Common use of Damage and Destruction Clause in Contracts

Damage and Destruction. If all or any part of the Premises shall be damaged or destroyed by fire or other casualty, this Lease shall continue in full force and effect, unless terminated as hereinafter provided, and Landlord shall repair, restore or rebuild the Premises to the condition existing at the time of the occurrence of the loss; provided, however, Landlord shall not be obligated to commence such repair, restoration or rebuilding until insurance proceeds are received by Landlord, and Landlord’s obligation hereunder shall be limited to the proceeds actually received by Landlord under any insurance policy or policies, if any, less those amounts (i) which have been required to be applied towards the reduction of any indebtedness secured by a mortgage covering the Premises or any portion thereof, and (ii) which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover any such insurance proceeds. Tenant agrees to notify Landlord in writing not less than thirty (30) days prior, to the date Tenant opens for business in the Premises of the actual cost of all permanent leasehold improvements and betterments installed or to be installed by Tenant in the Premises (whether same have been paid for entirely or partially by Tenant), but exclusive of Tenant’s personal property, movable trade fixtures and inventory. Similar notifications shall be given to Landlord not less than thirty (30) days prior to the commencement of any proposed alterations, additions or improvements to the Premises. If Tenant fails to comply, with the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such loss, and in addition to any other rights or remedies reserved by Landlord under this Lease, Landlord’s obligations under this Article to repair, replace and/or rebuild the Premises shall be deemed inapplicable, and in lieu thereof, Landlord may, at its election, either restore or require Tenant to restore the Premises to the condition which existed prior to such loss, and in either case Tenant shall pay the cost of such restoration. Tenant covenants and agrees to repair or replace Tenant’s fixtures, furniture, furnishings, floor coverings, equipment and stock in trade and reopen for business in the Premises within thirty (30) days after notice from Landlord that the Premises are ready for re-occupancy. No damage or destruction to the Premises shall allow Tenant to surrender possession of the Premises nor affect Tenant’s liability for the payment of rents or charges or any other covenant herein contained, except as may be specifically provided in this Lease. Notwithstanding anything to the contrary contained in this Section or elsewhere in this Lease, Landlord, at its option, may terminate this Lease by giving Tenant notice thereof within one hundred and eighty (180) days from the date of the casualty if:

Damage and Destruction. If all the Leased Premises or any part thereof or any appurtenance thereto is so damaged by fire, casualty or structural defects that the same cannot be used for Lessee’s purposes, then Lessee shall have the right within days following damage to elect by notice to Lessor to terminate this Agreement as of the date of such damage. In making the repairs called for in this paragraph, Lessor shall not be liable for any delays resulting from strikes, governmental restrictions, inability to obtain necessary materials or labor or other matters which are beyond the reasonable control of Lessor. Lessee shall be relieved from paying rent and other charges during any portion of the Lease Term that the Leased Premises are inoperable or unfit for occupancy, or use, in whole or in part, for Lessee’s purposes. Rentals and other charges paid in advance for any such periods shall be credited on the next ensuing payments, if any, but if no further payments are to be made, any such advance payments shall be refunded to Lessee. The provisions of this paragraph extend not only to the matters aforesaid, but also to any occurrence which is beyond Lessee’s reasonable control and which renders the Leased Premises, or any appurtenance thereto, inoperable or unfit for occupancy or use, in whole or in part, for Lessee’s purposes. It is understood, however, in the event of total or substantial destruction to the Leased Premises that in no event shall Xxxxxx’s obligation to restore, replace or rebuild exceed an amount equal to the sum of the insurance proceeds available for reconstruction with respect to said damage. In the event of minor damage to any part of the Premises shall be damaged or destroyed by fire or other casualty, this Lease shall continue in full force and effect, unless terminated as hereinafter providedLeased Premises, and Landlord if such damage does not render the Leased Premises unusable for Lessee’s purposes, Lessee shall repair, restore or rebuild the Premises to the condition existing promptly repair such damage at the time cost of the occurrence of the loss; providedLessee, however, Landlord shall not be obligated to commence such repair, restoration or rebuilding until insurance proceeds are received by Landlord, particularly items which need immediate attention and Landlord’s obligation hereunder shall be limited to the proceeds actually received by Landlord under any insurance policy or policies, if any, less those amounts (i) which have been required to be applied towards the reduction of any indebtedness secured by a mortgage covering the Premises or any portion thereof, Lessee and/or their employees can do and (ii) which are used to reimburse Landlord for all costs and expensesperform on their own, including but not limited to: the replacement of light bulbs, normal repair and cleaning of windows, cleaning and clearing of toilets, etc. Lessee shall promptly and properly remove all rubbish and hazardous wastes and see that the same are properly disposed of according to attorneys’ feesall local, incurred by Landlord to recover any such insurance proceedsstate or federal laws, rules, regulations or ordinances. Tenant agrees to notify Landlord in writing not less than thirty (30) days prior, to In the date Tenant opens for business in event the Premises structure of the actual cost Leased Premises is damaged as a result of all permanent leasehold improvements any neglect or negligence of Lessee, its employees, agents, invitees, or any independent contractors serving Lessee or in any way as a result of Xxxxxx’s use and betterments installed or to be installed by Tenant in occupancy of the Premises (whether same have been paid for entirely or partially by Tenant)Leased Premises, but exclusive of Tenant’s personal property, movable trade fixtures and inventory. Similar notifications then Lessee shall be given to Landlord not less than thirty (30) days prior to primarily responsible for seeing that the commencement of any proposed alterationsproper claims are placed with Xxxxxx’s insurance company, additions or improvements to the Premises. If Tenant fails to complydamaging party’s insurance company, with the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall furthermore be paid immediately by Tenant upon receipt of responsible for seeing that the Building is safeguarded with respect to said damage and that all proper notices with respect to said damage, are made in a xxxx therefore and evidence of such losstimely manner, including notice to Lessor, and in addition to any other rights the party or remedies reserved parties causing said damage. Any damage that is not covered by Landlord under this Lease, Landlord’s obligations under this Article to repair, replace and/or rebuild an insurance company will be the Premises shall be deemed inapplicable, and in lieu thereof, Landlord may, at its election, either restore or require Tenant to restore the Premises to the condition which existed prior to such loss, and in either case Tenant shall pay the cost liability of such restoration. Tenant covenants and agrees to repair or replace Tenant’s fixtures, furniture, furnishings, floor coverings, equipment and stock in trade and reopen for business in the Premises within thirty (30) days after notice from Landlord that the Premises are ready for re-occupancy. No damage or destruction to the Premises shall allow Tenant to surrender possession of the Premises nor affect Tenant’s liability for the payment of rents or charges or any other covenant herein contained, except as may be specifically provided in this Lease. Notwithstanding anything to the contrary contained in this Section or elsewhere in this Lease, Landlord, at its option, may terminate this Lease by giving Tenant notice thereof within one hundred and eighty (180) days from the date of the casualty if:Lessee.

Damage and Destruction. If all or In the event that any part of Facilities located on the Premises shall be are damaged or destroyed by fire destroyed, and the net proceeds of insurance are sufficient to cover the Company’s estimated cost of rebuilding (or other casualtyif Company failed to maintain insurance it is required to maintain under this Agreement and the proceeds of such insurance, had it been maintained, would have been sufficient to cover the Company’s estimated cost of rebuilding), Company shall repair and rebuild the said Facilities, and this Lease Agreement shall continue in full force and effect, unless terminated as hereinafter provided, and Landlord Company shall repair, restore commence and continue such repair or rebuild rebuilding with reasonable diligence and shall complete such repair and rebuilding within a reasonable time after the Premises to the condition existing at the time of the occurrence of the losssame is commenced; provided, however, Landlord that any delay in the completion of the said repairs resulting from fire or other casualty, strikes, shortages of material or labor, governmental laws, rules and regulations, the elements or matters beyond the reasonable control of Company, shall not be obligated to commence extend such repair, restoration reasonable time within which Company may complete said repairs or rebuilding until insurance by the period of such delay. The net proceeds of any insurance, to the extent that such proceeds are received by LandlordLessor or any Leasehold Mortgagee, and Landlord’s obligation hereunder less any expenses of recovery thereof (including attorneys’ fees), shall be limited made available to the proceeds actually received by Landlord under any insurance policy or policies, if any, less those amounts (i) which have been required Company to be applied towards to the reduction cost and expense of repair or rebuilding the damage or destruction insured against, subject to reasonable conditions and payable on the usual architect's certificates, but Lessor or any Leasehold Mortgagee holding said insurance proceeds may withhold an amount reasonably necessary to insure completion of such repairs or rebuilding (not to exceed ten percent (10%) of such proceeds) until completion and the expiration of the period within which mechanics’ or materialmen's liens may be filed and until receipt of satisfactory evidence that no liens exist. In the event the Company maintains the insurance it is required to maintain under this Agreement and the proceeds of insurance are not sufficient to cover the Company’s estimated cost of rebuilding, or in the event the damage or destruction occurs during the last 10 years of the lease term, Company will have the option to terminate this Agreement, subject to the rights of any indebtedness secured Leasehold Mortgagee, which option will be exercisable by a mortgage covering the Premises or any portion thereof, and written notice to Lessor within forth five (ii) which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover any such insurance proceeds. Tenant agrees to notify Landlord in writing not less than thirty (30) days prior, to the date Tenant opens for business in the Premises of the actual cost of all permanent leasehold improvements and betterments installed or to be installed by Tenant in the Premises (whether same have been paid for entirely or partially by Tenant), but exclusive of Tenant’s personal property, movable trade fixtures and inventory. Similar notifications shall be given to Landlord not less than thirty (30) days prior to the commencement of any proposed alterations, additions or improvements to the Premises. If Tenant fails to comply, with the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such loss, and in addition to any other rights or remedies reserved by Landlord under this Lease, Landlord’s obligations under this Article to repair, replace and/or rebuild the Premises shall be deemed inapplicable, and in lieu thereof, Landlord may, at its election, either restore or require Tenant to restore the Premises to the condition which existed prior to such loss, and in either case Tenant shall pay the cost of such restoration. Tenant covenants and agrees to repair or replace Tenant’s fixtures, furniture, furnishings, floor coverings, equipment and stock in trade and reopen for business in the Premises within thirty (3045) days after notice from Landlord that the Premises are ready for re-occupancyoccurrence of such event. No damage or destruction Company will only have such option to terminate this Agreement as to the Premises specific legal parcel or parcels upon which the Facilities are damaged or destroyed. Any such termination by Company shall allow Tenant require the prior written consent of any Leasehold Mortgagee. In the event the Company elects to surrender possession terminate this Agreement based upon such damage, destruction, or substantial loss, the Company will be liable for and will pay for all cleanup or demolition of the Premises nor affect Tenant’s liability necessary to make the Premises ready for repair, replacement, restoration or rebuilding: (a) if the payment of rents Company or charges its employees or any other covenant herein containedagents caused such damage, except as may be specifically provided in this Lease. Notwithstanding anything destruction or substantial loss to occur, (b) to the contrary contained in extent of any insurance proceeds payable with respect to such damage, destruction or substantial loss, or (c) to the extent of any insurance proceeds which would have been payable with respect to such damage, destruction or substantial loss had Company maintained the insurance it is required to maintain under this Section Agreement. In the event Company does not exercise such option then Company will promptly repair, replace, restore or elsewhere in this Lease, Landlord, at its option, may terminate this Lease by giving Tenant notice thereof within one hundred and eighty (180) days from the date of the casualty if:rebuild said improvements.

Damage and Destruction. If all or any part of the Premises shall be damaged or destroyed by fire or other casualty, this Lease shall continue in full force and effect, unless terminated as hereinafter provided, and Landlord shall repair, restore or rebuild the Premises to the condition existing at the time of the occurrence of the loss; provided, however, Landlord shall not be obligated to commence such repair, restoration or rebuilding until insurance proceeds are received by Landlord, and Landlord’s obligation hereunder shall be limited to the proceeds actually received by Landlord under any insurance policy or policies, if any, less those amounts (i) which have been required to be applied towards the reduction of any indebtedness secured by a mortgage covering the Premises or any portion thereof, and (ii) which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover any such insurance proceeds. Tenant agrees to notify Landlord in writing not less than thirty (30) days prior, to the date Tenant opens for business in the Premises of the actual cost of all permanent leasehold improvements and betterments installed or to be installed by Tenant in the Premises (whether same have been paid for entirely or partially by Tenant), but exclusive of Tenant’s personal property, movable trade fixtures fixtures, equipment, furniture, apparatus and inventory. Similar notifications shall be given to Landlord not less than thirty (30) days prior to the commencement of any proposed alterations, additions or improvements to the Premises. If Tenant fails to comply, with the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such loss, and in addition to any other rights or remedies reserved by Landlord under this Lease, Landlord’s obligations under this Article to repair, replace and/or rebuild the Premises shall be deemed inapplicable, and in lieu thereof, Landlord may, at its election, either restore or require Tenant to restore the Premises to the condition which existed prior to such loss, and in either case Tenant shall pay the cost of such restoration. Tenant covenants and agrees to repair or replace Tenant’s fixtures, furniture, furnishings, floor coverings, equipment and stock in trade and reopen for business in the Premises within thirty (30) days after notice from Landlord that the Premises are ready for re-occupancy. No damage or destruction to the Premises shall allow Tenant to surrender possession of the Premises nor affect Tenant’s liability for the payment of rents or charges or any other covenant herein contained, except as may be specifically provided in this Lease. Notwithstanding anything to the contrary contained in this Section or elsewhere in this Lease, either Tenant or Landlord, at its their respective option, may terminate this Lease by giving Tenant written notice thereof to the other within one hundred and eighty (180) days from the date of the casualty if:

Damage and Destruction. If all or any part of the Premises shall be damaged or destroyed by fire or other casualty, this Lease shall continue in full force and effect, unless terminated as hereinafter provided, and Landlord shall repair, restore or rebuild the Premises to the condition existing at the time of the occurrence of the loss; provided, however, Landlord shall not be obligated to commence such repair, restoration or rebuilding until insurance proceeds are received by Landlord, and Landlord’s obligation hereunder shall be limited to the proceeds actually received by Landlord under any insurance policy or policies, if any, less those amounts (i) which have been required to be applied towards the reduction of any indebtedness secured by a mortgage covering the Premises Center or any portion thereof, and (ii) which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover any such insurance proceeds. Tenant agrees to notify Landlord in writing not less than thirty (30) days prior, to the date Tenant opens for business in the Premises of the actual cost of all permanent leasehold improvements and betterments installed or to be installed by Tenant in the Premises (whether same have been paid for entirely or partially by Tenant), but exclusive of Tenant’s of. Tenant I s personal property, movable trade fixtures and inventory. Similar notifications shall be given to Landlord not less than thirty (30) days prior to the commencement of any proposed alterations, additions or improvements to the Premises. If Tenant fails to comply, with the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such loss, and in addition to any other rights or remedies reserved by Landlord under this Lease, Landlord’s obligations under this Article to repair, replace and/or rebuild the Premises shall be deemed inapplicable, and in lieu thereof, Landlord may, at its election, either restore or require Tenant to restore the Premises to the condition which existed prior to such loss, and in either case Tenant shall pay the cost of such restoration. Tenant covenants and agrees to repair or replace Tenant’s fixtures, furniture, furnishings, floor coverings, equipment and stock in trade and reopen for business in the Premises within thirty (30) days after notice from Landlord that the Premises are ready for re-occupancy. No damage or destruction to the Premises shall allow Tenant to surrender possession of the Premises nor affect Tenant’s liability for the payment of rents or charges or any other covenant herein contained, except as may be specifically provided in this Lease. Notwithstanding anything to the contrary contained in this Section or elsewhere in this Lease, Landlord, at its option, may terminate this Lease by giving Tenant notice thereof within one hundred and eighty (180) days from the date of the casualty if:

Damage and Destruction. If all or any part In the event of the Premises shall be damaged or destroyed by fire or other casualty, this Lease shall continue in full force and effect, unless terminated as hereinafter provided, and Landlord shall repair, restore or rebuild the Premises to the condition existing at the time of the occurrence of the loss; provided, however, Landlord shall not be obligated to commence such repair, restoration or rebuilding until insurance proceeds are received by Landlord, and Landlord’s obligation hereunder shall be limited to the proceeds actually received by Landlord under any insurance policy or policies, if any, less those amounts (i) which have been required to be applied towards the reduction of any indebtedness secured by a mortgage covering the Premises or any portion thereof, and (ii) which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover any such insurance proceeds. Tenant agrees to notify Landlord in writing not less than thirty (30) days prior, to the date Tenant opens for business in the Premises of the actual cost of all permanent leasehold improvements and betterments installed or to be installed by Tenant in the Premises (whether same have been paid for entirely or partially by Tenant), but exclusive of Tenant’s personal property, movable trade fixtures and inventory. Similar notifications shall be given to Landlord not less than thirty (30) days prior to the commencement of any proposed alterations, additions or improvements to the Premises. If Tenant fails to comply, with the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such loss, and in addition to any other rights or remedies reserved by Landlord under this Lease, Landlord’s obligations under this Article to repair, replace and/or rebuild the Premises shall be deemed inapplicable, and in lieu thereof, Landlord may, at its election, either restore or require Tenant to restore the Premises to the condition which existed prior to such loss, and in either case Tenant shall pay the cost of such restoration. Tenant covenants and agrees to repair or replace Tenant’s fixtures, furniture, furnishings, floor coverings, equipment and stock in trade and reopen for business in the Premises within thirty (30) days after notice from Landlord that the Premises are ready for re-occupancy. No damage or destruction of all or substantially all of the Mortgaged Property, Mortgagor will give immediate written notice to the Premises insurance carrier and to Mortgagee. Mortgagor hereby authorizes and empowers Mortgagee as attorney-in-fact for Mortgagor to make proof of loss, to adjust and compromise any claim under insurance policies, to appear in and prosecute any action arising from such insurance policies, to collect and receive insurance proceeds, and to deduct therefrom Mortgagee’s expenses incurred in the collection of such proceeds; provided however, that nothing contained herein shall allow Tenant require Mortgagee to surrender possession incur any expense or take any action hereunder. Mortgagor authorizes Mortgagee to hold the balance of the Premises nor affect Tenant’s liability for the payment of rents or charges or any other covenant herein contained, except as may be specifically provided in this Lease. Notwithstanding anything to the contrary contained in this Section or elsewhere in this Lease, Landlordsuch proceeds and Mortgagee may, at its option, may terminate this Lease apply the proceeds held by giving Tenant notice thereof within one hundred and eighty (180) days from it to the date payment of the casualty if:sums secured by this Mortgage, whether or not then due, in such order and in such amounts as Mortgagee may elect. If the insurance proceeds are applied to the payment of the sums secured by this Mortgage, any such application of proceeds to principal shall not extend or postpone the due dates of the monthly installments provided for in the Note or change the amounts of such installments. If the Mortgaged Property is sold pursuant to this Mortgage or if Mortgagee acquires title to the Mortgaged Property in lieu of foreclosure, Mortgagee shall have all of the right, title and interest of Mortgagor in and to unearned insurance premiums allocable to the Mortgaged Property and in and to the proceeds resulting from any damage to the Mortgaged Property prior to such sale or acquisition.

Damage and Destruction. A. If all or any part of the Premises shall be damaged or destroyed by fire fire, the elements, unavoidable accident or other casualty, this Lease without the fault of Lessee, but are not thereby rendered untenantable in whole or in part, Lessor shall continue in full force at its own expense cause such damage, except to Lessee’s equipment and effecttrade fixtures, unless terminated as hereinafter providedto be repaired, but only to the extent of Lessor’s original obligation to construct pursuant hereto, and Landlord shall repair, restore or rebuild the Premises to the condition existing at the time of the occurrence of the loss; provided, however, Landlord Fixed Annual Rent and additional rent payable by Lessee hereunder shall not be obligated to commence such repair, restoration or rebuilding until insurance proceeds are received by Landlord, and Landlord’s obligation hereunder shall be limited to the proceeds actually received by Landlord under any insurance policy or policies, if any, less those amounts (i) which have been required to be applied towards the reduction of any indebtedness secured by a mortgage covering the Premises or any portion thereof, and (ii) which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover any such insurance proceeds. Tenant agrees to notify Landlord in writing not less than thirty (30) days prior, to the date Tenant opens for business in the Premises of the actual cost of all permanent leasehold improvements and betterments installed or to be installed by Tenant in the Premises (whether same have been paid for entirely or partially by Tenant), but exclusive of Tenant’s personal property, movable trade fixtures and inventory. Similar notifications shall be given to Landlord not less than thirty (30) days prior to the commencement of any proposed alterations, additions or improvements to the Premisesabated. If Tenant fails to comply, with the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such lossoccurrence, and in addition to any other rights or remedies reserved by Landlord under this Lease, Landlord’s obligations under this Article to repair, replace and/or rebuild the Premises shall be deemed inapplicablerendered untenantable only in part, Lessor shall at its own expense cause the damage, except to Lessee’s equipment and trade fixtures, to be repaired, to a value not less than its value just prior to said casualty and the Fixed Annual Rent meanwhile shall be abated proportionately as to the portion of the Premises rendered untenantable, until the Premises has been restored to the extent required to be restored by Lessor as required hereby. If the Premises shall be rendered wholly untenantable by reason of such occurrence, Lessor shall at its own expense cause such damage, except to Lessee’s equipment and trade fixtures, to be repaired, to a value not less than its value just prior to said casualty and the Fixed Annual Rent meanwhile shall be abated in whole, until the Premises has been restored to the extent required to be restored by Lessor as required hereby, except that Lessor shall have the right, to be exercised by notice in writing delivered to Lessee within ninety (90) days after said occurrence, to elect not to reconstruct the destroyed Premises, and in lieu thereof, Landlord may, at its election, either restore or require Tenant to restore the Premises to the condition which existed prior to such loss, and in either case Tenant shall pay the cost of such restoration. Tenant covenants and agrees to repair or replace Tenant’s fixtures, furniture, furnishings, floor coverings, equipment and stock in trade and reopen for business in the Premises within thirty (30) days after notice from Landlord that the Premises are ready for re-occupancy. No damage or destruction to the Premises shall allow Tenant to surrender possession of the Premises nor affect Tenant’s liability for the payment of rents or charges or any other covenant herein contained, except as may be specifically provided in this Lease. Notwithstanding anything to the contrary contained in this Section or elsewhere in this Lease, Landlord, at its option, may terminate event this Lease by giving Tenant notice thereof within one hundred and eighty (180) days from the tenancy hereby created shall cease as of the date of the casualty if:said occurrence. Nothing in this Section shall be construed to permit the abatement in whole or in part of additional rent, including without limitation charges for Building Operating Costs and real estate taxes attributable to any period during which the Premises shall be in untenantable condition, nor shall there be any abatement in additional rent nor the Fixed Annual Rent if such damage is caused by an act or omission of Lessee.

Damage and Destruction. If all the Premises are hereafter partially damaged or any part destroyed or rendered partially untenantable (i.e., less than 30% of the Premises shall be are damaged or destroyed untenantable) for their accustomed use by fire or other casualtycasualty and such fire or other casualty is not caused directly or indirectly by the fault or negligence of Tenant, this Lease shall continue in full force and effectits agents, employees, contractors or invitees, Landlord shall, unless the Lease is terminated as hereinafter providedprovided below, promptly repair the same to substantially the condition which they were in immediately prior to the happening of such casualty (excluding stock in trade, fixtures, furniture, furnishings, carpeting, floor covering, wall covering, drapes and equipment), and Landlord shall repair, restore or rebuild from the date of such casualty until the Premises are so repaired and restored, the monthly rent payments hereunder shall xxxxx in such proportion as the part of said Premises thus destroyed or rendered untenantable bears to the condition existing at the time of the occurrence of the loss; providedtotal Premises. Provided, however, Landlord shall not be obligated to commence expend for such repair, repair or restoration or rebuilding until an amount in excess of the insurance proceeds are received by Landlord, and Landlord as a result of such damage. Landlord’s obligation hereunder shall be limited to rebuild is contingent upon its receipt of insurance proceeds sufficient to make such repairs. In the proceeds actually received by Landlord under event any insurance policy mortgagee or policies, if any, less those amounts (i) which have been required lender requires such sums to be applied towards to any debt, Landlord will not be deemed to have received the reduction proceeds. Notwithstanding the above, if the Premises or any material portion of the Project is wholly or substantially damaged (i.e., more than 30% of the Premises are damaged or untenantable), destroyed or rendered untenantable for their accustomed use by fire or other casualty then Landlord shall have the right to terminate this Lease effective as of the date of such casualty by giving to Tenant, within ninety (90) days after the happening of such casualty, written notice of such termination. If such notice is given, this Lease shall terminate and provided Tenant is not in default hereunder, Landlord shall promptly repay to Tenant any indebtedness secured by a mortgage covering rent theretofore paid in advance which was not earned at the date of such casualty. If said notice is not given and Landlord is required or elects to repair or restore the Premises as herein provided, then Tenant shall promptly repair or replace its stock in trade, fixtures, furnishings, furniture, carpeting, wall covering, floor covering, drapes and equipment to the same condition as they were in immediately prior to the casualty. If the Premises or any portion thereofof the Project are damaged by fire or other casualty caused directly or indirectly by the fault or negligence of Tenant or its agents, employees, contractors, or invitees, the rent under this Lease will not xxxxx and (ii) which are used Tenant shall be liable to reimburse Landlord for all costs the cost and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover any such insurance proceeds. Tenant agrees to notify Landlord in writing not less than thirty (30) days prior, to the date Tenant opens for business in the Premises expense of the actual cost of all permanent leasehold improvements repair and betterments installed or to be installed by Tenant in the Premises (whether same have been paid for entirely or partially by Tenant), but exclusive of Tenant’s personal property, movable trade fixtures and inventory. Similar notifications shall be given to Landlord not less than thirty (30) days prior to the commencement of any proposed alterations, additions or improvements to the Premises. If Tenant fails to comply, with the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such loss, and in addition to any other rights or remedies reserved by Landlord under this Lease, Landlord’s obligations under this Article to repair, replace and/or rebuild the Premises shall be deemed inapplicable, and in lieu thereof, Landlord may, at its election, either restore or require Tenant to restore the Premises to the condition which existed prior to such loss, and in either case Tenant shall pay the cost of such restoration. Tenant covenants and agrees to repair or replace Tenant’s fixtures, furniture, furnishings, floor coverings, equipment and stock in trade and reopen for business in the Premises within thirty (30) days after notice from Landlord that the Premises are ready for re-occupancy. No damage or destruction to the Premises shall allow Tenant to surrender possession restoration of the Premises nor affect Tenant’s liability for or the payment of rents or charges or any other covenant herein contained, except as may be specifically provided in this Lease. Notwithstanding anything Project caused thereby to the contrary contained extent that such cost and expense is equal to or less than the deductible amount covered by the insurance proceeds described in this Section or elsewhere in this Lease, Landlord, at its option, may terminate this Lease by giving Tenant notice thereof within one hundred and eighty (180) days from the date of the casualty if:14.1.

Damage and Destruction. If all or any part of the Premises shall be damaged or destroyed by fire or other casualty, this Lease shall continue in full force and effect, unless terminated as hereinafter provided, and Landlord shall repair, restore or rebuild the Premises to the condition existing at the time of the occurrence of the loss; provided, however, Landlord shall not be obligated to commence such repair, restoration or rebuilding until insurance proceeds are received by Landlord, and Landlord’s obligation hereunder shall be limited to the proceeds actually received by Landlord under any insurance policy or policies, if any, less those amounts (i) which have been required to be applied towards the reduction of any indebtedness secured by a mortgage covering the Premises Center or any portion thereof, and (ii) which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover any such insurance proceeds. Tenant agrees to notify Landlord in writing not less than thirty (30) days prior, to the date Tenant opens for business in the Premises of the actual cost of all permanent leasehold improvements and betterments installed or to be installed by Tenant in the Premises (whether same have been paid for entirely or partially by Tenant), but exclusive of Tenant’s Tenant is personal property, movable trade fixtures and inventory. Similar notifications shall be given to Landlord not less than thirty (30) days prior to the commencement of any proposed alterations, additions or improvements to the Premises. If Tenant fails to comply, with the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such loss, and in addition to any other rights or remedies reserved by Landlord under this Lease, Landlord’s obligations under this Article to repair, replace and/or rebuild the Premises shall be deemed inapplicable, and in lieu thereof, Landlord may, at its election, either restore or require Tenant to restore the Premises to the condition which existed prior to such loss, and in either case Tenant shall pay the cost of such restoration. Tenant covenants and agrees to repair or replace Tenant’s fixtures, furniture, furnishings, floor coverings, equipment and stock in trade and reopen for business in the Premises within thirty (30) days after notice from Landlord that the Premises are ready for re-occupancy. No damage or destruction to the Premises shall allow Tenant to surrender possession of the Premises nor affect Tenant’s liability for the payment of rents or charges or any other covenant herein contained, except as may be specifically provided in this Lease. Notwithstanding anything to the contrary contained in this Section or elsewhere in this Lease, Landlord, at its option, may terminate this Lease by giving Tenant notice thereof within one hundred and eighty (180) days from the date of the casualty if:

Damage and Destruction. If all the Premises, the Building or any part of the Premises shall be Building Systems are damaged or destroyed by fire or other casualty, Landlord shall repair the same without delay (and if Landlord is then carrying insurance on the Leasehold Improvements or if City at its sole option makes funds available to Landlord, Landlord shall also repair the Leasehold Improvements), provided that such repairs can be made under applicable laws within sixty (60) days after Landlord obtains all necessary permits for such repairs but not later than two hundred ten (210) days after the date of such damage (the "Repair Period"). In such event, this Lease shall continue remain in full force and effect, unless terminated as hereinafter providedexcept that City shall be entitled to an abatement of Rent while such repairs are being made. Such abatement in Rent shall be based upon the extent to which such damage and the making of such repairs interfere with City’s business in the Premises. Landlord’s repairs shall not include, and Landlord the Rent shall repairnot be abated as a result of, restore any damage by fire or rebuild other cause to City’s Personal Property or any damage caused by the Premises to negligence or willful misconduct of City or its Agents. Within twenty (20) days after the condition existing at the time date of the occurrence of the loss; provided, howeversuch damage, Landlord shall notify City whether or not, in Landlord’s reasonable judgment made in good faith, such repairs can be made within the Repair Period. If such repairs cannot be obligated made within the Repair Period, then either party hereto may, by written notice to commence the other given within thirty (30) days after the date of such repairdamage, restoration or rebuilding until insurance proceeds are received by Landlordterminate this Lease as of the date specified in such notice, and Landlord’s obligation hereunder which date shall be limited to the proceeds actually received by Landlord under any insurance policy or policies, if any, less those amounts (i) which have been required to be applied towards the reduction of any indebtedness secured by a mortgage covering the Premises or any portion thereof, and (ii) which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover any such insurance proceeds. Tenant agrees to notify Landlord in writing not less than thirty (30) nor more than sixty (60) days priorafter notice is given by Landlord. In case of termination, the Rent shall be reduced by a proportionate amount based upon the extent to which such damage interferes with the conduct of City’s business in the Premises, and City shall pay such reduced Rent up to the date Tenant opens of termination. Landlord shall refund to City any Rent previously paid for business any period of time subsequent to such date of termination. Notwithstanding the foregoing, in the Premises of the actual cost of all permanent leasehold improvements and betterments installed or to be installed by Tenant in event the Premises are damaged or destroyed by reason of flood or earthquake, and such damage or destruction is not fully covered by insurance proceeds payable under the insurance policies Landlord is required to carry hereunder (whether same have been paid excluding any deductible, for entirely or partially by Tenantwhich Landlord shall be responsible), but exclusive of Tenant’s personal property, movable trade fixtures and inventory. Similar notifications shall be given Landlord may terminate this Lease by written notice to Landlord not less than City within thirty (30) days prior to of the commencement date Landlord receives written notice that such damage is not covered by insurance. Such notice from Landlord shall include adequate written evidence of any proposed alterations, additions or improvements to the Premisesdenial of insurance coverage. If Tenant fails Landlord does not elect to complyterminate this Lease as provided above, with the foregoing provisionsthis Lease shall remain in full force and effect, any loss or damage and Landlord shall sustain by reason thereof shall be borne by Tenant repair and shall be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such loss, and in addition to any other rights or remedies reserved by Landlord under this Lease, Landlord’s obligations under this Article to repair, replace and/or rebuild restore the Premises shall as provided above. If at any time during the last six (6) months of the Term of this Lease there is substantial damage that Landlord would be deemed inapplicable, and in lieu thereofrequired to repair hereunder, Landlord or City may, at its electionthe respective option of each, either restore or require Tenant to restore terminate this Lease as of the Premises date such damage occurred by giving written notice to the condition which existed prior other party of its election to such loss, and in either case Tenant shall pay the cost of such restoration. Tenant covenants and agrees to repair or replace Tenant’s fixtures, furniture, furnishings, floor coverings, equipment and stock in trade and reopen for business in the Premises do so within thirty (30) days after notice from the date of such damage; provided, however, Landlord that the Premises are ready for re-occupancy. No damage or destruction to the Premises shall allow Tenant to surrender possession of the Premises nor affect Tenant’s liability for the payment of rents or charges or any other covenant herein contained, except as may be specifically provided in this Lease. Notwithstanding anything to the contrary contained in this Section or elsewhere in this Lease, Landlord, at its option, may terminate this Lease by giving Tenant notice thereof within one hundred and eighty only if it would take more than thirty (18030) days from to repair such damage. The parties intend that the date provisions of this Section govern fully their rights and obligations in the event of damage or destruction, and Landlord and City each hereby waives and releases any right to terminate this Lease in whole or in part under Section 1932, subdivision 2, Section 1933, subdivision 4, and Sections 1941 and 1942 of the casualty if:Civil Code of California or under any similar law, statute or ordinance now or hereafter in effect, to the extent such rights are inconsistent with the provisions hereof.

Damage and Destruction. If all or any part of In the event the Premises shall be destroyed or so damaged or destroyed injured by fire or other casualty, this Lease shall continue in full force and effect, unless terminated as hereinafter provided, and Landlord shall repair, restore or rebuild casualty during the Premises to Term whereby the condition existing at the time of the occurrence of the loss; provided, however, Landlord shall not be obligated to commence such repair, restoration or rebuilding until insurance proceeds are received by Landlord, and Landlord’s obligation hereunder same shall be limited to rendered untenantable, then LANDLORD shall have the proceeds actually received by Landlord under any insurance policy or policiesright, if any, less those amounts (i) which have been required to be applied towards the reduction of any indebtedness secured by a mortgage covering the Premises or any portion thereof, and (ii) which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover any such insurance proceeds. Tenant agrees to notify Landlord in writing not less than thirty (30) days priorthe obligation, to the date Tenant opens for business in the render such Premises of the actual cost of all permanent leasehold improvements and betterments installed or to be installed tenantable by Tenant in the Premises (whether same have been paid for entirely or partially by Tenant), but exclusive of Tenant’s personal property, movable trade fixtures and inventory. Similar notifications shall be given to Landlord not less than thirty (30) days prior to the commencement of any proposed alterations, additions or improvements to the Premises. If Tenant fails to comply, with the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such loss, and in addition to any other rights or remedies reserved by Landlord under this Lease, Landlord’s obligations under this Article to repair, replace and/or rebuild the Premises shall be deemed inapplicable, and in lieu thereof, Landlord may, at its election, either restore or require Tenant to restore the Premises to the condition which existed prior to such loss, and in either case Tenant shall pay the cost of such restoration. Tenant covenants and agrees to repair or replace Tenant’s fixtures, furniture, furnishings, floor coverings, equipment and stock in trade and reopen for business in the Premises within thirty (30) days after notice from Landlord that the Premises are ready for re-occupancy. No damage or destruction to the Premises shall allow Tenant to surrender possession of the Premises nor affect Tenant’s liability for the payment of rents or charges or any other covenant herein contained, except as may be specifically provided in this Lease. Notwithstanding anything to the contrary contained in this Section or elsewhere in this Lease, Landlord, at its option, may terminate this Lease by giving Tenant notice thereof making repairs thereto within one hundred and eighty (180) days from receipt of insurance proceeds in the event of an insured loss or from the date of the casualty if:in the event of an uninsured loss. If said premises are not rendered tenantable by LANDLORD within said one hundred twenty (120) day period, it shall be optional with either party hereto to cancel this Lease, and in the event of such cancellation, the Rent shall be paid only to the date of such fire or casualty. The cancellation herein mentioned shall be evidenced in writing. During any time that the Demised Premises are untenantable due to causes set forth in the Section, a just and fair proportion of Base Rent and Additional Rent shall be abated. Notwithstanding the foregoing, should the cause of such damage, destruction or injury to the Premises originate from the Premises or occur by reason of the misfeasance or negligence of TENANT or any employee, agent, licensee, patron or invitee of TENANT ("TENANT Damage"), TENANT shall not have the right to cancel this Lease, and no abatement of Base Rent shall occur. In the event of said TENANT Damage, LANDLORD shall have the right, but not the obligation, to render the Premises tenantable. If LANDLORD elects to repair said TENANT Damage and render the Premises tenantable, all insurance proceeds available pursuant to this Lease shall be paid to LANDLORD, and the balance of the cost of such repairs shall be paid by TENANT within five (5) days following demand therefor as Additional Rent. If LANDLORD elects not to repair such TENANT Damage, TENANT shall make such repairs and shall be entitled to any insurance proceeds received in respect to the cost thereof.

Damage and Destruction. If all or any part of the Premises shall be is damaged or destroyed by reason of fire or any other casualtycause to such extent that the cost of restoration, this Lease shall continue in full force and effectas reasonably estimated by the Landlord on the basis of a report by an architect or engineer designated by the Landlord, unless terminated as hereinafter provided, and Landlord shall repair, restore will equal or rebuild exceed twenty-five percent (25%) of the replacement value of the Premises (exclusive of foundations) just prior to the condition existing at the time of the occurrence of the loss; provideddamage, howeverthen either party may, no later than the ninetieth (90th) day following such damage or destruction, give the other party a notice of election to terminate this Lease. In the event of such election, Tenant shall immediately initiate ISRA compliance consistent with this Lease, including for any Hazardous Discharge resulting from such casualty, and this Lease shall be deemed to terminate on the sixtieth (60th) day after the giving of said notice, and the Tenant shall surrender possession of the Premises upon such termination, and the Net Rent, and any Additional Rent, shall be apportioned as of the date of said surrender, and any Net Rent or Additional Rent already paid by the Tenant for any period beyond said date shall be returned to the Tenant. Absent such an election to terminate this Lease, the Tenant shall remediate any Hazardous Discharge to the extent such casualty caused such Hazardous Discharge and otherwise Landlord shall not be obligated restore the damage with reasonable promptness, subject to commence Force Majeure (as such repair, restoration or rebuilding until term is defined herein) and subject to the Landlord receiving sufficient insurance proceeds are received to accomplish the restoration. The Landlord need not restore any Personal Property, fixture or improvement owned by Landlord, the Tenant and Landlord’s obligation hereunder shall be limited to the proceeds actually received by Landlord under any insurance policy or policies, if any, less those amounts (i) which have been required to be applied towards the reduction of any indebtedness secured by a mortgage covering need not restore the Premises or Building unless it has adequate insurance proceeds available to do so after any mortgagee deducts therefrom any amount due to it. In case of any damage that renders the Premises unusable in whole or in part, there shall be an appropriate abatement in Net Rent and Additional Rent payable hereunder, for the period for which the Premises or portion thereof are unusable to the extent Landlord receives any rent interruption insurance in lieu thereof. All Additional Rent obligations of the Tenant shall likewise continue except to the extent Landlord receives any rent interruption insurance in lieu thereof. Notwithstanding anything contained herein to the contrary, since this is a short term Lease and (ii) Landlord plans to substantially renovate the Premises at the end of the term, Landlord may elect not to repair or restore the Premises in which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover any such insurance proceeds. event Tenant agrees to notify Landlord in writing not less than may give thirty (30) days prior, written notice of termination (or such termination notice may be effective earlier if the Premises cannot be used by Tenant for its business due to the need for such repair or restoration or Tenant may pay for a temporary repair to such damaged), whereupon this Lease shall terminate as if such date were the Expiration Date hereunder and thereafter neither party shall have any further obligation or liability to the other except to the extent such obligation or liability would survive the Expiration Date originally set forth herein, including, but not limited to, those obligations and liabilities of Tenant opens set forth in Article 12. Provided however, if the Tenant advises the Landlord in writing that such repair or restoration is not essential for business in its continued use and occupancy, then Tenant may continue to occupy the Premises and the Net Rent, Real Estate Taxes and other financial obligations of the actual cost of all permanent leasehold improvements and betterments installed or to be installed by Tenant in the Premises (whether same have been paid for entirely or partially by Tenant), but exclusive of Tenant’s personal property, movable trade fixtures and inventory. Similar notifications shall be given to Landlord not less than thirty (30) days prior to the commencement of any proposed alterations, additions or improvements to the Premises. If Tenant fails to comply, with the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall Landlord will be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such loss, and in addition to any other rights or remedies reserved by Landlord under this Lease, Landlord’s obligations under this Article to repair, replace and/or rebuild equitably adjusted as if the Premises shall be deemed inapplicable, and in lieu thereof, Landlord may, at its election, either restore or require Tenant to restore the Premises to the condition which existed prior to such loss, and in either case Tenant shall pay the cost of such restoration. Tenant covenants and agrees to repair or replace Tenant’s fixtures, furniture, furnishings, floor coverings, equipment and stock in trade and reopen for business in the Premises within thirty (30) days after notice from Landlord that the Premises are ready for re-occupancy. No damage or destruction to the Premises shall allow Tenant to surrender possession portion of the Premises nor affect Tenant’s liability for that Landlord has elected not to restore and as a result thereof is no longer usable by the payment of rents or charges or any other covenant herein contained, except as may be specifically provided in this Lease. Notwithstanding anything to Tenant were the contrary contained in this Section or elsewhere in this Lease, Landlord, at its option, may terminate this Lease by giving Tenant notice thereof within one hundred and eighty (180) days from the date of the casualty if:Surrender Space.

Damage and Destruction. If all or any part portion of the Premises, the building of which the Premises shall be are a part, the Shopping Center or access thereto is wholly or partially damaged or destroyed by fire or other casualtycasualty Landlord shall, this Lease shall continue in full force and effect, unless terminated as hereinafter provided, and Landlord shall repair, restore or rebuild the Premises to the condition existing at the time of the occurrence of the loss; provided, however, Landlord shall not be obligated to commence such repair, restoration or rebuilding until insurance proceeds are received by Landlord, and Landlord’s obligation hereunder shall be limited to the proceeds actually received by Landlord under any insurance policy or policies, if any, less those amounts (i) which have been required to be applied towards the reduction of any indebtedness secured by a mortgage covering the Premises or any portion thereof, and (ii) which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover any such insurance proceeds. Tenant agrees to notify Landlord in writing not less than thirty (30) days prior, to the date Tenant opens for business in the Premises of the actual cost of all permanent leasehold improvements and betterments installed or to be installed by Tenant in the Premises (whether same have been paid for entirely or partially by Tenant), but exclusive of Tenant’s personal property, movable trade fixtures and inventory. Similar notifications shall be given to Landlord not less than thirty (30) days prior to the commencement of any proposed alterations, additions or improvements to the Premises. If Tenant fails to comply, with the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such loss, and in addition to any other rights or remedies reserved by Landlord under this Lease, Landlord’s obligations under this Article to repair, replace and/or rebuild the Premises shall be deemed inapplicable, and in lieu thereof, Landlord may, at its election, either restore or require Tenant to restore the Premises to the condition which existed prior to such loss, and in either case Tenant shall pay the cost of such restoration. Tenant covenants and agrees to repair or replace Tenant’s fixtures, furniture, furnishings, floor coverings, equipment and stock in trade and reopen for business in the Premises within thirty Thirty (30) days after notice from such damage or destruction occurs, notify Tenant of Landlord's election to terminate this Lease or restore, or cause to be restored, the improvements on the Premises and/or such portion of the improvements in the balance of the Shopping Center as in Landlord's sole discretion is necessary to create an economically feasible commercial unit If Landlord that elects to repair or restore the improvements on the Premises, then Landlord shall rebuild, restore or repair such Premises (excluding any and all improvements installed by Tenant) in substantially the same condition as when furnished to Tenant In no event shall Landlord be required to repair or restore all or any part of the improvements in the balance of the Shopping Center. If any part of the Premises are ready for re-occupancy. No damage rendered sufficiently untenantable so as to interfere materially with Tenant's use, occupancy or destruction enjoyment of Premises, minimum rent shall xxxxx during the period of reconstruction in the same proportion to the Premises shall allow Tenant to surrender possession total minimum rent as the portion of the Premises nor affect Tenant’s liability for the payment of rents or charges or any other covenant herein contained, except as may be specifically provided in this Lease. Notwithstanding anything rendered untenantable bears to the contrary contained entire Premises. The minimum rent abatement for a partial month shall be prorated in this Section or elsewhere the proportion that the number of days the Premises are untenantable during such partial month bears to the total number of days in this Leasethat calendar month. If Landlord elects not to restore, Landlord, at its option, may terminate this Lease by shall terminate effective as of the date of .such damage upon Landlord giving Tenant notice thereof within one hundred and eighty (180) days from the date of its election as provided above. Tenant shall not be entitled to any portion of the insurance proceeds in connection with any fire or other casualty if:event, except for those proceeds from Tenant's own insurance policies with respect to Tenant's personal property, fixtures and equipment

Damage and Destruction. If at any time prior to the Closing, Seller determines that the Real Property has been destroyed or damaged by earthquake, flood or other casualty and that such damage will require more than $1,000,000.00 to repair (a "Casualty"), or if a proceeding is instituted for the taking of all or any part material portion of the Premises shall be damaged or destroyed by fire or other casualty, this Lease shall continue in full force and effect, unless terminated as hereinafter provided, and Landlord shall repair, restore or rebuild Real Property under the Premises to the condition existing at the time power of the occurrence of the loss; provided, however, Landlord shall not be obligated to commence such repair, restoration or rebuilding until insurance proceeds are received by Landlord, and Landlord’s obligation hereunder shall be limited to the proceeds actually received by Landlord under any insurance policy or policies, if any, less those amounts eminent domain (i) which have been required to be applied towards the reduction of any indebtedness secured by a mortgage covering the Premises or any portion thereof, and (ii) which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover any such insurance proceeds. Tenant agrees to notify Landlord in writing not less than thirty (30) days prior, to the date Tenant opens for business in the Premises of the actual cost of all permanent leasehold improvements and betterments installed or to be installed by Tenant in the Premises (whether same have been paid for entirely or partially by Tenant"Taking"), but exclusive of Tenant’s personal property, movable trade fixtures then Buyer shall have the right by giving written notice to Seller and inventory. Similar notifications shall be given to Landlord not less than thirty (30) days prior to the commencement of any proposed alterations, additions or improvements to the Premises. If Tenant fails to comply, with the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such loss, and in addition to any other rights or remedies reserved by Landlord under this Lease, Landlord’s obligations under this Article to repair, replace and/or rebuild the Premises shall be deemed inapplicable, and in lieu thereof, Landlord may, at its election, either restore or require Tenant to restore the Premises to the condition which existed prior to such loss, and in either case Tenant shall pay the cost of such restoration. Tenant covenants and agrees to repair or replace Tenant’s fixtures, furniture, furnishings, floor coverings, equipment and stock in trade and reopen for business in the Premises Title Company within thirty (30) days after notice from Landlord that the Premises are ready for re-occupancy. No damage or destruction to the Premises shall allow Tenant to surrender possession of the Premises nor affect Tenant’s liability for the payment of rents or charges or any other covenant herein contained, except as may be specifically provided in this Lease. Notwithstanding anything to the contrary contained in this Section or elsewhere in this Lease, Landlord, at its option, may terminate this Lease by giving Tenant notice thereof within one hundred and eighty (180) days from the date of receipt of written notice of any such Casualty or Taking, either to: (i) consummate the casualty if:purchase of the Property in accordance with this Agreement, in which event Seller shall assign to Buyer at the Closing (A) any insurance proceeds payable to Seller on account of such Casualty, in which event Buyer shall receive as a credit against the Purchase Price the amount of the deductible portion of Seller's insurance policy, and the reasonable costs, if any, incurred by Buyer in obtaining such insurance proceeds, or (B) any award payable to Seller by reason of the Taking, as the case may be; or (ii) terminate this Agreement effective as of the date such notice of termination is given. If Buyer fails to give such notice within such 30-day period, then Buyer shall be deemed to have elected to terminate this Agreement pursuant to this Article 7. The Closing Date shall be deferred, if necessary, to permit Buyer to have the 15-day period following receipt of notice of a Casualty or a Taking to make the election specified hereinabove. If Buyer terminates this Agreement pursuant to this Article 7, then the Deposit shall be returned to Buyer, and neither Seller nor Buyer shall have any further obligations under this Agreement, except Buyer's obligation to perform the Continuing Obligations. However, notwithstanding the foregoing, Buyer's delivery of Buyer's work product to Seller in compliance with Section 4.4 shall be a condition precedent to Buyer's right to obtain disbursement of the Deposit upon termination of this Agreement pursuant to this Article 7. Nothing herein shall be deemed to constitute an obligation on the part of Seller to carry or maintain any insurance of any kind whatsoever pertaining to the Property.

