subtenant, or licensee of Tenant, the Rent hereunder shall not be abated during the repair of such damage, and Tenant shall remain liable for the payment thereof.Notwithstanding

Casualty Damage. 24 27 A. If the Premises or any part thereof shall be damaged by fire or other casualty, Tenant shall give prompt written notice thereof to Landlord. In case the Building shall be so damaged by fire or other casualty that (i) in Landlord's reasonable judgment, substantial alteration or reconstruction of the Building shall, in the judgment of an independent architect selected by Landlord, shall be required (whether or not the Premises shall have has been damaged by such fire or other casualty) such that that or in the event Landlord will not be permitted by applicable law to rebuild the Building cannot be in substantially restored to the condition which same form as existed immediately prior to the damage or destruction within twenty-four (24) months after the fire or other casualty, casualty or in the event the Premises has been materially damaged and there is less than two (ii2) years of the Lease Term remaining on the date of such casualty or in the event any mortgagee under a first mortgage or first deed of trust covering the Building Mortgagee should require that the insurance proceeds payable as a result of said fire or other a casualty be used applied to retire the payment of the mortgage debt, debt or (iii) in the event of the occurrence of a casualty which is not insured under the insurance required to be carried by Landlord pursuant any material uninsured loss to the terms of Section 20Building, Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination within fifteen ninety (1590) days after the date of Landlord’s receipt of the estimated cost of reconstruction or determination by a mortgagee to take the proceeds in which event the Rent hereunder such casualty. Such termination shall be abated effective as of the date of such damagefire or casualty, with respect to any portion of the Premises that was rendered untenantable, and the effective date of termination specified in Landlord's notice, with respect to any portion of the Premises that remained tenantable. If Landlord does not elect to terminate this Lease, Landlord shall, as soon as practicable, but no more than ninety (90) days after the date of such damage, shall commence to repair and restore the Building and shall proceed with reasonable diligence to restore the Building to substantially the same condition which it was in immediately prior to the occurrence of the fire or other casualty, except (provided that Landlord shall not be required to rebuildrestore any unleased premises in the Building) and the Leasehold Improvements (but excluding any improvements, repair, alterations or replace any part of Tenant’s furniture, fixtures and equipment removable by Tenant under the provisions of this Lease or any Alterations to the Premises additions made by Tenant following in violation of this Lease) located within the earliest Commencement Date pursuant Premises to substantially the same condition they were in immediately prior to the terms happening of this Lease which were not approved by Landlord in writingthe casualty. Notwithstanding the foregoing, Landlord's obligation to restore the Building, and Landlord the Leasehold Improvements, if any, shall not in any event be required require Landlord to spend expend for such repair and restoration work an amount in excess of more than the insurance proceeds actually received by the Landlord as a result of the fire or other casualty, plus any deductible amounts thereunder. If Landlord determines that insurance proceeds will be insufficient to restore the Building as required by this Section 23, Landlord may, at its option, elect to either (1) terminate this Lease by written notice to Tenant, or (2) provide the extra funds necessary to complete the restoration. In the event Landlord did not originally construct any Alterations to be repaired, the time for Landlord to commence and complete such repairs shall be extended by the amount of time necessary for Landlord to obtain detailed working drawings of the Alterations to be repaired. In the event Landlord does not either commence the When repairs to the Building within the time required hereinPremises have been completed by Landlord, or Tenant shall complete the repairs restoration or replacement of all Tenant's Property necessary to permit Tenant's reoccupancy of the Building within two hundred seventy (270) days after the date of such damagePremises, and Tenant may terminate this Lease by written notice thereof shall present Landlord with evidence satisfactory to Landlord given no later than thirty (30) days following of Tenant's ability to pay such costs prior to Landlord's commencement of repair and restoration of the date on which Landlord was to commence or complete such repairs, as the case may bePremises. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant an equitable abatement a fair diminution of Rent on a per diem basis during the time and to the extent any damage to the Premises are unfit for occupancy causes the Premises to be rendered untenantable and are vacated not used by Tenant. If the Premises or any other portion of the Complex Building is damaged by fire or other casualty resulting from the intentional acts negligence of Tenant or any employee, officer, contractor, agent, subtenant, or licensee of TenantTenant Related Parties, the Rent hereunder shall not be abated diminished during any period during which the repair Premises, or any portion thereof, is untenantable (except to the extent Landlord is entitled to be reimbursed by the proceeds of such damageany rental interruption insurance), and Tenant shall remain be liable to Landlord for the payment thereofcost of the repair and restoration of the Building caused thereby to the extent such cost and expense is not covered by insurance proceeds. Landlord and Tenant hereby waive the provisions of any law from time to time in effect during the Lease Term relating to the effect upon leases of partial or total destruction of leased property. Landlord and Tenant agree that their respective rights in the event of any damage to or destruction of the Premises shall be those specifically set forth herein.

