Common use of Casualty Clause in Contracts

Casualty. In the event during the Lease Term the Premises are damaged by fire or other casualty, but to such an extent that repairs and rebuilding can reasonably be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds for such repairs and rebuilding, Landlord may, at Landlord’s option within sixty (60) days of such event, elect to repair and rebuild the Premises. If Landlord elects to repair and rebuild the Premises, Landlord will notify Tenant of same and this Lease shall remain in full force and effect, but Landlord may require Tenant temporarily to vacate the Premises while they are being repaired and, subject to the provisions of this Section 14.1, rent shall xxxxx during this period to the extent that the Premises are untenantable; provided, however, that Landlord shall not be liable to Tenant for any damage or expense which temporarily vacating the Premises may cause Tenant. If the repairs of or restoration to the Premises is not substantially complete (exclusive of any of Tenant’s property or Tenant’s improvements), or the Premises is not otherwise made suitable for occupancy by Tenant, within the aforesaid one hundred eighty (180) day period, Tenant shall have the right, by written notice to Landlord within ten (10) days of such period, to terminate this Lease, in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. If within the aforesaid sixty (60) day period Landlord elects not to repair and rebuild the Premises or if the Building or any part thereof be so damaged that the Premises are untenantable and in Landlord’s reasonable opinion, which shall be given to Tenant within sixty (60) days of such casualty, the repairs and rebuilding cannot be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds as aforesaid, then within fourteen (14) days of Tenant’s receipt of Landlord’s notice that such rebuilding cannot be completed within one hundred eighty (180) days, Landlord or Tenant may by seven (7) days’ written notice to the other terminate this Lease in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. Failure by Tenant to comply with any provision of this Section 14.1 shall subject Tenant to such costs, expenses, damages, and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of this Lease to the contrary, if the Premises, the Building, or any part thereof are damaged by fire or other casualty caused by or materially contributed to by the negligence or misconduct of Tenant or any of the Tenant Parties, Tenant shall be fully responsible, to the extent not covered by Landlord’s and/or Tenant’s insurance, for repairing, restoring, or paying for the damage as Landlord shall direct and this Lease shall remain in full force and effect without reduction or abatement of rent.

Casualty. In the event during the Lease Term If the Premises are or the Project is damaged or destroyed, in whole or in part, by fire or other casualtycasualty at any time during the Term and if, but after such damage or destruction, Tenant is not able to such an use the portion of the Premises not damaged or destroyed to substantially the same extent that repairs and rebuilding can reasonably be completed within one hundred eighty (180) days from for the date Landlord receives Authorized Use for which the applicable insurance proceeds for such repairs Premises were leased to Tenant hereunder, and rebuilding, Landlord may, at Landlord’s option within sixty (60) days after Landlord’s receipt of written notice from Tenant describing such event, elect damage or destruction Landlord provides notice to repair and rebuild the Premises. If Landlord elects to repair and rebuild Tenant that the Premises, Landlord will notify Tenant of same and this Lease shall remain in full force and effect, but Landlord may require Tenant temporarily to vacate the Premises while they are being repaired and, subject to the provisions of this Section 14.1, rent shall xxxxx during this period as improved to the extent that of the Premises are untenantable; providedBuilding Standard improvements existing immediately prior to such destruction or casualty, however, that Landlord shall cannot be liable to Tenant for any damage repaired or expense which temporarily vacating the Premises may cause Tenant. If the repairs of or restoration rebuilt to the Premises is not substantially complete condition which existed immediately prior to such destruction or casualty within two hundred seventy (exclusive 270) days following the date of any of Tenant’s property such destruction or Tenant’s improvements)casualty, then either Landlord or the Premises is not otherwise made suitable for occupancy by Tenant, within the aforesaid one hundred eighty (180) day period, Tenant shall have the right, may by written notice to Landlord the other within ten thirty (1030) days of following such period, to notice by Landlord terminate this Lease. Unless such damage or destruction is the result of the negligence or willful misconduct of Tenant or its employees, in which event rent agents, contractors or invitees, the Rent shall be abated for the unexpired Lease Term, effective as period and proportionately to the extent that after such damage or destruction Tenant is not able to use the portion of the date Premises damaged or destroyed for the Authorized Use and to substantially the same extent as Tenant vacates used the Premises prior thereto. If this Lease is not terminated pursuant to the foregoing, then upon receiving the available insurance proceeds, Landlord shall restore or replace the damaged or destroyed portions of the Premises, as improved to the extent of the Building Standard improvements existing immediately prior to such destruction or casualty, or Project; Tenant shall restore or replace the improvements to the Premises required to be insured by Tenant hereunder; and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant in accordance with the terms hereof except for the abatement of Rent referred to above, if applicable,. Landlord shall have vacated restore or replace the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. If within the aforesaid sixty (60) day period Landlord elects not to repair and rebuild damaged or destroyed portions of the Premises or Project that Landlord is required to restore or replace hereunder within a reasonable time, subject to Force Majeure Events and the availability of insurance proceeds. If either party elects to terminate this Lease as provided in this Section, this Lease shall terminate on the date which is thirty (30) days following the date of the notice of termination as if the Building Term hereof had been scheduled to expire on such date, and, except for obligations which are expressly stated herein to survive the expiration or earlier termination of this Lease, neither party shall have any part thereof liability to the other party as a result of such termination. Landlord shall not be so damaged that obligated to repair any damage to Above Standard improvements or fixtures, Tenant’s inventory, trade fixtures or other personal property. If the Premises are untenantable and in Landlord’s reasonable opinion, which shall be given to Tenant within sixty (60) days of such casualty, the repairs and rebuilding cannot be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds as aforesaid, then within fourteen (14) days of Tenant’s receipt of Landlord’s notice that such rebuilding cannot be completed within one hundred eighty (180) days, Landlord damaged or Tenant may by seven (7) days’ written notice to the other terminate this Lease in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. Failure by Tenant to comply with any provision of this Section 14.1 shall subject Tenant to such costs, expenses, damages, and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of this Lease to the contrary, if the Premises, the Building, or any part thereof are damaged destroyed by fire or other casualty caused by the recklessness or materially contributed to by the negligence or willful misconduct of Tenant Tenant, its employees, agents, contractors, or invitees, then any repair or restoration of the Tenant Parties, Tenant Premises by Landlord pursuant to the terms of this Section shall be fully responsibleat Tenant’s sole cost and expense, except to the extent not covered by Landlord’s and/or Tenant’s insurancethat Landlord is able to receive payment as a result of the insurance that it carries pursuant to the terms of this Lease. Notwithstanding anything in this Section to the contrary, for repairing, restoringLandlord shall have no obligation to repair or restore the Premises or the Project on account of damage resulting from any casualty which occurs during the last twelve (12) months of the Term, or paying for if the damage as Landlord shall direct estimated cost of such repair or restoration would exceed fifty percent (50%) of the reasonable value of the Building prior to the casualty. The abatement of Rent, if applicable hereunder, and termination of this Lease shall remain by Tenant, if applicable hereunder, are the sole remedies available to Tenant in full force and effect without reduction the event the Premises or abatement the Project is damaged or destroyed, in whole or in part, by fire or other casualty. Notwithstanding the foregoing, Landlord may not terminate this Lease unless Landlord also terminates the leases of rentall other similarly situated tenants of the Building.

Casualty. In the event during the Lease Term the Premises are damaged by of a fire or other casualtycasualty in the Subleased Premises, the Common Area or any other portion of the Building (a “Casualty”) where, Subtenant’s access to and/or occupancy of the Subleased Premises is materially affected, Subtenant’s Base Rent and Subtenant’s share of Direct Expenses shall be proportionately abated to the extent and for such period that the Casualty or the damage resulting therefrom prevents Subtenant from conducting its ordinary business operations in the Subleased Premises, but to such an extent that repairs and rebuilding can reasonably be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds for such repairs and rebuilding, Landlord may, at Landlord’s option within sixty (60) days of such event, elect to repair and rebuild the Premises. If Landlord elects to repair and rebuild the Premises, Landlord will notify Tenant of same and this Lease shall remain in full force and effect, but Landlord may require Tenant temporarily to vacate the Premises while they are being repaired and, subject only to the provisions of this Section 14.1, rent shall xxxxx during this period extent Sublandlord receives Rent abatement from Landlord under the Prime Lease and then only to the extent that the proportionate share of rentable square footage of the Subleased Premises are untenantable; provided, however, that Landlord shall not be liable bears to Tenant the total Premises rendered unfit for any damage or expense which temporarily vacating the Premises may cause Tenantoccupancy. If the repairs time estimated by the Landlord to repair or restore the Subleased Premises or any portion of the Building necessary for Subtenant’s occupancy exceeds ninety (90) days, Subtenant may, in its sole discretion, elect to terminate this Sublease within thirty (30) days after the Landlord’s notice or restoration to determination as of the Premises is not substantially complete (exclusive date of any of TenantSubtenant’s property or Tenant’s improvements), or the Premises is not otherwise made suitable for occupancy by Tenant, within the aforesaid one hundred eighty (180) day period, Tenant shall have the right, by written notice to Landlord within ten (10) days of such period, to terminate this LeaseSublandlord, in which event rent the date of such termination of this Sublease shall be abated for deemed the unexpired Lease Term, effective as last day of the date Tenant vacates Sublease Term. If Subtenant does not elect to terminate this Sublease, Sublandlord, if and to the Premisesextent it is entitled to do so under the Prime Lease following a Casualty, may elect to terminate the Prime Lease in its sole discretion. If neither the Landlord or Subtenant elect to terminate the Prime Lease or Subtenant does not elect to terminate this Sublease, the obligation to restore the Subleased Premises shall be borne by the Landlord, and not Sublandlord, on the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. If within the aforesaid sixty (60) day period Landlord elects not to repair and rebuild the Premises or if the Building or any part thereof be so damaged that the Premises are untenantable and in Landlord’s reasonable opinion, which shall be given to Tenant within sixty (60) days of such casualty, the repairs and rebuilding cannot be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds as aforesaid, then within fourteen (14) days of Tenant’s receipt of Landlord’s notice that such rebuilding cannot be completed within one hundred eighty (180) days, Landlord or Tenant may by seven (7) days’ written notice to the other terminate this Lease in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. Failure by Tenant to comply with any provision of this Section 14.1 shall subject Tenant to such costs, expenses, damages, and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of this Lease to the contrary, if the Premises, the Building, or any part thereof are damaged by fire or other casualty caused by or materially contributed to by the negligence or misconduct of Tenant or any of the Tenant Parties, Tenant shall be fully responsiblePrime Lease, to the extent not covered by Landlordthe Landlord is required to restore the condition of the Leased Premises under the Prime Lease (and Sublandlord’s sole obligation shall be to restore the improvements Sublandlord has agreed to construct and/or Tenant’s insurance, for repairing, restoring, or paying for the damage as Landlord shall direct and this Lease shall remain in full force and effect without reduction or abatement of rentprovide pursuant to Section 9(c) hereof).

Casualty. In the event (a) If, at any time during the Lease Term Term, the Building or the Premises are damaged or destroyed by a fire or other insured casualty, but Landlord shall notify Tenant within 30 days after discovery of such damage (a "Restoration Notice") as to such an extent that repairs and rebuilding can the amount of time Landlord reasonably be completed within one hundred eighty estimates it will take to restore the Premises, as applicable (180the "Restoration Period"). If the Restoration Period is estimated to exceed fifteen (15) days from months (the date Landlord receives the applicable insurance proceeds for such repairs and rebuilding"Maximum Restoration Period"), Landlord may, at in such notice, elect to terminate this Lease as of the date that is seventy-five (75) days after the date of discovery of such damage or destruction; provided, however, that notwithstanding Landlord’s option 's election to restore, Tenant may elect to terminate this Lease by written notice to Landlord delivered within sixty forty-five (6045) days of such eventreceipt of a notice from Landlord estimating a Restoration Period for the Premises longer than the Maximum Restoration Period. Unless either Landlord or Tenant so elects to terminate this Lease pursuant to this Section 5.1, Landlord shall promptly restore the Premises (including all tenant improvements that were part of the Premises as of the date of this Lease), as needed to obtain any license, clearance or other authorization of any kind required to enter into and restore the Premises issued by any Governmental Authority having jurisdiction over the use, storage, handling, treatment, generation, release, disposal, removal or remediation of Hazardous Materials (hereinafter defined) in, on or about the Premises (collectively referred to herein as "HAZARDOUS MATERIALS CLEARANCES"); provided, however, that if repair or restoration of the Premises is not substantially complete as of the end of the Maximum Restoration Period, Landlord shall cease all work, and Tenant may by written notice to Landlord delivered within five (5) business days of the expiration of Maximum Restoration Period, elect to repair and rebuild the Premisesterminate this Lease. If Landlord Tenant elects to repair and rebuild the Premisesterminate this Lease, Landlord will notify shall be relieved of its obligation to make repairs or restoration, and this Lease shall terminate as of the date of discovery of such damage or destruction. Landlord shall retain any Rent paid and the right to any Rent payable by Tenant and applicable to the date of same and termination. If Tenant does not timely elect to terminate, this Lease shall remain in full force and effect, but Landlord may require Tenant temporarily to vacate the Premises while they are being repaired and, subject to the provisions of this Section 14.1, rent shall xxxxx during this period to the extent that the Premises are untenantable; provided, however, that and Landlord shall not be liable to Tenant for any damage or expense which temporarily vacating the Premises may cause Tenant. If the repairs of or restoration to the Premises is not substantially complete (exclusive of any of Tenant’s property or Tenant’s improvements), or the Premises is not otherwise made suitable for occupancy by Tenant, within the aforesaid one hundred eighty (180) day period, Tenant shall have the right, by written notice to Landlord within ten (10) days of such period, to terminate this Lease, in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. If within the aforesaid sixty (60) day period Landlord elects not to repair and rebuild the Premises or if the Building or any part thereof be so damaged that the Premises are untenantable and in Landlord’s reasonable opinion, which shall be given to Tenant within sixty (60) days of such casualty, the repairs and rebuilding cannot be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds restoration as aforesaid, then within fourteen (14) days of Tenant’s receipt of Landlord’s notice that such rebuilding cannot be completed within one hundred eighty (180) days, Landlord or Tenant may by seven (7) days’ written notice to the other terminate this Lease in which event rent shall be abated for the unexpired Lease Term, effective soon as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. Failure by Tenant to comply with any provision of this Section 14.1 shall subject Tenant to such costs, expenses, damages, and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of this Lease to the contrary, if the Premises, the Building, or any part thereof are damaged by fire or other casualty caused by or materially contributed to by the negligence or misconduct of Tenant or any of the Tenant Parties, Tenant shall be fully responsible, to the extent not covered by Landlord’s and/or Tenant’s insurance, for repairing, restoring, or paying for the damage as Landlord shall direct and this Lease shall remain in full force and effect without reduction or abatement of rentreasonably practicable.

Casualty. In If the event during the Lease Term the Demised Premises are shall be damaged by fire or other casualtycauses, but to such an extent that repairs are not wholly untenantable, the damage shall be repaired by the Landlord upon receipt of the insurance proceeds, and rebuilding can reasonably be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds for such repairs and rebuilding, Landlord may, at Landlord’s option within sixty (60) days of its own expense. In such event, elect to repair and rebuild the Premises. If Landlord elects to repair and rebuild the Premisesthis lease shall not terminate, Landlord will notify Tenant of same and this Lease but shall remain in full force and effect, but Landlord may require Tenant temporarily to vacate the Premises while they are being repaired and, subject rent shall be apportioned according to the provisions part of this Section 14.1the Demised Premises usable by Tenant to conduct its business. Due allowances shall be made for delays from labor troubles, rent shall xxxxx during this period material shortages, or any other causes, whether similar or dissimilar to the extent that the Premises are untenantable; providedforegoing, beyond Landlord's control. If, however, that Landlord shall not be liable to Tenant for any damage the Demised Premises are rendered wholly untenantable by fire or expense which temporarily vacating the Premises may cause Tenant. If the repairs of or restoration to the Premises is not substantially complete (exclusive of any of Tenant’s property or Tenant’s improvements), or the Premises is not otherwise made suitable for occupancy by Tenant, within the aforesaid one hundred eighty (180) day period, Tenant shall have the right, by written notice to Landlord within ten (10) days of such period, to terminate this Lease, in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premisesother causes, and the other terms Landlord does not intend to rebuild the same, or if the building of which the Demised Premises are a part shall be so damaged or not, that Landlord determines to demolish or rebuild the building, then in any of such events the Landlord may within ninety days after such damage or destruction, give Tenant notice of its decision, and conditions of thereupon this Lease shall continue terminate three days after such notice is given and remain in full force and effect until the Tenant shall have vacated immediately vacate the PremisesDemised Premises and surrender the same to the Landlord, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof paying the rent to the time said Demised Premises were wholly untenantable, to the time said Demised Premises are surrendered to Landlord. If If, however, within the aforesaid sixty (60) day period said ninety days Landlord elects not shall notify Tenant that it intends to repair and rebuild the Premises or if the Building or any part thereof be so damaged that the Premises are untenantable and in Landlord’s reasonable opinion, which shall be given to Tenant within sixty (60) days of such casualty, the repairs and rebuilding cannot be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds as aforesaidDemised Premises, then within fourteen (14) days of Tenant’s receipt of Landlord’s notice that such rebuilding cannot be completed within one hundred eighty (180) days, Landlord or Tenant may by seven (7) days’ written notice to the other terminate this Lease in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. Failure by Tenant to comply with any provision of this Section 14.1 shall subject Tenant to such costs, expenses, damages, and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of this Lease to the contrary, if the Premises, the Building, or any part thereof are damaged by fire or other casualty caused by or materially contributed to by the negligence or misconduct of Tenant or any of the Tenant Parties, Tenant shall be fully responsible, to the extent not covered by Landlord’s and/or Tenant’s insurance, for repairing, restoring, or paying for the damage as Landlord shall direct and this Lease terminate but shall remain in full force and effect without reduction or abatement of renteffect, except that the rent shall xxxxx while said Demised Premises are wholly untenantable, but shall commence again when the Demised Premises are restored and ready for occupancy.

Casualty. In (a) If the event during the Lease Term Building or the Premises are shall be partially or totally damaged or destroyed by fire or other casualtycasualty (each, but to such an extent that repairs a "Casualty") and rebuilding can reasonably be completed within one hundred eighty if this Lease is not terminated as provided below, then (180i) days from the date Landlord receives the applicable insurance proceeds for such repairs and rebuilding, Landlord may, at Landlord’s option within sixty (60) days of such event, elect to shall repair and rebuild restore the Premises. If Landlord elects to repair Building, including the exterior and rebuild public portions thereof (including, without limitation, the PremisesBuilding lobbies, Landlord will notify Tenant of same and this Lease shall remain in full force and effectexterior walls, but Landlord may require Tenant temporarily to vacate the Premises while they are being repaired and, subject to the provisions of this Section 14.1, rent shall xxxxx during this period to the extent that the Premises are untenantable; provided, however, that Landlord shall not be liable to Tenant for any damage or expense which temporarily vacating the Premises may cause Tenant. If the repairs of or restoration to the Premises is not substantially complete (exclusive of any of Tenant’s property or Tenant’s improvementselevator shafts), or the Premises is not otherwise made suitable for occupancy by Tenant, within the aforesaid one hundred eighty (180) day period, Tenant shall have the right, by written notice to Landlord within ten (10) days of such period, to terminate this Lease, in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates Building systems servicing the Premises, and the other terms Premises (excluding Tenant's Improvements and conditions of this Lease shall continue Betterments, Fixtures and remain in full force and effect until Tenant shall have vacated Tenant's Property) with reasonable dispatch to substantially the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. If within the aforesaid sixty (60) day period Landlord elects not to repair and rebuild the Premises or if the Building or any part thereof be so damaged that the Premises are untenantable and in Landlord’s reasonable opinion, which shall be given to Tenant within sixty (60) days of such casualty, the repairs and rebuilding cannot be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds condition as aforesaid, then within fourteen (14) days of Tenant’s receipt of Landlord’s notice that such rebuilding cannot be completed within one hundred eighty (180) days, Landlord or Tenant may by seven (7) days’ written notice existed prior to the other terminate this Lease in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. Failure by Tenant to comply with any provision of this Section 14.1 shall subject Tenant to such costs, expenses, damages, and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of this Lease to the contrary, if the Premises, the Building, or any part thereof are damaged by fire or other casualty caused by or materially contributed to by the negligence or misconduct of Tenant or any of the Tenant Parties, Tenant shall be fully responsible, damage to the extent not covered permitted by Landlord’s and/or Tenant’s insurance, for repairing, restoring, or paying for the damage as applicable Law (but Landlord shall direct not be required to perform the same on an overtime or premium pay basis) after notice to Landlord of the Casualty and this Lease the collection of the insurance proceeds attributable to such Casualty provided, however, in the event that Landlord fails to maintain the insurance customarily carried by prudent Landlords of similar type buildings, the collection of insurance proceeds shall remain not be a condition to Landlord performing such restoration and (ii) Tenant shall repair and restore in full force accordance with Section 5.02 all Tenant's Property, Fixtures and effect without reduction Improvements and Betterments with reasonable dispatch after the Casualty, including any tenant build-out existing in the Premises on the date of delivery thereof by Landlord (collectively, "Tenant Casualty Repair Obligations"). Landlord agrees that, if and to the extent, Landlord, any Superior Mortgagee or abatement any Superior Lessor receives insurance proceeds in respect of rentTenant Casualty Repair Obligations Landlord shall notify Tenant thereof and upon request of Tenant, make such proceeds available to Tenant so that Tenant may perform its Tenant Casualty Repair Obligations. In the event Landlord has received proceeds in respect of Tenant Casualty Repair Obligations and Landlord does not make such proceeds available to Tenant, Landlord shall be obligated, at Landlord's cost and expense, to perform the Tenant Casualty Repair Obligations with reasonable dispatch after the Casualty. In the event any Superior Mortgagee or any Superior Lessor has received proceeds in respect of Tenant Casualty Repair Obligations and such Superior Mortgagee or Superior Lessor shall refuse to release such proceeds to Tenant, Landlord shall be obligated, at Landlord's cost and expense, to perform or cause to be performed the Tenant Casualty Repair Obligations.

Casualty. In the event during of total or partial destruction of the Lease Term Building or the Leased Premises are damaged by fire or other casualty, but Landlord agrees to promptly restore and repair the Building or Leased Premises; provided, however, Landlord's obligation hereunder shall be limited to the reconstruction of the Building, Leased Premises, the Tenant Finish Improvements (as such an extent term is defined in that repairs certain Office Lease Agreement dated April 1, 2001 by and rebuilding can reasonably between Duke-Weeks Realty Limited Partnership and Tenant) as were originally required to be completed made by Landlord and the Tenant Improvements as set forth in this Lease. Landlord shall give Tenant written notice within thirty (30) days of the casualty of Landlord's estimated date to complete such restoration and repair. In the event that such notice discloses that such date of completion is more than one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds for such repairs and rebuildingcasualty date, Landlord may, at Landlord’s option and Tenant shall endeavor in good faith to agree upon a schedule for the completion of such repair or rebuilding. If no such agreement is reached within sixty thirty (6030) days of such event, elect to repair and rebuild Tenant's receipt of notice estimating the Premises. If Landlord elects to repair and rebuild the Premises, Landlord will notify Tenant date of same and this Lease shall remain in full force and effect, but Landlord may require Tenant temporarily to vacate the Premises while they are being repaired and, subject to the provisions of this Section 14.1, rent shall xxxxx during this period to the extent that the Premises are untenantable; provided, however, that Landlord shall not be liable to Tenant for any damage or expense which temporarily vacating the Premises may cause Tenant. If the repairs of or restoration to the Premises is not substantially complete (exclusive of any of Tenant’s property or Tenant’s improvements), or the Premises is not otherwise made suitable for occupancy by Tenant, within the aforesaid one hundred eighty (180) day periodcompletion, Tenant shall have the right, by written notice to Landlord within ten (10) days of such period, to may terminate this Lease, in which event rent shall be abated for effective upon the unexpired Lease Termdate of casualty, effective as by delivery of written notice thereof to Landlord within fifteen (15) days of the date Tenant vacates expiration of the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. If within the aforesaid sixty thirty (6030) day negotiating period Landlord elects identified above. Rent shall proportionately axxxx during the time that the Leased Premises or part thereof are unusable because of any such damage until substantial completion of the restoration. Notwithstanding the foregoing, if the Leased Premises are destroyed by a casualty which is not covered by the insurance required hereunder or, if covered, such insurance proceeds are not released by any mortgagee entitled thereto or are insufficient to repair and rebuild the Premises or if the Building or any part thereof be so damaged that the Premises are untenantable and in Landlord’s reasonable opinionBuilding, which shall be given then Landlord may, upon thirty (30) days' written notice delivered to Tenant within sixty thirty (6030) days of such the casualty, the repairs and rebuilding cannot be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds as aforesaid, then within fourteen (14) days of Tenant’s receipt of Landlord’s notice that such rebuilding cannot be completed within one hundred eighty (180) days, Landlord or Tenant may by seven (7) days’ written notice to the other terminate this Lease in which event rent with respect to matters thereafter accruing. All restoration shall be abated for comply with all construction requirements imposed hereby on the unexpired Lease Term, effective as original construction of the date Tenant vacates the PremisesBuilding, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. Failure by Tenant to comply with any provision of this Section 14.1 shall subject Tenant to such costs, expenses, damages, and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of this Lease to the contrary, if the Leased Premises, the Building, original Tenant Finish Improvements or any part thereof are damaged by fire or other casualty caused by or materially contributed to by the negligence or misconduct of Tenant or any of the Tenant Parties, Tenant shall be fully responsible, to the extent not covered by Landlord’s and/or Tenant’s insurance, for repairing, restoring, or paying for the damage as Landlord shall direct and this Lease shall remain in full force and effect without reduction or abatement of rentImprovements.

Casualty. In the event during the Lease Term If all or any portion of the Premises are damaged becomes untenantable or inaccessible by fire or other casualtycasualty to the Premises or the Common Areas (collectively a “Casualty”), but Landlord, with reasonable promptness, shall cause a general contractor selected by Landlord to such an extent provide Landlord with a written estimate of the amount of time required, 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 promptly forward a copy of the Completion Estimate to Tenant. If the Completion Estimate indicates that repairs and rebuilding can reasonably the Premises or any Common Areas necessary to provide access to the Premises cannot be completed made tenantable within one two hundred eighty ten (180210) days from the date Landlord receives the applicable insurance proceeds for such repairs and rebuildingrepair is started, Landlord may, at Landlord’s option within sixty (60) days of such event, elect to repair and rebuild the Premises. If Landlord elects to repair and rebuild the Premises, Landlord will notify Tenant of same and this Lease shall remain in full force and effect, but Landlord may require Tenant temporarily to vacate the Premises while they are being repaired and, subject to the provisions of this Section 14.1, rent shall xxxxx during this period to the extent that the Premises are untenantable; provided, however, that Landlord shall not be liable to Tenant for any damage or expense which temporarily vacating the Premises may cause Tenant. If the repairs of or restoration to the Premises is not substantially complete (exclusive of any of Tenant’s property or Tenant’s improvements), or the Premises is not otherwise made suitable for occupancy by Tenant, within the aforesaid one hundred eighty (180) day period, Tenant then either party shall have the right, by right to terminate this Lease upon written notice to Landlord the other within ten (10) days after Xxxxxx’s receipt of such periodthe Completion Estimate. Tenant, however, shall not have the right to terminate this Lease, in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. If within the aforesaid sixty (60) day period Landlord elects not to repair and rebuild the Premises or if the Building or any part thereof be so damaged that the Premises are untenantable and in Landlord’s reasonable opinion, which shall be given to Tenant within sixty (60) days of such casualty, the repairs and rebuilding cannot be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds as aforesaid, then within fourteen (14) days of Tenant’s receipt of Landlord’s notice that such rebuilding cannot be completed within one hundred eighty (180) days, Landlord or Tenant may by seven (7) days’ written notice to the other terminate this Lease in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. Failure by Tenant to comply with any provision of this Section 14.1 shall subject Tenant to such costs, expenses, damages, and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of this Lease to the contrary, if the Premises, the Building, or any part thereof are damaged by fire or other casualty Casualty was caused by or materially contributed to by the negligence or intentional misconduct of Tenant or any Tenant Related Parties. In addition, Landlord, by notice to Tenant within ninety (90) days after the date of the Tenant PartiesCasualty, Tenant shall have the right to terminate this Lease if: (1) the Premises have been materially damaged and less than two (2) years of the Term remain after the date of the Casualty; (2) any Mortgagee requires that the insurance proceeds be fully responsible, applied to the extent payment of the mortgage debt; or (3) a material uninsured loss to the Building or Premises occurs, provided that the foregoing shall not covered apply to a loss that is uninsured due to a failure by Landlord’s and/or Tenant’s insurance, for repairing, restoring, or paying for Landlord to carry standard casualty insurance on the damage as Landlord shall direct and this Lease shall remain in full force and effect without reduction or abatement of rentBuilding.

Casualty. In (a) If the event during the Lease Term Building or the Premises are shall be partially or totally damaged or destroyed by fire or other casualtycasualty (each, but to such an extent that repairs a “Casualty”) and rebuilding can reasonably be completed within one hundred eighty if this Lease is not terminated as provided below, then (180i) days from the date Landlord receives the applicable insurance proceeds for such repairs and rebuilding, Landlord may, at Landlord’s option within sixty (60) days of such event, elect to shall repair and rebuild restore the Premises. If Landlord elects to repair Building, including the exterior and rebuild public portions thereof (including the PremisesBuilding lobbies, Landlord will notify Tenant of same and this Lease shall remain in full force and effectexterior walls, but Landlord may require Tenant temporarily to vacate the Premises while they are being repaired and, subject to the provisions of this Section 14.1, rent shall xxxxx during this period to the extent that the Premises are untenantable; provided, however, that Landlord shall not be liable to Tenant for any damage or expense which temporarily vacating the Premises may cause Tenant. If the repairs of or restoration to the Premises is not substantially complete (exclusive of any of Tenant’s property or Tenant’s improvementselevator shafts), or the Premises is not otherwise made suitable for occupancy by Tenant, within the aforesaid one hundred eighty (180) day period, Tenant shall have the right, by written notice to Landlord within ten (10) days of such period, to terminate this Lease, in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates Building systems servicing the Premises, and the other terms Premises (excluding Tenant’s Improvements and conditions Betterments, Fixtures and Tenant’s Property) with reasonable dispatch to substantially the condition as existed prior to the damage to the extent permitted by applicable Law (but Landlord shall not be required to perform the same on an overtime or premium pay basis) after notice to Landlord of this Lease shall continue the Casualty and remain in full force the collection of the insurance proceeds attributable to such Casualty, and effect until (ii) Tenant shall have vacated the Premises, removed repair and restore in accordance with Section 5.02 all Tenant’s personal property therefrom Property, Fixtures and delivered peaceable possession thereof to Landlord. If within Improvements and Betterments with reasonable dispatch after the aforesaid sixty (60) day period Landlord elects not to repair and rebuild Casualty, including any tenant build-out existing in the Premises or on the date of delivery thereof by Landlord (collectively, “Tenant Casualty Repair Obligations”). Landlord agrees that, if and to the Building extent, Landlord, any Superior Mortgagee or any part Superior Lessor receives insurance proceeds in respect of Tenant Casualty Repair Obligations Landlord shall notify Tenant thereof and upon request of Tenant, make such proceeds available to Tenant so that Tenant may perform its Tenant Casualty Repair Obligations. In the event Landlord has received proceeds in respect of Tenant Casualty Repair Obligations and Landlord does not make such proceeds available to Tenant, Landlord shall be so damaged that the Premises are untenantable and in obligated, at Landlord’s cost and expense, to perform the Tenant Casualty Repair Obligations with reasonable opiniondispatch after the Casualty up to the amount of such retained proceeds. In the event any Superior Mortgagee or any Superior Lessor has received proceeds in respect of Tenant Casualty Repair Obligations and such Superior Mortgagee or Superior Lessor shall refuse to release such proceeds to Tenant, which Landlord shall be given obligated, at Landlord’s cost and expense, to perform or cause to be performed the Tenant within sixty (60) days Casualty Repair Obligations up to the amount of such casualty, the repairs and rebuilding cannot be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds as aforesaid, then within fourteen (14) days of Tenant’s receipt of Landlord’s notice that such rebuilding cannot be completed within one hundred eighty (180) days, Landlord or Tenant may by seven (7) days’ written notice to the other terminate this Lease in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. Failure by Tenant to comply with any provision of this Section 14.1 shall subject Tenant to such costs, expenses, damages, and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of this Lease to the contrary, if the Premises, the Building, or any part thereof are damaged by fire or other casualty caused by or materially contributed to by the negligence or misconduct of Tenant or any of the Tenant Parties, Tenant shall be fully responsible, to the extent not covered by Landlord’s and/or Tenant’s insurance, for repairing, restoring, or paying for the damage as Landlord shall direct and this Lease shall remain in full force and effect without reduction or abatement of rentretained proceeds.

Casualty. In case of damage to or destruction of the event during the Premises, whether or not by a risk required to be covered by insurance as set forth in Paragraph 19 of this Lease, this Lease Term shall not terminate and Tenant shall promptly restore, rebuild, replace or repair (hereinafter referred to as “Restore” or “Restoration”) the Premises are damaged by fire or other casualty, but to substantially the same condition as existed immediately prior to such an extent that repairs and rebuilding damage or destruction if, in the good faith estimate of a mutually acceptable architect or contractor, such Restoration can reasonably be substantially completed within one hundred eighty (180) 180 days from the date Landlord receives occurrence of the applicable insurance proceeds damage or destruction. Such Restoration shall be commenced promptly and shall thereafter be prosecuted with due diligence. Notwithstanding the foregoing, however, in the case of damage to or destruction of the Premises the Restoration of which cannot be substantially completed within 180 days from the occurrence or if the damage or destruction occurs during the last twelve (12) months of the Term that will render the Premises inaccessible or unusable for such repairs and rebuilding, Landlord may, at Landlordpurposes of conducting Tenant’s option within sixty business for a period of ninety (6090) days or more, Tenant may elect to terminate this Lease by giving Landlord written notice of such eventelection within thirty (30) days following the casualty, elect in which event Tenant shall have no obligation to repair and rebuild Restore the Premises. If Landlord elects to repair and rebuild the Premises, Landlord will notify Tenant of same and this Lease shall remain in full force and effect, but Landlord may require Tenant temporarily to vacate the Premises while they are being repaired and, subject to the provisions of this Section 14.1, rent shall xxxxx during this period to the extent that the Premises are untenantable; provided, however, that Landlord shall not be liable to Tenant for any damage or expense which temporarily vacating shall, at its cost, clear the Premises may cause Tenant. If of debris and return the repairs of or restoration same to the Premises is not substantially complete (exclusive of any of Tenant’s property or Tenant’s improvements), or the Premises is not otherwise made suitable for occupancy by Tenant, within the aforesaid one hundred eighty (180) day period, Tenant shall have the right, by written notice to Landlord within ten (10) days of such period, to terminate this Lease, in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premisesa safe and clean condition, and the deliver any insurance proceeds (other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all than those for payable for damages to Tenant’s personal property therefrom and delivered peaceable possession thereof or business interruption or Tenant’s costs to clear the Premises) to Landlord and/or Landlord’s mortgagee in accordance with Subparagraph 20(e) below. If within the aforesaid sixty Tenant elects to terminate this Lease in accordance with this paragraph, this Lease shall terminate thirty (60) day period Landlord elects not to repair and rebuild the Premises or if the Building or any part thereof be so damaged that the Premises are untenantable and in Landlord’s reasonable opinion, which shall be given to Tenant within sixty (6030) days of such casualty, the repairs and rebuilding cannot be completed within one hundred eighty (180) days from following the date Landlord receives the applicable insurance proceeds as aforesaid, then within fourteen (14) days of Tenant’s receipt of Landlord’s notice that such rebuilding cannot be completed within one hundred eighty (180) days, Landlord or Tenant may by seven (7) days’ written notice to of such election (the other terminate this Lease in which event rent shall be abated for "Termination Date”) upon the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. Failure payment by Tenant to comply with any provision of this Section 14.1 shall subject Tenant to such costs, expenses, damages, all rent and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of all other sums then due and payable under this Lease to and including the contraryTermination Date. Said termination shall not release Tenant nor Landlord from the obligations and liabilities of either under this Lease, if the Premisesactual or contingent, the Building, which have accrued on or any part thereof are damaged by fire or other casualty caused by or materially contributed to by the negligence or misconduct of Tenant or any of the Tenant Parties, Tenant shall be fully responsible, prior to the extent not covered by Landlord’s and/or Tenant’s insurance, for repairing, restoring, or paying for the damage as Landlord shall direct and this Lease shall remain in full force and effect without reduction or abatement of rentTermination Date.

Casualty. and Taking ------------------- In the event case during the Lease Term all or any substantial part of the Premises Premises, the Building or the Lot are damaged materially by fire or other casualtycasualty or by action of public or other authority in consequence thereof, but or are taken by eminent domain or Landlord receives compensable damage by reason of anything lawfully done on pursuance of public or other lawful authority, this Lease shall terminate at Landlord's election, provided Landlord terminates all other leases in the Building, which may be made notwithstanding Landlord's entire interest may be divested, by notice given to Tenant within 60 days after the occurrence of the event giving rise to the election to terminate which notice shall specify the effective date of termination, or if Landlord does not elect to so terminate, which notice shall contain Landlord's nonbinding estimate of the time needed to put the Premises or such remainder in as good or better condition than existed immediately prior to such an extent that repairs fire, other casualty or taking. In case of a taking of part of the Premises, if the remainder is insufficient for use for Tenant's purposes, and rebuilding can Landlord receives written notice thereof signed by Tenant, or in the case of casualty or taking if the time needed to do the construction work necessary to put the Premises or such remainder in as good or better condition than existed immediately prior to such fire, other casualty or is reasonably be estimated by the Landlord to exceed six months, or if Landlord's restoration work is not actually completed within one hundred eighty six (1806) days months from the date of casualty or taking Tenant may terminate this Lease by notice given to Landlord receives within 30 days after receipt of Landlord's notice, which notice by Tenant shall specify the applicable insurance proceeds effective date of termination. The effective date of termination specified either by Landlord or Tenant shall be not less than 15 nor more than 30 days after the date of notice of such termination. If in any case the Premises are rendered unfit for such repairs use and rebuildingoccupation and the Lease is not so terminated, Landlord may, at Landlord’s option within sixty shall use due diligence (60) days following the expiration of such event, elect to repair and rebuild the Premises. If Landlord elects to repair and rebuild the Premises, Landlord will notify Tenant of same and all periods in which either party may terminate this Lease shall remain in full force and effect, but Landlord may require Tenant temporarily to vacate the Premises while they are being repaired and, subject pursuant to the foregoing provisions of this Section 14.17.1) to restore the Premises, rent shall xxxxx during this period or in case of taking what may remain thereof (excluding any items installed or paid for by Tenant which Tenant may be required to remove pursuant to Section 3.1 or 3.3), to the extent that condition of the Premises are untenantable; provided, however, that Landlord immediately prior to the casualty or taking and a just proportion of the fixed rent and additional rent according to the nature and extent of the injury shall not be liable to Tenant for any damage abated from the date of casualty or expense which temporarily vacating taking until the Premises may cause Tenant. If the repairs of or restoration to the Premises is not substantially complete (exclusive of any of Tenant’s property or Tenant’s improvements), or the Premises is not otherwise made suitable for occupancy by Tenant, within the aforesaid one hundred eighty (180) day period, Tenant such remainder shall have been restored by Landlord and in case of a taking which permanently reduces the rightarea of the Premises, by written notice to Landlord within ten (10) days a just proportion of such period, to terminate this Lease, in which event the fixed rent and additional rent shall be abated for the unexpired Lease Term, effective as remainder of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. If within the aforesaid sixty (60) day period Landlord elects not to repair and rebuild the Premises or if the Building or any part thereof be so damaged that the Premises are untenantable and in Landlord’s reasonable opinion, which shall be given to Tenant within sixty (60) days of such casualty, the repairs and rebuilding cannot be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds as aforesaid, then within fourteen (14) days of Tenant’s receipt of Landlord’s notice that such rebuilding cannot be completed within one hundred eighty (180) days, Landlord or Tenant may by seven (7) days’ written notice to the other terminate this Lease in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. Failure by Tenant to comply with any provision of this Section 14.1 shall subject Tenant to such costs, expenses, damages, and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of this Lease to the contrary, if the Premises, the Building, or any part thereof are damaged by fire or other casualty caused by or materially contributed to by the negligence or misconduct of Tenant or any of the Tenant Parties, Tenant shall be fully responsible, to the extent not covered by Landlord’s and/or Tenant’s insurance, for repairing, restoring, or paying for the damage as Landlord shall direct and this Lease shall remain in full force and effect without reduction or abatement of rent.

Casualty. In Tenant’s obligations with respect to any damage to or destruction of the Parking Improvements (if any) shall be as set forth in Section 4.3 and Exhibit “R”, Exhibit “R-3”, or Exhibit “R-4”, as applicable, and not this Article 20. Subject to Section 20.2, in the event during of any damage to or destruction of any Improvements, whether or not from a risk coverable by the insurance described in Article 18, Tenant shall promptly repair and restore such Improvements, in a manner reasonably approved in writing by Landlord, so that after such restoration and repair, the Initial Improvements are at least as valuable and usable as immediately prior to such damage or destruction. Tenant shall be entitled to have any insurance policy proceeds received by Tenant held in trust with the Permitted Mortgage Lender with a Permitted Lease Term Encumbrance that has the Premises are damaged by fire Improvements as collateral and disbursed as progress payments as the work of repair, restoration or replacement progresses, to be used solely for paying for such work; and upon completion of such work free and clear of mechanics or other liens, any remaining balance of any insurance proceeds shall be paid first to the Permitted Mortgage Lender to reduce the indebtedness of the Permitted Lease Encumbrance, and thereafter, if the Permitted Lender permits or if it is required by the terms of the Permitted Encumbrance, to Tenant and Landlord proportionate to the equity investment of each Party in the Improvements. The Permitted Mortgage Lender may disburse the progress payments in accordance with its normal disbursement procedures (e.g. upon receipt of appropriate mechanics lien releases, invoices, etc.) so long as such disbursement procedures are reasonably satisfactory to Landlord and ensure that the proceeds of insurance are applied to the costs of repairing, restoring or replacing the Improvements that were damaged or destroyed. To the extent that the insurance proceeds are insufficient to pay for the costs of restoring, repairing or replacing the damaged Improvements, Tenant shall pay such deficiency to the trustee for application to the restoration costs within sixty (60) days after the insurer first makes available such insurance proceeds for repair, restoration or replacement. The provisions of Articles 6 and 7 shall apply to all work performed pursuant to this Article 20. Notwithstanding the foregoing, if Tenant and the Permitted Lender are not able to obtain sufficient insurance proceeds (in the case of an insured casualty) or construction funds (in the case of an uninsured casualty) to commence repair, restoration or replacement of the damaged Initial Improvements within ninety (90) days of such damage or destruction, and in the case of an insured casualty, Tenant and the Permitted Lender have used their best efforts to so obtain such insurance proceeds, or in the case of an uninsured casualty, Tenant and the Permitted Lender have used their best efforts to obtain sufficient construction funds, then Tenant and the Permitted Lender shall have such additional time as is necessary to obtain such insurance proceeds or construction funds (but in no event to such an extent that repairs and rebuilding can reasonably be completed within exceed one hundred and eighty (180) days from the date Landlord receives the applicable insurance proceeds for such repairs and rebuilding, Landlord may, at Landlord’s option within sixty (60) days of such event, elect to repair and rebuild the Premises. If Landlord elects to repair and rebuild the Premises, Landlord will notify Tenant of same and this Lease shall remain in full force and effect, but Landlord may require Tenant temporarily to vacate the Premises while they are being repaired and, subject to the provisions of this Section 14.1, rent shall xxxxx during this period to the extent that the Premises are untenantable; provided, however, that Landlord shall not be liable to Tenant for any damage or expense which temporarily vacating the Premises may cause Tenant. If the repairs of or restoration to the Premises is not substantially complete (exclusive of any of Tenant’s property or Tenant’s improvements), or the Premises is not otherwise made suitable for occupancy by Tenant, within the aforesaid one hundred eighty (180destruction) day period, Tenant shall have the right, by written notice to Landlord within ten (10) days of such period, to terminate this Lease, in which event rent shall be abated for to commence to repair, restore or replace the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. If within the aforesaid sixty (60) day period Landlord elects not to repair and rebuild the Premises or if the Building or any part thereof be so damaged that the Premises are untenantable and in Landlord’s reasonable opinion, which shall be given to Tenant within sixty (60) days of such casualty, the repairs and rebuilding cannot be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds as aforesaid, then within fourteen (14) days of Tenant’s receipt of Landlord’s notice that such rebuilding cannot be completed within one hundred eighty (180) days, Landlord or Tenant may by seven (7) days’ written notice to the other terminate this Lease in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. Failure by Tenant to comply with any provision of this Section 14.1 shall subject Tenant to such costs, expenses, damages, and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of this Lease to the contrary, if the Premises, the Building, or any part thereof are damaged by fire or other casualty caused by or materially contributed to by the negligence or misconduct of Tenant or any of the Tenant Parties, Tenant shall be fully responsible, to the extent not covered by Landlord’s and/or Tenant’s insurance, for repairing, restoring, or paying for the damage as Landlord shall direct and this Lease shall remain in full force and effect without reduction or abatement of rentImprovements.

Casualty. In (a) If the event during the Lease Term the Leased Premises are is destroyed or damaged by fire -------- fire, earthquake or other casualtycasualty (collectively, but a "Casualty") and Landlord does not elect to terminate this Lease as herein provided, Landlord shall, subject to the terms hereof and obtaining all necessary public approvals and solely to the extent of net insurance proceeds actually received by Landlord (and free of all claims by Mortgagees and others and all expenses), and provided such an extent Casualty is not due to the negligence or wrongful acts of Tenant, or any of Tenant's Agents (subject, however, to subrogation rights as set forth in Paragraph 10(d)), proceed in a reasonable manner to rebuild and restore the Leased Premises or such part thereof as may be destroyed or damaged to as near its former conditions as circumstances will reasonably permit. During the period of such rebuilding and restoration, Base Rent shall, provided such Casualty is not due to the negligence or other wrongful acts of Tenant, or any of Tenant's Agents, be abated in the same ratio as the square footage of the portion of the Leased Premises rendered untenantable, to the extent, and so long as, however, the Leased Premises remains untenantable. If, however, Landlord shall reasonably determine that repairs and rebuilding can reasonably such destruction or damage cannot be completed repaired within one hundred eighty (180) days from after the date Landlord receives the applicable insurance proceeds for such repairs and rebuilding, Landlord may, at Landlord’s option within sixty (60) days of such eventCasualty, either Landlord or Tenant may elect to repair and rebuild the Premises. If Landlord elects to repair and rebuild the Premises, Landlord will notify Tenant of same and this Lease shall remain in full force and effect, but Landlord may require Tenant temporarily to vacate the Premises while they are being repaired and, subject to the provisions of this Section 14.1, rent shall xxxxx during this period to the extent that the Premises are untenantable; provided, however, that Landlord shall not be liable to Tenant for any damage or expense which temporarily vacating the Premises may cause Tenant. If the repairs of or restoration to the Premises is not substantially complete (exclusive of any of Tenant’s property or Tenant’s improvements), or the Premises is not otherwise made suitable for occupancy by Tenant, within the aforesaid one hundred eighty (180) day period, Tenant shall have the right, by written notice to Landlord within ten (10) days of such period, to terminate this LeaseLease by giving written notice of such election to Tenant within 90 days after the date of such Casualty, in which event rent this Lease and the tenancy created hereunder shall be abated for the unexpired Lease Term, effective terminate as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. If within the aforesaid sixty (60) day period Landlord elects not to repair and rebuild the Premises or if the Building or any part thereof be so damaged that the Premises are untenantable and in Landlord’s reasonable opinion, which shall be given to Tenant within sixty (60) days of such casualty, the repairs notice and rebuilding cannot be completed within one hundred eighty Rent shall (180) days from the date Landlord receives the applicable insurance proceeds as aforesaid, then within fourteen (14) days of Tenant’s receipt of Landlord’s notice that such rebuilding cannot be completed within one hundred eighty (180) days, Landlord or Tenant may by seven (7) days’ written notice except to the other terminate this Lease in which event rent shall be abated for the unexpired Lease Term, effective as extent Tenant has continued to make use of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. Failure by Tenant to comply with any provision of this Section 14.1 shall subject Tenant to such costs, expenses, damages, and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of this Lease to the contrary, if the Premises, the Building, or any part thereof are damaged by fire or other casualty caused by or materially contributed to by the negligence or misconduct of Tenant or any of the Leased Premises) be abated as of such date of such Casualty. Tenant Partiesagrees to give notice to Landlord of any Casualty occurring in, Tenant shall be fully responsible, to the extent not covered by Landlord’s and/or Tenant’s insurance, for repairing, restoringon, or paying for about the damage as Landlord shall direct and this Lease shall remain in full force and effect without reduction or abatement of rentLeased Premises within 24 hours from the occurrence thereof.