Damage and Destruction. If all Borrowers shall provide a complete written report to Collateral Agent and Lender immediately upon any loss, theft, damage or destruction of any part Collateral and of any accident involving any Real Estate Collateral resulting in a loss of at least $350,000. With respect to any Damaged Collateral, Borrowers shall as soon as practicable after such event either: (a) replace the Premises shall be damaged same at Borrowers’ sole cost and expense with property having substantially similar specifications and of equal or destroyed by fire or other casualty, this Lease shall continue in full force and effect, unless terminated as hereinafter provided, and Landlord shall repair, restore or rebuild the Premises greater value to the condition existing at Damaged Collateral immediately prior to the time of the occurrence loss occurrence, such replacement property to be subject to Collateral Agent’s and Lender’s approval, whereupon such replacement property shall be substituted in this Agreement and the other related documents by appropriate endorsement or amendment; or (b) with respect to Damaged Collateral involving a loss of at least $350,000, pay the applicable Damaged Collateral Amount. With respect to Damaged Collateral involving a loss of at least $350,000, Borrowers shall notify Collateral Agent and Lender of which course of action it will take within 30 calendar days after the loss occurrence. If, within 90 calendar days of the loss; providedloss occurrence, however, Landlord shall not be obligated to commence such repair, restoration or rebuilding until insurance proceeds are received by Landlord, and Landlord’s obligation hereunder shall be limited to the proceeds actually received by Landlord under any insurance policy or policies, if any, less those amounts (ia) which have been required to be applied towards the reduction of any indebtedness secured by a mortgage covering the Premises or any portion thereof, and (ii) which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover any such insurance proceeds. Tenant agrees Borrowers fail to notify Landlord in writing not less than thirty Collateral Agent and Lender; (30b) days priorBorrowers, Collateral Agent and Lender fail to execute an amendment to this Agreement and any related document to delete the date Tenant opens for business in Damaged Collateral and add the Premises of replacement property or (c) Borrowers fail to pay the actual cost of all permanent leasehold improvements and betterments installed or to be installed by Tenant in the Premises (whether same have been paid for entirely or partially by Tenant)applicable Damaged Collateral Amount, but exclusive of Tenant’s personal property, movable trade fixtures and inventory. Similar notifications shall be given to Landlord not less than thirty (30) days prior to the commencement of any proposed alterations, additions or improvements to the Premises. If Tenant fails to comply, with the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such loss, and in addition to any other rights or remedies reserved by Landlord under this Lease, Landlord’s obligations under this Article to repair, replace and/or rebuild the Premises shall be deemed inapplicable, and in lieu thereof, Landlord then Lender may, at its electionsole discretion, either restore or require Tenant declare the applicable Damaged Collateral Amount to restore be immediately due and payable, and Borrowers are required to pay the Premises same. The Net Proceeds of insurance with respect to the condition which existed prior Damaged Collateral shall be made available by Collateral Agent to such lossbe applied to discharge Borrowers’ obligation under this Section. The payment of the Damaged Collateral Amount and the termination of Collateral Agent’s interest in the Damaged Collateral is subject to the terms of Section 2.07 hereof. For purposes of this Section, and the term “Net Proceeds” shall mean the amount remaining from the gross proceeds of any insurance claim after deducting all expenses (including reasonable attorneys’ fees) incurred in either case Tenant shall pay the cost collection of such restoration. Tenant covenants and agrees to repair or replace Tenant’s fixtures, furniture, furnishings, floor coverings, equipment and stock in trade and reopen for business in the Premises within thirty (30) days after notice from Landlord that the Premises are ready for re-occupancy. No damage or destruction to the Premises shall allow Tenant to surrender possession of the Premises nor affect Tenant’s liability for the payment of rents or charges or any other covenant herein contained, except as may be specifically provided in this Lease. Notwithstanding anything to the contrary contained in this Section or elsewhere in this Lease, Landlord, at its option, may terminate this Lease by giving Tenant notice thereof within one hundred and eighty (180) days from the date of the casualty if:claim.

Damage and Destruction. If the Premises are hereafter damaged or destroyed or rendered partially untenantable for their accustomed use by fire or other casualty insured under the coverage which Landlord is obligated to carry pursuant to Section 11.1 hereof, Landlord shall promptly repair the same to substantially the condition which they were in immediately prior to the happening of such casualty (excluding stock in trade, fixtures, furniture, furnishings, carpeting, floor covering, wall covering, drapes, ceiling and equipment). From the date of any casualty (whether or not insured or required to be insured) until the Premises are so repaired and restored, the Minimum Monthly Rent payments and all other rent payments payable hereunder, except Real Estate Taxes, shall abatx xx such proportion as the part of said Premises thus destroyed or rendered untenantable bears to the total Premises; provided, however, that Landlord shall not be obligated to repair and restore if such casualty is not covered by the insurance which Landlord is obligated to carry pursuant to Section 11.1 hereof or is caused directly by the negligence of Tenant, its agents or employees and provided, further, that Landlord shall not be obligated to expend for any repair or restoration an amount in excess of the insurance proceeds recovered by Landlord therefor (other than applicable deductibles), and provided, further, that if the Premises be damaged, destroyed or rendered untenantable for their accustomed uses by fire or other casualty to the extent of more than fifty percent (50%) of the cost to replace the Premises during the last three (3) years of the Lease Term, then Landlord or Tenant shall have the right to terminate this Lease effective as of the date of such casualty by giving to the other party, within thirty (30) days after the happening of such casualty, written notice of such termination. If such notice be given, this Lease shall terminate and Landlord shall promptly repay to Tenant any rent theretofore paid in advance which was not earned at the date of such casualty. Any time that Landlord repairs or restores the Premises after damage or destruction, then Tenant shall promptly repair or replace its stock in trade, fixtures, furnishings, furniture, carpeting, wall covering, floor covering, drapes, ceiling and equipment to the same condition as they were in immediately prior to the casualty, and if Tenant has closed its business, Tenant shall promptly reopen for business upon the completion of such repairs. Notwithstanding anything to the contrary set forth herein, in the event all or any part portion of the Premises Center shall be damaged or destroyed by fire or other casualty, this Lease shall continue in full force and effect, unless terminated as hereinafter provided, and Landlord shall repair, restore or rebuild cause (notwithstanding that the Premises may be unaffected thereby), to the condition existing extent the cost of restoration thereof would exceed fifteen percent (15%) of the amount it would have cost to replace the Center in its entirety at the time of the occurrence of the loss; providedsuch damage or destruction occurred, however, then Landlord shall not be obligated to commence such repair, restoration or rebuilding until insurance proceeds are received may terminate this Lease by Landlord, and Landlord’s obligation hereunder shall be limited to the proceeds actually received by Landlord under any insurance policy or policies, if any, less those amounts (i) which have been required to be applied towards the reduction of any indebtedness secured by a mortgage covering the Premises or any portion thereof, and (ii) which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover any such insurance proceeds. giving Tenant agrees to notify Landlord in writing not less than thirty (30) days prior, to the date Tenant opens for business in the Premises of the actual cost of all permanent leasehold improvements and betterments installed or to be installed by Tenant in the Premises (whether same have been paid for entirely or partially by Tenant), but exclusive of Tenant’s personal property, movable trade fixtures and inventory. Similar notifications shall be given to Landlord not less than thirty (30) days prior notice of Landlord's election to do so, which notice shall be given, if at all, within sixty (60) days following the commencement date of any proposed alterationssuch occurrence. In the event of the termination of this Lease as aforesaid, additions or improvements to this Lease shall cease thirty (30) days after such notice is given, and the Premisesrent and other charges hereunder shall be adjusted as of that date. If Tenant fails to comply, with the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such loss, and in addition to any other rights or remedies reserved by Landlord under this Lease, Landlord’s obligations under this Article to repair, replace and/or rebuild the Premises shall be deemed inapplicable, are damaged and in lieu thereof, Landlord may, at its election, either restore or require Tenant to restore the Premises to the condition which existed prior to such loss, and in either case Tenant shall pay the cost of such restoration. Tenant covenants and agrees reasonably estimated time to repair or replace Tenant’s fixturesthe damage will exceed one hundred eighty (180) days, furniture, furnishings, floor coverings, equipment and stock in trade and reopen for business in then either party shall have the Premises right to terminate this Lease by delivering written notice tot he other party within thirty (30) days after notice from Landlord that the Premises are ready estimated time for re-occupancy. No damage or destruction to the Premises shall allow Tenant to surrender possession of the Premises nor affect Tenant’s liability for the payment of rents or charges or any other covenant herein contained, except as may be specifically provided in this Lease. Notwithstanding anything to the contrary contained in this Section or elsewhere in this Lease, Landlord, at its option, may terminate this Lease by giving Tenant notice thereof within one hundred and eighty (180) days from the date of the casualty if:rebuilding is determined.

Damage and Destruction. 13.1 If all or any part of the Premises shall be or the Building is damaged or destroyed by fire or other casualty, Landlord shall forthwith repair such damage, subject to the provisions of this Section 13.1, if, in Landlord’s judgment, such repairs can be made within one hundred eighty (180) days after the date of such damage; provided, however the repairs to be made hereunder by Landlord shall not include, and Landlord shall not be required to repair or replace (i) any damage by fire or other cause to Tenant’s Property, paneling, decorations, railings or floor coverings, or to any Alterations, additions, fixtures or improvements installed on the Premises by or at the expense of Tenant or (ii) any damage caused by the negligence of Tenant, its contractors, agents, licensees or employees. During the making of such repairs by Landlord this Lease shall continue remain in full force and effect, unless terminated as hereinafter providedexcept that if the damage is not the result of any act, neglect, default or omission of Tenant, its agents, employees or invitees, Tenant shall be entitled to a reduction of Base Rent and Landlord shall repair, restore or rebuild Additional Charges while such repair is being made in the proportion that the rentable area of the Premises rendered untenantable by such damage bears to the condition existing at the time total rentable area of the occurrence Premises. Within forty five (45) days after the date of the loss; provided, howeversuch damage, Landlord shall notify Tenant whether or not such repairs can be obligated to commence made within one hundred eighty (180) days after the date of such repair, restoration or rebuilding until insurance proceeds are received by Landlord, damage (“Damage Notice”) and Landlord’s obligation hereunder shall be limited to the proceeds actually received by Landlord under any insurance policy or policies, if any, less those amounts (i) which have been required to be applied towards the reduction of any indebtedness secured by a mortgage covering the Premises or any portion thereof, and (ii) which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover any such insurance proceeds. Tenant agrees to notify Landlord in writing not less than thirty (30) days prior, to the date Tenant opens for business in the Premises of the actual cost of all permanent leasehold improvements and betterments installed or to be installed by Tenant in the Premises (whether same have been paid for entirely or partially by Tenant), but exclusive of Tenant’s personal property, movable trade fixtures and inventory. Similar notifications shall be given to Landlord not less than thirty (30) days prior to the commencement of any proposed alterations, additions or improvements to the Premises. If Tenant fails to comply, with the foregoing provisions, any loss or damage Landlord shall sustain by reason determination thereof shall be borne by Tenant and shall binding on Tenant. If such repairs cannot be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such loss, and in addition to any other rights or remedies reserved by Landlord under this Lease, Landlord’s obligations under this Article to repair, replace and/or rebuild the Premises shall be deemed inapplicable, and in lieu thereof, Landlord may, at its election, either restore or require Tenant to restore the Premises to the condition which existed prior to such loss, and in either case Tenant shall pay the cost of such restoration. Tenant covenants and agrees to repair or replace Tenant’s fixtures, furniture, furnishings, floor coverings, equipment and stock in trade and reopen for business in the Premises within thirty (30) days after notice from Landlord that the Premises are ready for re-occupancy. No damage or destruction to the Premises shall allow Tenant to surrender possession of the Premises nor affect Tenant’s liability for the payment of rents or charges or any other covenant herein contained, except as may be specifically provided in this Lease. Notwithstanding anything to the contrary contained in this Section or elsewhere in this Lease, Landlord, at its option, may terminate this Lease by giving Tenant notice thereof made within one hundred and eighty (180) days from the date of such damage, Landlord shall have the casualty option within sixty (60) days after the date of such damage either to: (a) notify Tenant of Landlord’s intention to repair such damage and diligently prosecute such repairs, in which event this Lease shall continue in full force and effect and the Base Rent and Additional Charges shall be reduced as provided herein; or (b) notify Tenant of Landlord’s election to terminate this Lease as of the date specified in the notice, which date shall be not less than thirty (30) nor more than sixty (60) days after notice is given. If the Damage Notice states that such repairs cannot be made within one hundred eighty (180) days from the date of such damage and the damage is such that it substantially handicaps, impedes or impairs Tenant’s ability to conduct its business in the Premises, Tenant shall have the option within thirty (30) days after the date of such damage to terminate this Lease. If the repairs are not substantially completed within the later of (x) one hundred eighty (180) days or (y) the estimated restoration period originally given by Landlord, and the condition of the Premises is such that it substantially handicaps, impedes or impairs Tenant’s ability to conduct its business in the Premises, Tenant shall have the option to terminate this Lease and must provide notice of the same to Landlord within fourteen (14) business days of the expiration of such restoration period, or such termination right is waived. In the event that such notice to terminate is given as provided above, this Lease shall terminate on the date specified in such notice. In case of termination, the Base Rent and Additional Charges shall be reduced by a proportionate amount based upon the extent to which such damage interfered with the business carried on by Tenant in the Premises as reasonably determined by Landlord, and Tenant shall pay such reduced Base Rent and Additional Charges up to the date of termination. Landlord agrees to refund to Tenant any Base Rent and Additional Charges previously paid for any period of time subsequent to such date of termination. Landlord shall also have the right to terminate this Lease if:; (1) Landlord is not permitted by Law to rebuild the Building in substantially the same form as existed before the fire or casualty; (2) the Premises have been materially damaged and there is less than two (2) years of the Term remaining on the date of the casualty; (3) any mortgagee requires that the insurance proceeds be applied to the payment of the mortgage debt; or (4) a material uninsured loss to the Building occurs. Landlord may exercise its right to terminate this Lease by notifying Tenant in writing within sixty (60) days after the date of the casualty. Tenant hereby waives the provisions of Section 1932, subdivision 2, and Section 1933, subdivision 4, of the Civil Code of California.

Damage and Destruction. If all Upon the occurrence of any damage to or any part destruction of improvements on the Premises shall be damaged or destroyed by fire or other casualty, this Lease Lessee shall continue in full force and effect, unless terminated as hereinafter providedpromptly notify Lessor thereof, and Landlord Lessee shall repair, proceed to restore or rebuild the Premises as nearly as is possible to the condition existing at the time Premises were in immediately prior to such damage or destruction, subject to such alterations as Lessee may elect to make in conformity with the provisions of the occurrence of the loss; provided, however, Landlord shall not be obligated to commence such repair, this Lease. Such restoration or rebuilding until insurance proceeds are received by Landlord, and Landlord’s obligation hereunder shall be limited to commenced promptly and whether or not the proceeds actually received by Landlord under any insurance policy or policiesproceeds, if any, less those amounts shall be sufficient, shall be substantially completed in no event later than two hundred and ten (i210) which have been required to days after the date of such partial destruction or damage, or, in the event of a total destruction of the Premises, no later than three hundred and sixty five (365) days after the date of such destruction (unavoidable delays beyond Lessee’s reasonable control excepted) and all insurance proceeds received by Lessee (and any insurance proceeds that Lessor may receive) on account of such damage or destruction shall be applied towards to the reduction payment of the costs of the aforesaid restoration. This Lease shall not terminate or be affected in any indebtedness secured manner and Lessee shall not be relieved of its liability to pay the full Rent and additional rent and other charges payable under this Lease or from any other obligations under this Lease by a mortgage covering reason of damage to or total, substantial or partial destruction of the building(s), improvements or equipment on, in or appurtenant to the Premises at the commencement of the Term or thereafter erected thereon or therein, or by reason of the untenantability of the Premises or any portion part thereof, and (ii) which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover any such insurance proceeds. Tenant agrees to notify Landlord in writing not less than thirty (30) days prior, to the date Tenant opens for business in the Premises of the actual cost of all permanent leasehold improvements and betterments installed or to be installed by Tenant in the Premises (whether same have been paid for entirely or partially by Tenant), but exclusive of Tenant’s personal property, movable trade fixtures and inventory. Similar notifications shall be given to Landlord not less than thirty (30) days prior to the commencement of any proposed alterations, additions or improvements to the Premises. If Tenant fails to comply, with the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such loss, and in addition to any other rights or remedies reserved by Landlord under this Lease, Landlord’s obligations under this Article to repair, replace and/or rebuild the Premises shall be deemed inapplicable, and in lieu thereof, Landlord may, at its election, either restore or require Tenant to restore the Premises to the condition which existed prior to such loss, and in either case Tenant shall pay the cost of such restoration. Tenant covenants and agrees to repair or replace Tenant’s fixtures, furniture, furnishings, floor coverings, equipment and stock in trade and reopen for business in the Premises within thirty (30) days after notice from Landlord that the Premises are ready for re-occupancy. No damage or destruction to the Premises shall allow Tenant to surrender possession of the Premises nor affect Tenant’s liability for the payment of rents or charges or any other covenant herein contained, except as may be specifically provided in this Lease. Notwithstanding anything to the contrary contained in this Section 17, Lessee shall not be obligated to rebuild or elsewhere in this Lease, Landlord, at its option, may terminate this Lease by giving Tenant notice thereof within one hundred and eighty (180) days from restore the date Premises if damage or destruction of more than 50% of the casualty if:improvements on the Premises occurs during the last year of the Term, in which event Lessee shall assign its insurance proceeds to Lessor and pay to Lessor the amount of the deductible under its policy. Lessee hereby waives the provisions of Section 227 of the Real Property Law of the State of New York and of any other law of like import now or hereafter in force and agrees that the provisions of this Section 17 shall govern and control in lieu thereof.

Damage and Destruction. 22.1 If all the Premises or any part the Project is damaged by an insured casualty, occurring more than six (6) months prior to the expiration of the Premises shall be damaged or destroyed by fire or other casualty, this Lease shall continue in full force and effect, unless terminated as hereinafter provided, and Landlord shall repair, restore or rebuild the Premises to the condition existing at the time of the occurrence of the loss; provided, howeverterm hereof, Landlord shall not forthwith repair same, or cause same to be obligated repaired, to commence such repair, restoration or rebuilding until the extent that insurance proceeds are received by made available to Landlord therefor and provided that such repairs can, in Landlord's reasonable opinion, be made within ninety (90) from the date of such damage (without payment of overtime or other premiums) under the laws and Landlord’s obligation hereunder shall be limited to regulations of the proceeds actually received by Landlord under any insurance policy or policiesfederal, if any, less those amounts (i) which have been required to be applied towards the reduction of any indebtedness secured by a mortgage covering state and local governmental authorities having jurisdiction thereof. If the Premises or any portion thereof, and (ii) the Project is damaged by an uninsured casualty which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover any such insurance proceeds. Tenant agrees to notify Landlord in writing not less shall cost more than thirty (30) days prior, to the date Tenant opens for business in the Premises of the actual cost of all permanent leasehold improvements and betterments installed or to be installed by Tenant in the Premises (whether same have been paid for entirely or partially by Tenant), but exclusive of Tenant’s personal property, movable trade fixtures and inventory. Similar notifications shall be given to Landlord not less than thirty (30) days prior to the commencement of any proposed alterations, additions or improvements to the Premises. If Tenant fails to comply, with the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such loss, and in addition to any other rights or remedies reserved by Landlord under this Lease, Landlord’s obligations under this Article $100,000 to repair, replace and/or rebuild or if with respect to an insured casualty the repairs shall require more than ninety (90) days to complete without payment of overtime or other premium, or if the Premises shall be deemed inapplicable, or the Project is damaged by casualty within the last six (6) months of the term and cost in lieu thereofexcess of $ I00,000 to repair, Landlord may, at its election, either restore or require Tenant to restore shall have the Premises to the condition which existed prior to such loss, and in either case Tenant shall pay the cost of such restoration. Tenant covenants and agrees to repair or replace Tenant’s fixtures, furniture, furnishings, floor coverings, equipment and stock in trade and reopen for business in the Premises option within thirty forty-five (30) days after notice from Landlord that the Premises are ready for re-occupancy. No damage or destruction to the Premises shall allow Tenant to surrender possession of the Premises nor affect Tenant’s liability for the payment of rents or charges or any other covenant herein contained, except as may be specifically provided in this Lease. Notwithstanding anything to the contrary contained in this Section or elsewhere in this Lease, Landlord, at its option, may terminate this Lease by giving Tenant notice thereof within one hundred and eighty (18045) days from the date of such damage either to (i) notify Tenant of 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 the casualty if:Lease shall be so terminated. Landlord shall refund to Tenant any rent previously paid for any period of time subsequent to such termination. Notwithstanding any contrary provision herein, and regardless of whether caused by casualty, (a) Landlord shall not be required to repair any damage to the 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, and (b) any damage caused by the negligence or willful misconduct of Tenant or any of its agents, contractors, employees or invitees shall be promptly repaired by Tenant, at its sole cost and expense, to the reasonable satisfaction of Landlord; provided, however, that Landlord shall bear such cost and expense to the extent it receives proceeds covering such damage from insurance obtained by Landlord as part of Building Operating Costs.

Damage and Destruction. If all the Premises, Facility or any part of the Premises shall be Port’s Equipment is damaged or destroyed by fire or other casualty, then Port shall repair the same provided that funds for such repairs are appropriated by Port, in its sole discretion, for such purpose and that such repairs can be made within the Repair Period. In the event such conditions are satisfied, this Lease shall remain in full force and effect except that so long as such damage or casualty is not attributable to Tenant, its Agents or Invitees, Tenant shall be entitled to a proportionate reduction of Rent during the Repair Period based upon the extent to which such damage and the making of such repairs materially interferes with Tenant's use or occupancy of the Premises less any insurance proceeds Tenant receives, or would have received if Tenant complied with the requirements set forth in Section 18 above, which proceeds are to be applied against the payment of Rent during any Repair Period. Port shall use its commercially reasonable efforts to notify Tenant within ninety (90) days after the date of such damage whether or not such repairs can be made within the Repair Period, and Port's determination thereof shall be binding on Tenant. If such repairs cannot be made within the Repair Period, Port shall have the option to notify Tenant of: (a) Port's intention to repair such damage and diligently prosecute such repairs to completion within a reasonable period after the Repair Period, subject to appropriation of funds, in which event this Lease shall continue in full force and effect, unless terminated effect and the Rent shall be reduced as hereinafter provided, and Landlord shall repair, restore provided herein; or rebuild the Premises (b) Port's election to the condition existing at the time terminate this Lease as of the occurrence of the loss; provideddate specified in such notice, however, Landlord shall not be obligated to commence such repair, restoration or rebuilding until insurance proceeds are received by Landlord, and Landlord’s obligation hereunder which date shall be limited to the proceeds actually received by Landlord under any insurance policy or policies, if any, less those amounts (i) which have been required to be applied towards the reduction of any indebtedness secured by a mortgage covering the Premises or any portion thereof, and (ii) which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover any such insurance proceeds. Tenant agrees to notify Landlord in writing not less than thirty (30) nor more than sixty (60) days priorafter notice is given by Port. In case of termination, the Rent shall be reduced as provided above, and Tenant shall pay such reduced Rent up to the date of termination. If Port elects not to appropriate funds for such repair, Port shall give written notice to Tenant opens for business in within sixty (60) days after the Premises date Port elects not to appropriate funds of its election to terminate this Lease as of the actual cost of all permanent leasehold improvements and betterments installed or to be installed by Tenant date specified in the Premises (whether same have been paid for entirely or partially by Tenant)such notice, but exclusive of Tenant’s personal property, movable trade fixtures and inventory. Similar notifications which date shall be given to Landlord not less than thirty (30) nor more than sixty (60) days prior to after notice is given by Port. In case of termination, the commencement of any proposed alterations, additions or improvements to the Premises. If Tenant fails to comply, with the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof Rent shall be borne by Tenant and shall be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such lossreduced as provided above, and in addition to any other rights or remedies reserved by Landlord under this Lease, Landlord’s obligations under this Article to repair, replace and/or rebuild the Premises shall be deemed inapplicable, and in lieu thereof, Landlord may, at its election, either restore or require Tenant to restore the Premises to the condition which existed prior to such loss, and in either case Tenant shall pay such reduced Rent up to the cost date of such restorationtermination. If at any time during the last six (6) months of the Term, the Premises, the Facility or Port’s Equipment is damaged or destroyed, then either Port or Tenant covenants and agrees may terminate this Lease by giving written notice to repair or replace Tenant’s fixtures, furniture, furnishings, floor coverings, equipment and stock in trade and reopen for business in the Premises other party of its election to do so within thirty (30) days after notice from Landlord that the Premises are ready for re-occupancy. No date of the occurrence of such damage; provided, however, Tenant may terminate only if such damage or destruction to the Premises shall allow Tenant to surrender possession substantially impairs its use or occupancy of the Premises nor affect Tenant’s liability for the payment Permitted Use. The effective date of rents or charges or any other covenant herein containedtermination shall be specified in the notice of termination, except as may which date shall not be specifically provided in this Lease. Notwithstanding anything to the contrary contained in this Section or elsewhere in this Lease, Landlord, at its option, may terminate this Lease by giving Tenant notice thereof within one hundred and eighty more than thirty (18030) days from the date of the casualty if:notice. Notwithstanding anything to the contrary in this Lease, (i) Port shall have no obligation to repair the Premises, the Facility or Port’s Equipment, (ii) Tenant shall not be entitled to any abatement of Rent, and (iii) Tenant shall not be entitled to terminate this Lease, in the event the damage or destruction is attributable to any act or omission of Tenant, its Agents, or Invitees. In no event shall Port be required to repair any damage to Tenant's Property or any paneling, decorations, railings, floor coverings, or any Improvements or other Alterations installed or made on the Premises by or at the expense of Tenant.

Damage and Destruction. If all or any part of the Premises shall be or the Facility is damaged or destroyed by fire or other casualty, then Port shall repair the same provided that funds for such repairs are appropriated by Port, in its sole discretion, for such purpose and that such repairs can be made within the Repair Period. In the event such conditions are satisfied, this Lease shall remain in full force and effect except that so long as such damage or casualty is not attributable to Tenant, its Agents or Invitees, Tenant shall be entitled to a proportionate reduction of Base Rent during the Repair Period based upon the extent to which such damage and the making of such repairs materially interferes with Tenant's use or occupancy of the Premises less any insurance proceeds Tenant receives, or would have received if Tenant complied with the requirements set forth in Section 16 above, which proceeds are to be applied against the payment of Rent during any Repair Period. Port shall use its commercially reasonable efforts to notify Tenant within ninety (90) days after the date of such damage whether or not such repairs can be made within the Repair Period, and Port's determination thereof shall be binding on Tenant. If such repairs cannot be made within the Repair Period, Port shall have the option to notify Tenant of: (a) Port's intention to repair such damage and diligently prosecute such repairs to completion within a reasonable period after the Repair Period, subject to appropriation of funds, in which event this Lease shall continue in full force and effect, unless terminated effect and the monthly Base Rent shall be reduced as hereinafter provided, and Landlord shall repair, restore provided herein; or rebuild the Premises (b) Port's election to the condition existing at the time terminate this Lease as of the occurrence of the loss; provideddate specified in such notice, however, Landlord shall not be obligated to commence such repair, restoration or rebuilding until insurance proceeds are received by Landlord, and Landlord’s obligation hereunder which date shall be limited to the proceeds actually received by Landlord under any insurance policy or policies, if any, less those amounts (i) which have been required to be applied towards the reduction of any indebtedness secured by a mortgage covering the Premises or any portion thereof, and (ii) which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover any such insurance proceeds. Tenant agrees to notify Landlord in writing not less than thirty (30) nor more than sixty (60) days priorafter notice is given by Port. In case of termination, the monthly Base Rent shall be reduced as provided above, and Tenant shall pay such reduced monthly Base Rent up to the date of termination. If Port elects not to appropriate funds for such repair, Port shall give written notice to Tenant opens for business in within sixty (60) days after the Premises date Port elects not to appropriate funds of its election to terminate this Lease as of the actual cost of all permanent leasehold improvements and betterments installed or to be installed by Tenant date specified in the Premises (whether same have been paid for entirely or partially by Tenant)such notice, but exclusive of Tenant’s personal property, movable trade fixtures and inventory. Similar notifications which date shall be given to Landlord not less than thirty (30) nor more than sixty (60) days prior to after notice is given by Port. In case of termination, the commencement of any proposed alterations, additions or improvements to the Premises. If Tenant fails to comply, with the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof monthly Base Rent shall be borne by Tenant and shall be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such lossreduced as provided above, and in addition to any other rights or remedies reserved by Landlord under this Lease, Landlord’s obligations under this Article to repair, replace and/or rebuild the Premises shall be deemed inapplicable, and in lieu thereof, Landlord may, at its election, either restore or require Tenant to restore the Premises to the condition which existed prior to such loss, and in either case Tenant shall pay such reduced monthly Base Rent up to the cost date of such restorationtermination. Tenant covenants and agrees to repair or replace Tenant’s fixturesIf at any time during the last six (6) months of the Term, furniture, furnishings, floor coverings, equipment and stock in trade and reopen for business in the Premises or the Facility is damaged or destroyed, then either Port or Tenant may terminate this Lease by giving written notice to the other party of its election to do so within thirty (30) days after notice from Landlord that the Premises are ready for re-occupancy. No date of the occurrence of such damage; provided, however, Tenant may terminate only if such damage or destruction to the Premises shall allow Tenant to surrender possession substantially impairs its use or occupancy of the Premises nor affect Tenant’s liability for the payment Permitted Use. The effective date of rents or charges or any other covenant herein containedtermination shall be specified in the notice of termination, except as may which date shall not be specifically provided in this Lease. Notwithstanding anything to the contrary contained in this Section or elsewhere in this Lease, Landlord, at its option, may terminate this Lease by giving Tenant notice thereof within one hundred and eighty more than thirty (18030) days from the date of the casualty if:notice. Notwithstanding anything to the contrary in this Lease, (i) Port shall have no obligation to repair the Premises or the Facility, (ii) Tenant shall not be entitled to any abatement of Rent, and (iii) Tenant shall not be entitled to terminate this Lease, in the event the damage or destruction is attributable to any act or omission of Tenant, its Agents, or Invitees. In no event shall Port be required to repair any damage to Tenant's Property or any paneling, decorations, railings, floor coverings, or any Improvements or other Alterations installed or made on the Premises by or at the expense of Tenant. Notwithstanding any other provision of this Lease, in the event the Premises or the Facility is substantially damaged or destroyed and Port intends to rebuild for a Port program or project that is inconsistent with this Lease, Port may terminate this Lease upon written notice to Tenant.

Damage and Destruction. If all Unless the Borrowers shall have exercised their option to prepay the Loan in full pursuant to Article 11 hereof, if the Collateral Property is destroyed or any part of the Premises shall be damaged (in whole or destroyed in part) by fire or other casualty, this Lease the Borrower Representative shall continue promptly give written notice thereof to the Trustee. All Net Proceeds of insurance shall, as determined by the Trustee if directed by the Majority Bondholder, either be used to redeem Bonds or be held by the Borrowers in full force and effecta separate trust account, unless terminated as hereinafter provided, and Landlord shall whereupon: (a) the Borrowers will promptly repair, restore rebuild or rebuild the Premises to the condition existing at the time of the occurrence of the loss; provided, however, Landlord shall not be obligated to commence such repair, restoration or rebuilding until insurance proceeds are received by Landlord, and Landlord’s obligation hereunder shall be limited to the proceeds actually received by Landlord under any insurance policy or policies, if any, less those amounts (i) which have been required to be applied towards the reduction of any indebtedness secured by a mortgage covering the Premises or any portion thereof, and (ii) which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover any such insurance proceeds. Tenant agrees to notify Landlord in writing not less than thirty (30) days prior, to the date Tenant opens for business in the Premises of the actual cost of all permanent leasehold improvements and betterments installed or to be installed by Tenant in the Premises (whether same have been paid for entirely or partially by Tenant), but exclusive of Tenant’s personal property, movable trade fixtures and inventory. Similar notifications shall be given to Landlord not less than thirty (30) days prior to the commencement of any proposed alterations, additions or improvements to the Premises. If Tenant fails to comply, with the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such loss, and in addition to any other rights or remedies reserved by Landlord under this Lease, Landlord’s obligations under this Article to repair, replace and/or rebuild the Premises shall be deemed inapplicable, and in lieu thereof, Landlord may, at its election, either restore or require Tenant to restore the Premises property damaged or destroyed to substantially the same condition which as it existed prior to such lossdamage or destruction, with such changes, alterations and modifications (including the substitution and addition of other property) as may be desired by the Borrowers and as will not impair the Borrowers’ ability to operate the Collateral Property in either case Tenant shall pay an efficient manner; and (b) the cost Borrowers will apply so much as may be necessary of the Net Proceeds of such restorationinsurance to payment of the costs of such repair, rebuilding or restoration as the work progresses. Tenant covenants Any balance of such Net Proceeds remaining after payment of all the costs of such repair, rebuilding or restoration shall be applied on a pro rata basis to redeem Bonds and agrees pay Additional Parity Indebtedness. The portion of any such balance to repair or replace Tenant’s fixtures, furniture, furnishings, floor coverings, equipment and stock in trade and reopen for business in the Premises within thirty (30) days after notice from Landlord that the Premises are ready for re-occupancy. No damage or destruction be used to redeem Bonds shall be transferred to the Premises shall allow Tenant Bond Principal Fund and applied to surrender possession of the Premises nor affect Tenant’s liability for the payment of rents principal of the Bonds. In the event such Net Proceeds are not sufficient to pay in full the costs of such repair, rebuilding or charges restoration, the Borrower will nonetheless complete the work thereof and will pay any costs thereof in excess of the amount of such Net Proceeds. The Borrowers shall not by reason of the payment of such excess costs be entitled to any reimbursement from the County, the Trustee or the owners of the Bonds or any other covenant herein containedpostponement, except as may be specifically provided in this Lease. Notwithstanding anything to the contrary contained in this Section abatement or elsewhere in this Lease, Landlord, at its option, may terminate this Lease by giving Tenant notice thereof within one hundred and eighty (180) days from the date diminution of the casualty if:Loan Payments and other payments required to be made under this Agreement.

Damage and Destruction. If all the Building is totally destroyed by fire, tornado or any part other casualty or if the Premises or the Building are so damaged that rebuilding or repairs cannot be completed within ninety (90) days after the date of such damage, Sublandlord may at their option terminate this Lease, and Rent will axxxx for the unexpired portion of the Lease Term effective as of the date of such damage. If the Building or the Premises shall be are damaged or destroyed by fire fire, tornado or other casualty, this Lease shall continue in full force and effect, unless terminated as hereinafter providedcasualty covered by Sublandlord’s insurance, and Landlord shall repairrebuilding or repairs can be completed within ninety (90) days after the date of such damage, restore or if the damage is more serious and Sublandlord do not elect to terminate this Lease, within sixty (60) days after the date of such damage, Sublandlord will commence to rebuild or repair the Building and the Premises and will proceed with reasonable diligence to restore the Building and Premises to substantially the same condition that existed immediately prior to the condition existing at the time of the occurrence of the losscasualty; provided, however, Landlord shall Sublandlord will not be obligated rebuild, repair or replace Tenant’s furniture, fixtures, equipment or the improvements where Sublandlord is not entitled to commence such repair, restoration or rebuilding until receipt of insurance proceeds are received by Landlordallocated for such furniture, fixtures, equipment or improvements. Sublandlord will allow Tenant a fair diminution of Base Rent during the time and Landlord’s obligation hereunder shall be limited to the proceeds actually received by Landlord under any insurance policy or policies, if any, less those amounts (i) which have been required to be applied towards the reduction of any indebtedness secured by a mortgage covering extent that the Premises or any portion thereofare unfit for Tenant’s use in the ordinary conduct of Tenant’s business, and which abatement will continue only until the earlier of (iia) which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover any such insurance proceeds. Tenant agrees to notify Landlord in writing not less than thirty (30) days prior, to following the date Tenant opens completion of Sublandlord’s restoration of the Building and Premises as herein provided and receipt of a certificate of occupancy for business in the Premises of or (b) the actual cost of all permanent leasehold improvements and betterments installed or to be installed by Tenant in the Premises (whether same have been paid for entirely or partially by Tenant), but exclusive completion of Tenant’s personal property, movable trade fixtures and inventoryrepairs. Similar notifications shall be given to Landlord not less than thirty (30) days prior to the commencement of any proposed alterations, additions Any insurance carried by Sublandlord or improvements to the Premises. If Tenant fails to comply, with the foregoing provisions, any against loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such loss, and in addition to any other rights or remedies reserved by Landlord under this Lease, Landlord’s obligations under this Article to repair, replace and/or rebuild the Premises shall be deemed inapplicable, and in lieu thereof, Landlord may, at its election, either restore or require Tenant to restore the Premises to the condition which existed prior to such loss, and in either case Tenant shall pay the cost of such restoration. Tenant covenants and agrees to repair Building or replace Tenant’s fixtures, furniture, furnishings, floor coverings, equipment and stock in trade and reopen for business in the Premises within thirty (30) days after notice from Landlord that the Premises are ready for re-occupancy. No damage or destruction to the Premises shall allow Tenant to surrender possession is for the sole benefit of the Premises nor affect Tenantparty carrying such insurance and under its sole control, and Sublandlord’s liability for the payment of rents obligation to rebuild or charges or any other covenant herein contained, except as may be specifically provided in this Lease. Notwithstanding anything restore hereunder is limited to the contrary contained in this Section extent of recoverable insurance proceeds available therefor. If any mortgagee under a deed of trust, security agreement or elsewhere in this Leasemortgage on the Building requires the insurance proceeds to be used to retire debt, LandlordSublandlord will have no obligation to rebuild, at its option, may terminate and this Lease by giving Tenant will terminate upon notice thereof within one hundred and eighty (180) days from the date of the casualty if:to Tenant.

Damage and Destruction. If all Upon the occurrence of any damage to or any part destruction of improvements on the Premises shall be damaged or destroyed by fire or other casualty, this Lease Lessee shall continue in full force and effect, unless terminated as hereinafter providedpromptly notify Lessor thereof, and Landlord Lessee shall repair, proceed to restore or rebuild the Premises as nearly as is possible to the condition existing at the time Premises were in immediately prior to such damage or destruction, subject to such alterations as Lessee may elect to make in conformity with the provisions of the occurrence of the loss; provided, however, Landlord shall not be obligated to commence such repair, this Lease. Such restoration or rebuilding until insurance proceeds are received by Landlord, and Landlord’s obligation hereunder shall be limited to commenced promptly and whether or not the proceeds actually received by Landlord under any insurance policy or policiesproceeds, if any, less those amounts shall be sufficient, shall be substantially completed in no event later than two hundred and ten (i210) which have been required to days after the date of such partial destruction or damage, or, in the event of a total destruction of the Premises, no later than three hundred and sixty five (365) days after the date of such destruction (unavoidable delays beyond Lessee’s reasonable control excepted) and all insurance proceeds received by Lessee (and any insurance proceeds that Lessor may receive) on account of such damage or destruction shall be applied towards to the reduction payment of the costs of the aforesaid restoration. This Lease shall not terminate or be affected in any indebtedness secured manner and Lessee shall not be relieved of its liability to pay the full Rent and additional rent and other charges payable under this Lease or from any other obligations under this Lease by a mortgage covering reason of damage to or total, substantial or partial destruction of the building(s), improvements or equipment on, in or appurtenant to the Premises at the commencement of the Term or thereafter erected thereon or therein, or by reason of the untenantability of the Premises or any portion part thereof, and (ii) which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover any such insurance proceeds. Tenant agrees to notify Landlord in writing not less than thirty (30) days prior, to the date Tenant opens for business in the Premises of the actual cost of all permanent leasehold improvements and betterments installed or to be installed by Tenant in the Premises (whether same have been paid for entirely or partially by Tenant), but exclusive of Tenant’s personal property, movable trade fixtures and inventory. Similar notifications shall be given to Landlord not less than thirty (30) days prior to the commencement of any proposed alterations, additions or improvements to the Premises. If Tenant fails to comply, with the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such loss, and in addition to any other rights or remedies reserved by Landlord under this Lease, Landlord’s obligations under this Article to repair, replace and/or rebuild the Premises shall be deemed inapplicable, and in lieu thereof, Landlord may, at its election, either restore or require Tenant to restore the Premises to the condition which existed prior to such loss, and in either case Tenant shall pay the cost of such restoration. Tenant covenants and agrees to repair or replace Tenant’s fixtures, furniture, furnishings, floor coverings, equipment and stock in trade and reopen for business in the Premises within thirty (30) days after notice from Landlord that the Premises are ready for re-occupancy. No damage or destruction to the Premises shall allow Tenant to surrender possession of the Premises nor affect Tenant’s liability for the payment of rents or charges or any other covenant herein contained, except as may be specifically provided in this Lease. Notwithstanding anything to the contrary contained in this Section 17, Lessee shall not be obligated to rebuild or elsewhere in this Lease, Landlord, at its option, may terminate this Lease by giving Tenant notice thereof within one hundred and eighty (180) days from restore the date Premises if damage or destruction of more than 50% of the casualty if:improvements on the Premises occurs during the last year of the Term, in which event Lessee shall assign its insurance proceeds to Lessor and pay to Lessor the amount of the deductible under its policy.