Casualty Damage. 16.01 If all or any portion of the Premises becomes untenantable or any part thereof shall be damaged by fire or other casualty, Tenant shall give prompt written notice thereof to Landlord. In case the Building shall be so damaged inaccessible by fire or other casualty that to the Premises or the Common Areas (i) substantial alteration or reconstruction collectively a “Casualty”), Landlord, with reasonable promptness, shall cause a general contractor selected by Landlord to provide Landlord with a written estimate of the Building shallamount of time required, in using standard working methods, to substantially complete the judgment repair and restoration of an independent architect selected by Landlord, be required (whether or not the Premises and any Common Areas necessary to provide access to the Premises (“Completion Estimate”). Landlord shall have been damaged by such fire or other casualty) such that promptly forward a copy of the Completion Estimate to Tenant. If the Completion Estimate indicates that the Building Premises or any Common Areas necessary to provide access to the Premises cannot be substantially restored made tenantable within 270 days from the date the repair is started, then either party shall have the right to the condition which existed immediately prior to the damage or destruction within twenty-four (24) months after the fire or other casualty, or (ii) in the event any mortgagee under a first mortgage or first deed of trust covering the Building should require that the insurance proceeds payable as a result of said fire or other casualty be used to retire the mortgage debt, or (iii) in the event of the occurrence of a casualty which is not insured under the insurance required to be carried by Landlord pursuant to the terms of Section 20, Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination upon written notice to the other within fifteen ten (1510) days after the date of LandlordTenant’s receipt of the estimated cost of reconstruction or determination by a mortgagee to take Completion Estimate. Tenant, however, shall not have the proceeds in which event the Rent hereunder shall be abated as of the date of such damage. If Landlord does not elect right to terminate this LeaseLease if the Casualty was caused by the negligence or intentional misconduct of Tenant or any Tenant Related Parties. In addition, Landlord shallLandlord, as soon as practicable, but no more than by notice to Tenant within ninety (90) days after the date of such damagethe Casualty, commence shall have the right to repair terminate this Lease if: (1) the Premises have been materially damaged and there is less than 2 years of the Term remaining on the date of the Casualty; (2) any Mortgagee requires that the insurance proceeds be applied to the payment of the mortgage debt; or (3) a material uninsured loss to the Building or Premises occurs. 16.02 If this Lease is not terminated, Landlord shall promptly and diligently, subject to reasonable delays for insurance adjustment or other matters beyond Landlord’s reasonable control, restore the Building Premises and Common Areas. Such restoration shall proceed with reasonable diligence to restore the Building be to substantially the same condition which it was in immediately that existed prior to the occurrence Casualty, except for modifications required by Law or any other modifications to the Common Areas deemed desirable by Landlord. 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 Leasehold Improvements performed by or for the benefit of Tenant; provided if the estimated cost to repair such Leasehold Improvements exceeds the amount of insurance proceeds received by Landlord from Tenant’s insurance carrier, the 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 fire or other casualty, except that repairs to such Leasehold Improvements. In no event shall Landlord shall not be required to rebuild, repair, or replace any part of Tenant’s furniture, fixtures and equipment removable by Tenant under the provisions of this Lease or any Alterations to the Premises made by Tenant following the earliest Commencement Date pursuant to the terms of this Lease which were not approved by Landlord in writing, and Landlord shall not in any event be required to spend more for such work an amount in excess the restoration of the Premises and Common Areas than the proceeds received by Landlord, whether insurance proceeds actually received by Landlord as a result of the fire or other casualty, plus any deductible amounts thereunder. If Landlord determines that insurance proceeds will be insufficient to restore the Building as required by this Section 23, Landlord may, at its option, elect to either (1) terminate this Lease by written notice to from Tenant, or (2) provide the extra funds necessary to complete the restoration. In the event Landlord did not originally construct any Alterations to be repaired, the time for Landlord to commence and complete such repairs shall be extended by the amount of time necessary for Landlord to obtain detailed working drawings of the Alterations to be repaired. In the event Landlord does not either commence the repairs to the Building within the time required herein, or complete the repairs to the Building within two hundred seventy (270) days after the date of such damage, Tenant may terminate this Lease by written notice thereof to Landlord given no later than thirty (30) days following the date on which Landlord was to commence or complete such repairs, as the case may be. Landlord shall not be liable for any inconvenience or annoyance to Tenant Tenant, or injury to the Tenant’s business of Tenant resulting in any way from such damage the Casualty or the repair thereof. Provided that Tenant is not in Default, except thatduring any period of time that all or a material portion of the Premises is rendered untenantable as a result of a Casualty, subject to the Rent shall ▇▇▇▇▇ for the portion of the Premises that is untenantable and not used by Tenant. 16.03 The provisions of the next sentencethis Lease, including this Section 16, constitute an express agreement between Landlord shall allow and Tenant an equitable abatement with respect to any and all damage to, or destruction of, all or any part of Rent during the time and to the extent the Premises are unfit for occupancy and are vacated by Tenant. If the Premises or the Property, and any other portion Laws, including, without limitation, Sections 1932(2) and 1933(4) of the Complex is damaged by fire California Civil Code, with respect to any rights or other casualty resulting from obligations concerning damage or destruction in the intentional acts absence of Tenant an express agreement between the parties, and any similar or successor Laws now or hereafter in effect, shall have no application to this Lease or any employee, officer, contractor, agent, subtenant, damage or licensee destruction to all or any part of Tenant, the Rent hereunder shall not be abated during Premises or the repair of such damage, and Tenant shall remain liable for the payment thereofProperty.