Casualty. In the event during the Lease Term of a casualty involving the Premises are damaged that will take more than ninety (90) days to repair, as reasonably estimated by Landlord (the “Landlord’s Rebuild Estimate”), then Landlord or Tenant may terminate this Lease within thirty (30) days after delivery of Landlord’s Rebuild Estimate. Landlord shall provide Landlord’s Rebuild Estimate within thirty (30) days of the date of the applicable casualty. If neither party elects to terminate this Lease as provided above or if neither party has the right to terminate this Lease as provided above, then Landlord shall promptly commence to restore the Premises to substantially the same condition that existed prior to the fire or other casualtycasualty (“Landlord’s Repair Obligation”), but exclusive of any Alterations, additions, improvements, fixtures and equipment installed by or on behalf of Tenant (whether before or after the Commencement Date). Notwithstanding the foregoing, Landlord shall not be required to such an fulfill its Landlord’s Repair Obligations to the extent that repairs any lender requires that Landlord’s insurance proceeds be applied to the payment of the mortgage debt or if the casualty is not a claim covered by insurance or if Landlord’s insurance proceeds are insufficient to satisfy the cost of the repair work, and rebuilding can reasonably be in such event Landlord shall have the right to terminate this Lease upon notice to Tenant. Notwithstanding the foregoing, if Landlord’s Repair Obligation has not been substantially completed within one hundred eighty forty-five (18045) days from after the estimated restoration date Landlord receives the applicable insurance proceeds for such repairs and rebuilding, Landlord may, at set forth in Landlord’s option Rebuild Estimate (the last day of such 45-day period being the “Casualty Termination Date”), Tenant shall have the right to terminate this Lease effective upon thirty (30) days’ prior written notice to Landlord delivered within sixty (60) days of such event, elect to repair and rebuild after the Premises. If Landlord elects to repair and rebuild the Premises, Landlord will notify Tenant of same and this Lease shall remain in full force and effect, but Landlord may require Tenant temporarily to vacate the Premises while they are being repaired and, subject to the provisions of this Section 14.1, rent shall xxxxx during this period to the extent that the Premises are untenantableCasualty Termination Date; provided, however, that such termination shall be null and void if Landlord shall not be liable to Tenant for any damage or expense which temporarily vacating completes the Premises may cause Tenant. If the repairs of or restoration Landlord’s Repair Obligations prior to the Premises is not substantially complete (exclusive of any of Tenant’s property or Tenant’s improvements), or the Premises is not otherwise made suitable for occupancy by Tenant, within the aforesaid one hundred eighty (180) day period, Tenant shall have the right, by written notice to Landlord within ten (10) days expiration of such period, to terminate this Lease, in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. If within the aforesaid sixty (60) day period. In the event that this Lease is terminated as set forth herein, the Fixed Rental shall be apportioned as of the date of the damage and, provided Tenant is not in default, Tenant shall be entitled to a refund from Landlord of amounts for the Fixed Rental or other charges prepaid by Tenant to Landlord for the period Landlord elects not arising after the date of the casualty. Tenant will have no claim to repair and rebuild insurance proceeds with respect to insurance policies maintained by Landlord, condemnation award or proceeds in lieu of condemnation; provided that in the Premises or if event of a casualty, Tenant shall be permitted to retain any insurance proceeds payable under any policy carried by Tenant. In the Building or any part thereof be so damaged that event the Premises are untenantable in whole or in part and in Landlord’s reasonable opinionneither party terminates as provided herein, which then Fixed Rental shall be given equitably abated to Tenant within sixty (60) days of such casualty, reflect the repairs and rebuilding cannot be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds as aforesaid, then within fourteen (14) days of Tenant’s receipt of Landlord’s notice that such rebuilding cannot be completed within one hundred eighty (180) days, Landlord or Tenant may by seven (7) days’ written notice to the other terminate this Lease in which event rent shall be abated for the unexpired Lease Term, effective as portion of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. Failure by Tenant to comply with any provision of this Section 14.1 shall subject Tenant to such costs, expenses, damages, and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of this Lease to the contrary, if the Premises, the Building, or any part thereof are damaged by fire or other casualty caused by or materially contributed to by the negligence or misconduct of Tenant or any of the Tenant Parties, Tenant shall be fully responsible, to the extent Premises not covered by Landlord’s and/or Tenant’s insurance, for repairing, restoring, or paying for the damage as Landlord shall direct and this Lease shall remain in full force and effect without reduction or abatement of renttenantable.

Casualty. In the event during the Lease Term Tenant shall give immediate written notice to Landlord of any damage caused to the Premises are damaged by fire or other casualty. If the Premises is damaged by a fire, but explosion, or other casualty (an "Occurrence"), the damage shall promptly be repaired by Landlord subject to such an this Section, and only to the extent that repairs as is necessary to place the Premises in the same condition as when possession was initially delivered to Tenant, and rebuilding can reasonably be completed within one hundred eighty (180) days from to the date Landlord receives the applicable extent of insurance proceeds made available to Landlord specifically for such repairs repair. Should insurance proceeds made available to Landlord specifically for such repair be insufficient for such repair, and rebuilding, Landlord may, at Landlord’s option within sixty (60) days of such event, elect to repair and rebuild the Premises. If Landlord elects not to repair and rebuild or restore the Premises, Landlord will notify shall so advise Tenant in writing within forty-five (45) days after the Occurrence, and Tenant may, at its option, and within thirty (30) days after its being advised of same Landlord's decision not to rebuild or restore, provide Landlord with at least forty-five (45) days prior written notice of its election to terminate this Lease. If such damage occurs and (i) Landlord is not required to repair as provided above, or (ii) the Premises shall be damaged to the extent of seventy-five percent (75%) LEASE AGREEMENT PAGE 8 9 or more of the cost of replacement, Landlord may repair or rebuild the Premises or the building, or terminate this Lease upon notice of such election in writing to Tenant within forty-five (45) days after the Occurrence. If the Occurrence renders forty percent (40%) or less of the Premises untenantable and Tenant does not utilize the portion rendered untenantable, a proportionate abatement of the Rent and Additional Rent shall be allowed from the Occurrence date until the date Landlord completes its work, said proportion to be computed on the basis of the relation which the gross square footage of the untenantable space bears to the floor area of the Premises (but not including any portion of the Premises outside of the building improvements). If more than forty percent (40%) of the Premises is rendered untenantable, and Tenant does not utilize the entire Premises for any purpose, then until Landlord restores it to the condition it was in on the Commencement Date, Rent and Additional Rent shall abatx. Xx any Occurrence precludes twenty-five percent (25%) or more of the Premises' use by Tenant and less than twelve (12) months remain on the then current term, notwithstanding any of the other provisions of this Section, Landlord shall have no obligation to repair or rebuild unless Tenant, within thirty (30) days of the Occurrence, irrevocably exercises its next option, if any, to extend this Lease. If no such option exists and less than twelve (12) months remain in full force and effectthe term, but Landlord may require Tenant temporarily shall have no obligation to vacate restore or rebuild. If Landlord shall fail to commence to repair or restore the Premises while they are being repaired andin the manner specified in this Article within forty-five (45) days after the Occurrence, and proceed to complete such repairs and restoration with reasonable due diligence, subject to any delays enumerated in Article XV.C. hereof, and subject to the provisions of this Section 14.1Article XI.E., rent shall xxxxx during this period to the extent that the Premises are untenantable; providedthen, however, that Landlord shall not be liable to Tenant for any damage or expense which temporarily vacating the Premises may cause Tenant. If the repairs of or restoration to the Premises is not substantially complete (exclusive of any of Tenant’s property or Tenant’s improvements), or the Premises is not otherwise made suitable for occupancy by Tenant, within the aforesaid one hundred eighty (180) day periodin such event, Tenant shall have the right, by written notice to may give Landlord within ten (10) days prior written notice of such period, its election either to (i) terminate this Lease, in which event rent or (ii) rebuild the Premises itself on behalf of Landlord. If the Tenant shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates so rebuild the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until then Tenant shall have vacated the Premisesright to the insurance proceeds payable with respect to the Occurrence. Notwithstanding anything to the contrary contained in this Lease, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof under no circumstances whatsoever shall Landlord's obligation to rebuild, restore, or repair the Premises exceed insurance proceeds made available to Landlord. If within the aforesaid sixty (60) day period Landlord elects not to repair and rebuild the Premises or if the Building or any part thereof be so damaged that the Premises are untenantable and in Landlord’s reasonable opinion, which shall be given to Tenant within sixty (60) days of such casualty, the repairs and rebuilding cannot be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds as aforesaid, then within fourteen (14) days of Tenant’s receipt of Landlord’s notice that such rebuilding cannot be completed within one hundred eighty (180) days, Landlord or Tenant may by seven (7) days’ written notice to the other terminate this Lease in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. Failure by Tenant to comply with any provision of this Section 14.1 shall subject Tenant to such costs, expenses, damages, and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of this Lease to the contrary, if the Premises, the Building, or any part thereof are damaged by fire or other casualty caused by or materially contributed to by the negligence or misconduct of Tenant or any of the Tenant Parties, Tenant shall be fully responsible, to the extent not covered by Landlord’s and/or Tenant’s insurance, for repairing, restoring, or paying for the damage as Landlord shall direct and this Lease shall remain in full force and effect without reduction or abatement of rent.

Casualty. In If after the event during the Lease Term the Premises are damaged by fire or other casualty, but to such an extent that repairs Effective Date and rebuilding can reasonably be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds for such repairs and rebuilding, Landlord may, at Landlord’s option within sixty (60) days of such event, elect to repair and rebuild the Premises. If Landlord elects to repair and rebuild the Premises, Landlord will notify Tenant of same and this Lease shall remain in full force and effect, but Landlord may require Tenant temporarily to vacate the Premises while they are being repaired and, subject prior to the provisions of this Section 14.1, rent shall xxxxx during this period to Closing the extent that the Premises are untenantable; provided, however, that Landlord shall not be liable to Tenant for any damage Real Property or expense which temporarily vacating the Premises may cause Tenant. If the repairs of or restoration to the Premises Improvements is not substantially complete (exclusive of any of Tenant’s property or Tenant’s improvements), or the Premises is not otherwise made suitable for occupancy by Tenant, within the aforesaid one hundred eighty (180) day period, Tenant shall have the right, by written notice to Landlord within ten (10) days of such period, to terminate this Lease, in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. If within the aforesaid sixty (60) day period Landlord elects not to repair and rebuild the Premises or if the Building or any part thereof be so damaged that the Premises are untenantable and in Landlord’s reasonable opinion, which shall be given to Tenant within sixty (60) days of such casualty, the repairs and rebuilding cannot be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds as aforesaid, then within fourteen (14) days of Tenant’s receipt of Landlord’s notice that such rebuilding cannot be completed within one hundred eighty (180) days, Landlord or Tenant may by seven (7) days’ written notice to the other terminate this Lease in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. Failure by Tenant to comply with any provision of this Section 14.1 shall subject Tenant to such costs, expenses, damages, and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of this Lease to the contrary, if the Premises, the Building, or any part thereof are damaged by fire or other casualty caused by (a “Casualty”), Seller shall, promptly upon Seller, AFE, PXR, PXURA or materially contributed to by the negligence or misconduct of Tenant or any PXLA receiving actual knowledge thereof, notify Purchaser of the same. If, as a result of such Casualty, Schwab is entitled to and elects to terminate its Lease with respect to the Real Property or Improvements (a “Casualty Tenant PartiesTermination Event”), then Seller shall promptly upon Seller, AFE, PXR, PXURA or PXLA receiving notice of such Casualty Tenant Termination Event notify Purchaser of the same (a “Casualty Tenant Termination Notice”). Within five (5) days after receipt of the Casualty Tenant Termination Notice (but in no event later than the Closing Date), Purchaser shall notify Seller in writing of Purchaser’s election to either (i) terminate this Agreement in which case, Escrow Agent shall immediately direct any Xxxxxxx Money previously deposited by Purchaser with Escrow Agent in accordance with Section 3.4 hereof and thereafter the parties hereto shall have no further rights or obligations hereunder, except for rights and obligations which, by their terms, survive the termination hereof, or (ii) to acquire the Membership Interests notwithstanding the Casualty Tenant Termination Event. If (i) Purchaser elects to acquire the Membership Interests notwithstanding the Casualty Tenant Termination Event or fails to terminate this Agreement with respect to the Membership Interests within such five (5) day period, or (ii) such Casualty does not give rise to a Casualty Tenant Termination Event, then Purchaser shall proceed to Closing, and as of Closing, (1) Seller shall provide written confirmation that any resulting insurance proceeds (including any rent loss insurance and rent abatement insurance applicable to any period beginning with the Closing Date) due AFE, PXR, PXURA, PXLA or an affiliate of Seller as a result of such Casualty will be fully responsibleavailable after Closing to AFE, PXR, PXURA and PXLA to effectuate the needed repairs, (2) AFE, PXR, PXURA and PXLA shall maintain full responsibility for all needed repairs (subject to the terms of the Schwab Lease with respect to any rights of Schwab), and (3) Purchaser shall receive a credit at Closing for any deductible amount under such insurance policies to the extent not covered payable by Landlord’s and/or Tenant’s insuranceSchwab. Notwithstanding anything contained herein to the contrary, if a Casualty shall occur to the Real Property or Improvements and, as a result of such Casualty, the lender providing the Term Financing Commitment will not close the loan contemplated by the Term Financing Commitment with respect to the Membership Interests, GECC will not close the GE Bridge Loan with respect to the Membership Interests or Senior Lender will not close the Bridge Loan with respect to the Membership Interests (as applicable pursuant to Section 4.3.2), then, this Agreement shall automatically terminate in which case, Escrow Agent shall immediately direct any Xxxxxxx Money previously deposited by Purchaser with Escrow Agent in accordance with Section 3.4 hereof and thereafter the parties hereto shall have no further rights or obligations hereunder, except for repairingrights and obligations which, restoringby their terms, or paying for survive the damage as Landlord shall direct and this Lease shall remain in full force and effect without reduction or abatement of renttermination hereof.

Casualty. In the event during of total or partial destruction of the Lease Term Building or the Leased Premises are damaged by fire or other casualty, but Landlord agrees to such an extent that repairs promptly restore and rebuilding can reasonably be completed within one hundred eighty (180) days from repair the date Landlord receives the applicable insurance proceeds for such repairs and rebuilding, Landlord may, at Landlord’s option within sixty (60) days of such event, elect to repair and rebuild the Leased Premises. If Landlord elects to repair and rebuild the Premises, Landlord will notify Tenant of same and this Lease shall remain in full force and effect, but Landlord may require Tenant temporarily to vacate the Premises while they are being repaired and, subject to the provisions of this Section 14.1, rent shall xxxxx during this period to the extent that the Premises are untenantable; provided, however, that Landlord Landlord’s obligation hereunder shall not be liable to Tenant for any damage or expense which temporarily vacating the Premises may cause Tenant. If the repairs of or restoration limited to the reconstruction of such of the tenant finish improvements as were originally required to be made by Landlord, if any. Rent shall proportionately xxxxx (which may be a total abatement if the Leased Premises is not substantially complete (exclusive are rendered wholly unusable) during the time that the Leased Premises or part thereof are unusable because of any of Tenant’s property or Tenant’s improvements)such damage. Notwithstanding the foregoing, or the Premises is not otherwise made suitable for occupancy by Tenant, within the aforesaid one hundred eighty (180) day period, Tenant shall have the right, by written notice to Landlord within ten (10) days of such period, to terminate this Lease, in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. If within the aforesaid sixty (60) day period Landlord elects not to repair and rebuild the Premises or if the Building or any part thereof be so damaged that the Leased Premises are untenantable and in Landlord’s reasonable opinion, which shall be given to Tenant within sixty (60i) days of such casualty, the repairs and rebuilding so destroyed that they cannot be completed repaired or rebuilt within one three hundred eighty sixty (180360) days from the date Landlord receives casualty date; or (ii) totally destroyed by a casualty which is not covered by the applicable insurance proceeds as aforesaidrequired hereunder then, in case of a clause (i) casualty, Tenant may, or, in the case of a clause (ii) casualty, then within fourteen Landlord may, upon thirty (14) days of Tenant’s receipt of Landlord’s notice that such rebuilding cannot be completed within one hundred eighty (180) days, Landlord or Tenant may by seven (730) days’ written notice to the other party, terminate this Lease in which event rent shall be abated for with respect to matters thereafter accruing. Tenant waives any right under applicable laws inconsistent with the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated Article 9. If the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. Failure by Tenant to comply with any provision of this Section 14.1 shall subject Tenant to such costs, expenses, damages, and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of this Lease to the contrary, if the Premises, the Building, or any part thereof are Leased Premises should be damaged by fire or other casualty caused by or materially contributed to by during the negligence or misconduct of Tenant or any last twenty-four (24) months of the term of this Lease and the restoration cost thereof exceeds five percent (5%) of the replacement cost of the entire Building, then, unless Tenant Partiesexercises any right it may have to extend the term of this Lease, Landlord may, within thirty (30) days after the determination of the cost of such rebuilding and repairs, terminate this Lease on written notice to Tenant and, in such event, Rent and all other charges payable by Tenant hereunder shall xxxxx as of the date of the happening of such damage. The number of days within which the Leased Premises can be rebuilt or repaired shall be fully responsible, determined by an independent contractor mutually acceptable to the extent not covered by Landlord’s and/or both Landlord and Tenant’s insurance, for repairing, restoring, or paying for the damage as Landlord shall direct and this Lease shall remain in full force and effect without reduction or abatement of rent.

Casualty. In the event during the Lease Term If all or any portion of the Premises are damaged becomes untenantable or inaccessible by fire or other casualtycasualty to the Premises or the Common Areas (collectively a “Casualty”), but Landlord, with reasonable promptness, shall cause a general contractor selected by Landlord to such an extent that repairs and rebuilding can reasonably be completed within one hundred eighty (180) days from provide Landlord with a written estimate of the date Landlord receives amount of time required, using standard working methods, to substantially complete the applicable insurance proceeds for such repairs and rebuilding, Landlord may, at Landlord’s option within sixty (60) days of such event, elect to repair and rebuild the Premises. If Landlord elects to repair and rebuild the Premises, Landlord will notify Tenant restoration of same and this Lease shall remain in full force and effect, but Landlord may require Tenant temporarily to vacate the Premises while they are being repaired and, subject and any Common Areas necessary to provide access to the provisions of this Section 14.1, rent shall xxxxx during this period to the extent that the Premises are untenantable; provided, however, that (“Completion Estimate”). Landlord shall not be liable promptly forward a copy of the Completion Estimate to Tenant for any damage or expense which temporarily vacating the Premises may cause Tenant. If the repairs of Completion Estimate indicates that the Premises or restoration any Common Areas necessary to provide access to the Premises cannot be made tenantable within one (1) year from the date the repair is not substantially complete (exclusive of any of Tenant’s property or Tenant’s improvements)started, or the Premises is not otherwise made suitable for occupancy by Tenant, within the aforesaid one hundred eighty (180) day period, Tenant then either party shall have the right, by right to terminate this Lease upon written notice to Landlord the other within ten (10) days after Xxxxxx’s receipt of such periodthe Completion Estimate. Tenant, however, shall not have the right to terminate this Lease, in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. If within the aforesaid sixty (60) day period Landlord elects not to repair and rebuild the Premises or if the Building or any part thereof be so damaged that the Premises are untenantable and in Landlord’s reasonable opinion, which shall be given to Tenant within sixty (60) days of such casualty, the repairs and rebuilding cannot be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds as aforesaid, then within fourteen (14) days of Tenant’s receipt of Landlord’s notice that such rebuilding cannot be completed within one hundred eighty (180) days, Landlord or Tenant may by seven (7) days’ written notice to the other terminate this Lease in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. Failure by Tenant to comply with any provision of this Section 14.1 shall subject Tenant to such costs, expenses, damages, and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of this Lease to the contrary, if the Premises, the Building, or any part thereof are damaged by fire or other casualty Casualty was caused by or materially contributed to by the negligence or intentional misconduct of Tenant or any Tenant Related Parties. In addition, Landlord, by notice to Tenant within ninety (90) days after the date of the Casualty, shall have the right to terminate this Lease if: (1) the Premises have been materially damaged and less than two (2) years of the Term remain after 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 loss to the Building or Premises occurs not covered by the insurance required to be maintained by Landlord under the terms of this Lease. If this Lease is terminated by either party on account of any Casualty as provided in this Article 14, then Tenant Partiesshall pay to Landlord (by assignment or otherwise) the insurance proceeds paid or payable to Tenant under the policy(ies) referred to in Section 13.02(b) on account of the damage to or loss in the Premises; however, from any such proceeds actually received by Xxxxxx, Tenant shall be fully responsible, entitled to retain an amount equal to the extent not covered unamortized portion (amortized over the initial Term on a straight-line basis) of the hard costs paid by Tenant to perform the Initial Tenant Work (exclusive of Landlord’s and/or Tenant’s insurance, for repairing, restoring, or paying for the damage as Landlord shall direct Contribution) and this Lease shall remain in full force and effect without reduction or abatement of rent.any Alterations. 14.02

Casualty. In If any Casualty occurs after the event during the Commencement Date, then no Fixed Rent, Additional Rent or Participation Rent shall xxxxx and, unless this Lease Term the Premises are damaged by fire or other casualty, but to such an extent that repairs and rebuilding can reasonably be completed within one hundred eighty is terminated as hereinafter provided (180x) days from the date Landlord receives the applicable insurance proceeds for such repairs and rebuilding, Landlord may, at Landlord’s option within sixty (60) days of such event, elect to repair and rebuild the Premises. If Landlord elects to repair and rebuild the Premises, Landlord will notify Tenant of same and this Lease shall remain continue in full force and effecteffect and (y) Landlord shall, but Landlord may require Tenant temporarily to vacate the Premises while they are being repaired and, at its sole cost and expense (subject to the provisions of this Section 14.117.2), rent promptly commence and complete the Restoration of the Core and Shell, the Center FF&E and the Center Equipment, to substantially the condition as they were in as of the Commencement Date (unless the parties agree otherwise) it being agreed and understood that Tenant shall be responsible for the Restoration of all other aspects and portions of the Premises including, without limitation, the Tenant/Subtenant FF&E and the Tenant/Subtenant Equipment. During any period of Restoration, the Management Fee payable to Tenant under Section 4.8 shall xxxxx during this period in proportion to the extent portion the percentage of the Areas of Responsibility and Areas of Shared Responsibility that were affected by the Premises Casualty and are untenantable; providedthe subject of the Restoration, however, provided that Landlord shall not be liable to Tenant for any damage or expense which temporarily vacating the Premises may cause Tenant. If the repairs of or restoration to the Premises is not substantially complete (exclusive of any of Tenant’s property or Tenant’s improvements), or the Premises is not otherwise made suitable for occupancy by Tenant, within the aforesaid one hundred eighty (180) day period, Tenant shall have the right, by written notice right to negotiate with Landlord within ten (10) days of a mutually acceptable restoration management fee if Landlord selects Tenant to perform such periodfunction. Tenant shall exercise reasonable efforts to cooperate with Landlord and coordinate, to terminate this Leasethe maximum extent reasonably possible, in which event rent Tenant's own operations and Restoration obligations to enable Landlord to perform its applicable Restoration obligations as expeditiously and efficiently as possible. Furthermore, Landlord shall exercise reasonable efforts to cooperate with Tenant and coordinate where and to the maximum extent reasonably possible Landlord's own operations and respective Restoration obligations to enable Tenant to perform its respective Restoration obligations as expeditiously and efficiently as possible. In any event, the parties shall use commercially reasonable efforts to commence their respective Restoration work promptly after the damage and destruction, subject to extension of time due to Unavoidable Delays, and each party shall diligently pursue its respective Restoration work with continuity and shall be abated for the unexpired Lease Termcompleted as soon as reasonably possible, effective as subject to Unavoidable Delays. Landlord will not carry insurance of the date Tenant vacates the Premisesany kind on, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. If within the aforesaid sixty (60) day period Landlord elects not no obligation to repair and rebuild the Premises any damage to, or if the Building or to replace, any part thereof be so damaged that the Premises are untenantable and in Landlord’s reasonable opinionTenant/Subtenant FF&E, which shall be given to Tenant within sixty (60) days of such casualty, the repairs and rebuilding cannot be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds as aforesaid, then within fourteen (14) days of Tenant’s receipt of Landlord’s notice that such rebuilding cannot be completed within one hundred eighty (180) days, Landlord or Tenant may by seven (7) days’ written notice to the other terminate this Lease in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. Failure by Tenant to comply with any provision of this Section 14.1 shall subject Tenant to such costs, expenses, damages, and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of this Lease to the contrary, if the Premises, the Building/Subtenant Equipment, or any part thereof are damaged by fire other property or other casualty caused by or materially contributed to by the negligence or misconduct effects of Tenant or any Subtenant; the obtaining of insurance coverage for loss of any of same shall be at the sole cost and expense of Tenant Partiesand any Subtenant, as applicable. If the Casualty is a Substantial Casualty, then either Landlord or Tenant may, by Notice to the other party hereto given within ninety (90) days after the Casualty, elect a Casualty Termination effective ninety (90) days after such Notice. Upon any Casualty Termination, Tenant shall be fully responsible, assign and transfer to the extent not covered by Landlord’s and/or Landlord all of Tenant’s insurance, for repairing, restoring's rights in and to any of Tenant's Property Insurance Proceeds actually received, or paying for which Tenant is entitled to receive, because of the damage as Casualty. Unless Landlord shall direct and or Tenant has validly elected a Casualty Termination: (a) this Lease shall remain in full force not terminate; and effect without reduction or abatement (b) Tenant shall be solely responsible for negotiating and adjusting any of rentTenant's Property Insurance Proceeds; it being agreed and understood that Landlord shall be solely responsible for negotiating and adjusting any of Landlord's Property Insurance Proceeds.

Casualty. In the event during the Lease Term the Premises are damaged by fire or other casualty, but to such an extent that repairs and rebuilding can reasonably be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds for such repairs and rebuilding, Landlord may, at Landlord’s option within sixty (60) days of such event, elect to repair and rebuild the Premises. If Landlord elects to repair and rebuild the Premises, Landlord will notify Tenant of same and this Lease shall remain in full force and effect, but Landlord may require Tenant temporarily to vacate the Premises while they are being repaired and, subject to the provisions of this Section 14.1, rent shall xxxxx during this period to the extent that the Premises are untenantable; provided, however, that Landlord shall not be liable to Tenant for any damage or expense which temporarily vacating the Premises may cause Tenant. If the repairs of or restoration to the Premises is not substantially complete (exclusive of any of Tenant’s property or Tenant’s improvements), or the Premises is not otherwise made suitable for occupancy by Tenant, within the aforesaid one hundred eighty (180) day period, Tenant shall have the right, by written notice to Landlord within ten (10) days of such period, to terminate this Lease, in which event rent Project shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. If within the aforesaid sixty (60) day period Landlord elects not to repair and rebuild the Premises or if the Building or any part thereof be so damaged that the Premises are untenantable and in Landlord’s reasonable opinion, which shall be given to Tenant within sixty (60) days of such casualty, the repairs and rebuilding cannot be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds as aforesaid, then within fourteen (14) days of Tenant’s receipt of Landlord’s notice that such rebuilding cannot be completed within one hundred eighty (180) days, Landlord or Tenant may by seven (7) days’ written notice to the other terminate this Lease in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. Failure by Tenant to comply with any provision of this Section 14.1 shall subject Tenant to such costs, expenses, damages, and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of this Lease to the contrary, if the Premises, the Building, or any part thereof are damaged by fire or other casualty caused and (i) the risk is covered by insurance carried or materially contributed required to be carried by Landlord hereunder (whether or not actually maintained by Landlord) and the negligence or misconduct cost of Tenant or any repairing such damage shall not be greater than fifty percent (50%) of the Tenant Partiesthen full replacement cost thereof, Tenant shall be fully responsible, to or (ii) the extent damage results from a risk not covered by insurance maintained or required to be maintained (whether or not actually maintained by Landlord’s and/or Tenant’s insurance, for repairing, restoring) pursuant to this Lease to an extent less than twenty percent (20%) of the replacement cost of the Project, or paying for (iii) Tenant has the right to terminate this Lease as provided below and does not terminate this Lease, then, subject to the following provisions of this Article, Landlord shall repair the Project (including all leasehold improvements in the Premises) to the condition prior to the casualty. If repairs are not commenced within ninety (90) days of the casualty, diligently prosecuted thereafter, or substantially completed within two hundred seventy (270) days after the commencement of such repairs, Tenant may terminate this Lease by giving written notice to Landlord or Tenant may restore and offset the costs of restoration, plus interest at the Default Interest Rate, against Rent. The Rent required to be paid hereunder shall be abated in proportion to the portions of the Premises, if any, which are rendered untenantable by fire or other casualty hereunder until repairs of the Project are completed, or if the Project are not repaired, until the termination date hereunder. Notwithstanding the foregoing, if the Project is damaged by fire or other casualty to an extent greater than twenty percent (20%) of the then full replacement cost thereof resulting from an act of war, then Landlord shall have the right to terminate this Lease by giving written notice to Tenant. If Landlord fails to give Tenant such written notice within thirty (30) days following the occurrence of such casualty, then Landlord shall repair the Project as set forth above. If the Project shall be damaged (a) by fire or other casualty not covered by insurance maintained or required to be maintained (whether insured or not) by this Lease to an extent greater than twenty percent (20%) of the replacement cost of the Project, or (b) the damage as Landlord shall direct and results from a risk covered by insurance maintained or required to be maintained by this Lease shall remain in to an extent greater than fifty percent (50%) of the then full force and effect without reduction or abatement replacement cost thereof, then Tenant may terminate this Lease by giving written notice to Landlord; if Tenant fails to deliver such notice within thirty (30) days following the occurrence of rent.such casualty, then Landlord shall

Casualty. In the event the Leased Premises shall be damaged or destroyed during the Lease Term Term, Landlord shall promptly proceed to repair, restore, replace, or rebuild the Leased Premises are damaged (excluding restoration of any alterations made by fire or other casualty, but Tenant to the Leased Premises) to substantially the same condition in which the same were immediately prior to such an extent damage or destruction, and Landlord thereafter shall diligently prosecute said work to completion without delay or interruption. Notwithstanding the forgoing, if the damage to the Leased Premises is so substantial that repairs and rebuilding can (a) the repair, restoration or rehabilitation of such damage cannot reasonably be expected to be substantially completed within one hundred eighty (180) 180 days from the date Landlord receives the applicable insurance proceeds for such repairs and rebuilding, Landlord may, at Landlord’s option within sixty (60) days of such eventdamage, elect to repair and rebuild (b) the Premises. If Landlord elects to repair and rebuild the Premises, Landlord will notify Tenant of same and this Lease shall remain in full force and effect, but Landlord may require Tenant temporarily to vacate the Premises while they are being repaired and, subject damage to the provisions Leased Premises is so substantial that the estimated repair costs exceed $100,000, (c) the damage occurs within the last twelve (12) months of this Section 14.1the Term, rent shall xxxxx during this period or (d) the Building is damaged to the extent that the Premises are untenantable; provided, however, that Landlord shall not be liable to Tenant for any damage of fifty percent (50%) or expense which temporarily vacating the Premises may cause Tenant. If the repairs of or restoration to the Premises is not substantially complete (exclusive of any of Tenant’s property or Tenant’s improvements), or the Premises is not otherwise made suitable for occupancy by Tenant, within the aforesaid one hundred eighty (180) day period, Tenant shall have the right, by written notice to Landlord within ten (10) days of such period, to terminate this Lease, in which event rent shall be abated for the unexpired Lease Term, effective as more of the date Tenant vacates the Premises, monetary value thereof and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. If within the aforesaid sixty (60) day period Landlord elects not to repair and rebuild the Premises or if the Building or any part thereof be so damaged that the Premises are untenantable and in Landlord’s reasonable opinion, which shall be given to Tenant within sixty (60) days of such casualty, the repairs and rebuilding cannot be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds as aforesaidBuilding, then within fourteen (14) days of Tenant’s receipt of Landlord’s notice that such rebuilding cannot be completed within one hundred eighty (180) days, Landlord or Tenant either party may elect to terminate this Lease by seven (7) days’ giving written notice to the other terminate this Lease in which event rent shall be abated for the unexpired Lease Term, effective as party within thirty (30) days of the date Tenant vacates of such casualty. Furthermore, notwithstanding the foregoing, in no event shall Landlord’s obligation to repair, restore, replace, or rebuild the Leased Premises exceed the amount of the insurance proceeds received by Landlord in connection with such casualty. In the event the Leased Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. Failure by Tenant to comply with any provision of this Section 14.1 shall subject Tenant to such costs, expenses, damages, and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of this Lease to the contrary, if the Premises, the Building, or any part thereof thereof, are destroyed or damaged by fire or other casualty caused by or materially contributed to by the negligence or misconduct of Tenant or any of the Tenant Parties, Tenant shall be fully responsible, to the extent the Leased Premises cannot covered be occupied due to such casualty (“Untenantable Premises”), there shall be an abatement of Base Rent due Landlord by Tenant for the period of time commencing on the date of such casualty and continuing until the earlier of (a) the day that Tenant re-occupies the Untenantable Premises, or (b) thirty (30) days following the completion of Landlord’s and/or Tenant’s insurance, for repairing, restoring, or paying for the damage repair obligation as Landlord shall direct and this Lease shall remain in full force and effect without reduction or abatement of rentabove stated.

Casualty. In If the event during the Lease Term the Premises are Building is damaged by fire or other casualty, but and (i) the insurance proceeds actually received by Landlord on account of such damage are sufficient to pay for the necessary repairs, (ii) Landlord's Mortgagee permits Landlord to utilize the insurance proceeds to repair such an extent damage, and (iii) Landlord represents that repairs and rebuilding the Building can reasonably be completed substantially repaired within one hundred eighty six (1806) days from months after the date Landlord receives the applicable insurance proceeds for such repairs and rebuilding, Landlord may, at Landlord’s option within sixty (60) days of such eventcasualty, elect to repair and rebuild the Premises. If Landlord elects to repair and rebuild the Premises, Landlord will notify Tenant of same and this Lease shall remain in full force effect and effect, but Landlord may require Tenant temporarily to vacate shall substantially repair the Premises while they are being repaired anddamage within six (6) months after the date of such casualty, subject to delays beyond Landlord's control. If any of the provisions foregoing conditions requiring Landlord to repair the Building is not met, Landlord, by notice to Tenant given within one hundred twenty days of this Section 14.1the date of casualty, rent shall xxxxx during this said time period to be strictly of the extent that the Premises are untenantable; providedessence, however, that Landlord shall not be liable may elect either to Tenant for any damage or expense which temporarily vacating the Premises may cause Tenant. If the repairs of or restoration to the Premises is not substantially complete (exclusive of any of Tenant’s property or Tenant’s improvements), or the Premises is not otherwise made suitable for occupancy by Tenant, within the aforesaid one hundred eighty (180i) day period, Tenant shall have the right, by written notice to Landlord within ten (10) days of such period, to terminate this Lease; or (ii) repair the damage as soon as reasonably possible, in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. If within the aforesaid sixty (60) day period Landlord elects not to repair and rebuild the Premises or if the Building or any part thereof be so damaged that the Premises are untenantable and in Landlord’s reasonable opinion, which shall be given to Tenant within sixty (60) days of such casualty, the repairs and rebuilding cannot be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds as aforesaid, then within fourteen (14) days of Tenant’s receipt of Landlord’s notice that such rebuilding cannot be completed within one hundred eighty (180) days, Landlord or Tenant may by seven (7) days’ written notice to the other terminate this Lease in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. Failure by Tenant to comply with any provision of this Section 14.1 shall subject Tenant to such costs, expenses, damages, and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of this Lease to the contrary, if the Premises, the Building, or any part thereof are damaged by fire or other casualty caused by or materially contributed to by the negligence or misconduct of Tenant or any of the Tenant Parties, Tenant shall be fully responsible, to the extent not covered by Landlord’s and/or Tenant’s insurance, for repairing, restoring, or paying for the damage as Landlord shall direct and this Lease shall remain in full force and effect without reduction (but Tenant shall then have the right to terminate this Lease if the Property cannot be substantially repaired within six (6) months after the date of casualty). Tenant's notification of termination pursuant to the immediately preceding sentence, if any, shall be required within thirty (30) days after the date of said notice of election from Landlord. Time shall be strictly of the essence with regard to Tenant's notification of termination. If, for any reason whatsoever, Landlord has not received Tenant's aforesaid written notification of termination within the aforesaid thirty (30) day period, then, Tenant shall automatically and irrevocably be deemed to have waived its said right of termination and Landlord's notice of election shall be deemed accepted and approved by Tenant. If this Lease shall remain in full force and effect following a casualty, and if said casualty or the repair and/or restoration of the damage caused thereby shall render the Premises untenantable, in whole or in part, then and in those events, there shall be an equitable abatement of rentAnnual Base Rent and Additional Rent based upon the portion of the Premises rendered untenantable, from the date the Premises (or said portion thereof) became untenantable until the date that the Premises (or said portion thereof) becomes tenantable. Tenant waives the protection of any law which grants a tenant the right to terminate a lease in the event of the destruction of a leased property, and agrees that the provisions of this paragraph shall govern in the event of any destruction of the Premises and/or Building and/or Property. Landlord shall not be required to repair improvements or alterations to the Property made by Tenant, except to the extent, if any, that any insurance proceeds received by Landlord specifically compensate Landlord for the value of any such improvements or alterations.

Casualty. In If the event during the Lease Term the Leased Premises are or any part thereof shall be damaged by fire or other casualty, but Tenant shall give prompt written notice thereof to such an extent that repairs and rebuilding can reasonably be completed Landlord. In the event of any fire or other casualty to the Building, Landlord shall, within one hundred eighty the later of: (180a) ninety (90) days from of such fire or other casualty; or (b) within thirty (30) days of a determination that: (i) the date Landlord receives casualty is an uninsured loss; or (ii) any mortgagee refuses to release insurance proceeds, provide Tenant with a written notice (“Landlord’s Notice”) in accordance with this Article 16. In case the applicable Building shall be so damaged that substantial alteration or reconstruction of the Building shall, in Landlord’s sole opinion, be required (whether or not the Leased Premises shall have been damaged by such casualty), or in the event of any substantial uninsured loss to the Building, or the mortgagee of any mortgage affecting the Leased Premises does not make insurance proceeds for such repairs and rebuildingavailable, Landlord may, at its option, terminate this Lease by so notifying Tenant as part of Landlord’s option within sixty (60) days of such event, elect to repair and rebuild the PremisesNotice. If Landlord elects does not elect to repair terminate this Lease, Landlord’s Notice shall specify whether in Landlord’s judgment: (u) if Landlord’s Notice is given prior to April 1, 2014, at least ninety (90%) percent of either the Leased Premises or those portions of the Building affecting the use and rebuild enjoyment of the Leased Premises; or (w) if Landlord’s Notice is given on or after April 1, Landlord will notify 2014, at least fifty (50%) percent of either all premises in the Building leased by Tenant of same and from Landlord, whether pursuant to this Lease shall remain in full force and effect, but Landlord may require Tenant temporarily to vacate the Premises while they are being repaired and, subject to the provisions of this Section 14.1, rent shall xxxxx during this period to the extent that the Premises are untenantable; provided, however, that Landlord shall not be liable to Tenant for any damage or expense which temporarily vacating the Premises may cause Tenant. If the repairs of or restoration to the Premises is not substantially complete (exclusive of any of Tenant’s property or Tenant’s improvements)another lease, or those portions of the Building affecting the use and enjoyment of the Leased Premises (any such premises identified in subsections (u) and (w) herein, the “Damaged Premises”) can be reconstructed within two hundred seventy (270) days from the occurrence of such fire or casualty. If: (x) Landlord’s Notice indicates that such reconstruction of the Damaged Premises shall exceed two hundred seventy (270) days; or (y) Landlord’s Notice is given in the last eighteen (18) months of the Term, and Landlord does not otherwise made suitable for occupancy by Tenant, within the aforesaid one hundred eighty (180) day periodelect to terminate this Lease as provided in Landlord’s Notice, Tenant shall have the right, to be exercised within fifteen (15) days after receipt of Landlord’s Notice, to elect, by written notice to Landlord, to cancel this Lease (“Tenant’s Notice”). In the event this Lease is not terminated by Landlord as hereinabove permitted, Landlord shall, subject to Excusable Delay, commence and proceed with reasonable diligence to restore the portion of the Building affecting the use and occupancy of the Leased Premises. In the event that Landlord does not complete restoring the Building, or the portion thereof affecting Tenant’s use and enjoyment of the Leased Premises, within ten two hundred seventy (10270) days from the occurrence of such fire or casualty, Tenant may deliver Tenant’s Notice to Landlord, and, in such event, if Landlord does not complete restoring the Building, or the portion thereof affecting Tenant’s use and enjoyment of the Leased Premises, within ninety (90) days of such periodthe effective date of Tenant’s Notice, to terminate then this Lease, in which event rent Lease shall be abated for canceled; provided, however, that if Landlord completes restoring the unexpired Lease TermBuilding, effective as or the portion thereof affecting Tenant’s use and enjoyment of the date Tenant vacates the PremisesLeased Premises within such ninety (90) days, and the other terms and conditions of this Lease shall continue and remain in full force and effect until effect. If this Lease is terminated by Landlord as above permitted, Landlord and Tenant thereafter shall have vacated the Premisesno further obligation or claim, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. If within the aforesaid sixty (60) day period Landlord elects not to repair and rebuild the Premises or if the Building or any part thereof be so damaged that the Premises are untenantable and in Landlord’s reasonable opinion, which shall be given to Tenant within sixty (60) days of such casualty, the repairs and rebuilding cannot be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds as aforesaid, then within fourteen (14) days of Tenant’s receipt of Landlord’s notice that such rebuilding cannot be completed within one hundred eighty (180) days, Landlord or Tenant may by seven (7) days’ written notice to the other terminate this Lease in which event rent shall be abated for the unexpired Lease Termother, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue be deemed null and remain in full void and of no further force and effect until effect. Landlord shall not be liable for any inconvenience, loss of business or annoyance to Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. Failure by Tenant to comply with any provision of this Section 14.1 shall subject Tenant to such costs, expenses, damages, and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of this Lease or damage to the contrary, if the Premises, the Building, or any part thereof are damaged by fire or other casualty caused by or materially contributed to by the negligence or misconduct business of Tenant resulting in any way from such damage or the repair thereof except that Landlord shall allow Tenant a fair diminution of Base Rent and Additional Rent during the time and to the extent that the Leased Premises is unfit for occupancy. During the period of any of the Tenant Partiesreconstruction undertaken by Landlord, Tenant shall be fully responsibleresponsible to remove its personal property, fixtures and equipment from the damaged area prior to Landlord’s institution of reconstruction work. Landlord shall have no liability to Tenant with respect to any damage, loss or theft of any such personal property, fixtures and equipment not so removed. If Landlord elects to restore the Building as herein provided, with respect to the extent not covered by restoration of the Leased Premises Landlord shall be obligated to restore only those portions of the Leased Premises which were originally provided at Landlord’s and/or expense, and the restoration of items in the Leased Premises not provided at Landlord’s expense shall be the obligation of Tenant’s insurance, for repairing, restoring, or paying for the damage as Landlord shall direct and this Lease shall remain in full force and effect without reduction or abatement of rent.

Casualty. In the event during any of the Lease Term the Premises Improvements are damaged rendered untenantable by fire or other casualty, but to such an extent that repairs and rebuilding can reasonably be completed within one hundred eighty (180) days from the date Landlord receives the applicable provided Tenant has sufficient insurance proceeds for such repairs and rebuilding, available to Landlord may, at Landlord’s option to restore the premises or Tenant provides sufficient funds to Landlord within sixty Sixty (60) days of such eventthe lire or other casualty to restore the premises, elect to repair and rebuild the Premises. If Landlord elects to repair and rebuild the Premises, Landlord will notify Tenant of same and this Lease shall remain in full force and effect, but Landlord may require Tenant temporarily to vacate the Premises while they are being repaired and, subject to the provisions of this Section 14.1, rent shall xxxxx during this period to the extent that the Premises are untenantable; provided, however, that then Landlord shall not be liable to restore the premises using the insurance proceeds or Tenant for any damage or expense which temporarily vacating funds. In the Premises may cause Tenant. If the repairs of or restoration to the Premises is not substantially complete (exclusive of event any of Tenant’s property the Improvements are rendered untenantable by fire or Tenant’s improvements), other casualty. and there are no or the Premises is not otherwise made suitable for occupancy by Tenant, within the aforesaid one hundred eighty (180) day period, Tenant shall have the right, by written notice insufficient insurance proceeds available to Landlord to restore the premises; within ten (10) days of such period, to terminate this Lease, in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. If within the aforesaid sixty (60) day period Landlord elects not to repair and rebuild the Premises or if the Building or any part thereof be so damaged that the Premises are untenantable and in Landlord’s reasonable opinion, which shall be given to Tenant within sixty Sixty (60) days of the fire or other casualty or tenant fails to provide sufficient funds within Sixty (60) days of the tire or other casualty to Landlord for Landlord to restore the premises, then Landlord shall have the option of terminating this Lease or rebuilding, ;md in such event written notice of the election by Landlord shall be given to tenant within Seventy Five (75) days after the occurrence of such casualty. In the event Landlord elects to rebuild, (I) Landlord shall not be obligated to rebuild the Tenant's or any other Tenant Improvements; and (2) the affected portions of the Premises shall be restored, as nearly as practicable in Landlord's reasonable judgment, to their former condition, exclusive of Tenant Improvements, within a reasonable time, during which time no payment of rent or other sum due hereunder from Tenant to Landlord shall xxxxx unless and until Tenant's space shall have continued untenantable for at least thirty (30) days after (and as a result of) such casualty. In the event (i) Landlord fails to give timely notice of its election to rebuild. or (u) Landlord fails to rebuild so that Tenant's Improvements can be replaced within six (6) months of such casualty, the repairs and rebuilding cannot be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds as aforesaid, then within fourteen (14) days term of Tenant’s receipt of Landlord’s notice that such rebuilding cannot be completed within one hundred eighty (180) days, Landlord or Tenant may by seven (7) days’ written notice to the other terminate this Lease in which event rent shall then expire and this Lease and all options and rights under it shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates no further force or effect and Landlord shall be entitled to sole possession of the Premises, and Landlord shall not be obligated to reimburse the other terms and conditions Tenant for the value or cost of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premisesits improvements, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. Failure by Tenant to comply with or for any provision of this Section 14.1 shall subject Tenant expense or damage incident to such costs, expenses, damages, and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of this Lease to the contrary, if the Premises, the Building, casualty or any part thereof are damaged by fire or other casualty caused by or materially contributed to by the negligence or misconduct of Tenant or any of the Tenant Parties, Tenant shall be fully responsible, to the extent not covered by Landlord’s and/or Tenant’s insurance, for repairing, restoring, or paying for the damage as Landlord shall direct and this Lease shall remain in full force and effect without reduction or abatement of rentsuch election.

Casualty. In the event (a) If at any time during the Lease Term the Premises are damaged by a fire or other casualty, but Landlord shall notify Tenant within sixty (60) days after such damage as to such an extent that repairs and rebuilding can the amount of time Landlord reasonably be completed within one estimates it will take to restore the Premises. If the restoration time is estimated to exceed three hundred eighty sixty-five (180365) days from the date Landlord receives all permits, approvals, and licenses required to begin reconstruction (assuming the applicable insurance proceeds for receipt of all such repairs permits, approvals and rebuilding, Landlord may, at Landlord’s option within sixty (60) days of such event, elect to repair and rebuild the Premises. If Landlord elects to repair and rebuild the Premises, Landlord will notify Tenant of same and this Lease shall remain in full force and effect, but Landlord may require Tenant temporarily to vacate the Premises while they are being repaired and, subject to the provisions of this Section 14.1, rent shall xxxxx during this period to the extent that the Premises are untenantable; provided, however, that Landlord shall not be liable to Tenant for any damage or expense which temporarily vacating the Premises may cause Tenant. If the repairs of or restoration to the Premises is not substantially complete (exclusive of any of Tenant’s property or Tenant’s improvementslicenses), or the Premises is not otherwise made suitable for occupancy by Tenant, within the aforesaid one hundred eighty (180) day period, Tenant shall have the right, by written notice to Landlord within ten (10) days of such period, to terminate this Lease, in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. If within the aforesaid sixty (60) day period Landlord elects not to repair and rebuild the Premises or if the Building or any part thereof be so damaged that the Premises are untenantable and in Landlord’s reasonable opinion, which shall be given to Tenant within sixty (60) days of such casualty, the repairs and rebuilding cannot be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds as aforesaid, then within fourteen (14) days of Tenant’s receipt of Landlord’s notice that such rebuilding cannot be completed within one hundred eighty (180) days, either Landlord or Tenant may by seven (7) days’ elect to terminate this Lease upon written notice to the other party given no later than thirty (30) days after Landlord’s notice as to the length of the restoration period. If neither party elects to terminate this Lease in which event rent or if Landlord estimates that restoration will take 365 days or less, then, subject to receipt of sufficient insurance proceeds provided that Landlord maintained the insurance required hereunder, Landlord shall promptly restore the Premises, excluding Txxxxx’s Personal Property and tenant improvements insured or required to be insured by Tenant hereunder. Promptly following Landlord’s completion of its restoration obligations, Tenant shall commence and thereafter diligently perform, at its expense, all repairs or restoration not required to be performed by Landlord. Notwithstanding the foregoing, if the destruction provided above shall occur and there shall be abated for less than two (2) years remaining in the unexpired Lease Term, effective as of including any Renewal Term (unless Tenant agrees to then exercise an available renewal option, if any), then Landlord or Tenant may elect to terminate the date Tenant vacates the Premises, and Lease by written notice to the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated party made within ninety (90) days after the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. Failure by Tenant to comply with any provision of this Section 14.1 shall subject Tenant to such costs, expenses, damages, and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of this Lease to the contrary, if the Premises, the Building, or any part thereof are damaged by fire or other casualty caused by or materially contributed to by the negligence or misconduct of Tenant or any of the Tenant Parties, Tenant shall be fully responsible, to the extent not covered by Landlord’s and/or Tenant’s insurance, for repairing, restoring, or paying for the damage as Landlord shall direct and this Lease shall remain in full force and effect without reduction or abatement of rentdestruction.