Damage and Destruction. If at any time during the Term all or any part a portion of the Premises shall be are damaged or destroyed by a fire or other casualty, Landlord shall notify Tenant within sixty (60) days after Landlord becomes aware of such damage as to the amount of time Landlord reasonably estimates it will take to restore the Premises. If the restoration time is estimated to exceed nine (9) months from the issuance of all permits, subject to extensions for Force Majeure (up to a maximum of 120 days of such Force Majeure extensions), Landlord may elect to terminate this Lease and if such restoration period is greater than twelve (12) months from the issuance of all permits, then Tenant may, as its sole remedy, terminate this Lease on or before thirty (30) days after receipt of Landlord’s notice describing the estimated restoration time that is greater than twelve (12) months. In addition, Landlord, by notice to Tenant within ninety (90) days after the date of the fire or other casualty shall continue in full force and effecthave the right to terminate this lease if: (1) any Mortgagee requires that the insurance proceeds be applied to the payment of the mortgage debt or ground lease, unless terminated or (2) a material uninsured loss to the Premises occurs. If neither party either elects to terminate this Lease as hereinafter providedprovided above or if neither party has the right to terminate this Lease as provided above, and then, subject to receipt of sufficient insurance proceeds, Landlord shall repairpromptly commence to restore the Premises, restore subject to delays arising from the collection of insurance proceeds or rebuild the Premises from Force Majeure events. During such restoration, Landlord shall endeavor to the condition existing at the time of the occurrence of the lossconsult with Tenant’s specialists and consultants to ensure that such improvements are restored to be suitable for Tenant’s use; provided, however, Landlord shall not be obligated entitled to commence reject any changes requested by Tenant’s specialists and consultants to Landlord’s planned improvements to the extent such repair, restoration changes are unreasonable or rebuilding until incur costs that exceed the insurance proceeds are received by Landlord for such restoration improvements and Landlord shall have the right to reject, in Landlord’s sole, absolute, and unfettered discretion, any such changes that do incur costs that exceed the insurance proceeds received by Landlord, and Landlord’s obligation hereunder . Such restoration shall be limited to substantially the same condition that existed prior to the fire or other casualty, except for modifications required by Applicable Laws. Upon notice from Landlord, Tenant shall assign or endorse over to Landlord (or to any party designated by Landlord) all property insurance proceeds actually payable to Tenant under Tenant insurance with respect to any Alterations, provided if the estimated cost to repair such Alterations exceeds the amount of insurance proceeds received by Landlord from Tenant’s insurance carrier, the excess cost of such repairs shall be paid by Tenant to Landlord prior to Landlord’s commencement of repairs. Within fifteen (15) days of demand, Tenant shall also pay Landlord for any additional excess costs that are determined during the performance of the repairs to such Alterations. Notwithstanding the foregoing, if this Lease is terminated pursuant to the provisions of this Section 16, the total amount that Tenant is required to assign or pay to Landlord under any insurance policy or policiesthis sentence shall not exceed the cost of restoring the Alterations to a Building-standard configuration and condition, as reasonably determined by Landlord and Landlord shall promptly return to Tenant the amount, if any, less those amounts (i) by which have been required to be applied towards the reduction sum of any indebtedness secured by a mortgage covering the Premises or any portion thereof, and (ii) which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover such insurance proceeds plus any such insurance proceeds. additional excess costs paid to Landlord by Tenant agrees to notify Landlord in writing not less than thirty (30) days prior, to the date Tenant opens for business in the Premises of on an estimated basis exceeds the actual cost of all permanent leasehold improvements and betterments installed or to be installed by Tenant in the Premises (whether same have been paid for entirely or partially by Tenant), but exclusive of Tenant’s personal property, movable trade fixtures and inventory. Similar notifications shall be given to Landlord not less than thirty (30) days prior to the commencement of any proposed alterations, additions or improvements to the Premises. If Tenant fails to comply, with the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such loss, and in addition to any other rights or remedies reserved by Landlord under this Lease, Landlord’s obligations under this Article to repair, replace and/or rebuild the Premises shall be deemed inapplicable, and in lieu thereof, Landlord may, at its election, either restore or require Tenant to restore the Premises to the condition which existed prior to such loss, and in either case Tenant shall pay the cost of such restoration. Landlord agrees that one hundred percent (100%) of the property insurance proceeds payable to Tenant covenants and agrees to repair or replace under Tenant’s fixtures, furniture, furnishings, floor coverings, equipment insurance with respect to any Alterations which are assigned or endorsed over to Landlord (or to any party designated by Landlord) and stock in trade and reopen for business in the Premises within thirty (30) days after notice from Landlord that the Premises are ready for re-occupancy. No damage or destruction to the Premises shall allow any excess costs of repairs paid by Tenant to surrender possession Landlord, as required pursuant to this Section, shall be used by Landlord to restore the Alterations. In no event shall Landlord be required to spend more for the restoration of the Premises nor affect Tenant’s liability for than the payment of rents or charges or any other covenant herein contained, except as may be specifically provided in this Lease. Notwithstanding anything to the contrary contained in this Section or elsewhere in this Lease, proceeds received by Landlord, at its option, may terminate this Lease by giving Tenant notice thereof within one hundred and eighty (180) days from the date of the casualty if:whether insurance proceeds or

Damage and Destruction. If at any time during the Term all or any part a portion of the Premises shall be are damaged or destroyed by a fire or other casualty, Landlord shall notify Tenant within sixty (60) days after Landlord becomes aware of such damage as to the amount of time Landlord reasonably estimates it will take to restore the Premises. If the restoration time is estimated to exceed nine (9) months from the issuance of all permits, Landlord may elect to terminate this Lease shall continue in full force and effectTenant may, unless terminated as hereinafter providedits sole remedy, and Landlord shall repair, restore terminate this Lease on or rebuild the Premises to the condition existing at the time of the occurrence of the loss; provided, however, Landlord shall not be obligated to commence such repair, restoration or rebuilding until insurance proceeds are received by Landlord, and Landlord’s obligation hereunder shall be limited to the proceeds actually received by Landlord under any insurance policy or policies, if any, less those amounts (i) which have been required to be applied towards the reduction of any indebtedness secured by a mortgage covering the Premises or any portion thereof, and (ii) which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover any such insurance proceeds. Tenant agrees to notify Landlord in writing not less than before thirty (30) days priorafter receipt of Landlord's notice describing the estimated restoration time that is greater than nine (9) months. If neither Landlord or Tenant elects to terminate this Lease under the terms of this Section 16, but the damage required to be repaired by Landlord is not repaired within the period nine (9) months from the issuance of all permits (the “9 Month Period”) (subject to extension for any Force Majeure events, provided that in no event shall such extension exceed 90 days), then Tenant (subject to the date Tenant opens for business in the Premises provisions of the actual cost of all permanent leasehold improvements and betterments installed or to be installed by Tenant in the Premises (whether same have been paid for entirely or partially by Tenantthis Section 16), but exclusive of Tenant’s personal property, movable trade fixtures and inventory. Similar notifications shall be given to Landlord not less than thirty (30) days prior to the commencement of any proposed alterations, additions or improvements to the Premises. If Tenant fails to comply, with the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such loss, and in addition to any other rights or remedies reserved by Landlord under this Lease, Landlord’s obligations under this Article to repair, replace and/or rebuild the Premises shall be deemed inapplicable, and in lieu thereof, Landlord may, at its election, either restore or require Tenant to restore the Premises to the condition which existed prior to such loss, and in either case Tenant shall pay the cost of such restoration. Tenant covenants and agrees to repair or replace Tenant’s fixtures, furniture, furnishings, floor coverings, equipment and stock in trade and reopen for business in the Premises within thirty (30) days after notice from Landlord that the Premises are ready for re-occupancy. No damage or destruction to the Premises shall allow Tenant to surrender possession end of the Premises nor affect Tenant’s liability for the payment of rents or charges or any other covenant herein contained, except as may be specifically provided in this Lease. Notwithstanding anything to the contrary contained in this Section or elsewhere in this Lease, Landlord, at its optionsuch 9 Month Period, may terminate this Lease by giving written notice to Landlord, in which event this Lease shall terminate as of the date of receipt of the notice. Notwithstanding the foregoing, if Landlord is diligently proceeding to complete the repair of such damage, then Tenant shall not have the right to terminate this Lease if, prior to the expiration of the 9 Month Period, Landlord, at Landlord’s sole option, gives written notice thereof to Tenant that the repairs will be completed within one hundred and eighty thirty (18030) days from after the end of such 9 Month Period, and the repairs are actually completed within such thirty (30) day period. If the repairs are not completed within thirty (30) days after the end of such 9 Month Period, then Tenant may terminate this Lease by written notice to Landlord. Such notice of termination shall be given within sixty (60) days after the end of such 9 Month Period, and shall be effective upon receipt thereof by Landlord. In addition, Landlord, by notice to Tenant within ninety (90) days after the date of the fire or other casualty shall have the right to terminate this lease if:: (1) any Mortgagee requires that the insurance proceeds be applied to the payment of the mortgage debt or ground lease, or (2) a material uninsured loss to the Building or Premises occurs. If neither party either 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, subject to delays arising from Force Majeure events. Such restoration shall be to substantially the same condition that existed prior to the fire or other casualty, except for modifications required by Applicable Laws. Upon notice from Landlord, Tenant shall assign or endorse over to Landlord (or to any party designated by Landlord) all property insurance proceeds payable to Tenant under Tenant insurance with respect to the Improvements and any Alterations, provided if the estimated cost to repair such Improvements and Alterations exceeds the amount of insurance proceeds received by Landlord from Tenant’s insurance carrier, the excess cost of such repairs shall be paid by Tenant to Landlord prior to Landlord’s commencement of repairs. Within fifteen (15) days of demand, Tenant shall also pay Landlord for any additional excess costs that are determined during the performance of the repairs to such Alterations. Landlord shall not be liable for any inconvenience to Tenant, or injury to Tenant’s business resulting in any way from the fire or other casualty, or the repair thereof. If this Lease is not terminated by Landlord or Tenant in accordance with this section, Tenant shall be responsible for and shall pay to Landlord all Commercially Reasonable Deductibles or Self-insurance Retentions. Tenant at Tenant's expense shall promptly perform, subject to delays arising from the collection of insurance proceeds, or from Force Majeure events, all repairs or restoration not required to be done by Landlord and shall promptly re-enter the Premises and commence doing business in accordance with this Lease. Notwithstanding the foregoing, either party may terminate this Lease if the Premises are damaged during the last year of the Term and Landlord reasonably estimates that it will take more than the lesser of (a) three (3) months, or (b) one-third of the remainder of the Term, to repair such damage. Provided no monetary Event of Default or material non-monetary Event of Default by Tenant has occurred, Base Rent and Operating Expenses and Real Property Taxes shall be abated for the period of repair and restoration commencing on the date of such casualty event in the proportion which the area of the Premises, if any, which is untenantable bears to the total area of the Premises. For the sake of clarity, such abatement shall apply even if this Lease is terminated in accordance with the foregoing provisions of this Section 16. Such abatement shall be the sole remedy of Tenant, and except as provided herein, Tenant waives any right to terminate this Lease by reason of damage or casualty loss. Tenant agrees that the terms of this Section 16 shall govern any damage or destruction and shall accordingly supersede any contrary statute or rule of law. Consequently, Tenant waives any right to terminate the Lease by reason of damage or casualty loss accorded Tenant by any law currently existing or hereafter enacted, including without limitation, all rights pursuant to California Civil Code Sections 1932(2.), 1933(4.), 1941 and 1942 and any similar or successor laws. Landlord and Tenant agree that the provisions of this Section 16 shall only apply when the Premises is physically damaged or the structural integrity of the Premises is degraded as a result of a fire or other casualty. In no event shall a temporary closure of the Building or the Property for the purpose of protecting public health constitute physical damage to the Premises, nor shall Tenant’s inability to productively use the Premises during any such temporary closure be deemed a casualty.

Damage and Destruction. (a) In case of any material damage to or destruction of any portion of the Premises, Tenant shall promptly give written notice thereof to Landlord. If all any portion of the Premises shall be partially damaged by fire or other casualty, then Landlord, except as otherwise provided herein, shall proceed promptly and with due diligence to repair and restore the damaged portion to substantially the same condition and quality as prior to such damage. If any part of the Premises shall be damaged damaged, but not such a substantial portion thereof as to impair Tenant's ability to conduct Tenant's business in Tenant's normal course, then such portion thereof as has been rendered untenantable by reason of such damage shall be repaired by Landlord and until such repairs are completed, the Base Rent payable hereunder shall be abated to the extent that such Base Rent for such portion relates to the total space for the period from the date of such damage to the date when such portion shall have been made tenantable. Tenant understands that Landlord will not carry insurance of any kind on Tenant's property, to wit; Tenant's goods, inventory, furniture or destroyed by fire furnishings or other casualtyany fixtures, this Lease shall continue in full force and effectequipment, unless terminated as hereinafter providedor improvements, and Landlord shall repair, restore or rebuild the Premises to the condition existing at the time of the occurrence of the loss; provided, however, that Landlord shall not be obligated to commence repair any damage thereto or replace the same. (b) In the event the Premises is totally destroyed or such repairportion thereof is damaged as will prevent Tenant from conducting Tenant's business in Tenant's normal course, restoration Landlord, at Landlord's sole expense, shall promptly and with due diligence repair and restore the Premises or rebuilding until insurance proceeds are received the damaged portion thereof to substantially the same condition and quality as prior to such damage. (i) If in the reasonable opinion of a licensed architect retained by Landlord, the Premises cannot be substantially repaired or restored within one hundred (100) days from the date of damage or destruction, the Lease and Landlord’s obligation hereunder shall the leasehold interest herein granted may be limited terminated by either party by written notice delivered to the proceeds actually received by Landlord under any insurance policy or policies, if any, less those amounts (i) which have been required to be applied towards the reduction of any indebtedness secured by a mortgage covering the Premises or any portion thereof, and (ii) which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover any such insurance proceeds. Tenant agrees to notify Landlord in writing not less than thirty (30) days prior, to the date Tenant opens for business in the Premises of the actual cost of all permanent leasehold improvements and betterments installed or to be installed by Tenant in the Premises (whether same have been paid for entirely or partially by Tenant), but exclusive of Tenant’s personal property, movable trade fixtures and inventory. Similar notifications shall be given to Landlord not less than thirty (30) days prior to the commencement of any proposed alterations, additions or improvements to the Premises. If Tenant fails to comply, with the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such loss, and in addition to any other rights or remedies reserved by Landlord under this Lease, Landlord’s obligations under this Article to repair, replace and/or rebuild the Premises shall be deemed inapplicable, and in lieu thereof, Landlord may, at its election, either restore or require Tenant to restore the Premises to the condition which existed prior to such loss, and in either case Tenant shall pay the cost of such restoration. Tenant covenants and agrees to repair or replace Tenant’s fixtures, furniture, furnishings, floor coverings, equipment and stock in trade and reopen for business in the Premises party within thirty (30) days after the date of receipt of notice from Landlord that Landlord's architect setting forth the projected repair period. Notice of termination by either party to the other party will specify a date, not less than ten (10) days after the date of such notice, for such termination. In the event of giving of such notice of termination, this Lease shall expire as of the date specified in such notice with the same effect as if such date where the date hereinbefore specified for the expiration of the Term, and the Base Rent payable hereunder shall be apportioned as of such date of such fire or other casualty, subject to abatement, if any, as and to the extent provided in Section 13(a) hereof. -------------- (ii) Notwithstanding the provisions of this Section 13fa). in the event the Premises are ready for reis destroyed or damaged to the extent of thirty-occupancy. No three percent (33%) or more of the replacement value thereof during the last two (2) years of the Term or during the last two (2) years of any Option Period of the Lease, then either Tenant or Landlord may elect to terminate this Lease as of the date of such damage or destruction by giving written notice to the Premises shall allow other within sixty (60) days of such damage or destruction except Tenant to surrender possession of can negate Landlord's termination if Tenant exercises the Premises nor affect Tenant’s liability for the payment of rents or charges or any other covenant herein contained, except as may be specifically provided in this Leaserenewal option. Notwithstanding anything to the contrary contained in this Section or elsewhere in this Lease, Landlord, at its option, may terminate If this Lease is terminated as herein provided, then all prepaid rent and other charges paid in advance by giving Tenant notice thereof within one hundred and eighty (180) days from the date of the casualty if:shall be refunded by Landlord to Tenant. 14.

Damage and Destruction. (a) If all or the Subleased Premises, any part of the Common Facilities and/or any of the building systems material to Sublessee's effective use of the Subleased Premises in its business during the term of this Sublease shall be partially or totally damaged or destroyed by fire or other casualty, the Sublessor shall, subject to its rights under paragraph (c) below and the other terms and conditions of this Lease paragraph (a), repair the damage and restore and rebuild the Subleased Premises, such Common Facilities and/or building systems as nearly as may be reasonably practical to their condition and character immediately prior to such damage or destruction, with reasonable diligence. Notwithstanding the foregoing, Sublessor shall continue have no obligation to repair, restore and rebuild the Subleased Premises, such Common Facilities and/or building systems (x) until the proceeds of any insurance covering the same have been adjusted and made available to Sublessor for such repair, restoration or rebuilding and Sublessor shall have obtained all required approvals from the Port Authority to commence and proceed with such repair, restoration or rebuilding, (y) at any time, in full force the event such fire or other casualty is not fully covered (other than as to a deductible) by insurance (other than where such fire or casualty would have been fully covered by insurance if Sublessor had obtained the insurance required by paragraph (a) of Section 12 hereof, but Sublessor failed to satisfy its obligation to so obtain the same) and effectSublessor notifies Sublessee, unless terminated as hereinafter providedwithin ninety (90) days after such fire or other casualty, and Landlord shall that it elects not to repair, restore or rebuild the Premises Subleased Premises, such Common Facilities and/or any building systems by reason thereof and (z) to the condition existing at extent the time Port Authority is obligated to (or is permitted to and so elects to) repair restore or rebuild the same pursuant to the terms of the occurrence Lease (including the portion thereof referred to as the Port Authority Sublease). If Sublessor delivers to Sublessee a notice described in clause (y) above electing not to repair rebuild or replace any part of the loss; provideddemised premises. Common Facilities and/or building systems, howeverSublessee, Landlord shall not be obligated within thirty days thereafter, may elect by notice to commence such Sublessor to terminate this Sublease. In connection with any repair, restoration or and/or rebuilding until insurance proceeds are received by Landlorddescribed in this paragraph (a), Sublessor may redesign portions of the Site and Landlord’s obligation hereunder shall be limited the facilities thereon and change the plans and specifications therefore, provided, such redesigo and changes do not materially impair Sublessee's ability to use the proceeds actually received by Landlord under any insurance policy or policiesSubleased Premises and the Site for its air cargo business, if any, less those amounts (i) which have been required to be applied towards does not materially reduce the reduction value of any indebtedness secured by a mortgage covering the its leasehold Subleased Premises or any portion thereof, and (ii) which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover any such insurance proceeds. Tenant agrees to notify Landlord in writing not less than thirty (30) days prior, to materially increase Sublessee's cost of repairing restoring or replacing the date Tenant opens for business Sublessee Property in the Premises of the actual cost of all permanent leasehold improvements and betterments installed or to be installed by Tenant in the Premises (whether same have been paid for entirely or partially by Tenant), but exclusive of Tenant’s personal property, movable trade fixtures and inventory. Similar notifications shall be given to Landlord not less than thirty (30) days prior to the commencement of any proposed alterations, additions or improvements to the Subleased Premises. If Tenant fails to comply, with the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such loss, and in addition to any other rights or remedies reserved by Landlord under this Lease, Landlord’s obligations under this Article to repair, replace and/or rebuild the Premises shall be deemed inapplicable, and in lieu thereof, Landlord may, at its election, either restore or require Tenant to restore the Premises to the condition which existed prior to such loss, and in either case Tenant shall pay the cost of such restoration. Tenant covenants and agrees to repair or replace Tenant’s fixtures, furniture, furnishings, floor coverings, equipment and stock in trade and reopen for business in the Premises within thirty (30) days after notice from Landlord that the Premises are ready for re-occupancy. No damage or destruction to the Premises shall allow Tenant to surrender possession of the Premises nor affect Tenant’s liability for the payment of rents or charges or any other covenant herein contained, except as may be specifically provided in this Lease. Notwithstanding anything to the contrary contained in this Section or elsewhere in this Lease, Landlord, at its option, may terminate this Lease by giving Tenant notice thereof within one hundred and eighty (180) days from the date of the casualty if:.

Damage and Destruction. If all or any part of the Premises shall be damaged or destroyed by fire or other casualty, this Lease shall continue in full force and effect, unless terminated as hereinafter provided, and Landlord shall repair, restore or rebuild the Premises to the condition existing at the time of the occurrence of the loss; provided, however, Landlord shall not be obligated to commence such repair, restoration or rebuilding until insurance proceeds are received by Landlord, and Landlord’s 's obligation hereunder shall be limited to the proceeds actually received by Landlord under any insurance policy or policies, if any, less those amounts (i) which have been required to be applied towards the reduction of any indebtedness secured by a mortgage covering the Premises Center or any portion thereof, and (ii) which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ ' fees, incurred by Landlord to recover any such insurance proceeds. Tenant agrees to notify Landlord in writing not less than thirty (30) days prior, to the date Tenant opens for business in the Premises of the actual cost of all permanent leasehold improvements and betterments installed or to be installed by Tenant in the Premises (whether same have been paid for entirely or partially by Tenant), but exclusive of Tenant’s 's personal property, movable trade fixtures and inventory. Similar notifications shall be given to Landlord not less than thirty (30) days prior to the commencement of any proposed alterations, additions or improvements to the Premises. If Tenant fails to comply, with the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such loss, and in addition to any other rights or remedies reserved by Landlord under this Lease, Landlord’s 's obligations under this Article to repair, replace and/or rebuild the Premises shall be deemed inapplicable, and in lieu thereof, Landlord may, at its election, either restore or require Tenant to restore the Premises to the condition which existed prior to such loss-loss,, and in either case Tenant shall pay the cost of such restoration. Tenant covenants and agrees to repair or replace Tenant’s 's fixtures, furniture, furnishings, floor coverings, equipment and stock in trade and reopen for business in the Premises within thirty (30) days after notice from Landlord that the Premises are ready for re-occupancy. No damage or destruction to the Premises shall allow Tenant to surrender possession of the Premises nor affect Tenant’s 's liability for the payment of rents or charges or any other covenant herein contained, except as may be specifically provided in this Lease. Notwithstanding anything to the contrary contained in this Section or elsewhere in this Lease, Landlord, at its option, may terminate this Lease by giving Tenant notice thereof within one hundred and eighty (180) days from the date of the casualty if:

Damage and Destruction. If all or any part of the Premises shall be damaged or destroyed by fire or other casualty, casualty this Lease shall continue in full force and effect, unless terminated as hereinafter provided, and Landlord shall repair, restore or rebuild the Premises to the condition existing at the time of the occurrence of the loss; provided, however, Landlord shall not be obligated to commence such repair, restoration or rebuilding until insurance proceeds are received by Landlord, and Landlord’s 's obligation hereunder shall be limited to the proceeds actually received by Landlord under any insurance policy or policies, if any, less those amounts (i) which have been required to be applied towards the reduction of any indebtedness secured by a mortgage covering the Premises Center or any portion thereof, and (ii) which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ ' fees, incurred by Landlord to recover any such insurance proceeds. Tenant agrees to notify Landlord in writing not less than thirty (30) days prior, to the date Tenant opens for business in the Premises of the actual cost of all permanent leasehold improvements and betterments installed or to be installed by Tenant in the Premises (whether same have been paid for entirely or partially by Tenant), but exclusive of Tenant’s of. Tenant Is personal property, movable trade fixtures and inventory. Similar notifications shall be given to Landlord not less than thirty (30) days prior to the commencement of any proposed alterations, additions or improvements to the Premises. If Tenant fails to comply, with the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such loss, and in addition to any other rights or remedies reserved by Landlord under this Lease, Landlord’s 's obligations under this Article to repair, replace and/or rebuild the Premises shall be deemed inapplicable, and in lieu thereof, Landlord may, at its election, either restore or require Tenant to restore the Premises to the condition which existed prior to such loss, and in either case Tenant shall pay the cost of such restoration. Tenant covenants and agrees to repair or replace Tenant’s 's fixtures, furniture, furnishings, floor coverings, equipment and stock in trade and reopen for business in the Premises within thirty (30) days after notice from Landlord that the Premises are ready for re-occupancy. No damage or destruction to the Premises shall allow Tenant to surrender possession of the Premises nor affect Tenant’s 's liability for the payment of rents or charges or any other covenant herein contained, contained except as may be specifically provided in this Lease. Notwithstanding anything to the contrary contained in this Section or elsewhere in this Lease, Landlord, at its option, may terminate this Lease by giving Tenant notice thereof within one hundred and eighty (180) days from the date of the casualty if:

Damage and Destruction. If at any time during the Term all or any part a portion of the Premises shall be are damaged or destroyed by a fire or other casualty, then Tenant shall promptly notify Landlord upon becoming aware thereof. Within 30 days after Landlord becomes aware of such damage, Landlord shall notify Tenant as to the amount of time Landlord reasonably estimates it will take to restore the Premises (including the restoration of Landlord’s Work and any Alteration made by Landlord), including for modifications required by Applicable Laws, and excluding the repair, restoration or replacement of the fixtures, equipment, or Alterations made by Tenant or a Tenant Party (“Landlord’s Repair Notice”). If the restoration time is estimated to exceed 9 months from the issuance of all permits, then either Landlord or Tenant (unless the damage was caused by Tenant) may elect to terminate this Lease effective as of the date of casualty by giving notice to the other within 15 days after Landlord’s notice. Notwithstanding anything to the contrary contained in this Section, in the event such restoration is not, in fact, substantially completed within the time period set forth in Landlord’s Repair Notice, as such time period shall be extended for delays caused by Tenant or any Tenant Party and/or delays due to Force Majeure, then Tenant (unless the damage was caused by Tenant) shall have the option to terminate this Lease on 30 days prior written notice, provided, however, that if Tenant gives such notice of termination pursuant to this paragraph and Landlord then substantially completes the restoration and repair within such 30 day time period, then Tenant’s notice of termination shall be deemed revoked and this Lease shall continue in full force and effect. In addition, unless terminated as hereinafter providedLandlord, and Landlord shall repair, restore or rebuild by notice to Tenant within 30 days after the Premises to the condition existing at the time date of the occurrence of fire or other casualty, shall have the loss; provided, however, Landlord shall right to terminate this Lease if the loss is not be obligated to commence such repair, restoration covered by the insurance maintained or rebuilding until insurance proceeds are received by Landlord, and Landlord’s obligation hereunder shall be limited to the proceeds actually received by Landlord under any insurance policy or policies, if any, less those amounts (i) which have been required to be applied towards the reduction of any indebtedness secured by a mortgage covering the Premises or any portion thereof, and (ii) which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover any such insurance proceeds. Tenant agrees to notify Landlord in writing not less than thirty (30) days prior, to the date Tenant opens for business in the Premises of the actual cost of all permanent leasehold improvements and betterments installed or to be installed by Tenant in the Premises (whether same have been paid for entirely or partially by Tenant), but exclusive of Tenant’s personal property, movable trade fixtures and inventory. Similar notifications shall be given to Landlord not less than thirty (30) days prior to the commencement of any proposed alterations, additions or improvements to the Premises. If Tenant fails to comply, with the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such loss, and in addition to any other rights or remedies reserved maintained by Landlord under this Lease. If this Lease is not, Landlord’s obligations under this Article or cannot be, terminated in accordance with the foregoing, then, subject to repair, replace and/or rebuild the Premises shall be deemed inapplicable, and in lieu thereofdelays due to Force Majeure (as defined below), Landlord may, at its election, either restore or require Tenant shall commence to restore the Premises to substantially the same condition which that existed immediately prior to such lossthe fire or other casualty (including Landlord’s Work and any Alteration made by Landlord), including modifications required by Applicable Laws, and in either case Tenant shall pay excluding the cost repair, restoration or replacement of such restoration. Tenant covenants and agrees to repair or replace Tenant’s the fixtures, furnitureequipment, furnishingsor Alterations made by Tenant or a Tenant Party Notwithstanding the foregoing, floor coverings, equipment and stock in trade and reopen for business in the Premises within thirty (30) days after notice from Landlord that the Premises are ready for re-occupancy. No damage or destruction to the Premises shall allow Tenant to surrender possession of the Premises nor affect Tenant’s liability for the payment of rents or charges or any other covenant herein contained, except as may be specifically provided in this Lease. Notwithstanding anything to the contrary contained in this Section or elsewhere in this Lease, Landlord, at its option, either party may terminate this Lease if the Premises are damaged by giving Tenant notice thereof within one hundred a fire or other casualty during the last year of the Term and eighty (180) days from Landlord reasonably estimates that it will take more than 3 months to repair such damage. Base Rent and Tenant’s Share of Real Property Taxes and Operating Expenses shall be abated for the period of Landlord’s repair and restoration obligations commencing on the date of such casualty event in the casualty if:proportion which the area of the Premises, if any, which is untenantable bears to the total area of the Premises. Tenant agrees that the terms of this Section 16 shall govern any damage or destruction and shall accordingly supersede any contrary statute or rule of law.

Damage and Destruction. If all the Premises, the Building or any part of the Premises shall be Building Systems are damaged or destroyed by fire or other casualty, Landlord shall repair the same without delay (and if Landlord is then carrying insurance on the Leasehold Improvements or if Tenant at its sole option makes funds available to Landlord, Landlord shall also repair the Leasehold Improvements), provided that such repairs can be made under Applicable Laws within sixty (60) days after Landlord obtains all necessary permits for such repairs but not later than two hundred ten (210) days after the date of such damage (the "Repair Period"). In such event, this Lease shall continue remain in full force and effect, unless terminated as hereinafter providedexcept that Tenant shall be entitled to an abatement of Rent while such repairs are being made. Such abatement in Rent shall be based upon the extent to which such damage and the making of such repairs interfere with Xxxxxx’s business in the Premises. Xxxxxxxx’s repairs shall not include, and Landlord the Rent shall repairnot be abated as a result of, restore any damage by fire or rebuild other cause to Tenant’s Personal Property or any damage caused by the Premises to negligence or willful misconduct of Tenant or its Agents. Within twenty (20) days after the condition existing at the time date of the occurrence of the loss; provided, howeversuch damage, Landlord shall notify Tenant whether or not, in Landlord’s reasonable judgment made in good faith, such repairs can be made within the Repair Period. If such repairs cannot be obligated made within the Repair Period, then either party hereto may, by written notice to commence the other given within thirty (30) days after the date of such repairdamage, restoration or rebuilding until insurance proceeds are received by Landlordterminate this Lease as of the date specified in such notice, and Landlord’s obligation hereunder which date shall be limited to the proceeds actually received by Landlord under any insurance policy or policies, if any, less those amounts (i) which have been required to be applied towards the reduction of any indebtedness secured by a mortgage covering the Premises or any portion thereof, and (ii) which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover any such insurance proceeds. Tenant agrees to notify Landlord in writing not less than thirty (30) nor more than sixty (60) days priorafter notice is given by Landlord. In case of termination, the Rent shall be reduced by a proportionate amount based upon the extent to which such damage interferes with the conduct of Xxxxxx’s business in the Premises, and Tenant shall pay such reduced Rent up to the date of termination. Landlord shall refund to Tenant opens any Rent previously paid for business any period of time subsequent to such date of termination. Notwithstanding the foregoing, in the Premises of the actual cost of all permanent leasehold improvements and betterments installed or to be installed by Tenant in event the Premises are damaged or destroyed by reason of flood or earthquake, and such damage or destruction is not fully covered by insurance proceeds payable under the insurance policies Landlord is required to carry hereunder (whether same have been paid excluding any deductible, for entirely or partially by Tenantwhich Landlord shall be responsible), but exclusive of Tenant’s personal property, movable trade fixtures and inventory. Similar notifications shall be given Landlord may terminate this Lease by written notice to Landlord not less than Tenant within thirty (30) days prior to of the commencement date Landlord receives written notice that such damage is not covered by insurance. Such notice from Landlord shall include adequate written evidence of any proposed alterations, additions or improvements to the Premisesdenial of insurance coverage. If Tenant fails Landlord does not elect to complyterminate this Lease as provided above, with the foregoing provisionsthis Lease shall remain in full force and effect, any loss or damage and Landlord shall sustain by reason thereof shall be borne by Tenant repair and shall be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such loss, and in addition to any other rights or remedies reserved by Landlord under this Lease, Landlord’s obligations under this Article to repair, replace and/or rebuild restore the Premises shall as provided above. If at any time during the last six (6) months of the Term of this Lease there is substantial damage that Landlord would be deemed inapplicable, and in lieu thereofrequired to repair hereunder, Landlord or Tenant may, at its electionthe respective option of each, either restore or require Tenant to restore terminate this Lease as of the Premises date such damage occurred by giving written notice to the condition which existed prior other party of its election to such loss, and in either case Tenant shall pay the cost of such restoration. Tenant covenants and agrees to repair or replace Tenant’s fixtures, furniture, furnishings, floor coverings, equipment and stock in trade and reopen for business in the Premises do so within thirty (30) days after notice from the date of such damage; provided, however, Landlord that the Premises are ready for re-occupancy. No damage or destruction to the Premises shall allow Tenant to surrender possession of the Premises nor affect Tenant’s liability for the payment of rents or charges or any other covenant herein contained, except as may be specifically provided in this Lease. Notwithstanding anything to the contrary contained in this Section or elsewhere in this Lease, Landlord, at its option, may terminate this Lease by giving Tenant notice thereof within one hundred and eighty only if it would take more than thirty (18030) days from to repair such damage. The parties intend that the date provisions of this Section govern fully their rights and obligations in the event of damage or destruction, and Landlord and Tenant each hereby waives and releases any right to terminate this Lease in whole or in part under Section 1932, subdivision 2, Section 1933, subdivision 4, and Sections 1941 and 1942 of the casualty if:Civil Code of California or under any similar law, statute or ordinance now or hereafter in effect, to the extent such rights are inconsistent with the provisions hereof.

Damage and Destruction. If all or any part Notwithstanding the provisions of the Premises Section 9.1 hereof, if MOB B shall be damaged or destroyed by fire or other casualty, this Lease shall continue in full force and effect, unless terminated as hereinafter provided, and Landlord shall repair, restore or rebuild the Premises to the condition existing at the time casualty (any of the occurrence of the loss; provided, however, Landlord shall not be obligated to commence such repair, restoration or rebuilding until insurance proceeds are received by Landlord, and Landlord’s obligation hereunder shall be limited to the proceeds actually received by Landlord under any insurance policy or policies, if any, less those amounts (i) which have been required to be applied towards the reduction of any indebtedness secured by foregoing being hereinafter called a mortgage covering the Premises or any portion thereof, and (ii) which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover any such insurance proceeds“Casualty”). Tenant agrees to notify Landlord in writing not less than thirty (30) days priorshall, to the date Tenant opens for business in the Premises of the actual cost of all permanent leasehold improvements and betterments installed or to be installed by Tenant in the Premises (whether same have been paid for entirely or partially by Tenant), but exclusive of Tenant’s personal property, movable trade fixtures and inventory. Similar notifications shall be given to Landlord not less than thirty (30) days prior to the commencement of any proposed alterations, additions or improvements to the Premises. If Tenant fails to comply, with the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such loss, and in addition to any other rights or remedies reserved by Landlord under this Lease, Landlord’s obligations under this Article to repair, replace and/or rebuild the Premises shall be deemed inapplicable, and in lieu thereof, Landlord may, at its election, either restore or require Tenant to restore the Premises to the condition which existed prior to such loss, and in either case Tenant shall pay the cost of such restoration. Tenant covenants and agrees to repair or replace Tenant’s fixtures, furniture, furnishings, floor coverings, equipment and stock in trade and reopen for business in the Premises within thirty (30) days after notice from of the date of such Casualty, cause an architect licensed in the State of Tennessee to deliver to both Landlord that and Tenant in writing, such architect’s good faith opinion (hereinafter, the “Architect’s Opinion”) as to) (i) the length of time required to cause the Premises are ready for re-occupancy. No damage or destruction to be repaired and restored substantially to the same condition existing prior to the Casualty and (ii) the estimated cost of such repairs and restorations. If said Architect’s Opinion indicates that such repairs and restoration shall take in excess of twelve (12) months from the expiration of the Notice Period (as hereinafter defined), then, subject to the rights of any Leasehold Mortgagee (as defined in Section 11.3), either Landlord or Tenant shall have the right to terminate this Lease as of the date of such Casualty upon giving written notice to the other party to such effect at any time during the period ending fifteen (15) days after such party’s receipt of the Architect’s Opinion (the “Notice Period”); provided, however, that in the event that Tenant elects to restore MOB B and proceeds to diligently restore the Premises (regardless of whether such restoration extends beyond twelve (12) months), then Landlord may not terminate this Lease; provided, further, however, that Tenant shall allow Tenant to surrender possession thereafter diligently pursue restoration of the Premises nor affect to a condition substantially the same or better than existed prior to the Casualty. In the event that this Lease is so terminated by either Landlord or Tenant’s liability , the net proceeds of insurance carried pursuant to the provisions of Subsection 6.1(a) above shall be paid to Tenant. In the event that Tenant elects to terminate this Lease within the Notice Period, Tenant shall pay the reasonable costs of demolition of MOB B, including removal of all casualty debris. In the event this Lease is not terminated, as aforesaid, Rent hereunder shall not xxxxx and Tenant shall remain liable for the payment of rents or charges or any other covenant herein contained, except as may be specifically provided in this Lease. Notwithstanding anything all Impositions payable by Tenant pursuant to Article V above during the contrary contained in this Section or elsewhere in this Lease, Landlord, at its option, may terminate this Lease by giving Tenant notice thereof within one hundred and eighty (180) days from the date period of Tenant’s restoration of the casualty if:Premises.

Damage and Destruction. If at any time during the Term all or any part a portion of the Premises shall be are damaged or destroyed by a fire or other casualty, this Lease shall continue in full force and effect, unless terminated as hereinafter provided, and Landlord shall repair, restore or rebuild the Premises notify Tenant within sixty (60) days after Landlord becomes aware of such damage as to the condition existing at the amount of time of the occurrence of the loss; provided, however, Landlord shall not be obligated reasonably estimates it will take to commence such repair, restoration or rebuilding until insurance proceeds are received by Landlord, and Landlord’s obligation hereunder shall be limited to the proceeds actually received by Landlord under any insurance policy or policies, if any, less those amounts (i) which have been required to be applied towards the reduction of any indebtedness secured by a mortgage covering the Premises or any portion thereof, and (ii) which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover any such insurance proceeds. Tenant agrees to notify Landlord in writing not less than thirty (30) days prior, to the date Tenant opens for business in the Premises of the actual cost of all permanent leasehold improvements and betterments installed or to be installed by Tenant in the Premises (whether same have been paid for entirely or partially by Tenant), but exclusive of Tenant’s personal property, movable trade fixtures and inventory. Similar notifications shall be given to Landlord not less than thirty (30) days prior to the commencement of any proposed alterations, additions or improvements to restore the Premises. If Tenant fails the restoration time is estimated to complyexceed nine (9) months from the issuance of all permits, with the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such loss, and in addition subject to any other rights or remedies reserved by Landlord under this Lease, Landlord’s obligations under this Article to repair, replace and/or rebuild the Premises shall be deemed inapplicable, and in lieu thereofextensions for Force Majeure, Landlord may elect to terminate this Lease and if such restoration period is greater than twelve (12) months from the issuance of all permits, then Tenant may, at as its electionsole remedy, either restore terminate this Lease on or require Tenant to restore the Premises to the condition which existed prior to such loss, and in either case Tenant shall pay the cost of such restoration. Tenant covenants and agrees to repair or replace Tenant’s fixtures, furniture, furnishings, floor coverings, equipment and stock in trade and reopen for business in the Premises within before thirty (30) days after receipt of Landlord’s notice describing the estimated restoration time that is greater than twelve (12) months. In addition, Landlord, by notice to Tenant within ninety (90) days after the date of the fire or other casualty shall have the right to terminate this lease if: (1) any Mortgagee requires that the insurance proceeds be applied to the payment of the mortgage debt or ground lease, or (2) a material uninsured loss to the Building or Premises occurs. If neither party either elects to terminate this Lease as provided above or if neither party has the right to terminate this Lease as provided above, then, subject to receipt of sufficient insurance proceeds, Landlord shall promptly commence to restore the Premises, subject to delays arising from the collection of insurance proceeds or from Force Majeure events. Such restoration shall be to substantially the same condition that existed prior to the fire or other casualty, except for modifications required by Applicable Laws. Upon notice from Landlord, Tenant shall assign or endorse over to Landlord that (or to any party designated by Landlord) all property insurance proceeds payable to Tenant under Tenant insurance with respect to any Alterations, provided if the Premises are ready for re-occupancy. No damage or destruction estimated cost to repair such Alterations exceeds the Premises amount of insurance proceeds received by Landlord from Tenant’s insurance carrier, the excess cost of such repairs shall allow be paid by Tenant to surrender possession Landlord prior to Landlord’s commencement of repairs. Within fifteen (15) days of demand, Tenant shall also pay Landlord for any additional excess costs that are determined during the performance of the repairs to such Alterations. In no event shall Landlord be required to spend more for the restoration of the Premises nor affect than the proceeds received by Landlord, whether insurance proceeds or proceeds from Tenant. Landlord shall not be liable for any inconvenience to Tenant, or injury to Tenant’s liability business resulting in any way from the fire or other casualty, or the repair thereof. If this Lease is not terminated by Landlord or Tenant in accordance with this section, Tenant shall be responsible for and shall pay to Landlord Tenant’s Share of any deductible or retention amount payable under the property insurance for the payment Building following any such casualty. Tenant at Tenant’s expense shall promptly perform, subject to delays arising from the collection of rents insurance proceeds, or charges from Force Majeure events, all repairs or any other covenant herein contained, except as may restoration not required to be specifically provided done by Landlord and shall promptly re-enter the Premises and commence doing business in accordance with this Lease. Notwithstanding anything to the contrary contained in this Section or elsewhere in this Leaseforegoing, Landlord, at its option, either party may terminate this Lease if the Premises are damaged during the last year of the Term and Landlord reasonably estimates that it will take more than three (3) months to repair such damage. Provided no Event of Default by giving Tenant notice thereof within one hundred has occurred, Base Rent and eighty (180) days from Tenant’s Share of Operating Expenses and Real Property Taxes shall be abated for the period of repair and restoration commencing on the date of such casualty event in the proportion which the area of the Premises, if any, which is untenantable bears to the total area of the Premises. Such abatement shall be the sole remedy of Tenant, and except as provided herein, Tenant waives any right to terminate this Lease by reason of damage or casualty if:loss. Tenant agrees that the terms of this Section 16 shall govern any damage or destruction and shall accordingly supersede any contrary statute or rule of law. Landlord and Tenant agree that the provisions of this Section 16 shall only apply when the Premises is physically damaged or the structural integrity of the Premises is degraded as a result of a fire or other casualty. In no event shall a temporary closure of the Building or the Project for the purpose of protecting public health constitute physical damage to the Premises, nor shall Tenant’s inability to productively use the Premises during any such temporary closure be deemed a casualty. ​

Damage and Destruction. If all or any part of the Premises shall be are damaged or destroyed by fire or other casualty, Landlord shall repair that damage as soon as reasonably possible, at its expense, unless: (i) Landlord reasonably determines that the cost of repair would exceed twenty percent (20%) of the full replacement cost of the Premises (“Replacement Cost”) and the damage is not covered by Landlord’s insurance, or (ii) Landlord reasonably determines that the cost of repair would exceed fifty percent (50%) of the Replacement Cost; or (iii) Landlord reasonably determines that the cost of repair would exceed ten percent (10%) of the Replacement Cost and the damage occurs during the final twelve (12) months of the Term. Should Landlord elect not to repair the damage for one of the preceding reasons, Landlord shall so notify Tenant in writing within sixty (60) days after the damage occurs and Tenant shall elect to either (i) repair the damage at its cost and receive any insurance proceeds paid by reason of such damage, subject to the rights of Landlord’s lender, or (ii) terminate this Lease and this Lease shall terminate as of the date of that notice and the obligations of the parties shall terminate as if the Term had naturally expired. Unless either party elects to terminate this Lease in accordance with the above, this Lease shall continue in full force and effecteffect for the remainder of the Term. However, unless terminated as hereinafter provided, and Landlord shall repair, restore or rebuild provided that if the damage to the Premises to the condition existing at the time is so extensive that it prevents Tenant’s substantial use and enjoyment of the occurrence of the loss; provided, however, Landlord shall not be obligated to commence such repair, restoration or rebuilding until insurance proceeds are received by Landlord, and Landlord’s obligation hereunder shall be limited to the proceeds actually received by Landlord under any insurance policy or policies, if any, less those amounts (i) which have been required to be applied towards the reduction of any indebtedness secured by a mortgage covering the Premises or any portion thereof, and (ii) which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover any such insurance proceeds. Tenant agrees to notify Landlord in writing not less more than thirty (30) consecutive days, then Tenant may elect to terminate this Lease by written notice to Landlord within ten (10) days prior, from and after Tenant’s inability to the date Tenant opens for business in use the Premises of the actual cost of all permanent leasehold improvements and betterments installed or to be installed by Tenant in the Premises (whether same have been paid for entirely or partially by Tenant), but exclusive of Tenant’s personal property, movable trade fixtures and inventory. Similar notifications shall be given to Landlord not less than thirty (30) consecutive days prior to and this Lease shall terminate as of the commencement date of such notice and the obligations of the parties shall terminate as if the Term had naturally expired. Commencing on the date of any proposed alterations, additions or improvements to the Premises. If Tenant fails to comply, with the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such loss, and in addition to any other rights or remedies reserved by Landlord under this Lease, Landlord’s obligations under this Article to repair, replace and/or rebuild the Premises shall be deemed inapplicable, and in lieu thereof, Landlord may, at its election, either restore or require Tenant to restore the Premises to the condition which existed prior to such loss, and in either case Tenant shall pay the cost of such restoration. Tenant covenants and agrees to repair or replace Tenant’s fixtures, furniture, furnishings, floor coverings, equipment and stock in trade and reopen for business in the Premises within thirty (30) days after notice from Landlord that the Premises are ready for re-occupancy. No damage or destruction to the Premises which renders a portion thereof unusable, and ending on the date the damage is repaired or this Lease is terminated, whichever occurs first, the Rent to be paid under this Lease shall allow Tenant to surrender possession be abated in the same proportion that the floor area of the Premises nor affect Tenant’s liability for that is rendered unusable by the payment of rents or charges or any other covenant herein contained, except as may be specifically provided in this Lease. Notwithstanding anything damage bears to the contrary contained in total floor area of the Premises (which the parties agree is 80,808 square feet). In addition, the provisions of this Section shall not be deemed to require Landlord to repair any improvements or elsewhere in this Lease, Landlord, at its option, may terminate this Lease fixtures installed by giving Tenant notice thereof within one hundred and eighty (180) days from the date of the casualty if:Tenant.

Damage and Destruction. If the Premises are hereafter damaged or destroyed or rendered partially untenantable for their accustomed use by fire or other casualty insured under the coverage which Landlord is obligated to carry pursuant to Section 11.1 hereof, Landlord shall promptly repair the same to substantially the condition which they were in immediately prior to the happening of such casualty (excluding stock in trade) provided, however, that Landlord shall not be obligated to repair and restore if such casualty is not covered by the insurance which Landlord is obligated to carry pursuant to Section 11.1 hereof, and provided, further, that Landlord shall not be obligated to expend for any repair or restoration an amount in excess of the insurance proceeds recovered therefore, and provided, further, that if the Premises be damaged, destroyed or rendered untenantable for their accustomed uses by fire or other casualty to the extent of more than fifty percent (50%) of the cost to replace the Premises during the last three (3) years of the Lease Term, then either Landlord or Tenant shall have the right to terminate this Lease effective as of the date of such casualty by giving to the other party written notice of such termination within sixty (60) days after the occurrence of such casualty; provided, however, that if Landlord elects to terminate this Lease and Tenant then has any remaining Renewal Terms, Tenant may nullify Landlord’s termination by delivering written notice to Landlord within ten (10) days after receipt of Landlord’s termination notice that Tenant elects to exercise such Renewal Term, in which case this Lease shall continue in full force and effect and Landlord shall repair and restore the Premises as set forth herein. If this Lease shall terminate, Landlord shall promptly repay to Tenant any rent theretofore paid in advance which was not earned at the date of such casualty. In each instance that Landlord repairs or restores the Premises after damage or destruction, Landlord shall promptly repair or replace the fixtures, furnishings, furniture, leasehold improvements, carpeting, wall covering, floor covering, drapes, ceiling and equipment to the same condition as they were in immediately prior to the casualty, and if Tenant has closed its store, Tenant shall promptly open for business upon the completion of such repairs. Should Landlord not repair the Premises to substantially the condition which they were in immediately prior to the casualty, as herein above described, within one hundred eighty (180) days following the date of the casualty, Tenant shall have the right to: (i) terminate this Lease upon written notice to Landlord delivered at any time prior to Landlord’s completion of all such repairs, or (ii) upon written notice to Landlord, complete such repairs on Landlord’s behalf and at Landlord’s expense, and Tenant may deduct the cost of such repairs from its next installments of Rent until reimbursed in full if Landlord shall fail to reimburse Tenant for such costs within thirty (30) days following Tenant’s written demand therefor. Notwithstanding anything to the contrary set forth herein, in the event all or any part portion of the Premises Hotel/Casino and the Hotel/Condominium shall be damaged or destroyed by fire or other casualty, this Lease shall continue in full force and effect, unless terminated as hereinafter provided, and Landlord shall repair, restore or rebuild cause (notwithstanding that the Premises may be unaffected thereby), to the condition existing extent the cost of restoration thereof would exceed thirty percent (30%) of the amount it would have cost to replace the Hotel/Casino and the Hotel/Condominium in its entirety at the time of the occurrence of the loss; provided, however, Landlord shall not be obligated to commence such repair, restoration or rebuilding until insurance proceeds are received by Landlord, and Landlord’s obligation hereunder shall be limited to the proceeds actually received by Landlord under any insurance policy or policies, if any, less those amounts (i) which have been required to be applied towards the reduction of any indebtedness secured by a mortgage covering the Premises or any portion thereof, and (ii) which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover any such insurance proceeds. Tenant agrees to notify Landlord in writing not less than thirty (30) days prior, to the date Tenant opens for business in the Premises of the actual cost of all permanent leasehold improvements and betterments installed or to be installed by Tenant in the Premises (whether same have been paid for entirely or partially by Tenant), but exclusive of Tenant’s personal property, movable trade fixtures and inventory. Similar notifications shall be given to Landlord not less than thirty (30) days prior to the commencement of any proposed alterations, additions or improvements to the Premises. If Tenant fails to comply, with the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such loss, and in addition to any other rights or remedies reserved by Landlord under this Lease, Landlord’s obligations under this Article to repair, replace and/or rebuild the Premises shall be deemed inapplicable, and in lieu thereof, Landlord may, at its election, either restore or require Tenant to restore the Premises to the condition which existed prior to such loss, and in either case Tenant shall pay the cost of such restoration. Tenant covenants and agrees to repair or replace Tenant’s fixtures, furniture, furnishings, floor coverings, equipment and stock in trade and reopen for business in the Premises within thirty (30) days after notice from Landlord that the Premises are ready for re-occupancy. No damage or destruction to the Premises shall allow Tenant to surrender possession of the Premises nor affect Tenant’s liability for the payment of rents or charges or any other covenant herein containedoccurred, except as may be specifically provided in this Lease. Notwithstanding anything to the contrary contained in this Section or elsewhere in this Lease, Landlord, at its option, then Landlord may terminate this Lease by giving Tenant notice thereof within one hundred and eighty thirty (18030) days from prior notice to Landlord’s election to do so, which notice shall be given, if at all, within ninety (90) days following the date of such occurrence. In the casualty if:event of the termination of this Lease as aforesaid, this Lease shall cease thirty (30) days after such notice is given, and the rent and other charges hereunder shall be adjusted as of that date.