Casualty Damage. 11.1. If the Premises or any part thereof shall be damaged by fire or other casualty, Tenant shall give prompt written notice thereof to Landlord. 11.2. In case If the Building shall be so damaged by fire or other casualty that (i) substantial alteration or reconstruction of the Building shall, in the judgment of an independent architect selected by Landlord’s sole opinion, be required (whether or not the Premises shall have been damaged by such fire or other casualty) such that that the Building cannot be substantially restored to the condition which existed immediately prior to the damage or destruction within twenty-four (24) months after the fire or other casualty, or (ii) in the event any mortgagee under a first mortgage or first deed of trust covering the Building Landlord’s should require that the insurance proceeds payable as a result of said fire or other a casualty be used applied to retire the payment of the mortgage debt, debt or (iii) in the event of the occurrence of a casualty which is not insured under the insurance required to be carried by Landlord pursuant any material uninsured loss to the terms of Section 20Building, Landlord mayor Tenant, at its either’s option, may terminate this Lease by notifying Tenant the other in writing of such termination within fifteen (15) days after the date of Landlord’s receipt of the estimated cost of reconstruction or determination by a mortgagee to take the proceeds in which event the Rent hereunder shall be abated as of the date of such damage. If Landlord does not elect to terminate this Lease, Landlord shall, as soon as practicable, but no more than ninety (90) days after the date of such damage. 11.3. If Landlord or Tenant does not thus elect to terminate this Lease, Landlord shall commence to repair and restore the Building and shall proceed with reasonable diligence to restore the Building to substantially the same condition in which it was in immediately prior to the occurrence happening of the fire or other casualty, except that Landlord Landlord’s obligation to restore shall not be required to rebuildexceed cost of the original construction of the Building or the Premises, repair, or replace any part of Tenant’s furniture, fixtures and equipment removable by Tenant under the provisions of this Lease or any Alterations to the Premises made by Tenant following the earliest Commencement Date pursuant to the terms of this Lease which were not approved by nor shall Landlord in writing, and Landlord shall not in any event be required to spend for such work an amount in excess of the insurance proceeds actually received by Landlord as a result of the fire or other casualty, plus any deductible amounts thereunder. 11.4. If Landlord determines that insurance proceeds will be insufficient to restore the Building as required by this Section 23, Landlord may, at its option, elect to either Rent shall recommence sixty (1) terminate this Lease by written notice to Tenant, or (2) provide the extra funds necessary to complete the restoration. In the event Landlord did not originally construct any Alterations to be repaired, the time for Landlord to commence and complete such repairs shall be extended by the amount of time necessary for Landlord to obtain detailed working drawings of the Alterations to be repaired. In the event Landlord does not either commence the repairs to the Building within the time required herein, or complete the repairs to the Building within two hundred seventy (27060) days after Landlord has restored the date Premises to Building Standard Improvements, or upon substantial completion of such damageTenant’s improvements enabling Tenant to recommence its normal business activity, Tenant may terminate this Lease by written notice thereof to Landlord given no later than thirty (30) days following the date on which Landlord was to commence or complete such repairs, as the case may bewhichever is later. 11.5. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, . Landlord shall allow Tenant an equitable abatement of Rent rent during the time and to the extent the Premises are unfit for occupancy and are vacated by Tenant. If the Premises or any other portion of the Complex is damaged by fire or other casualty resulting from the intentional acts of Tenant or any employee, officer, contractor, agent, subtenantoccupancy, or licensee of TenantTenant is unable to conduct its normal business activity, the Rent hereunder shall not be abated during the repair of such damage, and Tenant shall remain liable for the payment thereofwhichever is later.