Casualty. In the event during of total or partial destruction of the Lease Term Building or the Leased Premises are damaged by fire or other casualty, but Landlord agrees promptly to restore and repair same to substantially the same condition as existed as of the Commencement Date, with respect to the Landlord Work required to be made by Landlord pursuant to Section 2.02 above (and, in the event of any damage arising prior to the Commencement Date, Landlord shall repair the same and continue with the performance of the Landlord Work in accordance with the terms of this Lease). Rent shall proportionately xxxxx during the time that the Leased Premises or any part thereof are unusable because of any such an damage. Notwithstanding the foregoing, if the Leased Premises are (a) destroyed or damaged to the extent that repairs and rebuilding can they cannot reasonably be completed repaired or rebuilt within one three hundred eighty sixty-five (180365) days from the date casualty date; or (b) destroyed by a casualty that is not covered by the insurance required hereunder or by insurance actually maintained by Landlord; then, in case of a clause (a) casualty, either Landlord receives or Tenant may, or, in the applicable insurance proceeds for such repairs and rebuildingcase of a clause (b) casualty, then Landlord may, at Landlord’s option within sixty upon thirty (60) days of such event, elect to repair and rebuild the Premises. If Landlord elects to repair and rebuild the Premises, Landlord will notify Tenant of same and this Lease shall remain in full force and effect, but Landlord may require Tenant temporarily to vacate the Premises while they are being repaired and, subject to the provisions of this Section 14.1, rent shall xxxxx during this period to the extent that the Premises are untenantable; provided, however, that Landlord shall not be liable to Tenant for any damage or expense which temporarily vacating the Premises may cause Tenant. If the repairs of or restoration to the Premises is not substantially complete (exclusive of any of Tenant’s property or Tenant’s improvements), or the Premises is not otherwise made suitable for occupancy by Tenant, within the aforesaid one hundred eighty (180) day period, Tenant shall have the right, by written notice to Landlord within ten (10) days of such period, to terminate this Lease, in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. If within the aforesaid sixty (60) day period Landlord elects not to repair and rebuild the Premises or if the Building or any part thereof be so damaged that the Premises are untenantable and in Landlord’s reasonable opinion, which shall be given to Tenant within sixty (60) days of such casualty, the repairs and rebuilding cannot be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds as aforesaid, then within fourteen (14) days of Tenant’s receipt of Landlord’s notice that such rebuilding cannot be completed within one hundred eighty (180) days, Landlord or Tenant may by seven (730) days’ written notice to the other party, terminate this Lease in which event rent with respect to matters thereafter accruing. Any such notice of termination shall be abated given, if at all, not later than ninety (90) days after the casualty date (or, in the case of a notice by Tenant, ninety (90) days after Landlord informs Tenant in writing of the projected time for the unexpired Lease Term, effective as repairs and of the date availability or unavailability of insurance proceeds). In addition to the foregoing, if Landlord elects to rebuild and restore the Leased Premises but fails to actually substantially complete the same in such time so that Tenant vacates can again occupy the PremisesLeased Premises and conduct business operations therein on or before the three hundred sixty-sixth (366th) day after the casualty date, and the other terms and conditions of this Lease shall continue and remain in full then subject to extension for force and effect until majeure events, Tenant shall have vacated the Premisesright to terminate this Lease upon written notice to Landlord, removed all which notice shall be given, if at all, not later than three hundred ninety-six (396) days after the casualty date; provided, however, that if Landlord substantially completes the Leased Premises so that Tenant can occupy the Leased Premises and conduct business operations therein on or before the three hundred ninety-sixth (396th) day after the casualty date, then Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlordtermination notice shall be void. Failure by Tenant to comply waives any right under applicable laws inconsistent with any provision the terms of this Section 14.1 shall subject Tenant to such costs, expenses, damages, and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of this Lease to the contrary, if the Premises, the Building, or any part thereof are damaged by fire or other casualty caused by or materially contributed to by the negligence or misconduct of Tenant or any of the Tenant Parties, Tenant shall be fully responsible, to the extent not covered by Landlord’s and/or Tenant’s insurance, for repairing, restoring, or paying for the damage as Landlord shall direct and this Lease shall remain in full force and effect without reduction or abatement of rentparagraph.

Casualty. In the event during the Lease Term the Leased Premises are damaged by fire or other casualtycasualty covered by Landlord's insurance, but to such an extent that repairs and rebuilding can reasonably Landlord shall repair the damage at its expense within a reasonable time. If the damage cannot be completed repaired within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds for such repairs and rebuilding(as estimated by an architect chosen by Landlord), Landlord may, at Landlord’s option within sixty (60) days of such event, elect to repair and rebuild the Premises. If Landlord elects to repair and rebuild the Premises, Landlord will notify Tenant of same and this Lease shall remain in full force and effect, but may be terminated by either Landlord may require or Tenant temporarily to vacate the Premises while they are being repaired and, subject to the provisions of this Section 14.1, rent shall xxxxx during this period to the extent that the Premises are untenantable; provided, however, that Landlord shall not be liable to Tenant for any damage or expense which temporarily vacating the Premises may cause Tenant. If the repairs of or restoration to the Premises is not substantially complete (exclusive of any of Tenant’s property or Tenant’s improvements), or the Premises is not otherwise made suitable for occupancy by Tenant, within the aforesaid one hundred eighty (180) day period, Tenant shall have the right, by written notice to Landlord within ten thirty (1030) days after receipt of such period, to the architect's damage certification and shall then terminate this Lease, in which event rent shall be abated for the unexpired Lease Term, effective as of the date such notice is given, Tenant vacates shall pay all rent due under this Lease, prorated to the Premisesdate of such notice, and all other sums owing at that time and shall immediately surrender possession of the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof Leased Premises to Landlord. If within the aforesaid sixty (60) day period Landlord elects not to repair and rebuild the Premises or However, if the Building or any part thereof damage can be so damaged that the Premises are untenantable and in Landlord’s reasonable opinion, which shall be given to Tenant within sixty (60) days of such casualty, the repairs and rebuilding cannot be completed repaired within one hundred eighty (180) days from the date or if it cannot be repaired within such time but neither party exercises its option to terminate this Lease, Landlord receives the applicable insurance proceeds as aforesaidshall, then within fourteen thirty (1430) days of Tenant’s receipt of Landlord’s notice that such rebuilding cannot be completed within one hundred eighty (180) daysdamage, Landlord or Tenant may by seven (7) days’ written notice begin to repair the Leased Premises and shall proceed with reasonable diligence to restore the Leased Premises to the other terminate this Lease in which event same condition as existed immediately prior to the occurrence of such casualty. The rent shall be abated during the time the premises are unfit for occupancy. Landlord shall not be required to rebuild, repair or replace any of the unexpired furniture, equipment, fixtures or other improvements which may have been placed on the Leased Premises by Tenant. In the event any mortgagee under a deed of trust, security agreement or mortgage on the building should require that the insurance proceeds be used to retire the mortgage debt, Landlord shall have no obligation to rebuild and this Lease Termshall terminate upon written notice to Tenant. In the event the building is so badly damaged by fire or other casualty, effective even though the Leased Premises may not be affected, that Landlord decides, within ninety (90) days after the destruction, not to rebuild or repair the building (such decision being vested exclusively in the discretion of Landlord), then in such event Landlord shall notify Tenant in writing and this Lease shall terminate as of the date Tenant vacates the Premisestime such notice is given, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated pay rent hereunder apportioned to the Premisestime such notice is given and shall pay all other obligations of Tenant owing on the date of termination, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof Tenant shall immediately surrender the Leased Premises to Landlord. Failure by Tenant to comply with any provision Notwithstanding the foregoing provisions of this Section 14.1 shall subject 24, Tenant to such costs, expenses, damages, and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of this Lease to the contrary, agrees that if the Premises, the Building, Leased Premises or any other part thereof are of the building is damaged by fire or other casualty caused by the fault or materially contributed to by the negligence or misconduct of Tenant or any of the Tenant PartiesTenant's agents, employees or invitees, Tenant shall be fully responsiblehave no option to terminate this Lease, to the extent not covered by Landlord’s and/or Tenant’s insurance, for repairing, restoring, or paying for even if the damage as Landlord cannot be repaired within one hundred eighty (180) days and the rent shall direct and this Lease shall remain in full force and effect without reduction not be abated or abatement of rentreduced before or during the repair period.

Casualty. In the event during of a fire or other casualty in the Lease Term Leased Premises, Tenant shall immediately give notice thereof to Landlord. If the Leased Premises shall be destroyed by fire or other casualty so as to render the Leased Premises untenantable in whole or in part, Base Rental shall xxxxx equitably thereafter as to the portion of the Leased Premises rendered untenantable (based upon the square footage of the Net Rentable Area rendered untenantable) until the earlier to occur of 6.10. sixty (60) days after the date Tenant is permitted to commence repair of its leasehold improvements for the portion of the Leased Premises so damaged, or 6.11. the date the Leased Premises are made tenantable. Landlord agrees to commence and prosecute repair of the Building Standard Improvements promptly and with all due diligence, and Tenant agrees to commence and prosecute repair of its leasehold improvements promptly and with all due diligence, subject in each case to delays for insurance adjustments and delays caused by matters beyond the applicable party's control, zoning laws and building codes then in effect, and to the termination rights set forth below. In the event any portion of the Complex is damaged by fire or other casualty, but to and if such an extent damage is such that repairs and rebuilding can Landlord cannot reasonably be completed expected to substantially complete its repair work within one hundred eighty (180) days from after the date of casualty, as reasonably estimated by a responsible contractor selected by Landlord, then Landlord receives shall have the applicable insurance proceeds for right to terminate this Lease and all Rent owing under this Lease up to the time of such repairs destruction or termination shall be paid by Tenant and rebuildingthenceforth this Lease shall cease and come to an end. Landlord shall give Tenant written notice of its decisions, Landlord may, at Landlord’s option estimates or elections under this Section 6.5 within sixty (60) days after any such damage or destruction. In the event any portion of the Leased Premises is damaged by fire or other casualty, and if such event, elect to repair and rebuild the Premises. If Landlord elects to repair and rebuild the Premises, Landlord will notify Tenant of same and this Lease shall remain in full force and effect, but Landlord may require Tenant temporarily to vacate the Premises while they are being repaired and, subject to the provisions of this Section 14.1, rent shall xxxxx during this period to the extent that the Premises are untenantable; provided, however, damage is such that Landlord shall cannot reasonably be liable expected to Tenant for any damage or expense which temporarily vacating the Premises may cause Tenant. If the repairs of or restoration to the Premises is not substantially complete (exclusive its repair work of any of Tenant’s property or Tenant’s improvements), or the Premises is not otherwise made suitable for occupancy by Tenant, Building Standard Improvements within the aforesaid one hundred eighty (180) day period, Tenant shall have the right, by written notice to Landlord within ten (10) days of such period, to terminate this Lease, in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. If within the aforesaid sixty (60) day period Landlord elects not to repair and rebuild the Leased Premises or if the Building or any part thereof be so damaged that the Premises are untenantable and in Landlord’s reasonable opinion, which shall be given to Tenant within sixty (60) days of such casualty, the repairs and rebuilding cannot be completed within one hundred eighty (180) days from after the date of the casualty to the extent necessary to allow Tenant to commence repair of its leasehold improvements, as reasonably estimated by a responsible contractor selected by Landlord, and Landlord receives the applicable insurance proceeds has not terminated this Lease as aforesaidherein provided, then within fourteen (14) days of Tenant’s receipt of Landlord’s notice that such rebuilding cannot be completed within one hundred eighty (180) days, Landlord or Tenant may by seven (7) days’ written notice to the other terminate this Lease in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premisesright, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof within thirty (30) days after Landlord delivers the estimate to LandlordTenant of time to restore, to terminate this Lease. Failure by Tenant Notwithstanding anything to comply with any provision of the contrary contained in this Section 14.1 6.5, if at the time of any damage to the Complex, less than one (1) year remains in the Term, then Landlord, at Landlord's sole option, shall subject Tenant have the right to such coststerminate this Lease. Additionally, expensesnotwithstanding anything to the contrary contained in this Section 6.5, damages(a) Landlord shall be obligated to restore or rebuild (i) the damaged property only to the extent of the net insurance proceeds made available to Landlord for restoration or rebuilding by the holder of any mortgage or deed of trust or lessor under any ground lease, and losses as (ii) only the portion of the Leased Premises that consists of Building Standard Improvements and only to the condition that existed immediately prior to the casualty, and nothing herein shall be construed to obligate Landlord may incur by reason under any circumstances to repair or restore any of Tenant’s breach hereof. Notwithstanding any provision 's leasehold improvements in excess of this Lease to the contraryBuilding Standard Improvements, and (b) if the Leased Premises, the BuildingProject, or the Complex, or any part thereof are portion thereof, shall be damaged by fire or other casualty caused by or materially contributed to by through the negligence or willful misconduct of Tenant or any of its agents, employees or invitees, the Tenant Parties, Tenant shall be fully responsible, to the extent cost of any repairs made by Landlord not covered by Landlord’s and/or Tenant’s insurance, for repairing, restoring, or paying for the damage as insurance proceeds received by Landlord shall direct be paid by Tenant and this Lease Rent shall remain in full force and effect without reduction or abatement of rentcontinue unabated.

Casualty. In the event during the Lease Term If the Premises are or the Project is damaged by fire or other an insured casualty, but or, if Landlord fails to maintain the insurance required to be maintained by or pursuant to the terms of this Lease and such damage would have been covered by the insurance required to be maintained by Landlord hereunder, and such damage occurs more than twelve (12) months prior to the expiration of the Term hereof, Landlord shall forthwith repair same, or cause same to be repaired, (and, if an insured casualty, to the extent that insurance proceeds are made available to Landlord therefor) and provided that such repairs and rebuilding can reasonably can, in Landlord's reasonable opinion, be completed made within one hundred eighty ninety (18090) days from the date Landlord receives the applicable insurance proceeds for such repairs and rebuilding, Landlord may, at Landlord’s option within sixty (60) days of such eventdamage (without payment of overtime or other premiums) under the laws and regulations of the federal, elect to repair state and rebuild the Premiseslocal governmental authorities having jurisdiction thereof. If Landlord elects is not so required to repair and rebuild the Premisessuch damage, Landlord will shall have the option within forty-five (45) days from the date of such damage either to (i) notify Tenant of same and Landlord's election to repair such damage, in which event Landlord shall thereafter repair same, or (ii) notify Tenant of Landlord's election to immediately terminate this Lease, in which event this Lease shall remain in full force and effect, but Landlord may require Tenant temporarily to vacate the Premises while they are being repaired and, subject to the provisions of this Section 14.1, rent shall xxxxx during this period to the extent that the Premises are untenantablebe so terminated; provided, however, if such notice advises Tenant of Landlord’s election to repair and that Landlord shall such repair cannot be liable to Tenant for any damage or expense which temporarily vacating made within ninety (90) days from the Premises may cause Tenant. If the repairs date of or restoration to the Premises is not substantially complete (exclusive of any of Tenant’s property or Tenant’s improvements), or the Premises is not otherwise made suitable for occupancy by Tenant, within the aforesaid one hundred eighty (180) day period, Tenant shall have the rightsuch damage, by written notice to Landlord given within ten (10) days of receipt of such periodnotice from Landlord, Tenant may elect to terminate this Lease, in which event rent . Such termination by Tenant shall be abated for the unexpired Lease Term, effective as of ten (10) days following the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to received by Landlord. If within the aforesaid sixty (60) day period Landlord elects not to repair and rebuild the Premises or if the Building or any part thereof be so damaged that the Premises are untenantable and in Landlord’s reasonable opinion, which shall be given refund to Tenant within sixty (60) days any rent previously paid for any period of such casualty, the repairs and rebuilding cannot be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds as aforesaid, then within fourteen (14) days of Tenant’s receipt of Landlord’s notice that such rebuilding cannot be completed within one hundred eighty (180) days, Landlord or Tenant may by seven (7) days’ written notice to the other terminate this Lease in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. Failure by Tenant to comply with any provision of this Section 14.1 shall subject Tenant time subsequent to such costs, expenses, damages, and losses as Landlord may incur by reason of Tenant’s breach hereoftermination. Notwithstanding any contrary provision herein, and regardless of this Lease whether caused by casualty, Landlord shall not be required to repair any damage to the contrary, if the Premises, the Building, or any part thereof are damaged by fire or other casualty caused by or materially contributed to by the negligence or misconduct property of Tenant or to repair or replace any paneling, decorations, railings, floor coverings, alterations, additions, fixtures or improvements installed on the Premises by or at the expense of Tenant. Tenant hereby waives the provisions of Section 1932, subdivision 2, and Section 1933, subdivision 4, of the Tenant PartiesCivil Code of California, Tenant shall be fully responsibleand any similar law, to the extent not covered by Landlord’s and/or Tenant’s insurance, for repairing, restoring, statute or paying for the damage as Landlord shall direct and this Lease shall remain ordinance now or hereafter in full force and effect without reduction or abatement of renteffect.

Casualty. A. In the event during the Lease Term the Premises or the Building are materially or totally damaged or are rendered materially or wholly untenantable by fire or other casualtycasualty or accident, but Landlord may, as provided for hereinafter, give Tenant written notice of Landlord’s election to terminate the Lease, and thereupon the term of the Lease shall expire by lapse of time upon the tenth (10th) day after such notice is given, and Tenant shall vacate the Premises and surrender the same to Landlord. Landlord shall, within the later of (a) one hundred twenty (120) days from the fire or casualty or (b) thirty (30) business days after Landlord receives written notice from its insurance carrier regarding the extent of insurance proceeds Landlord will receive to restore the Building and/or the Premises, give Tenant written notice (“Casualty Notice”) of its intention to either (i) restore or rebuild the Premises in character, layout and area substantially equal to the Premises damaged or destroyed immediately prior to such an extent that repairs damage or destruction (except Landlord shall not be required to rebuild, repair or replace any part of the furniture, equipment, trade fixtures and rebuilding can reasonably be completed other improvements [including Tenant Improvements, if any] which may have been placed by Tenant [or by Landlord on behalf of Tenant] in the Premises) within one two hundred eighty forty (180240) days from the date Landlord receives the applicable insurance proceeds for such repairs and rebuilding, Landlord may, at Landlord’s option within sixty (60) days of such eventfire or other casualty (but such two hundred forty [240] day period shall be subject to reasonable extensions and delays resulting from acts of God, elect fire, strikes, lockouts, labor trouble, inability to repair and rebuild procure materials by reason of governmental restrictions, riots, insurrection, war or other causes beyond the Premisesreasonable control of Landlord) or (ii) terminate this Lease, as hereinbefore mentioned. If In the event Landlord elects to repair and restore or rebuild the Premises, Landlord will notify Base Rent and all other obligations of Tenant shall xxxxx as of same and the date of such fire or other casualty (as long as Tenant shall not be in monetary or material nonmonetary default under this Lease after the expiration of any applicable cure period and such damage or casualty was not caused by Tenant) until the Premises shall remain have been restored or rebuilt by Landlord as required hereunder and possession thereof shall have been delivered to Tenant. If Landlord fails to give the Casualty Notice within the period required under this Section or, if Landlord fails to repair the damage (if the Casualty Notice notes Landlord’s intention to do so) from the casualty within the period set forth in full the Casualty Notice (subject to force majeure), then Tenant shall have the right (provided Tenant is not in default under the Lease beyond any applicable notice and effectcure period and Tenant cannot conduct its business operations within the Premises) to elect to immediately cancel this Lease by giving written notice to Landlord, but provided such notice states that “Landlord failed to cancel this Lease within the required time period of Section 15 of the Lease” and that “Landlord’s failure to void Tenant’s notice of termination of the Lease within fifteen (15) business days of Landlord’s receipt of this correspondence shall be deemed Landlord’s acceptance of Tenant’s termination of the Lease”. A copy of such notice must be simultaneously sent to Landlord’s counsel (or such other parties as Landlord may require Tenant temporarily from time to vacate time designate) in accordance with the Premises while they are being repaired and, subject to the notice provisions of this Lease in order for such request to be deemed effective. In the case Tenant gives a termination notice because Landlord failed to repair the casualty within the applicable time period, Landlord can only void Tenant’s termination notice by delivery of the Premises in the condition required under this Section 14.1, rent shall xxxxx during this period within thirty (30) business days of Landlord’s receipt of the termination notice. Notwithstanding anything to the extent that the Premises are untenantable; provided, however, that Landlord shall not be liable to Tenant for any damage or expense which temporarily vacating the Premises may cause Tenant. If the repairs of or restoration to the Premises is not substantially complete (exclusive of any of Tenant’s property or Tenant’s improvements), or the Premises is not otherwise made suitable for occupancy by Tenant, within the aforesaid one hundred eighty (180) day periodcontrary contained in this Section, Tenant shall have the right, by written notice option to Landlord within ten (10) days of such period, to terminate this cancel the Lease, in which the event rent shall be abated for such casualty was not caused by Tenant and (i) the unexpired casualty occurs during the last year of the Lease Term, effective as of (ii) the date Tenant vacates the Premisescasualty occurs at any time and, in both Landlord’s and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. If within the aforesaid sixty (60) day period Landlord elects not to repair and rebuild the Premises or if the Building or any part thereof be so damaged that the Premises are untenantable and in Landlord’s reasonable opinion, which shall be given to Tenant within the restoration will take over three hundred sixty (60) days of such casualty, the repairs and rebuilding cannot be completed within one hundred eighty (180360) days from said occurrence or (iii) the Casualty Notice informs Tenant that Landlord intends to restore (and not terminate), but the restoration will take over two hundred seventy (270) days to restore from the date Landlord receives the applicable insurance proceeds as aforesaid, then within fourteen (14) days of Tenant’s receipt of Landlord’s notice that such rebuilding cannot be completed within one hundred eighty (180) days, Landlord or Tenant may by seven (7) days’ written notice to the other terminate this Lease in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. Failure by Tenant to comply with any provision of this Section 14.1 shall subject Tenant to such costs, expenses, damages, and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of this Lease to the contrary, if the Premises, the Building, casualty or any part thereof are damaged by fire or other casualty caused by or materially contributed to by the negligence or misconduct of Tenant or any of the Tenant Parties, Tenant shall be fully responsible, to the extent not covered by Landlord’s and/or Tenant’s insurance, for repairing, restoring, or paying for the damage as Landlord shall direct and this Lease shall remain in full force and effect without reduction or abatement of rentdamage.

Casualty. In the event that the Building should be totally destroyed by fire or other casualty or in the event the Building (or any portion thereof) should be so damaged that rebuilding or repairs cannot be completed, in Landlord's reasonable opinion, within one hundred eighty (180) days after the date of the casualty, Landlord may, at its option, terminate this Lease, in which event Base Rent and Tenant's Proportionate Share of Operating Expenses shall be abated during the unexpired portion of this Lease Term effective with the date of such damage. Landlord shall exercise the termination right pursuant to the preceding sentence, if at all, by delivering written notice of termination to Tenant within (10) days after determining that the repairs cannot be completed within such one hundred eighty (180) day period. In the event that the Premises are should be so damaged by fire or other casualtycasualty that rebuilding or repairs cannot be completed, but in Landlord's reasonable opinion, within one hundred eighty (180) days after the commencement of repairs to the Premises, Tenant may, at its option terminate this Lease, in which event Base Rent and Tenant's Proportionate Share of Operating Expenses shall be abated during the unexpired portion of this Lease, effective the date of termination. Tenant shall exercise the termination right pursuant to the preceding sentence, if at all, by delivering written notice of termination to Landlord within ten (10) days after being advised by Landlord that the repairs cannot be completed within such an extent that one hundred eighty (180) day period. In the event the Building or the Premises should be damaged by fire or other casualty and, in Landlord's reasonable opinion, the rebuilding or repairs and rebuilding can reasonably be completed within one hundred eighty (180) days from after the date of the casualty, or if the damage should be more serious but neither Landlord receives the applicable insurance proceeds for nor Tenant elect to terminate this Lease pursuant to this Paragraph, in either such repairs and rebuildingevent Landlord shall, Landlord may, at Landlord’s option within sixty (60) days after the date of such eventdamage, elect commence (and thereafter pursue with reasonable diligence) repairing the Building and the Premises, but only to the extent of insurance proceeds actually received by Landlord for such repairs, to substantially the same condition which existed immediately prior to the happening of the casualty. In no event shall Landlord be required to rebuild, repair and rebuild or replace any part of the furniture, equipment, fixtures, inventory, supplies or any other personalty or any other improvements which may have been placed by Tenant within the Building or at the Premises. If Landlord elects shall allow Tenant a fair abatement of Base Rent and Tenant's Proportionate Share of Operating Expenses during the time the Premises are unfit for occupancy; provided, that if such casualty was caused by Tenant, its agents, employees, licensees or invitees, Base Rent and Tenant's Proportionate Share of Operating Expenses shall be abated only to repair the extent Landlord is compensated for the same by loss of rents insurance, if any. Notwithstanding Landlord's restoration obligation, in the event any mortgagee under a deed of trust, security agreement or mortgage on the Building should require that the insurance proceeds be used to retire or reduce the mortgage debt or if the insurance company issuing Landlord's fire and rebuild casualty insurance policy fails or refuses to pay Landlord the Premisesproceeds under such policy, Landlord will notify Tenant of same shall have no obligation to rebuild and this Lease shall remain in full force and effect, but terminate upon notice by Landlord to Tenant. Any insurance which may require be carried by Landlord or Tenant temporarily to vacate the Premises while they are being repaired and, subject against loss or damage to the provisions of this Section 14.1, rent shall xxxxx during this period to the extent that the Premises are untenantable; provided, however, that Landlord shall not be liable to Tenant for any damage Building or expense which temporarily vacating the Premises may cause Tenant. If the repairs of or restoration to the Premises is not substantially complete (exclusive of any of Tenant’s property or Tenant’s improvements), or the Premises is not otherwise made suitable for occupancy by Tenant, within the aforesaid one hundred eighty (180) day period, Tenant shall have the right, by written notice to Landlord within ten (10) days of such period, to terminate this Lease, in which event rent shall be abated for the unexpired Lease Term, effective as sole benefit of the date Tenant vacates the Premises, party carrying such insurance and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. If within the aforesaid sixty (60) day period Landlord elects not to repair and rebuild the Premises or if the Building or any part thereof be so damaged that the Premises are untenantable and in Landlord’s reasonable opinion, which shall be given to Tenant within sixty (60) days of such casualty, the repairs and rebuilding cannot be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds as aforesaid, then within fourteen (14) days of Tenant’s receipt of Landlord’s notice that such rebuilding cannot be completed within one hundred eighty (180) days, Landlord or Tenant may by seven (7) days’ written notice to the other terminate this Lease in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. Failure by Tenant to comply with any provision of this Section 14.1 shall subject Tenant to such costs, expenses, damages, and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of this Lease to the contrary, if the Premises, the Building, or any part thereof are damaged by fire or other casualty caused by or materially contributed to by the negligence or misconduct of Tenant or any of the Tenant Parties, Tenant shall be fully responsible, to the extent not covered by Landlord’s and/or Tenant’s insurance, for repairing, restoring, or paying for the damage as Landlord shall direct and this Lease shall remain in full force and effect without reduction or abatement of rentunder its sole control.

Casualty. In the event during the Lease Term the Premises are damaged by fire or other casualty, but to such an extent that repairs and rebuilding can reasonably be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds for such repairs and rebuilding, Landlord may, at Landlord’s option within sixty (60) days of such event, elect to repair and rebuild the Premises. If Landlord elects to repair and rebuild the Premises, Landlord will notify Tenant of same and this Lease shall remain in full force and effect, but Landlord may require Tenant temporarily to vacate the Premises while they are being repaired and, subject to the provisions of this Section 14.1, rent shall xxxxx during this period to the extent that the Premises are untenantable; provided, however, that Landlord shall not be liable to Tenant for any damage or expense which temporarily vacating the Premises may cause Tenant. If the repairs of or restoration to the Premises is not substantially complete (exclusive of any of Tenant’s property or Tenant’s improvements), or the Premises is not otherwise made suitable for occupancy by Tenant, within the aforesaid one hundred eighty (180) day period, Tenant shall have the right, by written notice to Landlord within ten (10) days of such period, to terminate this Lease, in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. If within the aforesaid sixty (60) day period Landlord elects not to repair and rebuild the Premises or if the Building or any part thereof be so damaged that the Premises are untenantable and in Landlord’s reasonable opinion, which shall be given to Tenant within sixty (60) days of such casualty, the repairs and rebuilding cannot be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds as aforesaid, then within fourteen (14) days of Tenant’s receipt of Landlord’s notice that such rebuilding cannot be completed within one hundred eighty (180) days, Landlord or Tenant may by seven (7) days’ written notice to the other terminate this Lease in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. Failure by Tenant to comply with any provision of this Section 14.1 shall subject Tenant to such costs, expenses, damages, and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of this Lease to the contrary, if the Premises, the BuildingProject, or any part thereof are portion of either, shall be damaged by fire or other casualty caused by or materially contributed to covered by the negligence or misconduct insurance carried by Landlord hereunder and the cost of Tenant or any repairing such damage shall not be greater than eighty percent (80%) of the Tenant Partiesthen full replacement cost thereof, Tenant then, subject to the following provisions of this Article 8, Landlord shall proceed with due diligence to repair the Premises and/or Project. If the Premises or Project shall be fully responsible, to the extent damaged (a) by fire or other casualty not covered by insurance carried by Landlord hereunder, or (b) to an extent greater than eighty percent (80%) of the then full replacement cost thereof, then Landlord shall have the option (i) to repair or reconstruct the same to substantially the same condition as immediately prior to such fire or other casualty, or (ii) terminate this Lease by so notifying Tenant within one louvered, twenty (10) thirty (30) days after the date of such fire or others casualty, such termination to be effective as of the date of such fire or other casualty. Failure to give notice of Landlord’s and/or Tenant’s insurance's decision within such thirty (30): one hundred twenty (1~0) day period, notwithstanding the foregoing, if such destruction results in the premises being untenable in whole, or insubstantial part, for repairinga period reasonably estimated by the responsible contractor selected by Landlord to be six (6) months or longer after the date of casualty or in the event of total or substantial damage or destruction of the building from any cause of which the period to restore is reasonably estimated by the aforesaid contractor to be six (6) months or longer after the casualty (and irrespective whether or not the Premises are damaged), restoring, then Tenant or paying for the damage as Landlord shall direct and may terminate this Lease shall remain within thirty (30) days after the date of Landlord's notice described below and all rentals owed up to the time of such destruction or termination must be paid by Tenant (it being understood that Tenant must pay rentals on all tenable space until termination of this Lease). Landlord will give Tenant written notice thirty (30) days after any such damage or destruction. Any such termination, either by Landlord or Tenant, will not relieve Tenant of its obligations and liability (whether under this Section 8.01 or elsewhere in full force this Lease) which are expressly provided to survive the expiration or earlier termination of this Lease. If Landlord elects not to rebuild, then Landlord will be entitled to retain all of the insurance proceeds of the fire, and effect without reduction casualty insurance maintained by it and its interest in Tenant's insurance which Tenant is required to maintain pursuant to Section 7.02 above. Notwithstanding anything contained in this Section 8.01, Landlord will be obligated to restore or abatement rebuild only the damaged and/or affected portions of rentthe Premises to the same condition, excepting reasonable wear and tear installed by Landlord at the commencement of the Lease pursuant to the approved Plans attached as Exhibit "-".

Casualty. In Sublessee’s consent shall not be required prior to (i) the event waiver by Sublessor of Landlord’s obligation under the Master Lease to rebuild or restore the Premises upon the occurrence of a Casualty during the Term and (ii) any election by Sublessor to terminate or continue the Master Lease Term pursuant to the terms thereof. Sublessee shall have the option to terminate the Sublease following damage or destruction to the Sublet Premises, the parking facilities or access to the Sublet Premises are damaged by fire or other casualty, but to such an extent that parking facilities if the estimated period of time for Landlord’s repairs and rebuilding can reasonably be completed within one will exceed two hundred eighty forty (180240) days from the date Landlord receives the applicable insurance proceeds for of Casualty, such repairs and rebuilding, Landlord may, at Landlord’s option right to be exercised within sixty thirty (6030) days of receipt of notice by Sublessee of such event, estimated period of restoration. If neither Landlord nor Sublessor elect to repair terminate the Master Lease as a result of such casualty, and rebuild the Premises. If Landlord elects Sublessee does not elect to repair and rebuild the Premises, Landlord will notify Tenant of same and terminate this Lease shall remain in full force and effect, but Landlord may require Tenant temporarily to vacate the Premises while they are being repaired and, subject Sublease pursuant to the provisions terms of this Section 14.117, rent then Sublessor shall xxxxx during this period use commercially reasonable efforts to cause Landlord to complete Landlord’s restoration obligations under the Master Lease with respect to the extent that Base Building and the Premises are untenantable; providedCommon Areas. Sublessor shall have no obligation to perform any restoration work concerning the Sublet Premises, howeverand Sublessee shall, that Landlord shall not be liable to Tenant for at its sole cost and expense, repair any injury or damage or expense which temporarily vacating the Premises may cause Tenant. If the repairs of or restoration to the Tenant Improvements, any subsequent alterations installed by Sublessee and the original tenant improvements existing in the Sublet Premises is not substantially complete as of the delivery of the Sublet Premises to Sublessee (exclusive of any of Tenant’s property or Tenant’s improvements)the Base Building, or the Premises is not otherwise made suitable for occupancy by Tenant, within the aforesaid one hundred eighty (180) day period, Tenant shall have the right, by written notice to Landlord within ten (10) days of such periodwhich includes, to terminate this Lease, in which event rent shall be abated for the unexpired Lease Term, effective Sublessor’s actual knowledge as of the date Tenant vacates hereof, the Premisesitems described in Exhibit “E” attached hereto, and which Landlord is required to restore pursuant to the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to LandlordMaster Lease). If within the aforesaid sixty (60) day period Landlord elects not to repair and rebuild the Premises or if the Building or any part thereof be so damaged that the Premises are untenantable to be rebuilt or restored following a casualty, Sublessee shall only be entitled to an abatement of Rent to the extent Sublessor actually receives an abatement of Rent pursuant to the Master Lease. The amount of such abatement payable to the Sublessee shall be in the same proportion which the square footage of the affected portion of the Sublet Premises bears to the square footage of the affected portion of the total Premises (including the Sublet Premises) for which Sublessor receives the abatement under the Master Lease. If Sublessee is required to restore any portion of the Sublet Premises as a result of a casualty, Sublessee’s general contractor, any subcontractors working on any Building system, and in Landlordany subcontractors performing work which costs $10,000 or more shall be subject to Sublessor’s reasonable opinionprior written approval, which approval shall be given to Tenant within sixty (60) days of such casualty, the repairs and rebuilding cannot be completed within one hundred eighty (180unreasonably withheld, conditioned or delayed. In addition, Sublessee’s general contractor and all of its other consultants, subcontractors, laborer’s, materialmen and suppliers shall maintain the insurance required under the Master Lease. Sublessee hereby waives the provisions of Section 1932(2) days from the date Landlord receives the applicable insurance proceeds as aforesaid, then within fourteen (14and Section 1933(4) days of Tenant’s receipt of Landlord’s notice that such rebuilding cannot be completed within one hundred eighty (180) days, Landlord or Tenant may by seven (7) days’ written notice to the other terminate this Lease in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. Failure by Tenant to comply with any provision of this Section 14.1 shall subject Tenant to such costs, expenses, damages, and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of this Lease to the contrary, if the Premises, the BuildingCalifornia Civil Code, or any part thereof are damaged by fire other statute or other law that may be in effect at the time of a casualty caused by under which a lease is automatically terminated or materially contributed a lessee is given the right to by the negligence or misconduct of Tenant or any of the Tenant Parties, Tenant shall be fully responsible, terminate a lease due to the extent not covered by Landlord’s and/or Tenant’s insurance, for repairing, restoring, or paying for the damage as Landlord shall direct and this Lease shall remain in full force and effect without reduction or abatement of renta casualty.

Casualty. In the event during of total or partial destruction of the Lease Term Building or the Leased Premises are damaged by fire or other casualty, but Landlord agrees promptly to restore and repair same; provided, however, Landlord's obligation hereunder with respect to the Leased Premises shall be limited to the reconstruction of such an extent of the leasehold improvements as were originally required to be made by Landlord pursuant to Section 2.02 above, if any. Rent shall proportionately xxxxx during the time that repairs and rebuilding can reasonably the Leased Premises or part thereof are unusable because of any such damage. Notwithstanding the foregoing, if Landlord determines that the Leased Premises are (a) so destroyed that they cannot be completed repaired or rebuilt within one two hundred eighty ten (180210) days from the casualty date Landlord receives (the applicable "Target Restoration Date"); or (b) destroyed by a casualty that is not covered by the insurance required hereunder or, if covered, such insurance proceeds for are not released by any mortgagee entitled thereto or are insufficient to rebuild the Building and the Leased Premises; then Landlord shall give written notice to Tenant of such repairs and rebuilding, Landlord may, at Landlord’s option determination (the "Casualty Notice") within sixty (60) days of such eventcasualty (the "Notice Period"). In case of a clause (a) casualty, elect either Landlord or Tenant may, or, in the case of a clause (b) casualty, then Landlord may, by giving written notice to repair and rebuild the Premisesother party within thirty (30) days after Landlord's delivery of the Casualty Notice, terminate this Lease with respect to matters thereafter accruing. If Landlord elects to repair reasonably and rebuild in good faith determines that the PremisesLeased Premises can be repaired or rebuilt within the Target Restoration Date, then Landlord will shall notify Tenant of the same within the Notice Period (which notice shall include a preliminary construction schedule), and diligently commence and pursue such repairs. In the event that neither Landlord nor Tenant terminates this Lease shall remain in full force and effectpursuant to clauses (a) or (b) above, but Landlord may require Tenant temporarily fails to vacate the Premises while they are being repaired and, subject to the provisions of this Section 14.1, rent shall xxxxx during this period to the extent that the Premises are untenantable; provided, however, that Landlord shall not be liable to Tenant for any damage or expense which temporarily vacating the Premises may cause Tenant. If the repairs of or restoration to the Premises is not substantially complete the restoration and repair of the Leased Premises within one hundred twenty (exclusive 120) days following the Target Restoration Date, as such date may be extended as a result of any of Tenant’s property Force Majeure or Tenant’s improvementsTenant Delay (the "End Date"), or the Premises is not otherwise made suitable for occupancy by Tenant, within the aforesaid one hundred eighty (180) day period, then Tenant shall have the further right, as its sole remedy, to terminate this Lease by written notice to Landlord given within ten thirty (1030) days following End Date (provided that substantial completion has not occurred prior to Landlord's receipt of such period, to terminate this Lease, in which event rent shall be abated for said termination notice). Tenant waives any right under applicable laws inconsistent with the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. If within the aforesaid sixty (60) day period Landlord elects not to repair and rebuild the Premises or if the Building or any part thereof be so damaged that the Premises are untenantable and in Landlord’s reasonable opinion, which shall be given to Tenant within sixty (60) days of such casualty, the repairs and rebuilding cannot be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds as aforesaid, then within fourteen (14) days of Tenant’s receipt of Landlord’s notice that such rebuilding cannot be completed within one hundred eighty (180) days, Landlord or Tenant may by seven (7) days’ written notice to the other terminate this Lease in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. Failure by Tenant to comply with any provision of this Section 14.1 shall subject Tenant to such costs, expenses, damages, and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of this Lease to the contrary, if the Premises, the Building, or any part thereof are damaged by fire or other casualty caused by or materially contributed to by the negligence or misconduct of Tenant or any of the Tenant Parties, Tenant shall be fully responsible, to the extent not covered by Landlord’s and/or Tenant’s insurance, for repairing, restoring, or paying for the damage as Landlord shall direct and this Lease shall remain in full force and effect without reduction or abatement of rentparagraph.

Casualty. In the event during the Lease Term the Premises are damaged by fire case of damage to or other casualty, but to such an extent that repairs and rebuilding can reasonably be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds for such repairs and rebuilding, Landlord may, at Landlord’s option within sixty (60) days destruction of such event, elect to repair and rebuild the Premises. If Landlord elects to repair and rebuild the Premises, Landlord will notify Tenant whether or not by a risk required to be covered by insurance as set forth in Paragraph 19 of same and this Lease, this Lease shall remain in full force not terminate and effectTenant shall promptly restore, but Landlord may require Tenant temporarily rebuild, replace or repair (hereinafter referred to vacate as “Restore” or “Restoration”) the Premises while they to substantially the same condition as existed immediately prior to such damage or destruction. Tenant shall pay all costs of such Restoration whether or not such costs are being repaired andcovered by insurance. Such Restoration shall be commenced promptly but in no event later than ninety (90) days after the casualty and shall thereafter be prosecuted with due diligence. Notwithstanding the foregoing, subject however, in the case of damage to the provisions or destruction of this Section 14.1, rent shall xxxxx during this period to the extent that the Premises are untenantableduring the last twelve (12) months of the Term that will render the Premises inaccessible or unusable for purposes of conducting Tenant’s business for a period of ninety (90) days or more, Tenant may elect to terminate this Lease by giving Landlord written notice of such election within thirty (30) days following the casualty, in which event Tenant shall have no obligation to Restore the Premises; provided, however, that Landlord shall not be liable to Tenant for any damage or expense which temporarily vacating shall, at its cost, clear the Premises may cause Tenantof debris and return the same to a safe and clean condition, and deliver any insurance proceeds to Landlord in accordance with Subparagraph 20(e) below. If the repairs of or restoration to the Premises is not substantially complete (exclusive of any of Tenant’s property or Tenant’s improvements), or the Premises is not otherwise made suitable for occupancy by Tenant, within the aforesaid one hundred eighty (180) day period, Tenant shall have the right, by written notice to Landlord within ten (10) days of such period, elects to terminate this LeaseLease in accordance with this paragraph, in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. If within the aforesaid sixty terminate thirty (60) day period Landlord elects not to repair and rebuild the Premises or if the Building or any part thereof be so damaged that the Premises are untenantable and in Landlord’s reasonable opinion, which shall be given to Tenant within sixty (6030) days of such casualty, the repairs and rebuilding cannot be completed within one hundred eighty (180) days from following the date Landlord receives the applicable insurance proceeds as aforesaid, then within fourteen (14) days of Tenant’s receipt of Landlord’s notice that such rebuilding cannot be completed within one hundred eighty (180) days, Landlord or Tenant may by seven (7) days’ written notice to of such election (the other terminate this Lease in which event rent shall be abated for “Termination Date”) upon the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. Failure payment by Tenant to comply with any provision of this Section 14.1 shall subject Tenant to such costs, expenses, damages, all rent and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of all other sums then due and payable under this Lease to and including the contrary, if Termination Date. Said termination shall not release Tenant from the Premises, the Building, or any part thereof are damaged by fire or other casualty caused by or materially contributed to by the negligence or misconduct obligations and liabilities of Tenant under this Lease, actual or any of the Tenant Partiescontingent, Tenant shall be fully responsible, which have accrued on or prior to the extent not covered by Landlord’s and/or Tenant’s insurance, for repairing, restoring, or paying for the damage as Landlord shall direct and this Lease shall remain in full force and effect without reduction or abatement of rentTermination Date.

Casualty. In the event during the Lease Term the Premises are damaged by Tenant shall give prompt notice to Landlord in case of any fire or other casualtydamage to the Premises or the Building. If (a) the Building or the Premises shall be damaged to the extent of fifty percent (50%) or more of the cost of replacement thereof; or (b) the Premises or Building shall be destroyed or substantially damaged as a result of a risk not insured by Landlord hereunder; or (c) the Premises shall be damaged to the extent of thirty percent (30%) or more of the cost of replacement thereof during the last two (2) years of the Term (or any renewal term), but then or in any of such events, Landlord may elect either to such an extent that repairs and rebuilding can reasonably be completed repair the damage as aforesaid, or to cancel this Lease by written notice of cancellation given to Tenant within one hundred eighty ninety (18090) days from after the date Landlord receives is in receipt of all relevant information regarding an occurrence specified in clauses (a), (b), or (c) of this sentence. Should Landlord elect to terminate the applicable insurance proceeds lease, this Lease shall terminate with the same force and effect as though the date set forth in the Landlord's notice of termination pursuant to this Section 19.1 were the Expiration Date of the Lease. Should Landlord elect to terminate this Lease, Xxxxxx's liability for such repairs and rebuilding, Landlord may, at Landlord’s option within sixty (60) days the Rent shall cease as of the date of such eventdamage or destruction and Landlord shall make an equitable refund of any Rent paid by Xxxxxx in advance and not earned. Unless this Lease is terminated by Landlord, elect to repair and rebuild the Premises. If Landlord elects to repair and rebuild the Premisesas aforesaid, Landlord will notify Tenant of same and this Lease shall remain in full force and effect. Provided Tenant is not the cause of the fire or other casualty, but Landlord may require Tenant temporarily to vacate in the event the Premises while they is rendered wholly untenantable, the Base Rent and Additional Rent shall be fully abated, or if only partially damaged, such Base Rent and Additional Rent shall be abated proportionately as to that portion of the Premises rendered untenantable and not actually used by Tenant during such period. In either of the foregoing events, Base Rent and Additional Rent shall xxxxx (unless Landlord shall elect to terminate this Lease as set forth above) until ten (10) days after notice by Landlord to Tenant that the Premises have been substantially repaired and restored to the extent required hereunder of Landlord or until Xxxxxx's business operations are being repaired andrestored in the entire Premises, subject whichever shall occur sooner. Tenant may continue the operation of Xxxxxx's business in the part of Premises not so damaged to the extent reasonably practicable from the standpoint of prudent business management and safety concerns. Tenant shall not be entitled to and hereby waives all claims against Landlord for any compensation or damage for loss of use of the whole or any part of the Premises and for any inconvenience or annoyance occasioned by any such damage, destruction, repair or restoration. The provisions of any statute or other law which may allow Tenant to automatically terminate the lease or otherwise exercise a right of termination upon the occurrence of damage, destruction or untenantability are hereby expressly waived by Tenant and the provisions of this Section 14.1, rent 19.1 shall xxxxx during this period to the extent that the Premises are untenantable; provided, however, that Landlord shall not be liable to Tenant for any damage or expense which temporarily vacating the Premises may cause Tenant. If the repairs of or restoration to the Premises is not substantially complete (exclusive of any of Tenant’s property or Tenant’s improvements), or the Premises is not otherwise made suitable for occupancy by Tenant, within the aforesaid one hundred eighty (180) day period, Tenant shall have the right, by written notice to Landlord within ten (10) days of such period, to terminate this Lease, in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. If within the aforesaid sixty (60) day period Landlord elects not to repair and rebuild the Premises or if the Building or any part thereof be so damaged that the Premises are untenantable and in Landlord’s reasonable opinion, which shall be given to Tenant within sixty (60) days of such casualty, the repairs and rebuilding cannot be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds as aforesaid, then within fourteen (14) days of Tenant’s receipt of Landlord’s notice that such rebuilding cannot be completed within one hundred eighty (180) days, Landlord or Tenant may by seven (7) days’ written notice to the other terminate this Lease in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. Failure by Tenant to comply with any provision of this Section 14.1 shall subject Tenant to such costs, expenses, damages, and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of this Lease to the contrary, if the Premises, the Building, or any part thereof are damaged by fire or other casualty caused by or materially contributed to by the negligence or misconduct of Tenant or any of the Tenant Parties, Tenant shall be fully responsible, to the extent not covered by Landlord’s and/or Tenant’s insurance, for repairing, restoring, or paying for the damage as Landlord shall direct and this Lease shall remain in full force and effect without reduction or abatement of rentcontrol.