Damage and Destruction. If the Premises are hereafter damaged or destroyed or rendered partially untenantable for their accustomed use by fire or other casualty insured under the coverage which Landlord carries pursuant to Section 11.1 hereof, Landlord will promptly repair the same to substantially the condition which they were in immediately prior to the happening of such casualty (excluding stock in trade, fixtures, furniture, Tenant's Work, leasehold improvements, furnishings, carpeting, floor covering, wall covering, drapes, ceiling and equipment) and no portion of the Minimum Monthly Rent and other payments payable hereunder shall xxxxx Landlord shall not be obligated to repair and restore if such casualty is not risk covered by the insurance which Landlord is obligated to carry pursuant to Section 11.1 hereof. Landlord shall be responsible for all deductibles; provided, however, that Landlord shall not be obligated to expend any funds in excess of the insurance proceeds recovered therefor. In the event the Premises are damaged, destroyed or rendered untenantable for their accustomed uses by fire or other casualty to the extent of more than fifty percent (50%) of the cost to replace the Premises or during the final two (2) Lease Years of the Term, then Landlord and Tenant shall each have the right to terminate this Lease effective as of the date of such casualty by giving to the other, within ninety (90) days after the happening of such casualty, written notice of such termination. If such notice is given, this Lease shall (without further obligation or liability) terminate and Landlord shall promptly repay to Tenant any rent theretofore paid in advance, which was not earned at the date of such casualty. Any time that Landlord repairs or restores the Premises after damage or destruction, then Tenant shall promptly repair or replace Tenant's stock in trade, fixtures, furnishings, furniture, Tenant's Work, leasehold improvements, carpeting, wall covering, floor covering, drapes, ceiling and equipment to substantially the same condition as they were in immediately prior to the casualty, and if Tenant has closed the Premises. Tenant shall promptly reopen for business upon the completion of such repairs. Tenant shall not be obligated to repair and restore if such casualty is not risk covered by the insurance which Tenant is obligated to carry pursuant to Section 11.2 hereof. Tenant shall be responsible for all deductibles and all costs and expenses for any repair or restoration regardless of whether the amount is in excess of the insurance proceeds recovered therefor. Should Tenant not repair the Premises to substantially the condition which it was in immediately prior to the casualty, as hereinabove described, within one hundred eighty (180) days of Landlord's completion of required work of Landlord for the restoration of the Premises ("Landlord's Repairs"), Landlord shall have the right to terminate this Lease if Landlord provides written notice to Tenant within ten (10) days after the expiration of the one hundred eighty (180) day period and Landlord shall be entitled to all property insurance proceeds paid or recoverable with respect to any betterments to the Premises (and excluding any proceeds with respect to equipment or assets other than tenant improvements and fixtures) in connection with such loss. Notwithstanding anything to the contrary set forth herein, in the event all or any part portion of the Premises Hotel Complex shall be damaged or destroyed by fire or other casualtycause (notwithstanding that the Premises may be unaffected thereby), to the extent the cost of restoration thereof would exceed fifteen percent (15%) of the amount it would have cost to replace the Hotel Complex at the time such damage or destruction occurred, then Landlord may terminate this Lease (without further obligation or liability) by giving Tenant thirty (30) days prior notice of Landlord's election to do so, which notice shall be given, if at all, within ninety (90) days following the date of such occurrence. In the event of the termination of this Lease as aforesaid, this Lease shall continue in full force and effect, unless terminated as hereinafter providedcease thirty (30) days after such notice is given, and the rent and other charges hereunder shall be adjusted as of that date. If Landlord shall repairdoes not elect to terminate this Lease pursuant to Landlord's termination right as provided above, restore or rebuild and the Premises to Landlord Repairs cannot, in the condition existing at reasonable opinion of Landlord's contractor, be completed within one hundred eighty (180) days after the date of the damage, Tenant may elect, no later than thirty (30) days after the date of Tenant's receipt of Landlord's estimate of the time necessary to restore the Premises, to terminate this Lease by written notice to Landlord effective as of the occurrence of date specified in the loss; providednotice, however, Landlord which date shall not be obligated to commence such repair, restoration or rebuilding until insurance proceeds are received by Landlord, and Landlord’s obligation hereunder shall be limited to the proceeds actually received by Landlord under any insurance policy or policies, if any, less those amounts (i) which have been required to be applied towards the reduction of any indebtedness secured by a mortgage covering the Premises or any portion thereof, and (ii) which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover any such insurance proceeds. Tenant agrees to notify Landlord in writing not less than thirty (30) days prior, to nor more than sixty (60) days after the date such notice is given by Tenant, and the rent and other charges hereunder shall be adjusted as of that date. Furthermore, if neither Landlord nor Tenant opens for business have terminated this Lease, and the Landlord Repairs are not actually completed within a two hundred ten (210) day period, Tenant shall have the right to terminate this Lease if Tenant provides written notice to Landlord within ten (10) days after the expiration of the two hundred ten (210) day period effective as of the date specified in the Premises of the actual cost of all permanent leasehold improvements and betterments installed or to notice, which date shall not be installed by Tenant in the Premises (whether same have been paid for entirely or partially by Tenant), but exclusive of Tenant’s personal property, movable trade fixtures and inventory. Similar notifications shall be given to Landlord not less than thirty (30) days prior to the commencement of any proposed alterations, additions or improvements to the Premises. If Tenant fails to comply, with the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such loss, and in addition to any other rights or remedies reserved by Landlord under this Lease, Landlord’s obligations under this Article to repair, replace and/or rebuild the Premises shall be deemed inapplicable, and in lieu thereof, Landlord may, at its election, either restore or require Tenant to restore the Premises to the condition which existed prior to such loss, and in either case Tenant shall pay the cost of such restoration. Tenant covenants and agrees to repair or replace Tenant’s fixtures, furniture, furnishings, floor coverings, equipment and stock in trade and reopen for business in the Premises within thirty nor more than sixty (3060) days after notice from Landlord that the Premises are ready for re-occupancy. No damage or destruction to the Premises shall allow Tenant to surrender possession of the Premises nor affect Tenant’s liability for the payment of rents or charges or any other covenant herein contained, except as may be specifically provided in this Lease. Notwithstanding anything to the contrary contained in this Section or elsewhere in this Lease, Landlord, at its option, may terminate this Lease by giving Tenant notice thereof within one hundred and eighty (180) days from the date such notice is given by Tenant, and the rent and other charges hereunder shall be adjusted as of the casualty if:that date.

Damage and Destruction. 22.1 If all the Premises or any part the Project is damaged by an insured casualty, occurring more than six (6) months prior to the expiration of the Premises shall be damaged or destroyed by fire or other casualty, this Lease shall continue in full force and effect, unless terminated as hereinafter provided, and Landlord shall repair, restore or rebuild the Premises to the condition existing at the time of the occurrence of the loss; provided, howeverterm hereof, Landlord shall not forthwith repair same, or cause same to be obligated repaired, to commence such repair, restoration or rebuilding until the extent that insurance proceeds are received by made available to Landlord therefor and provided that such repairs can, in Landlord's reasonable opinion, be made within ninety (90) days from the date of such damage (without payment of overtime or other premiums) under the laws and regulations of the federal, state and local governmental authorities having jurisdiction thereof. Tenant hereby acknowledges that Landlord’s obligation hereunder 's right to proceeds under the property insurance policies described in Section 12.2. above shall be limited subject to the proceeds actually received by rights of any mortgagees, trust deed holders or other secured parties having an interest in the Building. If Landlord under any insurance policy or policies, if any, less those amounts (i) which have been is not so required to be applied towards the reduction of any indebtedness secured by a mortgage covering the Premises or any portion thereofrepair such damage, and (ii) which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover any such insurance proceeds. Tenant agrees to notify Landlord in writing not less than thirty (30) days prior, to the date Tenant opens for business in the Premises of the actual cost of all permanent leasehold improvements and betterments installed or to be installed by Tenant in the Premises (whether same have been paid for entirely or partially by Tenant), but exclusive of Tenant’s personal property, movable trade fixtures and inventory. Similar notifications shall be given to Landlord not less than thirty (30) days prior to the commencement of any proposed alterations, additions or improvements to the Premises. If Tenant fails to comply, with the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such loss, and in addition to any other rights or remedies reserved by Landlord under this Lease, Landlord’s obligations under this Article to repair, replace and/or rebuild have the Premises shall be deemed inapplicable, and in lieu thereof, Landlord may, at its election, either restore or require Tenant to restore the Premises to the condition which existed prior to such loss, and in either case Tenant shall pay the cost of such restoration. Tenant covenants and agrees to repair or replace Tenant’s fixtures, furniture, furnishings, floor coverings, equipment and stock in trade and reopen for business in the Premises option within thirty (30) days after notice from Landlord that the Premises are ready for re-occupancy. No damage or destruction to the Premises shall allow Tenant to surrender possession of the Premises nor affect Tenant’s liability for the payment of rents or charges or any other covenant herein contained, except as may be specifically provided in this Lease. Notwithstanding anything to the contrary contained in this Section or elsewhere in this Lease, Landlord, at its option, may terminate this Lease by giving Tenant notice thereof within one hundred and eighty (180) days from the date of such damage either to (i) notify Tenant of 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 be so terminated. Landlord shall refund to Tenant any rent previously paid for any period of time subsequent to such termination. Notwithstanding any contrary provision herein, and regardless of whether caused by casualty, (a) Landlord shall not be required to repair any damage to the casualty if: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, and (b) any damage caused by the negligence or willful misconduct of Tenant or any of its agents, contractors, employees, invitees or guests shall be promptly repaired by Tenant, at its sole cost and expense, to the reasonable satisfaction of Landlord.

Damage and Destruction. A. If all or any part of the Premises shall be damaged or destroyed by fire fire, the elements, unavoidable accident or other casualty, this Lease shall continue in full force and effectwithout the fault of Tenant, unless terminated but are not thereby rendered untenantable (including as hereinafter provided, and Landlord shall repair, restore a result of a loss of necessary access or rebuild essential service from the Premises to the condition existing at the time remainder of the occurrence of the loss; provided, howeverProject) in whole or in part, Landlord shall at its own expense cause such damage to be repaired and the Fixed Annual Rent and Additional Rent payable by Tenant hereunder shall not be obligated to commence such repair, restoration or rebuilding until insurance proceeds are received by Landlord, and Landlord’s obligation hereunder shall be limited to the proceeds actually received by Landlord under any insurance policy or policies, if any, less those amounts (i) which have been required to be applied towards the reduction of any indebtedness secured by a mortgage covering the Premises or any portion thereof, and (ii) which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover any such insurance proceeds. Tenant agrees to notify Landlord in writing not less than thirty (30) days prior, to the date Tenant opens for business in the Premises of the actual cost of all permanent leasehold improvements and betterments installed or to be installed by Tenant in the Premises (whether same have been paid for entirely or partially by Tenant), but exclusive of Tenant’s personal property, movable trade fixtures and inventory. Similar notifications shall be given to Landlord not less than thirty (30) days prior to the commencement of any proposed alterations, additions or improvements to the Premisesabated. If Tenant fails to comply, with the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such lossoccurrence, and in addition to any other rights or remedies reserved by Landlord under this Lease, Landlord’s obligations under this Article to repair, replace and/or rebuild the Premises shall be deemed inapplicablerendered untenantable only in part, Landlord shall cause the damage to be repaired, and the Fixed Annual Rent meanwhile shall be abated proportionately as to the portion of the Premises rendered untenantable, until the Premises has been restored to the extent required to be restored by Landlord as required hereby. Landlord shall use commercially reasonable efforts to commence restoration and to complete restoration as soon as possible after receipt of insurance proceeds, if applicable. If the Premises shall be rendered wholly untenantable by reason of such occurrence, Landlord shall cause such damage to be repaired, and the Fixed Annual Rent meanwhile shall be abated in whole, until the Premises has been restored to the extent required to be restored by Landlord as required hereby, except that Landlord shall have the right, to be exercised by notice in writing delivered to Tenant within ninety (90) days after said occurrence, to elect not to reconstruct the destroyed Premises, and in lieu thereof, Landlord may, at its election, either restore or require Tenant to restore the Premises to the condition which existed prior to such loss, and in either case Tenant shall pay the cost of such restoration. Tenant covenants and agrees to repair or replace Tenant’s fixtures, furniture, furnishings, floor coverings, equipment and stock in trade and reopen for business in the Premises within thirty (30) days after notice from Landlord that the Premises are ready for re-occupancy. No damage or destruction to the Premises shall allow Tenant to surrender possession of the Premises nor affect Tenant’s liability for the payment of rents or charges or any other covenant herein contained, except as may be specifically provided in this Lease. Notwithstanding anything to the contrary contained in this Section or elsewhere in this Lease, Landlord, at its option, may terminate event this Lease by giving Tenant notice thereof within one hundred and eighty (180) days from the tenancy hereby created shall cease as of the date of the casualty if:said occurrence. Nothing in this Section shall be construed to permit the abatement in whole or in part of Additional Rent, including without limitation charges for Operating Costs and Taxes and Assessments attributable to any period during which the Premises shall be in untenantable condition, nor shall there be any abatement in Additional Rent nor the Fixed Annual Rent if such damage is caused by a negligent or intentional act or omission of Tenant. In the event Landlord elects not to repair the destroyed Premises but fails to provide notice of its election not to reconstruct the Premises as prescribed herein, Tenant may at its option cancel and terminate this Lease, as its sole and exclusive remedy against Landlord.

Damage and Destruction. If all It is mutually agreed that in the event the Demised Premises, or the means of ingress and egress therefrom and thereto are injured by fire or other damage or destruction during the term of the Lease, the rent provided for herein shall xxxxx entirely in case the entire Demised Premises or any substantial portion thereof is untenantable and, in the case a non-substantial portion of the Demised Premises is untenantable, shall partially xxxxx and shall be prorated for the portion rendered untenantable, until the Demised Premises are restored by Landlord to a good, tenantable condition (which Landlord shall undertake to do with due diligence), the Tenant paying during such time the proportion of rent that the part of the Demised Premises remaining tenantable shall bear to the entire Demised Premises during such period; provided, however, that there shall be no abatement of rent on account of the condition of said Demised Premises by reason of any loss or damage by fire or other damage or destruction if such damage or destruction was caused by the negligent or willful act of Tenant. In the event that the Demised Premises is destroyed or damaged so that it can not be repaired or destroyed reconstructed with reasonable diligence being exercised within one hundred twenty (120) days from the date of such destruction or damage by reason of fire or other casualty, this Lease shall continue in full force and effect, unless terminated as hereinafter provided, and Landlord shall repair, restore or rebuild the Premises to the condition existing at the time of the occurrence of the loss; provided, however, Landlord shall not be obligated to commence such repair, restoration or rebuilding until insurance proceeds are received by Landlord, and Landlord’s obligation hereunder shall be limited to the proceeds actually received by Landlord under any insurance policy or policies, if any, less those amounts (i) which have been required to be applied towards the reduction of any indebtedness secured by a mortgage covering the Premises or any portion thereof, and (ii) which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover any such insurance proceeds. Tenant agrees to notify Landlord in writing not less than thirty (30) days prior, to the date Tenant opens for business in the Premises of the actual cost of all permanent leasehold improvements and betterments installed or to be installed by Tenant in the Premises (whether same have been paid for entirely or partially by Tenant), but exclusive of Tenant’s personal property, movable trade fixtures and inventory. Similar notifications shall be given to Landlord not less than thirty (30) days prior to the commencement of any proposed alterations, additions or improvements to the Premises. If Tenant fails to comply, with the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such loss, and in addition to any other rights or remedies reserved by Landlord under this Lease, Landlord’s obligations under this Article to repair, replace and/or rebuild the Premises shall be deemed inapplicable, and in lieu thereof, Landlord may, at its election, either restore or require Tenant to restore the Premises to the condition which existed prior to such loss, and in either case Tenant shall pay the cost of such restoration. Tenant covenants and agrees to repair or replace Tenant’s fixtures, furniture, furnishings, floor coverings, equipment and stock in trade and reopen for business in the Premises within thirty (30) days after notice from Landlord that the Premises are ready for re-occupancy. No damage or destruction to the Premises shall allow Tenant to surrender possession of the Premises nor affect Tenant’s liability for the payment of rents or charges or any other covenant herein contained, except as may be specifically provided in this Lease. Notwithstanding anything to the contrary contained in this Section or elsewhere in this Lease, Landlord, at its option, party may terminate this Lease by giving Tenant written notice thereof to the other party within one hundred and eighty forty-five (18045) days from after the date of such destruction or damage; provided, however, that Tenant may require Landlord to rebuild and restore the casualty if:Demised Premises to its previous condition by giving Landlord written notice within such forty-five (45) day period; provided further, however, if there is less than one (1) year remaining on the term of this Lease, Landlord shall have the right to terminate this Lease unless Tenant is agreeable to renewing this Lease for a minimum term of three (3) years, in which event Landlord shall not have the right to terminate. For purposes of this paragraph, the term “tenantable condition” shall mean a condition of the Demised Premises for use by Tenant for its active operation of its food warehouse as operated immediately prior to the damage or destruction contemplated hereunder, in Tenant’s reasonable judgment.

Damage and Destruction. If all Anything in this Sublease to the contrary notwithstanding, (a) in the event of damage or any part destruction to the Subleased Premises or the material services relating thereto (i.e., heat, air conditioning, elevator service, electricity and water) or the means of the Premises shall be damaged ingress or destroyed egress therefrom by fire or other casualty, this Lease shall continue in full force whether to the Building or otherwise (collectively, “Casualty”) and effect, unless terminated as hereinafter provided, and Landlord shall repair, restore Sublandlord or rebuild Overlandlord has not substantially completed its portion of the restoration of the affected portion of the Subleased Premises to substantially its condition immediately prior to the condition existing Casualty (excepting any leasehold improvements made by Subtenant) within 270 days from the occurrence of such Casualty (and provided access to the Subleased Premises is also restored), then the Subtenant may elect to terminate this Sublease on notice to the Sublandlord at any time after such 270 day period and before the time completion of such restoration, or (b) if the Casualty shall occur in the last eighteen (18) months of the term of this Sublease, then, provided the Casualty was not caused by the uninsurable acts or omissions of Subtenant, its partners, officers, directors, employees, agents, contractors, representatives, invitees, permitted assigns, or affiliates, Subtenant may terminate this Sublease by written notice to Sublandlord within 30 days following the receipt of notice by Sublandlord that such restoration cannot be completed within the 270-day period. Such notice by Sublandlord shall be given within 45 days of the Casualty. If Subtenant elects to terminate under this provision, this Sublease shall terminate on the date of the occurrence of the loss; provided, however, Landlord shall not be obligated to commence such repair, restoration or rebuilding until insurance proceeds are received by Landlord, and Landlord’s obligation hereunder shall be limited to Casualty as the proceeds actually received by Landlord under any insurance policy or policies, if any, less those amounts (i) which have been required to be applied towards the reduction effective date of any indebtedness secured by a mortgage covering the Premises or any portion thereof, and (ii) which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover any such insurance proceedstermination. Tenant agrees to notify Landlord in writing not less than thirty (30) Within 30 days prior, to of the date Tenant opens for business in the Premises of the actual cost of all permanent leasehold improvements and betterments installed or to be installed by Tenant in the Premises (whether same have been paid for entirely or partially by Tenant), but exclusive of Tenant’s personal property, movable trade fixtures and inventory. Similar notifications shall be given to Landlord not less than thirty (30) days prior to the commencement of any proposed alterations, additions or improvements to the Premises. If Tenant fails to comply, with that Subtenant has delivered the foregoing provisionsnotice of termination, any loss or damage Landlord Subtenant shall sustain by reason thereof shall be borne by Tenant vacate and shall be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such loss, and in addition to any other rights or remedies reserved by Landlord under this Lease, Landlord’s obligations under this Article to repair, replace and/or rebuild the Premises shall be deemed inapplicable, and in lieu thereof, Landlord may, at its election, either restore or require Tenant to restore the Premises to the condition which existed prior to such loss, and in either case Tenant shall pay the cost of such restoration. Tenant covenants and agrees to repair or replace Tenant’s fixtures, furniture, furnishings, floor coverings, equipment and stock in trade and reopen for business in the Premises within thirty (30) days after notice from Landlord that the Premises are ready for re-occupancy. No damage or destruction to the Premises shall allow Tenant to surrender possession of the Premises nor affect Tenant’s liability for Subleased Premises, Fixed Rent, Additional Rent and other amounts payable under this Sublease shall be prorated as of such effective date and the payment of rents or charges or any other covenant herein contained, except parties shall have no further obligations hereunder. A determination as may be specifically provided in this Lease. Notwithstanding anything to the contrary contained in this Section time necessary to substantially restore the Subleased Premises shall be made promptly after such occurrence by a licensed, reputable general contracting firm or elsewhere in this Leasearchitect, Landlordand if such contractor or architect shall determine that the Subleased Premises cannot be restored within such 270-day period, at its option, Subtenant may terminate this Lease by giving Tenant notice thereof within one hundred and eighty (180) days from the date of the casualty if:Sublease.

Damage and Destruction. If the Premises are hereafter damaged or destroyed or rendered partially untenantable for their permitted use by fire or other casualty insured under the coverage which Landlord is obligated to carry pursuant to Section 11.1 hereof, Landlord shall promptly repair the same to substantially the condition which they were in immediately prior to the happening of such casualty (excluding stock in trade, fixtures, furniture, furnishings, carpeting, floor covering, wall covering, drapes and equipment), and from the date of such casualty until the Premises are so repaired and restored, only the Minimum Monthly Rent payments payable hereunder shall abatx xx such proportion as the part of said Premises thus destroyed or rendered untenantable bears to the total Premises; PROVIDED, HOWEVER, that Landlord shall not be obligated to repair and restore if such casualty is not covered by the insurance which Landlord is obligated to carry pursuant to Section 11.1 hereof or is caused directly or indirectly by the negligence of Tenant, its agents, and employees and in either of such events, no portion of the Minimum Monthly Rent and other payments payable hereunder shall abatx, xxd PROVIDED, FURTHER, that Landlord shall not be obligated to expend for any repair or restoration an amount in excess of the insurance proceeds received by Landlord therefor, and provided, further, that if the Premises be damaged, destroyed or rendered untenantable for their accustomed uses by fire or other casualty to the extent of more than fifty percent (50%) of the cost to replace the Premises during the last year of the Lease Term, then Landlord shall have the right to terminate this Lease effective as of the date of such casualty by giving to Tenant, within sixty (60) days after the happening of such casualty, written notice of such termination. If such notice be given, this Lease shall terminate and Landlord shall promptly repay to Tenant any rent theretofore paid in advance which was not earned at the date of such casualty. Any time that Landlord repairs or restores the Premises after damage or destruction, then Tenant shall promptly repair or replace its stock in trade, fixtures, furnishings, furniture, carpeting, wall covering, floor covering, drapes, equipment and Premises to the same condition as they were in immediately prior to the casualty, and if Tenant has closed its business, Tenant shall promptly reopen for business upon the completion of such repairs. Notwithstanding anything to the contrary set forth herein, in the event all or any part portion of the Premises Center shall be damaged or destroyed by fire or other casualty, this Lease shall continue in full force and effect, unless terminated as hereinafter provided, and Landlord shall repair, restore or rebuild cause (notwithstanding that the Premises may be unaffected thereby), to the condition existing extent the cost of restoration thereof would exceed twenty-five percent (25%) of the amount it would have cost to replace the Center in its entirety at the time of the occurrence of the loss; provided, however, Landlord shall not be obligated to commence such repair, restoration or rebuilding until insurance proceeds are received by Landlord, and Landlord’s obligation hereunder shall be limited to the proceeds actually received by Landlord under any insurance policy or policies, if any, less those amounts (i) which have been required to be applied towards the reduction of any indebtedness secured by a mortgage covering the Premises or any portion thereof, and (ii) which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover any such insurance proceeds. Tenant agrees to notify Landlord in writing not less than thirty (30) days prior, to the date Tenant opens for business in the Premises of the actual cost of all permanent leasehold improvements and betterments installed or to be installed by Tenant in the Premises (whether same have been paid for entirely or partially by Tenant), but exclusive of Tenant’s personal property, movable trade fixtures and inventory. Similar notifications shall be given to Landlord not less than thirty (30) days prior to the commencement of any proposed alterations, additions or improvements to the Premises. If Tenant fails to comply, with the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such loss, and in addition to any other rights or remedies reserved by Landlord under this Lease, Landlord’s obligations under this Article to repair, replace and/or rebuild the Premises shall be deemed inapplicable, and in lieu thereof, Landlord may, at its election, either restore or require Tenant to restore the Premises to the condition which existed prior to such loss, and in either case Tenant shall pay the cost of such restoration. Tenant covenants and agrees to repair or replace Tenant’s fixtures, furniture, furnishings, floor coverings, equipment and stock in trade and reopen for business in the Premises within thirty (30) days after notice from Landlord that the Premises are ready for re-occupancy. No damage or destruction to the Premises shall allow occurred, then Landlord or Tenant to surrender possession of the Premises nor affect Tenant’s liability for the payment of rents or charges or any other covenant herein contained, except as may be specifically provided in this Lease. Notwithstanding anything to the contrary contained in this Section or elsewhere in this Lease, Landlord, at its option, may terminate this Lease by giving Tenant notice thereof within one hundred and eighty the other ninety (18090) days from prior notice of Landlord's election to do so, which notice shall be given, if at all, within ninety (90) days following the date of such occurrence. In the casualty if:event of the termination of this Lease as aforesaid, this Lease shall cease ninety (90) days after such notice is given, and the rent and other charges hereunder shall be adjusted as of that date.

Damage and Destruction. If at any time during the Term all or any part a portion of the Premises shall be are damaged or destroyed by a fire or other casualty, then Tenant shall promptly notify Landlord. Within 60 days after Landlord becomes aware of such damage, Landlord shall inform Tenant of the amount of time Landlord reasonably estimates to restore the Premises (including the restoration of any Alteration made by Landlord), except for modifications required by Applicable Laws, and excluding the repair, restoration or replacement of the fixtures, equipment, or Alterations made by Tenant or a Tenant Party. If the restoration time is estimated to exceed 9 months from the issuance of all required permits, then either Tenant (unless the damage was caused by Tenant’s negligence or intentional act) or Landlord may elect to terminate this Lease shall continue in full force and effect, unless terminated effective as hereinafter providedof the date of fire or other casualty by giving notice to the other within 15 days after Landlord’s notice, and Tenant shall promptly remove any salvageable personal property it seeks to retain from the Premises if Landlord deems the Premises safe for entry. In addition, Landlord shall have the right to terminate this Lease, if the loss is not covered by insurance, within 30 days of receiving notice of this fact. If this Lease is not, or cannot be, terminated in accordance with the foregoing, then, subject to receipt of sufficient insurance proceeds and delays due to Force Majeure, Landlord shall commence to restore the Premises (including any Alterations made by Landlord) to substantially the same condition that existed immediately prior to the fire or other casualty, except for modifications required by Applicable Laws, and ​ excluding the repair, restore restoration or rebuild replacement of the fixtures, equipment, or Alterations made by Tenant or a Tenant Party. Notwithstanding the foregoing, each of Tenant (unless the damage was caused by Tenant’s negligence or intentional act) and Landlord may terminate this Lease if the Premises are damaged by a fire or other casualty during the last year of the Term and Landlord reasonably estimates that it will take more than 3 months to the condition existing at repair such damage. Rent shall be abated from the time of a fire or other casualty until Landlord’s repair and restoration obligations are completed by the occurrence percentage equal to the area of the Premises that is untenantable, if any, divided by the total area of the Premises. Such abatement shall be the sole remedy of Tenant, and except as provided in this Section, Tenant waives any right to terminate this Lease by reason of damage or casualty loss; provided, however, . Landlord shall not be obligated liable for any inconvenience to commence such repairTenant, restoration or rebuilding until insurance proceeds are received by injury to Tenant’s business resulting in any way from a fire or other casualty or the repair thereof. Tenant shall not interfere with or delay, and instead cooperate with Landlord, and in Landlord’s obligation hereunder shall be limited to the proceeds actually received by Landlord under any insurance policy or policies, if any, less those amounts (i) which have been required to be applied towards the reduction completion of any indebtedness secured by a mortgage covering the Premises or any portion thereof, Landlord’s repair and (ii) which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover any such insurance proceedsrestoration obligations. Tenant agrees to notify Landlord in writing not less than thirty (30) days prior, to the date Tenant opens for business in the Premises of the actual cost of all permanent leasehold improvements and betterments installed or to be installed by Tenant in the Premises (whether same have been paid for entirely or partially by Tenant), but exclusive of Tenant’s personal property, movable trade fixtures and inventory. Similar notifications shall be given to Landlord not less than thirty (30) days prior to the commencement of any proposed alterations, additions or improvements to the Premises. If Tenant fails to comply, with the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such loss, and in addition to any other rights or remedies reserved by Landlord under this Lease, Landlord’s obligations under this Article to repair, replace and/or rebuild the Premises shall be deemed inapplicable, and in lieu thereof, Landlord may, at its election, either restore or require Tenant to restore the Premises to the condition which existed prior to such loss, and in either case Tenant shall pay the cost of such restoration. Tenant covenants and agrees to repair or replace Tenant’s fixtures, furniture, furnishings, floor coverings, equipment and stock in trade and reopen for business in the Premises within thirty (30) days after notice from Landlord that the Premises are ready for re-occupancy. No terms of this Section shall govern any damage or destruction to the Premises and shall allow Tenant to surrender possession accordingly supersede any contrary statute or rule of the Premises nor affect Tenant’s liability for the payment of rents or charges or any other covenant herein contained, except as may be specifically provided in this Lease. Notwithstanding anything to the contrary contained in this Section or elsewhere in this Lease, Landlord, at its option, may terminate this Lease by giving Tenant notice thereof within one hundred and eighty (180) days from the date of the casualty if:law.

Damage and Destruction. If all or In the event the Premises are damaged by any part peril covered AT LEAST NINETY PERCENT (90%) by standard policies of fire and extended coverage insurance to an extent which is less than fifty percent (50%) of the cost of replacement of the Premises, the damage to that portion of the Premises shall be damaged or destroyed by fire or other casualty, this Lease shall continue in full force and effect, unless terminated as hereinafter provided, and which Landlord shall repair, restore or rebuild the Premises is obligated to insure pursuant to the condition existing at the time of the occurrence of the loss; providedimmediately preceding Section hereof, however, Landlord shall not promptly be obligated to commence such repair, restoration or rebuilding until insurance proceeds are received repaired by Landlord, and at Landlord’s obligation hereunder shall be limited to the proceeds actually received by Landlord under any insurance policy or policies, if any, less those amounts (i) which have been required to be applied towards the reduction of any indebtedness secured by a mortgage covering the Premises or any portion thereof, and (ii) which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover any such insurance proceeds. Tenant agrees to notify Landlord in writing not less than thirty (30) days prior, to the date Tenant opens for business in the Premises of the actual cost of all permanent leasehold improvements and betterments installed or to be installed by Tenant in the Premises (whether same have been paid for entirely or partially by Tenant)'s expense, but exclusive of Tenant’s personal property, movable trade fixtures and inventory. Similar notifications in no event shall Landlord be given to Landlord not less than thirty (30) days prior to the commencement of any proposed alterations, additions or improvements to the Premises. If Tenant fails to comply, with the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such loss, and in addition to any other rights or remedies reserved by Landlord under this Lease, Landlord’s obligations under this Article to repair, replace and/or rebuild the Premises shall be deemed inapplicable, and in lieu thereof, Landlord may, at its election, either restore or require Tenant to restore the Premises to the condition which existed prior to such loss, and in either case Tenant shall pay the cost of such restoration. Tenant covenants and agrees required to repair or replace Tenant’s 's stock-in-trade, trade fixtures, furniture, furnishings, floor coverings, special equipment and stock in trade other items of construction and reopen for business in personal property which Tenant is required to insure pursuant to the immediately preceding Section hereof. In the event of such damage and (a) Landlord is not required to repair as provided herein, or (b) the Premises are damaged to the extent of fifty percent (50%) or more of the cost of replacement of the Premises, or (c) the Building is damaged to the extent of fifty percent (50%) or more of the cost of replacement, or (d) such damage is twenty-five percent (25%) or more of the cost of replacement of the Premises and the same occurs during the last year of the initial term or any extensions or renewal terms of this Lease, then, in any such event(s), Landlord may elect either to repair or rebuild the Premises or the Building of which the Premises are a part, as the case may be, or to terminate this Lease upon giving notice of such election, in writing, to Tenant within thirty ninety (3090) days after notice from Landlord that the happening of the event causing such damage. If such damage, repairing or rebuilding shall render the Premises are ready for re-occupancyuntenantable, in whole or in part, a proportionate abatement of the rent and additional rent stipulated herein shall be allowed from the date such damage occurred until the date Landlord completes the repairs or rebuilding, said proportion to be computed on the basis of the gross LEASEABLE area of the space rendered UNUSABLE TO TENANT. No If Landlord is required or elects to repair the Premises as provided herein, Tenant shall repair its floor and wall COVERINGS which Tenant is obligated to insure pursuant to the terms hereof, in a manner and to at least a condition equal to that prior to such damage or destruction destruction. In addition, Tenant is hereby given the sole option to the Premises shall allow Tenant to surrender possession of the Premises nor affect Tenant’s liability for the payment of rents or charges or any other covenant herein contained, except as may be specifically provided in this Lease. Notwithstanding anything to the contrary contained in this Section or elsewhere in this Lease, Landlord, at its option, may terminate this Lease in the event the repairing or rebuilding to be effected by giving Tenant notice thereof Landlord and required hereunder cannot be completed within one hundred and eighty twenty (180120) days from the date of the casualty if:occurrence of the damage and destruction OR IN THE EVENT SUCH DAMAGE IS TWENTY-FIVE PERCENT (25%) OR MORE OF THE COST OF REPLACEMENT OF THE PREMISES AND THE SAME OCCURS DURING THE LAST YEAR OF THE INITIAL TERM.

Damage and Destruction. If the premises shall be damaged by fire, the elements, accident or other casualty (any of such causes being referred to as a “casualty”), but the premises shall not be thereby rendered wholly or partially untenantable, then, subject to the provisions of this paragraph 22, Landlord shall promptly cause such damage to be repaired to the same condition as when possession was delivered and there shall be no abatement of rent. If, as the result of casualty, the premises shall be rented wholly or partially untenantable, then, subject to the provisions of this paragraph 22, Landlord shall cause such damage to be repaired to the same condition as when possession was delivered and all rent (other than any additional rent due Landlord by reason of Tenant’s failure to perform any of its obligations hereunder) shall be abated proportionately as to the portion of the premises rendered untenantable during the period of such untenantability. All such repairs shall be made at the expense of Landlord (unless said damages are the result of the intentional acts or any negligence on the part of the Premises shall be damaged Tenant or destroyed by fire its employees or other casualty, this Lease shall continue in full force and effect, unless terminated as hereinafter provided, and Landlord shall repair, restore or rebuild the Premises to the condition existing at the time of the occurrence of the lossinvitees); provided, however, that Landlord shall not be obligated liable for interruption to commence such repair, restoration Tenant’s business or rebuilding until insurance proceeds are received by Landlord, and Landlord’s obligation hereunder shall be limited for damage to the proceeds actually received by Landlord under any insurance policy or policies, if any, less those amounts (i) which have been required to be applied towards the reduction of any indebtedness secured by a mortgage covering the Premises replacement or any portion thereof, and (ii) which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover any such insurance proceeds. Tenant agrees to notify Landlord in writing not less than thirty (30) days prior, to the date Tenant opens for business in the Premises of the actual cost of all permanent leasehold improvements and betterments installed or to be installed by Tenant in the Premises (whether same have been paid for entirely or partially by Tenant), but exclusive repair of Tenant’s personal propertyproperty or to any leasehold improvements installed in the premises by or on behalf of Tenant, movable trade fixtures and inventory. Similar notifications all of which damage, replacement or repair shall be given to Landlord undertaken and completed by Tenant promptly. If the premises are rendered wholly untenantable, or damaged as a result of any cause which is not less than thirty (30) days prior covered by Landlord’s insurance or damaged or destroyed in whole or in part or if Landlord’s building is damaged to the commencement extent of 50% or more of Landlord’s floor area, then, in any proposed alterations, additions or improvements to the Premises. If Tenant fails to comply, with the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such loss, and in addition to any other rights or remedies reserved by Landlord under this Lease, Landlord’s obligations under this Article to repair, replace and/or rebuild the Premises shall be deemed inapplicable, and in lieu thereofevent, Landlord may, at its election, either restore or require Tenant may elect to restore the Premises to the condition which existed prior to such loss, and in either case Tenant shall pay the cost of such restoration. Tenant covenants and agrees to repair or replace Tenant’s fixtures, furniture, furnishings, floor coverings, equipment and stock in trade and reopen for business in the Premises within thirty (30) days after notice from Landlord that the Premises are ready for re-occupancy. No damage or destruction to the Premises shall allow Tenant to surrender possession of the Premises nor affect Tenant’s liability for the payment of rents or charges or any other covenant herein contained, except as may be specifically provided in this Lease. Notwithstanding anything to the contrary contained in this Section or elsewhere in this Lease, Landlord, at its option, may terminate this Lease by giving to Tenant notice thereof of such election within one hundred and eighty ninety (18090) days from after the occurrence of such event. If such notice is given, the rights and obligations of the parties shall cease as of the date of such notice, and rental (other than any additional rental due Landlord by reason of Tenant’s failure to perform any of its obligations hereunder) shall be adjusted as of the casualty if:date of such termination. If Landlord’s building shall be so substantially damaged that it is reasonably necessary, in Landlord’s sole judgment, to demolish same for the purpose of reconstruction, Landlord may demolish the same, in which event the rent shall be abated to the same extent as if the premises were rendered untenantable by a casualty. If Landlord does not elect to terminate this Lease pursuant to this paragraph 22, Landlord shall, subject to the prior rights of any mortgagee, disburse and apply any insurance proceeds received by Landlord to the restoration and rebuilding of Landlord’s building in accordance with this paragraph 22. All insurance proceeds paid by Landlord’s insurer shall belong to and shall be payable to Landlord.

Damage and Destruction. If 11.1 In the event of any destruction, loss or damage to all or any part portion of the Premises shall be damaged Premises, Office Building or destroyed by fire Common Areas (a "Casualty") due to fire, flood, earthquake or other casualty, this Lease Tenant shall continue in full force and effectgive immediate Notice thereof to Landlord. Landlord shall, unless terminated as hereinafter provided, and Landlord shall repair, restore or rebuild the Premises subject to the provisions of Section 11.2 below and to Unavoidable Delays, at Landlord's expense (unless the destruction, loss or damage was caused by an act or omission of Tenant or any other Tenant Party, in which event the repairs shall be at Tenant's expense), as soon as commercially possible proceed to repair the Premises, Tenant's Fitout, Office Building or Common Areas or the portions thereof so affected as nearly as practical to the same condition existing at the time of that existed immediately prior to the occurrence of the losssuch Casualty; provided, however, Landlord that in no event shall not the scope of Landlord's repair obligations exceed the scope of Tenant's Fitout in initially constructing the Office Building and common areas. At the same time, Tenant may, at its own expense, cause to be obligated to commence repaired any lost, damaged or destroyed Alterations and Tenant's Equipment. Tenant shall comply with the provisions of Sections 7.2 (b) hereof in making such repairrepairs. Except as otherwise provided in Section 11.2 below, restoration or rebuilding until insurance proceeds are received by Landlord, and Landlord’s obligation hereunder shall be limited no Casualty occurring to the proceeds actually received by Landlord Premises or Office Building Project or any part thereof, shall (a) relieve Tenant from any of its obligations under any insurance policy this Lease, (b) constitute an actual or policiesconstructive eviction, if any, less those amounts (ic) which have been required entitle or permit Tenant to be applied towards the reduction of any indebtedness secured by a mortgage covering terminate this Lease or to quit or surrender the Premises or any portion part thereof, or (d) entitle Tenant to receive any suspension, diminution, abatement or reduction of Rent or any of its other obligations hereunder, and (ii) which are used Tenant hereby waives any rights now or hereafter conferred upon it by statute or otherwise to reimburse Landlord for all costs that effect, and expensesagrees that such event shall be governed by the terms of this Lease; provided, including but not limited to attorneys’ feeshowever, incurred by Landlord to recover any such insurance proceeds. Tenant agrees to notify Landlord in writing not less than thirty (30) days prior, that to the date Tenant opens for business in the Premises of the actual cost of all permanent leasehold improvements extent Landlord received and betterments installed or to be installed by Tenant in the Premises (whether same have been paid for entirely or partially by Tenant), but exclusive of Tenant’s personal property, movable trade fixtures and inventory. Similar notifications shall be given to Landlord not less than thirty (30) days prior to the commencement retained proceeds of any proposed alterations, additions or improvements loss of rents insurance attributable to the Premises. If , Tenant fails to comply, with the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall be paid immediately by Tenant upon receipt of entitled to a xxxx therefore and evidence of such loss, and in addition to any other rights or remedies reserved by Landlord under this Lease, Landlord’s credit therefor against its obligations under this Article Lease to repair, replace and/or rebuild the Premises shall be deemed inapplicable, and in lieu thereofpay Rent. Notwithstanding any other provision of Section 11.1, Landlord may, at its election, either restore or require Tenant to restore the Premises to the condition which existed prior to such loss, and in either case Tenant shall pay the cost of such restoration. Tenant covenants and agrees to repair or replace Tenant’s fixtures, furniture, furnishings, floor coverings, equipment and stock in trade and reopen for business in the Premises all damage from a casualty within thirty (30) days after notice from Landlord that the Premises are ready for re-occupancy. No damage or destruction to the Premises shall allow Tenant to surrender possession of the Premises nor affect Tenant’s liability for the payment of rents or charges or any other covenant herein contained, except as may be specifically provided in this Lease. Notwithstanding anything to the contrary contained in this Section or elsewhere in this Lease, Landlord, at its option, may terminate this Lease by giving Tenant notice thereof within one hundred and eighty (180) days from the date of the casualty if:180 days.

Damage and Destruction. If all or any part of the Premises shall be are hereafter damaged or destroyed or rendered partially untenantable for their accustomed use by fire or other casualty and such fire or other casualty, Landlord shall, unless this Lease shall continue in full force and effect, unless is terminated as hereinafter providedbelow, promptly repair the same to substantially the condition which they were in immediately prior to the happenings of such casualty (excluding stock in trade, fixtures, furniture, furnishings, carpeting, floor covering, wall covering, drapes and equipment), and Landlord shall repair, restore or rebuild from the date of such casualty until the Premises are so repaired and restored, the monthly Rent hereunder shall xxxxx in such proportion as the part of said Premises thus destroyed or rendered untenantable bears to the condition existing at the time of the occurrence of the losstotal Premises; provided, however, Landlord shall not be obligated to commence expend for such repair, repair or restoration or rebuilding until an amount in excess of the insurance proceeds are received by Landlord, and Landlord as a result of such damage. Landlord’s obligation hereunder shall be limited to rebuild is contingent upon its receipt of insurance proceeds sufficient to make such repairs. In the proceeds actually received by Landlord under event any insurance policy mortgagee or policies, if any, less those amounts (i) which have been required lender requires such sums to be applied towards to any debt, Landlord will not be deemed to have received the reduction of any indebtedness secured by a mortgage covering proceeds. Notwithstanding the above, if the Premises or any material portion thereofof the Project is wholly or partially damaged, and destroyed or rendered untenantable for their accustomed use by fire or other casualty then Landlord shall have the right to terminate this Lease effective as of the date of such casualty by giving to Tenant, within ninety (ii90) which are used days after the happening of such casualty, written notice of such termination. In the event that Landlord is unable or unwilling to reimburse Landlord for all costs and expensesrebuild the Premises in their entirety to the condition existing prior to the casualty, including but not limited whether as a result of failure to attorneys’ fees, incurred by Landlord to recover any such obtain insurance proceeds. Tenant agrees , failure to notify Landlord in writing not less than thirty obtain sufficient insurance proceeds or for any other reason, within ninety (3090) days priorafter the casualty, then, unless the casualty was caused by Tenant, Tenant shall have the right to terminate this Lease effective as of the date Tenant opens for business in of such casualty by giving to Landlord written notice of such termination unless the Premises of the actual cost of all permanent leasehold improvements and betterments installed or to be installed casualty was caused by Tenant in which case Tenant will have no right to terminate this Lease. If any notice of termination is given by either party, this Lease shall terminate and provided Tenant is not in default hereunder, Landlord shall promptly repay to Tenant any rent theretofore paid in advance which was not earned at the date of such casualty. If said notice is not given and Landlord is required or elects to repair or restore the Premises (whether same have been paid for entirely or partially as herein provided and this Lease is not terminated by Tenant), but exclusive of Tenant’s personal propertythen Tenant shall repair or replace its stock in trade fixtures, movable trade fixtures furnishings, furniture, carpeting, wall covering, floor covering, drapes and inventory. Similar notifications shall be given equipment to Landlord not less than thirty (30) days the same condition as they were in immediately prior to the commencement of any proposed alterations, additions or improvements to the Premises. If Tenant fails to comply, with the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such loss, and in addition to any other rights or remedies reserved by Landlord under this Lease, Landlord’s obligations under this Article to repair, replace and/or rebuild the Premises shall be deemed inapplicable, and in lieu thereof, Landlord may, at its election, either restore or require Tenant to restore the Premises to the condition which existed prior to such loss, and in either case Tenant shall pay the cost of such restoration. Tenant covenants and agrees to repair or replace Tenant’s fixtures, furniture, furnishings, floor coverings, equipment and stock in trade and reopen for business in the Premises within thirty (30) days after notice from Landlord that the Premises are ready for re-occupancy. No damage or destruction to the Premises shall allow Tenant to surrender possession of the Premises nor affect Tenant’s liability for the payment of rents or charges or any other covenant herein contained, except as may be specifically provided in this Lease. Notwithstanding anything to the contrary contained in this Section or elsewhere in this Lease, Landlord, at its option, may terminate this Lease by giving Tenant notice thereof within one hundred and eighty (180) days from the date of the casualty if:casualty.

Damage and Destruction. If all or any part of (a) In the Premises shall be event the leased premises are damaged or destroyed by fire fire, explosion or other casualty, this Lease shall continue in full force and effect, unless terminated as hereinafter provided, and Landlord shall repair, restore or rebuild the Premises casualty to the condition existing at the time a lesser degree than 25% of the occurrence cost of replacement of the loss; providedleased premises, howeverthen the premises shall be repaired by Lessor within a reasonable period of time at Lessor's expense, Landlord provided that Lessor shall not be obligated to commence expend for such repair, restoration or rebuilding until repair an amount in excess of the insurance proceeds are received by Landlord, and Landlord’s obligation hereunder shall be limited attributable to the proceeds actually received by Landlord under any insurance policy or policies, if any, less those amounts (i) which have been required to be applied towards the reduction of any indebtedness secured by a mortgage covering the Premises or any portion thereof, and (ii) premises which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover any such insurance proceeds. Tenant agrees to notify Landlord in writing not less than thirty (30) days prior, to the date Tenant opens for business in the Premises of the actual cost of all permanent leasehold improvements and betterments installed or to be installed by Tenant in the Premises (whether same have been paid for entirely or partially by Tenant), but exclusive of Tenant’s personal property, movable trade fixtures and inventory. Similar notifications shall be given to Landlord not less than thirty (30) days prior to the commencement of any proposed alterations, additions or improvements to the Premises. If Tenant fails to comply, with the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall be paid immediately by Tenant upon receipt of recovered as a xxxx therefore and evidence result of such loss, damage and in addition to any other rights or remedies reserved by Landlord under this Lease, Landlord’s obligations under this Article to repair, replace and/or rebuild the Premises Lessor shall not be deemed inapplicable, and in lieu thereof, Landlord may, at its election, either restore or require Tenant to restore the Premises to the condition which existed prior to such loss, and in either case Tenant shall pay the cost of such restoration. Tenant covenants and agrees required to repair or replace Tenant’s Lessee's stock in trade, fixtures, furniture, furnishings, floor coveringscoverings and equipment. (b) In the event of damage by fire, equipment explosion or other casualty and (i) Lessor is not required to repair as hereinabove provided, (ii) 25% or more of the replacement cost of the premises shall be damaged, (iii) the building of which the premises are a part is damaged to the extent of 25% or more of the replacement cost or (iv) the buildings (taken in the aggregate) in the shopping center shall be damaged to the extent of 25% or more of the replacement cost, then, in any of such events, Lessor may elect either to repair or rebuild the premises or the building, or to terminate this Lease upon giving notice of such election in writing to Lessee Within ninety (90) days after the occurrence of the event causing the damage. If the casualty, repairing, or rebuilding shall render the premises untenable, in whole or in part, and the damages shall not have been due to the default or neglect of Lessee, a proportionate abatement of the Minimum Rent shall be allowed from the date when the damage occurred until the date Lessor completes its work, said proportion to be computed on the basis of the relation which the gross square foot area of the space rendered untenable bears to the Floor Area of the Premises. The provisions of this paragraph with respect to repair by Lessor shall be limited to such repair as is necessary to place the premises in substantially the same condition as when possession was delivered by Lessor, reasonable wear and tear excepted. Promptly following such repair, Lessee shall, at Lessee's expense, perform any work required to place the premises in the condition as required by Lessee prior to the term of the Lease and Lessee shall restore, repair or replace its stock in trade fixtures, furniture, furnishings, floor coverings and equipment and, if Lessee has closed, Lessee shall promptly reopen for business in the Premises within thirty (30) days after notice from Landlord that the Premises are ready for re-occupancy. No damage or destruction to the Premises shall allow Tenant to surrender possession of the Premises nor affect Tenant’s liability for the payment of rents or charges or any other covenant herein contained, except as may be specifically provided in this Lease. Notwithstanding anything to the contrary contained in this Section or elsewhere in this Lease, Landlord, at its option, may terminate this Lease by giving Tenant notice thereof within one hundred and eighty (180) days from the date of the casualty if:business.