Casualty Damage. 16.01 If all or any portion of the Premises or any part thereof shall if the portion of the Parking Facility serving the Premises which may be damaged by fire required for Tenant’s access to and use and enjoyment of the Premises becomes untenantable or other casualty, Tenant shall give prompt written notice thereof to Landlord. In case the Building shall be so damaged inaccessible by fire or other casualty that to the Premises or the Common Areas (icollectively a “Casualty”), Landlord, within (1) substantial alteration or reconstruction 90 days of the date of the Casualty, if the Casualty affects only the Building, or (2) 120 days of the date of the Casualty if the Casualty affects the Building shalland other buildings, in the judgment of an independent architect shall cause a general contractor selected by LandlordLandlord to provide Landlord with a written estimate of the amount of time required, be required (whether or not using standard working methods, to substantially complete the repair and restoration of the Premises and any Common Areas necessary to provide access to the Premises (“Completion Estimate”). Landlord shall have been damaged by such fire or other casualty) such that promptly forward a copy of the Completion Estimate to Tenant. If the Completion Estimate indicates that the Building Premises or any Common Areas necessary to provide access to the Premises cannot be substantially restored made tenantable within 210 days from the date the repair is started, then either party shall have the right to terminate this Lease upon written notice to the condition which existed immediately prior other within 10 days after Tenant’s receipt of the Completion Estimate. Tenant, however, shall not have the right to terminate this Lease if the damage Casualty was caused by the negligence or destruction intentional misconduct of Tenant or any Tenant Related Parties. In addition, Landlord, by notice to Tenant within twenty-four (24) months 90 days after the fire or other casualtydate of the Casualty, or shall have the right to terminate this Lease if: (ii1) in the event Premises have been materially damaged and there is less than 2 years of the Term remaining on the date of the Casualty; (2) any mortgagee under a first mortgage or first deed of trust covering the Building should require Mortgagee requires that the insurance proceeds payable as a result be applied to the payment of said fire or other casualty be used to retire the mortgage debt, ; or (iii3) in a material uninsured loss to the event of the occurrence of Building or Premises occurs, provided, however, that if a casualty which loss is not insured under uninsured because Landlord failed to maintain the insurance required to be carried maintained by Landlord pursuant under Section 14 above, such loss will not be deemed uninsured and shall not permit Landlord the right to the terms of Section 20, Landlord may, at its option, terminate this Lease pursuant to this Section 16.01(3). However, for purposes of the preceding sentence, the existence of a deductible shall not be deemed to be a failure by notifying Tenant in writing of such termination within fifteen (15) days after Landlord to maintain the date of insurance required to be maintained by Landlord under Section 14 above. 16.02 If this Lease is not terminated, Landlord shall promptly and diligently, subject to reasonable delays for insurance adjustment or other matters beyond Landlord’s receipt of reasonable control, restore the estimated cost of reconstruction or determination by a mortgagee to take the proceeds in which event the Rent hereunder Premises and Common Areas. Such restoration shall be abated as of the date of such damage. If Landlord does not elect to terminate this Lease, Landlord shall, as soon as practicable, but no more than ninety (90) days after the date of such damage, commence to repair and restore the Building and shall proceed with reasonable diligence to restore the Building to substantially the same condition which it was in immediately that existed prior to the occurrence of the fire or other casualtyCasualty, except for modifications required by Law or any other modifications to the Common Areas deemed desirable by Landlord; provided that Landlord any permanent modifications to the Common Areas shall not be required to rebuild, repair, or replace any part of prevent Tenant’s furniture, fixtures and equipment removable by Tenant under the provisions of this Lease or any Alterations access to the Premises made nor prevent Tenant’s use and enjoyment of the unaffected portions of the Common Areas and the Premises. Notwithstanding Section 15, 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 Leasehold Improvements performed by or for the benefit of Tenant; provided if the estimated cost to repair such Leasehold Improvements exceeds the amount of insurance proceeds received by Landlord from Tenant’s insurance carrier, the excess cost of such repairs shall be paid by Tenant following 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 earliest Commencement Date pursuant performance of the repairs to the terms of this Lease which were not approved by such Leasehold Improvements. In no event shall Landlord in writing, and Landlord shall not in any event be required to spend more for such work an amount in excess the restoration of the Premises and Common Areas than the proceeds received by Landlord, whether insurance proceeds actually received by Landlord as a result of the fire or other casualty, plus any deductible amounts thereunder. If Landlord determines that insurance proceeds will be insufficient to restore the Building as required by this Section 23, Landlord may, at its option, elect to either (1) terminate this Lease by written notice to from Tenant, or (2) provide the extra funds necessary to complete the restoration. In the event Landlord did not originally construct any Alterations to be repaired, the time for Landlord to commence and complete such repairs shall be extended by the amount of time necessary for Landlord to obtain detailed working drawings of the Alterations to be repaired. In the event Landlord does not either commence the repairs to the Building within the time required herein, or complete the repairs to the Building within two hundred seventy (270) days after the date of such damage, Tenant may terminate this Lease by written notice thereof to Landlord given no later than thirty (30) days following the date on which Landlord was to commence or complete such repairs, as the case may be. Landlord shall not be liable for any inconvenience or annoyance to Tenant Tenant, or injury to the Tenant’s business of Tenant resulting in any way from such damage the Casualty or the repair thereof, except that, subject to the provisions . During any period of the next sentence, Landlord shall allow Tenant an equitable abatement of Rent during the time and to the extent the Premises are unfit for occupancy and are vacated by Tenant. If the Premises that all or any other a material portion of the Complex Premises is damaged by fire or other casualty resulting from the intentional acts rendered untenantable as a result of Tenant or any employee, officer, contractor, agent, subtenant, or licensee of Tenanta Casualty, the Rent hereunder shall not be abated during the repair of such damage, and Tenant shall remain liable ▇▇▇▇▇ for the payment thereofportion of the Premises that is untenantable and not used by Tenant.