Casualty. In If the event during the Lease Term Facility or any portion thereof or any other part of the Premises are damaged shall be damaged, destroyed or contaminated by fire fire, tornado, flood or any other casualtycasualty or peril (including without limitation, release of any Hazardous Material) (any such occurrence being referred to as a “Casualty”), Tenant shall immediately notify Landlord thereof. Within ten (10) business days after the Casualty, Tenant shall employ an architect licensed by the State of Georgia, and Tenant, with the advice and assistance of such architect, shall give written notice (“Tenant’s Casualty Notice”) to Landlord as promptly as practicable following the Casualty, but to such an extent that repairs and rebuilding can reasonably be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds for such repairs and rebuilding, Landlord may, at Landlord’s option within in no event later than sixty (60) days thereafter, which shall state: (a) Tenant’s architect’s reasonable estimate of the time to substantially complete the Casualty Restoration; and (b) Tenant’s architect’s reasonable estimate of the costs required to complete the Casualty Restoration (including “soft” costs, such as a developer’s fee (if applicable), architect’s and engineer’s fee, insurance bonds, permits and other such items, and “hard” costs of such eventrestoration). “Casualty Restoration” shall mean the restoration of the Facility in all material respects to its condition prior to the Casualty (but in no event to exceed the scope of the Plans) so that upon completion of same, elect the value and rental value of the Premises shall be at least equal to repair the value and rebuild rental value of the PremisesFacility immediately prior to the Casualty. If Landlord elects fails to repair and rebuild the Premises, Landlord will notify Tenant of same and this Lease shall remain object in full force and effect, but Landlord may require Tenant temporarily to vacate the Premises while they are being repaired and, subject writing to the provisions estimates contained in Tenant’s Casualty Notice such estimates shall be deemed approved for purposes of this Section 14.1, rent shall xxxxx during this period to the extent 23. If Tenant’s Casualty Notice provides that the Premises are untenantable; providedestimated length of time that will be required to substantially complete the Casualty Restoration exceeds twelve (12)months from the date of the Casualty, howeverand Landlord disagrees with said estimate, that Landlord shall not be liable to notify Tenant for any damage or expense which temporarily vacating the Premises may cause Tenant. If the repairs of or restoration to the Premises is not substantially complete (exclusive of any of Tenant’s property or Tenant’s improvements), or the Premises is not otherwise made suitable for occupancy by Tenant, within the aforesaid one hundred eighty (180) day period, Tenant shall have the right, by written notice to Landlord in writing within ten (10) days following Landlord’s receipt of such period, to terminate this LeaseTenant’s Casualty Notice, in which event rent event, Landlord shall have an additional twenty (20) day period to employ an architect and to deliver its estimate of such time to Tenant. If the estimate of Landlord’s architect provides that the time required to substantially complete the Casualty Restoration will exceed twelve (12) months from the date of Casualty, Tenant’s estimate shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, deemed confirmed and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to approved by Landlord. If within the aforesaid sixty (60) day period Landlord elects not to repair and rebuild the Premises or if the Building or any part thereof be so damaged that the Premises are untenantable and in Landlord’s reasonable opinion, which shall be given to Tenant within sixty (60) days of such casualty, the repairs and rebuilding cannot be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds as aforesaid, then within fourteen (14) days of Tenant’s receipt estimate of Landlord’s notice architect provides that the time required will not exceed said 12-month period, Landlord’s architect and Tenant’s architect shall promptly mutually select a third architect whose estimate of such rebuilding cannot be completed time shall be: (i) made within one hundred eighty ten (18010) days, days following his or her appointment; and (ii) final and conclusive on both Landlord or and Tenant. Landlord and Tenant may by seven (7) days’ written notice to shall bear the other terminate this Lease in which event rent costs of their respective architects for purposes of the foregoing provision. The cost of the third architect shall be abated for divided equally between Landlord and Tenant. With respect to a Casualty that occurs during the unexpired Lease last twelve (12) months of the Term, effective as in the event Tenant’s architect estimates that the cost of the date Tenant vacates Casualty Restoration would exceed fifteen (15%) percent of the Premisesreplacement cost of the Facility (exclusive of excavations, foundations and footings) and Landlord disagrees with such estimate, the other terms and conditions of this Lease foregoing procedure to arrive at an approved time estimate shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. Failure by Tenant to comply be employed with any provision of this Section 14.1 shall subject Tenant respect to such costs, expenses, damages, and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of this Lease to the contrary, if the Premises, the Building, or any part thereof are damaged by fire or other casualty caused by or materially contributed to by the negligence or misconduct of Tenant or any of the Tenant Parties, Tenant shall be fully responsible, to the extent not covered by Landlord’s and/or Tenant’s insurance, for repairing, restoring, or paying for the damage as Landlord shall direct and this Lease shall remain in full force and effect without reduction or abatement of rentcost estimate.

Casualty. In The Landlord shall obtain and maintain property casualty insurance as per the event during INSURANCE Article above, excluding any alterations, or improvements made by the Lease Term Tenant. The Tenant shall promptly notify the Landlord of any fire or casualty at the Premises. If a fire or casualty destroys all or part of the Premises are damaged (as determined by fire or other casualtythe Landlord's insurance company), but then the Landlord's obligation to such an extent that repairs restore the Premises and rebuilding the Tenant's obligation to pay Rent shall be determined in accordance with the terms of this Article. If the Premises can reasonably be completed restored within one hundred eighty ninety (18090) days from the date Landlord receives of the applicable casualty (as determined by the Landlord's insurance proceeds for such repairs and rebuildingcompany), Landlord maythen the Landlord, at Landlord’s option within sixty (60) days of such eventits own expense, elect to repair and rebuild the Premises. If Landlord elects to repair and rebuild shall restore the Premises, excluding any alterations, additions, or improvements made by the Tenant. If the Premises cannot reasonably be restored within ninety (90) days from the date of the casualty, then either party may terminate this Lease by giving notice to the other party within thirty (30) days from the date of the casualty. If the Lease is so terminated, then the Landlord will notify shall not restore the Premises for the Tenant, the Tenant shall promptly vacate the Premises, and the Tenant shall only pay Base Net Rent and Additional Rent due hereunder through the date of same the casualty. If this lease is not terminated, then the Landlord, at its own expense, shall restore the Premises expeditiously excluding any alterations, additions, or improvements made by the Tenant. During any restoration, if the Tenant is able to use part of the Premises (as determined by the Landlord's insurance company), then the Tenant shall pay Base Net Rent and Additional Rent for the usable part of the Premises on a pro-rata basis from the date of the casualty until the date on which the Premises are completely usable by Tenant for the use provided in this lease. If the Building is completely destroyed, then this Lease shall remain in full force and effect, but Landlord may require end as of the date of casualty. The Tenant temporarily to vacate the Premises while they are being repaired and, subject to the provisions of this Section 14.1, rent shall xxxxx during this period to the extent that the Premises are untenantable; provided, however, that Landlord shall not be liable to Tenant the Landlord's property casualty insurance company by way of subrogation or otherwise for any damage or expense which temporarily vacating the Premises may cause Tenant. If the repairs destruction of or restoration to the Premises is not substantially complete (exclusive of any of Tenant’s property or Tenant’s improvements), or the Premises is not otherwise made suitable for occupancy by Tenant, within the aforesaid one hundred eighty (180) day period, Tenant shall have the right, by written notice to Landlord within ten (10) days of such period, to terminate this Lease, in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. If within the aforesaid sixty (60) day period Landlord elects not to repair and rebuild the Premises or if the Building or any part thereof be so damaged that building, except in the Premises are untenantable and in Landlord’s reasonable opinion, which shall be given to Tenant within sixty (60) days case of such casualty, the repairs and rebuilding cannot be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds as aforesaid, then within fourteen (14) days of Tenant’s receipt of Landlord’s notice that such rebuilding cannot be completed within one hundred eighty (180) days, Landlord or Tenant may by seven (7) days’ written notice to the other terminate this Lease in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. Failure by Tenant to comply with any provision of this Section 14.1 shall subject Tenant to such costs, expenses, damages, and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of this Lease to the contrary, if the Premises, the Building, or any part thereof are damaged by a fire or other casualty caused by or materially contributed to by the negligence or misconduct of Tenant or any of the Tenant PartiesTenant's gross negligence, Tenant shall be fully responsible, to the extent not covered by Landlord’s and/or Tenant’s insurance, for repairing, restoringintentional misconduct, or paying for the damage as Landlord shall direct and intentional breach of this Lease shall remain in full force and effect without reduction or abatement of rentLease.

Casualty. In the event during of a fire or other casualty in the Lease Term Leased Premises, Tenant shall immediately give notice thereof to Landlord. If the Leased Premises shall be destroyed by fire or other casualty so as to render the Leased Premises untenantable in whole or in part, Base Rental shall xxxxx equitably thereafter as to the portion of the Leased Premises rendered untenantable (based upon the square footage of the Net Rentable Area rendered untenantable) until the earlier to occur of (i) sixty (60) days after the date Tenant is permitted to commence repair of its leasehold improvements for the portion of the Leased Premises so damaged, or (ii) the date the Leased Premises are made tenantable. Landlord agrees to commence and prosecute repair of the Building Standard Improvements promptly and with all due diligence, and Tenant agrees to commence and prosecute repair of its leasehold improvements promptly and with all due diligence, subject in each case to delays for insurance adjustments and delays caused by matters beyond the applicable party’s control, zoning laws and building codes then in effect, and to the termination rights set forth below. In the event any portion of the Project is damaged by fire or other casualty, but to and if such an extent damage is such that repairs and rebuilding can Landlord cannot reasonably be completed expected to substantially complete its repair work within one three hundred eighty (180300) days from after the date of casualty, as reasonably estimated by a responsible contractor selected by Landlord, then Landlord receives shall have the applicable insurance proceeds for right to terminate this Lease and all Rent owing under this Lease up to the time of such repairs destruction or termination shall be paid by Tenant and rebuildingthenceforth this Lease shall cease and come to an end. Landlord shall give Tenant written notice of its decisions, Landlord may, at Landlord’s option estimates or elections under this Section 6.5 within sixty (60) days after any such damage or destruction. In the event any portion of the Leased Premises is damaged by fire or other casualty, and if such event, elect damage is such that Landlord cannot reasonably be expected to substantially complete its repair and rebuild work of the Premises. If Landlord elects to repair and rebuild Building Standard Improvements within the Premises, Landlord will notify Tenant Leased Premises within three hundred (300) days after the date of same and this Lease shall remain in full force and effect, but Landlord may require Tenant temporarily to vacate the Premises while they are being repaired and, subject to the provisions of this Section 14.1, rent shall xxxxx during this period casualty to the extent that the Premises are untenantable; necessary to allow Tenant to commence repair of its leasehold improvements, as reasonably estimated by a responsible contractor selected by Landlord, and Landlord has not terminated this Lease as herein provided, however, that Landlord shall not be liable to Tenant for any damage or expense which temporarily vacating the Premises may cause Tenant. If the repairs of or restoration to the Premises is not substantially complete (exclusive of any of Tenant’s property or Tenant’s improvements), or the Premises is not otherwise made suitable for occupancy by Tenant, within the aforesaid one hundred eighty (180) day period, then Tenant shall have the right, by written notice to Landlord within ten thirty (1030) days after Landlord delivers the estimate to Tenant of such periodtime to restore, to terminate this Lease. Notwithstanding anything to the contrary contained in this Section 6.5, if at the time of any damage to the Project, less than one (1) year remains in which event rent the Term, then Landlord, at Landlord’s sole option, shall have the right to terminate this Lease. Additionally, notwithstanding anything to the contrary contained in this Section 6.5, (a) Landlord shall be abated for obligated to restore or rebuild (i) the unexpired Lease Term, effective as damaged property only to the extent of the date Tenant vacates net insurance proceeds made available to Landlord for restoration or rebuilding by the Premisesholder of any mortgage or deed of trust or lessor under any ground lease, and (ii) only the other terms portion of the Leased Premises that consists of Building Standard Improvements and conditions of this Lease only to the condition that existed immediately prior to the casualty, and nothing herein shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof be construed to Landlord. If within the aforesaid sixty (60) day period obligate Landlord elects not under any circumstances to repair and rebuild the Premises or if the Building or restore any part thereof be so damaged that the Premises are untenantable and in Landlord’s reasonable opinion, which shall be given to Tenant within sixty (60) days of such casualty, the repairs and rebuilding cannot be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds as aforesaid, then within fourteen (14) days of Tenant’s receipt leasehold improvements in excess of Landlord’s notice that such rebuilding cannot be completed within one hundred eighty (180) days, Landlord or Tenant may by seven (7) days’ written notice to the other terminate this Lease in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the PremisesBuilding Standard Improvements, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. Failure by Tenant to comply with any provision of this Section 14.1 shall subject Tenant to such costs, expenses, damages, and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of this Lease to the contrary, (b) if the Leased Premises, the BuildingProject, or any part portion thereof are shall be damaged by fire or other casualty caused by or materially contributed to by through the negligence or willful misconduct of Tenant or any of its agents, employees or invitees, the Tenant Parties, Tenant shall be fully responsible, to the extent cost of any repairs made by Landlord not covered by Landlord’s and/or Tenant’s insurance, for repairing, restoring, or paying for the damage as insurance proceeds received by Landlord shall direct be paid by Tenant and this Lease Rent shall remain in full force and effect without reduction or abatement of rentcontinue unabated.

Casualty. In the event during the Lease Term Leased Premises or any material portion of the Premises Building are damaged by fire or other casualty, but casualty which would be covered by the casualty insurance carried or required to such an extent that repairs and rebuilding can reasonably be completed within one hundred eighty (180) days from the date carried by Landlord receives the applicable insurance proceeds for such repairs and rebuilding, Landlord may, at Landlord’s option within sixty (60) days of such event, elect to repair and rebuild the Premises. If Landlord elects to repair and rebuild the Premises, Landlord will notify Tenant of same and this Lease shall remain in full force and effect, but Landlord may require Tenant temporarily to vacate the Premises while they are being repaired and, subject to under the provisions of this Section 14.1Lease, rent Landlord shall, within seven (7) days following such damage, cause an architect to provide an estimate of the number of days required to repair the damage. The architect shall xxxxx during this period provide its estimate to Landlord and Tenant within twenty (20) days following the extent that the Premises are untenantable; provided, however, that Landlord shall not be liable to Tenant for any damage or expense which temporarily vacating the Premises may cause Tenantdamage. If the repairs of or restoration to the Premises is not substantially complete (exclusive of any of Tenant’s property or Tenant’s improvements), or the Premises is not otherwise made suitable for occupancy by Tenant, within the aforesaid one hundred eighty (180) day period, Tenant shall have the right, by written notice to Landlord within ten (10) days of such period, to terminate this Lease, in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. If within the aforesaid sixty (60) day period Landlord elects not to repair and rebuild the Premises or if the Building or any part thereof be so damaged that the Premises are untenantable and in Landlord’s reasonable opinion, which shall be given to Tenant within sixty (60) days of such casualty, the repairs and rebuilding damage cannot be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds as aforesaid, then within fourteen (14) days of Tenant’s receipt of Landlord’s notice that such rebuilding cannot be completed repaired within one hundred eighty (180) days, this Lease may be terminated by either Landlord or Tenant by written notice within thirty (30) days after receipt of the architect’s damage certification and shall then terminate as of the date of the casualty damage. In the event this Lease is so terminated, Tenant shall pay all Rent due under this Lease, prorated to the date of such damage, and all other sums owing at that time and shall surrender possession of the Leased Premises to Landlord no later than ninety (90) days from the date of Tenant’s notice of termination. However, if the damage can be repaired within one hundred eighty (180) days or if it cannot be repaired within such time but neither party exercises its option to terminate this Lease, Landlord shall, within thirty (30) days of such damage, proceed with reasonable diligence to restore the Leased Premises and/or the Building to the same condition as existed immediately prior to the occurrence of such casualty. The Rent shall be abated during the time and to the extent the Leased Premises are unfit for occupancy. Landlord shall not be required to rebuild, repair or replace any of the furniture or equipment, which may have been placed on the Leased Premises by seven (7) days’ Tenant. In the event that the insurance proceeds from policies carried or required to be carried by Landlord under the provisions of this Lease would be inadequate to rebuild the Building or if any mortgagee under a deed of trust, security agreement or mortgage on the Building should require that the insurance proceeds be used to retire the mortgage debt, Landlord shall have no obligation to rebuild and this Lease shall terminate at Landlord’s election not to rebuild, upon written notice to the other terminate this Lease in which event rent shall be abated for the unexpired Lease TermTenant, effective as of the date Tenant vacates of the Premises, and casualty damage. Notwithstanding the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. Failure by Tenant to comply with any provision foregoing provisions of this Section 14.1 shall subject 27, Tenant to such costs, expenses, damages, and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of this Lease to the contrary, agrees that if the Premises, the Building, Leased Premises or any other part thereof are of the building is damaged by fire or other casualty caused by the fault or materially contributed to by the negligence or misconduct of Tenant or any of the Tenant PartiesTenant’s agents, employees or invitees, Tenant shall have no option to terminate this Lease, even if the damage cannot be fully responsiblerepaired within one hundred eighty (180) days, and the rent shall not be abated or reduced before or during the repair period except to the extent not that Landlord is covered by for such rental loss under the Landlord’s and/or Tenant’s rental abatement insurance, for repairing, restoring, or paying for the damage as Landlord shall direct and this Lease shall remain in full force and effect without reduction or abatement of rent.

Casualty. In the event during of total or partial destruction of the Lease Term Building or the Leased Premises are damaged by fire or other casualty, but Landlord agrees promptly to such an extent that repairs restore and rebuilding can reasonably be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds for such repairs and rebuilding, Landlord may, at Landlord’s option within sixty (60) days of such event, elect to repair and rebuild the Premises. If Landlord elects to repair and rebuild the Premises, Landlord will notify Tenant of same and this Lease shall remain in full force and effect, but Landlord may require Tenant temporarily to vacate the Premises while they are being repaired and, subject to the provisions of this Section 14.1, rent shall xxxxx during this period to the extent that the Premises are untenantablesame; provided, however, Landlord's obligation hereunder with respect to the Leased Premises shall be limited to the reconstruction of the Tenant Improvements as were originally required to be made by Landlord pursuant to SECTION 2.02 above, if any. Notwithstanding anything to the contrary contained herein, rent shall proportionately xxxxx during the time that the Leased Premises or part thereof are unusable because of any such damage. Notwithstanding the foregoing, if Landlord determines that the Leased Premises and/or access thereto are (a) so destroyed that Landlord shall (or Landlord's architect, if applicable) estimates that they cannot be liable to Tenant for any damage repaired or expense which temporarily vacating rebuilt or within two hundred ten (210) days from the Premises may cause Tenant. If the repairs of casualty date; or restoration to the Premises (b) destroyed by a casualty that is not substantially complete (exclusive of covered in any of Tenant’s property amount by the insurance required hereunder or, if covered, such insurance proceeds are not released by any mortgagee entitled thereto or, excluding Landlord's deductible or Tenant’s improvements)self-insured retention amounts, or are insufficient to rebuild the Premises is not otherwise made suitable for occupancy by Tenant, within Building and the aforesaid one hundred eighty (180) day period, Tenant Leased Premises; then Landlord shall have the right, by give written notice to Landlord within ten (10) days Tenant of such period, to terminate this Lease, in which event rent shall be abated for determination (the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. If within the aforesaid sixty (60"Casualty Notice") day period Landlord elects not to repair and rebuild the Premises or if the Building or any part thereof be so damaged that the Premises are untenantable and in Landlord’s reasonable opinion, which shall be given to Tenant within sixty (60) days of such casualty, the repairs and rebuilding cannot be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds as aforesaid, then within fourteen (14) days of Tenant’s receipt of Landlord’s notice that such rebuilding cannot be completed within one hundred eighty (180) days, . Either Landlord or Tenant may terminate this Lease with respect to matters thereafter accruing by seven (7) days’ giving written notice to the other party within thirty (30) days after Landlord's delivery of the Casualty Notice. Notwithstanding the aforesaid 60-day period, Landlord shall use reasonable efforts to notify Tenant of the estimated time that will INDUSTRIAL LEASE be required to repair or rebuild the Leased Premises within forty-five (45) days following the casualty event. Tenant waives any right under applicable laws inconsistent with the terms of this paragraph. Notwithstanding the provisions of this paragraph, if any such damage or destruction occurs within the final twelve (12) months of the term hereof, then either Landlord or Tenant, in their respective sole discretion, may, without regard to the aforesaid two hundred ten (210) day period, terminate this Lease in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. Failure by Tenant to comply with any provision of this Section 14.1 shall subject Tenant to such costs, expenses, damages, and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of this Lease written notice to the contraryother, if the Premises, the Building, or any part thereof are damaged by fire or other casualty caused by or materially contributed such notice to by the negligence or misconduct of Tenant or any of the Tenant Parties, Tenant shall be fully responsible, to the extent not covered by Landlord’s and/or Tenant’s insurance, for repairing, restoring, or paying for the damage as Landlord shall direct and this Lease shall remain in full force and effect without reduction or abatement of rentgiven within thirty (30) days following a casualty.

Casualty. In the event during the Lease Term If the Premises or the Building are damaged by fire or other casualty, but Landlord shall forthwith repair the same unless this Lease is terminated as permitted herein. Within forty-five (45) days from the date of such damage, Landlord shall notify Tenant if the Building is damaged in excess of twenty-five percent (25%) of the Building’s precasualty value, as reasonably determined by Landlord (damage in excess of such amount being referred to as “Major Damage” and damage equal to or less than such an extent amount being referred to as “Minor Damage”). If Major Damage occurs, Landlord may elect to terminate the Lease. If Minor Damage occurs then Landlord shall repair such damage and rebuild that portion of the Building or the Premises damaged. In the event of Major Damage, if Landlord gives its written notice to Tenant electing to rebuild, within sixty (60) days of the date of damage, or in the event of Minor Damage, this Lease shall remain in full force and effect provided the repairs and rebuilding can reasonably be are completed within one hundred eighty (180) days from except the date Landlord receives Rent shall be reasonably abated during the applicable insurance proceeds for such repairs and rebuildingperiod of repair based on that portion of the rentable square feet of the Premises not reasonably useable by Tenant. If in the event of Major Damage, Landlord mayelects by written notice to Tenant not to rebuild, at Landlord’s option within sixty (60) days of such event, elect to repair and rebuild the Premises. If Landlord elects to repair and rebuild the Premises, Landlord will notify Tenant of same and then this Lease shall remain in full force and effectautomatically terminate as of the effective date of such notice, but Landlord may require Tenant temporarily the Rent shall be reduced by a proportionate amount based upon the extent to vacate which Tenants use of the Premises while they are being repaired andis impaired, subject and Tenant shall pay such reduced Rent up to the provisions date of this Section 14.1, rent shall xxxxx during this termination. Landlord agrees to refund to Tenant any Rent previously paid for any period of time subsequent to the extent that the Premises are untenantable; provided, however, that such date of termination. Landlord shall not be liable required to Tenant for repair any damage or expense which temporarily vacating the Premises may cause Tenant. If the repairs of or restoration to the Premises is not substantially complete (exclusive of any of Tenant’s property or Tenant’s improvements), or the Premises is not otherwise made suitable for occupancy by Tenant, within the aforesaid one hundred eighty (180) day period, Tenant shall have the right, by written notice to Landlord within ten (10) days of such period, to terminate this Lease, in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. If within the aforesaid sixty (60) day period Landlord elects not to repair and rebuild the Premises or if the Building or any part thereof be so damaged that the Premises are untenantable and in Landlord’s reasonable opinion, which shall be given to Tenant within sixty (60) days of such casualty, the repairs and rebuilding cannot be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds as aforesaid, then within fourteen (14) days of Tenant’s receipt of Landlord’s notice that such rebuilding cannot be completed within one hundred eighty (180) days, Landlord or Tenant may by seven (7) days’ written notice to the other terminate this Lease in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. Failure by Tenant to comply with any provision of this Section 14.1 shall subject Tenant to such costs, expenses, damages, and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of this Lease to the contrary, if the Premises, the Building, or any part thereof are damaged by fire or other casualty caused by or materially contributed to by the negligence or misconduct of Tenant or any of the Tenant Parties, Tenant shall be fully responsible, cause to the extent not covered by Landlord’s and/or property of Tenant’s insurance, for repairing, restoring, or paying for the damage as Landlord shall direct and this Lease shall remain in full force and effect without reduction or abatement of rent.. Page 15 – LEASE AGREEMENT

Casualty. In the event during of total or partial destruction of the Lease Term the Leased Premises are damaged by fire or other casualty, but Landlord agrees promptly to such an extent that repairs restore and rebuilding can reasonably be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds for such repairs and rebuilding, Landlord may, at Landlord’s option within sixty (60) days of such event, elect to repair and rebuild the Premises. If Landlord elects to repair and rebuild the Premises, Landlord will notify Tenant of same and this Lease shall remain in full force and effect, but Landlord may require Tenant temporarily to vacate the Premises while they are being repaired and, subject to the provisions of this Section 14.1, rent shall xxxxx during this period to the extent that the Premises are untenantablesame; provided, however, Landlord's obligation hereunder with respect to the Leased Premises shall be limited to the reconstruction of such of the leasehold improvements as were originally required to be made by Landlord pursuant to Section 2.07 above, if any. Rent shall proportionately xxxxx during the time that Landlord shall the Leased Premises or part thereof are unusable because of any such damage. Notwithstanding the foregoing, if the Leased Premises are (a) so destroyed that they cannot be liable repaired or rebuilt within two hundred ten (210) days from the casualty date; or (b) destroyed by a casualty that is not covered by the insurance required hereunder or, if covered, such insurance proceeds are not released by any mortgagee entitled thereto or are insufficient to rebuild the Leased Premises; then, in case of a clause (a) casualty, either Landlord or Tenant for any damage or expense which temporarily vacating may, or, in the Premises may cause Tenantcase of a clause (b) casualty, then Landlord, may, upon thirty (30) days' written notice in the other party, terminate this Lease with respect to Illegible thereafter accruing. If the repairs of or restoration Lease is not terminated pursuant to the Premises is not preceding sentence and Landlord fails to substantially complete (exclusive the restoration and repair of any of Tenant’s property or Tenant’s improvements), or the Leased Premises is not otherwise made suitable for occupancy by Tenant, within the aforesaid one two hundred eighty (180280) day perioddays after the date for the occurrence of the damage (subject to delays due to force majeure and any delay caused by Tenant's acts or omissions), then Tenant shall have the right, by right to terminate this Lease upon written notice to Landlord, so long as Tenant's written notice is received by Landlord within ten (10) days prior to Landlord's substantial completion of such periodrestoration and repair, to terminate this Lease, in which event rent shall be abated for Tenant waives any right under applicable laws inconsistent with the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. If within the aforesaid sixty (60) day period Landlord elects not to repair and rebuild the Premises or if the Building or any part thereof be so damaged that the Premises are untenantable and in Landlord’s reasonable opinion, which shall be given to Tenant within sixty (60) days of such casualty, the repairs and rebuilding cannot be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds as aforesaid, then within fourteen (14) days of Tenant’s receipt of Landlord’s notice that such rebuilding cannot be completed within one hundred eighty (180) days, Landlord or Tenant may by seven (7) days’ written notice to the other terminate this Lease in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. Failure by Tenant to comply with any provision of this Section 14.1 shall subject Tenant to such costs, expenses, damages, and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of this Lease to the contrary, if the Premises, the Building, or any part thereof are damaged by fire or other casualty caused by or materially contributed to by the negligence or misconduct of Tenant or any of the Tenant Parties, Tenant shall be fully responsible, to the extent not covered by Landlord’s and/or Tenant’s insurance, for repairing, restoring, or paying for the damage as Landlord shall direct and this Lease shall remain in full force and effect without reduction or abatement of rentparagraph.

Casualty. In the event during of a fire or other casualty in the Lease Term Leased Premises, Tenant shall immediately give notice thereof to Landlord. If the Leased Premises are damaged shall be partially destroyed by fire or other casualty so as to render the Leased Premises untenantable in whole or in part, the rental provided for herein shall abatx xxxreafter as to the portion of the Leased Premises rendered untenantable until such time as the Leased Premises are made tenantable and Landlord agrees to commence and prosecute such repair work promptly and with all due diligence. Notwithstanding the foregoing, in the event such destruction results in the Leased Premises being untenantable in whole or in substantial part for a period reasonably estimated by a responsible contractor selected by Landlord to be one year or longer after the casualty, but or in the event of total or substantial damage or destruction of the Building from any cause (which shall mean any damage of greater than fifty (50%) of the insurable value of the Building and/or any damage which requires more than one year to repair), then Landlord shall have the right to terminate this Lease and all rent owed up to the time of such an extent destruction or termination shall be paid by Tenant (it being understood that repairs and rebuilding can reasonably be completed within one hundred eighty (180) days from the date Tenant shall pay rent on all tenantable space until termination of this Lease). Landlord receives the applicable insurance proceeds for such repairs and rebuildingshall give Tenant written notice of its decisions, Landlord may, at Landlord’s option estimates or elections under this Section 5.6 within sixty (60) days after any such damage or destruction. In the event of such event, elect destruction to repair the Leased Premises resulting in the same being untenantable in whole or in substantial part for a period reasonably estimated by a responsible contractor selected by Landlord to be one year or longer after the date of the casualty and rebuild the Premises. If Landlord elects to repair and rebuild the Premises, Landlord will notify Tenant of same and has not terminated this Lease shall remain in full force and effect, but Landlord may require Tenant temporarily to vacate the Premises while they are being repaired and, subject to the provisions of this Section 14.1, rent shall xxxxx during this period to the extent that the Premises are untenantable; as herein provided, however, that Landlord shall not be liable to Tenant for any damage or expense which temporarily vacating the Premises may cause Tenant. If the repairs of or restoration to the Premises is not substantially complete (exclusive of any of Tenant’s property or Tenant’s improvements), or the Premises is not otherwise made suitable for occupancy by Tenant, within the aforesaid one hundred eighty (180) day period, then Tenant shall have the right, within thirty (30) days after Landlord delivers the estimate to Tenant of time to restore, to terminate this Lease by written notice to Landlord. Notwithstanding anything contained in this Section 5.6, Landlord within ten (10) days of such period, to terminate this Lease, in which event rent shall be abated for obligated to restore or rebuild only the unexpired Lease Term, effective as portion of the date Tenant vacates the PremisesLeased Premises which consists of building standard improvements, and the other terms and conditions of this Lease nothing herein shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof be construed to Landlord. If within the aforesaid sixty (60) day period obligate Landlord elects not under any circumstances to repair and rebuild the Premises or if the Building or restore any part thereof be so damaged that the Premises are untenantable and in Landlord’s reasonable opinion, which shall be given to Tenant within sixty (60) days of such casualty, the repairs and rebuilding cannot be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds as aforesaid, then within fourteen (14) days of Tenant’s receipt of Landlord’s notice that such rebuilding cannot be completed within one hundred eighty (180) days, Landlord or Tenant may by seven (7) days’ written notice to the other terminate this Lease in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. Failure by Tenant to comply with any provision of this Section 14.1 shall subject Tenant to such costs, expenses, damages, and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of this Lease to the contrary, if the Premises, the Building, or any part thereof are damaged by fire or other casualty caused by or materially contributed to by the negligence or misconduct of Tenant or any of the Tenant Parties, Tenant shall be fully responsible, to the extent not covered by Landlord’s and/or Tenant’s insurance, for repairing, restoring, or paying for the damage as Landlord shall direct and this Lease shall remain in full force and effect without reduction or abatement of renttenant finish work.

Casualty. In the event If at any time during the Lease Term of this Lease, a material portion of the Building or the Premises are shall be (i) damaged or destroyed by fire or other casualtycasualty (a “Casualty”) or (ii) taken under the power of eminent domain or condemned by any competent authority for any public or quasi-public use or purpose, but or sold to prevent the exercise thereof (a “Taking”), then Landlord shall have the right to elect, in Landlord’s sole and absolute discretion, to either (a) terminate this Lease by delivery of written notice (a “Termination Notice”) thereof to Tenant or (b) to continue this Lease, in which case, Landlord shall repair and reconstruct the Tenant Space to substantially the same condition in which they existed immediately prior to such an extent that Casualty or Taking. If Landlord elects to terminate this Lease and Landlord repairs and/or reconstructs the Building, Landlord may not operate or permit another entity to operate a meet-me room in the Building for five (5) years following the Casualty or Taking. If as a result of the Casualty, the Tenant Space is unfit for use by Tenant in the ordinary conduct of Tenant’s business (as reasonably determined by Tenant) and rebuilding can reasonably actually is not used by Tenant, then Landlord shall provide written notice (the “Restoration Notice”) to Tenant as soon as practicable after the Casualty of the period of time (the “Stated Restoration Period”) which shall be completed within required for the repair and restoration of the Building to permit use of the Tenant Space in the ordinary conduct of Tenant’s business and Tenant shall have the right, at its election, (i) to terminate this Lease if (a) the Stated Restoration Period shall be in excess of one hundred eighty (180) days from following the date Landlord receives the applicable insurance proceeds for such repairs and rebuildingCasualty or Taking, Landlord may, at Landlord’s option within sixty (60b) days of such event, elect to repair and rebuild the Premises. If Landlord elects to repair and rebuild the Premises, Landlord will notify Tenant of same and this Lease shall fewer than twenty-four (24) months remain in full force and effect, but Landlord may require Tenant temporarily to vacate the Premises while they are being repaired and, subject to the provisions of this Section 14.1, rent shall xxxxx during this period to the extent that the Premises are untenantable; provided, however, that Landlord shall not be liable to Tenant for any damage or expense which temporarily vacating the Premises may cause Tenant. If the repairs of or restoration to the Premises is not substantially complete (exclusive of any of Tenant’s property or Tenant’s improvements), or the Premises is not otherwise made suitable for occupancy by Tenant, within the aforesaid one hundred eighty (180) day period, Tenant shall have the right, by written notice to Landlord within ten (10) days of such period, to terminate this Lease, in which event rent shall be abated for the unexpired Lease Term, effective Term as of the date Tenant vacates of the PremisesTaking or Casualty, or (c) fewer than twelve (12) months would remain in the Term upon the expiration of the Stated Restoration Period, and the other terms and conditions of Tenant terminates this Lease with written notice thereof to Landlord within thirty (30) days following delivery of the Restoration Notice, or (ii) to terminate the Lease if Landlord shall continue fail within the Stated Restoration Period to complete the repair and remain in full force and effect until Tenant shall have vacated restoration of the Premises, removed all Building necessary to allow Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. If within use of the aforesaid sixty (60) day period Landlord elects not to repair and rebuild Tenant Space in the Premises or if the Building or any part thereof be so damaged that the Premises are untenantable and in Landlord’s reasonable opinion, which shall be given to Tenant within sixty (60) days of such casualty, the repairs and rebuilding cannot be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds as aforesaid, then within fourteen (14) days ordinary conduct of Tenant’s receipt of Landlord’s notice that such rebuilding cannot be completed within one hundred eighty (180) days, Landlord or business and Tenant may by seven (7) days’ delivers written notice of such termination to Landlord within thirty (30) days following the other terminate this Lease in which event rent expiration of the restoration deadline. For purposes of the foregoing sentence, the Term shall be abated for the unexpired Lease Term, effective determined as of the date if Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all had exercised any Renewal Option then granted to Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. Failure by Tenant to comply with any provision of this Section 14.1 shall subject Tenant to such costs, expenses, damages, and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of this Lease to the contrary, if the Premises, the Building, or any part thereof are damaged by fire or other casualty caused by or materially contributed to by the negligence or misconduct of Tenant or any of the Tenant Parties, Tenant shall be fully responsible, to the extent not covered by Landlord’s and/or Tenant’s insurance, for repairing, restoring, or paying for the damage as Landlord shall direct and this Lease shall remain in full force and effect without reduction or abatement of rent.

Casualty. If, at any time after the Effective Date and prior to Closing or earlier termination of this Agreement, there is material damage or destruction by fire or any other casualty to (i) ten percent (10%) or more of the aggregate gross floor area of all Condominium Units at a Resort Property, (ii) twenty percent (20%) or more of the aggregate gross floor area of all Condominium Units at the Resort Properties, or (iii) such damage would allow one or more tenants under Tenant Leases occupying in aggregate ten percent (10%) or more of the aggregate floor area of the Condominium Units at a Resort Property to terminate their respective Tenant Leases (each, a “Casualty”), Sellers shall give written notice of each such Casualty to Purchaser promptly after the occurrence of such Casualty, and if such Casualty renders the applicable Condominium Units at a Resort Property incapable of being operated on an economically practicable basis immediately following the occurrence of such Casualty, Purchaser shall have the right to elect, by providing written notice to Sellers within thirty (30) days after Purchaser’s receipt of Sellers’ written notice of such Casualty, to either: (a) terminate this Agreement in its entirety; or (b) extend the Closing Date for such time as reasonably necessary for Sellers to restore such Condominium Units at a Resort Property to a substantially similar condition at which it existed immediately prior to the Casualty. In the event during that Purchaser elects option (b) of the Lease Term the Premises are damaged by fire or other casualtyimmediately preceding sentence, but to such an extent that repairs and rebuilding can reasonably be completed Sellers do not complete the restoration of the applicable Condominium Units at a Resort Property within one hundred eighty thirty (18030) days from following the date Landlord receives Casualty, Purchaser shall have the applicable insurance proceeds for such repairs and rebuilding, Landlord may, at Landlord’s option within sixty to exercise option (60a) days of such event, elect to repair and rebuild the Premisesimmediately preceding sentence. If Landlord elects Purchaser fails to repair and rebuild the Premisesprovide written notice of its election to Sellers within such thirty (30) day time period, Landlord will notify Tenant of same and this Lease then Purchaser shall remain in full force and effect, but Landlord may require Tenant temporarily be deemed to vacate the Premises while they are being repaired and, subject have elected to the provisions proceed to Closing pursuant to clause (b) of this Section 14.1, rent shall xxxxx during this period to the extent that the Premises are untenantable; provided, however, that Landlord shall not be liable to Tenant for any damage or expense which temporarily vacating the Premises may cause Tenant11.1. If the repairs of or restoration Closing is scheduled to the Premises is not substantially complete occur within Purchaser’s thirty (exclusive of any of Tenant’s property or Tenant’s improvements), or the Premises is not otherwise made suitable for occupancy by Tenant, within the aforesaid one hundred eighty (18030) day election period, Tenant shall have the rightClosing Date shall, by written notice to Landlord within ten upon Purchaser’s election, be postponed until the date which is five (105) days Business Days after the expiration of such period, to terminate this Lease, in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. If within the aforesaid sixty thirty (6030) day period Landlord elects not to repair and rebuild the Premises or if the Building or any part thereof be so damaged that the Premises are untenantable and in Landlord’s reasonable opinion, which shall be given to Tenant within sixty (60) days of such casualty, the repairs and rebuilding cannot be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds as aforesaid, then within fourteen (14) days of Tenant’s receipt of Landlord’s notice that such rebuilding cannot be completed within one hundred eighty (180) days, Landlord or Tenant may by seven (7) days’ written notice to the other terminate this Lease in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. Failure by Tenant to comply with any provision of this Section 14.1 shall subject Tenant to such costs, expenses, damages, and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of this Lease to the contrary, if the Premises, the Building, or any part thereof are damaged by fire or other casualty caused by or materially contributed to by the negligence or misconduct of Tenant or any of the Tenant Parties, Tenant shall be fully responsible, to the extent not covered by Landlord’s and/or Tenant’s insurance, for repairing, restoring, or paying for the damage as Landlord shall direct and this Lease shall remain in full force and effect without reduction or abatement of rentelection period.

Casualty. In the event during any casualty to the Lease Term Property occurs prior to Close of Escrow, within fifteen (15) days from the Premises are damaged by fire or other casualty, but SELLER shall determine in good faith and give written notice to such an extent that repairs BUYER ("Casualty Loss Notice") stating (a) whether or not the affected Improvements can be repaired or reconstructed in time to permit completion of all Improvements on or before the Outside Completion Date, and, if not the estimated time required for extension of the Outside Completion Date, and rebuilding can reasonably be completed within (b) if the full cost of repair or replacement of casualty loss is not fully covered by insurance, whether or not SELLER will complete the repair or reconstruction at its expense. If SELLER timely gives a Casualty Loss Notice stating SELLER's intention to repair or reconstruction the affected Improvements and complete the Improvements and the estimated extension of the Outside Completion Date does not exceed one hundred and eighty (180) days from the date Landlord receives the applicable insurance proceeds for such repairs and rebuildingdays, Landlord may, at Landlord’s option within sixty (60) days of such event, elect to repair and rebuild the Premises. If Landlord elects to repair and rebuild the Premises, Landlord will notify Tenant of same and then this Lease Agreement shall remain continue in full force and effect, but Landlord may require Tenant temporarily to vacate the Premises while they are being repaired and, subject to completion of such Improvements by the provisions of this Section 14.1, rent shall xxxxx during this period to the extent that the Premises are untenantable; provided, however, that Landlord shall not be liable to Tenant for any damage or expense which temporarily vacating the Premises may cause Tenantextended Outside Completion Date ("Extended Outside Completion Date"). If the repairs of SELLER fails to timely give a Casualty Loss Notice or restoration gives a Casualty Loss Notice stating SELLER's decision not to the Premises is not substantially complete (exclusive of any of Tenant’s property repair or Tenant’s improvements)reconstruct and its election to terminate this Agreement, or the Premises is not otherwise made suitable for occupancy by Tenant, within the aforesaid one hundred eighty (180) day period, Tenant then BUYER shall have the right, exercisable by written giving notice to Landlord SELLER within ten (10) days of such periodSELLER's delivery of its Casualty Loss Notice or failure to timely give notice, to terminate this Lease, elect: (i) to give a continuation notice ("Continuation Notice") stating (aa) in which event rent shall be abated the case the reason for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. If within the aforesaid sixty (60) day period Landlord elects not to repair and rebuild the Premises or if the Building or any part thereof be so damaged termination by SELLER was that the Premises are untenantable and in Landlord’s reasonable opinion, which shall be given to Tenant within sixty (60) days of such casualty, the repairs and rebuilding repair or reconstruction together with any remaining Improvements cannot be completed before expiration of the Extended Outside Completion Date, BUYER's Agreement to extend the Extended Outside Completion Date for the estimated period set forth in SELLER's Casualty Loss Notice sufficient to permit completion of the Improvements, including the repairs and reconstruction, and to continue this Agreement in effect, subject to modification in accordance with the preceding provisions, or (bb) if the reason for SELLER's decision was the casualty loss was not fully insured, BUYER's Agreement to include in the Development Costs all of the reasonable costs of repair or restoration; or (ii) to give a notice of termination of this Agreement ("Casualty Termination Notice"). If BUYER does not timely deliver either a Continuation Notice or a Casualty Loss Termination Notice within one hundred eighty such ten (18010) days from the date Landlord receives the applicable insurance proceeds as aforesaidperiod, then within fourteen (14) days of Tenant’s receipt of Landlord’s notice that such rebuilding cannot BUYER shall be completed within one hundred eighty (180) days, Landlord or Tenant may by seven (7) days’ written notice deemed to have agreed to the other terminate termination of this Lease in which event rent Agreement. Notwithstanding the preceding provisions, any casualty loss suffered as a result of the activities of BUYER on the Property shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. Failure by Tenant to comply with any provision of this Section 14.1 shall subject Tenant to such costs, expenses, damages, and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of this Lease to the contrary, if the Premises, the Building, or any part thereof are damaged by fire or other casualty caused by or materially contributed to by the negligence or misconduct of Tenant or any of the Tenant Parties, Tenant shall be fully responsible, to the extent not covered by Landlord’s and/or Tenant’s insurance, for repairing, restoring, or paying for the damage as Landlord shall direct and this Lease shall remain in full force and effect without reduction or abatement of rentconsidered a BUYER's Delay.

Casualty. In the event during of total or partial destruction of the Lease Term Building or the Leased Premises are damaged by fire or other casualty, Landlord agrees promptly to restore and repair same to substantially the condition existing immediately prior to the partial or total destruction; provided, however, Landlord’s obligation hereunder with respect to the Leased Premises shall be limited to the reconstruction of such of the leasehold improvements as were originally required to be made by Landlord pursuant to Section 2.02 above, if any. Rent shall proportionately xxxxx during the time that the Leased Premises or part thereof are unusable because of any such damage or repair. Notwithstanding the foregoing, if the Leased Premises are (a) so destroyed that they cannot be repaired or rebuilt within two hundred ten (210) days from the casualty date; or (b) destroyed by a casualty that is not covered by the insurance required hereunder or, if covered, such insurance proceeds are not released by any mortgagee entitled thereto or are insufficient to rebuild the Building and the Leased Premises; then, in case of a clause (a) casualty, either Landlord or Tenant may, or, in the case of a clause (b) casualty, then Landlord may, upon thirty (30) days’ written notice to the other party, terminate this Lease with respect to matters thereafter accruing. Tenant waives any right under applicable laws inconsistent with the terms of this paragraph. If Landlord does not terminate the Lease as provided above, but Landlord fails to either (a) substantially complete the restoration and repair of the Leased Premises within two hundred ten (210) days after the date of the occurrence of such an extent that repairs casualty (subject to extension for Force Majeure and rebuilding can reasonably be completed any delay caused by Tenant’s acts or omissions) or (b) commence the restoration and repair of the Leased Premises within one hundred eighty (180) days from after the date Landlord receives of the applicable insurance proceeds for such repairs and rebuilding, Landlord may, at Landlord’s option within sixty (60) days occurrence of such eventcasualty, elect to repair and rebuild the Premises. If Landlord elects to repair and rebuild the Premises, Landlord will notify Tenant of same and this Lease shall remain in full force and effect, but Landlord may require Tenant temporarily to vacate the Premises while they are being repaired and, subject to the provisions of this Section 14.1, rent shall xxxxx during this period to the extent that the Premises are untenantable; provided, however, that Landlord shall not be liable to Tenant for any damage or expense which temporarily vacating the Premises may cause Tenant. If the repairs of or restoration to the Premises is not substantially complete (exclusive of any of Tenant’s property or Tenant’s improvements), or the Premises is not otherwise made suitable for occupancy by Tenant, within the aforesaid one hundred eighty (180) day period, then Tenant shall have the right, by right to terminate this Lease upon written notice to Landlord, so long as Tenant’s written notice is delivered to Landlord within ten (10) days of such period, prior to terminate this Lease, in which event rent shall be abated for the unexpired Lease Term, effective as Landlord’s delivery of the date Leased Premises substantially completed to Tenant. Tenant vacates waives any right under applicable laws inconsistent with the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. If within the aforesaid sixty (60) day period Landlord elects not to repair and rebuild the Premises or if the Building or any part thereof be so damaged that the Premises are untenantable and in Landlord’s reasonable opinion, which shall be given to Tenant within sixty (60) days of such casualty, the repairs and rebuilding cannot be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds as aforesaid, then within fourteen (14) days of Tenant’s receipt of Landlord’s notice that such rebuilding cannot be completed within one hundred eighty (180) days, Landlord or Tenant may by seven (7) days’ written notice to the other terminate this Lease in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. Failure by Tenant to comply with any provision of this Section 14.1 shall subject Tenant to such costs, expenses, damages, and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of this Lease to the contrary, if the Premises, the Building, or any part thereof are damaged by fire or other casualty caused by or materially contributed to by the negligence or misconduct of Tenant or any of the Tenant Parties, Tenant shall be fully responsible, to the extent not covered by Landlord’s and/or Tenant’s insurance, for repairing, restoring, or paying for the damage as Landlord shall direct and this Lease shall remain in full force and effect without reduction or abatement of rentparagraph.