Damage and Destruction. If all or any part of the Premises shall be damaged or destroyed by fire or other casualty, this Lease shall continue in full force and effect, unless terminated as hereinafter provided, and Landlord shall repair, restore or rebuild the Premises to the condition existing at the time of the occurrence of the loss; provided, however, Landlord shall not be obligated to commence such repair, restoration or rebuilding until insurance proceeds are received by Landlord, and Landlord’s 's obligation hereunder shall be limited to the proceeds actually received by Landlord under any insurance policy or policies, if any, less those amounts (i) which have been required to be applied towards the reduction of any indebtedness secured by a mortgage covering the Premises Center or any portion thereof, and (ii) which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ ' fees, incurred by Landlord to recover any such insurance proceeds. Tenant agrees to notify Landlord in writing not less than thirty (30) days prior, to the date Tenant opens for business in the Premises of the actual cost of all permanent leasehold improvements and betterments installed or to be installed by Tenant in the Premises (whether same have been paid for entirely or partially by Tenant), but exclusive of Tenant’s exclusive, of. Tenant Is personal property, movable trade fixtures and inventory. Similar notifications shall be given to Landlord not less than thirty (30) days prior to the commencement of any proposed alterations, additions or improvements to the Premises. If Tenant fails to comply, with the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall be paid immediately by Tenant upon receipt of a xxxx therefore therefore, and evidence of such loss, and in addition to any other rights or remedies reserved by Landlord under this Lease, Landlord’s 's obligations under this Article to repair, replace and/or rebuild the Premises shall be deemed inapplicable, and in lieu thereof, Landlord may, at its election, either restore or require Tenant to restore the Premises to the condition which existed prior to such loss-loss,, and in either case Tenant shall pay the cost of such restoration. Tenant covenants and agrees to repair or replace Tenant’s 's fixtures, furniture, furnishings, floor coverings, equipment and stock in trade and reopen for business in the Premises within thirty (30) days after notice from Landlord that the Premises are ready for re-occupancy. No damage or destruction to the Premises shall allow Tenant to surrender possession of the Premises nor affect Tenant’s 's liability for the payment of rents or charges or any other covenant herein contained, except as may be specifically provided in this Lease. Notwithstanding anything to the contrary contained in this Section or elsewhere in this Lease, Landlord, at its option, may terminate this Lease by giving Tenant notice thereof within one hundred and eighty (180) days from the date of the casualty if:

Damage and Destruction. If all the Leased Premises or any part thereof or any appurtenance thereto is so damaged by fire, casualty or structural defects that the same cannot be used for Tenant’s purposes, then Tenant shall have the right within ninety (90) days following damage to elect by notice to Landlord to terminate this Lease as of the date of such damage. In the event of minor damage to any part of the Premises shall be damaged or destroyed by fire or other casualty, this Lease shall continue in full force and effect, unless terminated as hereinafter providedLeased Premises, and Landlord shall repair, restore or rebuild if such damage does not render the Leased Premises to the condition existing at the time of the occurrence of the loss; provided, howeverunusable for Tenant’s purposes, Landlord shall not be obligated to commence promptly repair such repair, restoration or rebuilding until insurance proceeds are received by damage at the cost of the Landlord, and Landlord’s obligation hereunder shall be limited to the proceeds actually received by Landlord under less any insurance policy or policies, if any, less those amounts (i) which have been required to be applied towards the reduction of any indebtedness secured by a mortgage covering the Premises or any portion thereof, and (ii) which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover any such applicable insurance proceeds. Tenant agrees to notify In no event shall Landlord in writing not less than thirty (30) days prior, to the date Tenant opens for business in the Premises of the actual cost of all permanent leasehold improvements and betterments installed or to be installed by Tenant in the Premises (whether same have been paid for entirely or partially by Tenant), but exclusive of Tenant’s personal property, movable trade fixtures and inventory. Similar notifications shall be given to Landlord not less than thirty (30) days prior to the commencement of any proposed alterations, additions or improvements to the Premises. If Tenant fails to comply, with the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such loss, and in addition to any other rights or remedies reserved by Landlord under this Lease, Landlord’s obligations under this Article to repair, replace and/or rebuild the Premises shall be deemed inapplicable, and in lieu thereof, Landlord may, at its election, either restore or require Tenant to restore the Premises to the condition which existed prior to such loss, and in either case Tenant shall pay the cost of such restoration. Tenant covenants and agrees required to repair or replace Tenant’s trade fixtures, furniture, furnishings, floor coveringsequipment or personal property. In making the repairs called for in this paragraph, Landlord shall not be liable for any delays resulting from strikes, governmental restrictions, inability to obtain necessary materials or labor or other matters which are beyond the reasonable control of Landlord. If Landlord is required or elects to repair the Premises, Tenant shall repair or replace its stock-in-trade, trade fixtures, furniture, furnishings, equipment and stock personal property in trade a manner and reopen to at least a condition equal to that prior to its damage or destruction, and the proceeds of all insurance carried by Tenant shall be held in trust by Tenant for business in the Premises within thirty (30) days after notice purpose of such repair and replacement. Tenant shall be relieved from Landlord paying rent and other charges during any portion of the Lease term that the Leased Premises are ready inoperable or unfit for re-occupancy, or use, in whole or in part, for Tenant’s purposes. No damage or destruction Rentals and other charges paid in advance for any such periods shall be credited on the next ensuing payments, if any, but if no further payments are to be made, any such advance payments shall be refunded to Tenant. The provisions of this paragraph extend not only to the Premises shall allow Tenant matters aforesaid, but also to surrender possession of the Premises nor affect any occurrence which is beyond Tenant’s liability for reasonable control and which renders the payment of rents or charges Leased Premises, or any other covenant herein containedappurtenance thereto, except as may be specifically provided inoperable or unfit for occupancy or use, in this Lease. Notwithstanding anything to the contrary contained whole or in this Section or elsewhere in this Leasepart, Landlord, at its option, may terminate this Lease by giving Tenant notice thereof within one hundred and eighty (180) days from the date of the casualty if:for Tenant’s purposes.

Damage and Destruction. If all Commencing on the Phase 2 Construction Start Date, the first sentence of Section 16.A of the Original Lease (titled “Landlord’s Obligation to Restore”) shall be amended so that immediately after the words “In the event of damage or destruction of the Premises” the following words are added “, or the Bridgeways if they are constructed,”. In no event shall Landlord have any part liability to Tenant, and in no event shall Tenant be entitled to any rent reduction or abatement or have the right to terminate this Lease if repair or reconstruction of the Bridgeways following casualty is not allowed by any governmental authority having jurisdiction. Commencing on the Phase 2 Construction Start Date, the first sentence of Section 16.B of the Original Lease (titled “Limitations on Landlord’s Restoration Obligation”) shall be amended so that immediately after the words “Notwithstanding the provisions of Section 16.A above, Landlord shall have no obligation to repair or restore a Building in which any portion of the Premises shall be damaged or destroyed by fire or other casualty, this Lease shall continue in full force and effect, unless terminated as hereinafter provided, and Landlord shall repair, restore or rebuild is located” the Premises to the condition existing at the time of the occurrence of the loss; provided, however, Landlord shall not be obligated to commence such repair, restoration or rebuilding until insurance proceeds following words are received by Landlord, and Landlord’s obligation hereunder shall be limited to the proceeds actually received by Landlord under any insurance policy or policies, if any, less those amounts added “(i) which have been required to be applied towards the reduction of any indebtedness secured by a mortgage covering the Premises or any portion thereof, and (ii) which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover any such insurance proceeds. Tenant agrees to notify Landlord in writing not less than thirty (30) days prior, to the date Tenant opens for business in the Premises of the actual cost Bridgeways, if they are constructed)”. Commencing on the Phase 2 Construction Start Date, the sixth sentence of all permanent leasehold improvements and betterments installed or to be installed by Tenant in the Premises Section 16.B (whether same have been paid for entirely or partially by Tenanttitled “Limitations on Landlord’s Restoration Obligation”), but exclusive of Tenant’s personal property, movable trade fixtures and inventory. Similar notifications shall be given to Landlord not less than thirty (30) days prior to the commencement of any proposed alterations, additions or improvements to the Premises. If Tenant fails to comply, with the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such loss, and in addition to any other rights or remedies reserved by Landlord under this Lease, Landlord’s obligations under this Article to repair, replace and/or rebuild the Premises shall be deemed inapplicable, and in lieu thereof, Landlord may, at its election, either restore or require Tenant to restore the Premises to the condition which existed prior to such loss, and in either case begins “Tenant shall pay also have the cost of such restoration. Tenant covenants and agrees right to repair or replace Tenant’s fixtures, furniture, furnishings, floor coverings, equipment and stock in trade and reopen for business in the Premises within thirty (30) days after notice from Landlord that the Premises are ready for re-occupancy. No damage or destruction to the Premises shall allow Tenant to surrender possession of the Premises nor affect Tenant’s liability for the payment of rents or charges or any other covenant herein contained, except as may be specifically provided in this Lease. Notwithstanding anything to the contrary contained in this Section or elsewhere in this Lease, Landlord, at its option, may terminate this Lease in the event either (1) Landlord estimates the repairs cannot be made” shall be amended by giving Tenant notice thereof within one hundred and eighty (180) days from adding at the date end of this sentence “; provided however that Tenant’s termination right pursuant to this sentence shall not apply with respect to the Bridgeways”. In no event shall Landlord have the obligation to restore any portion of the casualty if:Bridgeways serving a Project building if such Project building is no longer leased by Tenant.

Damage and Destruction. If all the Sublease Premises are damaged or any part destroyed, but the Prime Lease is not terminated, then this Sublease shall continue, and Subtenant’s right to an abatement of the Base Rent due under this Sublease and/or repairs to the Sublease Premises from Prime Landlord under the Prime Lease shall be damaged or destroyed by fire or other casualtydependent upon whether Sublandlord, this Lease shall continue in full force and effect, unless terminated as hereinafter provided, and Landlord shall repair, restore or rebuild the Premises with respect to the condition existing at Sublease Premises, receives an abatement of Base Rent or such repairs under the time of the occurrence of the lossPrime Lease; provided, however, Landlord shall Subtenant may cancel this Sublease by reason of a casualty only in those instances where Sublandlord is entitled to terminate the Prime Lease pursuant to Article 11 of the Prime Lease. In order to enable Sublandlord to make a more informed decision with respect to whether to cancel the Prime Lease in the circumstances described in the preceding sentence, Subtenant shall, by written notice to Sublandlord, make an irrevocable election to cancel or not be obligated cancel this Sublease no later than five (5) business days after the date Subtenant is first notified by Sublandlord of Sublandlord’s right to commence so terminate the Prime Lease. If Subtenant fails to make such repairelection, restoration or rebuilding until insurance proceeds are received by Landlord, and Landlord’s obligation hereunder Subtenant shall be limited deemed to have elected not to cancel this Sublease. If Subtenant has elected not to cancel this Sublease, but either Sublandlord or Prime Landlord nevertheless elects to cancel the Prime Lease, then this Sublease shall terminate as otherwise provided herein. To the extent that Sublandlord receives such an abatement of Base Rent under the Prime Lease with respect to the proceeds actually received Sublease Premises, such abatement of Base Rent shall be passed on to Subtenant (which shall in no event exceed the amount of Base Rent Subtenant shall have paid or as shall be payable under this Sublease for such period), after retention by Landlord under any insurance policy or policiesSublandlord of the actual out of pocket costs and expense, if any, less those amounts (i) which have been required in obtaining such abatement. All other Base Rent and other sums due under this Sublease shall continue to be applied towards due and payable as provided under this Sublease, unaffected by such damage or destruction or reduction in Base Rent. Prime Landlord or Sublandlord may exercise any and all rights described in the reduction Prime Lease to terminate the Prime Lease in the event of any indebtedness secured by a mortgage covering damage or destruction, without regard to the Premises effect of such termination on this Sublease. If Prime Landlord is required, or any portion thereof, and (ii) which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover any such insurance proceeds. Tenant agrees to notify Landlord in writing not less than thirty (30) days priorelects, to the date Tenant opens for business in the Premises of the actual cost of all permanent leasehold improvements and betterments installed rebuild or to be installed by Tenant in the Premises (whether same have been paid for entirely or partially by Tenant)restore improvements, but exclusive of Tenant’s personal property, movable trade fixtures and inventory. Similar notifications shall be given to Landlord not less than thirty (30) days prior to the commencement of any proposed alterations, additions or improvements and the like under the Prime Lease, then Prime Landlord and its respective employees, agents and contractors may have access to the PremisesSublease Premises and may store materials in or about the Sublease Premises as reasonably necessary for Prime Landlord to complete such rebuilding or repair, without the same constituting a constructive eviction or giving Subtenant any right to terminate this Sublease or offset or axxxx rent, except to the limited extent Base Rent may be reduced under the conditions expressly set forth above. Subtenant hereby waives all claims for damages for injury, inconvenience, or interference with quiet enjoyment or Subtenant’s business, or any other loss occasioned by Prime Landlord’s work or entry under any provision of this Sublease. If Tenant fails the Sublease is not otherwise terminated by either Sublandlord or Subtenant as provided in this Section 9, Sublandlord agrees to comply, provide Subtenant all insurance proceeds actually received with respect to the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such loss, and in addition Subtenant Improvements (along with Sublandlord’s deductible applicable thereto) so as to any other rights or remedies reserved by Landlord under this Lease, Landlord’s obligations under this Article allow Subtenant to repair, replace repair and/or rebuild such Subtenant Improvements as the Premises shall be deemed inapplicable, and in lieu thereof, Landlord may, at its election, either restore or require Tenant to restore the Premises to the condition which same existed immediately prior to such loss, and in either case Tenant shall pay the cost of such restoration. Tenant covenants and agrees to repair or replace Tenant’s fixtures, furniture, furnishings, floor coverings, equipment and stock in trade and reopen for business in the Premises within thirty (30) days after notice from Landlord that the Premises are ready for re-occupancy. No damage or destruction to the Premises shall allow Tenant to surrender possession of the Premises nor affect Tenant’s liability for the payment of rents or charges or any other covenant herein contained, except as may be specifically provided in this Lease. Notwithstanding anything to the contrary contained in this Section or elsewhere in this Lease, Landlord, at its option, may terminate this Lease by giving Tenant notice thereof within one hundred and eighty (180) days from the date of the casualty if:event.

Damage and Destruction. If In case the Premises or the Building are damaged by fire, condemnation or other casualty so as to render all or any part a portion of the Premises shall be damaged or destroyed unusable by fire or other casualty, this Lease shall continue Tenant for the uses described in full force and effect, unless terminated as hereinafter providedSection 7, and Landlord shall repair, restore or rebuild the Premises to the condition existing at the time of the occurrence of the loss; provided, however, Landlord shall not be obligated to commence such repair, restoration or rebuilding until insurance proceeds are received by Landlord, determines and Landlord’s obligation hereunder shall be limited to the proceeds actually received by Landlord under any insurance policy or policies, if any, less those amounts (i) which have been required to be applied towards the reduction of any indebtedness secured by a mortgage covering the Premises or any portion thereof, and (ii) which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover any such insurance proceeds. notifies Tenant agrees to notify Landlord in writing not less than thirty (30) days prior, to the date Tenant opens for business in the Premises of the actual cost of all permanent leasehold improvements and betterments installed or to be installed by Tenant in the Premises (whether same have been paid for entirely or partially by Tenant), but exclusive of Tenant’s personal property, movable trade fixtures and inventory. Similar notifications shall be given to Landlord not less than thirty (30) days prior to the commencement of any proposed alterations, additions or improvements to the Premises. If Tenant fails to comply, with the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such loss, and in addition to any other rights or remedies reserved by Landlord under this Lease, Landlord’s obligations under this Article to repair, replace and/or rebuild the Premises shall be deemed inapplicable, and in lieu thereof, Landlord may, at its election, either restore or require Tenant to restore the Premises to the condition which existed prior to such loss, and in either case Tenant shall pay the cost of such restoration. Tenant covenants and agrees to repair or replace Tenant’s fixtures, furniture, furnishings, floor coverings, equipment and stock in trade and reopen for business in the Premises within thirty (30) days after such casualty that such damage cannot reasonably be repaired within one hundred twenty (120) days after Landlord receives permits, approvals and licenses required to begin reconstruction, then, either party shall have the option of terminating this Lease by providing written notice from of such election to the other within ten (10) business days of the date of Landlord’s original notice to Tenant. If neither party elects to terminate this Lease pursuant to the preceding sentence, Landlord that shall proceed with reasonable diligence to restore the Premises are ready for re-occupancy. No damage (exclusive of Alterations performed by or destruction on behalf of Tenant and any Tenant’s property), but only to the extent of insurance proceeds received by Landlord therefor, to a usable condition, and Base Rent and Expense Charges shall be equitably reduced during restoration of the Premises. If the Premises shall allow Tenant should be damaged by fire, condemnation or other casualty so as to surrender possession render all or a portion of the Premises nor affect Tenant’s liability unusable by Tenant for the payment uses described in Section 7, and Landlord determines and notifies Tenant within thirty (30) days after such casualty that such casualty can reasonably be repaired within one hundred twenty (120) days after Landlord receives permits, approvals and licenses required to begin reconstruction, Landlord at its option, shall proceed with reasonable diligence to restore the Premises, but only to the extent of rents insurance proceeds received by Landlord therefor, to a usable condition and Base Rent and Expense Charges shall be equitably reduced during restoration of the Premises. Landlord hereby agrees to notify Tenant within sixty (60) days after Landlord is notified of such casualty of Landlord’s determination as to whether the damage can reasonably be repaired within one hundred twenty (120) days after Landlord receives permits, approvals and licenses required to begin reconstruction and, if Landlord determines that such damage can reasonably be repaired within one hundred twenty (120) days after Landlord receives permits, approvals and licenses required to begin reconstruction, whether Landlord elects to terminate this Lease, if Landlord has such right, or charges or to restore the Premises. Notwithstanding any other covenant herein contained, except as may be specifically provided in this Lease. Notwithstanding anything to the contrary provision contained in this Section , the commencement of repairs or elsewhere restoration by Landlord hereunder shall in no event be deemed a representation or warranty by Landlord that such repairs or restoration can or will, in fact, be completed within the time period estimated by Landlord for such repair and in no event shall Landlord be liable to Tenant for any failure or inability to complete said repairs or restoration within any such estimated period; provided, however, if the Premises have not been restored as required under this Section 16 within thirty (30) days following the expiration of Landlord’s estimated restoration period (as set forth in Landlord’s notice to Tenant), subject to extension on account of Tenant Delays and Force Majeure delays, then Tenant may elect to terminate this Lease by delivery of thirty (30) days prior written notice to Landlord delivered at any time after the expiration of such 60-day period and provided further that such termination notice shall be null and void and this Lease shall remain in full force and effect if Landlord substantially completes its restoration obligation prior to the expiration of such 30-day period. Furthermore, notwithstanding any other provision contained herein to the contrary, if the Premises or any material portion thereof are destroyed or materially damaged by fire or other casualty at any time during the last year of the Lease Term or during the last year of any renewal term, if applicable, and, at the time of such casualty event this Lease has not been renewed for an additional term pursuant to any tenant renewal option rights as may be contained in Rider No. 2 attached hereto and made a part of this Lease, Landlordthen, either of Landlord or Tenant shall have the right, at its their option, may to terminate this Lease by giving Tenant written notice thereof of such election to the other party within one hundred and eighty thirty (18030) days from after the date of such destruction; provided, however, in no event shall Tenant have the casualty if:right to terminate this Lease if the damage or destruction of the Premises is the result of the negligence or willful act of Tenant or Tenant's agents, employees, representatives, contractors or successors or assigns. Tenant acknowledges and agrees that Xxxxxxxx's obligation to repair and restore under this Section 16 shall be limited to the repair and restoration of those improvements in place as of the Commencement Date, exclusive of any Alterations made or paid for by Tenant. If this Lease is terminated by either party under this Section 16, Landlord shall be entitled to retain for its benefit, and Tenant shall immediately disburse to Landlord, the proceeds of insurance maintained by Tenant on the Alterations performed in or to the Premises during the Term; provided, that, Landlord shall reimburse to Tenant from such insurance proceeds an amount equal to the unamortized costs incurred by Tenant to perform any alterations and improvements made by Tenant to the Premises without reimbursement from any work allowances paid by Landlord (based on straight-line amortization over the remaining term of the Lease), less the deductible of Tenant’s insurance.

Damage and Destruction. If all during the Lease Term, the Leased Premises or any part of the Premises shall be Building becomes damaged or destroyed in whole or in part by fire fire, other casualty or any other casualtycause (except condemnation), this Tenant will immediately notify Landlord of such event. This Lease shall continue will remain in full force and effect, unless terminated as hereinafter provided, and Landlord shall repair, restore or rebuild except that the Premises Rent will be abated proportionately to the condition existing at extent and for the time period that all or a portion of the occurrence of the loss; provided, however, Landlord shall not be obligated to commence such repair, restoration or rebuilding until insurance proceeds Leased Premises are received by Landlord, and Landlord’s obligation hereunder shall be limited to the proceeds actually received by Landlord under any insurance policy or policies, if any, less those amounts (i) which have been required to be applied towards the reduction of any indebtedness secured by a mortgage covering the Premises or any portion thereof, and (ii) which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover any such insurance proceeds. Tenant agrees to notify Landlord in writing not less than thirty (30) days prior, to the date Tenant opens for business in the Premises of the actual cost of all permanent leasehold improvements and betterments installed or to be installed by Tenant in the Premises (whether same have been paid for entirely or partially by Tenant), but exclusive of Tenant’s personal property, movable trade fixtures and inventory. Similar notifications shall be given to Landlord not less than thirty (30) days prior to the commencement of any proposed alterations, additions or improvements to the Premisesrendered untenantable. If Tenant fails to complyLandlord determines, with the foregoing provisionsin its sole discretion, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such loss, and in addition to any other rights or remedies reserved by Landlord under this Lease, Landlord’s obligations under this Article to repair, replace and/or rebuild the Premises shall be deemed inapplicable, and in lieu thereof, Landlord may, at its election, either restore or require Tenant to restore the Premises to the condition which existed prior to such loss, and in either case Tenant shall pay the cost of such restoration. Tenant covenants and agrees to repair or replace Tenant’s fixtures, furniture, furnishings, floor coverings, equipment and stock in trade and reopen for business in the Premises within thirty (30) days after notice from Landlord that the Premises are ready for re-occupancy. No damage or destruction to the Leased Premises and/or to the Building is so extensive that repair or restoration is uneconomical, or if Landlord otherwise decides not to repair or restore the Building, either of which determinations shall allow Tenant to surrender possession be made within sixty (60) days of the date that such casualty occurred, then this Lease will terminate on the first day after Landlord gives Tenant written notice of such termination. The Rent then will be adjusted and paid to the date of the damage or destruction. Tenant will immediately vacate and surrender the Leased Premises nor affect upon such termination. Tenant’s , however, will not be released from liability for any damage caused by Tenant or its agents or employees, or released from responsibility for any of its obligations under this Lease for the payment of rents period before such termination. If Landlord decides to repair or charges restore the Leased Premises and/or the Building, it will do so with reasonable speed, subject to reasonable delays for: (a) adjusting losses under insurance policies; (b) labor troubles; or (c) any other covenant herein contained, except as may be specifically provided in this Leasecause beyond Landlord's reasonable control. Notwithstanding anything the provisions of this Section, within sixty (60) days after the date of material destruction of the Leased Premises, Landlord shall obtain from Landlord's architect or contractor an estimate of the time which will be required to repair the contrary contained in this Section or elsewhere in this Lease, Landlord, at its option, may terminate this Lease by giving Tenant notice thereof within Leased Premises. Landlord shall promptly communicate said estimate to Tenant. In the event that said estimate of time exceeds one hundred and eighty fifty (180150) days from the date of such destruction, then Tenant shall have the casualty if:right, within ten (10) days after receipt of said estimate, to terminate this Lease without any further liability or obligation on the part of the parties hereto for obligations thereafter accruing, provided that Tenant shall give written notice to Landlord within said ten (10) days and shall not be in breach or default of any covenant or condition by which Tenant is obligated under this Lease. Landlord will cooperate with Tenant, to the extent space is available within the Property, temporarily relocate Tenant, at Tenant's expense, during any construction period during which Tenant is unable to use the Leased Premises.

Damage and Destruction. If all or any part of the Premises shall be damaged or destroyed by fire or other casualty, this Lease shall continue in full force and effect, unless terminated as hereinafter provided, and Landlord shall repair, restore or rebuild the Premises to the condition existing at the time of the occurrence of the loss; provided, however, Landlord shall not be obligated to commence such repair, restoration or rebuilding until insurance proceeds are received by Landlord, and Landlord’s 's obligation hereunder shall be limited to the proceeds actually received by Landlord under any insurance policy or policies, if any, less those amounts (i) which have been required to be applied towards the reduction of any indebtedness secured by a mortgage covering the Premises Center or any portion thereof, and (ii) which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ ' fees, incurred by Landlord to recover any such insurance proceeds. Tenant Xxxxxx agrees to notify Landlord in writing not less than thirty (30) days prior, to the date Tenant opens for business in the Premises of the actual cost of all permanent leasehold improvements and betterments installed or to be installed by Tenant in the Premises (whether same have been paid for entirely or partially by Tenant), but exclusive of Tenant’s Tenant 1 s personal property, movable trade fixtures and inventory. Similar notifications shall be given to Landlord not less than thirty (30) days prior to the commencement of any proposed alterations, additions or improvements to the Premises. If Tenant fails to comply, with the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall be paid immediately by Tenant upon receipt of a xxxx therefore bill therefore, and evidence of such loss, and in addition to any other rights or remedies reserved by Landlord under this Lease, Landlord’s 's obligations under this Article to repair, replace and/or rebuild the Premises shall be deemed inapplicable, and in lieu thereof, Landlord may, at its election, either restore or require Tenant to restore the Premises to the condition which existed prior to such loss, loss and in either case Tenant shall pay the cost of such restoration. Tenant covenants and agrees to repair or replace Tenant’s Xxxxxx's fixtures, furniture, furnishings, floor coverings, equipment and stock in trade and reopen for business in the Premises within thirty (30) days after notice from Landlord that the Premises are ready for re-occupancy. No damage or destruction to the Premises shall allow Tenant Xxxxxx to surrender possession of the Premises nor affect Tenant’s Xxxxxx's liability for the payment of rents or charges or any other covenant herein contained, except as may be specifically provided in this Lease. Notwithstanding anything to the contrary contained in this Section or elsewhere in this Lease, Landlord, at its option, may terminate this Lease by giving Tenant notice thereof within one hundred and eighty (180) days from the date of the casualty if:

Damage and Destruction. If all the Project is destroyed or any part of the Premises shall be damaged or destroyed by fire or other casualty, this Lease the Sublessee shall continue promptly give written notice thereof to the Sublessor. Unless the Sublessee shall exercise its option to purchase the Project pursuant to the provisions of Section 10.2 hereof, all Net Proceeds of insurance resulting from such claims together with the amount of the deductible (the "Deductible") shall be paid to and held by the Trustee in full force and effect, unless terminated as hereinafter provideda separate trust account, and Landlord shall repair, restore or rebuild the Premises to the condition existing at the time of the occurrence of the loss; provided, however, Landlord shall not be obligated to commence such repair, restoration or rebuilding until insurance proceeds are received by Landlord, and Landlord’s obligation hereunder shall be limited to the proceeds actually received by Landlord under any insurance policy or policies, if any, less those amounts (i) which have been required the Sublessee shall promptly repair, build or restore the property damaged or destroyed to substantially the same condition as it existed prior to such damage or destruction, with such changes, alterations and modifications (including the substitution and addition of other property) as may be applied towards desired by the reduction Sublessee and as will not impair the value, operating utility or productive capacity or the character of any indebtedness secured by a mortgage covering the Premises or any portion thereof, Project as an Industrial Development Facility; and (ii) which are used to reimburse Landlord for all costs the Trustee shall apply so much as may be necessary of the Net Proceeds and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover any Deductible of such insurance proceeds. Tenant agrees to notify Landlord in writing not less than thirty (30) days prior, to the date Tenant opens for business in the Premises payment of the actual cost costs of all permanent leasehold improvements and betterments installed such repair, rebuilding or to be installed by Tenant in restoration as the Premises (whether same have been paid for entirely or partially by Tenant), but exclusive of Tenant’s personal property, movable trade fixtures and inventory. Similar notifications shall be given to Landlord not less than thirty (30) days prior to the commencement of any proposed alterations, additions or improvements to the Premiseswork progresses. If Tenant fails the Net Proceeds plus the Deductible are not sufficient to complypay in full the estimated costs of such repair, rebuilding or restoration, and provided that Sublessee has maintained the insurance required by Section 5.4(a) hereof, the Sublessor shall promptly deposit with the foregoing provisions, any loss or damage Landlord shall sustain by reason Sublessee in escrow that portion of the cost thereof shall be borne by Tenant in excess of the amount of the Net Proceeds and shall be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such lossDeductible, and in addition the Sublessee shall use the same to any other rights or remedies reserved by Landlord under this Lease, Landlord’s obligations under this Article to complete such repair, replace and/or rebuild rebuilding or restoration. If the Premises shall be deemed inapplicable, Net Proceeds and the Deductible are not sufficient to pay in lieu thereof, Landlord may, at its election, either restore or require Tenant to restore the Premises to the condition which existed prior to such loss, and in either case Tenant shall pay full the cost of such repair, rebuilding or restoration as a result of a failure of Sublessee to maintain the insurance required by Section 5.4(a) hereunder, the Sublessee shall nevertheless complete the work thereof and pay that portion of the costs thereof in excess of the amount of the Net Proceeds and Deductible. Neither the Sublessee nor the Sublessor shall, by reason of the payment of such excess costs, be entitled to any reimbursement from the Municipality, the Trustee or the holders or owners of the Bonds or any abatement or diminution in Basic Rent hereunder (except as expressly provided in this Section 6.1 or Section 9.6 hereof) or rent under the Lease. The balance of the Net Proceeds and the Deductible remaining after payment of all the costs of such repair, rebuilding or restoration shall be paid into the Bond Fund. Until Substantial Completion of such repair, rebuilding or restoration, all Basic Rent and other charges payable by Sublessee hereunder shall be abated as follows: all proceeds of any rent interruption insurance shall be applied to the payment of Sublessee's obligations hereunder, first to the payment of all Basic Rent and other amounts due to the Municipality pursuant to the Lease and thereafter any amounts remaining shall be allocated to the payment of the remaining Basic Rent and other charges payable hereunder. Tenant covenants Provided that all amounts due under the Lease have been paid in full, all other amounts due under this Sublease shall be abated in proportion to the extent of the damage. If a dispute arises between Sublessor and agrees to repair Sublessee concerning the amount of damage or replace Tenant’s fixtures, furniture, furnishings, floor coverings, equipment destruction and stock in trade costs associated therewith and reopen for business in the Premises Sublessor and Sublessee cannot agree within thirty fifteen (3015) days after notice from Landlord that to Sublessor to resolve said dispute, Sublessor and Sublessee shall jointly submit their dispute to binding arbitration before the Premises are ready for re-occupancyAmerican Arbitration Association under the Commercial Rules of Arbitration. No damage or destruction This arbitration shall be submitted to the Premises shall allow Tenant to surrender possession of the Premises nor affect Tenant’s liability for the payment of rents or charges or any other covenant herein contained, except as may be specifically provided in this Lease. Notwithstanding anything to the contrary contained in this Section or elsewhere in this Lease, Landlord, at its option, may terminate this Lease by giving Tenant notice thereof within one hundred and eighty (180) days from the date of the casualty if:a single arbitrator.

Damage and Destruction. If all or any part of the Premises shall be are hereafter damaged or ---------------------- destroyed or rendered partially untenantable for their accustomed use by fire or other casualty insured under the coverage which Landlord is obligated to carry hereunder, Landlord shall promptly repair the same to substantially the condition which they were in immediately prior to the happenings or such casualty (excluding stock in trade, fixtures furniture, furnishings, carpeting, floor covering, wall covering, drapes and equipment). From the date of such casualty, this Lease shall continue in full force and effect, unless terminated as hereinafter provided, and Landlord shall repair, restore or rebuild until the Premises to are so repaired and restored, the condition existing at monthly rent payments hereunder shall xxxxx in such proportion as the time part of said Premises thus destroyed or rendered untenantable bears in the occurrence of the losstotal Premises; provided, provided however, that Landlord shall not be obligated to commence repair and restore if such repaircasualty is caused directly or indirectly by the negligence of Tenant, its agents or employees; and provided further, that Landlord shall not be obligated to expend for such repair or restoration or rebuilding until an amount in excess of the insurance proceeds recovered as a result of such damage. Notwithstanding that above, if the Premises are received wholly or partially damaged, destroyed or rendered untenantable for their accustomed use by Landlordfire or other casualty then Landlord shall have the right to terminate this Lease effective as of the date of such casualty by giving Tenant, within sixty (60) days after the happening of such casualty, written notice of such a termination if such notice is given, this Lease shall terminate and Landlord’s obligation hereunder Landlord shall be limited promptly repay to Tenant any rent paid in advance which was not earned at the date of such a casualty. If said notice is not given and Landlord is required or elects to repair or restore the Premises as herein provided, then Tenant shall promptly repair or replace its stock in trade fixtures, furnishings, furniture, carpeting, wall covering, floor covering, drapes and equipment to the proceeds actually received by Landlord under any insurance policy or policies, if any, less those amounts (i) which have been required to be applied towards the reduction of any indebtedness secured by a mortgage covering the Premises or any portion thereof, and (ii) which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover any such insurance proceeds. Tenant agrees to notify Landlord same condition as they were in writing not less than thirty (30) days prior, to the date Tenant opens for business in the Premises of the actual cost of all permanent leasehold improvements and betterments installed or to be installed by Tenant in the Premises (whether same have been paid for entirely or partially by Tenant), but exclusive of Tenant’s personal property, movable trade fixtures and inventory. Similar notifications shall be given to Landlord not less than thirty (30) days immediately prior to the commencement of any proposed alterationscasualty and, additions or improvements to the Premises. If if Tenant fails to complyhas closed its business, with the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such loss, and in addition to any other rights or remedies reserved by Landlord under this Lease, Landlord’s obligations under this Article to repair, replace and/or rebuild the Premises shall be deemed inapplicable, and in lieu thereof, Landlord may, at its election, either restore or require Tenant to restore the Premises to the condition which existed prior to such loss, and in either case Tenant shall pay the cost of such restoration. Tenant covenants and agrees to repair or replace Tenant’s fixtures, furniture, furnishings, floor coverings, equipment and stock in trade and promptly reopen for business in upon the Premises within thirty (30) days after notice from Landlord that the Premises are ready for re-occupancy. No damage or destruction to the Premises shall allow Tenant to surrender possession completion of the Premises nor affect Tenant’s liability for the payment of rents or charges or any other covenant herein contained, except as may be specifically provided in this Lease. Notwithstanding anything to the contrary contained in this Section or elsewhere in this Lease, Landlord, at its option, may terminate this Lease by giving Tenant notice thereof within one hundred and eighty (180) days from the date of the casualty if:such repairs.

Damage and Destruction. If all (a) In the event during the Term hereof the Leased Premises or any part of the Premises thereof shall be damaged or destroyed by fire fire, explosion, casualty or any other casualtyoccurrence covered by insurance or required to be covered by insurance as provided herein, this Lease Sublandlord shall continue in full force use its reasonable and effect, unless terminated as hereinafter provided, diligent efforts to repair such damage and Landlord shall repair, restore or rebuild the Leased Premises to the substantially its condition existing at the time of the occurrence of the losssuch fire, explosion, casualty or occurrence; provided, however, Landlord that Sublandlord shall not be obligated to expend any amount in connection with such repair and restoration in excess the insurance proceeds actually recovered by or paid to Sublandlord as a result of such damage or destruction. Notwithstanding the foregoing, Sublandlord shall not be obligated to commence such repair, repair and restoration or rebuilding until insurance proceeds are received by Landlord, and Landlord’s obligation hereunder shall be limited to the proceeds actually received by Landlord under any insurance policy or policies, if any, less those amounts (i) which have been required to be applied towards the reduction if Subtenant is then in breach or default of any indebtedness secured by a mortgage covering of its monetary obligations under this Sublease beyond any applicable notice, grace or cure period or in breach or default of any of its other obligations under this Sublease beyond any applicable notice, grace or cure period; (ii) if such damage or destruction occurs during the Premises last eighteen (18) months of the Term of this Sublease; or (iii) if applicable law, rules, regulations or ordinances forbid the repair or restoration of the damaged portion of the Leased Premises. During any period that all or any portion thereof, and (ii) which are used to reimburse Landlord of the Leased Premises shall be rendered fully or partially untenantable for all costs and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover any such insurance proceeds. Tenant agrees to notify Landlord in writing not less than thirty (30) days prior, to the date Tenant opens for conduct of Subtenant's business in the Premises ordinary course as a result of any such damage or destruction, this Sublease shall remain in full force and effect (unless otherwise terminated in accordance with the actual cost of all permanent leasehold improvements and betterments installed or to be installed by Tenant in the Premises (whether same have been paid for entirely or partially by Tenantprovisions hereof), but exclusive of Tenant’s personal property, movable trade fixtures Base Rent and inventory. Similar notifications Additional Rent shall be given to Landlord not less than thirty (30) days prior to abated proportionately and such abatement shall continue for the commencement of any proposed alterations, additions or improvements to the Premises. If Tenant fails to comply, period commencing with the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such loss, and in addition to any other rights or remedies reserved by Landlord under this Lease, Landlord’s obligations under this Article to repair, replace and/or rebuild the Premises shall be deemed inapplicable, and in lieu thereof, Landlord may, at its election, either restore or require Tenant to restore the Premises to the condition which existed prior to such loss, and in either case Tenant shall pay the cost of such restoration. Tenant covenants and agrees to repair or replace Tenant’s fixtures, furniture, furnishings, floor coverings, equipment and stock in trade and reopen for business in the Premises within thirty (30) days after notice from Landlord that the Premises are ready for re-occupancy. No damage or destruction to and ending with the Premises shall allow Tenant to surrender possession completion by Sublandlord of such repair and restoration of the Leased Premises nor affect Tenant’s liability for that Sublandlord is obligated to perform in accordance with the payment of rents or charges or any other covenant herein contained, except as may be specifically provided in this Lease. Notwithstanding anything to the contrary contained in this Section or elsewhere in this Lease, Landlord, at its option, may terminate this Lease by giving Tenant notice thereof within one hundred and eighty (180) days from the date of the casualty if:terms hereof.

Damage and Destruction. If all Anything in this Sublease to the contrary notwithstanding, (a) in the event of damage or any part destruction to the Subleased Premises or the material services relating thereto (i.e., heat, air conditioning, elevator service, electricity and water) or the means of the Premises shall be damaged ingress or destroyed egress therefrom by fire or other casualty, this Lease shall continue in full force whether to the Building or otherwise (collectively, "Casualty") and effect, unless terminated as hereinafter provided, and Landlord shall repair, restore Sublandlord or rebuild Overlandlord has not substantially completed its portion of the restoration of the affected portion of the Subleased Premises to substantially its condition immediately prior to the condition existing at Casualty (excepting any leasehold improvements made by Subtenant) within 210 days from the time occurrence of such Casualty (and provided access to the Subleased Premises is also restored), or (b) if the Casualty shall occur in the last year of the Term of this Sublease and it shall destroy more than 30% of the Subleased Premises, then, provided the Casualty was not caused by the uninsurable acts or omissions of Subtenant, its partners, officers, directors, employees, agents, contractors, representatives, invitees, permitted assigns, sub-subtenants or affiliates, Subtenant may terminate this Sublease by written notice to Sublandlord within 30 days following the receipt of notice by Sublandlord that such restoration cannot be completed within the 210-day period, or within 30 days of such Casualty in the case of a Casualty occurring within the last year of the Term. Such notice by Sublandlord shall be given within 45 days of the Casualty. If Subtenant elects to terminate under this provision, this Sublease shall terminate on the date of the occurrence of the loss; provided, however, Landlord shall not be obligated to commence such repair, restoration or rebuilding until insurance proceeds are received by Landlord, and Landlord’s obligation hereunder shall be limited to Casualty as the proceeds actually received by Landlord under any insurance policy or policies, if any, less those amounts (i) which have been required to be applied towards the reduction effective date of any indebtedness secured by a mortgage covering the Premises or any portion thereof, and (ii) which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover any such insurance proceedstermination. Tenant agrees to notify Landlord in writing not less than thirty (30) Within 30 days prior, to of the date Tenant opens for business in the Premises of the actual cost of all permanent leasehold improvements and betterments installed or to be installed by Tenant in the Premises (whether same have been paid for entirely or partially by Tenant), but exclusive of Tenant’s personal property, movable trade fixtures and inventory. Similar notifications shall be given to Landlord not less than thirty (30) days prior to the commencement of any proposed alterations, additions or improvements to the Premises. If Tenant fails to comply, with that Subtenant has delivered the foregoing provisionsnotice of termination, any loss or damage Landlord Subtenant shall sustain by reason thereof shall be borne by Tenant vacate and shall be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such loss, and in addition to any other rights or remedies reserved by Landlord under this Lease, Landlord’s obligations under this Article to repair, replace and/or rebuild the Premises shall be deemed inapplicable, and in lieu thereof, Landlord may, at its election, either restore or require Tenant to restore the Premises to the condition which existed prior to such loss, and in either case Tenant shall pay the cost of such restoration. Tenant covenants and agrees to repair or replace Tenant’s fixtures, furniture, furnishings, floor coverings, equipment and stock in trade and reopen for business in the Premises within thirty (30) days after notice from Landlord that the Premises are ready for re-occupancy. No damage or destruction to the Premises shall allow Tenant to surrender possession of the Premises nor affect Tenant’s liability for Sublease Premises, Fixed Rent, Additional Rent and other amounts payable under this Sublease shall be prorated as of such effective date and the payment of rents or charges or any other covenant herein contained, except parties shall have no further obligations hereunder. A determination as may be specifically provided in this Lease. Notwithstanding anything to the contrary contained in this Section time necessary to substantially restore the Subleased Premises shall be made promptly after such occurrence by a licensed, reputable general contracting firm or elsewhere in this Leasearchitect, Landlordand if such contractor or architect shall determine that the Subleased Premises cannot be restored within such 210-day period, at its option, Subtenant may terminate this Lease by giving Tenant notice thereof within one hundred and eighty (180) days from the date of the casualty if:Sublease.

Damage and Destruction. If all or A. Except as hereinafter provided, if, during the Term, any part of the Improvements on the Premises shall be damaged or destroyed by fire or any other casualtycasualty provided that such fire or casualty was not caused by Landlord’s gross negligence or willful misconduct, this Lease Tenant shall continue in full force at Tenant’s sole cost and effectexpense, unless terminated as hereinafter provided, and Landlord shall repair, restore repair or rebuild all the Improvements on the Premises or such portion thereof which was damaged, in a good and workmanlike manner using materials of first grade and quality, to the original condition existing of the Improvements on the Premises or such portion thereof at the time of such fire or other casualty. Notwithstanding the occurrence of the loss; providedforegoing, however, Landlord shall not be obligated to commence such repair, restoration in the event the Improvements on the Premises are damaged or rebuilding until insurance proceeds are received by Landlord, destroyed at any time during the final three (3) lease years of the Term and Landlord’s obligation hereunder shall be limited to the proceeds actually received by Landlord under any insurance policy or policies, if any, less those amounts either (i) which have been required to be applied towards the reduction of any indebtedness secured by a mortgage covering the Premises or any portion thereof, and (ii) which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover any such insurance proceeds. Tenant agrees to notify Landlord in writing not less than thirty (30) days prior, to the date Tenant opens for business in the Premises of the actual cost of all permanent leasehold improvements and betterments installed or to be installed by Tenant in the Premises (whether same have been paid for entirely or partially by Tenant), but exclusive of Tenant’s personal property, movable trade fixtures and inventory. Similar notifications shall be given to Landlord not less than thirty (30) days prior to the commencement of any proposed alterations, additions or improvements to the Premises. If Tenant fails to comply, with the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such loss, and in addition to any other rights or remedies reserved by Landlord under this Lease, Landlord’s obligations under this Article to repair, replace and/or rebuild the Premises shall be deemed inapplicable, and in lieu thereof, Landlord may, at its election, either restore or require Tenant to restore the Premises to the condition which existed prior to such loss, and in either case Tenant shall pay the cost of such restoration. Tenant covenants and agrees to repair or replace Tenant’s fixturesthe improvements on the Premises, furnitureas estimated by a contractor, furnishingsarchitect or other construction consultant selected by Txxxxx and approved by Landlord, floor coveringsexceeds fifty percent (50%) of the full replacement value of all improvements located on the Premises, equipment or (ii) such repair and stock replacement cannot reasonably be completed within one hundred eighty (180) days after the date of the damage or destruction, as estimated by a contractor, architect or other construction consultant selected by Txxxxx and approved by Lxxxxxxx, then Tenant may terminate this Lease upon such date as is set forth in trade and reopen for business in the Premises a notice given to Landlord within thirty (30) days after notice from Landlord that the Premises are ready for re-occupancy. No damage or destruction to the Premises shall allow Tenant to surrender possession of the Premises nor affect Tenant’s liability for the payment of rents or charges or any other covenant herein contained, except as may be specifically provided in this Lease. Notwithstanding anything to the contrary contained in this Section or elsewhere in this Lease, Landlord, at its option, may terminate this Lease by giving Tenant notice thereof within one hundred and eighty (180) days from the date of the damage or destruction; provided, however, that the date of termination shall be no less than five (5) and no more than sixty (60) days after the effectiveness of such notice and in no event shall Tenant terminate this Lease upon the occurrence of damage or destruction of the improvements on the Premises unless (a) it has maintained the insurance coverage in the manner required by this Lease and (b) it pays over to Landlord all insurance proceeds from such insurance coverage and the amount of any deductible or self-insurance retention amount with respect to such insurance coverage. Unless this Lease is so terminated, Tenant shall proceed with repair or rebuilding and Landlord shall make the net insurance proceeds of such insurance coverage payable with respect to such fire or other casualty if:available to Tenant on a commercially reasonable basis to pay the costs of such repair and rebuilding, and all costs of such repair or rebuilding in excess of the net insurance proceeds shall be paid by Tenant. During the period of such repair or rebuilding, Rent shall be abated.