Casualty Damage. (a) If the Premises or any part thereof shall be damaged by fire or other casualty, Tenant shall give prompt written notice thereof to Landlord. In case If: (i) the Building shall be so damaged by fire or other casualty that (i) substantial alteration or reconstruction of the Building shall, in the judgment of an independent architect selected by Landlord’s sole opinion, be required (whether or not the Premises shall have been damaged by such fire or other casualty) such that that the Building cannot be substantially restored to the condition which existed immediately prior to the damage or destruction within twenty-four (24) months after the fire or other casualty, or ); (ii) any Mortgagee’s interest in the event any mortgagee under a first mortgage or first deed of trust covering the Building should require Property requires that the insurance proceeds payable as a result of said fire or other a casualty be used applied to retire the payment of the mortgage debt, or ; (iii) in the event of the occurrence of a casualty which there is not insured under the insurance required to be carried by Landlord pursuant any material uninsured loss to the terms of Section 20Property, Landlord may, at its option, option (y) terminate this Lease by notifying Tenant in writing of such termination within fifteen (15) days after the date of Landlord’s receipt of the estimated cost of reconstruction or determination by a mortgagee to take the proceeds in which event the Rent hereunder shall be abated as of the date of such damage. If Landlord does not elect to terminate this Lease, Landlord shall, as soon as practicable, but no more than ninety (90) 90 days after the date of such damagecasualty; and (z) not repair, commence to repair and reconstruct, or restore the Building Premises or the Building, whether or not the Premises have suffered from the casualty. If the Landlord estimates that it can repair the Premises, excluding Tenant Improvements therein, (“Landlord Restoration Work”) within 360 days from receipt of all insurance proceeds, the Lease will continue unless otherwise Terminated by Landlord as provided above. Landlord’s estimate of the length of time necessary to complete repairs shall be given to Tenant the later of: (i) 30 days after a written request from Tenant is received by Landlord; and (ii) 60 days after the occurrence of a casualty. If Landlord is prevented by force majeure (“Delays”), from completing Landlord’s Restoration Work within said applicable period, and if Landlord provides Tenant with written notice of such cause for the Delays within 15 days of the occurrence thereof, said notice to contain the reason for the Delays and a good faith estimate of the period of the delay caused thereby, then Landlord shall proceed with reasonable diligence have an additional period beyond said applicable period, equal to the Delays in which to restore the damaged areas of the Building. In such event, Tenant may not elect to terminate this Lease until said additional period required for completion has expired with the Building not having been substantially restored. Landlord’s obligation to substantially the same condition which it was in immediately prior restore shall be limited to the occurrence of the fire or other casualty, except that Landlord shall not be required to rebuild, repair, or replace any part of Tenant’s furniture, fixtures and equipment removable by Tenant under the provisions of this Lease or any Alterations to the Premises made by Tenant following the earliest Commencement Date pursuant to the terms of this Lease which were not approved by Landlord in writing, and Landlord shall not in any event be required to spend for such work an amount in excess extent of the insurance proceeds actually received by Landlord as a result of the fire or other casualtycasualty and Landlord’s restoration obligations shall be limited to the Building shell and the Shell Improvements located in the Premises. When the Landlord’s repairs have been substantially completed, plus Tenant shall promptly complete the restoration of all improvements to the Premises in excess of Landlord’s Restoration Work (including, without limitation, all Tenant Improvements unless Landlord elects, at Tenant’s expense, to restore any deductible amounts thereunder. If Landlord determines that insurance proceeds will be insufficient such Tenant Improvements) necessary to permit Tenant’s reoccupancy of the Premises and to restore the Building as required Premises to the condition immediately before such casualty or damage, in accordance with plans and specifications approved by this Section 23Landlord and Tenant. Landlord shall have the right to approve any contractor Tenant selects to perform such work. Tenant shall also be responsible for the restoration of Tenant’s furniture, Landlord mayequipment, and fixtures. All cost and expense of reconstructing the Premises to a level in excess of that at its option, elect to either (1) terminate the execution of this Lease by written notice to Tenant, or (2) provide the extra funds necessary to complete the restoration. In the event Landlord did not originally construct any Alterations to be repaired, the time for Landlord to commence and complete such repairs shall be extended borne by the amount of time necessary for Landlord to obtain detailed working drawings of the Alterations to be repaired. In the event Landlord does not either commence the repairs to the Building within the time required herein, or complete the repairs to the Building within two hundred seventy Tenant. (270b) days after the date of such damage, Tenant may terminate this Lease by written notice thereof to Landlord given no later than thirty (30) days following the date on which Landlord was to commence or complete such repairs, as the case may be. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such casualty damage or the repair thereof, except that, subject . Subject to the provisions of the next sentence, Landlord shall allow Tenant an equitable abatement a fair diminution of Rent during until Landlord’s Restoration Work is substantially completed and a reasonable period of time has elapsed for Tenant to restore the time and Tenant Improvements, not to exceed 60 days from the extent date Land lord substantially completes the Premises are unfit for occupancy and are vacated by TenantShell Improvements. If the Premises or any other portion of the Complex is Property be damaged by fire or other casualty resulting from the intentional acts fault or negligence of Tenant or any employeeof Tenant’s agents, officercontractors, contractor, agent, subtenantemployees, or licensee of Tenantinvitees, the Rent hereunder shall not be abated diminished during the repair of such damage, and Tenant shall remain be liable to Landlord for the payment thereofcost of the repair and restoration of the Premises, the Building, the Complex and/or the Property to the extent such cost and expense is not covered by insurance proceeds.