Casualty. In case of total or partial destruction of the event PREMISES by fire, the elements, or other insured causes during the Lease Term term of this Lease, the Premises are damaged by fire or other casualty, but to such an extent that repairs term hereby created shall not terminate and rebuilding can reasonably be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds for such repairs and rebuilding, Landlord may, at Landlord’s option within sixty (60) days of such event, elect to repair and rebuild the Premises. If Landlord elects to repair and rebuild the Premises, Landlord will notify Tenant of same and this Lease shall remain in full force and effect, but Landlord may require Tenant temporarily to vacate the Premises while they are being repaired and, nonetheless continue subject to the provisions of this Section 14.1, rent shall xxxxx during this period to the extent that the Premises are untenantable; provided, however, that Landlord shall not be liable to Tenant for any damage or expense which temporarily vacating the Premises may cause TenantArticle 15. If the repairs of PREMISES shall be damaged by fire, the elements, or restoration other insured cause, in whole or in part, then Landlord, its successors or assigns, agree to repair the same with reasonable promptness, provided always however and upon the express condition that there are funds available to Landlord from casualty insurance policy proceeds actually paid to and received by Landlord for such repair work and provided further that such duty to repair by Landlord shall at all times be subject to the Premises is not substantially complete (exclusive approval and consent of the then mortgagee and the willingness of such mortgagee to make the proceeds of casualty insurance policies payable to such mortgagee available to Landlord for such purposes, and subject to the terms and conditions of any mortgage affecting the PREMISES. Tenant shall give immediate written notice to Landlord of Tenant’s property any such fire or Tenant’s improvements), or other damage to the Premises is not otherwise made suitable for occupancy by Tenant, within PREMISES. In the aforesaid one hundred eighty (180) day periodevent that a mortgagee refuses to rebuild, Tenant shall be given notice of same within 20 days of Landlord's notice of same and shall further be notified whether Landlord has the ability and will, in fact, rebuild or repair the premises. If Landlord will not rebuild the premises, the lease shall immediately terminate retroactive to the casualty date. If Landlord will rebuild or repair, and can not do so within 120 days, the lease will terminate upon Tenant's notice to Landlord of Tenant's desire to terminate the lease provided that Tenant gives Landlord written notice of same within 10 days of its receipt of Landlord's notice. Upon the occurrence of any damage to the PREMISES by fire, the elements or other insured cause, Landlord shall select an architect or engineer to prepare a report as to the reasonable time necessary to repair or restore the said damage. Said report shall be furnished to Tenant within thirty (30) days from the date of such damage. If in the opinion of such architect or engineer, the PREMISES have been damaged to such an extent as to make the rightmajority thereof wholly untenantable period of one hundred twenty (120) days or more from the date of the issuance of such report by the architect or engineer, then and in such event Landlord or Tenant may terminate the within Lease by written notice to Landlord the other party served within ten (10) days of such period, to terminate this Lease, in which event rent shall be abated for after the unexpired Lease Term, effective as issuance of the date Tenant vacates report by the Premisesarchitect or engineer. Upon the exercise of the option herein granted, and the other terms and conditions of this Lease shall continue terminate and remain be of no further force or effect whatsoever. Provided that this Lease shall not have been terminated in full force accordance with the provisions of this Article, Landlord agrees that it shall complete all repair and effect until restoration work within a period of 150 days from and after the date of issuance of any such report by the architect or engineer. In the event that Landlord shall not have substantially completed its work within that time period (subject to unavoidable delays) Tenant shall have vacated may terminate this Lease Agreement at any time after the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. If within the aforesaid sixty expiration of such one hundred fifty (60150) day period and prior to substantial completion by Landlord elects not to of its work in connection with the repair and rebuild the Premises or if the Building or any part thereof be so damaged that the Premises are untenantable and in Landlord’s reasonable opinion, which shall be given to Tenant within sixty restoration by serving Landlord with thirty (6030) days prior written notice thereof. Landlord may vitiate the effect of such casualty, the repairs and rebuilding cannot be completed notice by substantially completing its work within one hundred eighty such thirty (18030) days from the date Landlord receives the applicable insurance proceeds as aforesaid, then within fourteen (14) days of Tenant’s receipt of Landlord’s notice that such rebuilding cannot be completed within one hundred eighty (180) days, Landlord or Tenant may by seven (7) days’ written notice to the other terminate this Lease in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. Failure by Tenant to comply with any provision of this Section 14.1 shall subject Tenant to such costs, expenses, damages, and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of this Lease to the contrary, if the Premises, the Building, or any part thereof are damaged by fire or other casualty caused by or materially contributed to by the negligence or misconduct of Tenant or any of the Tenant Parties, Tenant shall be fully responsible, to the extent not covered by Landlord’s and/or Tenant’s insurance, for repairing, restoring, or paying for the damage as Landlord shall direct and this Lease shall remain in full force and effect without reduction or abatement of rentday period.

Casualty. In the event during the Lease Term of damage to, or total or partial destruction of, the Premises are damaged by fire or other casualtycasualty (the “Casualty Damage”), but the insurance proceeds, if any, that, as a result of the Casualty Damage, are payable under any fire or casualty insurance maintained by Tenant relating to such an extent that repairs and rebuilding can reasonably be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds for such repairs and rebuilding, Landlord may, at Landlord’s option within sixty (60) days of such event, elect to repair and rebuild the Premises. If Landlord elects to repair and rebuild the Premises, Landlord will notify Tenant of same and this Lease shall remain in full force and effect, but Landlord may require Tenant temporarily to vacate the Premises while they are being repaired shall be payable to, and shall be the sole property of, Landlord, and, subject to the provisions terms and conditions of this Section 14.1Section, rent Landlord shall xxxxx cause the prompt and diligent repair and replacement of the Premises as soon as reasonably is possible so that they are in substantially the same condition as existed prior to the Casualty Damage. If substantial Casualty Damage occurs at any time during the Lease Term, a determination shall be made by a licensed architect reasonably acceptable to Landlord and Tenant within 30 days after such Casualty Damage, of whether Landlord will be able, within a period of six months after such Casualty Damage occurs, to repair and replace the Premises so that they are in substantially the same condition as existed prior to the Casualty Damage. If the architect determines that Landlord will not be able, within a period of six months after such Casualty Damage occurs, to repair and replace the Premises so that they are in substantially the same condition as existed prior to the Casualty Damage, then Landlord, at its option, may terminate this period Lease upon written notice to Tenant at least 30 days in advance, and all obligations hereunder, except those due or mature, shall cease and terminate. If substantial Casualty Damage occurs during the last two years of the Lease Term, and provided that Tenant has not exercised an option for an extension Term, then Landlord, at its option, may terminate this Lease upon written notice to Tenant at least 30 days in advance, and all obligations hereunder, except those due or mature, shall cease and terminate. Rent shall not be abated or reduced during any repair or construction following any Casualty Damage. The term “substantially damaged” and “substantial damage” as used in this section, shall mean that the Premises has been damaged to the extent that the Premises are untenantable; provided, however, that Landlord shall not be liable to Tenant for any damage or expense which temporarily vacating cost of such restoration of the Premises may cause Tenant. If the repairs of or restoration to the Premises is not substantially complete (exclusive of any of Tenant’s property or Tenant’s improvements), or the Premises is not otherwise made suitable for occupancy by Tenant, within the aforesaid one hundred eighty (180) day period, Tenant shall have the right, by written notice to Landlord within ten (10) days of such period, to terminate this Lease, in which event rent shall be abated for the unexpired Lease Term, effective as will exceed a sum constituting 35% of the date Tenant vacates total replacement cost of the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. If within the aforesaid sixty (60) day period Landlord elects not to repair and rebuild the Premises or if the Building or any part thereof be so damaged that the Premises are untenantable and in Landlord’s reasonable opinion, which shall be given to Tenant within sixty (60) days of such casualty, the repairs and rebuilding cannot be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds as aforesaid, then within fourteen (14) days of Tenant’s receipt of Landlord’s notice that such rebuilding cannot be completed within one hundred eighty (180) days, Landlord or Tenant may by seven (7) days’ written notice to the other terminate this Lease in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. Failure by Tenant to comply with any provision of this Section 14.1 shall subject Tenant to such costs, expenses, damages, and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of this Lease to the contrary, if the Premises, the Building, or any part thereof are damaged by fire or other casualty caused by or materially contributed to by the negligence or misconduct of Tenant or any of the Tenant Parties, Tenant shall be fully responsible, to the extent not covered by Landlord’s and/or Tenant’s insurance, for repairing, restoring, or paying for the damage as Landlord shall direct and this Lease shall remain in full force and effect without reduction or abatement of rent.

Casualty. In the event during the Lease Term the If Premises are damaged by casualty to such extent that they are rendered untenantable by Tenant or reasonably unsuitable for the conduct of Tenant’s business thereon, Landlord shall advise Tenant of the length of time required to fully restore the Premises within thirty (30) days after the occurrence of the fire or other casualty, but . If it is reasonably determined by Landlord that the Premises cannot be made tenantable or otherwise suitable to such an extent that repairs and rebuilding can reasonably be completed the conduct of Tenant’s business within one hundred eighty (180) days from of the date of casualty, Tenant may terminate this Lease by notifying the Landlord receives the applicable insurance proceeds for such repairs and rebuilding, Landlord may, at Landlord’s option within sixty (60) days in writing of such event, elect to repair and rebuild the Premises. If Landlord elects to repair and rebuild the Premises, Landlord will notify Tenant of same and this Lease shall remain in full force and effect, but Landlord may require Tenant temporarily to vacate the Premises while they are being repaired and, subject to the provisions of this Section 14.1, rent shall xxxxx during this period to the extent that the Premises are untenantable; provided, however, that Landlord shall not be liable to Tenant for any damage or expense which temporarily vacating the Premises may cause Tenant. If the repairs of or restoration to the Premises is not substantially complete (exclusive of any of Tenant’s property or Tenant’s improvements), or the Premises is not otherwise made suitable for occupancy by Tenant, within the aforesaid one hundred eighty (180) day period, Tenant shall have the right, by written notice to Landlord termination within ten (10) days of such period, to terminate this Lease, in which event rent after Landlord shall be abated for the unexpired Lease Term, effective as have notified Tenant of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlordtime required. If within the aforesaid sixty (60) day period Landlord elects not to advises Tenant that repair and rebuild the Premises or if the Building or any part thereof be so damaged that the Premises are untenantable and in Landlord’s reasonable opinion, which restoration shall be given to Tenant within sixty (60) days of such casualty, the repairs and rebuilding cannot be completed within take less than one hundred eighty (180) days from after such damage, and if Landlord does not complete the date Landlord receives repairs and restoration that is necessary for Tenant's occupancy pursuant to the applicable insurance proceeds definition of Substantial Completion, Tenant shall have the same rights and remedies as aforesaidset forth in Section 25, then within fourteen below, as it had for any delay in completion of the Premises upon Lease commencement subject to Force Majeure, as defined in Section 31. If Tenant does not terminate the Lease, the Rent shall be reasonably abated during the period of repair based on that portion of the Premises not reasonably usable by Tenant; provided, however, that if fifty percent (14) days 50%), or more, of the Premises are untenable or reasonably unsuitable for the conduct of Tenant’s receipt of Landlord’s notice that such rebuilding cannot be completed within one hundred eighty (180) daysbusiness, Landlord or Tenant may by seven (7) days’ written notice to the other terminate this Lease in which event rent Tenant's reasonable opinion, all Rent shall be abated for until the unexpired Lease Term, effective as repair and restoration of the date Tenant vacates entire Premises is completed to Substantial Completion. Notwithstanding the Premisesforegoing, the rental abatement allowed pursuant to this Section 16.1 only applies to the extent, and the other terms and conditions for any period of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premisestime, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. Failure by Tenant to comply with any provision of this Section 14.1 shall subject Tenant to such costs, expenses, damages, and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of this Lease to the contrary, if the Premises, the Building, or any part thereof are damaged by fire or other casualty caused by or materially contributed to by the negligence or misconduct of Tenant or any of the Tenant Parties, Tenant shall be fully responsible, to the extent not covered by Landlord’s and/or Tenant’s insurance, for repairing, restoring, or paying for the damage as Landlord shall direct and this Lease shall remain in full force and effect without reduction or abatement of rent.that rental payments to

Casualty. In Tenant shall give prompt written notice to Landlord of any casualty to the event during Complex of which Tenant is aware and any casualty to the Lease Term Premises. If (a) the Complex or the Premises are damaged by fire totally destroyed, or other casualty(b) if the Complex or the Premises are partially destroyed but in Landlord's opinion they cannot be restored to an economically viable, but to such an extent that repairs and rebuilding can reasonably be completed within one hundred eighty quality office building, or (180c) days from if the date Landlord receives the applicable insurance proceeds for such repairs and rebuildingpayable to Landlord as a result of any casualty are, in Landlord's opinion, inadequate to restore the portion remaining to an economically viable, quality office building, or (d) if the damage or destruction occurs within twelve (12) months of the expiration of the Term, or (e) Landlord=s Mortgagee requires insurance proceeds be applied to pay or reduce indebtedness rather than repair the Premises, Landlord may, at Landlord’s option within sixty (60) days its election exercisable by the giving of such event, elect to repair and rebuild the Premises. If Landlord elects to repair and rebuild the Premises, Landlord will notify Tenant of same and this Lease shall remain in full force and effect, but Landlord may require Tenant temporarily to vacate the Premises while they are being repaired and, subject to the provisions of this Section 14.1, rent shall xxxxx during this period to the extent that the Premises are untenantable; provided, however, that Landlord shall not be liable to Tenant for any damage or expense which temporarily vacating the Premises may cause Tenant. If the repairs of or restoration to the Premises is not substantially complete (exclusive of any of Tenant’s property or Tenant’s improvements), or the Premises is not otherwise made suitable for occupancy by Tenant, within the aforesaid one hundred eighty (180) day period, Tenant shall have the right, by written notice to Landlord within ten (10) days of such period, to terminate this Lease, in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. If within the aforesaid sixty (60) day period Landlord elects not to repair and rebuild the Premises or if the Building or any part thereof be so damaged that the Premises are untenantable and in Landlord’s reasonable opinion, which shall be given to Tenant within sixty (60) days of such after the casualty, the repairs and rebuilding cannot be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds as aforesaid, then within fourteen (14) days of Tenant’s receipt of Landlord’s notice that such rebuilding cannot be completed within one hundred eighty (180) days, Landlord or Tenant may by seven (7) days’ written notice to the other terminate this Lease in which event rent shall be abated for the unexpired Lease Term, effective as of the date of the casualty or the date Tenant vacates is deprived of possession of the PremisesPremises (whichever is later). If this Lease is not terminated as a result of a casualty, Landlord shall (subject to Section 15.2) restore the Premises to a Building Standard condition. During the period of restoration, Base Rent shall be abated to the extent the Premises are rendered untenantable and, after the period of restoration, Base Rent and Tenant's Share shall be reduced in the other terms and conditions proportion that the area of the Premises remaining tenantable after the casualty bears to the area of the Premises just prior to the casualty. If any portion of Base Rent is abated under this Section 15.1, Landlord may elect to extend the expiration date of the Term for the period of the abatement. Except for abatement of Base Rent, if any, Tenant shall have no claim against Landlord for any loss suffered by reason of any such damage, destruction, repair or restoration, nor may Tenant terminate this Lease as the result of any statutory provision in effect on or after the date of this Lease shall continue pertaining to the damage and remain in full force destruction of the Premises or the Building. The proceeds of all insurance carried by Tenant on Tenant's furnishings, trade fixtures, leasehold improvements, equipment, merchandise and effect until Tenant shall have vacated the Premises, removed all Tenant’s other personal property therefrom and delivered peaceable possession thereof to Landlord. Failure shall be held in trust by Tenant for the purpose of the repair and replacement of the same. Landlord shall not be required to comply with repair any provision damage or to make any restoration or replacement of this Section 14.1 shall subject any furnishings, trade fixtures, leasehold improvements, equipment, merchandise and other personal property installed in the Premises by Tenant to such costs, expenses, damages, and losses as Landlord may incur by reason or at the direct or indirect expense of Tenant’s breach hereof. . Notwithstanding any provision provisions of this Lease to the contrary, if the Premises, Premises or the BuildingComplex are damaged or destroyed as a result of a casualty arising from the acts or omissions of Tenant, or any part thereof are damaged by fire of Tenant's officers, directors, shareholders, partners, employees, contractors, agents, invitees or representatives, (a) Tenant's obligation to pay Rent and to perform its other casualty caused by obligations under this Lease shall not be abated, reduced or materially contributed altered in any manner, (b) Landlord shall not be obligated to by repair or restore the negligence Premises or misconduct of Tenant or any of the Tenant PartiesComplex, and (c) subject to Section 17.2, Tenant shall be fully responsibleobligated, at Tenant's cost, to repair and restore the extent not covered by Landlord’s and/or Tenant’s insurance, for repairing, restoring, Premises or paying for the Complex to the condition they were in just prior to the damage as or destruction under the direction and supervision of, and to the satisfaction of, Landlord shall direct and this Lease shall remain in full force and effect without reduction or abatement of rentany Landlord's Mortgagee.

Casualty. In If Tenant causes material damage to or the event during destruction of facilities or improvements located within the Lease Term Premises, or if facilities or improvements located with the Premises are damaged declared unsafe or unfit for use or occupancy by fire a public entity with jurisdiction directly as a result the acts or other casualtyomissions of Tenant, then Tenant shall commence repair or replacement of the improvements as required or permitted under this section as soon as practical, but no later than 90 days after the event that caused the damage or destruction. Tenant shall diligently perform such repairs to completion. If Tenant does not commence the repairs within 90 days, the District may undertake the repairs. Tenant shall reimburse the District for the actual and documented cost of any such an extent that repairs and rebuilding can reasonably repair costs undertaken by the District (subject to application of insurance proceeds actually received by the District). If Tenant does not reimburse the District for repair costs, the District will deliver a notice of nonpayment requiring Tenant to pay within ten days. Upon the passage of the ten days, the District will be completed within one hundred eighty (180) days authorized to withdraw this cost from the date Landlord receives Security Deposit; provided, however, the applicable insurance proceeds for such repairs and rebuilding, Landlord may, at LandlordDistrict’s option within sixty (60) days withdrawal of such event, elect cost from the Security Deposit will not be deemed to constitute a waiver of any default or breach under this Lease on the part of Tenant for Tenant’s failure to reimburse District for the repair costs as referred to above. Tenant shall perform the repairs required by this Section 19.1 in accordance with the provisions of this Lease and rebuild to the Premisesreasonable satisfaction of the District. If Landlord elects the Site is damaged or destroyed through no negligence, act or omission of Tenant and, as a result of such damage or destruction, the Premises are not suitable for the Business Objective, Tenant shall have the option to repair and rebuild the Premises, Landlord will notify Tenant of same and terminate this Lease by delivering written notice to District within 60 days following the occurrence of such damage or destruction, in which event this Lease will terminate as of the date specified in Tenant’s notice whereupon neither the District nor Tenant shall remain have any further liability hereunder, excluding those provisions which are expressly intended to survive the termination or expiration of this Lease. If Tenant does not terminate this Lease as provided above in strict accordance with the time period set forth in the immediately preceding sentence, this Lease will continue in full force and effect, but Landlord may require Tenant temporarily and District will proceed to vacate promptly repair such damage and destruction and restore the Site to the condition existing prior to such damage and destruction. Rent will xxxxx during restoration and repair of the Premises while they are being repaired and, subject in direct proportion to the provisions percentage of this Section 14.1, rent shall xxxxx during this period to the extent that the Premises are untenantable; provided, however, that Landlord shall not be liable to Tenant for any damage or expense which temporarily vacating the Premises may cause Tenant. If the repairs of or restoration to the Premises is not substantially complete (exclusive of any of Tenant’s property or Tenant’s improvements), or the Premises is not otherwise made suitable for occupancy unusable by Tenant, within as determined by the aforesaid one hundred eighty (180) day period, Tenant shall have District. District has no obligation to restore or repair the right, by written notice to Landlord within ten (10) days of such period, to terminate Premises following a casualty except only as otherwise set forth in this Lease, in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. If within the aforesaid sixty (60) day period Landlord elects not to repair and rebuild the Premises or if the Building or any part thereof be so damaged that the Premises are untenantable and in Landlord’s reasonable opinion, which shall be given to Tenant within sixty (60) days of such casualty, the repairs and rebuilding cannot be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds as aforesaid, then within fourteen (14) days of Tenant’s receipt of Landlord’s notice that such rebuilding cannot be completed within one hundred eighty (180) days, Landlord or Tenant may by seven (7) days’ written notice to the other terminate this Lease in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. Failure by Tenant to comply with any provision of this Section 14.1 shall subject Tenant to such costs, expenses, damages, and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of this Lease to the contrary, if the Premises, the Building, or any part thereof are damaged by fire or other casualty caused by or materially contributed to by the negligence or misconduct of Tenant or any of the Tenant Parties, Tenant shall be fully responsible, to the extent not covered by Landlord’s and/or Tenant’s insurance, for repairing, restoring, or paying for the damage as Landlord shall direct and this Lease shall remain in full force and effect without reduction or abatement of rent.

Casualty. In the event during the Lease Term the Premises are damaged by If any fire or other casualtycasualty (whether insured or uninsured) renders all or a substantial portion of the Premises or the Building untenantable, but Landlord shall, with reasonable promptness after the occurrence of such damage, estimate the length of time that will be required to substantially complete the repair and restoration and shall by notice advise Tenant of (i) its election to terminate this Lease or (ii) the period of time required to substantially complete such an extent that repairs repair and rebuilding can reasonably be completed within restoration. If such period of repair and restoration will exceed one hundred and eighty (180) days from the date Landlord receives such damage occurred (or, during the applicable insurance proceeds for such repairs and rebuildingfinal six (6) months of the Term, Landlord may, at Landlord’s option within sixty (60) days from the date such damage occurred), and if all or a substantial portion of such event, elect to repair and rebuild the Premises. If Landlord elects to repair and rebuild the Premises, Landlord will notify Tenant of same and this Lease shall remain in full force and effect, but Landlord may require Tenant temporarily to vacate the Premises while they are being repaired and, subject to the provisions of this Section 14.1, rent shall xxxxx during this period to the extent that the Premises are untenantable; provided, however, that Landlord shall not be liable to Tenant for any damage or expense which temporarily vacating the Premises may cause Tenant. If the repairs of or restoration to the Premises is not substantially complete (exclusive of any of Tenant’s property or Tenant’s improvements)rendered untenantable, or the Premises is not otherwise made suitable for occupancy by Tenant, within the aforesaid one hundred eighty (180) day period, then Tenant shall have the right, right to terminate this Lease by delivering written notice to Landlord within ten twenty (1020) days after delivery of such periodLandlord’s Notice, to terminate this Lease, in which event rent and the termination date shall be abated for the unexpired Lease Term, effective as of the date designated in Tenant’s notice, but in no event shall such date be earlier than thirty (30) days following the delivery date of Tenant’s notice. If this Lease is not terminated, Landlord shall proceed with reasonable promptness to repair and restore the Premises to its condition as existed prior to such casualty (excluding Tenant vacates Alterations), subject to reasonable delays for insurance adjustments and any event of Force Majeure and also subject to zoning Laws and building codes then in effect. Tenant acknowledges that Landlord shall be entitled to the full proceeds of any insurance coverage, whether carried by Landlord or Tenant, for damages to the Premises, except for those proceeds of Tenant’s insurance of its own personal property and equipment which would be removable by Tenant at the Termination Date. All such insurance proceeds shall be payable to Landlord whether or not the Premises are to be repaired and restored, provided, however, if this Lease is not terminated and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. If within the aforesaid sixty (60) day period Landlord elects not parties proceed to repair and rebuild restore the Premises Tenant Alterations at Tenant’s cost, to the extent Landlord received proceeds of Tenant’s insurance covering Tenant Alterations, such proceeds shall be applied to reimburse Tenant for its cost of repairing and restoring Tenant Alterations. Unless caused by the negligence or wrongful act of Tenant or its agents, employees, contractors or invitees, if the Building all or any part thereof be so damaged that of the Premises are rendered untenantable and in Landlord’s reasonable opinion, which shall be given to Tenant within sixty (60) days of such casualty, the repairs and rebuilding cannot be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds as aforesaid, then within fourteen (14) days of Tenant’s receipt of Landlord’s notice that such rebuilding cannot be completed within one hundred eighty (180) days, Landlord or Tenant may by seven (7) days’ written notice to the other terminate this Lease in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. Failure by Tenant to comply with any provision of this Section 14.1 shall subject Tenant to such costs, expenses, damages, and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of this Lease to the contrary, if the Premises, the Building, or any part thereof are damaged by fire or other casualty caused by and this Lease is not terminated, Monthly Base Rent and Rent Adjustment Deposits shall axxxx pro rata for that portion of the Premises which is untenantable on a per diem basis from the date of the casualty until Landlord has substantially completed the repair and restoration work in the Premises which it is required to perform, provided, that as a result of such casualty, Tenant does not occupy the portion of the Premises which is untenantable during such period. In no event shall Tenant be entitled to any compensation or materially contributed to by damages for loss of the negligence or misconduct use of Tenant the whole or any part of the Tenant PartiesPremises or for any inconvenience or annoyance occasioned by any such damage, Tenant destruction, rebuilding or restoration of the Premises or the Building or access thereto. The provisions of this Lease constitute an express agreement with respect to any and all damage to, or destruction of, the Premises or the Property, and any Law, including Sections 1932(2), 1933(4), 1941 and 1942 of the California Civil Code, with respect to any rights or obligations concerning damage or destruction shall be fully responsiblehave no application to this Lease or to any damage to or destruction of the Premises or the Property and are hereby waived. Notwithstanding the foregoing, in no event shall Landlord have any obligation to restore the Building or the Premises except as and to the extent not covered by Landlord’s and/or Tenant’s insurance, for repairing, restoring, or paying for the damage as Landlord shall direct and this Lease shall remain in full force and effect without reduction or abatement of rentreceives insurance proceeds to apply to such restoration.

Casualty. In the event during the Lease Term If the Premises are or Building should be damaged or destroyed by fire or other casualty, but Tenant shall give immediate written notice to such an extent that Landlord. Within thirty (30) days after receipt thereof, Landlord shall notify Tenant whether the necessary repairs and rebuilding can reasonably be completed made: (a) within ninety (90) days; (b) in more than ninety (90) days but in less than one hundred eighty (180) days; or (c) in more than one hundred eighty (180) days from the date Landlord receives of such notice. Less Than 90 Days. If the applicable Premises or Building should be damaged only to such extent that rebuilding or repairs can reasonably be completed within ninety (90) days, this Lease shall not terminate and, provided that insurance proceeds for such repairs and rebuildingare available to fully repair the damage, Landlord may, at Landlord’s option within sixty (60) days of such event, elect to shall repair and rebuild the Premises. If Landlord elects to repair and rebuild the Premises, except that Landlord will notify Tenant of same shall not be required to rebuild, repair or replace any alterations, partitions, fixtures, additions and this Lease shall remain in full force and effectother improvements (collectively, but Landlord "Improvements") which may require Tenant temporarily to vacate have been placed in, on or about the Premises while they are being repaired and, subject to by or for the provisions benefit of this Section 14.1, rent shall xxxxx during this period to the extent that the Premises are untenantableTenant; provided, however, that Landlord shall not be liable rebuild, repair or replace such Improvements so long as Tenant provides to Tenant for Landlord any insurance proceeds that it receives pursuant to such damage or expense which temporarily vacating destruction. If Tenant is required to vacate all or a portion of the Premises may cause Tenantduring Landlord's repair thereof, the Base Rent payable hereunder shall be abated proportionately from the date Tenant vacates all or a portion of the Premises only to the extent rental abatement insurance proceeds are received by Landlord and only during the period the Premises are unfit for occupancy. Greater Than 90 Days. If the Premises or Building should be damaged only to such extent that rebuilding or repairs can reasonably be completed in more than ninety (90) days but in less than one hundred eighty (180) days, then Landlord shall have the option of: (a) terminating the Lease effective upon the occurrence of such damage, in which event the Rent shall be abated from the date Tenant vacates the Premises; or restoration (b) electing to repair the Premises, provided insurance proceeds are available to fully repair the damage (except that Landlord shall not be required to rebuild, repair or replace any part of the Improvements which may have been placed in, on or about the Premises by or for the benefit of Tenant; provided, however, that Landlord shall rebuild, repair or replace such Improvements so long as Tenant provides to Landlord any insurance proceeds that it receives pursuant to such damage or destruction). If Tenant is required to vacate all or a portion of the Premises during Landlord's repair thereof, the Base Rent payable hereunder shall be abated proportionately from the date Tenant vacates all or a portion of the Premises only to the extent rental abatement insurance proceeds are received by Landlord and only during the period the Premises is not are unfit for occupancy. In the event that Landlord should fail to substantially complete such repairs within one hundred eighty days (exclusive 180) days after the date upon which Landlord is notified by Tenant of the casualty (such period to be extended for delays caused by Tenant or because of any items of Force Majeure, as hereinafter defined) and Tenant has not re-occupied the Premises, Tenant shall have the right, as Tenant’s property or Tenant’s improvements), or the Premises is not otherwise made suitable for occupancy by Tenant's exclusive remedy, within ten (10) days after the aforesaid expiration of such one hundred eighty (180) day period, Tenant shall have the right, to terminate this Lease by delivering written notice to Landlord within ten as Tenant's exclusive remedy, whereupon all rights hereunder shall cease and terminate thirty (1030) days after Landlord's receipt of such period, to terminate this Lease, in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlordnotice. Greater Than 180 Days. If within the aforesaid sixty (60) day period Landlord elects not to repair and rebuild the Premises or if the Building or any part thereof should be so damaged that the Premises are untenantable and in Landlord’s reasonable opinion, which shall be given to Tenant within sixty (60) days of such casualty, the rebuilding or repairs and rebuilding cannot be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds as aforesaid, then within fourteen (14) days of Tenant’s receipt of Landlord’s notice that such rebuilding cannot be completed within one hundred eighty (180) days, either Landlord or Tenant may by seven (7) days’ written notice to the other terminate this Lease in which event rent by giving written notice within ten (10) days after notice from Landlord specifying such time period of repair; and this Lease shall terminate and the Rent shall be abated for the unexpired Lease Term, effective as of from the date Tenant vacates the Premises. In the event that neither party elects to terminate this Lease, Landlord shall promptly commence and diligently prosecute to completion the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated repairs to the Premises, removed all provided insurance proceeds are available to repair the damage (except that Landlord shall not be required to rebuild, repair or replace any Improvements which may have been placed in, on or about the Premises by or for the benefit of Tenant’s personal property therefrom and delivered peaceable possession thereof ; provided, however, that Landlord shall rebuild, repair or replace such Improvements so long as Tenant provides to Landlord. Failure by Tenant to comply with Landlord any provision of this Section 14.1 shall subject Tenant insurance proceeds that it receives pursuant to such costs, expenses, damages, and losses as Landlord may incur by reason damage or destruction). If Tenant is required to vacate all or a portion of Tenant’s breach hereof. Notwithstanding any provision of this Lease to the contrary, if the PremisesPremises during Landlord's repair thereof, the Building, Base Rent payable hereunder shall be abated proportionately from the date Tenant vacates all or any part thereof are damaged by fire or other casualty caused by or materially contributed to by the negligence or misconduct of Tenant or any a portion of the Tenant Parties, Tenant shall be fully responsible, Premises only to the extent not covered rental abatement insurance proceeds are received by Landlord’s and/or Tenant’s insurance, Landlord and only during the period that the Premises are unfit for repairing, restoring, or paying for the damage as Landlord shall direct and this Lease shall remain in full force and effect without reduction or abatement of rentoccupancy.

Casualty. In Upon the event during occurrence of casualty to the Lease Term Premises, Landlord shall have the election, and shall within thirty (30) days following the date of such damage give Tenant written notice of Landlord’s election, either (A) to commence reconstruction of the Premises are damaged by fire or other casualty, but excluding Tenant’s Work (“Landlord’s Reconstruction Work”) and use diligent efforts to complete such an extent that repairs and rebuilding can reasonably be completed reconstruction within one hundred eighty (180) days from after the date Landlord receives the applicable insurance proceeds for of such repairs written notice, or (B) to not perform such reconstruction, in which event this Lease shall cease and rebuilding, Landlord may, at Landlord’s option within terminate not later than sixty (60) days after Xxxxxxxx’s notice of such event, elect Landlord’s election to repair and rebuild the Premisesterminate. If Landlord elects to repair perform such reconstruction, Tenant shall commence reconstruction of Tenant's Work promptly upon substantial completion of Landlord's Reconstruction Work and rebuild shall diligently prosecute the Premises, Landlord will notify Tenant of same and this Lease shall remain in full force and effect, but Landlord may require Tenant temporarily to vacate the Premises while they are being repaired and, subject to the provisions of this Section 14.1, rent shall xxxxx during this period to the extent that the Premises are untenantable; provided, however, that Landlord shall not be liable to Tenant for any damage or expense which temporarily vacating the Premises may cause Tenantcompletion. If Landlord elects to perform such reconstruction and fails to complete the repairs of or restoration to the Premises is not substantially complete (exclusive of any of Tenant’s property or Tenant’s improvements), or the Premises is not otherwise made suitable for occupancy by Tenant, same within the aforesaid above one hundred eighty (180) day period, then Tenant shall have the right, by may terminate this Lease upon thirty (30) days prior written notice to Landlord, but if Landlord substantially completes the Reconstruction Work within ten such thirty (1030) day period, Xxxxxx’s termination notice shall be null and void. If Landlord notifies Tenant within thirty (30) days following the date of such period, to terminate this Lease, in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. If within the aforesaid sixty (60) day period Landlord elects not to repair and rebuild the Premises or if the Building or any part thereof be so damaged damage that the Premises are untenantable and in Landlord’s reasonable opinion, which shall be given to Tenant within sixty (60) days of such casualty, the repairs and rebuilding cannot be completed within Reconstruction Work will take more than one hundred eighty (180) days from to complete (which notice shall set forth the date length of time which Landlord receives believes will be required to complete the applicable insurance proceeds as aforesaidReconstruction Work), then Tenant may terminate this Lease within fourteen fifteen (1415) days of Tenant’s after receipt of Landlord’s notice that such rebuilding cannotice, and if Tenant does not be completed within so terminate, then the one hundred eighty (180) days, Landlord or Tenant may by seven (7) days’ written notice day reconstruction period shall be extended to be the length of time set forth in Landlord’s notice. Reconstruction shall substantially conform to the other terminate this Lease in which event rent provisions of Exhibit C and shall be abated for cover Landlord's Reconstruction Work and Tenant's Work. Landlord shall reconstruct the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. Failure by Tenant to comply with any provision of this Section 14.1 shall subject Tenant to such costs, expenses, damages, and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of this Lease to the contrary, if the Premises, the Building, or any part thereof are damaged by fire or other casualty caused by or materially contributed to by the negligence or misconduct of Tenant or any of the Tenant Parties, Tenant shall be fully responsible, Premises only to the extent not covered by of Landlord’s and/or 's Reconstruction Work; Tenant’s insurance, for repairingat Tenant's sole cost and expense, restoringshall reconstruct Tenant's Work and shall replace Xxxxxx's merchandise, or paying for Improvements and personal property to a condition at least equal to that prior to the damage as Landlord shall direct and this Lease shall remain in full force and effect without reduction or abatement occurrence of rentthe casualty.

Casualty. In the event during the Lease Term If the Premises are or the Project is damaged or destroyed, in whole or in part, by fire or other casualtycasualty at any time during the Term and if, but after such damage or destruction, Tenant is not able to such an use the portion of the Premises not damaged or destroyed to substantially the same extent that repairs and rebuilding can reasonably be completed within one hundred eighty (180) days from for the date Landlord receives Authorized Use for which the applicable insurance proceeds for such repairs Premises were leased to Tenant hereunder, and rebuilding, Landlord may, at Landlord’s option within sixty (60) days after Landlord’s receipt of written notice from Tenant describing such damage or destruction Landlord provides notice to Tenant that the Premises, as improved to the extent of the Building Standard improvements existing immediately prior to such destruction or casualty, cannot be repaired or rebuilt to the condition which existed immediately prior to such destruction or casualty within two hundred seventy (270) days following the date of such eventdestruction or casualty, elect then Landlord may by written notice to repair Tenant within thirty (30) days following such notice by Landlord terminate this Lease. Unless such damage or destruction is the result of the negligence or willful misconduct of Tenant or its employees, agents, contractors or invitees, the Rent shall be abated for the period and rebuild proportionately to the extent that after such damage or destruction Tenant is not able to use the portion of the Premises damaged or destroyed for the Authorized Use and to substantially the same extent as Tenant used the Premises prior thereto. If this Lease is not terminated pursuant to the foregoing, then upon receiving the available insurance proceeds, Landlord shall restore or replace the damaged or destroyed portions of the Premises, as improved to the extent of the Building Standard improvements existing immediately prior to such destruction or casualty, or Project; Tenant shall restore or replace the improvements to the Premises required to be insured by Tenant hereunder; and this Lease shall continue in full force and effect in accordance with the terms hereof except for the abatement of Rent referenced to above, if applicable, and except that the Term shall be extended by a length of time equal to the period beginning on the date of such damage or destruction and ending upon completion of such restoration or replacement. Landlord shall restore or replace the damaged or destroyed portions of the Premises or Project that Landlord is required to restore or replace hereunder within a reasonable time, subject to Force Majeure Events, Tenant Delays, and the availability of insurance proceeds and governmental approvals. If Landlord elects to repair and rebuild the Premisesterminate this Lease as provided in this Section, Landlord will notify Tenant of same and this Lease shall remain in full force and effectterminate on the date which is thirty (30) days following the date of the notice of termination as if the Term hereof had been scheduled to expire on such date, but Landlord may require Tenant temporarily to vacate the Premises while they are being repaired and, subject except for obligations which are expressly stated herein to survive the expiration or earlier termination of this Lease, neither party shall have any liability to the provisions other party as a result of this Section 14.1, rent shall xxxxx during this period to the extent that the Premises are untenantable; provided, however, that such termination. Landlord shall not be liable obligated to Tenant for repair any damage to Above Standard improvements or expense which temporarily vacating the Premises may cause fixtures, Tenant’s inventory, trade fixtures or other personal property. If the repairs of Premises or restoration to the Premises is not substantially complete (exclusive of any of Tenant’s property or Tenant’s improvements), or the Premises is not otherwise made suitable for occupancy by Tenant, within the aforesaid one hundred eighty (180) day period, Tenant shall have the right, by written notice to Landlord within ten (10) days of such period, to terminate this Lease, in which event rent shall be abated for the unexpired Lease Term, effective as portion of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. If within the aforesaid sixty (60) day period Landlord elects not to repair and rebuild the Premises or if the Building or any part thereof be so damaged that the Premises are untenantable and in Landlord’s reasonable opinion, which shall be given to Tenant within sixty (60) days of such casualty, the repairs and rebuilding cannot be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds as aforesaid, then within fourteen (14) days of Tenant’s receipt of Landlord’s notice that such rebuilding cannot be completed within one hundred eighty (180) days, Landlord or Tenant may by seven (7) days’ written notice to the other terminate this Lease in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. Failure by Tenant to comply with any provision of this Section 14.1 shall subject Tenant to such costs, expenses, damages, and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of this Lease to the contrary, if the Premises, the Building, or any part thereof Project are damaged or destroyed by fire or other casualty caused by the recklessness or materially contributed to by the negligence or willful misconduct of Tenant Tenant, its employees, agents, contractors, or invitees, then any repair or restoration of the Tenant Parties, Tenant Premises by Landlord pursuant to the terms of this Section shall be fully responsible, at Tenant’s sole cost and expense. Notwithstanding anything in this Section to the extent not covered by Landlord’s and/or Tenant’s insurancecontrary, for repairing, restoringLandlord shall have no obligation to repair or restore the Premises or the Project on account of damage resulting from any casualty which occurs during the last twelve (12) months of the Term, or paying for if the damage as Landlord shall direct estimated cost of such repair or restoration would exceed fifty percent (50%) of the reasonable value of the Building prior to the casualty. The abatement of Rent, if applicable hereunder, and termination of this Lease shall remain by Tenant, if applicable hereunder, are the sole remedies available to Tenant in full force the event the Premises or the Project is damaged or destroyed, in whole or in part, by fire or other casualty. In addition and effect without reduction or abatement of rent.notwithstanding anything to the contrary in this

Casualty. In the event during of total or partial destruction of the Lease Term Building or the Leased Premises are damaged by fire or other casualty, but Landlord agrees promptly to restore and repair same within one hundred eighty (180) days after such an extent casualty (the "Scheduled Completion Date"); provided, however, Landlord's obligation hereunder with respect to the Leased Premises shall be limited to the reconstruction of such of the leasehold improvements as were originally in the Leased Premises on the Commencement Date. Notwithstanding the foregoing, Landlord shall not be in default for failing to timely complete such restoration and repair unless Tenant provides to Landlord written notice of default for such failure on or after the Scheduled Completion Date and Landlord fails to complete such restoration and repair within thirty (30) days of receiving such notice. The Monthly Rental Installments shall proportionately xxxxx during the time that repairs and rebuilding can reasonably the Leased Premises or any part thereof are unusable because of any such damage. Notwithstanding the foregoing, if the Leased Premises are (a) so destroyed that they cannot be completed repaired or rebuilt within one hundred eighty (180) days from the date Landlord receives casualty date; or (b) destroyed by a casualty that is not covered by the applicable insurance required hereunder or, if covered, such insurance proceeds for such repairs are not released by any mortgagee entitled thereto or are insufficient to rebuild the Building and rebuildingthe Leased Premises; then, in case of a clause (a) casualty, either Landlord or Tenant may, or, in the case of a clause (b) casualty, then Landlord may, at Landlord’s option within sixty upon thirty (6030) days of such eventdays' written notice to the other party, elect to repair and rebuild the Premises. If Landlord elects to repair and rebuild the Premises, Landlord will notify Tenant of same and terminate this Lease shall remain in full force and effect, but Landlord may require Tenant temporarily with respect to vacate the Premises while they are being repaired and, subject to the provisions of this Section 14.1, rent shall xxxxx during this period to the extent that the Premises are untenantablematters thereafter accruing; provided, however, that Landlord the Monthly Rental Installment shall not be liable to Tenant for any damage or expense which temporarily vacating proportionately xxxxx during the Premises may cause Tenant. If the repairs of or restoration to the Premises is not substantially complete (exclusive of any of Tenant’s property or Tenant’s improvements), or the Premises is not otherwise made suitable for occupancy by Tenant, within the aforesaid one hundred eighty (180) day period, Tenant shall have the right, by written notice to Landlord within ten (10) days of such period, to terminate this Lease, in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. If within the aforesaid sixty (60) day period Landlord elects not to repair and rebuild the Premises or if the Building or any part thereof be so damaged time that the Leased Premises are untenantable and in Landlord’s reasonable opinion, which shall be given to Tenant within sixty (60) days of such casualty, the repairs and rebuilding cannot be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds as aforesaid, then within fourteen (14) days of Tenant’s receipt of Landlord’s notice that such rebuilding cannot be completed within one hundred eighty (180) days, Landlord or Tenant may by seven (7) days’ written notice to the other terminate this Lease in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. Failure by Tenant to comply with any provision of this Section 14.1 shall subject Tenant to such costs, expenses, damages, and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of this Lease to the contrary, if the Premises, the Building, or any part thereof are damaged by fire or other casualty caused by or materially contributed to by the negligence or misconduct unusable because of Tenant or any of the Tenant Parties, Tenant shall be fully responsible, to the extent not covered by Landlord’s and/or Tenant’s insurance, for repairing, restoring, or paying for the damage as Landlord shall direct and this Lease shall remain in full force and effect without reduction or abatement of rentsuch casualty.

Casualty. In the event during the Lease Term If the Premises are damaged made untenantable in whole or in part by fire or other casualty, but the Rent, until repairs are substantially completed and the Premises are tenantable for Tenant’s normal operations, or the lease terminated as hereinafter provided, shall be apportioned on a per diem basis according to the part of the Premises which is usable by Tenant. If such an extent damage shall be so extensive that repairs and rebuilding can reasonably the Premises cannot be completed restored by Landlord within one hundred eighty a period of six (1806) months, either party shall have the right to cancel this Lease by notice to the other given at any time within thirty (30) days after the date of such damage. In the event of giving effective notice pursuant to this Section, this Lease and the term and the estate hereby granted shall expire on the date fifteen (15) days after the giving of such notice as fully and completely as if such date were the date hereinbefore set for the expiration of the term of this Lease. If this Lease is not so terminated, Landlord will promptly repair the damage at Landlord’s expense; provided however, such repairs shall not take more than six (6) months. If the actual time to restore the damage exceeds six (6) months from the date Landlord receives of the applicable insurance proceeds for such repairs and rebuilding, Landlord may, at Landlord’s option within sixty (60) days of such event, elect to repair and rebuild the Premises. If Landlord elects to repair and rebuild the Premises, Landlord will notify Tenant of same and this Lease shall remain in full force and effect, but Landlord may require Tenant temporarily to vacate the Premises while they are being repaired and, subject to the provisions of this Section 14.1, rent shall xxxxx during this period to the extent that the Premises are untenantable; provided, however, that Landlord shall not be liable to Tenant for any damage or expense which temporarily vacating the Premises may cause Tenant. If the repairs of or restoration to the Premises is not substantially complete (exclusive of any of Tenant’s property or Tenant’s improvements), or the Premises is not otherwise made suitable for occupancy by Tenant, within the aforesaid one hundred eighty (180) day periodcasualty, Tenant shall have the right, right to terminate this Lease by written notice to Landlord given within ten thirty (1030) days after the expiration of such six-month period, to terminate this Lease, in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. If within the aforesaid sixty terminate thirty (60) day period Landlord elects not to repair and rebuild the Premises or if the Building or any part thereof be so damaged that the Premises are untenantable and in Landlord’s reasonable opinion, which shall be given to Tenant within sixty (6030) days of such casualty, the repairs and rebuilding cannot be completed within one hundred eighty (180) days from after the date Landlord receives the applicable insurance proceeds as aforesaid, then within fourteen (14) days of Tenant’s receipt notice unless Landlord completes its restoration prior to the expiration of Landlord’s notice that such rebuilding cannot be completed within one hundred eighty thirty (18030) daysday period. In all casualty events, unless the Lease is terminated as provided above, Landlord or Tenant may by seven (7) days’ written notice agrees to the other terminate this Lease in which event rent shall be abated for the unexpired Lease Term, effective as diligently pursue completion of the date Tenant vacates the Building’s and Premises, ’ repair and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. Failure by Tenant to comply with any provision of this Section 14.1 shall subject Tenant to such costs, expenses, damages, and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of this Lease to the contrary, if the Premises, the Building, or any part thereof are damaged by fire or other casualty caused by or materially contributed to by the negligence or misconduct of Tenant or any of the Tenant Parties, Tenant shall be fully responsible, to the extent not covered by Landlord’s and/or Tenant’s insurance, for repairing, restoring, or paying for the damage as Landlord shall direct and this Lease shall remain in full force and effect without reduction or abatement of rentrestoration.

Casualty. In the event during the Lease Term the Premises are damaged by fire or other casualty, but to such an extent that repairs and rebuilding can reasonably be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds for such repairs and rebuilding, Landlord may, at Landlord’s option within sixty (60) days of such event, elect to repair and rebuild the Premises. If Landlord elects to repair and rebuild the Premises, Landlord will notify Tenant of same and this Lease shall remain in full force and effect, but Landlord may require Tenant temporarily to vacate the Premises while they are being repaired and, subject to the provisions of this Section 14.1, rent shall xxxxx during this period to the extent that the Premises are untenantable; provided, however, that Landlord shall not be liable to Tenant for any damage or expense which temporarily vacating the Premises may cause Tenant. If the repairs of or restoration to the Premises is not substantially complete (exclusive of any of Tenant’s property or Tenant’s improvements), or the Premises is not otherwise made suitable for occupancy by Tenant, within the aforesaid one hundred eighty (180) day period, Tenant shall have the right, by written notice to Landlord within ten (10) days of such period, to terminate this Lease, in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. If within the aforesaid sixty (60) day period Landlord elects not to repair and rebuild the Premises or if the Building or any part thereof be so damaged that the Premises are untenantable and in Landlord’s reasonable opinion, which shall be given to Tenant within sixty (60) days of such casualty, the repairs and rebuilding cannot be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds as aforesaid, then within fourteen (14) days of Tenant’s receipt of Landlord’s notice that such rebuilding cannot be completed within one hundred eighty (180) days, Landlord or Tenant may by seven (7) days’ written notice to the other terminate this Lease in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. Failure by Tenant to comply with any provision of this Section 14.1 shall subject Tenant to such costs, expenses, damages, and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of this Lease to the contrary, if the Premises, the BuildingProject, or any part thereof are portion of either, shall be damaged by fire or other casualty caused by or materially contributed to covered by the negligence insurance carried by Landlord hereunder, and the cost of repairing such damage shall not be greater than ten percent (10%) of the then full replacement cost thereof, then, subject to the following provisions of this Article, Landlord shall repair the Premises and/or Project. If the Premises or misconduct Project shall be damaged (a) by fire or other casualty not covered by insurance carried by Landlord hereunder, (b) by fire or other casualty covered by insurance carried by Landlord hereunder and Landlord's mortgagee requires that such insurance proceeds be used to retire the mortgage debt, or (c) to an extent greater than ten percent (10%) of the then full replacement cost thereof, then Landlord shall have the option to either (i) repair or reconstruct the same to substantially the same condition as immediately prior to such fire or other casualty, or (ii) terminate this Lease by so notifying Tenant within one hundred twenty (120) days after the date of such fire or other casualty, such termination to be effective as of the date of such notice. The Rent required to be paid hereunder shall be abated in proportion to the portions of the Premises, if any, which are rendered untenantable by fire or other casualty hereunder until repairs of the Premises are completed, or if the Premises are not repaired, until the termination date hereunder. Other than such Rent abatement, no damages, compensation or claim shall be payable by Landlord for loss of the use of the whole or any part of the Tenant PartiesPremises, Tenant's personal property, or any inconvenience, loss of business, or annoyance arising from any such repair and reconstruction. If any portion of Rent is abated under this Article 10, Landlord shall have the option to extend the expiration date of this Lease for a period equal to the length of the abated period. If the damage results from default or negligence of Tenant, its agents, employees, licensees or invitees, then Tenant shall not be entitled to any abatement or reduction of any Rent or other sums due hereunder and, if the cost to repair such damage is not fully responsiblecovered by Landlord's insurance, such damage shall be repaired by Tenant, or at Landlord's option by Landlord, at Tenant's expense (to the extent Landlord is not covered reimbursed by Landlord’s and/or Tenant’s insurance). If this Lease is terminated as provided in (c)(ii) above, for repairing, restoring, or paying for all Rent shall be apportioned and paid up to the damage as termination date. Landlord shall direct not be required to repair or replace any furniture, furnishings or other personal property which Tenant may be entitled to remove from the Premises or any property constructed and this Lease shall remain installed by or for Tenant in full force and effect without reduction or abatement of rentthe Premises.