Damage and Destruction. Westerbeke shall provide a complete written report to Lender immediately upon any loss, theft, damage or destruction of any portion of the Mortgaged Property. If all or any part of the Premises Mortgaged Property is lost, stolen, destroyed or damaged beyond repair ("Damaged Property"), Borrower shall be damaged as soon as practicable after such event either (a) replace the same at Westerbeke's sole cost and expense with property having substantially similar specifications and of equal or destroyed by fire or other casualty, this Lease shall continue in full force and effect, unless terminated as hereinafter provided, and Landlord shall repair, restore or rebuild the Premises greater value to the condition existing at Damaged Property immediately prior to the time of the occurrence loss occurrence, such replacement equipment to be subject to Lender's approval, whereupon such replacement equipment shall be substituted in this Agreement and the other related documents by appropriate endorsement or amendment; or (b) pay the applicable Prepayment Amount of the loss; providedDamaged Property. Westerbeke shall notify Lender of which course of action it will take within fifteen (15) calendar days after the loss occurrence. If, howeverwithin forty-five (45) calendar days of the loss occurrence, Landlord shall not be obligated to commence such repair, restoration or rebuilding until insurance proceeds are received by Landlord, and Landlord’s obligation hereunder shall be limited to the proceeds actually received by Landlord under any insurance policy or policies, if any, less those amounts (ia) which have been required to be applied towards the reduction of any indebtedness secured by a mortgage covering the Premises or any portion thereof, and (ii) which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover any such insurance proceeds. Tenant agrees Westerbeke fails to notify Landlord in writing not less than thirty Lender, (30b) days priorWesterbeke and Lender fail to execute an amendment to this Agreement to delete the Damaged Property and add the replacement equipment, to the date Tenant opens for business in the Premises of the actual cost of all permanent leasehold improvements and betterments installed or to be installed by Tenant in the Premises (whether same have been paid for entirely or partially by Tenant), but exclusive of Tenant’s personal property, movable trade fixtures and inventory. Similar notifications shall be given to Landlord not less than thirty (30c) days prior to the commencement of any proposed alterations, additions or improvements to the Premises. If Tenant Westerbeke fails to complypay the applicable Prepayment Amount, with the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such loss, and in addition to any other rights or remedies reserved by Landlord under this Lease, Landlord’s obligations under this Article to repair, replace and/or rebuild the Premises shall be deemed inapplicable, and in lieu thereof, Landlord then Lender may, at its electionsole discretion, either restore or require Tenant declare the applicable Prepayment Amount to restore be immediately due and payable, and Westerbeke shall be required to pay the Premises same. The Net Proceeds of insurance with respect to the condition which existed prior Damaged Property shall be made available by Lender to such lossbe applied to discharge Westerbeke's obligation under this Section and as provided in Section 5 of the Mortgage. The payment of the Prepayment Amount and the termination of Lender's interest in the Damaged Property is subject to the terms of Section 2.08 hereof. For purposes of this Section, and the term Net Proceeds shall mean the amount remaining from the gross proceeds of any insurance claim after deducting all expenses (including reasonable attorney's fees) incurred in either case Tenant shall pay the cost collection of such restoration. Tenant covenants and agrees to repair claim or replace Tenant’s fixtures, furniture, furnishings, floor coverings, equipment and stock in trade and reopen for business in the Premises within thirty (30) days after notice from Landlord that the Premises are ready for re-occupancy. No damage or destruction to the Premises shall allow Tenant to surrender possession of the Premises nor affect Tenant’s liability for the payment of rents or charges or any other covenant herein contained, except as may be specifically provided in this Lease. Notwithstanding anything to the contrary contained in this Section or elsewhere in this Lease, Landlord, at its option, may terminate this Lease by giving Tenant notice thereof within one hundred and eighty (180) days from the date of the casualty if:award.

Damage and Destruction. If all or any part of the Premises shall be damaged or destroyed by fire or other casualty, this Lease shall continue in full force and effect, unless terminated as hereinafter provided, and Landlord shall repair, restore or rebuild the Premises to the condition existing at the time of the occurrence of the loss; provided, however, Landlord shall not be obligated to commence such repair, restoration or rebuilding until insurance proceeds are received by Landlord, and Landlord’s obligation hereunder shall be limited to the proceeds actually received by Landlord under any insurance policy or policies, if any, less those amounts (i) which have been required to be applied towards the reduction of any indebtedness secured by a mortgage covering the Premises Center or any portion thereof, and (ii) which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover any such insurance proceeds. Tenant agrees to notify Landlord in writing not less than thirty (30) days prior, to the date Tenant opens for business in the Premises of the actual cost of all permanent leasehold improvements and betterments installed or to be installed by Tenant in the Premises (whether same have been paid for entirely or partially by Tenant), but exclusive of Tenant’s Tenant I s personal property, movable trade fixtures and inventory. Similar notifications shall be given to Landlord not less than thirty (30) days prior to the commencement of any proposed alterations, additions or improvements to the Premises. If Tenant fails to comply, with the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall be paid immediately by Tenant upon receipt of a xxxx therefore therefore’ and evidence of such loss, and in addition to any other rights or remedies reserved by Landlord under this Lease, Landlord’s obligations under this Article to repair, replace and/or rebuild the Premises shall be deemed inapplicable, and in lieu thereof, Landlord may, at its election, either restore or require Tenant to restore the Premises to the condition which existed prior to such loss-loss, and in either case Tenant shall pay the cost of such restoration. Tenant covenants and agrees to repair or replace Tenant’s fixtures, furniture, furnishings, floor coverings, equipment and stock in trade and reopen for business in the Premises within thirty (30) days after notice from Landlord that the Premises are ready for re-occupancy. No damage or destruction to the Premises shall allow Tenant to surrender possession of the Premises nor affect Tenant’s liability for the payment of rents or charges or any other covenant herein contained, except as may be specifically provided in this Lease. Notwithstanding anything to the contrary contained in this Section or elsewhere in this Lease, Landlord, at its option, may terminate this Lease by giving Tenant notice thereof within one hundred and eighty (180) days from the date of the casualty if:

Damage and Destruction. 22.1 If all the Premises or any part the Project is damaged by an insured casualty, occurring more than nine (9) months prior to the expiration of the Premises term hereof, Landlord shall forthwith repair same, or cause same to be damaged or destroyed by fire repaired, to the extent that sufficient insurance proceeds are made available to Landlord therefor and provided that such repairs can, in Landlord’s reasonable opinion, be made within ninety (90) days from the date of such damage (without payment of overtime or other casualtypremiums) under the laws and regulations of the federal, state and local governmental authorities having jurisdiction thereof. If Landlord is not so required to repair such damage, Landlord shall have the option within forty-five (45) days from the date of such damage either to (i) notify Tenant of 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 continue in full force and effect, unless terminated as hereinafter providedbe so terminated, and Tenant shall also have the right to terminate this Lease if such casualty occurred within the last nine (9) months of the Lease term. Landlord shall repairrefund to Tenant any rent previously paid for any period of time subsequent to such termination. Notwithstanding any contrary provision herein, restore and regardless of whether caused by casualty, (a) Landlord shall not be required to repair any damage to the property of Tenant or rebuild 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, and (b) any damage caused by the negligence or willful misconduct of Tenant or any of its agents, contractors, employees, invitees or guests shall be promptly repaired by Tenant, at its sole cost and expense, to the condition existing at the time reasonable satisfaction of the occurrence of the lossLandlord; provided, however, that Landlord shall not be obligated bear said cost and expense to commence the extent it receives proceeds, covering such repairdamage, restoration or rebuilding until from insurance proceeds are received obtained by LandlordLandlord as part of Operating Costs. Tenant hereby waives the provisions of Section 1932, subdivision 2, and Section 1933, subdivision 4, of the Civil Code of California, and any similar law, statute or ordinance now or hereafter in effect. Notwithstanding the foregoing, (i) if the reconstruction of the Premises will, in Landlord’s obligation hereunder shall be limited to reasonable discretion, require more than nine (9) months from the proceeds actually date of the casualty, Tenant may terminate this Lease by giving written notice received by Landlord under any insurance policy or policies, if any, less those amounts (i) which have been required to be applied towards the reduction of any indebtedness secured by a mortgage covering the Premises or any portion thereof, and (ii) which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover any such insurance proceeds. Tenant agrees to notify Landlord in writing not less than thirty (30) days prior, to the date Tenant opens for business in the Premises of the actual cost of all permanent leasehold improvements and betterments installed or to be installed by Tenant in the Premises (whether same have been paid for entirely or partially by Tenant), but exclusive of Tenant’s personal property, movable trade fixtures and inventory. Similar notifications shall be given to Landlord not less than thirty (30) days prior to the commencement of any proposed alterations, additions or improvements to the Premises. If Tenant fails to comply, with the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such loss, and in addition to any other rights or remedies reserved by Landlord under this Lease, Landlord’s obligations under this Article to repair, replace and/or rebuild the Premises shall be deemed inapplicable, and in lieu thereof, Landlord may, at its election, either restore or require Tenant to restore the Premises to the condition which existed prior to such loss, and in either case Tenant shall pay the cost of such restoration. Tenant covenants and agrees to repair or replace Tenant’s fixtures, furniture, furnishings, floor coverings, equipment and stock in trade and reopen for business in the Premises within thirty (30) days after following Tenant’s receipt of written notice from Landlord that the Premises are ready for re-occupancy. No damage or destruction to the Premises shall allow Tenant to surrender possession of the Premises nor affect Tenant’s liability for the payment of rents or charges or any other covenant herein containedproject reconstruction period. Further, except as may be specifically provided in this Lease. Notwithstanding anything if reconstruction actually exceeds nine (9) months (subject to the contrary contained in this Section or elsewhere in this Leaseforce majeure), Landlord, at its option, Tenant may terminate this Lease by giving Tenant notice thereof within one hundred and eighty upon sixty (18060) days from the date of the casualty if:notice to Landlord; provided, that if such reconstruction is completed within such 60-day period, Tenant’s termination notice shall be deemed null and void.

Damage and Destruction. If all or any part of the Premises shall be or the Facility is damaged or destroyed by fire or other casualty, then Port shall repair the same provided that funds for such repairs are appropriated by Port, in its sole discretion, for such purpose and that such repairs can be made within two hundred ten (210) days after the date of such damage (the "Repair Period"). In the event such conditions are satisfied, this Lease shall remain in full force and effect except that so long as such damage or casualty is not attributable to Tenant, its Agents or Invitees, Tenant shall be entitled to a proportionate reduction of Base Rent during the Repair Period based upon the extent to which such damage and the making of such repairs materially interferes with Tenant's use or occupancy of the Premises less any insurance proceeds Tenant receives, or would have received if Tenant complied with the requirements set forth in Section 16 above, which proceeds are to be applied against the payment of Rent during any Repair Period. Port shall use its commercially reasonable efforts to notify Tenant within ninety (90) days after the date of such damage whether or not such repairs can be made within the Repair Period, and Port's determination thereof shall be binding on Tenant. If such repairs cannot be made within the Repair Period, Port shall have the option to notify Tenant of: (a) Port's intention to repair such damage and diligently prosecute such repairs to completion within a reasonable period after the Repair Period, subject to appropriation of funds, in which event this Lease shall continue in full force and effect, unless terminated effect and the monthly Base Rent shall be reduced as hereinafter provided, and Landlord shall repair, restore provided herein; or rebuild the Premises (b) Port's election to the condition existing at the time terminate this Lease as of the occurrence of the loss; provideddate specified in such notice, however, Landlord shall not be obligated to commence such repair, restoration or rebuilding until insurance proceeds are received by Landlord, and Landlord’s obligation hereunder which date shall be limited to the proceeds actually received by Landlord under any insurance policy or policies, if any, less those amounts (i) which have been required to be applied towards the reduction of any indebtedness secured by a mortgage covering the Premises or any portion thereof, and (ii) which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover any such insurance proceeds. Tenant agrees to notify Landlord in writing not less than thirty (30) nor more than sixty (60) days priorafter notice is given by Port. In case of termination, the monthly Base Rent shall be reduced as provided above, and Tenant shall pay such reduced monthly Base Rent up to the date of termination. If Port elects not to appropriate funds for such repair, Port shall give written notice to Tenant opens for business in within sixty (60) days after the Premises date Port elects not to appropriate funds of its election to terminate this Lease as of the actual cost of all permanent leasehold improvements and betterments installed or to be installed by Tenant date specified in the Premises (whether same have been paid for entirely or partially by Tenant)such notice, but exclusive of Tenant’s personal property, movable trade fixtures and inventory. Similar notifications which date shall be given to Landlord not less than thirty (30) nor more than sixty (60) days prior after notice is given by Port. In case of termination, the monthly Base Rent shall be reduced as provided above, and Tenant shall pay such reduced monthly Base Rent up to the commencement date of any proposed alterations, additions or improvements to the Premisestermination. If Tenant fails to comply, with at any time during the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall be paid immediately by Tenant upon receipt last six (6) months of a xxxx therefore and evidence the Term of such loss, and in addition to any other rights or remedies reserved by Landlord under this Lease, Landlord’s obligations under this Article to repair, replace and/or rebuild the Premises shall be deemed inapplicableor the Facility is damaged or destroyed, and in lieu thereof, Landlord may, at its election, then either restore Port or require Tenant to restore the Premises may terminate this Lease by giving written notice to the condition which existed prior other party of its election to such loss, and in either case Tenant shall pay the cost of such restoration. Tenant covenants and agrees to repair or replace Tenant’s fixtures, furniture, furnishings, floor coverings, equipment and stock in trade and reopen for business in the Premises do so within thirty (30) days after notice from Landlord that the Premises are ready for re-occupancy. No date of the occurrence of such damage; provided, however, Tenant may terminate only if such damage or destruction to the Premises shall allow Tenant to surrender possession substantially impairs its use or occupancy of the Premises nor affect Tenant’s liability for the payment Permitted Use. The effective date of rents or charges or any other covenant herein containedtermination shall be specified in the notice of termination, except as may which date shall not be specifically provided in this Lease. Notwithstanding anything to the contrary contained in this Section or elsewhere in this Lease, Landlord, at its option, may terminate this Lease by giving Tenant notice thereof within one hundred and eighty more than thirty (18030) days from the date of the casualty if:notice. Notwithstanding anything to the contrary in this Lease, (i) Port shall have no obligation to repair the Premises or the Facility, (ii) Tenant shall not be entitled to any abatement of Rent, and (iii) Tenant shall not be entitled to terminate this Lease, in the event the damage or destruction is attributable to any act or omission of Tenant, its Agents, or Invitees. In no event shall Port be required to repair any damage to Tenant's Property or any paneling, decorations, railings, floor coverings, or any Improvements or other Alterations installed or made on the Premises by or at the expense of Tenant. In the event the Premises or the Facility is substantially damaged or destroyed and Port intends to rebuild for public purposes inconsistent with this Lease, Port may terminate this Lease upon written notice to Tenant.

Damage and Destruction. If all or any part (a) Notwithstanding the provisions of Article 24 of the Xxxxxxxxx, which are incorporated herein by reference, in the event of damage or destruction to the Sublease Premises which cannot reasonably be repaired by Overlandlord within one hundred eighty (180) days after the date of damage, Subtenant may elect, by giving written notice to Sublandlord within seven (7) days of receipt by Subtenant of a copy of Overlandlord's notice (hereinafter "Overlandlord's Notice") of the estimated date by which the Demised Premises and Tenant's Parking Area shall be damaged or destroyed by fire or other casualtysubstantially repaired, to terminate this Lease shall continue in full force and effect, unless terminated Sublease as hereinafter provided, and Landlord shall repair, restore or rebuild to all of the Sublease Premises to effective as of the condition existing at the time date of the occurrence of the loss; provided, however, Landlord shall not be obligated to commence such repair, restoration or rebuilding until insurance proceeds are received by Landlord, and Landlord’s obligation hereunder shall be limited to the proceeds actually received by Landlord under any insurance policy or policies, if any, less those amounts (i) which have been required to be applied towards the reduction of any indebtedness secured by a mortgage covering the Premises or any portion thereof, and (ii) which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover any such insurance proceeds. Tenant agrees to notify Landlord in writing not less than thirty (30) days prior, to the date Tenant opens for business in the Premises of the actual cost of all permanent leasehold improvements and betterments installed or to be installed by Tenant in the Premises (whether same have been paid for entirely or partially by Tenant), but exclusive of Tenant’s personal property, movable trade fixtures and inventory. Similar notifications shall be given to Landlord not less than thirty (30) days prior to the commencement of any proposed alterations, additions or improvements to the Premises. If Tenant fails to comply, with the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such losscasualty, and in addition the event that such notice is given this Sublease shall terminate at the expiration of said seven (7) day period. Sublandlord shall promptly furnish to any other rights or remedies reserved by Landlord under this Lease, Landlord’s obligations under this Article to repair, replace and/or rebuild Subtenant a copy of Overlandlord's Notice. If the Premises shall be deemed inapplicable, and estimated date set forth in lieu thereof, Landlord may, at its election, either restore or require Tenant to restore the Premises to the condition which existed prior to such loss, and in either case Tenant shall pay the cost of such restoration. Tenant covenants and agrees to repair or replace Tenant’s fixtures, furniture, furnishings, floor coverings, equipment and stock in trade and reopen for business in the Premises within thirty Overlandlord's Notice is not more than one hundred eighty (30180) days after notice from Landlord that the Premises are ready for re-occupancy. No damage date of damage, or destruction Subtenant shall not have terminated this Sublease pursuant to the Premises shall allow Tenant to surrender possession provisions of the first sentence of this subparagraph 10(a), then, if Overlandlord has not substantially repaired the Sublease Premises nor affect Tenant’s liability for and/or Subtenant's Parking Area by the payment later of rents or charges or any other covenant herein contained, except as may be specifically provided in this Lease. Notwithstanding anything to the contrary contained in this Section or elsewhere in this Lease, Landlord, at its option, may terminate this Lease by giving Tenant notice thereof within (j) one hundred and eighty (180) days from after the date of such damage or (ii) the estimated date specified in Overlandlord's Notice, which period may be extended by not more than thirty (30) days by fire or other casualty, strikes, lockouts or other labor difficulties, unavailability of materials or any other cause beyond the reasonable control of Overlandlord, Subtenant may, within seven (7) days after the expiration of the applicable period, terminate this Sublease by a written notice as of the date specified therein which shall be not earlier than twenty (20) days after the date of the casualty if:giving of such notice and unless Overlandlord shall have substantially repaired the Sublease Premises and/or Subtenant's Parking Area before said termination date, this Sublease shall terminate as of said date. If Subtenant does not terminate this Sublease as heretofore provided in this subparagraph 10(a), Subtenant shall have no further right to terminate this Sublease pursuant to this subparagraph 10(a). For purposes of this

Damage and Destruction. If at any time during the Term all or any part a portion of the Premises shall be are damaged or destroyed by a fire or other casualty, this Lease shall continue in full force and effect, unless terminated as hereinafter provided, and Landlord shall repair, restore or rebuild the Premises notify Tenant within sixty (60) days after Landlord becomes aware of such damage as to the condition existing at the amount of time of the occurrence of the loss; provided, however, Landlord shall not be obligated reasonably estimates it will take to commence such repair, restoration or rebuilding until insurance proceeds are received by Landlord, and Landlord’s obligation hereunder shall be limited to the proceeds actually received by Landlord under any insurance policy or policies, if any, less those amounts (i) which have been required to be applied towards the reduction of any indebtedness secured by a mortgage covering the Premises or any portion thereof, and (ii) which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover any such insurance proceeds. Tenant agrees to notify Landlord in writing not less than thirty (30) days prior, to the date Tenant opens for business in the Premises of the actual cost of all permanent leasehold improvements and betterments installed or to be installed by Tenant in the Premises (whether same have been paid for entirely or partially by Tenant), but exclusive of Tenant’s personal property, movable trade fixtures and inventory. Similar notifications shall be given to Landlord not less than thirty (30) days prior to the commencement of any proposed alterations, additions or improvements to restore the Premises. If Tenant fails the restoration time is estimated to complyexceed nine (9) months from the issuance of all permits, with the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such loss, and in addition subject to any other rights or remedies reserved by Landlord under this Lease, Landlord’s obligations under this Article to repair, replace and/or rebuild the Premises shall be deemed inapplicable, and in lieu thereofextensions for Force Majeure, Landlord may elect to terminate this Lease and if such restoration period is greater than twelve (12) months from the issuance of all permits, then Tenant may, at as its electionsole remedy, either restore terminate this Lease on or require Tenant to restore the Premises to the condition which existed prior to such loss, and in either case Tenant shall pay the cost of such restoration. Tenant covenants and agrees to repair or replace Tenant’s fixtures, furniture, furnishings, floor coverings, equipment and stock in trade and reopen for business in the Premises within before thirty (30) days after receipt of Landlord’s notice describing the estimated restoration time that is greater than twelve (12) months. In addition, Landlord, by notice to Tenant within ninety (90) days after the date of the fire or other casualty shall have the right to terminate this lease if: (1) any Mortgagee requires that the insurance proceeds be applied to the payment of the mortgage debt or ground lease, or (2) a material uninsured loss to the Building or Premises occurs. If neither party either elects to terminate this Lease as provided above or if neither party has the right to terminate this Lease as provided above, then, subject to receipt of sufficient insurance proceeds, Landlord shall promptly commence to restore the Premises, subject to delays arising from the collection of insurance proceeds or from Force Majeure events. Such restoration shall be to substantially the same condition that existed prior to the fire or other casualty, except for modifications required by Applicable Laws. Upon notice from Landlord, Tenant shall assign or endorse over to Landlord that (or to any party designated by Landlord) all property insurance proceeds payable to Tenant under Tenant insurance with respect to any Alterations, provided if the Premises are ready for re-occupancy. No damage or destruction estimated cost to repair such Alterations exceeds the Premises amount of insurance proceeds received by Landlord from Tenant’s insurance carrier, the excess cost of such repairs shall allow be paid by Tenant to surrender possession Landlord prior to Landlord’s commencement of repairs. Within fifteen (15) days of demand, Tenant shall also pay Landlord for any additional excess costs that are determined during the performance of the repairs to such Alterations. In no event shall Landlord be required to spend more for the restoration of the Premises nor affect than the proceeds received by Landlord, whether insurance proceeds or proceeds from Tenant. Landlord shall not be liable for any inconvenience to Tenant, or injury to Tenant’s liability business resulting in any way from the fire or other casualty, or the repair thereof. If this Lease is not terminated by Landlord or Tenant in accordance with this section, Tenant shall be responsible for and shall pay to Landlord Tenant’s Share of any deductible or retention amount payable under the property insurance for the payment Building following any such casualty. Tenant at Tenant’s expense shall promptly perform, subject to delays arising from the collection of rents insurance proceeds, or charges from Force Majeure events, all repairs or any other covenant herein contained, except as may restoration not required to be specifically provided done by Landlord and shall promptly re-enter the Premises and commence doing business in accordance with this Lease. Notwithstanding anything to the contrary contained in this Section or elsewhere in this Leaseforegoing, Landlord, at its option, either party may terminate this Lease if the Premises are damaged during the last year of the Term and Landlord reasonably estimates that it will take more than three (3) months to repair such damage. Provided no Event of Default by giving Tenant notice thereof within one hundred has occurred, Base Rent and eighty (180) days from Tenant’s Share of Operating Expenses and Real Property Taxes shall be abated for the period of repair and restoration commencing on the date of such casualty event in the proportion which the area of the Premises, if any, which is untenantable bears to the total area of the Premises. Such abatement shall be the sole remedy of Tenant, and except as provided herein, Tenant waives any right to terminate this Lease by reason of damage or casualty if:loss. Tenant agrees that the terms of this Section 16 shall govern any damage or destruction and shall accordingly supersede any contrary statute or rule of law. Landlord and Tenant agree that the provisions of this Section 16 shall only apply when the Premises is physically damaged or the structural integrity of the Premises is degraded as a result of a fire or other casualty. In no event shall a temporary closure of the Building or the Project for the purpose of protecting public health constitute physical damage to the Premises, nor shall Tenant’s inability to productively use the Premises during any such temporary closure be deemed a casualty.

Damage and Destruction. If at any time during the Term all or any part a portion of the Premises shall be are damaged or destroyed by a fire or other casualty, this Lease then Tenant shall continue in full force and effect, unless terminated as hereinafter provided, and promptly notify Landlord. Within 60 days after Landlord shall repair, restore or rebuild the Premises to the condition existing at the time becomes aware of the occurrence of the loss; provided, howeversuch damage, Landlord shall not be obligated inform Tenant (the “Repair Estimate”) of the amount of time Landlord reasonably estimates to commence such restore the Premises (including the restoration of any Alteration made by Landlord), except for modifications required by Applicable Laws, and excluding the repair, restoration or rebuilding until insurance proceeds are received replacement of the fixtures, equipment, or Alterations made by Tenant or a Tenant Party. If the restoration time is estimated to exceed 9 months from the date of such damage, then either Tenant or Landlord may elect to terminate this Lease effective as of the date of fire or other casualty by giving notice to the other within 15 days after Landlord’s notice, and Landlord’s obligation hereunder Tenant shall be limited promptly remove any salvageable personal property it seeks to the proceeds actually received by Landlord under any insurance policy or policies, if any, less those amounts (i) which have been required to be applied towards the reduction of any indebtedness secured by a mortgage covering retain from the Premises or any portion thereof, and (ii) which are used to reimburse if Landlord for all costs and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover any such insurance proceeds. Tenant agrees to notify Landlord in writing not less than thirty (30) days prior, to the date Tenant opens for business in deems the Premises of the actual cost of all permanent leasehold improvements and betterments installed or to be installed by Tenant in the Premises (whether same have been paid safe for entirely or partially by Tenant)entry. In addition, but exclusive of Tenant’s personal property, movable trade fixtures and inventory. Similar notifications shall be given to Landlord not less than thirty (30) days prior to the commencement of any proposed alterations, additions or improvements to the Premises. If Tenant fails to comply, with the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such loss, and in addition have the right to any other rights or remedies reserved by Landlord under terminate this Lease, Landlord’s obligations under if the loss is not covered by insurance, within 30 days of receiving notice of this Article fact. If this Lease is not, or cannot be, terminated in accordance with the foregoing, then, subject to repair, replace and/or rebuild the Premises shall be deemed inapplicable, receipt of sufficient insurance proceeds and in lieu thereofdelays due to Force Majeure, Landlord may, at its election, either restore or require Tenant shall commence to restore the Premises (including any Alterations made by Landlord) to substantially the same condition that existed immediately prior to the condition which existed prior to such lossfire or other casualty, except for modifications required by Applicable Laws, and in either case Tenant shall pay excluding the cost repair, restoration or replacement of such restoration. Tenant covenants and agrees to repair or replace Tenant’s the fixtures, furnitureequipment, furnishings, floor coverings, equipment and stock in trade and reopen for business in the Premises within thirty (30) days after notice from Landlord that the Premises are ready for re-occupancyor Alterations made by Tenant or a Tenant Party. No damage or destruction If neither party elects to the Premises shall allow Tenant to surrender possession of the Premises nor affect Tenant’s liability for the payment of rents or charges or any other covenant herein contained, except as may be specifically provided in this Lease. Notwithstanding anything to the contrary contained in this Section or elsewhere in terminate this Lease, Landlordbut Landlord does not substantially complete the required repair and restoration within 60 days after the expiration of the estimated period of time set forth in the Repair Estimate, at its optionwhich period shall be extended to the extent of any Reconstruction Delays (hereinafter defined), then Tenant may terminate this Lease by giving written notice to Landlord within 10 days after the expiration of such 60 day period, as the same may be extended, but in any event prior to Landlord’s substantial completion of the required repair and restoration. For purposes of this Lease, the term “Reconstruction Delays” shall mean any delays caused by Tenant notice thereof within one hundred or events of Force Majeure. Notwithstanding the foregoing, each of Tenant (unless the damage was caused by Tenant’s negligence or intentional act) and eighty (180) days Landlord may terminate this Lease if the Premises are damaged by a fire or other casualty during the last year of the Term and Landlord reasonably estimates that it will take more than 3 months to repair such damage. Rent shall be abated from the date time of a fire or other casualty until Landlord’s repair and restoration obligations are completed by the percentage equal to the area of the Premises that is untenantable, if any, divided by the total area of the Premises. Such abatement shall be the sole remedy of Tenant, and except as provided in this Section, Tenant waives any right to terminate this Lease by reason of damage or casualty if:loss. Landlord shall not be liable for any inconvenience to Tenant, or injury to Tenant’s business resulting in any way from a fire or other casualty or the repair thereof. Tenant shall not interfere with or delay, and instead cooperate with Landlord, in Landlord’s completion of Landlord’s repair and restoration obligations. Tenant agrees that the terms of this Section shall govern any damage or destruction and shall accordingly supersede any contrary statute or rule of law.

Damage and Destruction. (a) If all or any part of the Premises shall Building should be damaged or destroyed by fire or other casualtydamaged, this Lease shall continue in full force and effect, unless terminated as hereinafter provided, and Landlord shall repair, restore or rebuild the Premises to the condition existing at extent that: (i) in Landlord's reasonable judgment, repair would not be economically feasible; or (ii) that rebuilding or repairs cannot in Landlord's estimation, be completed within two hundred (200) days after the time date of such damage; or (iii) if the occurrence of the loss; provided, howeverinsurance proceeds remaining after any required payments to Mortgagees are insufficient to repair such damage or destruction, Landlord shall not be obligated have the right, at Landlord's option, to commence terminate this Lease by giving Tenant written notice of such repair, restoration or rebuilding until insurance proceeds are received by Landlordtermination within ninety (90) days after the date of such casualty, and Landlord’s obligation hereunder the Rent shall be limited to the proceeds actually received by Landlord under any insurance policy or policies, if any, less those amounts (i) which have been required to be applied towards the reduction of any indebtedness secured by a mortgage covering the Premises or any portion thereof, apportioned and (ii) which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover any such insurance proceeds. Tenant agrees to notify Landlord in writing not less than thirty (30) days prior, paid to the date on which possession is relinquished or the date of such damage, whichever last occurs, and Tenant opens for business in shall immediately vacate the Premises of the actual cost of all permanent leasehold improvements and betterments installed or to be installed by Tenant in the Premises (whether same have been paid for entirely or partially by Tenant), but exclusive of Tenant’s personal property, movable trade fixtures and inventory. Similar notifications shall be given to Landlord not less than thirty (30) days prior to the commencement of any proposed alterations, additions or improvements to the Premises. If Tenant fails to comply, with the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such loss, and in addition to any other rights or remedies reserved by Landlord under this Lease, Landlord’s obligations under this Article to repair, replace and/or rebuild the Premises shall be deemed inapplicable, and in lieu thereof, Landlord may, at its election, either restore or require Tenant to restore the Premises to the condition which existed prior according to such loss, and in either case Tenant shall pay the cost notice of such restorationtermination. Tenant covenants and agrees to cooperate with Landlord and any Lessor or Mortgagee in their efforts to collect insurance proceeds (including rent insurance proceeds) payable to such parties. Landlord shall not be liable for any delay which may arise by reason of adjustment of insurance on the part of Landlord or Tenant, or any cause beyond the reasonable control of Landlord and its contractors. (b) If the Building should be damaged by any peril covered by the insurance to be provided by Landlord under Paragraph 12(a) above, but only to such extent that rebuilding or repairs are, in Landlord's estimation, economically feasible and can be completed within two hundred (200) days after the date of such damage and the proceeds of such insurance, after deducting any required payments to Mortgagee or Lessor, are sufficient for such rebuilding or repairs, this Lease shall not terminate, and Landlord shall at its sole cost and expense thereupon proceed with reasonable diligence to rebuild and repair the Building to substantially the condition in which it existed prior to such damage, except that: (i) Landlord shall not be required to rebuild, repair or replace Tenant’s any part of the partitions, fixtures, furnitureadditions and other improvements which may have been placed in, furnishings, floor coverings, equipment and stock in trade and reopen for business in on or about the Premises by Tenant; and (ii) Landlord may elect not to rebuild if such damage occurs during the last year of the Term, exclusive of any option to extend the Term which is unexercised at the time of such damage. If the Premises are untenantable in whole or in part following such damage, the Rent payable hereunder during the period in which the Premises are untenantable shall be reduced to such extent as may be fair and reasonable under all of the circumstances. In the event that Landlord should fail to complete such repairs and rebuilding within two hundred (200) days after the date of such damage, Tenant may, at its option, terminate this Lease by delivering written notice of termination to Landlord within thirty (30) days after notice from the expiration of such two hundred (200) day period. Such termination shall be Tenant's exclusive remedy. If Tenant fails to terminate this Lease within such 30-day period, Tenant shall be deemed to have waived its rights to terminate by reason of the failure of Landlord to complete such repairs and rebuilding within two hundred (200) days after the date of such damage. (c) Notwithstanding anything herein to the contrary, in the event any Mortgagee or Lessor requires that the Premises are ready for re-occupancy. No damage or destruction insurance proceeds be applied to the Premises indebtedness due such Mortgagee or Lessor, then Landlord shall allow Tenant have the right to surrender possession of the Premises nor affect Tenant’s liability for the payment of rents or charges or any other covenant herein contained, except as may be specifically provided in this Lease. Notwithstanding anything to the contrary contained in this Section or elsewhere in this Lease, Landlord, at its option, may terminate this Lease by giving delivering written notice of termination 21 to Tenant notice thereof within one hundred and eighty fifteen (18015) days after such requirement is made by any such Mortgagee or Lessor, whereupon all rights and obligations hereunder shall cease and terminate. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting from any damage from fire or other casualty or the date of the casualty if:repair thereof. 14.

Damage and Destruction. (a) If all or any part of the Premises shall be or the Building is damaged or destroyed by fire fire, earthquake, act of God, the elements or other casualty, Landlord shall promptly, but in no event later than thirty 00) days following the occurrence of such damage, give notice to Tenant stating the. number of days, in Landlord's reasonable judgment, that will be necessary to repair such damage. If such damage can substantially be repaired within one hundred twenty (120) days after the damage occurred, Landlord shall commence to repair such damage promptly and shall complete such repairs as soon as reasonably possible thereafter, subject to the provisions of this Section 22. During the making of such repairs by Landlord, this Lease shall continue remain in full force and effect, unless terminated as hereinafter providedexcept that if the damage is not the result of the ______________________ intentional misconduct of Tenant, and Landlord its agents, contractors, employees or invitees, Tenant shall repairbe entitled to an abatement of Base Rent, restore or rebuild while such repair is being made, in the proportion that the Rentable Area of the Premises rendered unusable by such damage bears to the condition existing at the time total Rentable Area of the occurrence of the loss; provided, however, Landlord shall not be obligated to commence such repair, restoration or rebuilding until insurance proceeds are received by Landlord, and Landlord’s obligation hereunder shall be limited to the proceeds actually received by Landlord under any insurance policy or policies, if any, less those amounts (i) which have been required to be applied towards the reduction of any indebtedness secured by a mortgage covering the Premises or any portion thereof, and (ii) which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover any such insurance proceeds. Tenant agrees to notify Landlord in writing not less than thirty (30) days prior, to the date Tenant opens for business in the Premises of the actual cost of all permanent leasehold improvements and betterments installed or to be installed by Tenant in the Premises (whether same have been paid for entirely or partially by Tenant), but exclusive of Tenant’s personal property, movable trade fixtures and inventory. Similar notifications shall be given to Landlord not less than thirty (30) days prior to the commencement of any proposed alterations, additions or improvements to the Premises. If Tenant fails such damage cannot substantially be repaired within one hundred twenty (120) days after the damage, as evidenced by a statement from Landlord's architect or general contractor to comply, with the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such loss, and in addition to any other rights or remedies reserved by Landlord under this Lease, Landlord’s obligations under this Article to repair, replace and/or rebuild the Premises shall be deemed inapplicable, and in lieu thereofeffect, Landlord may, at its election, either restore or require Tenant to restore the Premises to the condition which existed prior to such loss, and in either case Tenant shall pay each have the cost of such restoration. Tenant covenants and agrees to repair or replace Tenant’s fixturesoption, furniture, furnishings, floor coverings, equipment and stock in trade and reopen for business in the Premises exercisable at any time within thirty (30) days after Landlord's notice from to Tenant as provided above, to terminate this Lease This option to terminate shall be exercised, if at all, by Landlord that the Premises are ready for re-occupancy. No damage or destruction Tenant giving notice to the Premises shall allow Tenant other party within such thirty (30) day period of its election to surrender possession of the Premises nor affect Tenant’s liability for the payment of rents or charges or any other covenant herein contained, except as may be specifically provided in this Lease. Notwithstanding anything to the contrary contained in this Section or elsewhere in terminate this Lease, with such termination to be effective as of a date specified in such notice no later than thirty (30) days after the giving of such notice to the other party. If both parties elect to terminate this Lease, the termination date shall be the date specified in Landlord, at its option, may 's notice. If either Landlord or Tenant elects to terminate this Lease by giving such notice of termination to the other party, this Lease and . all interest of Tenant notice thereof within one hundred in the Premises shall terminate on the date specified in such notice, and eighty (180) days from the Kent, proportionately abated as provided above, shall be paid up to the date of such termination, with. Landlord refunding to Tenant any Rent previously paid for any period of time subsequent to such date If neither party elects to terminate this Lease as provided above, Landlord promptly shall repair such damage, with this Lease continuing in full force and effect, but with the Base Rent proportionately abated as provided above. If Landlord is required to repair the Premises or the Building under this Section 22, Landlord shall repair at its cost any injury or damage to the Building and the. leasehold improvements in the Premises, and Tenant shall be responsible for and shall repair at its sole cost all trade fixtures, equipment, furniture and other property of Tenant in the Premises. Tenant waives any right to terminate this Lease under Sections 1932__2) and 1933(4) of the California Civil Code, or under any similar Laws now or hereafter in effect. Tenant shall not be entitled to any compensation or damages from Landlord for damage to any of Tenant's trade fixtures, personal property or equipment, for loss of use of all or any part of the Premises, for any damage to Tenant's business or profits, or for any disturbance to Tenant caused by any casualty if:or the restoration of the Premises following such casualty.

Damage and Destruction. If all or any part of the Premises shall be damaged or destroyed by fire or other casualty, this Lease shall continue in full force and effect, unless terminated as hereinafter provided, and Landlord shall repair, restore or rebuild the Premises to the condition existing at the time of the occurrence of the loss; provided, however, Landlord shall not be obligated to commence such repair, restoration or rebuilding until insurance proceeds are received by Landlord, and Landlord’s 's obligation hereunder shall be limited to the proceeds actually received by Landlord under any insurance policy or policies, if any, less those amounts (i) which have been required to be applied towards the reduction of any indebtedness secured by a mortgage covering the Premises Center or any portion thereof, and (ii) which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ ' fees, incurred by Landlord to recover any such insurance proceeds. Tenant agrees to notify Landlord in writing not less than thirty (30) days prior, to the date Tenant opens for business in the Premises of the actual cost of all permanent leasehold improvements and betterments installed or to be installed by Tenant in the Premises (whether same have been paid for entirely or partially by Tenant), but exclusive of Tenant’s 's personal property, movable trade fixtures and inventory. Similar notifications shall be given to Landlord not less than thirty (30) days prior to the commencement of any proposed alterations, additions or improvements to the Premises. If Tenant fails to comply, with the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such loss, and in addition to any other rights or remedies reserved by Landlord under this Lease, Landlord’s 's obligations under this Article to repair, replace and/or rebuild the Premises shall be deemed inapplicable, and in lieu thereof, Landlord may, at its election, either restore or require Tenant to restore the Premises to the condition which existed prior to such loss, and in either case Tenant shall pay the cost of such restoration. Tenant covenants and agrees to repair or replace Tenant’s 's fixtures, furniture, furnishings, floor coverings, equipment and stock in trade and reopen for business in the Premises within thirty (30) days after notice from Landlord that the Premises are ready for re-occupancy. No damage or destruction to the Premises shall allow Tenant to surrender possession of the Premises nor affect Tenant’s 's liability for the payment of rents or charges or any other covenant herein contained, except as may be specifically provided in this Lease. Notwithstanding anything to the contrary contained in this Section or elsewhere in this Lease, Landlord, at its option, may terminate this Lease by giving Tenant notice thereof within one hundred and eighty (180) days from the date of the casualty if:

Damage and Destruction. If all 8.01 LESSEE covenants and agrees that in the event of damage to or destruction of the LEASED PREMISES, or any part of thereof, during the Premises shall be damaged or destroyed LEASE TERM, by fire or other casualty, this Lease LESSEE shall continue in full force and effectimmediate1y notify LESSOR. LESSOR shall, unless terminated as hereinafter provided, and Landlord shall repair, restore or rebuild the Premises but only to the condition existing at the time of the occurrence of the loss; provided, however, Landlord shall not be obligated to commence such repair, restoration or rebuilding until extent insurance proceeds are received available therefor, proceed to restore, repair, rebuild or replace the LEASED PREMISES to the same condition and character as the LEASED PREMISES are immediately prior to such damage or destruction; provided that LESSOR may elect to alter the LEASED PREMISES as long as the LEASED PREMISES continue to be suitable for use for LESSEE's described purpose under this LEASE. Any monies paid by Landlord, and Landlord’s obligation hereunder any companies issuing the policies of insurance required by ARTICLE VI hereof shall be limited paid to LESSOR and used for the proceeds actually received by Landlord under any insurance policy purpose of repairing, reconstructing or policies, if any, less those amounts restoring the LEASED PREMISES. Any excess funds not so used shall be paid to LESSEE (i) which have been unless required to be applied towards the reduction of paid to any indebtedness secured by a mortgage covering the Premises or any portion thereof, and (ii) which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover any such insurance proceeds. Tenant agrees to notify Landlord in writing not less than thirty (30) days prior, to the date Tenant opens for business in the Premises mortgagee of the actual cost of all permanent leasehold improvements and betterments installed or LEASED PREMISES pursuant to be installed by Tenant any mortgage, in the Premises (whether same have been paid for entirely or partially by Tenant), but exclusive of Tenant’s personal property, movable trade fixtures and inventory. Similar notifications shall be given to Landlord not less than thirty (30) days prior to the commencement of any proposed alterations, additions or improvements to the Premises. If Tenant fails to comply, with the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and which event such monies shall be paid immediately by Tenant upon receipt to such mortgagee). Any fixture acquired as a replacement hereunder, or any item acquired, in whole or in part, out of insurance proceeds under this ARTICLE VIII, whether or not a xxxx therefore replacement of or substitute for any damaged or destroyed fixture, if the insurance proceeds with which such fixture was purchased, in whole or in part, were derived from insurance on property which was part of the LEASED PREMISES, shall be and evidence become part of such lossthe LEASED PREMISES and subject to this LEASE. Such restoration, repairs, replacements or rebuilding shall be commenced prompt1y and prosecuted with reasonable diligence. In the case of damage involving a loss of $100,000 or less, at LESSOR's option, and in addition to any other rights or remedies reserved by Landlord under this Lease, Landlord’s obligations under this Article to repair, replace and/or rebuild the Premises shall provided such payment would not be deemed inapplicable, and in lieu thereof, Landlord may, at its election, either restore or require Tenant to restore the Premises contrary to the condition which existed prior provisions of any mortgage on the LEASED PREMISES, the insurance proceeds may be paid to such loss, LESSEE and in either case Tenant shall pay applied to the payment of the cost of such the aforesaid restoration, repairs, replacements or rebuilding, including expenditures made for temporary repairs or for the protection of property pending the completion of permanent restoration, repairs, replacements, or rebuilding or to prevent interference with the business operated thereon. Tenant covenants and agrees If the insurance proceeds shall be insufficient to repair or replace Tenant’s fixtures, furniture, furnishings, floor coverings, equipment and stock in trade and reopen for business in the Premises within thirty (30) days after notice from Landlord that the Premises are ready for re-occupancy. No damage or destruction to the Premises shall allow Tenant to surrender possession pay all costs of the Premises nor affect Tenant’s liability for the payment of rents or charges or any other covenant herein contained, except as may be specifically provided in this Lease. Notwithstanding anything to the contrary contained in this Section or elsewhere in this Lease, Landlordrestoration, at its LESSOR's option, may terminate this Lease LESSEE shall immediately pay the deficiency and LESSOR shall proceed to complete the restoration upon payment by giving Tenant notice thereof within one hundred and eighty (180) days from the date LESSEE of the casualty if:cost thereof.

Damage and Destruction. a. Tenant shall notify Landlord in writing immediately upon the occurrence of any damage to the Premises. If all or any part of the Premises shall are only partially damaged and if the proceeds received by Landlord from the insurance policies described in Paragraph 15b (including the deductible amounts to be damaged or destroyed paid by fire or other casualtyTenant, if any) are sufficient to pay for the necessary repairs, this Lease shall continue remain in effect and Landlord shall repair the damage as soon as reasonably possible. Landlord may elect to repair any damage to Tenant's fixtures, equipment, or improvements. If the insurance proceeds received by Landlord (including the deductible amounts to be paid by Tenant, if any) are insufficient to pay the entire cost of repair, or if the damage is not covered by Landlord's insurance policies, Landlord may elect either (a)to repair the damage as soon as reasonably possible, in which case this Lease shall remain in full force and effect, unless terminated or (b) to terminate this Lease as hereinafter provided, and of the date the damage occurred. Landlord shall repair, restore or rebuild the Premises to the condition existing at the time notify Tenant within 30 days after receipt of notice of the occurrence of the loss; provideddamage whether Landlord elects to repair the damage or terminate the Lease. If Landlord elects to repair the damage, howeverTenant shall pay Landlord the "deductible amount' (if any) under Landlord's insurance policies and, if the damage was due to an act or omission of Tenant, the difference between the actual cost of repair and any insurance proceeds received by Landlord. If Landlord elects to terminate this Lease, Tenant may elect to continue this Lease in full force and effect, in which case Tenant shall repair any damage to the Premises and any building in which the Premises are located. Tenant shall pay the cost of such repairs, except that, upon satisfactory completion of such repairs, Landlord shall reimburse Tenant for any such repair costs from any insurance proceeds received by Landlord for the damage repaired by Tenant. Any excess proceeds shall be retained by Landlord, Tenant shall give Landlord written notice of such election within 10 days after receiving Landlord's termination notice. If the damage to the Premises occurs during the last 6 months of the Term, Landlord may elect to terminate this Lease as of the date the damage occurred, regardless of the sufficiency of any insurance proceeds. In such event, Landlord shall not be obligated to commence such repair, restoration repair or rebuilding until insurance proceeds are received by Landlord, and Landlord’s obligation hereunder shall be limited to the proceeds actually received by Landlord under any insurance policy or policies, if any, less those amounts (i) which have been required to be applied towards the reduction of any indebtedness secured by a mortgage covering restore the Premises or any portion thereof, and (ii) which are used Tenant shall have no right to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover any such insurance proceeds. Tenant agrees to notify Landlord in writing not less than thirty (30) days prior, to the date Tenant opens for business in the Premises of the actual cost of all permanent leasehold improvements and betterments installed or to be installed by Tenant in the Premises (whether same have been paid for entirely or partially by Tenant), but exclusive of Tenant’s personal property, movable trade fixtures and inventory. Similar notifications shall be given to Landlord not less than thirty (30) days prior to the commencement of any proposed alterations, additions or improvements to the Premises. If Tenant fails to comply, with the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such loss, and in addition to any other rights or remedies reserved by Landlord under continue this Lease, Landlord’s obligations under this Article to repair, replace and/or rebuild the Premises Landlord shall be deemed inapplicable, and in lieu thereof, Landlord may, at notify Tenant of its election, either restore or require Tenant to restore the Premises to the condition which existed prior to such loss, and in either case Tenant shall pay the cost of such restoration. Tenant covenants and agrees to repair or replace Tenant’s fixtures, furniture, furnishings, floor coverings, equipment and stock in trade and reopen for business in the Premises election within thirty (30) 30 days after receipt of notice from Landlord that the Premises are ready for re-occupancy. No damage or destruction to the Premises shall allow Tenant to surrender possession of the Premises nor affect Tenant’s liability for the payment of rents or charges or any other covenant herein contained, except as may be specifically provided in this Lease. Notwithstanding anything to the contrary contained in this Section or elsewhere in this Lease, Landlord, at its option, may terminate this Lease by giving Tenant notice thereof within one hundred and eighty (180) days from the date occurrence of the casualty if:damage.