Casualty Damage. If Tenant shall promptly notify Landlord or the Building Manager of any fire or other casualty to the Premises or to the extent it knows of damage, to the Building. In the event the Premises or any substantial part thereof of the Building is wholly or partially damaged or destroyed by fire or other casualty which is covered by Landlord's insurance, the Landlord will proceed to restore the same to substantially the same condition existing immediately prior to such damage or destruction unless such damage or destruction is incapable of repair or restoration within one hundred eighty (180) days, in which event Landlord or Tenant may, by written notice given to the other party within sixty (60) days of such damage or destruction, declare this Lease terminated as of the happening of such damage or destruction. Landlord agrees to give written notice to Tenant within forty-five (45) days of such damage or destruction setting forth Landlord's reasonable estimate of the amount of time necessary complete the repair or restoration. If the Landlord's sole opinion the net insurance proceeds recovered by reason of the damage or destruction will not be adequate to complete the restoration of the Building, Landlord shall have the right to terminate this Lease and all unaccrued obligations of the parties hereto by sending a notice of such termination to Tenant. To the extent after fire or other casualty that Tenant shall be damaged by deprived of the use and occupancy of the Premises or any portion thereof as a result of any such damage, destruction or the repair thereof, providing Tenant did not cause the fire or other casualty, Tenant shall give prompt written notice thereof to Landlord. In case the Building shall be so damaged by fire or other casualty that (i) substantial alteration or reconstruction relieved of the Building shall, in the judgment of an independent architect selected by Landlord, be required (whether or not the Premises shall have been damaged by such fire or other casualty) such that that the Building cannot be substantially restored to the condition which existed immediately prior to the damage or destruction within twenty-four (24) months after the fire or other casualty, or (ii) in the event any mortgagee under a first mortgage or first deed of trust covering the Building should require that the insurance proceeds payable as a result of said fire or other casualty be used to retire the mortgage debt, or (iii) in the event same ratable portion of the occurrence of a casualty which is not insured under the insurance required to be carried by Landlord pursuant to the terms of Section 20, Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination within fifteen (15) days after the date of Landlord’s receipt of the estimated cost of reconstruction or determination by a mortgagee to take the proceeds in which event the Monthly Rent hereunder shall be abated as of the date of such damage. If Landlord does not elect to terminate this Lease, Landlord shall, as soon as practicable, but no more than ninety (90) days after the date of such damage, commence to repair and restore the Building and shall proceed with reasonable diligence to restore the Building to substantially the same condition which it was in immediately prior to the occurrence of the fire or other casualty, except that Landlord shall not be required to rebuild, repair, or replace any part of Tenant’s furniture, fixtures and equipment removable by Tenant under the provisions of this Lease or any Alterations to the Premises made by Tenant following the earliest Commencement Date pursuant to the terms of this Lease which were not approved by Landlord in writing, and Landlord shall not in any event be required to spend for such work an amount in excess of the insurance proceeds actually received by Landlord as a result of the fire or other casualty, plus any deductible amounts thereunder. If Landlord determines that insurance proceeds will be insufficient to restore the Building as required by this Section 23, Landlord may, at its option, elect to either (1) terminate this Lease by written notice to Tenant, or (2) provide the extra funds necessary to complete the restoration. In the event Landlord did not originally construct any Alterations to be repaired, the time for Landlord to commence and complete such repairs shall be extended by the amount of time necessary for Landlord damaged or useless space in the Premises bears to obtain detailed working drawings the rentable square footage of the Alterations to be repaired. In the event Landlord does not either commence the repairs to the Building within the Premises until such time required herein, or complete the repairs to the Building within two hundred seventy (270) days after the date of such damage, Tenant may terminate this Lease by written notice thereof to Landlord given no later than thirty (30) days following the date on which Landlord was to commence or complete such repairs, as the case Premises may bebe restored. Landlord shall not be liable for any inconvenience reasonably determine the amount of damaged or annoyance to Tenant or injury to useless space and the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions square footage of the next Premises referenced in the prior sentence, Landlord shall allow Tenant an equitable abatement of Rent during the time and to the extent the Premises are unfit for occupancy and are vacated by Tenant. If the Premises or any other portion of the Complex is damaged by fire or other casualty resulting from the intentional acts of Tenant or any employee, officer, contractor, agent, subtenant, or licensee of Tenant, the Rent hereunder shall not be abated during the repair of such damage, and Tenant shall remain liable for the payment thereof.