Casualty. In the event during of total or partial destruction of the Lease Term the Leased Premises are damaged by fire or other casualty, but Landlord agrees promptly to restore and repair same; provided, however, Landlord’s obligation hereunder with respect to the Leased Premises shall be limited to the reconstruction of such an extent of the leasehold improvements as were originally required to be made by Landlord pursuant to Section 2.02 above and any alterations approved by Landlord pursuant to Section 7.03 above, Exhibit B or Exhibit E, if any. Minimum Annual Rent and Annual Rental Adjustment (collectively, “Rent”) shall proportionately xxxxx during the time that repairs and rebuilding can the Leased Premises or part thereof are unusable because of any such damage. Notwithstanding the foregoing, if the Leased Premises are (a) so destroyed that they cannot reasonably be completed repaired or rebuilt by Landlord within one hundred eighty (180) days from the date Landlord receives casualty date; or (b) destroyed by a casualty that is not covered by the applicable insurance required hereunder or, if covered, such insurance proceeds for such repairs and rebuilding, Landlord may, at Landlord’s option within sixty (60) days of such event, elect are not released by any mortgagee entitled thereto or are insufficient to repair and rebuild the Leased Premises. If Landlord elects to repair and rebuild the Premises, Landlord will notify Tenant of same and this Lease shall remain in full force and effect, but Landlord may require Tenant temporarily to vacate the Premises while they are being repaired and, subject to the provisions of this Section 14.1, rent shall xxxxx during this period to the extent that the Premises are untenantable; provided, however, that then Landlord shall not be liable to Tenant for any damage or expense which temporarily vacating the Premises may cause Tenant. If the repairs of or restoration to the Premises is not substantially complete (exclusive of any of Tenant’s property or Tenant’s improvements), or the Premises is not otherwise made suitable for occupancy by Tenant, within the aforesaid one hundred eighty (180) day period, Tenant shall have the right, by give written notice to Landlord within ten (10) days Tenant of such period, to terminate this Lease, in which event rent shall be abated for determination (the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. If within the aforesaid sixty (60“Casualty Notice”) day period Landlord elects not to repair and rebuild the Premises or if the Building or any part thereof be so damaged that the Premises are untenantable and in Landlord’s reasonable opinion, which shall be given to Tenant within sixty (60) days of such casualty. Either Landlord or Tenant may terminate this Lease effective as of the date of such casualty by giving written notice to the other party within thirty (30) days after Landlord’s delivery of the Casualty Notice. If Landlord does not deliver the Casualty Notice, but Landlord fails to either (a) substantially complete the repairs restoration and rebuilding cannot be completed repair of the Leased Premises within two hundred ten (210) days after the date of the occurrence of such casualty (subject to extension for Force Majeure and any delay caused by Tenant’s acts or omissions) or (b) commence the restoration and repair of the Leased Premises within one hundred eighty (180) days from after the date Landlord receives of the applicable insurance proceeds as aforesaidoccurrence of such casualty, then within fourteen (14) days of Tenant’s receipt of Landlord’s notice that such rebuilding cannot be completed within one hundred eighty (180) days, Landlord or Tenant may by seven (7) days’ shall have the right to terminate this Lease upon written notice to the other terminate this Lease in which event rent shall be abated for the unexpired Lease TermLandlord, effective so long as Tenant’s written notice is delivered to Landlord prior to Landlord’s delivery of the date Leased Premises substantially completed to Tenant. Tenant vacates waives any right under applicable laws inconsistent with the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. Failure by Tenant to comply with any provision of this Section 14.1 shall subject Tenant to such costs, expenses, damages, and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of this Lease to the contrary, if the Premises, the Building, or any part thereof are damaged by fire or other casualty caused by or materially contributed to by the negligence or misconduct of Tenant or any of the Tenant Parties, Tenant shall be fully responsible, to the extent not covered by Landlord’s and/or Tenant’s insurance, for repairing, restoring, or paying for the damage as Landlord shall direct and this Lease shall remain in full force and effect without reduction or abatement of rentparagraph.

Casualty. In the event the Leased Premises shall be damaged or destroyed during the Lease Term Term, Landlord shall promptly proceed to repair, restore, replace, or rebuild the Leased Premises are damaged (excluding restoration of any alterations made by fire or other casualty, but Tenant to the Leased Premises) to substantially the same condition in which the same were immediately prior to such an extent damage or destruction, and Landlord thereafter shall diligently prosecute said work to completion without delay or interruption. Notwithstanding the forgoing, if the damage to the Leased Premises is so substantial that repairs and rebuilding can (a) the repair, restoration or rehabilitation of such damage cannot reasonably be expected to be substantially completed within one hundred eighty (180) 180 days from the date Landlord receives the applicable insurance proceeds for such repairs and rebuilding, Landlord may, at Landlord’s option within sixty (60) days of such eventdamage, elect to repair and rebuild (b) the Premises. If Landlord elects to repair and rebuild the Premises, Landlord will notify Tenant of same and this Lease shall remain in full force and effect, but Landlord may require Tenant temporarily to vacate the Premises while they are being repaired and, subject damage to the provisions Leased Premises is so substantial that the estimated repair costs exceed $100,000, (c) the damage occurs within the last twelve (12) weeks of this Section 14.1the Term, rent shall xxxxx during this period or (d) the Building is damaged to the extent that the Premises are untenantable; provided, however, that Landlord shall not be liable to Tenant for any damage of fifty percent (50%) or expense which temporarily vacating the Premises may cause Tenant. If the repairs of or restoration to the Premises is not substantially complete (exclusive of any of Tenant’s property or Tenant’s improvements), or the Premises is not otherwise made suitable for occupancy by Tenant, within the aforesaid one hundred eighty (180) day period, Tenant shall have the right, by written notice to Landlord within ten (10) days of such period, to terminate this Lease, in which event rent shall be abated for the unexpired Lease Term, effective as more of the date Tenant vacates the Premises, monetary value thereof and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. If within the aforesaid sixty (60) day period Landlord elects not to repair and rebuild the Premises or if the Building or any part thereof be so damaged that the Premises are untenantable and in Landlord’s reasonable opinion, which shall be given to Tenant within sixty (60) days of such casualty, the repairs and rebuilding cannot be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds as aforesaidBuilding, then within fourteen (14) days of Tenant’s receipt of Landlord’s notice that such rebuilding cannot be completed within one hundred eighty (180) days, Landlord or Tenant either party may elect to terminate this Lease by seven (7) days’ giving written notice to the other terminate this Lease in which event rent shall be abated for the unexpired Lease Term, effective as party within thirty (30) days of the date Tenant vacates of such casualty. Furthermore, notwithstanding the foregoing, in no event shall Landlord's obligation to repair, restore, replace, or rebuild the Leased Premises exceed the amount of the insurance proceeds received by Landlord in connection with such casualty. In the event the Leased Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. Failure by Tenant to comply with any provision of this Section 14.1 shall subject Tenant to such costs, expenses, damages, and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of this Lease to the contrary, if the Premises, the Building, or any part thereof thereof, are destroyed or damaged by fire or other casualty caused by or materially contributed to by the negligence or misconduct of Tenant or any of the Tenant Parties, Tenant shall be fully responsible, to the extent the Leased Premises cannot covered be occupied due to such casualty ("Untenantable Premises"), there shall be an abatement of Base Rent due Landlord by Landlord’s and/or Tenant’s insurance, Tenant for repairing, restoringthe period of time commencing on the date of such casualty and continuing until the earlier of (a) the day that Tenant re-occupies the Untenantable Premises, or paying for (b) thirty (30) days following the damage completion of Landlord's repair obligation as Landlord shall direct and this Lease shall remain in full force and effect without reduction or abatement of rentabove stated.

Casualty. In the event during the Lease Term If the Premises are or the Building (including machinery or equipment used in its operation) shall be damaged by fire or other casualtycasualty and if such damage does not render all or a substantial portion of the Premises or the Building untenantable, then Landlord shall repair and restore the same with reasonable promptness, subject to reasonable delays for insurance adjustments and delays caused by matters beyond Landlord's reasonable control, but Landlord shall not be obligated to expend therefor an amount in excess of the proceeds of insurance recovered with request thereto. If any such damage renders all or a substantial portion of the Premises or the Building untenantable, Landlord shall, within sixty (60) days of such damage or destruction, deliver to Tenant an extent that estimate of the duration of the period in which the Premises will be untenantable, as reasonably determined by Landlord. If such estimated period shall be for more than one hundred eighty (180) days from the date of such damage, then Landlord, or Tenant if in addition thereto at least fifty percent (50%) of the Premises is untenantable, shall have the right to terminate this Lease (with appropriate prorations of rent being made for Tenant's possession subsequent to the date of such damage of those tenantable portions of the Premises) upon giving written notice to the other within fifteen (15) days after the delivery to Tenant of Landlord's repair estimate. Unless this Lease is terminated as provided in the preceding sentence and so long as such damage does not result from Tenant's fault or neglect, Landlord shall proceed with reasonable promptness to repair and restore the Premises, subject to reasonable delays for insurance adjustments and delays caused by matters beyond Landlord's reasonable control, but Landlord shall not be obligated to expend therefor an amount in excess of the proceeds of insurance recovered with request thereto. Landlord shall have no liability to Tenant, and Tenant shall not be entitled to terminate this Lease by virtue of any delays in completion of such repairs and rebuilding can reasonably be restoration, provided Tenant may terminate this Lease if the repairs are not completed within one hundred eighty (180) days from the date of the damage, provided the 180 days shall be extended for force majeure and Tenant Delays. Rent, however, shall xxxxx on those portions of the Premises as are, from time to time, untenantable as a result of such damage (except fires or casualties resulting from Tenant's fault or neglect). Notwithstanding anything to the contrary herein set forth, Landlord receives shall have no duty pursuant to this Paragraph 12(c) to repair or restore any portion of the applicable alterations, additions or improvements in the Premises or the decoration thereto except to the extent that such alterations, additions, improvements and decoration were installed by Landlord. Notwithstanding Landlord's restoration obligation, in the event any mortgagee under a deed to secure debt, security agreement or mortgage on the Building should require that the insurance proceeds for be used to retire or reduce the mortgage debt or if the insurance company issuing Landlord's fire and casualty insurance policy fails or refuses to pay Landlord the proceeds under such repairs and rebuildingpolicy, Landlord may, at Landlord’s option within sixty (60) days of such event, elect shall have no obligation to repair and rebuild the Premises. If Landlord elects to repair and rebuild the Premises, Landlord will notify Tenant of same and this Lease shall remain in full force and effect, but Landlord may require Tenant temporarily to vacate terminate as of the Premises while they are being repaired and, subject to later of (i) the provisions date of this Section 14.1, rent shall xxxxx during this period to the extent that the Premises are untenantable; provided, however, that Landlord shall not be liable to Tenant for any damage such casualty or expense which temporarily vacating the Premises may cause Tenant. If the repairs (ii) if a portion of or restoration to the Premises is not substantially complete occupied by Tenant upon thirty days (exclusive of any of Tenant’s property or Tenant’s improvements), or the Premises is not otherwise made suitable for occupancy by Tenant, within the aforesaid one hundred eighty (18030) day period, Tenant shall have the right, by prior written notice by Landlord to Landlord within ten (10) days of such period, to terminate this Lease, in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. If within the aforesaid sixty (60) day period Landlord elects not to repair and rebuild the Premises or if the Building or any part thereof be so damaged that the Premises are untenantable and in Landlord’s reasonable opinion, which shall be given to Tenant within sixty (60) days of such casualty, the repairs and rebuilding cannot be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds as aforesaid, then within fourteen (14) days of Tenant’s receipt of Landlord’s notice that such rebuilding cannot be completed within one hundred eighty (180) days, Landlord or Tenant may by seven (7) days’ written notice to the other terminate this Lease in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. Failure by Tenant to comply with any provision of this Section 14.1 shall subject Tenant to such costs, expenses, damages, and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of this Lease anything herein to the contrary, if Tenant shall be responsible for the Premises, the Building, or any part thereof are damaged by fire or other casualty caused by or materially contributed to by the negligence or misconduct of Tenant or any repair and replacement of the Tenant Parties, Tenant shall be fully responsible, to Alterations and all of Tenant's personal property in the extent not covered by Landlord’s and/or Tenant’s insurance, for repairing, restoring, or paying for the damage as Landlord shall direct and this Lease shall remain in full force and effect without reduction or abatement of rentPremises.

Casualty. In the event during the Lease Term the Premises are damaged by 10.1.1. Tenant shall promptly notify Landlord in writing (a “Damage Notice”) of any fire or other casualtycasualty event, but damage or condition of the Premises to which this Section 10.1 is or may be applicable (a “Casualty”). Following receipt of a Damage Notice (or Landlord’s discovery of any damage caused by a Casualty (“Casualty Damage”)), Landlord shall have the right to elect, in Landlord’s sole Vantage Confidential and Proprietary and absolute discretion, to either (a) terminate this Lease by delivery of written notice thereof to Tenant within ninety (90) days following Landlord’s discovery of such an extent Casualty or (b) to continue this Lease in effect; provided that repairs and rebuilding can reasonably be completed within Landlord shall have no right to so terminate this Lease unless: (i) such damage renders fifty percent (50%) or more of the Premises unusable, (ii) the Estimated Restoration period (defined below) exceeds one hundred eighty eight (180) days, (iii) the cost of the Restoration (defined below) is not fully covered by insurance proceeds available to Landlord (with the exception of any deductible that is the responsibility of Landlord pursuant to the terms of its insurance policy) or (iv) the Holder of any Security Document requires any insurance proceeds with respect to such Casualty to be applied to the outstanding balance of the obligation secured by such Security Document. If Tenant notifies Landlord that it is prevented from using the Premises for the Permitted Use as a result of any Casualty Damage, then Landlord shall within twenty (20) days from thereafter provide written notice (the “Restoration Notice”) to Tenant setting forth the period of time (the “Estimated Restoration Period”) that Landlord reasonably believes shall be required to complete the Restoration (defined below) with respect to the Premises to the extent necessary to allow Tenant’s use of the Premises for the Permitted Use (the “Premises Restoration”). If the Estimated Restoration Period is more than ninety (90) days following the date of Tenant’s notice, Tenant shall have the right to terminate this Lease, but only on the condition that Tenant delivers written notice of termination to Landlord receives on or before the applicable insurance proceeds for such repairs and rebuilding, Landlord may, at day that is ten (10) business days after Landlord’s option within delivery of the Restoration Notice. In addition, if Landlord shall fail to complete the Premises Restoration, on or before the date that is sixty (60) days after the last day of such event, elect to repair and rebuild the Premises. If Landlord elects to repair and rebuild the Premises, Landlord will notify Tenant of same and this Lease shall remain in full force and effect, but Landlord may require Tenant temporarily to vacate the Premises while they are being repaired and, subject to the provisions of this Section 14.1, rent shall xxxxx during this period to the extent that the Premises are untenantable; provided, however, that Landlord shall not be liable to Tenant for any damage or expense which temporarily vacating the Premises may cause Tenant. If the repairs of or restoration to the Premises is not substantially complete (exclusive of any of Tenant’s property or Tenant’s improvements), or the Premises is not otherwise made suitable for occupancy by Tenant, within the aforesaid one hundred eighty (180) day periodEstimated Restoration Period, Tenant shall have the right, by written notice to Landlord within ten (10) days of such period, right to terminate this Lease, in which event rent shall be abated for but only on the unexpired Lease Term, effective as condition that Tenant delivers written notice of termination to Landlord on or before the day that is ten (10) business days after the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. If within the aforesaid sixty (60) day period Landlord elects not to repair and rebuild the Premises or if the Building or any part thereof be so damaged that the Premises are untenantable and in Landlord’s reasonable opinion, which shall be given to Tenant within is sixty (60) days of such casualty, after the repairs and rebuilding cannot be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds as aforesaid, then within fourteen (14) days of Tenant’s receipt of Landlord’s notice that such rebuilding cannot be completed within one hundred eighty (180) days, Landlord or Tenant may by seven (7) days’ written notice to the other terminate this Lease in which event rent shall be abated for the unexpired Lease Term, effective as last day of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. Failure by Tenant to comply with any provision of this Section 14.1 shall subject Tenant to such costs, expenses, damages, and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of this Lease to the contrary, if the Premises, the Building, or any part thereof are damaged by fire or other casualty caused by or materially contributed to by the negligence or misconduct of Tenant or any of the Tenant Parties, Tenant shall be fully responsible, to the extent not covered by Landlord’s and/or Tenant’s insurance, for repairing, restoring, or paying for the damage as Landlord shall direct and this Lease shall remain in full force and effect without reduction or abatement of rentEstimated Restoration Period.

Casualty. In the event during that the Lease Term improvements located upon the Premises are demised premises should be damaged or destroyed by fire or other casualty, but Tenant shall give written notice thereof to such an extent that repairs and rebuilding can reasonably be completed Landlord within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds for such repairs and rebuilding, Landlord may, at Landlord’s option within sixty (60) days of such event, elect to repair and rebuild the Premises. If Landlord elects to repair and rebuild the Premises, Landlord will notify Tenant of same and this Lease shall remain in full force and effect, but Landlord may require Tenant temporarily to vacate the Premises while they are being repaired and, subject to the provisions of this Section 14.1, rent shall xxxxx during this period to the extent that the Premises are untenantable; provided, however, that Landlord shall not be liable to Tenant for any damage or expense which temporarily vacating the Premises may cause Tenanta reasonable time. If the repairs of improvements located upon the demised premises are substantially destroyed (50% or restoration to the Premises is not substantially complete (exclusive of any of Tenant’s property more) by fire, tornado or Tenant’s improvements)other casualty, or the Premises is not otherwise made suitable for occupancy by Tenant, within the aforesaid one hundred eighty (180) day period, Tenant shall have the right, by written notice to Landlord within ten (10) days of such period, to terminate this Lease, in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. If within the aforesaid sixty (60) day period Landlord elects not to repair and rebuild the Premises or if the Building or any part thereof be said improvements are so damaged that it reasonably appears the Premises are untenantable and in Landlord’s reasonable opinion, which shall be given to Tenant within sixty (60) days rebuilding or repair of such casualty, the repairs and rebuilding same cannot be completed within one hundred eighty twenty (180120) days from then this lease shall cease and come to an end at the date option of either Landlord receives the applicable insurance proceeds as aforesaidor Tenant. To exercise said option of termination, then within fourteen (14) days of Tenant’s receipt of Landlord’s notice that such rebuilding cannot be completed within one hundred eighty (180) days, either Landlord or Tenant may by seven (7) days’ shall give written notice to the other party within twenty (20) days after said damage occurs. Upon notice of termination, this lease shall terminate and the rent for the unexpired term of this Lease in which event rent lease shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. Failure by Tenant to comply with any provision of this Section 14.1 shall subject Tenant to such costs, expenses, damages, and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of this Lease to the contrary, if the Premises, the Building, or any part thereof are damaged by fire or other casualty caused by or materially contributed to by the negligence or misconduct of Tenant or any of the Tenant Parties, Tenant shall be fully responsible, to the extent not covered by Landlord’s and/or Tenant’s insurance, for repairing, restoring, or paying for the damage as Landlord shall direct and occurs. In the event that the option to terminate is not so exercised within the time specified therefore, this Lease lease shall remain in full force and effect without reduction and Landlord shall proceed with due diligence to repair and restore said premises to substantially the same condition as prior to such damage or abatement destruction. Until said premises are repaired and restored to such condition, rent shall xxxxx. In the event that the improvements located upon the leased premises should be damaged by fire, tornado or other casualty but not to such extent as to be substantially destroyed (Sot or more), or to such extent that rebuilding or repairs can be completed within ninety (90) days after the date upon which said damage occurs this lease shall not terminate. In such event, Landlord shall proceed with reasonable diligence to rebuild and repair said improvements to substantially the condition in which they existed prior to said damage. Until said premises are so repaired and restored the rent payable hereunder shall be abated. In the event that Landlord should fail to complete said repairs and rebuilding within ninety (90) days after the date of rentsaid damage, Tenant may at its option terminate this lease by delivering written notice of termination to Landlord whereupon all rights and obligations hereunder shall cease and terminate.

Casualty. In the event during of a fire or other casualty in the Lease Term Leased Premises, Tenant shall promptly give notice thereof to Landlord. If the Leased Premises are damaged shall be partially destroyed by fire or other casualtycasualty so as to render the Leased Premises untenantable in whole or in part, but Rent shall xxxxx thereafter as to the portion of the Leased Premises rendered untenantable until such time as the Leased Premises are made tenantable and Landlord agrees to commence and prosecute such repair work promptly and with all due diligence. In the event such destruction results in total or substantial damages to or destruction of the Building and Landlord shall elect not to rebuild, then all Rent owed up to the time of such destruction or termination shall be paid by Tenant and thenceforth this Lease shall cease and come to an extent that repairs and rebuilding can reasonably be completed within one hundred eighty (180) days from the date end. Landlord receives the applicable insurance proceeds for such repairs and rebuildingshall give Tenant written notice of its decisions, Landlord may, at Landlord’s option estimates or elections under this Section 10 within sixty (60) days after any such damage or destruction. In the event that more than twenty (20) percent of the Net Rentable Area of the Leased Premises becomes untenantable as a result of fire or other casualty and further if a qualified contractor selected by Landlord reasonably estimates that it will take longer than two hundred seventy (270) days from the date of such eventcasualty to rebuild/restore such destruction, elect Tenant shall have the right to repair and rebuild terminate this Lease by delivering written notice to Landlord within thirty (30) days of receiving such notice with respect to the Premisesduration of the anticipated rebuilding/restoration time requirements from Landlord or Landlord's contractor. If Tenant does provide such notice to Landlord and thereby elects not to repair and rebuild the Premisesterminate this Lease, Landlord will notify Tenant of same shall be obligated to commence and this Lease prosecute such repair work promptly and with all due diligence and shall remain in full force and effect, but Landlord may require Tenant temporarily restore the Leased Premises to vacate the Premises while they are being repaired and, condition that existed immediately prior to such casualty subject to the provisions of limitations further provided in this Section 14.110 of the Lease. If the repair and restoration is not competed within thirty (30) days after the time period stated in the notice provided to Tenant by Landlord or Landlord's contractor, rent Tenant shall xxxxx during have the right to terminate this period Lease. If Tenant elects to terminate the Lease pursuant to the extent rights granted to Tenant under this Section 10, Tenant may nevertheless continue its occupancy of the tenantable portion of the Leased Premises for up to six months following the date of the casualty, provided that Tenant continues to pay all Rent prorated as to the portion of the Leased Premises are untenantablethen occupied by Tenant and Tenant otherwise abides by the terms of the Lease. Notwithstanding anything contained in this Section 10, Landlord shall only be obligated to restore or rebuild the Leased Premises to the condition originally constructed by way of Landlord's Work at Tenant Space combined with the level of improvements which were afforded by way of the Improvement Allowance as defined in Exhibit "C" to the Lease and in no event shall Landlord be required to expend more sums than received from the proceeds of any insurance carried by Landlord; provided, however, that Landlord shall not be liable to Tenant for any damage or expense which temporarily vacating the Premises may cause Tenant. If the repairs of or restoration to the Premises is not substantially complete (exclusive of any of Tenant’s property or Tenant’s improvements), or the Premises is not otherwise made suitable for occupancy by Tenant, within the aforesaid one hundred eighty (180) day period, Tenant shall have the right, by written notice right to cause Landlord within ten (10) days of to rebuild or restore the Leased Premises to the condition they were in prior to such period, to terminate this Leasedamage or destruction, in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated bear the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof cost (including rentals which are lost due to Landlord. If within the aforesaid sixty (60any excess construction time) day period Landlord elects not to repair and rebuild the Premises or if the Building or any part thereof be so damaged that the Premises are untenantable and in Landlord’s reasonable opinion, which shall be given to Tenant within sixty (60) days of such casualty, the repairs and restoration or rebuilding cannot be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds as aforesaid, then within fourteen (14) days of Tenant’s receipt of Landlord’s notice that such rebuilding cannot be completed within one hundred eighty (180) days, Landlord or Tenant may by seven (7) days’ written notice to the other terminate this Lease in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. Failure by Tenant to comply with any provision of this Section 14.1 shall subject Tenant to such costs, expenses, damages, and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of this Lease to the contrary, if the Premises, the Building, or any part thereof are damaged by fire or other casualty caused by or materially contributed to by the negligence or misconduct of Tenant or any of the Tenant Parties, Tenant shall be fully responsible, to the extent not covered by Landlord’s and/or Tenant’s insurance, for repairing, restoring, or paying for the damage as same exceeds the costs Landlord shall direct and this Lease shall remain in full force and effect without reduction or abatement of rentwould have incurred had only Building standard improvements been used.

Casualty. In If the event during the Lease Term the Premises are Building is damaged by fire or other casualty, but and if the proceeds received from the insurance policies maintained by Landlord therefor are sufficient to pay for the necessary repairs, and the Building can be fully repaired within six (6) months after such casualty occurred, this Lease shall remain in effect and Landlord shall repair the damage as soon as reasonably possible, subject to delays beyond Landlord's control. If the insurance proceeds received by Landlord are not sufficient to pay the entire cost of repair, or no proceeds are payable with respect to such an extent that repairs and rebuilding can reasonably casualty, or the Building cannot be completed fully repaired within one hundred eighty six (1806) months after the casualty occurred, Landlord may elect either to (i) terminate this Lease, provided Landlord shall so notify Tenant within thirty (30) days from the date Landlord receives the applicable insurance proceeds for such repairs and rebuilding, Landlord may, at Landlord’s option within sixty (60) days after occurrence of such eventcasualty, elect to or (ii) repair and rebuild the Premises. If Landlord elects to repair and rebuild the Premisesdamage as soon as reasonably possible, Landlord will notify Tenant of same and in which event this Lease shall remain in full force and effect, ; but if Landlord may require Tenant temporarily to vacate the Premises while they are being repaired and, subject to the provisions of this Section 14.1, rent shall xxxxx during this period to the extent that the Premises are untenantable; provided, however, that Landlord shall elects not be liable to Tenant for any damage or expense which temporarily vacating the Premises may cause Tenant. If the repairs of or restoration to the Premises is not substantially complete (exclusive of any of Tenant’s property or Tenant’s improvements), or the Premises is not otherwise made suitable for occupancy by Tenant, within the aforesaid one hundred eighty (180) day period, Tenant shall have the right, by written notice to Landlord within ten (10) days of such period, to terminate this Lease, in which event rent Tenant shall then have the right to terminate this Lease if the Premises cannot be fully repaired within six (6) months after such casualty occurred. Tenant's notification, if any, shall be abated for required within thirty (30) days after Landlord's notice. In addition to the unexpired foregoing, if the damage to the Building occurs during the last two (2) years of the Lease Term, effective Landlord may elect to terminate this Lease as of the date Tenant vacates the Premises, and the other terms and conditions of damage occurred in any event. If this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. If within the aforesaid sixty (60) day period Landlord elects is not to repair and rebuild the Premises or if the Building or any part thereof be so damaged that the Premises are untenantable and in Landlord’s reasonable opinion, which shall be given to Tenant within sixty (60) days of such terminated following a casualty, the repairs and rebuilding cannot be completed within one hundred eighty (180) days rent shall abate from the date Landlord receives of the applicable insurance proceeds as aforesaid, then within fourteen (14) days occurrenxx xx the proportion that the area of Tenant’s receipt the portion of Landlord’s notice that the Premises tendered unusable by such rebuilding cannot be completed within one hundred eighty (180) days, Landlord or Tenant may by seven (7) days’ written notice casualty bears to the other terminate this Lease in entire area of the Premises. The abatement shall continue until the portion of the Premises which event rent shall have been damaged shall be abated for rebuilt or repaired. Tenant waives the unexpired Lease Term, effective as protection of any law which grants a tenant the right to terminate a lease in the event of the date Tenant vacates substantial destruction of a leased property, and agrees that the provisions of this paragraph shall govern in the event of any substantial destruction of the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. Failure by Tenant to comply with any provision of this Section 14.1 shall subject Tenant to such costs, expenses, damages, and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of this Lease to the contrary, if the Premises, the Building, or any part thereof are damaged by fire or other casualty caused by or materially contributed to by the negligence or misconduct of Tenant or any of the Tenant Parties, Tenant shall be fully responsible, to the extent not covered by Landlord’s and/or Tenant’s insurance, for repairing, restoring, or paying for the damage as Landlord shall direct and this Lease shall remain in full force and effect without reduction or abatement of rent.

Casualty. In the event during of total or partial destruction of the Lease Term Building or the Leased Premises are damaged by fire fire, or other casualty, but Landlord agrees to promptly restore and repair the Leased Premises; provided, however, Landlord's obligation hereunder shall be limited to the reconstruction of such an extent of the tenant finish improvements as were originally required to be made by Landlord, if any, as more particularly described on Exhibit B. Rent shall proportionately abate during the time that repairs and rebuilding can reasonably the Leased Premises or part thereof are xxxxxble because of any such damage. Notwithstanding. the foregoing, if the Leased Premises are (i) so destroyed that they cannot be completed repaired or rebuilt within one hundred eighty (180) days from the date Landlord receives casualty date; or (ii) destroyed by a casualty which is not covered by the applicable insurance required hereunder or, if covered, such insurance proceeds for such repairs are not released by any mortgagee entitled thereto or are insufficient to rebuild the Building and rebuildingthe Leased Premises; then, in case of a clause (i) casualty, either Landlord or Tenant may, or, in the case of a clause (ii) casualty, then Landlord may, at Landlord’s option within sixty upon thirty (60) days of such event, elect to repair and rebuild the Premises. If Landlord elects to repair and rebuild the Premises, Landlord will notify Tenant of same and this Lease shall remain in full force and effect, but Landlord may require Tenant temporarily to vacate the Premises while they are being repaired and, subject to the provisions of this Section 14.1, rent shall xxxxx during this period to the extent that the Premises are untenantable; provided, however, that Landlord shall not be liable to Tenant for any damage or expense which temporarily vacating the Premises may cause Tenant. If the repairs of or restoration to the Premises is not substantially complete (exclusive of any of Tenant’s property or Tenant’s improvements), or the Premises is not otherwise made suitable for occupancy by Tenant, within the aforesaid one hundred eighty (180) day period, Tenant shall have the right, by written notice to Landlord within ten (10) days of such period, to terminate this Lease, in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. If within the aforesaid sixty (60) day period Landlord elects not to repair and rebuild the Premises or if the Building or any part thereof be so damaged that the Premises are untenantable and in Landlord’s reasonable opinion, which shall be given to Tenant within sixty (60) days of such casualty, the repairs and rebuilding cannot be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds as aforesaid, then within fourteen (14) days of Tenant’s receipt of Landlord’s notice that such rebuilding cannot be completed within one hundred eighty (18030) days, Landlord or Tenant may by seven (7) days’ ' written notice to the other party, terminate this Lease in with respect to matters thereafter accruing. In the event of a casualty rendering the Leased Premises untenantable and neither Landlord or Tenant terminate the Lease as provided hereunder, upon receipt of a written request from Tenant, Landlord will use commercially reasonable efforts to find Tenant temporary space owned or controlled by Landlord at the time of Landlord's receipt of such request, which event rent space shall be abated for leased by Landlord to Tenant at the unexpired Lease Termsame rental rate and upon the terms contained in this Lease, effective as Provided the casualty rendering the Leased Premises unteriantable is not caused by the negligence of the date Tenant vacates the PremisesTenant, and the other terms and conditions of this Lease its contractors, agents, employees, invitees, or customers, Landlord shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. Failure by Tenant to comply with any provision of this Section 14.1 shall subject relocate Tenant to such coststemporary space at Landlord's expense, expensesprovided, damageshowever, and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of this Lease shall only be required to the contrary, if the Premises, the Building, or any part thereof pay such expenses that are damaged by fire or other casualty caused by or materially contributed to by the negligence or misconduct of Tenant or any of the Tenant Parties, Tenant shall be fully responsible, to the extent not covered by Landlord’s and/or Tenant’s 's insurance, for repairing, restoring, or paying for the damage as Landlord shall direct and this Lease shall remain in full force and effect without reduction or abatement of rent.

Casualty. In Tenant immediately shall give written notice to Landlord of any damage to the event during Premises, the Lease Term Building, or the Premises Land. If the Premises, the Building, or the Land are totally destroyed by an insured peril, or so damaged by fire an insured peril that, in Landlord’s estimation, rebuilding or other casualty, but to such an extent that repairs and rebuilding can reasonably cannot be substantially completed (exclusive of leasehold improvements Tenant makes) within one hundred eighty (180) days from after the date Landlord receives the applicable insurance proceeds for such repairs and rebuilding, Landlord may, at of Landlord’s option actual knowledge of the damage, then Landlord may terminate this Lease by delivering to Tenant written notice of termination within sixty thirty (6030) days of such event, elect to repair and rebuild after the Premisesdamage. If Landlord elects to repair and rebuild the Premises, Landlord will notify Tenant of same and this Lease shall remain the Building, or the Land are totally destroyed by an insured peril, or so damaged by an insured peril that, in full force and effectLandlord’s estimation, but Landlord may require Tenant temporarily to vacate the Premises while they are being repaired and, subject to the provisions of this Section 14.1, rent shall xxxxx during this period to the extent that the Premises are untenantable; provided, however, that Landlord shall rebuilding or repairs cannot be liable to Tenant for any damage or expense which temporarily vacating the Premises may cause Tenant. If the repairs of or restoration to the Premises is not substantially complete completed (exclusive of any of Tenant’s property or Tenant’s improvements), or the Premises is not otherwise made suitable for occupancy by Tenant, within the aforesaid one hundred eighty (180leasehold improvements Tenant makes) day period, Tenant shall have the right, by written notice to Landlord within ten (10) days of such period, to terminate this Lease, in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. If within the aforesaid sixty (60) day period Landlord elects not to repair and rebuild the Premises or if the Building or any part thereof be so damaged that the Premises are untenantable and in Landlord’s reasonable opinion, which shall be given to Tenant within sixty (60) days of such casualty, the repairs and rebuilding cannot be completed within one hundred eighty (180) days from after the date Landlord receives the applicable insurance proceeds as aforesaid, then within fourteen (14) days of Tenant’s receipt of Landlord’s actual knowledge of the damage, then Landlord may, at its expense, relocate Tenant to space reasonably comparable to the Premises, provided that Landlord notifies Tenant of its intention to do so in a written notice that delivered to Tenant within thirty (30) days after the damage. Such relocation may be for a portion of the remaining Term or the entire Term. Landlord shall complete any such relocation within ninety (90) days after Landlord has delivered such written notice to Tenant. If the Premises, the Building, or the Land are totally destroyed by an insured peril, or so damaged by an insured peril that, in Landlord’s estimation, rebuilding or repairs cannot be substantially completed (exclusive of leasehold improvements Tenant makes) within one hundred eighty (180) daysdays after the date of Landlord’s actual knowledge of the damage, and if Landlord does not elect to relocate Tenant following such damage to the Premises or the Building, and a Tenant Party did not cause such damage, then Tenant may by seven (7) days’ written notice to the other terminate this Lease by delivering to Landlord written notice of termination within (15) days following the date on which Landlord notifies Tenant in which event rent shall be abated writing of the estimated time for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. Failure by Tenant to comply with any provision of this Section 14.1 shall subject Tenant to such costs, expenses, damages, and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of this Lease to the contrary, if the Premises, the Building, or any part thereof are damaged by fire or other casualty caused by or materially contributed to by the negligence or misconduct of Tenant or any of the Tenant Parties, Tenant shall be fully responsible, to the extent not covered by Landlord’s and/or Tenant’s insurance, for repairing, restoring, or paying for the damage as Landlord shall direct and this Lease shall remain in full force and effect without reduction or abatement of rentrestoration.

Casualty. In If the event during Leased Premises or any other part of the Lease Term Building or the Premises Property are damaged by fire or other casualty, but the damage shall be repaired by and at the expense of Landlord, unless this Lease is terminated as herein after provided. Until such repairs are completed, the Base Rent shall be abated in proportion to the part of the Leased Premises which is unusable by Tenant in the conduct of its business and for the length of time that such an extent condition persists; provided however, there shall be no abatement of Base Rent (a) if the Leased Premises (or any portion thereof) are unusable for a period of fifteen (15) days or less, (b) if the damage is due to the fault or neglect of Tenant or any subtenant, or any agents, employees, servants, invitees, permittees or licensees thereof; nor shall there be any abatement of Base Rent on account of damage to the Building or any other part of the Property unless such damage includes damage to the Leased Premises or prevents access to the Leased Premises. In the event of fire or other casualty to the Leased Premises or the Building, if said fire or other casualty results in the total destruction of the Building, this Lease shall automatically terminate as of the date of said destruction. If the Leased Premises are damaged and made untenantable by fire or other casualty, and if a registered architect selected by Landlord should certify that repairs repair and rebuilding can reasonably rehabilitation of the Leased Premises cannot be completed accomplished by using standard working methods, procedures and materials so as to make the Leased Premises tenantable within one hundred eighty twenty (180120) days from the date Landlord receives rehabilitation is started, either party shall have the applicable insurance proceeds for right to terminate this Lease by giving to the other party notice of such repairs and rebuilding, Landlord may, at Landlord’s option election within sixty fifteen (6015) days after receipt of such event, elect to repair and rebuild the Premises. If Landlord elects to repair and rebuild the Premises, Landlord will notify Tenant architect's certificate of same and this Lease shall remain in full force and effect, but Landlord may require Tenant temporarily to vacate the Premises while they are being repaired and, subject to the provisions of this Section 14.1, rent shall xxxxx during this period to the extent that the Premises are untenantable; provided, however, that Landlord shall not be liable to Tenant for any damage or expense which temporarily vacating the Premises may cause Tenantdecision. If the repairs of or restoration to the Premises is not substantially complete (exclusive of any of Tenant’s property or Tenant’s improvements)common areas and facilities, or the Premises is not otherwise made suitable for occupancy by Tenantif any, within the aforesaid Building are damaged by fire or other casualty, and if a registered architect selected by Landlord should certify that repair and rehabilitation of such common areas and facilities cannot be accomplished by using standard working methods, procedures and materials so as to restore such common areas and facilities within one hundred eighty twenty (180120) day perioddays from the date rehabilitation is started, Tenant Landlord shall have the rightright to terminate this Lease by giving to Tenant notice of such election within fifteen (15) days after receipt of the architect's certificate of decision. If any material portion of the Building is damaged by fire or other casualty, and if the casualty results from an uninsured risk under standard broad form of fire and extended coverage insurance policies then Landlord may, by written notice to Landlord within ten (10) days of such period, to terminate this Lease, in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. If within the aforesaid sixty (60) day period Landlord elects not to repair and rebuild the Premises or if the Building or any part thereof be so damaged that the Premises are untenantable and in Landlord’s reasonable opinion, which shall be given to Tenant within sixty (60) days of such casualtydamage, the repairs elect to terminate this Lease. In any case of termination of this Lease, all rent and rebuilding cannot other charges shall be completed within one hundred eighty (180) days from apportioned on a per diem basis and be paid to the date Landlord receives the applicable insurance proceeds of termination. Nothing herein shall be construed as aforesaid, then within fourteen (14) days a limitation of Tenant’s receipt of Landlord’s notice that such rebuilding cannot be completed within one hundred eighty (180) days, Landlord or Tenant may by seven (7) days’ written notice 's liability for any damage to the other terminate this Lease in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Leased Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. Failure by Tenant to comply with any provision of this Section 14.1 shall subject Tenant to such costs, expenses, damages, and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of this Lease to the contrary, if the Premises, the Building, or to any other part thereof are damaged by fire or other casualty caused by or materially contributed to by the negligence or misconduct of Tenant or any of the Tenant PartiesProperty, Tenant shall be fully responsible, to the extent not covered by Landlord’s and/or Tenant’s insurance, for repairing, restoring, or paying for the damage as Landlord shall direct and this Lease shall remain in full force and effect without reduction or abatement of rentshould such liability otherwise exist.

Casualty. In the event during of any damage to or destruction of the Lease Term the Premises are damaged Leased Premises, by fire or other casualty, but to such an extent that repairs which materially and rebuilding can reasonably be completed within one hundred eighty adversely affects Tenant’s use and enjoyment of the Leased Premises for the purposes specified in this Lease, then either Landlord or Tenant shall have the right, no later than ninety (18090) days from the date Landlord receives the applicable insurance proceeds for after such repairs and rebuilding, Landlord may, at Landlord’s option within sixty (60) days party becomes aware of such eventdamage or destruction, elect to repair and rebuild terminate this Lease upon thirty (30) days’ prior written notice to the Premisesother. If In the event of any damage or destruction which is not so extensive, or in the event that neither Landlord nor Tenant elects to repair and rebuild terminate this Lease pursuant to the Premisespreceding sentence, Landlord will notify Tenant of same and then this Lease shall remain continue in full force and effect, but and Landlord may require Tenant temporarily to vacate the Premises while they are being repaired andwill, subject to the extent proceeds of insurance are available therefor, repair, restore, rebuild and/or replace the Leased Premises and fixtures and building equipment destroyed in such casualty, substantially to the condition they were in immediately prior to such damage or destruction. Any such work shall be done in a good and workmanlike manner and in accordance with all Legal Requirements and the terms and provisions of this Section 14.1, rent Lease. In no event shall xxxxx during this period Landlord be obligated to the extent that the Premises incur costs which are untenantable; provided, however, that Landlord shall not be liable to Tenant for any damage or expense which temporarily vacating the Premises may cause Tenant. If the repairs of or restoration to the Premises is not substantially complete (exclusive of any of Tenantcovered by Landlord’s property insurance. In the event Landlord does not commence such repair, restoration or Tenant’s improvements)replacement within a reasonable amount of time, or the Premises is not otherwise made suitable for occupancy by Tenant, but in any event within the aforesaid one hundred eighty (180) day period, Tenant shall have the right, by written notice to Landlord within ten (10) days of such period, to terminate this Lease, in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. If within the aforesaid sixty (60) day period Landlord elects not to repair and rebuild the Premises or if the Building or any part thereof be so damaged that the Premises are untenantable and in Landlord’s reasonable opinion, which shall be given to Tenant within sixty (60160) days of such casualty, and/or does not pursue the repairs work to completion in a reasonably expeditious manner, Tenant shall give written notice thereof to Landlord, and rebuilding canif Landlord does not thereafter commence or resume such work as required hereunder within five (5) days, Tenant may terminate this Lease by further written notice to Landlord (such termination to be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds as aforesaid, then within fourteen (14) days of Tenanteffective upon Landlord’s receipt of Landlord’s notice that such rebuilding cannot be completed within one hundred eighty (180) daysfurther written notice). Upon such termination, Landlord or Tenant may by seven (7) days’ written notice to the other terminate this Lease in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue terminate and remain in full force and effect until neither Landlord nor Tenant shall have vacated any further liability to each other hereunder, except for such obligations that are expressly stated to survive the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. Failure by Tenant to comply with any provision of this Section 14.1 shall subject Tenant to such costs, expenses, damages, and losses as Landlord may incur by reason of Tenant’s breach termination hereof. Notwithstanding any provision From the date of such casualty until completion of the work (or until Tenant terminates this Lease to the contrary, if the Premisesas permitted hereunder), the Building, or any part thereof are damaged by Base Rent shall be proportionately reduced to reflect the portion of the Leased Premises rendered unusable to Tenant as a result of such fire or other casualty caused by or materially contributed to by the negligence or misconduct of Tenant or any of the Tenant Parties, Tenant shall be fully responsible, to the extent not covered by Landlord’s and/or Tenant’s insurance, for repairing, restoring, or paying for the damage as Landlord shall direct and this Lease shall remain in full force and effect without reduction or abatement of rentcasualty.

Casualty. In the event during the Lease Term Demised Premises or the Premises Building are totally damaged or are rendered wholly untenantable by fire or other casualty, but Landlord may, as provided for hereinafter, give Tenant written notice of Landlord's election to terminate this Lease, and thereupon the term of this Lease, shall expire by lapse of time upon the tenth (10th) day after such notice is given, and Tenant shall vacate the Demised Premises and surrender the same to Landlord. If Tenant shall not be in monetary or material nonmonetary default under this Lease after the expiration of any applicable cure period, then upon the termination of this Lease under the conditions provided for hereinafter, Tenant's liability for Rent accruing subsequent to the fire or casualty shall cease and be apportioned as of the day following such fire or casualty. Notwithstanding anything to the contrary contained in this Lease, Landlord shall, within the earlier of (a) one hundred twenty (120) days from the fire or casualty or (b) thirty (30) business days after Landlord receives written notice from its insurance carrier regarding the extent of insurance proceeds Landlord will receive to restore the Building and/or the Demised Premises (as is required under this Lease), give Tenant written notice of it's intention to either (i) restore or rebuild the Demised Premises in character, layout and area substantially equal to the Premises damaged or destroyed immediately prior to such an extent damage or destruction (except Landlord shall not be required to rebuild, repair or replace any part of the furniture, equipment, fixtures and other improvements which may have been placed by Tenant [or by Landlord on behalf of Tenant (e.g., any improvement to Exhibit "E" hereinafter)] in the Premises) within two hundred ten (210) days from the date of such fire or other casualty (but such two hundred ten [210] day period shall be subject to reasonable extensions and delays resulting from acts of God, fire, strikes, lockouts, labor trouble, inability to procure materials by reason of governmental restrictions, riots, insurrection, war or other causes beyond the reasonable control of Landlord), or (ii) terminate this Lease ("Casualty Notice"). Notwithstanding anything to the contrary contained in this Lease, Tenant shall have the option to cancel this Lease, in the event (i) the casualty occurs during the last year of the Lease term, (ii) the casualty occurs at any time and, in both Landlord's and Tenant's reasonable opinion, the restoration will take over three hundred sixty (360) days from said occurrence or (iii) the Casualty Notice informs Tenant that repairs Landlord's restoration will take over two hundred forty (240) days to restore from the date of the casualty or damage. It is agreed that if Landlord elects to restore or rebuild as provided for above, this Lease shall continue in full force and rebuilding effect, but the Rent and all other obligations of Tenant shall xxxxx as of the date of such fire or other casualty (except as otherwise provided for above) until the Demised Premises shall have been restored or rebuilt by Landlord (as provided for above) and possession thereof shall have been delivered to Tenant. If Landlord does not give Tenant notice of its election to terminate the Lease within the period required under this Article 15, then Tenant shall have the right (provided Tenant is not in default under the Lease beyond any applicable notice and cure period and Tenant cannot conduct its business operations within the Premises) to elect to immediately cancel this Lease by giving written notice to Landlord, provided Tenant notifies Landlord in writing that "Landlord failed to cancel this Lease within the required time period of Article 15 and that Landlord's subsequent failure to void Tenant's notice of termination of the Lease within five (5) business days of Landlord's receipt of this correspondence shall be deemed Landlord's acceptance of Tenant's termination of this Lease". A copy of such notice must be simultaneously sent to Landlord's counsel (or such other parties as Landlord may from time to time designate) in accordance with the notice provisions of this Lease in order for such request to be deemed effective. If any part of the Demised Premises is damaged or destroyed by fire or other casualty or accident (unless the damage or casualty was caused by Tenant), the Base Rent and Additional Rent shall be abated proportionately until the Demised Premises are restored in the manner required of Landlord, taking into account the proportion of the Demised Premises rendered untenantable. If any mortgagee under a deed to secure debt, security agreement or mortgage requires the insurance proceeds be applied against the mortgage debt, Landlord shall have no obligation to rebuild and this Lease shall terminate upon notice to Tenant; provided, however, that Landlord shall notify Tenant, within thirty (30) days after any such mortgagee gives a notice to Landlord of such election to apply such proceeds against the mortgage debt, of the fact that such mortgagee has done so. Except as hereinafter provided, 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 waives the provisions of any applicable law and agrees that the provisions of this Section 15 shall control in lieu thereof. Furthermore, if Landlord does not repair the damage from the casualty within the aforesaid period required under this subparagraph, then Tenant shall have the right (provided Tenant is not in default under the Lease beyond any applicable notice and cure period and Tenant cannot conduct its business operations within the Premises) to elect to cancel this Lease by giving written notice to Landlord, provided Tenant notifies Landlord in writing that "Landlord failed to cancel this Lease within the required time period of Article 15 and that Landlord's subsequent failure to void Tenant's notice of termination of the Lease within thirty (30) business days of Landlord's receipt of this correspondence shall be deemed Landlord's acceptance of Tenant's termination of this Lease". Accordingly, Landlord can reasonably be completed only void Tenant's termination notice by delivery of the Premises in the condition required under this Article 15 within thirty (30) business days of Landlord's receipt of the termination notice. In the event the Demised Premises are partially [e.g., less than ten percent (10%) of the Demised Premises] damaged or are rendered partially [e.g., less than ten percent (10%) of the Demised Premises untenantable by fire or other casualty, Landlord shall within one hundred eighty (180) days from the date Landlord receives fire or casualty repair the applicable insurance proceeds for such repairs and rebuilding, Landlord may, at Landlord’s option within sixty (60) days area the of such event, elect the Demised Premises damaged in a manner substantially equal to repair and rebuild the Premises. If Landlord elects to repair and rebuild the Premises, Landlord will notify Tenant of same and this Lease shall remain in full force and effect, but Landlord may require Tenant temporarily to vacate the Premises while they are being repaired and, subject damaged or destroyed immediately prior to the provisions of this Section 14.1, rent shall xxxxx during this period to the extent that the Premises are untenantable; provided, however, that such damage or destruction (except Landlord shall not be liable required to rebuild, repair or replace any party of the furniture, equipment, fixtures and other improvements which may have been placed by Tenant for any damage [or expense which temporarily vacating the Premises may cause Tenant. If the repairs of or restoration to the Premises is not substantially complete (exclusive of any Landlord on behalf of Tenant’s property or Tenant’s improvements), or ] in the Premises is not otherwise made suitable for occupancy by Tenant, within the aforesaid Premises. Such one hundred eighty (180) day periodperiod shall be subject to reasonable extensions and delays resulting from acts of God, fire, strikes, lockouts, labor trouble, inability to procure materials by reason of governmental restrictions, riots, insurrection, war or other causes beyond the reasonable control of Landlord. If Landlord does not repair the damage from the casualty within the aforesaid period required under this subparagraph, then Tenant shall have the right, right (provided Tenant is not in default under the Lease beyond any applicable notice and cure period and Tenant cannot conduct its business operations within the Premises) to elect to cancel this Lease by giving written notice to Landlord, provided Tenant notifies Landlord in writing that "Landlord failed to cancel this Lease within ten the required time period of Article 15 and that Landlord's subsequent failure to void Tenant's notice of termination of the Lease within thirty (1030) business days of such period, to terminate Landlord's receipt of this correspondence shall be deemed Landlord's acceptance of Tenant's termination of this Lease". Accordingly, in which event rent shall be abated for the unexpired Lease Term, effective as Landlord can only void Tenant's termination notice by delivery of the date Tenant vacates Premises in the Premises, and condition required under this Article 15 within thirty (30) business days of Landlord's receipt of the termination notice. A copy of such notice must be simultaneously sent to Landlord's counsel (or such other terms and conditions parties as Landlord may from time to time designate) in accordance with the notice provisions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof order for such request to Landlord. If within the aforesaid sixty (60) day period Landlord elects not to repair and rebuild the Premises or if the Building or any part thereof be so damaged that the Premises are untenantable and in Landlord’s reasonable opinion, which shall be given to Tenant within sixty (60) days of such casualty, the repairs and rebuilding cannot be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds as aforesaid, then within fourteen (14) days of Tenant’s receipt of Landlord’s notice that such rebuilding cannot be completed within one hundred eighty (180) days, Landlord or Tenant may by seven (7) days’ written notice to the other terminate this Lease in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. Failure by Tenant to comply with any provision of this Section 14.1 shall subject Tenant to such costs, expenses, damages, and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of this Lease to the contrary, if the Premises, the Building, or any part thereof are damaged by fire or other casualty caused by or materially contributed to by the negligence or misconduct of Tenant or any of the Tenant Parties, Tenant shall be fully responsible, to the extent not covered by Landlord’s and/or Tenant’s insurance, for repairing, restoring, or paying for the damage as Landlord shall direct and this Lease shall remain in full force and effect without reduction or abatement of rentdeemed effective.