Damage and Destruction. If all or any part of the Premises shall be Project is damaged or destroyed by fire or other casualtycasualty and Mortgagor has not been declared in default of the Bond Lease, this Lease shall continue unless Mortgagor elects within ninety (90) days to prepay the Bonds in full force and effect, unless terminated as hereinafter provided, and Landlord shall repair, restore or rebuild in accordance with the Premises to the condition existing at the time provisions of the occurrence of the loss; providedBond Lease, however, Landlord shall not be obligated to commence such repair, restoration or rebuilding until insurance proceeds are received by Landlord, and Landlord’s obligation hereunder shall be limited to the proceeds actually received by Landlord under any insurance policy or policies, if any, less those amounts (i) Mortgagor will promptly repair, replace, rebuild or restore the property damaged or destroyed to substantially the same condition as existed prior to the event causing such damage or destruction, with such changes or alterations (including substitution and addition of other property), as Mortgagor may deem necessary, with the prior approval of the Mortgagee, which have been required approval is not to be applied towards unreasonably withheld, conditioned or delayed, for proper operation of the reduction of any indebtedness secured by a mortgage covering the Premises or any portion thereofMortgaged Property, and (ii) which are used Mortgagor and Mortgagee will apply for such purpose so much as may be necessary of any Net Proceeds of insurance resulting from claims for losses, under the insurance policies required to reimburse Landlord for be carried herein, resulting from such damage. In the event that Mortgagor is in default of the Bond Lease, all costs proceeds of insurance shall, at the election of the Mortgagee, be applied (1) first, to prepay the Obligations in such order as the Mortgagee, as defined in the Bond Lease, as the Mortgagee, in its sole discretion, and expensesin accordance with the related documents, including but not limited to attorneys’ feesmay determine, incurred by Landlord to recover any such insurance proceeds. Tenant agrees to notify Landlord in writing not less than thirty and (302) days priorsecond, to the date Tenant opens payment of accrued and unpaid PILOT Payments. All Net Proceeds of insurance resulting from claims for business losses not in the Premises excess of the actual cost of all permanent leasehold improvements and betterments installed or to be installed by Tenant in the Premises (whether same have been paid for entirely or partially by Tenant), but exclusive of Tenant’s personal property, movable trade fixtures and inventory. Similar notifications shall be given to Landlord not less than thirty (30) days prior to the commencement of any proposed alterations, additions or improvements to the Premises. If Tenant fails to comply, with the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and $500,000 shall be paid immediately to Mortgagor by Tenant upon receipt Mortgagee, assuming Mortgagor acts to promptly repair, replace, rebuild or restore the damaged property. All Net Proceeds of insurance resulting from claims for losses in excess of $500,000 shall be paid to and held by the Mortgagee in a xxxx therefore separate disbursement account, and evidence the Mortgagee will apply so much as may be necessary of the Net Proceeds of such lossinsurance to payment of the costs incurred by Mortgagor for the repair, and replacement, rebuilding or restoration of the Project, either on completion thereof or as the work progresses as directed by Mortgagor. In the event any Net Proceeds of insurance will be insufficient to pay in addition to any other rights full the costs of repair, replacement, rebuilding or remedies reserved by Landlord restoration under this LeaseSection, Landlord’s obligations under this Article as determined by an independent architect or engineer approved by Mortgagee, then Mortgagor, prior to commencing such repair, replace and/or rebuild the Premises replacement, rebuilding or restoration, shall be deemed inapplicable, and in lieu thereof, Landlord may, at its election, either restore or require Tenant to restore the Premises pay to the condition which existed prior to such loss, and in either case Tenant shall pay the cost of such restoration. Tenant covenants and agrees to repair or replace Tenant’s fixtures, furniture, furnishings, floor coverings, equipment and stock in trade and reopen Mortgagee for business deposit in the Premises within thirty (30) days after notice from Landlord that the Premises are ready for re-occupancy. No damage or destruction separate disbursement account an amount equal to the Premises deficiency, which deposit shall allow Tenant to surrender possession first be exhausted before any disbursement of the Premises nor affect Tenant’s liability for Net Proceeds of insurance. Mortgagor shall not, by reason of the payment of rents any such deficiency be entitled to any reimbursement from Mortgagee or charges the Issuer. Any moneys held by the Mortgagee in the separate disbursement account under the provisions of the preceding paragraph shall, at the written request of the Authorized Tenant Representative, be invested or any other covenant herein containedreinvested by the Mortgagee in Eligible Investments (as defined in the Indenture). Any balance of such Net Proceeds remaining after payment of all the costs of repair, except as may replacement, rebuilding or restoration under this Section and approval thereof by the Mortgagee shall be specifically paid to Mortgagor, provided in this no default has been declared under the Bond Lease. Notwithstanding anything If upon any damage to or destruction of the Project Mortgagor elects to prepay the Basic Rent in full pursuant to the contrary contained in this Section or elsewhere in this Lease, Landlord, at its option, may terminate this Lease by giving Tenant notice thereof within one hundred and eighty (180) days from the date provisions of the casualty if:Bond Lease rather than repair, replace, rebuild or restore the property damaged or destroyed, all Net Proceeds of insurance shall be applied to such prepayment of Basic Rent, and any balance remaining after such prepayment shall be applied to the balance of the Obligations and, if the Obligations are paid in full, then any balance shall be paid to Mortgagor or its assignees as their respective interests may appear.

Damage and Destruction. If all or any part of the Premises shall be damaged or destroyed by fire or other casualty, this Lease shall continue in full force and effect, unless terminated as hereinafter provided, and Landlord shall repair, restore or rebuild the Premises to the condition existing at the time of the occurrence of the loss; provided, however, Landlord shall not be obligated to commence such repair, restoration or rebuilding until insurance proceeds are received by Landlord, and Landlord’s obligation hereunder shall be limited to the proceeds actually received by Landlord under any insurance policy or policies, if any, less those amounts (i) which have been required to be applied towards the reduction of any indebtedness secured by a mortgage covering the Premises or any portion thereof, and (ii) which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover any such insurance proceeds. Tenant agrees to notify Landlord in writing not less than thirty (30) days prior, to the date Tenant opens for business in the Premises of the actual cost of all permanent leasehold improvements and betterments installed or to be installed by Tenant in the Premises (whether same have been paid for entirely or partially by Tenant), but exclusive of Tenant’s personal property, movable trade fixtures fixtures, equipment, furniture, appratus and inventory. Similar notifications shall be given to Landlord not less than thirty (30) days prior to the commencement of any proposed alterations, additions or improvements to the Premises. If Tenant fails to comply, with the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such loss, and in addition to any other rights or remedies reserved by Landlord under this Lease, Landlord’s obligations under this Article to repair, replace and/or rebuild the Premises shall be deemed inapplicable, and in lieu thereof, Landlord may, at its election, either restore or require Tenant to restore the Premises to the condition which existed prior to such loss, and in either case Tenant shall pay the cost of such restoration. Tenant covenants and agrees to repair or replace Tenant’s fixtures, furniture, furnishings, floor coverings, equipment and stock in trade and reopen for business in the Premises within thirty (30) days after notice from Landlord that the Premises are ready for re-occupancy. No damage or destruction to the Premises shall allow Tenant to surrender possession of the Premises nor affect Tenant’s liability for the payment of rents or charges or any other covenant herein contained, except as may be specifically provided in this Lease. Notwithstanding anything to the contrary contained in this Section or elsewhere in this Lease, either Tenant or Landlord, at its their respective option, may terminate this Lease by giving Tenant written notice thereof to the other within one hundred and eighty (180) days from the date of the casualty if:

Damage and Destruction. (a) In case of any material damage to or destruction of any portion of the Premises, Tenant shall promptly give written notice thereof to Landlord. If all any portion of the Premises shall be partially damaged by fire or other casualty, then Landlord, except as otherwise provided herein, shall proceed promptly and with due diligence to repair and restore the damaged portion to substantially the same condition and quality as prior to such damage. If any part of the Premises shall be damaged damaged, but not such a substantial portion thereof as to impair Tenant's ability to conduct Tenant's business in Tenant's normal course, then such portion thereof as has been rendered untenantable by reason of such damage shall be repaired by Landlord and until such repairs are completed, the Base Rent payable hereunder shall be abated to the extent that such Base Rent for such portion relates to the total space for the period from the date of such damage to the date when such portion shall have been made tenantable. Tenant understands that Landlord will not carry insurance of any kind on Tenant's --- property, to wit: Tenant's goods, inventory, furniture or destroyed by fire furnishings or other casualtyany fixtures, this Lease shall continue in full force and effectequipment, unless terminated as hereinafter providedor improvements, and Landlord shall repair, restore or rebuild the Premises to the condition existing at the time of the occurrence of the loss; provided, however, that Landlord shall not be obligated to commence repair any damage thereto or replace the same. (b) Tn the event the Premises is totally destroyed or such repairportion thereof is damaged as will prevent Tenant from conducting Tenant's business in Tenant1 s normal course, restoration Landlord, at Landlord's sole expense, shall promptly and with due diligence repair and restore the Premises or rebuilding until insurance proceeds are received the damaged portion thereof to substantially the same condition and quality as prior to such damage. (i) If in the reasonable opinion of a licensed architect retained by Landlord, the Premises cannot be substantially repaired or restored within one hundred (100) days from the date of damage or destruction, the Lease and Landlord’s obligation hereunder shall the leasehold interest herein granted may be limited terminated by either party by written notice delivered to the proceeds actually received by Landlord under any insurance policy or policies, if any, less those amounts (i) which have been required to be applied towards the reduction of any indebtedness secured by a mortgage covering the Premises or any portion thereof, and (ii) which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover any such insurance proceeds. Tenant agrees to notify Landlord in writing not less than thirty (30) days prior, to the date Tenant opens for business in the Premises of the actual cost of all permanent leasehold improvements and betterments installed or to be installed by Tenant in the Premises (whether same have been paid for entirely or partially by Tenant), but exclusive of Tenant’s personal property, movable trade fixtures and inventory. Similar notifications shall be given to Landlord not less than thirty (30) days prior to the commencement of any proposed alterations, additions or improvements to the Premises. If Tenant fails to comply, with the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such loss, and in addition to any other rights or remedies reserved by Landlord under this Lease, Landlord’s obligations under this Article to repair, replace and/or rebuild the Premises shall be deemed inapplicable, and in lieu thereof, Landlord may, at its election, either restore or require Tenant to restore the Premises to the condition which existed prior to such loss, and in either case Tenant shall pay the cost of such restoration. Tenant covenants and agrees to repair or replace Tenant’s fixtures, furniture, furnishings, floor coverings, equipment and stock in trade and reopen for business in the Premises party within thirty (30) days after the date of receipt of notice from Landlord's architect setting forth the projected repair period. Notice of termination by either party to the other party will specify a date, not less than ten (10) days after the date of such notice, for such termination. In the event of giving of such notice of termination, this Lease shall expire as of the date specified in such notice with the same effect as if such date where the date hereinbefore specified for the expiration of the Term, and the Base Rent payable hereunder shall be apportioned as of such date of such fire or other casualty, subject to abatement, if any, as and to the extent provided in Section 13fa hereof. (ii) Notwithstanding the provisions of this Section 13(aX in the event the ------------- Premises is destroyed or damaged to the extent of thirty-three percent (33%) or more of the replacement value thereof during the last two (2) years of the Term or during the last two (2) years of any Option Period of the Lease, then either Tenant or Landlord that may elect to terminate this Lease as of the Premises are ready for re-occupancy. No date of such damage or destruction by giving written notice to the Premises shall allow other within sixty (60) days of such damage or destruction except Tenant to surrender possession of can negate Landlord's termination if Tenant exercises the Premises nor affect Tenant’s liability for the payment of rents or charges or any other covenant herein contained, except as may be specifically provided in this Leaserenewal option. Notwithstanding anything to the contrary contained in this Section or elsewhere in this Lease, Landlord, at its option, may terminate If this Lease is terminated as herein provided, men all prepaid rent and other charges paid in advance by giving Tenant notice thereof within one hundred and eighty (180) days from the date of the casualty if:shall be refunded by Landlord to Tenant. 14.

Damage and Destruction. Borrower shall provide a complete written report to GECC immediately upon any loss, theft, damage or destruction of any Property and of any accident involving any Property. If all or any part of the Premises Property is lost, stolen, destroyed or damaged beyond repair (“Damaged Property”), Borrower shall be damaged as soon as practicable after such event replace the same at Borrower’s sole cost and expense together with any Net Proceeds with property having substantially similar specifications and of equal or destroyed by fire or other casualty, this Lease shall continue in full force and effect, unless terminated as hereinafter provided, and Landlord shall repair, restore or rebuild the Premises greater value to the condition existing at Damaged Property immediately prior to the time of the occurrence loss occurrence. Any replacement property with a cost exceeding $500,000 shall be subject to GECC’s approval. Such replacement property shall be substituted in this Agreement and the other related documents by appropriate endorsement or amendment. Alternately, Borrower may, instead of using the Net Proceeds to replace the Damaged Property, use the Net Proceeds to redeem the Notes (or reimburse GECC for a draw on the Letter of Credit in connection therewith) in the amount of the loss; providedDamaged Property Amount and pay GECC for any other amounts due hereunder. Borrower shall notify GECC of which course of action it will take within 15 calendar days after the loss occurrence. If, howeverwithin 45 calendar days of the loss occurrence, Landlord shall not be obligated to commence such repair, restoration or rebuilding until insurance proceeds are received by Landlord, and Landlord’s obligation hereunder shall be limited to the proceeds actually received by Landlord under any insurance policy or policies, if any, less those amounts (ix) which have been required to be applied towards the reduction of any indebtedness secured by a mortgage covering the Premises or any portion thereof, and (ii) which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover any such insurance proceeds. Tenant agrees Borrower fails to notify Landlord in writing not less than thirty GECC; (30y) days prior, Borrower and GECC fail to execute an amendment to this Agreement to delete the date Tenant opens for business in Damaged Property and add the Premises of the actual cost of all permanent leasehold improvements and betterments installed replacement property or to be installed by Tenant in the Premises (whether same have been paid for entirely or partially by Tenant), but exclusive of Tenant’s personal property, movable trade fixtures and inventory. Similar notifications shall be given to Landlord not less than thirty (30z) days prior to the commencement of any proposed alterations, additions or improvements to the Premises. If Tenant Borrower fails to complycomply with subparagraph (b) above, with the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such loss, and in addition to any other rights or remedies reserved by Landlord under this Lease, Landlord’s obligations under this Article to repair, replace and/or rebuild the Premises shall be deemed inapplicable, and in lieu thereof, Landlord then GECC may, at its electionsole discretion, either restore or require Tenant use the Net Proceeds to restore redeem the Premises Notes and then to reimburse GECC for all of Borrower’s obligations hereunder. The Net Proceeds of insurance with respect to the condition which existed prior Damaged Property shall be made available by GECC to such lossbe applied to discharge Borrower’s obligation under this Section. For purposes of this Section, and the term “Net Proceeds” shall mean the amount remaining from the gross proceeds of any insurance claim after deducting all expenses (including reasonable attorneys’ fees) incurred in either case Tenant shall pay the cost collection of such restoration. Tenant covenants and agrees to repair or replace Tenant’s fixtures, furniture, furnishings, floor coverings, equipment and stock in trade and reopen for business in the Premises within thirty (30) days after notice from Landlord that the Premises are ready for re-occupancy. No damage or destruction to the Premises shall allow Tenant to surrender possession of the Premises nor affect Tenant’s liability for the payment of rents or charges or any other covenant herein contained, except as may be specifically provided in this Lease. Notwithstanding anything to the contrary contained in this Section or elsewhere in this Lease, Landlord, at its option, may terminate this Lease by giving Tenant notice thereof within one hundred and eighty (180) days from the date of the casualty if:claim.

Damage and Destruction. If In the event the Facility is damaged, lost or destroyed, (a) the Mortgagor promptly shall notify the Mortgagee of such event, (b) the Mortgagor, unless otherwise instructed by the Mortgagee, promptly shall commence and diligently pursue to completion the restoration, replacement or rebuilding of the Facility as nearly as possible to its value, condition and character immediately prior to such damage, loss or destruction, regardless of whether the insurance proceeds, if any, shall be sufficient for the purpose or shall be otherwise applied by the Mortgagee as provided in this Mortgage, (c) the Mortgagee may, but shall not be obligated to, make proof of loss if not made promptly by the Mortgagor and settle, adjust or compromise any claims for damage, loss or destruction (and the Mortgagor hereby authorizes and empowers the Mortgagee to make any such proof of loss, settlement, adjustment or compromise, and the Mortgagor hereby authorizes and directs each insurance company concerned to make payment for any such damage, loss or destruction directly to the Mortgagee) and (d) the Mortgagee shall have the right to apply the insurance proceeds, first, to reimburse the Mortgagee for all reasonable costs and expenses incurred in connection with the collection of such proceeds, and, second, at the option of the Mortgagee, (i) to pay all or any part of the Premises shall be damaged Obligations then due in the order and manner determined by the Mortgagee in its sole discretion, (ii) to cure any then current default under this Mortgage, or destroyed by fire or other casualty, this Lease shall continue in full force and effect, unless terminated as hereinafter provided, and Landlord shall (iii) to repair, restore or rebuild replace, in whole or in part, the Premises portion of the Facility so damaged, lost or destroyed. Notwithstanding anything in this Mortgage or at law or in equity to the condition existing at the time of the occurrence of the loss; providedcontrary, however, Landlord shall not be obligated to commence such repair, restoration or rebuilding until no insurance proceeds that are received by Landlord, and Landlord’s obligation hereunder shall be limited paid to the proceeds actually received by Landlord under any insurance policy or policies, if any, less those amounts (i) which have been required to be applied towards the reduction of any indebtedness secured by a mortgage covering the Premises or any portion thereof, and (ii) which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover any such insurance proceeds. Tenant agrees to notify Landlord Mortgagee as provided in writing not less than thirty (30) days prior, to the date Tenant opens for business in the Premises of the actual cost of all permanent leasehold improvements and betterments installed or to be installed by Tenant in the Premises (whether same have been paid for entirely or partially by Tenant), but exclusive of Tenant’s personal property, movable trade fixtures and inventory. Similar notifications shall be given to Landlord not less than thirty (30) days prior to the commencement of any proposed alterations, additions or improvements to the Premises. If Tenant fails to comply, with the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such loss, and in addition to any other rights or remedies reserved by Landlord under this Lease, Landlord’s obligations under this Article to repair, replace and/or rebuild the Premises Mortgage shall be deemed inapplicabletrust funds, and in lieu thereof, Landlord may, at its election, either restore or require Tenant the Mortgagee shall be entitled to restore the Premises to the condition which existed prior to such loss, and in either case Tenant shall pay the cost dispose of such restoration. Tenant covenants and agrees to repair or replace Tenant’s fixtures, furniture, furnishings, floor coverings, equipment and stock in trade and reopen for business in the Premises within thirty (30) days after notice from Landlord that the Premises are ready for re-occupancy. No damage or destruction to the Premises shall allow Tenant to surrender possession of the Premises nor affect Tenant’s liability for the payment of rents or charges or any other covenant herein contained, except proceeds as may be specifically provided in this LeaseMortgage. Notwithstanding anything to The Mortgagor expressly assumes all risk of loss, including a decrease in the contrary contained in this Section use, enjoyment or elsewhere in this Leasevalue, Landlord, at its option, may terminate this Lease by giving Tenant notice thereof within one hundred and eighty (180) days from the date of the Mortgaged Property from any casualty if:whatsoever, whether or not insurable or insured against.

Damage and Destruction. If all Other than damage or any part of destruction caused by the Premises shall VILLAGE or BOARD, in the event the DEMISED AREA, in whole or in part, should be destroyed or so damaged or destroyed by fire fire, windstorm or other casualty, this Lease shall continue in full force and effect, unless terminated as hereinafter provided, and Landlord shall repair, restore or rebuild the Premises casualty to the condition existing at extent the time of DEMISED AREA is rendered untenantable or unfit for the occurrence of purposes intended, the loss; provided, however, Landlord shall not be obligated to commence such repair, restoration or rebuilding until insurance proceeds are received by Landlord, and Landlord’s obligation hereunder shall be limited to the proceeds actually received by Landlord under any insurance policy or policies, if any, less those amounts (i) which have been required to be applied towards the reduction of any indebtedness secured by a mortgage covering the Premises or any portion thereof, and (ii) which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover any such insurance proceeds. Tenant agrees to notify Landlord in writing not less than thirty (30) days prior, to the date Tenant opens for business in the Premises of the actual cost of all permanent leasehold improvements and betterments installed or to be installed by Tenant in the Premises (whether same have been paid for entirely or partially by Tenant), but exclusive of Tenant’s personal property, movable trade fixtures and inventory. Similar notifications shall be given to Landlord not less than thirty (30) days prior to the commencement of any proposed alterations, additions or improvements to the Premises. If Tenant fails to comply, with the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such loss, and in addition to any other rights or remedies reserved by Landlord under this Lease, Landlord’s obligations under this Article to repair, replace and/or rebuild the Premises shall be deemed inapplicable, and in lieu thereof, Landlord VILLAGE may, at its electionthe VILLAGE’s sole option, either restore or require Tenant to restore the Premises cancel this Agreement by giving sixty (60) day written notice to the condition which existed prior to such lossBOARD, and in either case Tenant shall pay or repair or replace the cost of such restorationdamaged/destroyed facilities, at the VILLAGE’s expense. Tenant covenants and agrees If the VILLAGE opts to repair or replace Tenant’s fixturesthe damaged/destroyed facilities, furniturethen the VILLAGE shall cause the damaged/destroyed facilities to be repaired or replaced, furnishingsand placed in a safe, floor coverings, equipment secure and stock in trade and reopen for business in the Premises within thirty (30) days after notice from Landlord that the Premises are ready for re-occupancy. No damage or destruction to the Premises shall allow Tenant to surrender possession of the Premises nor affect Tenant’s liability for the payment of rents or charges or any other covenant herein contained, except as may be specifically provided in this Lease. Notwithstanding anything to the contrary contained in this Section or elsewhere in this Lease, Landlord, at its option, may terminate this Lease by giving Tenant notice thereof useable condition within one hundred and eighty (180) days from the date of said damage or destruction, or other reasonable period of time as mutually agreed to by the casualty if:Parties, which shall be determined based upon the scope and nature of the damages, costs of the necessary repairs and available funding for such repairs. Should the damaged/destroyed facilities not be repaired and rendered tenantable within the aforementioned time period, then the BOARD may, at its sole option, place the VILLAGE in default. Any damage or destruction sustained to all or portions of the DEMISED AREA that can be substantiated as having been caused as a result of the actions of one Party shall be repaired by such Party at such Party’s sole cost and expense. In that event, the responsible Party shall cause the damaged/destroyed facilities to be repaired or replaced, and placed in a safe, secure and useable condition within one hundred eighty (180) days from the date of said damage or destruction, or other reasonable period of time as mutually agreed to by the Parties, which shall be determined based upon the scope and nature of the damages, costs of the necessary repairs and available funding for such repairs. Should the damaged/destroyed facilities not be repaired and rendered tenantable within the aforementioned time period, then the other Party may, at its sole option, place the Party responsible for the repairs in default. The Parties agree that in the event of cancellation of the Agreement due to damage or destruction, the Parties shall surrender the DEMISED AREA in compliance with Article XX of this Agreement.

Damage and Destruction. If all or any part of (a) In the Premises event during the Lease Term the Tenant's Building shall be partially damaged or destroyed (as distinguished from "substantially damaged", as that term is hereinafter defined) by fire or other casualtycasualty insured under the insurance required to be carried by Tenant pursuant to this Lease, Tenant shall proceed with reasonable dispatch to repair such damage and restore the Tenant's Building to substantially its condition at the time immediately prior to damage and Tenant shall similarly restore and/or replace Tenant's Personal Property. Notwithstanding the foregoing, if such partial damage to the Tenant's Building is caused by a casualty not insured or required to be insured by Tenant pursuant to the provisions of this Lease, Tenant may elect to repair or rebuild the Tenant's Building or terminate this Lease upon giving notice of such election to Landlord within ninety (90) days of the date of such damage or destruction. If said right of termination is exercised (and Landlord does not negate such termination as hereunder provided), this Lease shall continue in full force and effect, unless terminated as hereinafter provided, and Landlord shall repair, restore or rebuild the Premises to the condition existing at the time of the occurrence of the loss; provided, however, Landlord extent provided hereinabove shall not be obligated to commence such repair, restoration or rebuilding until insurance proceeds are received by Landlord, and Landlord’s obligation hereunder shall be limited to the proceeds actually received by Landlord under any insurance policy or policies, if any, less those amounts terminate effective (i) which have as of the date of such casualty, if Tenant has been required unable to be applied towards conduct business in the reduction Tenant's Building as a result of any indebtedness secured by a mortgage covering the Premises such partial casualty or any portion thereof, and (ii) which are used if Tenant has been able to reimburse Landlord for all costs and expensesconduct business, including but then not limited to attorneys’ fees, incurred by Landlord to recover any such insurance proceeds. Tenant agrees to notify Landlord in writing not less later than thirty (30) days priorafter such notice. If Tenant elects not to so terminate this Lease, to the date Tenant opens for business shall proceed as required in the Premises first sentence hereinabove. If Tenant elects to terminate this Lease as provided, Landlord may nullify Tenant's termination by written notice to Tenant, within sixty (60) days of receipt of Tenant's notice to terminate, in which event Landlord shall become obligated to proceed and perform in the actual cost manner required of all permanent leasehold improvements and betterments installed or to be installed by Tenant in the Premises (whether same have been paid for entirely or partially by Tenant)first sentence hereinabove at Landlord's cost and expense, but exclusive of Tenant’s personal propertyprovided, movable trade fixtures and inventory. Similar notifications shall be given to if Landlord does not less than thirty (30) days prior to the commencement of any proposed alterations, additions or improvements to the Premises. If Tenant fails to comply, with the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such loss, and in addition to any other rights or remedies reserved by Landlord under this Lease, Landlord’s obligations under this Article to repair, replace and/or rebuild the Premises shall be deemed inapplicable, and in lieu thereof, Landlord may, at its election, either restore or require Tenant to restore the Premises to the condition which existed prior to such loss, and in either case Tenant shall pay the cost of such restoration. Tenant covenants and agrees so proceed as required to repair or replace and restore Tenant’s fixtures's Building, furniture, furnishings, floor coverings, equipment and stock in trade and reopen for business in the Premises within thirty (30) days after notice from Landlord that the Premises are ready for re-occupancy. No damage or destruction as provided above Tenant may again elect to the Premises shall allow Tenant to surrender possession of the Premises nor affect Tenant’s liability for the payment of rents or charges or any other covenant herein contained, except as may be specifically provided in this Lease. Notwithstanding anything to the contrary contained in this Section or elsewhere in this Lease, Landlord, at its option, may terminate this Lease by giving Tenant notice thereof within one hundred and eighty (180) days from lease as provided above without Landlord having the date of the casualty if:right to nullify such termination.

Damage and Destruction. If all or any part of the Premises shall be or the Building are damaged or destroyed by fire or other casualty, Landlord shall forthwith repair the same, subject to the provisions of the paragraph 16, provided such repairs can, in Landlord's opinion, be made within one hundred twenty (120) days of such damage, and in such event this Lease shall continue remain in full force and effect. If such repairs cannot, unless terminated as hereinafter providedin Landlord's opinion, and Landlord shall repair, restore or rebuild the Premises to the condition existing at the time be made within one hundred twenty (120) days of the occurrence of the loss; provided, howeversuch damage, Landlord at its option shall give written notice to Tenant vithin sixty (60) days after the date of such damage either (1) elect to repair or restore such damge, this Lease continuing in full force and effect or (2) terminate this Lease as of a date specified in such notice, which date shall not be obligated to commence such repair, restoration or rebuilding until insurance proceeds are received by Landlord, and Landlord’s obligation hereunder shall be limited to the proceeds actually received by Landlord under any insurance policy or policies, if any, less those amounts (i) which have been required to be applied towards the reduction of any indebtedness secured by a mortgage covering the Premises or any portion thereof, and (ii) which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover any such insurance proceeds. Tenant agrees to notify Landlord in writing not less than thirty (30) nor more than sixty (60) days priorafter the date such notice is given. If such fire or other casualty shall have damaged the Premises or common areas necessary to Tenant's occupancy, and if such damage is not the result of the negligence or willful misconduct of Tenant orTenant's employees, contractors, licensees, or invitees, then during the period the Premises are rendered unusable by such damage Tenant shall be entitled to a reduction in rent in the proportion that the area of the Premises rendered unusable by such damage bears to the date Tenant opens for business in the Premises total area of the actual cost of all permanent leasehold improvements and betterments installed Premises. Landlord shall not be required to repair any injury or damage or to make any repairs or replacements of any improvements installed on the premises by or for Tenant, other than Landlord's work under Exhibit B, and Tenant shall, at Tenant's sole cost and expense, repair and restore its portion of such improvements. Tenant shall not be installed by Tenant in the Premises (whether same have been paid entitled to any compensation or damages from Landlord for entirely or partially by Tenant), but exclusive damage to any of Tenant’s 's fixtures or personal property, movable trade fixtures and inventory. Similar notifications shall be given to Landlord not less than thirty (30) days prior to the commencement for loss of any proposed alterations, additions or improvements to the Premises. If Tenant fails to comply, with the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such loss, and in addition to any other rights or remedies reserved by Landlord under this Lease, Landlord’s obligations under this Article to repair, replace and/or rebuild the Premises shall be deemed inapplicable, and in lieu thereof, Landlord may, at its election, either restore or require Tenant to restore the Premises to the condition which existed prior to such loss, and in either case Tenant shall pay the cost of such restoration. Tenant covenants and agrees to repair or replace Tenant’s fixtures, furniture, furnishings, floor coverings, equipment and stock in trade and reopen for business in the Premises within thirty (30) days after notice from Landlord that the Premises are ready for re-occupancy. No damage or destruction to the Premises shall allow Tenant to surrender possession use of the Premises nor affect Tenant’s liability for the payment of rents or charges or any other covenant herein containedpart thereof, except as may be specifically provided in this Leasefor any damage to Tenant's business, or for any disturbance to Tenant caused by any casualty or the restoration of the Premises following such casualty. Notwithstanding anything to the contrary contained in this Section Lease, Landlord shall have no obligation whatsoever to repair, reconstruct or elsewhere in restore the Premises when the damage resulting from any casualty occurs during the last twelve (12) months of the term or any extension thereof. A total destruction of the Building shall automatically terminate this Lease, Landlord, at its option, may terminate this Lease by giving Tenant notice thereof within one hundred and eighty (180) days from the date of the casualty if:. *SEE ADDENDUM I #15

Damage and Destruction. If at any time during the Term all or any part a portion of the Premises shall be are damaged or destroyed by a fire or other casualty, Landlord shall notify Tenant within sixty (60) days after Landlord becomes aware of such damage as to the amount of time Landlord reasonably estimates it will take to restore the Premises (the “Rebuild Estimate”). If the restoration time is estimated to exceed nine (9) months from the issuance of all permits, Landlord or Tenant may elect to terminate this Lease shall continue in full force and effect, unless terminated as hereinafter provided, and Landlord shall repair, restore or rebuild the Premises by providing written notice to the condition existing at the time of the occurrence of the loss; provided, however, Landlord shall not be obligated to commence such repair, restoration other party on or rebuilding until insurance proceeds are received by Landlord, and Landlord’s obligation hereunder shall be limited to the proceeds actually received by Landlord under any insurance policy or policies, if any, less those amounts (i) which have been required to be applied towards the reduction of any indebtedness secured by a mortgage covering the Premises or any portion thereof, and (ii) which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover any such insurance proceeds. Tenant agrees to notify Landlord in writing not less than before thirty (30) days priorafter delivery by Landlord to Tenant of Landlord's notice describing the estimated restoration time. In addition, Landlord, by written notice to Tenant within ninety (90) days after the date of the fire or other casualty shall have the right to terminate this Lease if: (1) any Mortgagee requires that the insurance proceeds be applied to the payment of the mortgage debt or ground lease, (2) a material uninsured loss to the Building or Premises occurs, or (3) there are insufficient insurance proceeds to complete such restoration. If neither party either elects to terminate this Lease as provided above or if neither party has the right to terminate this Lease as provided above, then, subject to receipt of sufficient insurance proceeds, Landlord shall promptly commence to restore the Premises to substantially the same condition that existed prior to the fire or other casualty (except for modifications required by Applicable Laws), exclusive of any Alterations, additions, improvements, fixtures and equipment installed by or on behalf of Tenant (“Landlord’s Repair Obligation”), subject to delays arising from the collection of insurance proceeds or from Force Majeure events. Landlord shall not be liable for any inconvenience to Tenant, or injury to Tenant’s business resulting in any way from the fire or other casualty, or the repair thereof. Tenant at Tenant's expense shall promptly perform, subject to delays arising from the collection of insurance proceeds, or from Force Majeure events, all repairs or restoration not required to be done by Landlord. Notwithstanding the foregoing, either party may terminate this Lease if the Premises are damaged during the last year of the Term and Landlord reasonably estimates that it will take more than three (3) months to repair such damage. Notwithstanding the foregoing, if (a) Landlord is not diligently proceeding to substantially complete the Landlord’s Repair Obligation, and (b) Landlord’s Repair Obligation has not been substantially completed within ninety (90) days after the estimated restoration date Tenant opens for business set forth in the Premises Rebuild Estimate (the last day of such 90-day period, as the actual cost of all permanent leasehold improvements and betterments installed or to be installed by Tenant in the Premises (whether same may have been paid for entirely extended on account of Tenant Caused Delays (as hereinafter defined) or partially by TenantForce Majeure, such date being the “Casualty Termination Date”), but exclusive of Tenant’s personal propertyTenant shall have the right to terminate this Lease by providing thirty (30) days’ prior written notice to Landlord thereof; provided however, movable trade fixtures and inventory. Similar notifications such termination notice shall be given to null and void if Landlord not less than actually substantially completes such Landlord’s Repair Obligation within such thirty (30) days prior period. In the event Landlord is delayed in the substantial completion of Landlord’s Repair Obligation by Force Majeure or Tenant Caused Delays, such delays shall be excused for all relevant purposes and the Casualty Termination Date shall be extended for all relevant purposes to account for all such delays resulting from Force Majeure and Tenant Caused Delays. For purposes herein, the commencement term “Tenant Caused Delays” shall mean delays in the design, construction or substantial completion of Landlord's Repair Obligation caused or contributed to by Tenant or any proposed alterations, additions of the Tenant Parties. In the event ​ any Tenant Caused Delay causes Landlord to pay or improvements to the Premises. If Tenant fails to comply, incur costs or expenses in connection with the foregoing provisionsdesign, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall be paid immediately by Tenant upon receipt construction and/or completion of a xxxx therefore and evidence of such loss, and in addition to any other rights or remedies reserved by Landlord under this Lease, the Landlord’s obligations under this Article to repairRepair Obligation in excess of the costs or expenses that would otherwise have been paid or incurred by Landlord, replace and/or rebuild the Premises shall be deemed inapplicable, and in lieu thereof, Landlord may, at its election, either restore or require Tenant to restore the Premises to the condition which existed prior to such loss, and in either case Tenant shall pay the cost of any such restoration. Tenant covenants reasonable out-of-pocket excess costs and agrees expenses to repair or replace Tenant’s fixturesLandlord, furnitureas Additional Rent, furnishings, floor coverings, equipment and stock in trade and reopen for business in the Premises within thirty (30) days after notice from Landlord that submits invoices for any such excess costs or expenses. Base Rent and Tenant’s Share of Operating Expenses and Real Property Taxes shall be abated for the Premises are ready for re-occupancy. No damage or destruction period of repair and restoration commencing on the date of such casualty event in the proportion which the area of the Premises, if any, which is untenantable bears to the Premises shall allow Tenant to surrender possession total area of the Premises nor affect Premises. Such abatement shall be the sole remedy of Tenant’s liability for the payment of rents or charges or any other covenant herein contained, and except as may be specifically provided in this Lease. Notwithstanding anything herein, Tenant waives any right to the contrary contained in this Section or elsewhere in this Lease, Landlord, at its option, may terminate this Lease by giving reason of damage or casualty loss. Tenant notice thereof within one hundred agrees that the terms of this Section 16 shall govern any damage or destruction and eighty (180) days from the date shall accordingly supersede any contrary statute or rule of the casualty if:law.

Damage and Destruction. If all 1Repair of Damage to Premises by Landlord. Tenant shall promptly notify Landlord of any damage to the Premises resulting from fire or any part other casualty. If the Premises or any common areas of the Building or Project serving or providing access to the Premises shall be damaged or destroyed by fire or other casualty, within sixty (60) days after the damage, Landlord shall provide Tenant with a written notice providing Tenant with the estimated date of completion of the repairs (the “Estimated Completion Date”). Landlord shall promptly and diligently, subject to reasonable delays for insurance adjustment or other matters beyond Landlord’s reasonable control, and subject to all other terms of this Article 11, restore the base, shell, and core of the Premises and such common areas. Such restoration shall be to substantially the same condition of the base, shell, and core of the Premises and common areas prior to the casualty, except for modifications required by zoning and building codes and other laws or by the holder of a mortgage on the Project and/or the Building, or the lessor of a ground or underlying lease with respect to the Building, or any other modifications to the common areas deemed desirable by Landlord, provided access to the Premises and any common restrooms serving the Premises shall not be materially impaired. Upon the occurrence of any damage to the Premises, upon notice (the “Landlord Repair Notice”) to Tenant from Landlord, Tenant shall put into a third party escrow account reasonably acceptable to Landlord (which escrow shall be jointly paid for by Landlord and Tenant) for distribution to Landlord (or to any party designated by Landlord) on a progress payment basis upon receipt of the appropriate conditional and/or unconditional lien releases, all insurance proceeds paid to Tenant under Tenant’s insurance required under Section 10.3 of this Lease shall continue in full force and effect, unless terminated as hereinafter providedwith respect to such damage (the “Escrow Account”), and Landlord shall repair, restore repair any injury or rebuild damage to the Tenant Improvements and Alterations installed in the Premises and shall return such Improvements and Alterations to their original condition; provided that if the condition existing at cost of such repair by Landlord exceeds the time amount of insurance proceeds received by Landlord from Tenant’s insurance carrier, the incremental cost differential of such repairs shall be paid by Tenant into the Escrow Account prior to Landlord’s commencement of repair of the occurrence damage, provided that Tenant may elect to eliminate any Alterations performed and paid for by Tenant as part of such restoration and no funds will be required from Tenant for the loss; providedrestoration or repair of any such Alterations. In connection with such repairs and replacements of any such Tenant Improvements and Alterations, howeverTenant shall, prior to Landlord’s commencement of such improvement work, submit to Landlord, for Landlord’s review and approval, all plans, specifications and working drawings relating thereto, and Landlord shall select the contractors to perform such improvement work. Landlord shall not be obligated liable for any inconvenience or annoyance to commence Tenant or its visitors, or injury to Tenant’s business resulting in any way from such repairdamage or the repair thereof; provided however, restoration that if such fire or rebuilding until insurance proceeds are received by Landlord, and Landlord’s obligation hereunder other casualty shall be limited to the proceeds actually received by Landlord under any insurance policy or policies, if any, less those amounts (i) which have been required to be applied towards the reduction of any indebtedness secured by a mortgage covering damaged the Premises or any portion thereofcommon areas necessary to Tenant’s occupancy, and (ii) which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover any such insurance proceeds. Tenant agrees to notify Landlord in writing not less than thirty (30) days prior, to the date Tenant opens for business in the Premises of the actual cost of all permanent leasehold improvements and betterments installed or to be installed by Tenant in the Premises (whether same have been paid for entirely or partially by Tenant), but exclusive of Tenant’s personal property, movable trade fixtures and inventory. Similar notifications shall be given to Landlord not less than thirty (30) days prior to the commencement of any proposed alterations, additions or improvements to the Premises. If Tenant fails to comply, with the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such loss, and in addition to any other rights or remedies reserved by Landlord under this Lease, Landlord’s obligations under this Article to repair, replace and/or rebuild the Premises shall be deemed inapplicable, and in lieu thereof, Landlord may, at its election, either restore or require Tenant to restore the Premises to the condition which existed prior to such loss, and in either case Tenant shall pay the cost of such restoration. Tenant covenants and agrees to repair or replace Tenant’s fixtures, furniture, furnishings, floor coverings, equipment and stock in trade and reopen for business in the Premises within thirty (30) days after notice from Landlord that the Premises are ready for re-occupancy. No damage or destruction not occupied by Tenant as a result thereof, then during the time and to the extent the Premises are unfit for occupancy, the Rent shall allow Tenant be abated in proportion to surrender possession the ratio that the amount of rentable square feet of the Premises nor affect Tenant’s liability which is unfit for occupancy for the payment of rents or charges or any other covenant herein contained, except as may be specifically provided in purposes permitted under this Lease. Notwithstanding anything Lease bears to the contrary contained in this Section or elsewhere in this Lease, Landlord, at its option, may terminate this Lease by giving Tenant notice thereof within one hundred and eighty (180) days from the date total rentable square feet of the casualty if:Premises.

Damage and Destruction. If all or any part of the Premises shall be damaged or destroyed by fire or other casualty, this Lease shall continue in full force and effect, unless terminated as hereinafter provided, and Landlord shall repair, restore or rebuild the Premises to the condition existing at the time of the occurrence of the loss; , provided, however, Landlord shall not be obligated to commence such repair, restoration or rebuilding until insurance proceeds are received by Landlord, and Landlord’s 's obligation hereunder shall be limited to the proceeds actually received by Landlord under any insurance policy or policies, if any, less those amounts (i) which have been required to be applied towards the reduction of any indebtedness secured by a mortgage covering the Premises Center or any portion thereof, and (ii) which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ ' fees, incurred by Landlord to recover any such insurance proceeds. Tenant agrees to notify Landlord in writing not less than thirty (30) days prior, to the date Tenant opens for business in the Premises of the actual cost of all permanent leasehold improvements and betterments installed or to be installed by Tenant in the Premises (whether same have been paid for entirely or partially by Tenant), but exclusive of Tenant’s of. Tenant I s personal property, movable trade fixtures and inventory. Similar notifications shall be given to Landlord not less than thirty (30) days prior to the commencement of any proposed alterations, additions or improvements to the Premises. If Tenant fails to comply, with the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such loss, and in addition to any other rights or remedies reserved by Landlord under this Lease, Landlord’s 's obligations under this Article to repair, replace and/or rebuild the Premises shall be deemed inapplicable, and in lieu thereof, Landlord may, at its election, either restore or require Tenant to restore the Premises to the condition which existed prior to such loss, and in either case Tenant shall pay the cost of such restoration. Tenant covenants and agrees to repair or replace Tenant’s 's fixtures, furniture, furnishings, floor coverings, equipment and stock in trade and reopen for business in the Premises within thirty (30) days after notice from Landlord that the Premises are ready for re-occupancy. No damage or destruction to the Premises shall allow Tenant to surrender possession of the Premises nor affect Tenant’s 's liability for the payment of rents or charges or any other covenant herein contained, except as may be specifically provided in this Lease. Notwithstanding anything to the contrary contained in this Section or elsewhere in this Lease, Landlord, at its option, may terminate this Lease by giving Tenant notice thereof within one hundred and eighty (180) days from the date of the casualty if:

Damage and Destruction. If all or at any part time during the term of this Lease any improvement on the Premises shall be is damaged or destroyed by fire fire, act of God, earthquake or the elements, or public enemies, other casualty, Lessee shall repair the improvement or replace it as follows: If the damage is partial and can be repaired under the then existing building ordinances of the applicable jurisdiction or the building laws of the State of California, Lessee shall repair the improvement at Lessee's own cost and expense. If the damage to the improvement cannot be repaired, or if the improvement is totally destroyed, Lessee shall replace the improvement so irreparably damaged or totally destroyed with another improvement of equal value. If the damage or destruction is covered by insurance then a reasonable period of time shall be allowed to adjust the claim against the insurance company before Lessee is required to begin the work of repair or replacement. All of the work provided for in this Lease paragraph shall continue be in full force conformity with all ordinances, laws, regulations and effectorders, unless terminated as hereinafter providedprovided for a new building in Section 7 hereof. Subject to Lessees' obligations to Lessees' leasehold lender, all recoveries upon any insurance policies required or permitted under Paragraph 7 shall be applied toward the work of repair and/or replacement, and Landlord any excess funds shall repairbe payable to Lessee. In the event that such damage or destruction to any improvement on the Premises exceeds twenty-five percent (25%) of the replacement cost (excluding architectural and engineering fees, restore foundation and excavation), Lessee shall have the option of repairing the Premises or rebuild returning the Premises to a "broom clean" condition, provided such damage or destruction occurs during the condition existing at the time last three (3) years of the occurrence term of the loss; providedthis Lease, however, Landlord shall not be obligated to commence such repair, restoration or rebuilding until insurance proceeds are received by Landlord, and Landlord’s obligation hereunder shall be limited to the proceeds actually received by Landlord under any insurance policy or policies, if any, less those amounts (i) which have been required to be applied towards the reduction of any indebtedness secured by a mortgage covering the Premises or any portion thereof, and (ii) which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover any such insurance proceeds. Tenant agrees to notify Landlord in writing not less than Lessee may upon at least thirty (30) days priordays' prior written notice to Lessor terminate this Lease as to such improvement, to together with such immediately adjacent land thereunder as is reasonably necessary for the date Tenant opens comfortable use and occupancy, free and clear of all tenancies. In such event (i) all insurance proceeds not used for business in repair or restoration of any portion of the Premises of the actual cost of all permanent leasehold improvements and betterments installed or to be installed by Tenant in the Premises (whether same have been paid for entirely or partially by Tenant), but exclusive of Tenant’s personal property, movable trade fixtures and inventory. Similar notifications shall be given to Landlord not less than thirty (30) days prior to the commencement of any proposed alterations, additions or improvements to the Premises. If Tenant fails to comply, with the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and terminated shall be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such lossto Lessor, and in addition to any other rights or remedies reserved by Landlord (ii) rent under this Lease, Landlord’s obligations under this Article to repair, replace and/or rebuild the Premises Lease shall be deemed inapplicable, and in lieu thereof, Landlord may, at its election, either restore or require Tenant to restore the Premises to the condition which existed prior to such loss, and in either case Tenant shall pay the cost reduced as of such restoration. Tenant covenants and agrees to repair or replace Tenant’s fixtures, furniture, furnishings, floor coverings, equipment and stock in trade and reopen for business in the Premises within thirty (30) days after notice from Landlord that the Premises are ready for re-occupancy. No damage or destruction to the Premises shall allow Tenant to surrender possession of the Premises nor affect Tenant’s liability for the payment of rents or charges or any other covenant herein contained, except as may be specifically provided in this Lease. Notwithstanding anything to the contrary contained in this Section or elsewhere in this Lease, Landlord, at its option, may terminate this Lease by giving Tenant notice thereof within one hundred and eighty (180) days from the date of termination in the casualty if:proportion that the square footage of the land so terminated bears to the square footage of the

Damage and Destruction. If all during the Lease Term, the Leased Premises or any part of the Premises shall be Building becomes damaged or destroyed in whole or in part by fire fire, other casualty or any other casualtycause (except condemnation), this Tenant will immediately notify Landlord of such event. This Lease shall continue will remain in full force and effect, unless terminated as hereinafter provided, and Landlord shall repair, restore or rebuild except that the Premises Rent will be abated proportionately to the condition existing at extent and for the time period that all or a portion of the occurrence of the loss; provided, however, Landlord shall not be obligated to commence such repair, restoration or rebuilding until insurance proceeds Leased Premises are received by Landlord, and Landlord’s obligation hereunder shall be limited to the proceeds actually received by Landlord under any insurance policy or policies, if any, less those amounts (i) which have been required to be applied towards the reduction of any indebtedness secured by a mortgage covering the Premises or any portion thereof, and (ii) which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover any such insurance proceeds. Tenant agrees to notify Landlord in writing not less than thirty (30) days prior, to the date Tenant opens for business in the Premises of the actual cost of all permanent leasehold improvements and betterments installed or to be installed by Tenant in the Premises (whether same have been paid for entirely or partially by Tenant), but exclusive of Tenant’s personal property, movable trade fixtures and inventory. Similar notifications shall be given to Landlord not less than thirty (30) days prior to the commencement of any proposed alterations, additions or improvements to the Premisesrendered untenantable. If Tenant fails to complyLandlord determines, with the foregoing provisionsin its sole discretion, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such loss, and in addition to any other rights or remedies reserved by Landlord under this Lease, Landlord’s obligations under this Article to repair, replace and/or rebuild the Premises shall be deemed inapplicable, and in lieu thereof, Landlord may, at its election, either restore or require Tenant to restore the Premises to the condition which existed prior to such loss, and in either case Tenant shall pay the cost of such restoration. Tenant covenants and agrees to repair or replace Tenant’s fixtures, furniture, furnishings, floor coverings, equipment and stock in trade and reopen for business in the Premises within thirty (30) days after notice from Landlord that the Premises are ready for re-occupancy. No damage or destruction to the Leased Premises shall allow and/or to the Building is so extensive that repair or restoration is uneconomical, or if Landlord otherwise decides not to repair or restore the Building, then this Lease will terminate on the first day after Landlord gives Tenant written notice of such termination. The Rent then will be adjusted and paid to surrender possession the date of the damage or destruction. Tenant will immediately vacate and surrender the Leased Premises nor affect upon such termination. Tenant’s , however, will not be released from liability for any damage caused by Tenant or its agents or employees, or released from responsibility for any of its obligations under this Lease for the payment of rents period before such termination. If Landlord decides to repair or charges restore the Leased Premises and/or the Building, it will do so with reasonable speed, subject to reasonable delays for: (a) adjusting losses under insurance policies; (b) labor troubles; or (c) any other covenant herein contained, except as may be specifically provided in this Leasecause beyond Landlord's reasonable control. Notwithstanding anything the provisions of this Paragraph VI, within sixty (60) days after the date of material destruction of the Leased Premises, Landlord shall obtain from Landlord's architect or contractor an estimate of the time which will be required to repair the contrary contained in this Section or elsewhere in this Lease, Landlord, at its option, may terminate this Lease by giving Tenant notice thereof within Leased Premises. Landlord shall promptly communicate said estimate to Tenant. In the event that said estimate of time exceeds one hundred and eighty (180) days from the date of such destruction, then Tenant shall have the casualty if:right, within ten (10) days after receipt of said estimate, to terminate this Lease without any further liability or obligation on the part of the parties hereto for obligations thereafter accruing, provided that Tenant shall give written notice to Landlord within said ten (10) days and shall not be in breach or default of any covenant or condition by which Tenant is obligated under this Lease.