Casualty Damage. If the Leased Premises or any part thereof shall be damaged by fire or other casualty, Tenant shall give prompt written notice thereof to Landlord. In case the Building shall be so damaged by fire or other casualty that (i) substantial alteration or reconstruction of the Building shall, in the judgment of an independent architect selected by Landlord's sole discretion, be required (whether or not the Leased Premises shall have been damaged by such fire or other casualty) such that that the Building cannot be substantially restored to the condition which existed immediately prior to the damage or destruction within twenty-four (24) months after the fire or other casualty, or (ii) in the event any mortgagee under a first mortgage or first deed of trust covering the Building Landlord's should require that the insurance proceeds payable as a result of said fire or other a casualty be used applied to retire the payment of the mortgage debt, debt or (iii) in the event of the occurrence of a casualty which is not insured under the insurance required to be carried by Landlord pursuant any material uninsured loss to the terms of Section 20Building, Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination within fifteen (15) days after the date of Landlord’s receipt of the estimated cost of reconstruction or determination by a mortgagee to take the proceeds in which event the Rent hereunder shall be abated as of the date of such damage. If Landlord does not elect to terminate this Lease, Landlord shall, as soon as practicable, but no more than ninety (90) days after the date of such damagecasualty. If Landlord does not thus elect to terminate this Lease, Landlord shall commence to repair and restore the Building and shall proceed with reasonable diligence to restore the Building to substantially the same condition which it was in immediately prior to the occurrence of the fire or other casualty, shell; except that Landlord Landlord's obligation to restore shall not be required to rebuild, repair, or replace any part of Tenant’s furniture, fixtures and equipment removable by Tenant under the provisions of this Lease or any Alterations to the Premises made by Tenant following the earliest Commencement Date pursuant to the terms of this Lease which were not approved by require Landlord in writing, and Landlord shall not in any event be required to spend for such work an amount in excess of the insurance proceeds actually received by Landlord as a result of the fire or other casualty. When the repairs described in the preceding sentence have been completed by Landlord, plus any deductible amounts thereunder. If Landlord determines that insurance proceeds will be insufficient to Tenant shall restore the Building as required by this Section 23, Landlord may, at its option, elect to either (1) terminate this Lease by written notice to Tenant, or (2) provide the extra funds all improvement necessary to complete permit Tenant's re-occupancy of the restorationLeased Premises, and the restoration of Tenant furniture and equipment. In All cost and expense of reconstructing the event Landlord did not originally construct any Alterations to be repaired, the time for Landlord to commence and complete such repairs Leased Premises shall be extended borne by the amount of time necessary for Landlord to obtain detailed working drawings of the Alterations to be repaired. In the event Landlord does not either commence the repairs to the Building within the time required herein, or complete the repairs to the Building within two hundred seventy (270) days after the date of such damage, Tenant may terminate this Lease by written notice thereof to Landlord given no later than thirty (30) days following the date on which Landlord was to commence or complete such repairs, as the case may beTenant. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant an equitable abatement a fair diminution of Rent rent during the time and to the extent the Leased Premises are unfit for occupancy and are vacated by Tenantunoccupied. If the Leased Premises or any other portion of the Complex is Building be damaged by fire or other casualty resulting from the intentional acts fault or negligence of Tenant or any employeeTenant's agents, officer, contractor, agent, subtenantemployees, or licensee of Tenantinvitees, the Rent rent hereunder shall not be abated diminished during the repair and restoration of such damage, the Building and Tenant shall remain be liable to Landlord for rent and for the payment thereofcost of repair and restoration of the Building caused thereby to the extent such cost and expense is not covered by insurance proceeds actually received by Landlord. Notwithstanding the foregoing, in the event that it is estimated that Landlord will need more than one hundred eighty (180) days to repair the damage caused by such casualty, Tenant shall have the right to terminate this Leased by providing written notice to Landlord within five (5) days of Landlord's notice to Tenant.