Casualty. In the event during the Lease Term If all or any portion of the Premises are damaged becomes untenantable or inaccessible by fire or other casualtycasualty to the Premises or the Common Areas (collectively a “Casualty”), but Landlord, with reasonable promptness, shall cause a general contractor selected by Landlord to such an extent provide Landlord with a written estimate of the amount of time required, 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 promptly forward a copy of the Completion Estimate to Tenant. If the Completion Estimate indicates that repairs and rebuilding can reasonably the Premises or any Common Areas necessary to provide access to the Premises cannot be completed made tenantable within one two hundred eighty seventy (180270) days from the date Landlord receives the applicable insurance proceeds for such repairs and rebuildingrepair is started, Landlord may, at Landlord’s option within sixty (60) days of such event, elect to repair and rebuild the Premises. If Landlord elects to repair and rebuild the Premises, Landlord will notify Tenant of same and this Lease shall remain in full force and effect, but Landlord may require Tenant temporarily to vacate the Premises while they are being repaired and, subject to the provisions of this Section 14.1, rent shall xxxxx during this period to the extent that the Premises are untenantable; provided, however, that Landlord shall not be liable to Tenant for any damage or expense which temporarily vacating the Premises may cause Tenant. If the repairs of or restoration to the Premises is not substantially complete (exclusive of any of Tenant’s property or Tenant’s improvements), or the Premises is not otherwise made suitable for occupancy by Tenant, within the aforesaid one hundred eighty (180) day period, Tenant then either party shall have the right, by right to terminate this Lease upon written notice to Landlord the other within ten (10) days of such period, to terminate this Lease, in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. If within the aforesaid sixty (60) day period Landlord elects not to repair and rebuild the Premises or if the Building or any part thereof be so damaged that the Premises are untenantable and in Landlord’s reasonable opinion, which shall be given to Tenant within sixty (60) days of such casualty, the repairs and rebuilding cannot be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds as aforesaid, then within fourteen (14) days of after Tenant’s receipt of Landlord’s notice that such rebuilding canthe Completion Estimate. Tenant, however, shall not be completed within one hundred eighty (180) days, Landlord or Tenant may by seven (7) days’ written notice have the right to the other terminate this Lease in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. Failure by Tenant to comply with any provision of this Section 14.1 shall subject Tenant to such costs, expenses, damages, and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of this Lease to the contrary, if the Premises, the Building, or any part thereof are damaged by fire or other casualty Casualty was caused by or materially contributed to by the negligence or intentional misconduct of Tenant or any Tenant Related Parties. In addition, Landlord, by notice to Tenant within ninety (90) days after the date of the Tenant PartiesCasualty, Tenant shall have the right to terminate this Lease if: (1) the Premises have been materially damaged and less than two (2) years of the Term remain after the date of the Casualty; (2) any Mortgagee requires that the insurance proceeds be fully responsible, applied to the extent not covered by Landlord’s and/or Tenant’s insurance, for repairing, restoring, payment of the mortgage debt; or paying for (3) a material uninsured loss to the damage as Landlord shall direct and this Lease shall remain in full force and effect without reduction Building or abatement of rentPremises occurs.

Casualty. In the event during the Lease Term If the Premises are or Project, or any portion of either, shall be damaged by fire or other casualty covered by the insurance carried by Landlord hereunder, and the cost of repairing such damage shall not be greater than twenty percent (20%) of the then full replacement cost thereof, then, subject to the following provisions of this Article, Landlord shall repair the Premises and/or Project. If the Premises or Project shall be damaged (a) by fire or other casualty not covered by insurance carried by Landlord hereunder, (b) by fire or other casualty covered by insurance carried by Landlord hereunder and Landlord's mortgagee requires that such insurance proceeds be used to retire the mortgage debt, or (c) to an extent greater than twenty percent (20%) of the then full replacement cost thereof, then Landlord shall have the option to either (i) repair or reconstruct the same to substantially the same condition as immediately prior to such fire or other casualty, but or (ii) terminate this Lease by so notifying Tenant within sixty (60) days after the date of such fire or other casualty, such termination to be effective as of the date of such an extent that repairs and rebuilding can reasonably notice. In the event Landlord shall elect to repair or reconstruct in accordance with subclause (i) of this Section, Landlord shall so notify Tenant in writing within sixty (60) days after the date of such casualty. In the event Landlord shall be obligated to repair or reconstruct or shall have elected to repair or reconstruct, then such repair or reconstruction shall be completed by Landlord within one hundred eighty (180) days from after the date Landlord receives casualty if the applicable insurance proceeds for such repairs damage was not greater that thirty percent (30%) and rebuilding, Landlord may, at Landlord’s option within sixty two hundred forty (60240) days of such event, elect to repair and rebuild after the Premises. If Landlord elects to repair and rebuild casualty if the Premises, Landlord will notify Tenant of same and this Lease shall remain in full force and effect, but Landlord may require Tenant temporarily to vacate the Premises while they are being repaired and, damage was greater than fifty percent (50%) (subject to Tenant Delays and delays caused by force majeure). In the provisions of this Section 14.1, rent shall xxxxx during this period event Landlord fails to the extent that the Premises are untenantable; provided, however, that Landlord shall not be liable to Tenant for complete any damage repair or expense which temporarily vacating the Premises may cause Tenant. If the repairs of or restoration to the Premises is not substantially complete (exclusive of any of Tenant’s property or Tenant’s improvements), or the Premises is not otherwise made suitable for occupancy by Tenant, reconstruction within the aforesaid one hundred eighty (180) day periodforegoing time periods, Tenant shall have the right, by written notice to Landlord within ten (10) days of such period, option to terminate this Lease, in which event rent shall Lease by so notifying Landlord with such termination to be abated for the unexpired Lease Term, effective as of Tenant's notice. Furthermore, notwithstanding anything to the date Tenant vacates the Premisescontrary contained herein, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. If within the aforesaid sixty (60) day period Landlord elects not to repair and rebuild if the Premises or if the Building or any part thereof Project should be so damaged that the Premises are untenantable and in Landlord’s reasonable opinion, which shall be given to Tenant within sixty (60) days of such casualty, the repairs and rebuilding cannot be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds as aforesaid, then within fourteen (14) days of Tenant’s receipt of Landlord’s notice that such rebuilding cannot be completed within one hundred eighty (180) days, Landlord or Tenant may by seven (7) days’ written notice to the other terminate this Lease in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. Failure by Tenant to comply with any provision of this Section 14.1 shall subject Tenant to such costs, expenses, damages, and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of this Lease to the contrary, if the Premises, the Building, or any part thereof are damaged by fire or other casualty such that the damage cannot, in Landlord's reasonable opinion, be repaired within two hundred forty (240) days after such casualty, then Landlord shall notify Tenant of same (the "Major Damage Notice" ) whereupon either Landlord or Tenant may terminate this Lease by delivering written notice to the other party within thirty (30) days after receipt of the Major Damage Notice. The Rent required to be paid hereunder shall be abated in proportion to the portions of the Premises, if any, which are rendered untenantable by fire or other casualty hereunder until repairs of the Premises are completed, or if the Premises are not repaired, until the termination date hereunder. Other than such Rent abatement, no damages, compensation or claim shall be payable by Landlord for loss of the use of the whole or any part of the Premises, Tenant's personal property, or any inconvenience, loss of business, or annoyance arising from any such repair and reconstruction unless caused by or materially contributed to by the gross negligence or willful misconduct of Landlord. If the damage results from default or negligence of Tenant, its agents, employees, licensees or invitees, then Tenant shall not be entitled to any abatement or reduction of any Rent or other sums due hereunder. If this Lease is terminated as provided in (c)(ii) above, all Rent shall be apportioned and paid up to the termination date. Landlord shall not be required to repair or replace any furniture, furnishings or other personal property which Tenant may be entitled to remove from the Premises or any of property constructed and installed by or for Tenant in the Tenant Parties, Tenant shall be fully responsible, to the extent not covered by Landlord’s and/or Tenant’s insurance, for repairing, restoring, or paying for the damage as Landlord shall direct and this Lease shall remain in full force and effect without reduction or abatement of rentPremises.

Casualty. In the event case during the Lease Term all or any substantial part (i.e. requiring greater than twelve (12) months to rebuild, as reasonably determined by Landlord's architect) of the Premises are is damaged by fire or any other casualty ("Substantial Casualty"), then this Lease shall, except as hereinafter provided, terminate at Landlord or Tenant's election, which may be made by written notice given to the other party within thirty (30) days after the casualty, but to such an extent that repairs and rebuilding can reasonably which notice of termination shall specify the effective date of termination which shall not be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds for such repairs and rebuilding, Landlord may, at Landlord’s option within more than sixty (60) days after the date of receipt of notice of such event, elect to repair and rebuild termination. In the Premises. If Landlord elects to repair and rebuild the Premises, Landlord will notify Tenant of same and this Lease shall remain in full force and effect, but Landlord may require Tenant temporarily to vacate the Premises while they are being repaired and, subject to the provisions of this Section 14.1, rent shall xxxxx during this period to the extent that the Premises are untenantable; provided, however, that Landlord shall not be liable to Tenant for any damage or expense which temporarily vacating the Premises may cause Tenant. If the repairs of or restoration to the Premises is not substantially complete (exclusive event of any of Tenant’s property or Tenant’s improvements)such Substantial Casualty, or the Premises is not otherwise made suitable for occupancy by Tenant, within the aforesaid one hundred eighty (180) day period, Tenant shall have the right, by written notice to Landlord within ten (10) days of such period, to terminate this Lease, in which event Fixed Rent and additional rent shall be abated for the unexpired Lease Term, effective entirely as of the date Tenant vacates of such casualty. In the event of any fire or casualty to the Premises, unless the Lease is so terminated, Landlord shall with reasonable diligence, repair, replace and restore the Premises into substantially the same condition as it was prior to the casualty for use and occupation to the extent of the proceeds of insurance, less adjuster's fees, and other reasonable expenses of collection plus insurance deductibles to be paid by Tenant as hereunder provided. However, if such damage is not repaired and the other Premises restored to substantially the same condition as it was prior to such damage within a period of twelve (12) full calendar months from the date of such damage, Tenant within thirty (30) days from the expiration of such period or from the expiration of any extension thereof pursuant to the terms and conditions of hereof may terminate this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof by notice to Landlord. If within the aforesaid sixty (60) day period Landlord elects , specifying a date not to repair and rebuild the Premises or if the Building or any part thereof be so damaged that the Premises are untenantable and in Landlord’s reasonable opinion, which shall be given to Tenant within more than sixty (60) days after the giving of such casualty, notice on which the repairs and rebuilding cannot be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds as aforesaid, then within fourteen (14) days of Tenant’s receipt of Landlord’s notice that such rebuilding cannot be completed within one hundred eighty (180) days, Landlord or Tenant may by seven (7) days’ written notice to the other terminate this Lease in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions term of this Lease shall continue and remain in full force and effect until Tenant shall have vacated terminate. The period within which the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. Failure by Tenant to comply with any provision of this Section 14.1 shall subject Tenant to such costs, expenses, damages, and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of this Lease to the contrary, if the Premises, the Building, or any part thereof are damaged by fire or other casualty caused by or materially contributed to by the negligence or misconduct of Tenant or any of the Tenant Parties, Tenant shall be fully responsible, to the extent not covered by Landlord’s and/or Tenant’s insurance, for repairing, restoring, or paying for the damage as Landlord shall direct and this Lease shall remain in full force and effect without reduction or abatement of rent.required repairs

Casualty. In the event during of total or partial destruction of the Lease Term Building or the Leased Premises are damaged by fire or other casualty, but Landlord agrees to promptly restore and repair the Building or Leased Premises; provided, however, Landlord's obligation hereunder shall be limited to the reconstruction of the Building, Leased Premises, the Tenant Finish Improvements as were originally required to be made by Landlord and the Tenant Improvements as set forth in this Lease. Landlord shall give Tenant written notice within thirty (30) days of the casualty of Landlord's estimated date to complete such an extent restoration and repair. In the event that repairs and rebuilding can reasonably be completed within such notice discloses that such date of completion is more than one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds for such repairs and rebuildingcasualty date, Landlord may, at Landlord’s option and Tenant shall endeavor in good faith to agree upon a schedule for the completion of such repair or rebuilding. If no such agreement is reached within sixty thirty (6030) days of such event, elect to repair and rebuild Tenant's receipt of notice estimating the Premises. If Landlord elects to repair and rebuild the Premises, Landlord will notify Tenant date of same and this Lease shall remain in full force and effect, but Landlord may require Tenant temporarily to vacate the Premises while they are being repaired and, subject to the provisions of this Section 14.1, rent shall xxxxx during this period to the extent that the Premises are untenantable; provided, however, that Landlord shall not be liable to Tenant for any damage or expense which temporarily vacating the Premises may cause Tenant. If the repairs of or restoration to the Premises is not substantially complete (exclusive of any of Tenant’s property or Tenant’s improvements), or the Premises is not otherwise made suitable for occupancy by Tenant, within the aforesaid one hundred eighty (180) day periodcompletion, Tenant shall have the right, by written notice to Landlord within ten (10) days of such period, to may terminate this Lease, in which event rent shall be abated for effective upon the unexpired Lease Termdate of casualty, effective as by delivery of written notice thereof to Landlord within fifteen (15) days of the date Tenant vacates expiration of the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. If within the aforesaid sixty thirty (6030) day negotiating period Landlord elects identified above. Rent shall proportionately axxxx during the time that the Leased Premises or part thereof are unusable because of any such damage until substantial completion of the restoration. Notwithstanding the foregoing, if the Leased Premises are destroyed by a casualty which is not covered by the insurance required hereunder or, if covered, such insurance proceeds are not released by any mortgagee entitled thereto or are insufficient to repair and rebuild the Premises or if the Building or any part thereof be so damaged that the Premises are untenantable and in Landlord’s reasonable opinionBuilding, which shall be given then Landlord may, upon thirty (30) days' written notice delivered to Tenant within sixty thirty (6030) days of such the casualty, the repairs and rebuilding cannot be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds as aforesaid, then within fourteen (14) days of Tenant’s receipt of Landlord’s notice that such rebuilding cannot be completed within one hundred eighty (180) days, Landlord or Tenant may by seven (7) days’ written notice to the other terminate this Lease in which event rent with respect to matters thereafter accruing. All restoration shall be abated for comply with all construction requirements imposed hereby on the unexpired Lease Term, effective as original construction of the date Tenant vacates the PremisesBuilding, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. Failure by Tenant to comply with any provision of this Section 14.1 shall subject Tenant to such costs, expenses, damages, and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of this Lease to the contrary, if the Leased Premises, the Building, original Tenant Finish Improvements or any part thereof are damaged by fire or other casualty caused by or materially contributed to by the negligence or misconduct of Tenant or any of the Tenant Parties, Tenant shall be fully responsible, to the extent not covered by Landlord’s and/or Tenant’s insurance, for repairing, restoring, or paying for the damage as Landlord shall direct and this Lease shall remain in full force and effect without reduction or abatement of rentImprovements.

Casualty. In If the event during Leased Premises, but not including other improvements made by Tenant within the Lease Term the Leased Premises are (but including Landlord's Initial Construction), or any part thereof shall be damaged by fire or other casualty, Landlord shall proceed with reasonable diligence, and at the expense of Landlord, to repair or cause to be repaired such damage; provided, however, that Landlord's obligations with respect to restoration shall not require Landlord to expend more than the net proceeds of insurance recovered and available to Landlord. Landlord shall have no responsibility for any repairs or damage to or replacements of, Tenant's personal property and property which Tenant may be required to remove as provided in this Lease. All such repairs and replacements shall be promptly made by and at the expense of Tenant. If the Leased Premises, but not including the Improvements within the Leased Premises, or any part thereof, shall have been rendered unfit for use and occupation hereunder by reason of such damage for a period of five (5) or more days, the Base Rent or a just and proportionate part thereof, according to the nature and extent to which the Leased Premises shall have been so rendered unfit, shall be suspended or abated retroactive to the date on which such portion of the Leased Premises became unfit for occupancy, until the Leased Premises (except as to the property which is to be repaired by or at the expense of Tenant) shall have been restored as nearly as practicably may be to the condition in which they were immediately prior to such an extent that repairs and rebuilding can reasonably be completed fire or other casualty. Within sixty (60) days of such damage, Landlord shall give Tenant notice ("Landlord's Notice") in writing of its reasonable estimate of the length of time it will take to restore such damage ("Estimated Time to Repair"). If the Estimated Time to Repair is one hundred eighty (180) days or less from the date of casualty, Landlord shall proceed to make repairs. If Landlord fails to substantially so restore (to a condition of Substantial Completion as defined in Schedule A-1) the Leased Premises within one hundred eighty (180) days from the date Landlord receives of such damage, (as such period may be extended on account of delays in such completion which are beyond the applicable insurance proceeds for such repairs and rebuildingreasonable control of Landlord), Landlord Tenant may, at if it has paid all sums then payable to Landlord’s option within sixty (60) days of such event, elect terminate this Lease by notice to repair and rebuild the Premises. If Landlord elects to repair and rebuild the Premises, Landlord will notify Tenant of same and this Lease shall remain in full force and effect, but Landlord may require Tenant temporarily to vacate terminate forty-five (45) days after delivery of such notice fully as if such date were the Premises while they are being repaired and, subject to the provisions original expiration date of this Section 14.1, rent shall xxxxx during this period to the extent that the Premises are untenantableLease; provided, however, that if Landlord substantially restores the Leased Premises within such forty-five (45) day period such termination shall not be liable to Tenant for any damage or expense which temporarily vacating deemed null and void and the Premises may cause Tenant. If the repairs of or Lease will continue as if such restoration to the Premises is not substantially complete (exclusive of any of Tenant’s property or Tenant’s improvements), or the Premises is not otherwise made suitable for occupancy by Tenant, occurred within the aforesaid one hundred eighty (180) day period. Landlord shall not be liable for delays in the making of any such repairs which are due to governmental regulations, Tenant shall have the rightcasualties and strikes, by written notice to Landlord within ten (10) days unavailability of such period, to terminate this Lease, in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premiseslabor and materials, and other causes beyond the other terms and conditions control of this Lease Landlord, nor shall continue and remain Landlord be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting from such delays in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlordrepairing such damage. If within the aforesaid sixty (60) day period Landlord elects not Estimated Time to repair and rebuild the Premises or if the Building or any part thereof be so damaged that the Premises are untenantable and Repair, as specified in Landlord’s reasonable opinion's notice, which shall be given to Tenant within sixty (60) days of such casualty, the repairs and rebuilding cannot be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds as aforesaid, then within fourteen (14) days of Tenant’s receipt of Landlord’s notice that such rebuilding cannot be completed within exceeds one hundred eighty (180) days, Landlord or Tenant may terminate the Lease by seven (7) days’ giving written notice ("Tenant's Notice") to Landlord within five (5) business days of its receipt of Landlord's Notice specifying the Estimated Time to Repair, the effective date of such termination to be thirty (30) days from the date of Tenant's Notice. Notwithstanding the foregoing, if either (a) the Leased Premises shall be damaged materially by any such fire or other terminate casualty during the last year of the Lease Term, or (b) all or any substantial part of the Leased Premises or the Building is so damaged by such fire or other casualty that repair or reconstruction (may reasonably be expected to take longer than one hundred eight (180) days from the date of such casualty to complete (in the reasonable judgment of Landlord) whether or not the Leased Premises shall have been damaged by such fire or other casualty, then in either such case this Lease and the term hereof may be terminated at the election of the Landlord by notice in writing of its election so to terminate given within sixty (60) days of the occurrence of such casualty, to be effective not less than thirty (30) days after the day on which such termination notice is received. In the event of any such termination, this Lease and the Lease Term hereof shall expire as of such effective termination date and the Base Rent and additional rent shall be abated for the unexpired Lease Term, effective apportioned as of the date Tenant vacates the Premises, such date; and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. Failure by Tenant to comply with any provision of this Section 14.1 shall subject Tenant to such costs, expenses, damages, and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of this Lease to the contrary, if the Premises, the Building, Leased Premises or any part thereof are damaged shall have been rendered unfit for use and occupation by reason of such damage the Base Rent for the period from the date of the fire or other casualty caused by to the effective termination date, or materially contributed a just and proportionate part thereof, according to by the negligence or misconduct of Tenant or any of nature and extent to which the Tenant PartiesLeased Premises shall have been so rendered unfit, Tenant shall be fully responsible, to the extent not covered by Landlord’s and/or Tenant’s insurance, for repairing, restoring, or paying for the damage as Landlord shall direct and this Lease shall remain in full force and effect without reduction or abatement of rentabated.

Casualty. In the event during the Lease Term the Premises are damaged by 10.1.1 Tenant shall promptly notify Landlord in writing (a “Damage Notice”) of any fire or other casualtycasualty event, but damage or condition of the Premises to which this Section 10.1 is or may be applicable (a “Casualty”). Following receipt of a Damage Notice (or Landlord’s discovery of any damage caused by a Casualty (“Casualty Damage”)), Landlord shall have the right to elect, in Landlord’s sole and absolute discretion, to either (a) terminate this Lease by delivery of written notice thereof to Tenant within ninety (90) days following Landlord’s discovery of such an extent Casualty or (b) to continue this Lease in effect; provided that repairs and rebuilding can reasonably be completed within Landlord shall have no right to so terminate this Lease unless: (i) such damage renders fifty percent (50%) or more of the Premises unusable, (ii) the Estimated Restoration period (defined below) exceeds one hundred eighty eight (180) days, (iii) the cost of the Restoration (defined below) is not fully covered by insurance proceeds available to Landlord (with the exception of any deductible that is the responsibility of Landlord pursuant to the terms of its insurance policy) or (iv) the Holder of any Security Document requires any insurance proceeds with respect to such Casualty to be applied to the outstanding balance of the obligation secured by such Security Document. If Tenant notifies Landlord that it is prevented from using the Premises for the Permitted Use as a result of any Casualty Damage, then Landlord shall within twenty (20) days from thereafter provide written notice (the “Restoration Notice”) to Tenant setting forth the period of time (the “Estimated Restoration Period”) that Landlord reasonably believes shall be required to complete the Restoration (defined below) with respect to the Premises to the extent necessary to allow Tenant’s use of the Premises for the Permitted Use (the “Premises Restoration”). If the Estimated Restoration Period is more than ninety (90) days following the date of Tenant’s notice, Tenant shall have the right to terminate this Lease, but only on the condition that Tenant delivers written notice of termination to Landlord receives on or before the applicable insurance proceeds for such repairs and rebuilding, Landlord may, at day that is ten (10) business days after Landlord’s option within delivery of the Restoration Notice. In addition, if Landlord shall fail to complete the Premises Restoration, on or before the date that is sixty (60) days after the last day of such event, elect to repair and rebuild the Premises. If Landlord elects to repair and rebuild the Premises, Landlord will notify Tenant of same and this Lease shall remain in full force and effect, but Landlord may require Tenant temporarily to vacate the Premises while they are being repaired and, subject to the provisions of this Section 14.1, rent shall xxxxx during this period to the extent that the Premises are untenantable; provided, however, that Landlord shall not be liable to Tenant for any damage or expense which temporarily vacating the Premises may cause Tenant. If the repairs of or restoration to the Premises is not substantially complete (exclusive of any of Tenant’s property or Tenant’s improvements), or the Premises is not otherwise made suitable for occupancy by Tenant, within the aforesaid one hundred eighty (180) day periodEstimated Restoration Period, Tenant shall have the right, by written notice to Landlord within ten (10) days of such period, right to terminate this Lease, in which event rent shall be abated for but only on the unexpired Lease Term, effective as condition that Tenant delivers written notice of termination to Landlord on or before the day that is ten (10) business days after the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. If within the aforesaid sixty (60) day period Landlord elects not to repair and rebuild the Premises or if the Building or any part thereof be so damaged that the Premises are untenantable and in Landlord’s reasonable opinion, which shall be given to Tenant within is sixty (60) days of such casualty, after the repairs and rebuilding cannot be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds as aforesaid, then within fourteen (14) days of Tenant’s receipt of Landlord’s notice that such rebuilding cannot be completed within one hundred eighty (180) days, Landlord or Tenant may by seven (7) days’ written notice to the other terminate this Lease in which event rent shall be abated for the unexpired Lease Term, effective as last day of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. Failure by Tenant to comply with any provision of this Section 14.1 shall subject Tenant to such costs, expenses, damages, and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of this Lease to the contrary, if the Premises, the Building, or any part thereof are damaged by fire or other casualty caused by or materially contributed to by the negligence or misconduct of Tenant or any of the Tenant Parties, Tenant shall be fully responsible, to the extent not covered by Landlord’s and/or Tenant’s insurance, for repairing, restoring, or paying for the damage as Landlord shall direct and this Lease shall remain in full force and effect without reduction or abatement of rentEstimated Restoration Period.

Casualty. In the event during the Lease Term If the Premises are or the Project is damaged or destroyed, in whole or in part, by fire or other casualtycasualty at any time during the Term and if, but after such damage or destruction, Tenant is not able to such an use the portion of the Premises not damaged or destroyed to substantially the same extent that repairs and rebuilding can reasonably be completed within one hundred eighty (180) days from for the date Landlord receives Authorized Use for which the applicable insurance proceeds for such repairs Premises were leased to Tenant hereunder, and rebuilding, Landlord may, at Landlord’s option within sixty (60) days after Landlord’s receipt of written notice from Tenant describing such event, elect damage or destruction Landlord provides notice to repair and rebuild the Premises. If Landlord elects to repair and rebuild Tenant that the Premises, Landlord will notify Tenant of same and this Lease shall remain in full force and effect, but Landlord may require Tenant temporarily to vacate the Premises while they are being repaired and, subject to the provisions of this Section 14.1, rent shall xxxxx during this period as improved to the extent that of the Premises are untenantable; providedBuilding Standard improvements existing immediately prior to such destruction or casualty, however, that Landlord shall cannot be liable to Tenant for any damage repaired or expense which temporarily vacating the Premises may cause Tenant. If the repairs of or restoration rebuilt to the Premises is not substantially complete condition which existed immediately prior to such destruction or casualty within two hundred seventy (exclusive 270) days following the date of any of Tenant’s property such destruction or Tenant’s improvements)casualty, then either Landlord or the Premises is not otherwise made suitable for occupancy by Tenant, within the aforesaid one hundred eighty (180) day period, Tenant shall have the right, may by written notice to Landlord the other within ten thirty (1030) days of following such period, to notice by Landlord terminate this Lease. Unless such damage or destruction is the result of the negligence or willful misconduct of Tenant or its employees, in which event rent agents, contractors or invitees, the Rent shall be abated for the unexpired Lease Term, effective as period and proportionately to the extent that after such damage or destruction Tenant is not able to use the portion of the date Premises damaged or destroyed for the Authorized Use and to substantially the same extent as Tenant vacates used the Premises prior thereto. If this Lease is not terminated pursuant to the foregoing, then upon receiving the available insurance proceeds, Landlord shall restore or replace the damaged or destroyed portions of the Premises, as improved to the extent of the Building Standard improvements existing immediately prior to such destruction or casualty, or Project; Tenant shall restore or replace the improvements to the Premises required to be insured by Tenant hereunder; and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant in accordance with the terms hereof except for the abatement of Rent referred to above, if applicable, and except that the Term shall have vacated be extended by a length of time equal to the Premises, removed all Tenant’s personal property therefrom period beginning on the date of such damage or destruction and delivered peaceable possession thereof to Landlordending upon completion of such restoration or replacement. If within Landlord shall restore or replace the aforesaid sixty (60) day period Landlord elects not to repair and rebuild damaged or destroyed portions of the Premises or Project that Landlord is required to restore or replace hereunder within a reasonable time, subject to Force Majeure Events and the availability of insurance proceeds. If either party elects to terminate this Lease as provided in this Section, this Lease shall terminate on the date which is thirty (30) days following the date of the notice of termination as if the Building Term hereof had been scheduled to expire on such date, and, except for obligations which are expressly stated herein to survive the expiration or earlier termination of this Lease, neither party shall have any part thereof liability to the other party as a result of such termination. Landlord shall not be so damaged that obligated to repair any damage to Above Standard improvements or fixtures, Tenant’s inventory, trade fixtures or other personal property. If the Premises are untenantable and in Landlord’s reasonable opinion, which shall be given to Tenant within sixty (60) days of such casualty, the repairs and rebuilding cannot be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds as aforesaid, then within fourteen (14) days of Tenant’s receipt of Landlord’s notice that such rebuilding cannot be completed within one hundred eighty (180) days, Landlord damaged or Tenant may by seven (7) days’ written notice to the other terminate this Lease in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. Failure by Tenant to comply with any provision of this Section 14.1 shall subject Tenant to such costs, expenses, damages, and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of this Lease to the contrary, if the Premises, the Building, or any part thereof are damaged destroyed by fire or other casualty caused by the recklessness or materially contributed to by the negligence or willful misconduct of Tenant Tenant, its employees, agents, contractors, or invitees, then any repair or restoration of the Tenant Parties, Tenant Premises by Landlord pursuant to the terms of this Section shall be fully responsible, at Tenant’s sole cost and expense. Notwithstanding anything in this Section to the extent not covered by Landlord’s and/or Tenant’s insurancecontrary, for repairing, restoringLandlord shall have no obligation to repair or restore the Premises or the Project on account of damage resulting from any casualty which occurs during the last twelve (12) months of the Term, or paying for if the damage as Landlord shall direct estimated cost of such repair or restoration would exceed fifty percent (50%) of the reasonable value of the Building prior to the casualty. The abatement of Rent, if applicable hereunder, and termination of this Lease shall remain by Tenant, if applicable hereunder, are the sole remedies available to Tenant in full force and effect without reduction the event the Premises or abatement of rentthe Project is damaged or destroyed, in whole or in part, by fire or other casualty.

Casualty. In the event during the Lease Term the Premises are damaged of damage by fire or other casualty, but casualty to such an extent the AWN Collocation Space that repairs and rebuilding can cannot reasonably be completed expected to be repaired or replaced within one hundred eighty seventy-five (18075) days from the date Landlord receives the applicable insurance proceeds for such repairs and rebuilding, Landlord may, at Landlord’s option within sixty (60) days of such event, elect to repair and rebuild the Premises. If Landlord elects to repair and rebuild the Premises, Landlord will notify Tenant of following same and this Lease shall remain in full force and effect, but Landlord may require Tenant temporarily to vacate the Premises while they are being repaired and, subject to the provisions of this Section 14.1, rent shall xxxxx during this period to the extent that the Premises are untenantable; provided, however, that Landlord shall not be liable to Tenant for any damage or expense which temporarily vacating the Premises may cause Tenant. If the repairs of or restoration to the Premises is not substantially complete (exclusive of any of Tenant’s property or Tenant’s improvements), or the Premises is not otherwise made suitable for occupancy by Tenant, within the aforesaid one hundred eighty (180) day period, Tenant shall have the right, by written notice to Landlord within ten (10) days of such period, to terminate this Lease, in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. If within the aforesaid sixty (60) day period Landlord elects not to repair and rebuild the Premises or if the Building or any part thereof be so damaged that the Premises are untenantable and in Landlord’s reasonable opinion, which shall be given to Tenant within sixty (60) days of such casualty, the repairs and rebuilding cannot be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds as aforesaid, then within fourteen (14) days of Tenant’s receipt of Landlord’s notice that such rebuilding cannot be completed within one hundred eighty (180) days, Landlord or Tenant may by seven (7) days’ written notice to the other terminate this Lease in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. Failure by Tenant to comply with any provision of this Section 14.1 shall subject Tenant to such costs, expenses, damages, and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of this Lease to the contraryor, if the Premises, the Building, or any part thereof are Site is damaged by fire or other casualty so that such damage to the AWN Collocation Space or the Site may reasonably be expected to substantially disrupt AWN Collocator’s operations at the AWN Collocation Space for more than seventy-five (75) days, then AWN Collocator may, at any time following such fire or other casualty (provided Tower Operator has not completed within such seventy-five (75) days the restoration required to permit AWN Collocator to resume its operation at the AWN Collocation Space), terminate the applicable SLA upon fifteen (15) days’ prior written notice to Tower Operator; provided, however, that, notwithstanding the foregoing: (i) such seventy-five (75) day period shall be extended to six (6) months if the fire or other casualty was caused by the negligence, gross negligence or materially contributed intentional misconduct of AWN Collocator or its contractors, subcontractors, invitees or agents or, in accordance with clause (vi) below, such longer period of time as specified therein; (ii) nothing in this Section 17 is intended to limit the rights and remedies otherwise available to Tower Operator with respect to any such damage caused by the negligence, gross negligence or intentional misconduct of Tenant AWN Collocator or its contractors, subcontractors, invitees or agents; (iii) without limiting AWN Collocator’s right of termination under this Section 17 or AWN Collocator’s right to exercise any unexercised renewal terms, if there is less than five (5) years remaining on the then existing term of the Tenant Partiesapplicable SLA, Tenant Tower Operator will not be required to replace such Site unless AWN Collocator agrees to extend the existing term so that there are five (5) years remaining; (iv) Tower Operator will only be required to use commercially reasonable efforts to replace a Tower if changes to local zoning Laws prevent replacement of the type and height of Tower that was subject to the casualty (but if Tower Operator is not able to replace the Tower after using commercially reasonable efforts, then AWN Collocator shall be fully responsibleentitled to terminate this MLA and the SLA with respect to such Site by written notice to Tower Operator); (v) Tower Operator will not be required to repair or replace a Rooftop Site if a building (or the applicable portion thereof affecting AWN Collocator’s Communications Facility) at a Rooftop Site was subject to casualty and such casualty prevents Tower Operator from making such repair or replacement, but AWN Collocator shall be entitled to terminate this MLA and the extent SLA with respect to such Rooftop Site by written notice to Tower Operator if Tower Operator does not covered timely complete such repair or replacement; and (vi) if a building (or the applicable portion thereof affecting AWN Collocator’s Communications Facility) at a Rooftop Site was subject to casualty and such casualty delays Tower Operator from making such repair or replacement, then the seventy-five (75) day period above will be extended by Landlord’s and/or Tenant’s insurance, a corresponding period to account for repairing, restoring, or paying for such delay. Any such notice of termination shall cause such SLA to expire with the damage as Landlord shall direct and this Lease shall remain in full same force and effect as though the date set forth in such notice were the date originally set as the expiration date of the applicable SLA, and the applicable Parties shall make an appropriate adjustment, as of such termination date, with respect to payments due to the other under the SLA. In the event of damage or destruction that does not result in termination of the applicable SLA, AWN Collocator, at its sole expense but without reduction any increase in Rent or abatement payment of rentadditional rent to Tower Operator, shall have the right to place a temporary antenna facility and related facilities (including, but not limited to, a generator) on the Site from the date of such damage and during such repair and reconstruction to enable AWN Collocator 20160526v2 EXECUTION VERSION to continue operations without interruption; provided, however, AWN Collocator’s right to place a temporary antenna facility and related facilities (including, but not limited to, a generator) on the Site during such repair and reconstruction shall only be allowed if such right is permitted under the Site Lease or authorization from the applicable Lessor is obtained. Notwithstanding the foregoing, all Rent shall xxxxx from the date of such damage until the temporary antenna facility, if applicable, is removed, or the resumption of AWN Collocator’s operations at the AWN Collocation Space if AWN Collocator resumes operations at the AWN Collocation Space on an earlier date.

Casualty. In Landlord will provide notice to Tenant of any casualty or other harm affecting the event during Property within forty-eight (48) hours of the Lease Term casualty or other harm. If any part of the Communication Facility or Property is damaged by casualty or other harm as to render the Premises are damaged by fire or other casualty, but to such an extent that repairs and rebuilding can reasonably be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds unsuitable for such repairs and rebuilding, Landlord may, at Landlord’s option within sixty (60) days of such event, elect to repair and rebuild the Premises. If Landlord elects to repair and rebuild the Premises, Landlord will notify Tenant of same and this Lease shall remain in full force and effect, but Landlord may require Tenant temporarily to vacate the Premises while they are being repaired and, subject to the provisions of this Section 14.1, rent shall xxxxx during this period to the extent that the Premises are untenantable; provided, however, that Landlord shall not be liable to Tenant for any damage or expense which temporarily vacating the Premises may cause Tenant. If the repairs of or restoration to the Premises is not substantially complete (exclusive of any of Tenant’s property or purposes, in Tenant’s improvements)sole determination, or the Premises is not otherwise made suitable for occupancy then Tenant may terminate this Agreement by Tenant, within the aforesaid one hundred eighty (180) day period, Tenant shall have the right, by providing written notice to Landlord within ten (10) days of such periodLandlord, to terminate this Lease, in which event rent shall termination will be abated for the unexpired Lease Term, effective as of the date of such written notice. Upon such termination, Tenant vacates will be entitled to collect all insurance proceeds payable to Tenant on account thereof and to be reimbursed for any prepaid Rent on a prorata basis. If this Agreement terminates due to casualty, Landlord grants a license to Tenant which shall survive termination of this Agreement to permit Tenant to place a temporary transmission and reception facilities on the PremisesProperty until the earlier of (i) six (6) months from the date of termination of this Agreement or (ii) such time as Tenant is able to activate a replacement transmission facility at another location; notwithstanding the termination of the Agreement, and such temporary facilities will be governed by all of the other terms and conditions of this Lease shall continue Agreement, including Rent. If this Agreement does not terminate due to casualty, Tenant may elect to restore or build new improvements on the Premises and remain in full force Property including without limitation a new Communication Facility and effect until driveways, utility improvements and other improvements ancillary thereto and Tenant shall have vacated may alter such improvements as well as the location and configuration thereof, and is not required to rebuild the same improvements on the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. If within Tenant undertakes to rebuild or restore the aforesaid sixty (60) day period Premises and/or the Communication Facility, as applicable, Landlord elects not agrees to repair permit Tenant to place temporary transmission and rebuild reception facilities on the Property at no additional Rent until the reconstruction of the Premises and/or the Communication Facility is completed. Landlord agrees that the Rent shall be abated until the Premises are rebuilt or restored, unless Tenant places temporary transmission and reception facilities on the Property. If improvements on the Premises or if Property which were not constructed by Tenant but which are used by Tenant in connection with the Building or any part thereof be so damaged that use of the Premises are untenantable and in Landlord’s reasonable opinion, which shall be given to Tenant within sixty (60such as driveways located either on the Premises or Property) days of such casualty, the repairs and rebuilding cannot be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds as aforesaid, then within fourteen (14) days of Tenant’s receipt of Landlord’s notice that such rebuilding cannot be completed within one hundred eighty (180) days, Landlord or Tenant may by seven (7) days’ written notice to the other terminate this Lease in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. Failure by Tenant to comply with any provision of this Section 14.1 shall subject Tenant to such costs, expenses, damages, and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of this Lease to the contrary, if the Premises, the Building, or any part thereof are damaged by fire or other casualty caused by or materially contributed to by the negligence or misconduct of Tenant or any of the Tenant Partiesand this Agreement is not terminated as a result thereof, Tenant shall be fully responsiblepromptly repair, to the extent not covered by restore and reconstruct such improvements at Landlord’s and/or Tenant’s insurance, for repairing, restoring, or paying for the damage as Landlord shall direct and this Lease shall remain in full force and effect without reduction or abatement of rentsole cost.

Casualty. In the event during the Lease Term If the Premises are damaged by fire or other casualtycasualty or the elements to the extent that, but to such an extent that repairs and rebuilding can reasonably in the judgment of Landlord, the damage cannot be completed repaired within one hundred eighty twenty (180120) days from days, or if the Building is so damaged that Landlord shall decide to demolish, rebuild or reconstruct the Building, this Lease shall, at the option of Landlord, terminate as of the date of such casualty, and Tenant shall immediately surrender the Premises to Landlord receives and pay Rent up to the applicable insurance proceeds for date of such repairs and rebuildingsurrender. If this Lease is not so terminated, Landlord mayshall, at Landlord’s option within sixty (60) days of such eventa reasonable time, elect to rebuild or repair and rebuild the Premises. If Landlord elects to repair and rebuild the Premises, Landlord will notify Tenant of same and this Lease shall remain in full force and effect, but Landlord may require Tenant temporarily to vacate the Premises while to substantially the same condition in which they are being repaired and, subject existed prior to the provisions of this Section 14.1, rent shall xxxxx during this period to the extent that the Premises are untenantablesuch damage; provided, however, that Xxxxxxxx’s obligation hereunder shall be limited to the insurance proceeds available, and paid, to Landlord on account of such damage and to improvements initially constructed at Landlord’s cost. Promptly upon completion of Landlord’s repairs, Tenant shall repair and replace all other alterations and improvements installed in the Premises by or for Tenant and the Personal Property of Tenant. After any casualty to the Premises, Tenant shall continue to owe and pay Rent, but, subject to the next succeeding sentence, Rent shall be equitably abated until the earlier of the date possession of the entire reconstructed Premises is restored to Tenant or the Lease terminates. If the Premises or any other portion of the Building is damaged by fire or other casualty resulting from the negligent or willful acts or omissions of Tenant or any of Tenant’s agents, contractors, employees, or invitees, the Rent shall not be so abated. Landlord shall not be liable to Tenant for inconvenience, annoyance, loss of profits, expenses or other type of injury or damage resulting from the repair of any such damage, or any delay in making such repairs, or for the termination of this Lease as herein provided. Landlord may terminate this Lease upon any damage or expense which temporarily vacating the Premises may cause Tenant. If the repairs of or restoration destruction to the Premises is not substantially complete occurring during the final two (exclusive 2) years of any of Tenant’s property or Tenant’s improvements), or the Premises is not otherwise made suitable for occupancy by Tenant, within the aforesaid one hundred eighty (180) day period, Tenant shall have the right, by written notice to Landlord within ten (10) days of such period, to terminate this Lease, in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. If within the aforesaid sixty (60) day period Landlord elects not to repair and rebuild the Premises or if the Building or any part thereof be so damaged that the Premises are untenantable and in Landlord’s reasonable opinion, which shall be given to Tenant within sixty (60) days of such casualty, the repairs and rebuilding cannot be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds as aforesaid, then within fourteen (14) days of Tenant’s receipt of Landlord’s notice that such rebuilding cannot be completed within one hundred eighty (180) days, Landlord or Tenant may by seven (7) days’ written notice to the other terminate this Lease in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. Failure by Tenant to comply with any provision of this Section 14.1 shall subject Tenant to such costs, expenses, damages, and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of this Lease to the contrary, if the Premises, the Building, or any part thereof are damaged by fire or other casualty caused by or materially contributed to by the negligence or misconduct of Tenant or any of the Tenant Parties, Tenant shall be fully responsible, to the extent not covered by Landlord’s and/or Tenant’s insurance, for repairing, restoring, or paying for the damage as Landlord shall direct and this Lease shall remain in full force and effect without reduction or abatement of rent.

Casualty. In (a) (i) If the event during Building, the Lease Term Premises, or the Premises Appurtenances are damaged by fire or other casualty, Tenant shall provide Landlord with immediate notice and Landlord shall promptly obtain a bid for the repair or restoration (but not with respect to such an extent that repairs Tenant's Property) and rebuilding can reasonably be completed shall deliver to Tenant notice, together with a statement prepared by a reputable contractor or architect setting forth the contractor's or architect's estimate, of the time required to repair the damage (the "Repair period"), said notice being given to Tenant within one hundred eighty (180) 30 days from after the date of the damage (unless Landlord receives the applicable insurance proceeds for completes such repairs within the 30 days) . For purposes of determining the Repair period, it shall be deemed to commence on the date of Landlord's receipt from Tenant of notice of the damage. If the Repair period is determined to be longer than 365 days (such estimate being referred to as the "outside Repair Period") and rebuildingif such damage will prevent Tenant's ability to carry on its business operations during the outside Repair period as reasonably determined by Tenant, Tenant shall give Landlord maynotice thereof ("Interruption Notice") within 30 days after notice of the outside Repair period. If Tenant gives Landlord the Interruption Notice, at Landlord’s option within sixty (60) days of such event, either Landlord or Tenant may elect to repair and rebuild terminate this Lease by giving notice to the Premisesother ("Termination Notice") within 15 days after the Interruption Notice, of a date on which the termination shall be effective, which date shall be not less than 30 days nor more than 90 days after the Termination Notice. If Landlord elects shall, in `good faith, dispute Tenant's determination that the damage will prevent Tenant's ability to repair and rebuild carry on its business operations during the Premisesoutside Repair period, then Landlord will notify Tenant of same and this Lease shall remain in full force and effect, but Landlord may have the right to require Tenant temporarily the matter to vacate the Premises while they are being repaired and, subject be arbitrated pursuant to the arbitration provisions of Section 33 and any termination by Tenant shall not be deemed effective until a final decision Is rendered pursuant thereto. Upon such termination, this Section 14.1Lease, rent including the obligation of Tenant to pay the Rent, shall xxxxx during this period to cease as of the extent that the Premises are untenantable; date of termination as though by lapse of time, provided, however, that Landlord the Rent shall not be liable to Tenant for any damage or expense which temporarily vacating the Premises may cause Tenant. If the repairs of or restoration to the Premises is not substantially complete (exclusive of any of Tenant’s property or Tenant’s improvements), or the Premises is not otherwise made suitable for occupancy by Tenant, within the aforesaid one hundred eighty (180) day period, Tenant shall have the right, by written notice to Landlord within ten (10) days of such period, to terminate this Lease, in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. If within the aforesaid sixty (60) day period Landlord elects not to repair and rebuild the Premises or if the Building or any part thereof be so damaged that the Premises are untenantable and in Landlord’s reasonable opinion, which shall be given to Tenant within sixty (60) days of such casualty, the repairs and rebuilding cannot be completed within one hundred eighty (180) days equitably xxxxx from the date Landlord receives the applicable insurance proceeds as aforesaid, then within fourteen (14) days of Tenant’s receipt of Landlord’s notice that such rebuilding cannot be completed within one hundred eighty (180) days, Landlord or Tenant may by seven (7) days’ written notice to the other terminate this Lease in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. Failure by Tenant to comply with any provision of this Section 14.1 shall subject Tenant to such costs, expenses, damages, and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of this Lease to the contrary, if the Premises, the Building, or any part thereof are damaged by fire or other casualty caused by or materially contributed to by the negligence or misconduct of Tenant or any of the Tenant Parties, Tenant shall be fully responsible, to the extent not covered by Landlord’s and/or Tenant’s insurance, for repairing, restoring, or paying for the damage as Landlord shall direct and this Lease shall remain in full force and effect without reduction or abatement of rentdamage.

Casualty. In the event during the Lease Term If the Premises are or the Project is damaged or destroyed, in whole or in part, by fire or other casualtycasualty at any time during the Term and if, but after such damage or destruction, Tenant is not able to such an use the portion of the Premises not damaged or destroyed to substantially the same extent that repairs and rebuilding can reasonably be completed within one hundred eighty (180) days from for the date Landlord receives Authorized Use for which the applicable insurance proceeds for such repairs Premises were leased to Tenant hereunder, and rebuilding, Landlord may, at Landlord’s option within sixty (60) days after Landlord’s receipt of written notice from Tenant describing such event, elect damage or destruction Landlord provides notice to repair and rebuild the Premises. If Landlord elects to repair and rebuild Tenant that the Premises, Landlord will notify Tenant of same and this Lease shall remain in full force and effect, but Landlord may require Tenant temporarily to vacate the Premises while they are being repaired and, subject to the provisions of this Section 14.1, rent shall xxxxx during this period as improved to the extent that of the Premises are untenantable; providedBuilding Standard improvements existing immediately prior to such destruction or casualty, however, that Landlord shall cannot be liable to Tenant for any damage repaired or expense which temporarily vacating the Premises may cause Tenant. If the repairs of or restoration rebuilt to the Premises is not substantially complete condition which existed immediately prior to such destruction or casualty within two hundred seventy (exclusive 270) days following the date of any of Tenant’s property such destruction or Tenant’s improvements)casualty, then either Landlord or the Premises is not otherwise made suitable for occupancy by Tenant, within the aforesaid one hundred eighty (180) day period, Tenant shall have the right, may by written notice to Landlord the other within ten thirty (1030) days of following such period, to notice by Landlord terminate this Lease. Unless such damage or destruction is the result of the negligence or willful misconduct of Tenant or its employees, in which event rent agents, contractors or invitees, the Rent shall be abated for the unexpired Lease Term, effective as period and proportionately to the extent that after such damage or destruction Tenant is not able to use the portion of the date Premises damaged or destroyed for the Authorized Use and to substantially the same extent as Tenant vacates used the Premises prior thereto. If this Lease is not terminated pursuant to the foregoing, then upon receiving the available insurance proceeds, Landlord shall restore or replace the damaged or destroyed portions of the Premises, as improved to the extent of the Building Standard improvements existing immediately prior to such destruction or casualty, or Project; Tenant shall restore or replace the improvements to the Premises required to be insured by Tenant hereunder; and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant in accordance with the terms hereof except for the abatement of Rent referred to above, if applicable, and except that the Term shall have vacated be extended by a length of time equal to the Premises, removed all Tenant’s personal property therefrom period beginning on the date of such damage or destruction and delivered peaceable possession thereof to Landlordending upon completion of such restoration or replacement. If within Landlord shall restore or replace the aforesaid sixty (60) day period Landlord elects not to repair and rebuild damaged or destroyed portions of the Premises or Project that Landlord is required to restore or replace hereunder within a reasonable time, subject to Force Majeure Events and the availability of insurance proceeds. If either party elects to terminate this Lease as provided in this Section, this Lease shall terminate on the date which is thirty (30) days following the date of the notice of termination as if the Building Term hereof had been scheduled to expire on such San Fxxxxx Plaza/Summer Energy Holdings, Inc. DocuSign Envelope ID: A1357CC3-ED4D-47DF-A5FB-22FC3BC9DEAD date, and, except for obligations which are expressly stated herein to survive the expiration or earlier termination of this Lease, neither party shall have any part thereof liability to the other party as a result of such termination. Landlord shall not be so damaged that obligated to repair any damage to Above Standard improvements or fixtures, Tenant’s inventory, trade fixtures or other personal property. If the Premises are untenantable and in Landlord’s reasonable opinion, which shall be given to Tenant within sixty (60) days of such casualty, the repairs and rebuilding cannot be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds as aforesaid, then within fourteen (14) days of Tenant’s receipt of Landlord’s notice that such rebuilding cannot be completed within one hundred eighty (180) days, Landlord damaged or Tenant may by seven (7) days’ written notice to the other terminate this Lease in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. Failure by Tenant to comply with any provision of this Section 14.1 shall subject Tenant to such costs, expenses, damages, and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of this Lease to the contrary, if the Premises, the Building, or any part thereof are damaged destroyed by fire or other casualty caused by or materially contributed to by the negligence or willful misconduct of Tenant Tenant, its employees, agents, contractors, or invitees, then any repair or restoration of the Tenant Parties, Tenant Premises by Landlord pursuant to the terms of this Section shall be fully responsibleat Tenant’s sole cost and expense, subject to Section 22 above. Notwithstanding anything in this Section to the extent not covered by Landlord’s and/or Tenant’s insurancecontrary, for repairing, restoringLandlord shall have no obligation to repair or restore the Premises or the Project on account of damage resulting from any casualty which occurs during the last twelve (12) months of the Term, or paying for if the damage as Landlord shall direct estimated cost of such repair or restoration would exceed fifty percent (50%) of the reasonable value of the Building prior to the casualty. The abatement of Rent, if applicable hereunder, and termination of this Lease shall remain by Tenant, if applicable hereunder, are the sole remedies available to Tenant in full force and effect without reduction the event the Premises or abatement of rentthe Project is damaged or destroyed, in whole or in part, by fire or other casualty.

Casualty. Landlord and Tenant hereby acknowledge and agree that the following is hereby added at the end of Section 11.2 of the Office Lease: “In the event during Landlord elects to make the Lease Term the Premises are damaged by fire or other casualtyrepairs, but to such an extent that repairs and rebuilding can reasonably be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds for such repairs and rebuildingLandlord, Landlord may, at Landlord’s option within sixty (60) days after the occurrence of such eventany damage that renders the Premises unfit for occupancy, elect shall cause to repair be delivered to Tenant an estimate, prepared by a qualified, independent, experienced and rebuild reputable architect, of the Premisesnumber of days, measured from the date of the casualty, that will be required for Landlord to complete Landlord’s restoration work (the “Repair Estimate”). If Landlord elects does not elect to repair terminate the Lease pursuant to Landlord’s termination right as provided above, and rebuild the Premises, Landlord will notify Tenant of same and this Lease shall remain in full force and effect, but Landlord may require Tenant temporarily to vacate the Premises while they are being repaired and, subject to the provisions of this Section 14.1, rent shall xxxxx during this period to the extent that the Premises are untenantable; provided, however, that Landlord shall not be liable to Tenant for any damage or expense which temporarily vacating the Premises may cause Tenant. If either (A) the repairs cannot, in the reasonable opinion of or restoration to the Premises is not substantially complete Landlord, be completed within three hundred sixty (exclusive of any of Tenant’s property or Tenant’s improvements)360) days after being commenced, or (B) the Premises is repairs are not otherwise made suitable for occupancy by Tenant, within the aforesaid one hundred eighty (180) day period, Tenant shall have the right, by written notice to Landlord within ten (10) days of such period, to terminate this Lease, in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. If within the aforesaid sixty (60) day period Landlord elects not to repair and rebuild the Premises or if the Building or any part thereof be so damaged that the Premises are untenantable and in Landlord’s reasonable opinion, which shall be given to Tenant actually completed within sixty (60) days after the period of such casualtytime set forth in the Repair Estimate (subject to extension for delays caused by Force Majeure and delays caused by Tenant), Tenant shall have the repairs and rebuilding cannot be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds as aforesaid, then within fourteen (14) days of Tenant’s receipt of Landlord’s notice that such rebuilding cannot be completed within one hundred eighty (180) days, Landlord or Tenant may by seven (7) days’ written notice right to the other terminate this Lease in which event rent shall be abated for during the unexpired Lease Termfirst five (5) business days of each calendar month following the end of such period until such time as the repairs are complete, by notice to Landlord (the “Damage Termination Notice”), effective as of a date set forth in the date Damage Termination Notice (the “Damage Termination Date”), which Damage Termination Date shall not be less than ten (10) business days following the end of each such month. Notwithstanding the foregoing, if Tenant vacates delivers a Damage Termination Notice to Landlord, then Landlord shall have the Premisesright to suspend the occurrence of the Damage Termination Date for a period ending thirty (30) days after the Damage Termination Date set forth in the Damage Termination Notice by delivering to Tenant, and within five (5) business days of Landlord’s receipt of the other terms and conditions Damage Termination Notice, a certificate of Landlord’s contractor responsible for the repair of the damage certifying that it is such contractor’s good faith judgment that the repairs shall be substantially completed within thirty (30) days after the Damage Termination Date. If repairs shall be substantially completed prior to the expiration of such thirty (30) day period, then the Damage Termination Notice shall be of no force or effect, but if the repairs shall not be substantially completed within such thirty (30) day period, then this Lease shall continue and remain in full force and effect until Tenant shall have vacated terminate upon the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. Failure by Tenant to comply with any provision expiration of this Section 14.1 shall subject Tenant to such costs, expenses, damages, and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of this Lease to the contrary, if the Premises, the Building, or any part thereof are damaged by fire or other casualty caused by or materially contributed to by the negligence or misconduct of Tenant or any of the Tenant Parties, Tenant shall be fully responsible, to the extent not covered by Landlord’s and/or Tenant’s insurance, for repairing, restoring, or paying for the damage as Landlord shall direct and this Lease shall remain in full force and effect without reduction or abatement of rentthirty-day period.”

Casualty. In If the event during the Lease Term the Leased Premises are is damaged by fire or other -------- casualty, but the Landlord will promptly give written notice to such an extent that repairs and rebuilding Tenant whether the damaged area can reasonably be completed repaired within one hundred eighty (180) 180 days after the date on which all requisite permits and licenses for the repair thereof are obtained from the date Landlord receives the applicable insurance proceeds for such repairs and rebuilding, Landlord may, at Landlord’s option within sixty (60) days of such event, elect to repair and rebuild the Premisesappropriate governmental authorities. If Landlord notifies Tenant that it does not believe that the damaged area can reasonably be repaired within such 180-day period, then both Landlord and Tenant will have the option of terminating this Lease by giving written notice thereof to the other at any time within 30 days after the date of Tenant's receipt of the aforementioned notice from Landlord. If Landlord determines that the damaged area can reasonably be repaired within such 180-day period or if neither party elects to repair and rebuild terminate this Lease despite the Premisesfact that Landlord has determined that the damaged area cannot be reasonably repaired within such 180-day period, then Landlord will notify Tenant of same and this Lease shall remain in full force and effect, but Landlord may require Tenant temporarily proceed to vacate repair the Premises while they are being repaired and, subject to the provisions of this Section 14.1, rent shall xxxxx during this period to the extent that the Premises are untenantabledamaged area at its sole expense; provided, however, that Landlord shall will in no event be required to repair any improvements previously made to the Leased Premises by or at the request of Tenant pursuant to (S)10 hereof. If the Leased Premises are rendered untenantable in whole or in part as a result of a fire or other casualty which was not caused by Tenant, then all rent and other payments accruing after the occurrence of any such fire or other casualty and prior to the completion of the repair of the Leased Premises will be equitably and proportionately abated to reflect the untenantable portion of the Leased Premises. Landlord will not be liable to Tenant for any damage inconvenience or expense which temporarily vacating interruption to Tenant's business occasioned by such fire or other casualty or the Premises may cause Tenantconcomitant repair of the damaged area. If the repairs of or restoration In addition to the Premises is not substantially complete termination rights given to Landlord and Tenant in the immediately preceding paragraph of this (exclusive S)19, Tenant will also have the right to terminate this Lease upon the occurrence of any of Tenant’s property the following events: (a) the occurrence of any fire or Tenant’s improvements), or other casualty during the Premises is not otherwise made suitable for occupancy by Tenant, last two years of the Lease Term it at least 50% of the rentable square feet contained within the aforesaid one hundred eighty Leased Premises are rendered untenantable as a result of the occurrence of such fire or other casualty; (180b) day periodLandlord's failure to begin its repair of any damaged area in the Leased Premises caused by such fire or other casualty within 60 days after the occurrence thereof, Tenant shall have subject to the rightoccurrence of any Delay Event (as that term is defined in (S)9 hereof); or (c) Landlord's failure (subject to the occurrence of any Delay Event) to complete the repair of any damaged area within 180 days after the date on which all requisite permits and licenses for the repair thereof are obtained from the appropriate governmental authorities, by notwithstanding the fact that Landlord had earlier given written notice to Landlord Tenant that the damaged area could reasonably be repaired within ten (10) days the aforementioned 180 day period. Tenant will exercise any termination right granted to it in this paragraph by giving written notice of such periodtermination to Landlord at any time within thirty days after the date of the occurrence of the event giving rise to Tenant's termination right hereunder. If this Lease is terminated in accordance with the provisions of this (S)19, to terminate this Leaseall Base Rent, in which event rent shall Excess Expense payments and other monetary obligations of Tenant hereunder will be abated for the unexpired Lease Term, prorated effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof 's delivery of any such termination notice to Landlord. If within the aforesaid sixty (60) day period Landlord elects not to repair and rebuild the Premises or if the Building or any part thereof be so damaged that the Premises are untenantable and in Landlord’s reasonable opinion, which shall be given to Tenant within sixty (60) days of such casualty, the repairs and rebuilding cannot be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds as aforesaid, then within fourteen (14) days of Tenant’s receipt of Landlord’s notice that such rebuilding cannot be completed within one hundred eighty (180) days, Landlord or Tenant may by seven (7) days’ written notice to the other terminate this Lease in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. Failure by Tenant to comply with any provision of this Section 14.1 shall subject Tenant to such costs, expenses, damages, and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of this Lease to the contrary, if the Premises, the Building, or any part thereof are damaged by fire or other casualty caused by or materially contributed to by the negligence or misconduct of Tenant or any of the Tenant Parties, Tenant shall be fully responsible, to the extent not covered by Landlord’s and/or Tenant’s insurance, for repairing, restoring, or paying for the damage as Landlord shall direct and this Lease shall remain in full force and effect without reduction or abatement of rent.

Casualty. In the event during of total or partial destruction of the Lease Term Building, the Premises are damaged Leased Premises, or the Common Areas by fire or other casualty, but Landlord agrees promptly to restore and repair same; provided, however, Landlord’s obligation hereunder with respect to the Leased Premises shall not include Tenant’s Property. Rent shall proportionately xxxxx during the time that the Leased Premises or part thereof are unusable because of any such an extent damage. Notwithstanding the foregoing, if the Landlord determines that repairs and rebuilding can reasonably Building or the Leased Premises are (a) so destroyed that they cannot be completed repaired or rebuilt within one hundred eighty (180) days from the casualty date Landlord receives (or, within ninety (90) days from the applicable casualty date, if the damage or destruction occurs during the final twelve (12) months of the Lease Term); or (b) destroyed by a casualty that is not covered by the insurance required hereunder or, if covered, such insurance proceeds for such repairs and rebuilding, Landlord may, at Landlord’s option within sixty (60) days of such event, elect are not released by any mortgagee entitled thereto or are insufficient to repair and rebuild the Premises. If Landlord elects to repair Building and rebuild the Leased Premises, Landlord will notify Tenant of same and this Lease shall remain in full force and effect, but Landlord may require Tenant temporarily to vacate the Premises while they are being repaired and, subject to the provisions of this Section 14.1, rent shall xxxxx during this period to the extent that the Premises are untenantable; provided, however, that then Landlord shall not be liable to Tenant for any damage or expense which temporarily vacating the Premises may cause Tenant. If the repairs of or restoration to the Premises is not substantially complete (exclusive of any of Tenant’s property or Tenant’s improvements), or the Premises is not otherwise made suitable for occupancy by Tenant, within the aforesaid one hundred eighty (180) day period, Tenant shall have the right, by give written notice to Landlord within ten (10) days Tenant of such period, to terminate this Lease, in which event rent shall be abated for determination (the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. If within the aforesaid sixty (60“Casualty Notice”) day period Landlord elects not to repair and rebuild the Premises or if the Building or any part thereof be so damaged that the Premises are untenantable and in Landlord’s reasonable opinion, which shall be given to Tenant within sixty (60) days of such casualty, . Either Landlord or Tenant may terminate this Lease by giving written notice (the repairs and rebuilding cannot be completed “Termination Notice”) to the other party within one hundred eighty thirty (18030) days from the date Landlord receives the applicable insurance proceeds as aforesaid, then within fourteen (14) days of after Tenant’s receipt of Landlord’s notice that such rebuilding cannot be completed within one hundred eighty (180) days, Landlord or Tenant may by seven (7) days’ written notice the Casualty Notice. In the event this Lease is terminated pursuant to the other terminate this Lease in which event rent preceding sentence, such termination shall be abated for the unexpired Lease Term, effective as of the forty-fifth (45th) day following a party’s delivery of the Termination Notice. During any time period of construction following a casualty, Landlord shall use reasonable efforts to provide Tenant with temporary space from which to operate at a rental rate to be agreed upon at that time. If the Lease is not terminated pursuant to the provisions above and Landlord fails to substantially complete the restoration and repair of the Leased Premises within three hundred sixty-five (365) days after the date Tenant vacates of the Premisescasualty (as such period may be extended due to force majeure, as defined in Section 16.03 below, and the other terms and conditions of this Lease shall continue and remain in full force and effect until any delay caused by Tenant’s acts or omissions), then Tenant shall have vacated the Premisesright to terminate this Lease upon written notice to Landlord, removed all so long as Tenant’s personal property therefrom and delivered peaceable possession thereof written notice is received by Landlord prior to Landlord. Failure by Tenant to comply with any provision ’s substantial completion of this Section 14.1 shall subject Tenant to such costs, expenses, damages, restoration and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of this Lease to the contrary, if the Premises, the Building, or any part thereof are damaged by fire or other casualty caused by or materially contributed to by the negligence or misconduct of Tenant or any of the Tenant Parties, Tenant shall be fully responsible, to the extent not covered by Landlord’s and/or Tenant’s insurance, for repairing, restoring, or paying for the damage as Landlord shall direct and this Lease shall remain in full force and effect without reduction or abatement of rentrepair.

Casualty. In If the event during the Lease Term the Premises are Building is damaged by fire fire, tornado or other casualty, but the Landlord will promptly assess the damage and notify all affected tenants of the time period necessary to such an extent that complete repairs and rebuilding can reasonably be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds for such repairs and rebuilding, Landlord may, at Landlord’s option within sixty (60) days of such event, elect to repair and rebuild the Premises“Restoration Period”). If Landlord elects to repair and rebuild the Premises, Landlord will notify Tenant of same and this Lease shall remain in full force and effect, but Landlord may require Tenant temporarily to vacate the Premises while they are being repaired and, subject to the provisions of this Section 14.1, rent shall xxxxx during this period to the extent that the Premises are untenantable; provided, however, that Landlord shall not be liable to Tenant for any damage or expense which temporarily vacating the Premises may cause Tenant. If the repairs of or restoration to the Premises is not substantially complete (exclusive of any of Tenant’s property or Tenant’s improvements), or the Premises is not otherwise made suitable for occupancy by Tenant, within the aforesaid one hundred eighty (180) day period, Tenant shall have the right, by written notice to Landlord within ten (10) days of such period, to terminate this Lease, in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premisesdamaged, and the other terms damage will materially and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated adversely affect the Premises, removed all Tenant’s personal property therefrom ability to conduct business from the Premises during the Restoration Period and delivered peaceable possession thereof the Restoration Period is greater than two hundred forty (240) days, Tenant may terminate the Lease by giving notice to the Landlord. If Any termination notice must be received by Landlord within the aforesaid sixty fifteen (60) day period Landlord elects not to repair and rebuild the Premises or if the Building or any part thereof be so damaged that the Premises are untenantable and in Landlord’s reasonable opinion, which shall be given to Tenant within sixty (6015) days of such casualty, after the repairs and rebuilding cannot be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds as aforesaid, then within fourteen (14) days of Tenant’s receipt of Landlord’s notice that such rebuilding cannot specifying the Restoration Period, and will be completed within one hundred eighty effective on the date received by the Landlord. Landlord may also terminate the Lease by giving notice to the Tenant if (180a) the Restoration Period is greater than 240 days, (b) the damage occurs within the last twenty-four (24) months of the Term, (c) the insurance proceeds available to Landlord are insufficient to pay for all necessary repairs, including situations where the mortgage holder on the Building does not make the insurance proceeds available to Landlord, or (d) the Landlord decides not to repair and restore the Building based on its current economic analysis. If the Lease is terminated, Landlord will be entitled to receive all insurance proceeds payable under policies maintained by Landlord or Tenant may by seven with respect to alterations or improvements located in the Premises. If a casualty occurs but the Lease is not terminated, (7a) days’ written notice Landlord will promptly and diligently repair and restore the Premises to substantially the same condition as existed before the event occurred, and (b) during all periods between the date of the casualty event and substantial completion of the repairs when the Tenant is unable to conduct business from the Premises, Base Rent shall be equitably abated. Landlord’s repair obligations under this section will be limited to the other terminate this Lease in which event rent shall be abated extent of insurance proceeds actually received by Landlord for the unexpired Lease Termapplicable casualty event, effective and will not include an obligation to repair or replace any trade fixtures, furniture, equipment or other personal property lost or damaged, any improvements made to the Premises at Tenant’s expense (all of which will be replaced at Tenant’s expense and/or with insurance proceeds arising from coverage maintained by Tenant) or any improvements other than building-standard improvements. Tenant will not have any rights or receive any benefits under this section if an Event of Default exists as of the date Tenant vacates the Premisesdamage occurs, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premisesor at any time thereafter, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. Failure by Tenant to comply with any provision of this Section 14.1 shall subject Tenant to such costs, expenses, damages, and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of this Lease to the contrary, or if the Premises, the Building, or any part thereof are damaged by fire or other casualty caused by or materially contributed to by the negligence or misconduct of Tenant or any an employee, agent or affiliate of the Tenant Parties, Tenant shall be fully responsible, to caused the extent not covered by Landlord’s and/or Tenant’s insurance, for repairing, restoring, or paying for the damage as Landlord shall direct and this Lease shall remain in full force and effect without reduction or abatement of rentdamage.

Casualty. In the event If, during the Lease Term Term, the Building is totally --------------------- or partially damaged or destroyed from any cause rendering the Building totally or partially inaccessible or unusable, and the cost of repairing such damage is fully covered by the net proceeds of insurance made available to Landlord, Landlord shall diligently (taking into account the time necessary to effectuate a satisfactory settlement with any insurance companies involved) restore and repair the Premises are damaged by fire or other casualtyand/or the Building, but as the case may be, to such an extent that repairs proper condition for use and rebuilding can reasonably be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds for such repairs and rebuilding, Landlord may, at Landlord’s option within sixty (60) days of such event, elect to repair and rebuild the Premises. If Landlord elects to repair and rebuild the Premises, Landlord will notify Tenant of same and this Lease shall remain in full force and effect, but Landlord may require Tenant temporarily to vacate the Premises while they are being repaired and, subject to the provisions of this Section 14.1, rent shall xxxxx during this period occupancy to the extent that of such net proceeds; provided, however, if such damage or destruction is not reasonably susceptible of being repaired or restored within ninety days after the Premises are untenantableoccurrence of such damage (or, if the casualty occurs within the last two years of the Lease Term (as it may be extended by Tenant's exercise of any option to extend the Lease Term provided for by Section 2.5) within sixty days after the occurrence of such damage), including the time needed for removal of debris, preparation of plans and issuance of all required Authorizations, but excluding the time needed to reach an insurance settlement, or if the net proceeds of insurance made available to Landlord do not fully cover the cost of repairing such damage and Landlord does not elect to do so, Landlord or Tenant may, within forty-five days after the occurrence of such damage, terminate this Lease by giving notice of termination to the other and specifying in such notice the effective date of such termination. If this Lease is terminated pursuant to this Section, all Basic Rent and additional rent payable hereunder shall be paid to the date of such termination of this Lease; provided, however, that Landlord with respect to space rendered inaccessible or unusable, Basic Rent and additional rent hereunder shall not be liable abated as of the date the damage occurred, an equitable apportionment between the space rendered inaccessible or unusable and the remainder of the space to Tenant for be based upon the criteria provided below. Following any damage or expense which temporarily vacating the Premises may cause Tenant. If the repairs termination of or restoration to the Premises is not substantially complete (exclusive of any of Tenant’s property or Tenant’s improvements), or the Premises is not otherwise made suitable for occupancy by Tenant, within the aforesaid one hundred eighty (180) day periodthis Lease as aforesaid, Tenant shall have the right, by written notice no further rights or remedies as against Landlord pursuant to Landlord within ten (10) days this Lease or otherwise. If this Lease is not terminated as a result of such perioddamage, this Lease shall continue in full force and effect and a just and proportionate part of the Basic Rent and additional rent shall, according to the nature and extent to which the Premises shall have been so rendered inaccessible or unusable, be suspended or abated until the Premises shall have been restored to proper use and occupancy as aforesaid. Whether or not Landlord elects not to terminate this Lease, in which event rent Landlord shall be abated for entitled to receive directly from the unexpired Lease Term, effective as insurer all insurance proceeds resulting from or related to the casualty. In no event shall Landlord be required to spend an amount to restore the portion of the date Tenant vacates Premises affected by a casualty in excess of the Premises, and net amount (after expenses of collection) of the other terms and conditions of this Lease shall continue and remain in full force and effect until insurance proceeds received by Landlord. Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. If notify Landlord immediately of any damage or destruction within the aforesaid sixty (60) day period Landlord elects not to repair and rebuild the Premises or if the Building or any part thereof be so damaged that the Premises are untenantable and in Landlord’s reasonable opinion, of which shall be given to Tenant within sixty (60) days of such casualty, the repairs and rebuilding cannot be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds as aforesaid, then within fourteen (14) days of Tenant’s receipt of Landlord’s notice that such rebuilding cannot be completed within one hundred eighty (180) days, Landlord or Tenant may by seven (7) days’ written notice to the other terminate this Lease in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. Failure by Tenant to comply with any provision of this Section 14.1 shall subject Tenant to such costs, expenses, damages, and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of this Lease to the contrary, if the Premises, the Building, or any part thereof are damaged by fire or other casualty caused by or materially contributed to by the negligence or misconduct of Tenant or any of the Tenant Parties, Tenant shall be fully responsible, to the extent not covered by Landlord’s and/or Tenant’s insurance, for repairing, restoring, or paying for the damage as Landlord shall direct and this Lease shall remain in full force and effect without reduction or abatement of rentbecomes aware.

Casualty. In If Tenant causes material damage to or the event during destruction of facilities or improvements located within the Lease Term Premises, or if facilities or improvements located with the Premises are damaged declared unsafe or unfit for use or occupancy by fire a public entity with jurisdiction directly as a result the acts or other casualtyomissions of Tenant, then Tenant shall commence repair or replacement of the improvements as required or permitted under this section as soon as practical, but no later than 90 days after the event that caused the damage or destruction. Tenant shall diligently perform such repairs to completion. If Tenant does not commence the repairs within 90 days, the District may undertake the repairs. Tenant shall reimburse the District for the actual and documented cost of any such an extent that repairs and rebuilding can reasonably repair costs undertaken by the District (subject to application of insurance proceeds actually received by the District). If Tenant does not reimburse the District for repair costs, the District will deliver a notice of nonpayment requiring Tenant to pay within ten days. Upon the passage of the ten days, the District will be completed within one hundred eighty (180) days authorized to withdraw this cost from the date Landlord receives Security Deposit; provided, however, the applicable insurance proceeds for such repairs and rebuilding, Landlord may, at LandlordDistrict’s option within sixty (60) days withdrawal of such event, elect cost from the Security Deposit will not be deemed to constitute a waiver of any default or breach under this Lease on the part of Tenant for Xxxxxx’s failure to reimburse District for the repair costs as referred to above. Tenant shall perform the repairs required by this Section 19.1 in accordance with the provisions of this Lease and rebuild to the Premisesreasonable satisfaction of the District. If Landlord elects the Site is damaged or destroyed through no negligence, act or omission of Tenant and, as a result of such damage or destruction, the Premises are not suitable for the Business Objective, Tenant shall have the option to repair and rebuild the Premises, Landlord will notify Tenant of same and terminate this Lease by delivering written notice to District within 60 days following the occurrence of such damage or destruction, in which event this Lease will terminate as of the date specified in Tenant’s notice whereupon neither the District nor Tenant shall remain have any further liability hereunder, excluding those provisions which are expressly intended to survive the termination or expiration of this Lease. If Tenant does not terminate this Lease as provided above in strict accordance with the time period set forth in the immediately preceding sentence, this Lease will continue in full force and effect, but Landlord may require Tenant temporarily and District will proceed to vacate promptly repair such damage and destruction and restore the Site to the condition existing prior to such damage and destruction. Rent will xxxxx during restoration and repair of the Premises while they are being repaired and, subject in direct proportion to the provisions percentage of this Section 14.1, rent shall xxxxx during this period to the extent that the Premises are untenantable; providedwhich is unusable by Xxxxxx, however, that Landlord shall not be liable as determined by the District. District has no obligation to Tenant for any damage restore or expense which temporarily vacating repair the Premises may cause Tenant. If the repairs of or restoration to the Premises is not substantially complete (exclusive of any of Tenant’s property or Tenant’s improvements), or the Premises is not following a casualty except only as otherwise made suitable for occupancy by Tenant, within the aforesaid one hundred eighty (180) day period, Tenant shall have the right, by written notice to Landlord within ten (10) days of such period, to terminate set forth in this Lease, in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. If within the aforesaid sixty (60) day period Landlord elects not to repair and rebuild the Premises or if the Building or any part thereof be so damaged that the Premises are untenantable and in Landlord’s reasonable opinion, which shall be given to Tenant within sixty (60) days of such casualty, the repairs and rebuilding cannot be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds as aforesaid, then within fourteen (14) days of Tenant’s receipt of Landlord’s notice that such rebuilding cannot be completed within one hundred eighty (180) days, Landlord or Tenant may by seven (7) days’ written notice to the other terminate this Lease in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. Failure by Tenant to comply with any provision of this Section 14.1 shall subject Tenant to such costs, expenses, damages, and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of this Lease to the contrary, if the Premises, the Building, or any part thereof are damaged by fire or other casualty caused by or materially contributed to by the negligence or misconduct of Tenant or any of the Tenant Parties, Tenant shall be fully responsible, to the extent not covered by Landlord’s and/or Tenant’s insurance, for repairing, restoring, or paying for the damage as Landlord shall direct and this Lease shall remain in full force and effect without reduction or abatement of rent.

Casualty. In the event during the Lease Term the Premises are damaged or destroyed by fire -------- or other casualty, Lessee shall notify Lessor immediately. In the event the Premises are rendered untenantable by fire or other casualty, but Lessor shall have the option of terminating this Lease or rebuilding the Premises and/or Building, and in such event written notice of the election by Lessor shall be given to such an extent that repairs and rebuilding can reasonably be completed within one hundred eighty Lessee not later than thirty (18030) days from after settlement of any of Lessor's insurance claims. In the date Landlord receives the applicable insurance proceeds for such repairs and rebuilding, Landlord may, at Landlord’s option within sixty (60) days of such event, elect to repair and rebuild the Premises. If Landlord event Lessor elects to repair and rebuild the Premises, Landlord will notify Tenant of same and this Lease shall remain in full force and effect, but Landlord may require Tenant temporarily to vacate the Premises while they are being repaired andshall be restored to its former condition within a reasonable time, subject during which time Rent and Lessee's pro rata share of Operating Costs shall be abated in proportion to the provisions part of this Section 14.1, rent shall xxxxx during this period to the extent that the Premises which are untenantable; provided. Notwithstanding the foregoing, however, that Landlord shall not be liable to Tenant for any if such damage or expense which temporarily vacating destruction resulted from or was contributed to by the Premises may cause Tenant. If the repairs act, omission, fault or neglect of or restoration to the Premises is not substantially complete (exclusive of any of Tenant’s property or Tenant’s improvements)Lessee, or Lessee's employees, invitees or agents, then there shall be no abatement of Rent and Lessee's pro rata share of Operating Costs. In the Premises is not otherwise made suitable for occupancy by Tenantcase of such restoration, within the aforesaid one hundred eighty (180) day period, Tenant Lessor and Lessee shall have the rightsame respective obligations to construct or install improvements as are designated in the Workletter. Notwithstanding anything to the contrary contained in this Article, Lessor shall only be obligated to restore or rebuild the Premises to a building standard condition, and nothing herein shall be construed /s/ SHA to obligate Lessor under any circumstances to repair or restore improvements made by written notice to Landlord within ten (10) days of such period, Lessee or specially constructed by Lessor for Lessee. In the event Lessor elects to terminate this Lease, in which event rent the Rent, Additional Rent and Lessee's pro rata share of Operating Costs shall be abated for the unexpired Lease Term, effective paid to and adjusted as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. If within the aforesaid sixty (60) day period Landlord elects not to repair and rebuild the Premises or if the Building or any part thereof be so damaged that the Premises are untenantable and in Landlord’s reasonable opinion, which shall be given to Tenant within sixty (60) days of such casualty, the repairs and rebuilding cannot be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds as aforesaid, then within fourteen (14) days of Tenant’s receipt of Landlord’s notice that such rebuilding cannot be completed within one hundred eighty (180) days, Landlord or Tenant may by seven (7) days’ written notice to the other terminate this Lease in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions Term of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. Failure by Tenant to comply with any provision of this Section 14.1 shall subject Tenant to such costs, expenses, damages, and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of this Lease to the contrary, if the Premises, the Building, or any part thereof are damaged by fire or other casualty caused by or materially contributed to by the negligence or misconduct of Tenant or any of the Tenant Parties, Tenant shall be fully responsible, to the extent not covered by Landlord’s and/or Tenant’s insurance, for repairing, restoring, or paying for the damage as Landlord shall direct then expire and this Lease shall remain in full be of no further force or effect. Thereafter, Lessor shall be entitled to sole possession of the Premises. In the event the Premises are not repaired and effect without reduction tenantable within 150 days after the damage or abatement of rentcasualty, Lessee shall have the option to terminate this Lease by written notice to Lessor at any time thereafter but at least thirty (30) days prior to the Premises being repaired and made tenantable.

Casualty. In If the event during the Lease Term the Premises are Project (excluding Tenant’s trade fixtures, equipment, furniture and personal property) is damaged by fire or other casualty, but to such an extent that repairs and rebuilding can reasonably be completed within one hundred eighty (180i) days from the date Landlord receives the applicable insurance proceeds received by Landlord on account of such damage, together with any deductibles maintained by Landlord, are sufficient to pay for such repairs and rebuildingthe necessary repairs, Landlord may, at (ii) Landlord’s option within sixty (60) days of such event, elect Mortgagee permits Landlord to utilize the insurance proceeds to repair such damage (provided that if the existing Mortgagee does not permit Landlord to utilize the insurance proceeds Landlord is unable, despite diligent efforts, to obtain replacement financing for the reconstruction or repair), and rebuild (iii) the Premises. If Landlord elects to repair and rebuild the PremisesProject can be fully repaired within nine (9) months after such casualty occurred, Landlord will notify Tenant of same and this Lease shall remain in full force effect and effect, but Landlord may require Tenant temporarily to vacate the Premises while they are being repaired and, subject to the provisions of this Section 14.1, rent shall xxxxx during this period to the extent that the Premises are untenantable; provided, however, that Landlord shall not be liable to Tenant for any repair the damage or expense which temporarily vacating the Premises may cause Tenantas soon as reasonably possible. If any of the repairs of or restoration foregoing conditions requiring Landlord to repair the Premises Project is not substantially complete met, either Landlord or Tenant may elect either to (exclusive of any of Tenant’s property or Tenant’s improvements), or the Premises is not otherwise made suitable for occupancy by Tenant, within the aforesaid one hundred eighty (180i) day period, Tenant shall have the right, by written notice to Landlord within ten (10) days of such period, to terminate this Lease; or (ii) repair the damage as soon a reasonably possible, in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. If within the aforesaid sixty (60) day period Landlord elects not to repair and rebuild the Premises or if the Building or any part thereof be so damaged that the Premises are untenantable and in Landlord’s reasonable opinion, which shall be given to Tenant within sixty (60) days of such casualty, the repairs and rebuilding cannot be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds as aforesaid, then within fourteen (14) days of Tenant’s receipt of Landlord’s notice that such rebuilding cannot be completed within one hundred eighty (180) days, Landlord or Tenant may by seven (7) days’ written notice to the other terminate this Lease in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. Failure by Tenant to comply with any provision of this Section 14.1 shall subject Tenant to such costs, expenses, damages, and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of this Lease to the contrary, if the Premises, the Building, or any part thereof are damaged by fire or other casualty caused by or materially contributed to by the negligence or misconduct of Tenant or any of the Tenant Parties, Tenant shall be fully responsible, to the extent not covered by Landlord’s and/or Tenant’s insurance, for repairing, restoring, or paying for the damage as Landlord shall direct and this Lease shall remain in full force and effect without reduction (but Tenant shall then have the right to terminate this Lease if the Premises cannot be fully repaired within nine (9) months after such casualty occurred). Landlord shall, within thirty (30) days of such casualty provide Tenant with a written notice (the “Landlord’s Notice”) setting forth either (i) Landlord’s election to terminate the Lease as permitted under this Section 19, or abatement (ii) Landlord’s estimate for reconstruction of rentthe Premises or portions of the Building as hereinafter provided in accordance with this Section 19. If Landlord’s Notice indicates that such reconstruction of the Project shall exceed nine (9) months and Landlord does not elect to terminate this Lease as provided in Landlord’s Notice, Tenant shall have the right, to be exercised within thirty (30) days after receipt of Landlord’s Notice, to elect, by notice to Landlord, to cancel this Lease, (hereinafter called “Tenant’s Notice”). In the event this Lease is not terminated by either Landlord or Tenant as hereinabove permitted, Landlord shall commence and proceed with reasonable diligence to restore the portion of the Building so damaged. If Landlord indicates in its notice that the Project can be restored within nine (9) months and the Project is not restored within nine (9) months after the date of such casualty, or if Landlord in Landlord’s Notice indicates that it will take a period longer than nine (9) months to restore said the Project, and Tenant shall not have elected to terminate this Lease and said portions are not restored within such longer period, then this Lease and the Term hereof may at the election of Tenant be terminated by notice in writing from Tenant to Landlord at any time after expiration of the nine (9) month restoration period or such longer period, if applicable, which notice shall be effective thirty (30) days after the giving of such notice if the Premises have not been restored by that date. In the event this Lease shall remain in full force and effect following a casualty, Base Rent and additional rent shall axxxx based upon the portion of the Premises rendered untenantable until such time as the Premises are rendered tenantable. Tenant waives the protection of any law which grants a tenant the right to terminate a lease in the event of the destruction of a leased property, and agrees that the provisions of this paragraph shall govern in the event of any destruction of the Building. Landlord shall not be required to repair any of Tenant’s trade fixtures, equipment, furniture or personal property. Tenant shall promptly notify Landlord of any fire or other casualty to the Premises.

Casualty. In the event case during the Lease Term the Premises are shall be damaged by fire or other casualty, but to such an extent that repairs and rebuilding can reasonably be completed within one hundred eighty casualty (180) days from the date Landlord receives the applicable insurance proceeds for such repairs and rebuilding"Casualty"), Landlord may, at Landlord’s option within sixty (60) days shall cause the Premises to be restored to their condition immediately prior to the occurrence of such eventCasualty, elect to repair reasonable wear and rebuild the Premises. If Landlord elects to repair and rebuild the Premises, Landlord will notify Tenant of same and this Lease shall remain in full force and effect, but Landlord may require Tenant temporarily to vacate the Premises while they are being repaired and, subject to the provisions of this Section 14.1, rent shall xxxxx during this period to the extent that the Premises are untenantabletear excepted; provided, however, that if Landlord reasonably determines that the net proceeds of insurance recovered for such damage are not adequate to restore the Premises to their condition immediately prior to the occurrence of such Casualty, Landlord shall not be liable so notify Tenant in writing within forty-five (45) days following the occurrence of the Casualty (the "Restoration Determination Notice"). Within thirty (30) days following Tenant's receipt of the Restoration Determination Notice such notice from Landlord, Tenant may elect (a) to Tenant for any damage or expense which temporarily vacating require Landlord to restore the Premises may cause to their condition immediately prior to the occurrence of such Casualty, reasonable wear and tear excepted, and (b) to pay the difference between the net proceeds of insurance recovered and the total cost of restoration (the "Tenant's Deficiency Election"). If the repairs of or restoration to the Premises is Tenant does not substantially complete (exclusive of any give Landlord notice of Tenant’s property or Tenant’s improvements), or the Premises is not otherwise made suitable for occupancy by Tenant, 's Deficiency Election within the aforesaid one hundred eighty such thirty (18030) day period, Landlord may elect under this Section 6.1 not to restore, in which case this Lease shall be terminated on the thirtieth (30th) day following the date on which Landlord notifies Tenant in writing of such election. The provisions of Section 6.2 shall be applicable to the restoration of the Premises and adjustments to Annual Fixed Rental Rate and other charges hereunder on account of such Casualty. For purposes of this Lease, the phrase "restored to their condition immediately prior to the occurrence of such Casualty" (or in the case of a "Taking" (as hereinafter defined, such a "Taking")) shall mean, in the case of the Initial Building, Landlord's Initial Building Work and in the case of the Expansion Building, Landlord's Expansion Building Work without, in either case, the restoration of the portion of Tenant's Improvements (other than to the extent of the Yield-Up Condition), in respect of which Tenant acknowledges that Tenant, and not Landlord, bears the risk of loss in respect of such Casualty (or such Taking). If Tenant makes Tenant's Deficiency Election, Tenant shall promptly deposit with Landlord's mortgagee the amount reasonably estimated by Landlord's mortgagee to fund the estimated cost of the total restoration of the Premises to their condition immediately prior to the occurrence of the Casualty, reasonable wear and tear excepted, after application of the net proceeds of insurance recovered (the "Reconstruction Fund"). Tenant shall have the rightright to approve the construction contact for the restoration of the Premises, by written which approval shall not be unreasonably withheld or delayed. Landlord's mortgagee shall advance proceeds from the Reconstruction Fund, as needed, to prosecute the restoration as herein provided, and any funds remaining in the Reconstruction Fund after final completion and payment in full of all of the costs of restoration shall be repaid to Tenant. If there is a shortfall in the funding for such restoration, Tenant shall promptly deposit the required additional funds in the Reconstruction Fund after Tenant's receipt of notice from Landlord or Landlord's mortgagee stating the amount of the required additional funds and a description of the restoration work related thereto, and failure to Landlord within do so continuing for ten (10) days of after written notice from Landlord to Tenant designating such period, failure shall constitute a failure to terminate pay Annual Fixed Rent under this Lease, in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. If within the aforesaid sixty (60) day period Landlord elects not to repair and rebuild the Premises or if the Building or any part thereof be so damaged that the Premises are untenantable and in Landlord’s reasonable opinion, which shall be given to Tenant within sixty (60) days of such casualty, the repairs and rebuilding cannot be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds as aforesaid, then within fourteen (14) days of Tenant’s receipt of Landlord’s notice that such rebuilding cannot be completed within one hundred eighty (180) days, Landlord or Tenant may by seven (7) days’ written notice to the other terminate this Lease in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. Failure by Tenant to comply with any provision of this Section 14.1 shall subject Tenant to such costs, expenses, damages, and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of this Lease to the contrary, if the Premises, the Building, or any part thereof are damaged by fire or other casualty caused by or materially contributed to by the negligence or misconduct of Tenant or any of the Tenant Parties, Tenant shall be fully responsible, to the extent not covered by Landlord’s and/or Tenant’s insurance, for repairing, restoring, or paying for the damage as Landlord shall direct and this Lease shall remain in full force and effect without reduction or abatement of rent.

Casualty. In the event during that the Premises shall be totally destroyed or shall be damaged by fire or other casualty to the extent that the same shall not be reasonably tenantable by Tenant, either party, may elect to cancel this Lease Term as of the time of the damage to, or destruction of, the Premises, whereupon Tenant shall be relieved from the payment of any rental accruing thereafter. In the event that the Premises shall be partially destroyed or damaged by fire or other casualty to the extent that the same shall be reasonably tenantable by Tenant as mutually agreed to by the Parties, or if the Premises are damaged totally destroyed and Landlord does not elect to cancel this Lease pursuant to the preceding sentence, then Landlord shall restore the Premises by repairs or reconstruction, in which event the amount of rental payable hereunder shall be abated for the period of Landlord’s repairs in proportion to the amount of the Premises which shall be untenantable by Tenant, unless such fire or other casualty was caused in whole or in part by Tenant, its agents, employees, contractors, consultants, licensees or invitees, in which event Tenant shall be obligated to continue paying rental accruing thereafter. As used herein, the term “casualty” means fire, hurricane, flood, tornado, rain, wind, sinkhole or other act of God, regardless of whether the same reasonably could be foreseen; riot, civil commotion or other acts of a public enemy, war, terrorism and theft, vandalism or other criminal or tortious acts of third parties. Repairs or reconstruction by Landlord shall be completed in a commercially reasonably period. In the event that the Premises shall be rendered wholly untenantable by fire or other casualty, but the Landlord shall be entitled to the proceeds of all applicable insurance maintained by Landlord, and may, at its option, (a) terminate this Lease by giving Tenant written notice thereof within thirty (30) days from the date of said damage or destruction, or (b) repair or replace the Premises to substantially the same condition as prior to the damage or destruction. If the Landlord fails to commence to repair the damage or destruction within forty-five (45) days from the date of such an extent that repairs and rebuilding can reasonably be completed damage or destruction, or if the Premises shall not have been substantially replaced or repaired within one hundred eighty (180) days after the date of such damage or destruction. Tenant may at its option, terminate this Lease by giving written notice to Landlord within fifteen (15) days after Landlord’s failure to commence or substantially complete said repairs within the applicable time period. The rent herein required to be paid shall axxxx during the period of such untenantability. If the Premises shall be damaged in part by fire or other casualty, but still remain partially tenantable, Landlord shall repair the Premises to substantially the same condition as prior to the damage. Landlord shall commence repair of the damage or destruction within ninety (90) days from the date Landlord receives of occurrence. During the applicable insurance proceeds for period of such repairs and rebuildingrestorations, Landlord may, at Landlord’s option within sixty (60) days of such event, elect to repair and rebuild the Premises. If Landlord elects to repair and rebuild the Premises, Landlord will notify Tenant of same and this Lease shall remain continue in full force and effect, but Landlord may require and Tenant temporarily shall be required to vacate pay the rent herein reserved, abated by the percentage of area of the Leased Premises while they are being repaired and, subject destroyed as compared to the provisions total area of this Section 14.1the Leased Premises. Landlord Tenant Initials Initials In the event that any damage or destruction occurs during the last twelve (12) months of the Lease Term or the renewal term, rent shall xxxxx during this period if any, to the extent that of fifty percent (50%) or more of the Premises are untenantable; providedinsurable value of the Premises, however, that Landlord shall not be liable to Tenant for any damage or expense which temporarily vacating the Premises may cause Tenant. If the repairs of or restoration to the Premises is not substantially complete (exclusive of any of Tenant’s property or Tenant’s improvements), or the Premises is not otherwise made suitable for occupancy by Tenant, within the aforesaid one hundred eighty (180) day period, Tenant shall have the right, by written notice to Landlord within ten (10) days of such period, elect to terminate this LeaseLease by giving notice of such election to Tenant within thirty (30) days after such damage or destruction. In such event, in which event rent Landlord shall be abated for receive the unexpired Lease Term, effective as proceeds of the date Tenant vacates Landlord’s insurance policies without obligation to rebuild or restore the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to execute any waiver which may be required of it by any insurer or Landlord. If within the aforesaid sixty (60) day period Landlord elects not to repair and rebuild the Premises or if the Building or any part thereof be so damaged that the Premises are untenantable and in Landlord’s reasonable opinion, which shall be given to Tenant within sixty (60) days of such casualty, the repairs and rebuilding cannot be completed within one hundred eighty (180) days from the date Landlord receives the applicable insurance proceeds as aforesaid, then within fourteen (14) days of Tenant’s receipt of Landlord’s notice that such rebuilding cannot be completed within one hundred eighty (180) days, Landlord or Tenant may by seven (7) days’ written notice to the other terminate this Lease in which event rent shall be abated for the unexpired Lease Term, effective as of the date Tenant vacates the Premises, and the other terms and conditions of this Lease shall continue and remain in full force and effect until Tenant shall have vacated the Premises, removed all Tenant’s personal property therefrom and delivered peaceable possession thereof to Landlord. Failure by Tenant to comply with any provision of this Section 14.1 shall subject Tenant to such costs, expenses, damages, and losses as Landlord may incur by reason of Tenant’s breach hereof. Notwithstanding any provision of this Lease to the contrary, if the Premises, the Building, or any part thereof are damaged by fire or other casualty caused by or materially contributed to by the negligence or misconduct of Tenant or any of the Tenant Parties, Tenant shall be fully responsible, to the extent not covered by Landlord’s and/or Tenant’s insurance, for repairing, restoring, or paying for the damage as Landlord shall direct and this Lease shall remain in full force and effect without reduction or abatement of rent.