Casualty Damage. If Seller shall give notice (a "Casualty Notice") to Buyer reasonably promptly after the Premises or occurrence of any part thereof damage to the improvements on the Property by any casualty, which notice shall be include Seller's reasonable estimate of the restoration costs. If, before the Closing Date, the Improvements are damaged by fire or other casualty(a) any insured casualty and the cost to restore such Improvements, Tenant shall give prompt written notice thereof to Landlord. In case the Building shall be so damaged as reasonably determined by fire or other casualty that Seller, is more than twenty-five percent (i25%) substantial alteration or reconstruction of the Building shall, in Purchase Price (the judgment of an independent architect selected by Landlord, be required (whether or not the Premises shall have been damaged by such fire or other casualty) such that that the Building cannot be substantially restored to the condition which existed immediately prior to the damage or destruction within twenty-four (24) months after the fire or other casualty"Insured Casualty Threshold"), or (iib) in any casualty not covered by insurance and the event any mortgagee under a first mortgage or first deed of trust covering the Building should require that the insurance proceeds payable as a result of said fire or other casualty be used cost to retire the mortgage debt, or (iii) in the event of the occurrence of a casualty which is not insured under the insurance required to be carried by Landlord pursuant to the terms of Section 20, Landlord may, at its option, terminate this Lease by notifying Tenant in writing of restore such termination within fifteen (15) days after the date of Landlord’s receipt of the estimated cost of reconstruction or determination by a mortgagee to take the proceeds in which event the Rent hereunder shall be abated as of the date of such damage. If Landlord does not elect to terminate this Lease, Landlord shallImprovements, as soon as practicablereasonably determined by Seller, but no is more than ninety $500,000 (90) days after the date of such damage"Uninsured Casualty Threshold"), commence to repair and restore Buyer shall have the Building and shall proceed with reasonable diligence to restore the Building to substantially the same condition which it was in immediately prior to the occurrence of the fire or other casualtyright, except that Landlord shall not be required to rebuild, repair, or replace any part of Tenant’s furniture, fixtures and equipment removable by Tenant under the provisions of this Lease or any Alterations to the Premises made by Tenant following the earliest Commencement Date pursuant to the terms of this Lease which were not approved by Landlord in writing, and Landlord shall not in any event be required to spend for such work an amount in excess of the insurance proceeds actually received by Landlord as a result of the fire or other casualty, plus any deductible amounts thereunder. If Landlord determines that insurance proceeds will be insufficient to restore the Building as required by this Section 23, Landlord may, at its option, elect to either (1) terminate this Lease by written giving notice to Tenant, or (2) provide the extra funds necessary to complete the restoration. In the event Landlord did not originally construct any Alterations to be repaired, the time for Landlord to commence and complete such repairs shall be extended by the amount of time necessary for Landlord to obtain detailed working drawings of the Alterations to be repaired. In the event Landlord does not either commence the repairs to the Building Seller within the time required herein, or complete the repairs to the Building within two hundred seventy (270) days after the date of such damage, Tenant may terminate this Lease by written notice thereof to Landlord given no later than thirty (30) days following after receipt of the date on Casualty Notice, to terminate this Agreement, in which Landlord was event this Agreement shall terminate and the Deposit shall be returned to commence or complete such repairsBuyer. If necessary, as the case may be. Landlord Closing Date shall not be liable postponed until Seller has given any notice to Buyer required by this Section 6.2 and the period for any inconvenience or annoyance to Tenant or injury corresponding election by Buyer described in this Section 6.2 has expired. If, before the Closing Date, the Property is damaged by a casualty that does not result in a termination of this Agreement pursuant to the business of Tenant resulting in any way from preceding sentence, then (i) with respect to an insured casualty, the insurance proceeds (or, if not theretofore received, the right to receive such damage or the repair thereofproceeds), except thatif any, subject to the provisions payable on account of the next sentencedamage, Landlord exclusive of any proceeds of any business interruption or rent continuation insurance in respect of Seller's period of ownership, shall allow Tenant an equitable abatement be transferred to Buyer, and the amount of Rent during the time and any applicable insurance deductible to the extent the Premises are unfit for occupancy and are vacated by Tenant. If the Premises or any other portion of the Complex is damaged repair cost as reasonably determined by fire Seller shall be a credit to Buyer against the Purchase Price or other casualty resulting from the intentional acts of Tenant or any employee, officer, contractor, agent, subtenant, or licensee of Tenant(ii) with respect to an uninsured casualty, the Rent hereunder repair costs for such casualty as reasonably determined by Seller shall be a credit to Buyer against the Purchase Price (not be abated during to exceed the repair of such damage, and Tenant shall remain liable for the payment thereofUninsured Casualty Threshold).