Damage and Destruction. If all or any part (a) Subject to the provisions of subsection (b) below, each of the Premises parties shall be damaged bound to proceed with the formation of the Venture and to contribute, in the case of CarrAmerica, the Property and, in the case of RREEF, the Contribution Amount, as required by the terms of this Agreement, without regard to the occurrence during the Contract Period of any damage to or destroyed by fire or other casualty, this Lease destruction of the Property (“Contract Period Damage”). CarrAmerica shall continue in full force and effect, unless terminated as hereinafter providedbe responsible for the payment of any deductible under the applicable insurance policies covering any such Contract Period Damage, and Landlord shall any insurance proceeds collected by CarrAmerica prior to the Closing Date as a result of any Contract Period Damage and not expended by CarrAmerica on repair, restore replacement or rebuild restoration of the Premises Property pursuant to subsection (c) below shall be delivered to the condition existing Venture at Closing. Subject to subsection (d) below, CarrAmerica shall assign to the time Venture at Closing the right to receive any insurance proceeds attributable to such Contract Period Damage and not theretofore collected by CarrAmerica and, to implement such assignment, shall execute such documents as RREEF shall reasonably request. CarrAmerica promptly shall deliver to the Venture any such insurance proceeds as shall be collected by CarrAmerica on or following the Closing Date. In the event any Contract Period Damage is not covered by insurance, subject to subsection (b) below, CarrAmerica shall be responsible for the costs of repairing any such damage to the occurrence of the lossProperty; provided, however, Landlord if such uninsured Contract Period Damage exceeds $1,000,000, CarrAmerica may instead elect to terminate this Agreement by written notice to RREEF given prior to Closing. Upon any termination of this Agreement pursuant to this subsection, the Deposit (including any interest accrued thereon) shall not be obligated returned to commence such repair, restoration or rebuilding until insurance proceeds are received by LandlordRREEF, and Landlord’s obligation hereunder neither party shall be limited to the proceeds actually received by Landlord under have any insurance policy or policies, if any, less those amounts (i) which have been required to be applied towards the reduction of any indebtedness secured by a mortgage covering the Premises or any portion thereof, and (ii) which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover any such insurance proceeds. Tenant agrees to notify Landlord in writing not less than thirty (30) days prior, to the date Tenant opens for business in the Premises of the actual cost of all permanent leasehold improvements and betterments installed or to be installed by Tenant in the Premises (whether same have been paid for entirely or partially by Tenant), but exclusive of Tenant’s personal property, movable trade fixtures and inventory. Similar notifications shall be given to Landlord not less than thirty (30) days prior to the commencement of any proposed alterations, additions or improvements to the Premises. If Tenant fails to comply, with the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such loss, and in addition to any other further rights or remedies reserved by Landlord under this Lease, Landlord’s obligations under this Article to repair, replace and/or rebuild the Premises shall be deemed inapplicable, and in lieu thereof, Landlord may, at its election, either restore or require Tenant to restore the Premises to the condition which existed prior to such loss, and in either case Tenant shall pay the cost of such restoration. Tenant covenants and agrees to repair or replace Tenant’s fixtures, furniture, furnishings, floor coverings, equipment and stock in trade and reopen for business in the Premises within thirty (30) days after notice from Landlord that the Premises are ready for re-occupancy. No damage or destruction to the Premises shall allow Tenant to surrender possession of the Premises nor affect Tenant’s liability for the payment of rents or charges or any other covenant herein containedhereunder, except as may be specifically provided in this Lease. Notwithstanding anything to the contrary contained in this Section or elsewhere in this LeaseSections 3.02, Landlord9.03, at its option, may terminate this Lease by giving Tenant notice thereof within one hundred 9.15 and eighty (180) days from the date of the casualty if:9.17 hereof.

Damage and Destruction. If all or In the event the Premises are damaged by any part peril covered by standard policies of fire and extended coverage insurance to an extent which is less than fifty percent (50%) of the cost of replacement of the Premises, the damage to that portion of the Premises shall be damaged or destroyed by fire or other casualty, this Lease shall continue in full force and effect, unless terminated as hereinafter provided, and which Landlord shall repair, restore or rebuild the Premises is obligated to insure pursuant to the condition existing at the time of the occurrence of the loss; providedimmediately preceding paragraph hereof, however, Landlord shall not promptly be obligated to commence such repair, restoration or rebuilding until insurance proceeds are received repaired by Landlord, and Landlord’s obligation hereunder shall be limited to the proceeds actually received by Landlord under any insurance policy or policies, if any, less those amounts (i) which have been required to be applied towards the reduction of any indebtedness secured by a mortgage covering the Premises or any portion thereof, and (ii) which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover any such insurance proceeds. Tenant agrees to notify Landlord in writing not less than thirty (30) days prior, to the date Tenant opens for business in the Premises of the actual cost of all permanent leasehold improvements and betterments installed or to be installed by Tenant in the Premises (whether same have been paid for entirely or partially by Tenant), but exclusive of Tenant’s personal property, movable trade fixtures and inventory. Similar notifications shall be given to Landlord not less than thirty (30) days prior to the commencement of any proposed alterations, additions or improvements to the Premises. If Tenant fails to comply, with the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such loss, and in addition to any other rights or remedies reserved by Landlord under this Lease, Landlord’s obligations under this Article to repair, replace and/or rebuild the Premises shall be deemed inapplicable, and in lieu thereof, Landlord maylandlord, at its election, either restore or require Tenant to restore the Premises to the condition which existed prior to such loss, and Landlord's expense but in either case Tenant no event shall pay the cost of such restoration. Tenant covenants and agrees Landlord be required to repair or replace Tenant’s 's stock-in-trade, trade fixtures, furniture, furnishings, floor coverings, special equipment and stock in trade personal property which Tenant is required to insure pursuant to the immediately preceding paragraph hereof. In the event of such damage and reopen for business in (a) Landlord is not required to repair as provided herein, or (b) the Premises are damaged to the extent of fifty percent (50%) or more of the cost of replacement of the Premises, or (c) the Building is damaged to the extent of fifty percent (50%) or more of the cost of replacement, or (d) such damage is twenty-five percent (25%) or more of the cost of replacement of the Premises and the same occurs during the last year of initial term or any extensions or renewal terms of this Lease, then, in any such event (s), Landlord may elect either to repair or rebuild the Premises or the Building of which the Premises are a part, as the case may be, or to terminate this Lease upon giving notice of such election, in writing, to Tenant within thirty (30) days after notice from Landlord that the happening of the event causing such damage. If such damage, repairing or rebuilding shall render the Premises are ready for re-occupancyuntenantable, in whole or in part, a proportionate abatement of the rent and additional rent stipulated herein shall be allowed from the date such damage occurred until the date Landlord completes the repairs or rebuilding, said proportion shall be computed on the basis of the relation which the gross leasable area of the space rendered untenantable bears to the gross leasable area of the Premises. No If Landlord is required or elects to repair the Premises as provided herein, Tenant shall repair or replace its floor and wall coverings pursuant to the terms hereof, in a manner and to at least a condition equal to that prior to such damage or destruction destruction; in addition, Tenant shall repair or replace its stock-in-trade, trade fixtures, furniture, furnishings, special equipment in a manner and to the Premises shall allow a condition Tenant to surrender possession of the Premises nor affect Tenant’s liability deems appropriate and adequate for the payment conduct of rents or charges or any other covenant herein containedits business within the Premises. In addition, except as may be specifically provided in this Lease. Notwithstanding anything Tenant is hereby given the sole option to the contrary contained in this Section or elsewhere in this Lease, Landlord, at its option, may terminate this Lease in the event repairing or rebuilding to be effected by giving Tenant notice thereof Landlord and required hereunder cannot be completed within one hundred and eighty ninety (18090) days from the date of the casualty if:occurrence of the damage and destruction.

Damage and Destruction. If all or In the event the Premises are damaged by any part peril covered by standard policies of fire and extended coverage insurance AND ISO SPECIAL FORM INSURANCE to an extent which is less than fifty percent (50%) of the cost of replacement of the Premises, the damage to that portion of the Premises shall be damaged or destroyed by fire or other casualty, this Lease shall continue in full force and effect, unless terminated as hereinafter provided, and which Landlord shall repair, restore or rebuild the Premises is obligated to insure pursuant to the condition existing at the time of the occurrence of the loss; providedimmediately preceding Section hereof, however, Landlord shall not promptly be obligated to commence such repair, restoration or rebuilding until insurance proceeds are received repaired by Landlord, and at Landlord’s obligation hereunder shall be limited to the proceeds actually received by Landlord under any insurance policy or policies, if any, less those amounts (i) which have been required to be applied towards the reduction of any indebtedness secured by a mortgage covering the Premises or any portion thereof, and (ii) which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover any such insurance proceeds. Tenant agrees to notify Landlord in writing not less than thirty (30) days prior, to the date Tenant opens for business in the Premises of the actual cost of all permanent leasehold improvements and betterments installed or to be installed by Tenant in the Premises (whether same have been paid for entirely or partially by Tenant)'s expense, but exclusive of Tenant’s personal property, movable trade fixtures and inventory. Similar notifications in no event shall Landlord be given to Landlord not less than thirty (30) days prior to the commencement of any proposed alterations, additions or improvements to the Premises. If Tenant fails to comply, with the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such loss, and in addition to any other rights or remedies reserved by Landlord under this Lease, Landlord’s obligations under this Article to repair, replace and/or rebuild the Premises shall be deemed inapplicable, and in lieu thereof, Landlord may, at its election, either restore or require Tenant to restore the Premises to the condition which existed prior to such loss, and in either case Tenant shall pay the cost of such restoration. Tenant covenants and agrees required to repair or replace Tenant’s 's stock-in-trade, trade fixtures, furniture, furnishings, floor coverings, special equipment and stock in trade other items of construction and reopen for business in personal property which Tenant is required to insure pursuant to the immediately preceding Section hereof. In the event of such damage and (a) Landlord is not required to repair as provided herein, or (b) the Premises are damaged to the extent of fifty percent (50%) or more of the cost of replacement of the Premises, or (c) the Building is damaged to the extent of fifty percent (50%) or more of the cost of replacement, or (d) such damage is twenty-five percent (25%) or more of the cost of replacement of the Premises and the same occurs during the last year of the initial term or any extensions or renewal terms of this Lease, then, in any such event(s), Landlord may elect either to repair or rebuild the Premises or the Building of which the Premises are a part, as the case may be, or to terminate this Lease upon giving notice of such election, in writing, to Tenant within thirty ninety (3090) days after notice from Landlord that the happening of the event causing such damage. If such damage, repairing or rebuilding shall render the Premises are ready for re-occupancyuntenantable, in whole or in part, a proportionate abatement of the rent and additional rent stipulated herein shall be allowed from the date such damage occurred until the date Landlord completes the repairs or rebuilding, said proportion to be BASED ON THE DEGREE TO WHICH TENANT'S USE OF THE PREMISES IS IMPAIRED. No If Landlord is required or elects to repair the Premises as provided herein, Tenant shall repair its floor and wall covering s which Tenant is obligated to insure pursuant to the terms hereof, in a manner and to at least a condition equal to that prior to such damage or destruction destruction; in addition, Tenant shall repair or replace its stock-in-trade, trade fixtures, furniture, furnishings, special equipment and other items of construction and personal property which tenant is required to the Premises shall allow insure pursuant to this Lease in a manner and to a condition Tenant to surrender possession of the Premises nor affect Tenant’s liability deems appropriate and adequate for the payment conduct of rents or charges or any other covenant herein containedits business within the Premises. In addition, except as may be specifically provided in this Lease. Notwithstanding anything Tenant is hereby given the sole option to the contrary contained in this Section or elsewhere in this Lease, Landlord, at its option, may terminate this Lease in the event the repairing or rebuilding to be effected by giving Tenant notice thereof Landlord and required hereunder cannot be completed within one hundred and eighty twenty (180120) days from the date of the casualty if:occurrence of the damage and destruction.

Damage and Destruction. If all or any part of the Premises shall be is damaged or destroyed by fire or other casualty, then Port shall repair the same provided that funds for such repairs are appropriated by Port, in its sole discretion, for such purpose and that such repairs can be made within the Repair Period. In the event such conditions are satisfied, this Lease MOU shall remain in full force and effect except that so long as such damage or casualty is not attributable to HSH, its Agents or Invitees, HSH shall be entitled to a proportionate reduction of Rent during the Repair Period based upon the extent to which such damage and the making of such repairs materially interferes with HSH's use or occupancy of the Premises less any insurance proceeds HSH receives, which proceeds are to be applied against the payment of Rent during any Repair Period. Port shall use its commercially reasonable efforts to notify HSH within ninety (90) days after the date of such damage whether or not such repairs can be made within the Repair Period, and Port's determination thereof shall be binding on HSH. If such repairs cannot be made within the Repair Period, Port shall have the option to notify HSH of: (a) Port's intention to repair such damage and diligently prosecute such repairs to completion within a reasonable period after the Repair Period, subject to appropriation of funds, in which event this MOU shall continue in full force and effect, unless terminated effect and the monthly Rent shall be reduced as hereinafter provided, and Landlord shall repair, restore provided herein; or rebuild the Premises (b) Port's election to the condition existing at the time terminate this MOU as of the occurrence of the loss; provideddate specified in such notice, however, Landlord shall not be obligated to commence such repair, restoration or rebuilding until insurance proceeds are received by Landlord, and Landlord’s obligation hereunder which date shall be limited to the proceeds actually received by Landlord under any insurance policy or policies, if any, less those amounts (i) which have been required to be applied towards the reduction of any indebtedness secured by a mortgage covering the Premises or any portion thereof, and (ii) which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover any such insurance proceeds. Tenant agrees to notify Landlord in writing not less than thirty (30) nor more than sixty (60) days priorafter notice is given by Port. In case of termination, the monthly Rent shall be reduced as provided above, and HSH shall pay such reduced monthly Rent up to the date Tenant opens of termination. If Port elects not to appropriate funds for business in such repair, Port shall give written notice to HSH within sixty (60) days after the Premises date Port elects not to appropriate funds of its election to terminate this MOU as of the actual cost of all permanent leasehold improvements and betterments installed or to be installed by Tenant date specified in the Premises (whether same have been paid for entirely or partially by Tenant)such notice, but exclusive of Tenant’s personal property, movable trade fixtures and inventory. Similar notifications which date shall be given to Landlord not less than thirty (30) nor more than sixty (60) days prior after notice is given by Port. In case of termination, the monthly Rent shall be reduced as provided above, and HSH shall pay such reduced monthly Rent up to the commencement date of termination. If at any proposed alterationstime during the last six (6) months of the Term of this MOU, additions the Premises is damaged or improvements destroyed, then either Port or HSH may terminate this MOU by giving written notice to the Premises. If Tenant fails other party of its election to comply, with the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such loss, and in addition to any other rights or remedies reserved by Landlord under this Lease, Landlord’s obligations under this Article to repair, replace and/or rebuild the Premises shall be deemed inapplicable, and in lieu thereof, Landlord may, at its election, either restore or require Tenant to restore the Premises to the condition which existed prior to such loss, and in either case Tenant shall pay the cost of such restoration. Tenant covenants and agrees to repair or replace Tenant’s fixtures, furniture, furnishings, floor coverings, equipment and stock in trade and reopen for business in the Premises do so within thirty (30) days after notice from Landlord that the Premises are ready for re-occupancy. No date of the occurrence of such damage; provided, however, HSH may terminate only if such damage or destruction to the Premises shall allow Tenant to surrender possession substantially impairs its use or occupancy of the Premises nor affect Tenant’s liability for the payment Permitted Use. The effective date of rents or charges or any other covenant herein containedtermination shall be specified in the notice of termination, except as may which date shall not be specifically provided in this Lease. Notwithstanding anything to the contrary contained in this Section or elsewhere in this Lease, Landlord, at its option, may terminate this Lease by giving Tenant notice thereof within one hundred and eighty more than thirty (18030) days from the date of the casualty if:notice. Notwithstanding anything to the contrary in this MOU, (i) Port shall have no obligation to repair the Premises, (ii) HSH shall not be entitled to any abatement of Rent, and (iii) HSH shall not be entitled to terminate this MOU, in the event the damage or destruction is attributable to any act or omission of HSH, its Agents, or Invitees. In no event shall Port be required to repair any damage to HSH's Property or any paneling, decorations, railings, floor coverings, or any Improvements installed or made on the Premises by or at the expense of HSH. In the event the Premises is substantially damaged or destroyed and Port intends to rebuild for public purposes inconsistent with this MOU, Port may terminate this MOU upon written notice to HSH.

Damage and Destruction. If at any time prior to the Closing, Seller determines that the Property has been destroyed or damaged by earthquake, flood or other casualty and that such damage will require more than Five Hundred Thousand Dollars ($500,000.00) to repair (a “Casualty”), or if a proceeding is instituted for the taking of all or any part material portion of the Premises Property under the power of eminent domain (a “Taking”), then Buyer shall have the right by giving written notice to Seller and Title Company within ten (10) business days after the date of receipt of prior written notice from Seller of any such Casualty or Taking, either to: (a) consummate the purchase of the Property in accordance with this Agreement; or (b) terminate this Agreement effective as of the date such notice of termination is given. If Buyer fails to give such notice within such ten (10) business day period, then Buyer shall be damaged deemed to have elected to terminate this Agreement pursuant to this Article 7. The Closing Date shall be deferred, if necessary, to permit Buyer to have the ten (10) business day period following receipt of written notice from Seller of a Casualty or destroyed by fire a Taking or other casualtysuch additional time as may reasonably necessary to allow Buyer to accurately assess the length of time needed to repair the Property in order for Buyer to make the election specified hereinabove. If Buyer terminates this Agreement pursuant to this Article 7, this Lease then the Deposit shall continue in full force and effect, unless terminated as hereinafter providedbe returned to Buyer, and Landlord neither Seller nor Buyer shall repairhave any further obligations under this Agreement, restore or rebuild except for those obligations that expressly survive the Premises termination of this Agreement (including, without limitation, Buyer’s obligation to perform the Continuing Obligations). If Buyer elects to consummate the purchase of the Property in accordance with this Agreement, then upon the Closing, there shall be a credit against the Purchase Price due hereunder due hereunder (“C/C Credit”) equal to: (i) the amount of any insurance proceeds (excepting therefrom rental loss insurance proceeds allocable to the condition existing at period prior to Closing) or condemnation awards actually collected by and paid to Seller as a result of any such damage or destruction or condemnation, less any sums expended by Seller toward the time restoration or repair of the occurrence Property, plus (ii) any deductible of Seller (except any earthquake deductible) incurred with respect to such damage or destruction. If the proceeds or awards have not been collected as of the lossClosing, or the restoration or repairs have not been completed by Seller, then such proceeds or awards shall be assigned to Buyer, except to the extent needed to reimburse Seller for sums expended to repair or restore the Property. Buyer shall be bound to purchase the Property for the full Purchase Price in accordance with and subject to the terms of this Agreement, without regard to the occurrence or effect of any damage to the Property or destruction of any improvements thereon or condemnation of any portion of the Property, provided that: (a) the cost to repair any such damage or destruction, or the diminution in the value of the remaining Property as a result of a partial condemnation, does not exceed Five Hundred Thousand Dollars ($500,000), and the amount of insurance proceeds available to Seller, when added to the amount of Seller’s deductible, is sufficient to cover the cost to restore the damage to or destruction of the applicable improvements; providedand (b) upon the Closing, there shall be a credit against the Purchase Price due hereunder equal to the C/C Credit; provide further, however, Landlord shall not be obligated to commence such repair, restoration or rebuilding until insurance proceeds are received by Landlord, and Landlord’s obligation hereunder shall be limited to if the proceeds actually received by Landlord under any insurance policy or policies, if any, less those amounts (i) which have been required to be applied towards the reduction of any indebtedness secured by a mortgage covering the Premises or any portion thereof, and (ii) which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover any such insurance proceeds. Tenant agrees to notify Landlord in writing not less than thirty (30) days prior, to the date Tenant opens for business facts described in the Premises foregoing item (a) are not satisfied, then Buyer shall have the right to terminate this Agreement in accordance with the provisions of the actual cost first sentence of all permanent leasehold improvements and betterments installed or to be installed by Tenant in the Premises (whether same have been paid for entirely or partially by Tenant), but exclusive of Tenant’s personal property, movable trade fixtures and inventorythis Section 7.1. Similar notifications shall be given to Landlord not less than thirty (30) days prior to the commencement of any proposed alterations, additions or improvements to the Premises. If Tenant fails to comply, with the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such loss, and in addition to any other rights or remedies reserved by Landlord under this Lease, Landlord’s obligations under this Article to repair, replace and/or rebuild the Premises Nothing herein shall be deemed inapplicable, and in lieu thereof, Landlord may, at its election, either restore to constitute an obligation on the part of Seller to carry or require Tenant to restore the Premises maintain any insurance of any kind whatsoever pertaining to the condition which existed prior to such loss, and in either case Tenant shall pay the cost of such restoration. Tenant covenants and agrees to repair or replace Tenant’s fixtures, furniture, furnishings, floor coverings, equipment and stock in trade and reopen for business in the Premises within thirty (30) days after notice from Landlord that the Premises are ready for re-occupancy. No damage or destruction to the Premises shall allow Tenant to surrender possession of the Premises nor affect Tenant’s liability for the payment of rents or charges or any other covenant herein contained, except as may be specifically provided in this Lease. Notwithstanding anything to the contrary contained in this Section or elsewhere in this Lease, Landlord, at its option, may terminate this Lease by giving Tenant notice thereof within one hundred and eighty (180) days from the date of the casualty if:Property.

Damage and Destruction. If In the event the Facility is damaged, ---------------------- lost or destroyed, (a) the Grantor promptly shall notify the Beneficiary of such event (b) the Grantor, unless otherwise instructed by the Beneficiary, promptly shall commence and diligently pursue to completion the restoration, replacement or rebuilding of the Facility as nearly as possible to its value, condition and character immediately prior to such damage, loss or destruction, regardless of whether the insurance proceeds, if any, shall be sufficient for the purpose or shall be otherwise applied by the Beneficiary as provided in this Deed of Trust, (c) the Beneficiary may, but shall not be obligated to, make proof of loss if not made promptly by the Grantor and settle, adjust or compromise any claims for damage, loss or destruction (and the Grantor hereby authorizes and empowers the Beneficiary to make any such proof of loss, settlement, adjustment or compromise, and the Grantor hereby authorizes and directs each insurance company concerned to make payment for any such damage, loss or destruction directly to the Beneficiary) and (d) the Beneficiary shall have the right to apply the insurance proceeds, first, to reimburse the Trustee and the Beneficiary for all reasonable costs and expenses, including attorneys fees and disbursements, incurred in connection with the collection of such proceeds, and, second, at the option of the Beneficiary, (i) to pay all or any part of the Premises shall be damaged Obligations then due in the order and manner determined by the Beneficiary in its sole discretion, (ii) to cure any then current default under this Deed of Trust, or destroyed by fire or other casualty, this Lease shall continue in full force and effect, unless terminated as hereinafter provided, and Landlord shall (iii) to repair, restore or rebuild replace, in whole or in part, the Premises portion of the Facility so damaged, lost or destroyed. Notwithstanding anything in this Deed of Trust or at law or in equity to the condition existing at the time of the occurrence of the loss; providedcontrary, however, Landlord shall not be obligated to commence such repair, restoration or rebuilding until no insurance proceeds that are received by Landlord, and Landlord’s obligation hereunder shall be limited paid to the proceeds actually received by Landlord under any insurance policy or policies, if any, less those amounts (i) which have been required to be applied towards the reduction Beneficiary as provided in this Deed of any indebtedness secured by a mortgage covering the Premises or any portion thereof, and (ii) which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover any such insurance proceeds. Tenant agrees to notify Landlord in writing not less than thirty (30) days prior, to the date Tenant opens for business in the Premises of the actual cost of all permanent leasehold improvements and betterments installed or to be installed by Tenant in the Premises (whether same have been paid for entirely or partially by Tenant), but exclusive of Tenant’s personal property, movable trade fixtures and inventory. Similar notifications shall be given to Landlord not less than thirty (30) days prior to the commencement of any proposed alterations, additions or improvements to the Premises. If Tenant fails to comply, with the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such loss, and in addition to any other rights or remedies reserved by Landlord under this Lease, Landlord’s obligations under this Article to repair, replace and/or rebuild the Premises Trust shall be deemed inapplicabletrust funds, and in lieu thereof, Landlord may, at its election, either restore or require Tenant the Beneficiary shall be entitled to restore the Premises to the condition which existed prior to such loss, and in either case Tenant shall pay the cost dispose of such restoration. Tenant covenants and agrees to repair or replace Tenant’s fixtures, furniture, furnishings, floor coverings, equipment and stock in trade and reopen for business in the Premises within thirty (30) days after notice from Landlord that the Premises are ready for re-occupancy. No damage or destruction to the Premises shall allow Tenant to surrender possession of the Premises nor affect Tenant’s liability for the payment of rents or charges or any other covenant herein contained, except proceeds as may be specifically provided in this LeaseDeed of Trust. Notwithstanding anything to The Grantor expressly assumes all risk of loss, including a decrease in the contrary contained in this Section use, enjoyment or elsewhere in this Leasevalue, Landlord, at its option, may terminate this Lease by giving Tenant notice thereof within one hundred and eighty (180) days from the date of the Mortgaged Property from any casualty if:whatsoever, whether or not insurable or insured against.

Damage and Destruction. If all or any part of In the event that the Demised ---------------------- Premises shall be partially damaged or destroyed by fire or the elements, the Lessee shall give immediate notice thereof to the Lessor, and the same shall be repaired at the expense of the Lessor as speedily as possible (but due allowance shall be made for any delay arising in connection with adjustment of the fire insurance loss, or from what are known as "Labor Troubles", or other casualtycauses beyond the control of the Lessor) and the rent accruing shall not cease; in the event that the damage should be so extensive so as to render the Demised Premises untenantable, the rent shall cease until such time as the Demised Premises shall again be put in repair, but in the event of the building being damaged by fire or otherwise to such an extent as to render it necessary in the judgment of the Lessor to rebuild the same (and whether or not the Demised Premises be affected), then, at the Lessor's election, upon notice to the Lessee, and from thenceforth this Lease shall cease and come to an end, and the rent shall be apportioned and paid up to the date of such damage. If the Demised Premises are untenantable and if the Lessor shall not have repaired such damage within one ninety (90) days, or if said damage shall not be repairable within said one hundred ninety (90) days, from the date of such loss, then in either event, this Lease shall continue in full force and effect, unless terminated as hereinafter provided, and Landlord shall repair, restore be terminable at the option of the Lessee or rebuild the Premises Lessor upon written Notice pursuant to the condition existing at the time provisions of the occurrence of the loss; provided, however, Landlord shall not be obligated to commence such repair, restoration or rebuilding until insurance proceeds are received by Landlord, and Landlord’s obligation hereunder shall be limited this Lease furnished to the proceeds actually received by Landlord under any insurance policy or policies, if any, less those amounts (i) which have been required to be applied towards the reduction of any indebtedness secured by a mortgage covering the Premises or any portion thereof, and (ii) which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover any such insurance proceeds. Tenant agrees to notify Landlord in writing not less than thirty (30) days prior, to the date Tenant opens for business in the Premises of the actual cost of all permanent leasehold improvements and betterments installed or to be installed by Tenant in the Premises (whether same have been paid for entirely or partially by Tenant), but exclusive of Tenant’s personal property, movable trade fixtures and inventory. Similar notifications shall be given to Landlord not less than thirty (30) days prior to the commencement of any proposed alterations, additions or improvements to the Premisesother party. If Tenant fails to comply, with the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such loss, and in addition to any other rights or remedies reserved by Landlord under this Lease, Landlord’s obligations under this Article to repair, replace and/or rebuild the Demised Premises shall be deemed inapplicablepartially damaged, and in lieu thereofthe base rent, Landlord maybut not additional rent, at its election, either restore or require Tenant shall be abated to restore the Premises an extent corresponding to the condition which existed prior to such loss, part so damaged and in either case Tenant shall pay the cost of such restoration. Tenant covenants and agrees to repair or replace Tenant’s fixtures, furniture, furnishings, floor coverings, equipment and stock in trade and reopen for business in the Premises within thirty (30) days after notice from Landlord that the Premises are ready for re-occupancy. No damage or destruction to the Premises shall allow Tenant to surrender possession of the Premises nor affect Tenant’s liability for the payment of rents or charges or any other covenant herein contained, except as may period during which the partially damaged Demised Premises cannot be specifically provided in this Lease. Notwithstanding anything to reasonably utilized by the contrary contained in this Section or elsewhere in this Lease, Landlord, at its option, may terminate this Lease by giving Tenant notice thereof within one hundred and eighty (180) days from the date of the casualty if:Lessee.

Damage and Destruction. If If, during the Term, the Demised Premises are totally or partially damaged or destroyed, Sublandlord shall use reasonable efforts to cause the Prime Landlord to repair, restore and rebuild the same in the manner provided under the Prime Lease with all reasonable dispatch and diligence. Such damage or any part destruction shall not terminate this Sublease unless the Prime Landlord has the right to terminate the Prime Lease under the terms of the Premises Prime Lease. Notwithstanding the foregoing, if the existing Laws do not permit the restoration, either party can terminate this Sublease immediately by delivering notice to the other party within sixty (60) days after such damage or destruction. If the Prime Landlord restores the Demised Premises, Subtenant shall be damaged required to immediately commence and diligently pursue the restoration of Subtenant's Work, Subtenant's Trade Fixtures and Subtenant's Personal Property. Such items shall be the sole responsibility of Subtenant to restore and Sublandlord shall have no responsibility for 28 such restoration. Notwithstanding anything to the contrary herein, Subtenant shall have the right to terminate this Sublease if the Demised Premises cannot be restored or destroyed by fire are not actually restored within three hundred (300) days after the damage or other casualtydestruction, to substantially the same condition which existed prior to any damage or destruction, as determined in the sole, but reasonable, discretion of Sublandlord's architect or contractor. If Subtenant desires to so terminate this Sublease, Subtenant must notify Sublandlord in writing of Subtenant's election within fifteen (15) days after receipt of Sublandlord's architect or contractor's estimate of the restoration time period or, if the restoration period exceeds the three hundred (300) day period, within fifteen (15) days after the expiration of the three hundred (300) day period, as the case may be. If Subtenant so notifies Sublandlord, this Sublease shall be deemed terminated as of the date of such damage or destruction. Notwithstanding any contrary provision of this Sublease, if damage or destruction to the Demised Premises occurs during the last eighteen (18) months of the Term and the extent of the damage is such that Sublandlord as the Prime Tenant under the Prime Lease has the right to terminate the Prime Lease, either Sublandlord or Subtenant can terminate this Sublease by delivering notice to the other party not more than fifteen (15) days after the event causing such damage or destruction, unless Subtenant exercises any unexercised Options hereunder within ten (10) days after receipt of Sublandlord's notice terminating this Sublease, in which case this Sublease shall continue in full force and effect. Unless the damage or destruction is caused by Subtenant's willful misconduct, unless terminated as hereinafter providedMinimum Monthly Rent shall abatx xx the extent that, and Landlord shall repairfor so long as, restore or rebuild minimum rental is abated under the Premises Prime Lease. In the event this Sublease is terminated pursuant to the condition existing at the time of the occurrence of the loss; providedthis Section 12, howeverMinimum Monthly Rent, Landlord shall not be obligated to commence such repair, restoration or rebuilding until insurance proceeds are received additional rent and all other charges payable by Landlord, and Landlord’s obligation Subtenant hereunder shall be limited to the proceeds actually received by Landlord under any insurance policy or policies, if any, less those amounts (i) which have been required to be applied towards the reduction abated as of any indebtedness secured by a mortgage covering the Premises or any portion thereof, and (ii) which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover any such insurance proceeds. Tenant agrees to notify Landlord in writing not less than thirty (30) days prior, to the date Tenant opens for business in the Premises of the actual cost casualty. In the event of all permanent leasehold improvements and betterments installed or to be installed by Tenant in the Premises (whether same have been paid for entirely or partially by Tenant), but exclusive of Tenant’s personal property, movable trade fixtures and inventory. Similar notifications shall be given to Landlord not less than thirty (30) days prior to the commencement of any proposed alterations, additions or improvements to the Premises. If Tenant fails to comply, with the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such loss, and in addition to any other rights or remedies reserved by Landlord under this Lease, Landlord’s obligations under this Article to repair, replace and/or rebuild the Premises shall be deemed inapplicable, and in lieu thereof, Landlord may, at its election, either restore or require Tenant to restore the Premises to the condition which existed prior to such loss, and in either case Tenant shall pay the cost of such restoration. Tenant covenants and agrees to repair or replace Tenant’s fixtures, furniture, furnishings, floor coverings, equipment and stock in trade and reopen for business in the Premises within thirty (30) days after notice from Landlord that the Premises are ready for re-occupancy. No damage or destruction to the Demised Premises shall allow Tenant to surrender possession which results in the termination of the Prime Lease (including by exercise of those rights to terminate the Prime Lease, as more specifically set forth therein), this Sublease shall similarly terminate without any further liability. The provisions of this Sublease are intended to exclusively govern the parties' obligations concerning continuation of the tenancy following damage or destruction to the Demised Premises. Accordingly, Sublandlord and Subtenant waive the provisions of any Laws with respect to any damage or destruction of the Demised Premises nor affect Tenant’s liability for the payment of rents or charges or any other covenant herein contained, except as may be specifically provided in this Lease. Notwithstanding anything rights of the parties hereto to the contrary contained in this Section or elsewhere in this Lease, Landlord, at its option, may terminate this Lease by giving Tenant notice thereof within one hundred and eighty (180) days from Sublease in the date event of the casualty if:such damage or destruction.

Damage and Destruction. If all or any part of the Premises shall be damaged or destroyed by fire or other casualty, this Lease shall continue in full force and effect, unless terminated as hereinafter provided, and Landlord shall repair, restore or rebuild the Premises to the condition existing at the time of the occurrence of the loss; provided, however, Landlord shall not be obligated to commence such repair, restoration or rebuilding until insurance proceeds are received by Landlord, and Landlord’s obligation hereunder shall be limited to the proceeds actually received by Landlord under any insurance policy or policies, if any, less those amounts (i) which have been required to be applied towards the reduction of any indebtedness secured by a mortgage covering the Premises Center or any portion thereof, and (ii) which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover any such insurance proceeds. Tenant Xxxxxx agrees to notify Landlord in writing not less than thirty (30) days prior, to the date Tenant opens for business in the Premises of the actual cost of all permanent leasehold improvements and betterments installed or to be installed by Tenant in the Premises (whether same have been paid for entirely or partially by Tenant), but exclusive of Tenant’s Tenant 1 s personal property, movable trade fixtures and inventory. Similar notifications shall be given to Landlord not less than thirty (30) days prior to the commencement of any proposed alterations, additions or improvements to the Premises. If Tenant fails to comply, with the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall be paid immediately by Tenant upon receipt of a xxxx therefore bill therefore, and evidence of such loss, and in addition to any other rights or remedies reserved by Landlord under this Lease, Landlord’s obligations under this Article to repair, replace and/or rebuild the Premises shall be deemed inapplicable, and in lieu thereof, Landlord may, at its election, either restore or require Tenant to restore the Premises to the condition which existed prior to such loss, loss and in either case Tenant shall pay the cost of such restoration. Tenant covenants and agrees to repair or replace TenantXxxxxx’s fixtures, furniture, furnishings, floor coverings, equipment and stock in trade and reopen for business in the Premises within thirty (30) days after notice from Landlord that the Premises are ready for re-occupancy. No damage or destruction to the Premises shall allow Tenant Xxxxxx to surrender possession of the Premises nor affect TenantXxxxxx’s liability for the payment of rents or charges or any other covenant herein contained, except as may be specifically provided in this Lease. Notwithstanding anything to the contrary contained in this Section or elsewhere in this Lease, Landlord, at its option, may terminate this Lease by giving Tenant notice thereof within one hundred and eighty (180) days from the date of the casualty if:

Damage and Destruction. 21.1 If all or any part of the Demised Premises shall be damaged or destroyed by fire or other casualtycauses, without default or neglect of Tenant, its servants, employees, agents, visitors, or licensees, but are not wholly untenantable, the damage shall be promptly repaired by Landlord at its own expense. In such event this Lease shall continue not terminate, and shall remain in full force and effect, unless terminated as hereinafter providedbut the rent due by Tenant shall xxxxx in proportion to the loss of use by the Tenant of the Demised Premises while the Demised Premises are being repaired. Due allowance shall be made for delays from labor troubles, material shortages, or any other causes, whether similar or dissimilar to the foregoing, beyond Landlord’s control. If, however, the Demised Premises are rendered wholly untenantable by fire or other causes, and Landlord does not intend to rebuild the same, or if the Building of which the Demised Premises are a part shall repairbe so damaged, restore whether the Demised Premises themselves are damaged or not, that Landlord determines to demolish or rebuild the Premises to the condition existing at the time of the occurrence of the loss; providedBuilding, however, Landlord shall not be obligated to commence such repair, restoration or rebuilding until insurance proceeds are received by Landlord, and Landlord’s obligation hereunder shall be limited to the proceeds actually received by Landlord under then in any insurance policy or policies, if any, less those amounts (i) which have been required to be applied towards the reduction of any indebtedness secured by a mortgage covering the Premises or any portion thereof, and (ii) which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover any such insurance proceeds. Tenant agrees to notify Landlord in writing not less than thirty (30) days prior, to the date Tenant opens for business in the Premises of the actual cost of all permanent leasehold improvements and betterments installed or to be installed by Tenant in the Premises (whether same have been paid for entirely or partially by Tenant), but exclusive of Tenant’s personal property, movable trade fixtures and inventory. Similar notifications shall be given to Landlord not less than thirty (30) days prior to the commencement of any proposed alterations, additions or improvements to the Premises. If Tenant fails to comply, with the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such loss, and in addition to any other rights or remedies reserved by Landlord under this Lease, Landlord’s obligations under this Article to repair, replace and/or rebuild the Premises shall be deemed inapplicable, and in lieu thereof, events Landlord may, at within sixty (60) days after such damage or destruction, give Tenant notice in writing of its election, either restore or require Tenant to restore the Premises to the condition which existed prior to such lossdecision, and in either case Tenant thereupon this Lease shall pay the cost of such restoration. Tenant covenants and agrees to repair or replace Tenant’s fixtures, furniture, furnishings, floor coverings, equipment and stock in trade and reopen for business in the Premises within terminate thirty (30) days after such notice from Landlord that is given, and Tenant shall immediately vacate the Demised Premises and surrender the same to Landlord, paying rent to the time Demised Premises were rendered wholly untenantable, or, if the Demised Premises were not rendered wholly untenantable, to the time the Demised Premises are ready surrendered to Landlord. If, however, within said sixty (60) days Landlord shall notify Tenant that it intends to repair or rebuild the Demised Premises, then this Lease shall not terminate but shall remain in full force and effect, and Landlord shall promptly repair and/or rebuild the Demised Premises at its expense (except that Landlord shall not be responsible for re-occupancy. No damage repairing or destruction replacing Tenant’s property in the Demised Premises) and the rent the rent due by Tenant shall xxxxx in proportion to the Premises shall allow loss of use by the Tenant to surrender possession of the Demised Premises nor affect Tenant’s liability for while the payment of rents or charges or any other covenant herein contained, except as may be specifically provided in this Lease. Notwithstanding anything to the contrary contained in this Section or elsewhere in this Lease, Landlord, at its option, may terminate this Lease by giving Tenant notice thereof within one hundred and eighty (180) days from the date of the casualty if:Demised Premises are so being repaired.

Damage and Destruction. If all during the Lease Term, the Leased Premises or any part of the Premises shall be Building becomes damaged or destroyed in whole or in part by fire fire, other casualty or any other casualtycause (except condemnation), this Tenant will immediately notify Landlord of such event. This Lease shall continue will remain in full force and effect, unless terminated as hereinafter providedexcept that the Rent will be abated proportionately to the extent and for the period that all or a portion of the Leased Premises are rendered untenantable until the first to occur of (a) resumption by Tenant of its business use in the Leased Premises or (b) expiration of thirty (30) days following completion by Landlord of the required repairs or restoration. If Landlord determines, in its sole discretion, that the damage or destruction to the Leased Premises and/or to the Building is so extensive that repair or restoration is uneconomical, or if Landlord otherwise decides not to repair or restore the Building, and Landlord shall repairconcurrently terminates all other leases in the Building, restore or rebuild then this Lease will terminate on the Premises first day after Landlord gives Tenant written notice of such termination. The Rent then will be adjusted and paid to the condition existing at the time date of the occurrence of damage or destruction. Tenant will immediately vacate and surrender the loss; providedLeased Premises upon such termination. Tenant, however, will not be released from liability for the amount of any insurance deductible (up to $25,000.00) arising from any damage caused by Tenant or its agents or employees, or released from responsibility for any of its obligations under this Lease for the period before such termination. If Landlord decides to repair or restore the Leased Premises and/or the Building, it will do so with reasonable speed, subject to reasonable delays for: (a) adjusting losses under insurance policies; (b) labor troubles; or (c) any other cause beyond Landlord's reasonable control. Landlord shall not be obligated to commence such repair, restoration or rebuilding until insurance proceeds are received by Landlord, and Landlord’s obligation hereunder shall be limited to the proceeds actually received by Landlord under any insurance policy or policies, if any, less those amounts (i) which have been required to be applied towards the reduction of any indebtedness secured by a mortgage covering the Premises or any portion thereof, and (ii) which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover any such insurance proceeds. notify Tenant agrees to notify Landlord in writing not less no later than thirty (30) days priorfollowing the fire or casualty, as to the date Tenant opens time period reasonably estimated for business in the Premises of the actual cost of all permanent leasehold improvements and betterments installed such repairs or restoration to be installed by Tenant in the Premises (whether same have been paid for entirely or partially by Tenant), but exclusive of Tenant’s personal property, movable trade fixtures and inventory. Similar notifications shall be given to Landlord not less than thirty (30) days prior to the commencement of any proposed alterations, additions or improvements to the Premises. If Tenant fails to comply, with the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such loss, and in addition to any other rights or remedies reserved by Landlord under this Lease, Landlord’s obligations under this Article to repair, replace and/or rebuild the Premises shall be deemed inapplicable, and in lieu thereof, Landlord may, at its election, either restore or require Tenant to restore the Premises to the condition which existed prior to such loss, and in either case Tenant shall pay the cost of such restoration. Tenant covenants and agrees to repair or replace Tenant’s fixtures, furniture, furnishings, floor coverings, equipment and stock in trade and reopen for business in the Premises within thirty (30) days after notice from Landlord that the Premises are ready for re-occupancy. No damage or destruction to the Premises shall allow Tenant to surrender possession of the Premises nor affect Tenant’s liability for the payment of rents or charges or any other covenant herein contained, except as may be specifically provided in this Leasecompleted. Notwithstanding anything in this Lease to the contrary contained contrary, if the estimated time for the repairs or restoration is in this Section excess of 180 days from the date of the fire or elsewhere in this Leasecasualty, Landlord, at its option, may Tenant shall have the right to terminate this Lease by giving written notice to Landlord of Tenant's exercise of such termination right, such notice to be delivered no later than ten (10) days following receipt by Tenant notice thereof of Landlord's notice. Further, if Landlord does not complete the restoration of Cue Leased Premises within one two hundred and eighty ten (180210) days from the date of the fire or other casualty if:(which period may be extended for an additional 30 days by written notice from Landlord to Tenant prior to the expiration of said 210-day period if the impairs or restoration are substantially complete and Landlord is diligently pursuing completion of same), Tenant shall have another right to terminate this Lease, by written notice to Landlord, which notice shall be effective in the absence of the completion by Landlord of the required repairs or restoration within ten (10) days following Landlord's receipt of such termination notice.

Damage and Destruction. (a) If all or any part of the Premises shall be or the Building are damaged or destroyed by fire or other casualty, Landlord will give Tenant written notice of the time which will be needed to repair such damage, as determined by Landlord in its reasonable discretion, and the election (if any) which Landlord has made according to this Article 18. Such notice will be given before the 30th day (the "notice date") after the fire or other insured casualty. (b) If the Premises or the Building are damaged by fire or other casualty to an extent which may be repaired within one hundred twenty (120) days after the notice date, as reasonably determined by Landlord, Landlord will promptly begin to repair the damage after the notice date and will diligently pursue the completion of such repair. In that event this Lease shall will continue in full force and effect, unless terminated as hereinafter provided, and Landlord shall repair, restore or rebuild the Premises to the condition existing at the time of the occurrence of the loss; provided, however, Landlord shall not effect except that Monthly Rent will be obligated to commence such repair, restoration or rebuilding until insurance proceeds are received by Landlord, and Landlord’s obligation hereunder shall be limited to the proceeds actually received by Landlord under any insurance policy or policies, if any, less those amounts (i) which have been required to be applied towards the reduction of any indebtedness secured by abated on a mortgage covering the Premises or any portion thereof, and (ii) which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover any such insurance proceeds. Tenant agrees to notify Landlord in writing not less than thirty (30) days prior, to the date Tenant opens for business in the Premises of the actual cost of all permanent leasehold improvements and betterments installed or to be installed by Tenant in the Premises (whether same have been paid for entirely or partially by Tenant), but exclusive of Tenant’s personal property, movable trade fixtures and inventory. Similar notifications shall be given to Landlord not less than thirty (30) days prior to the commencement of any proposed alterations, additions or improvements to the Premises. If Tenant fails to comply, with the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such loss, and in addition to any other rights or remedies reserved by Landlord under this Lease, Landlord’s obligations under this Article to repair, replace and/or rebuild the Premises shall be deemed inapplicable, and in lieu thereof, Landlord may, at its election, either restore or require Tenant to restore the Premises to the condition which existed prior to such loss, and in either case Tenant shall pay the cost of such restoration. Tenant covenants and agrees to repair or replace Tenant’s fixtures, furniture, furnishings, floor coverings, equipment and stock in trade and reopen for business in the Premises within thirty (30) days after notice from Landlord that the Premises are ready for re-occupancy. No damage or destruction to the Premises shall allow Tenant to surrender possession of the Premises nor affect Tenant’s liability for the payment of rents or charges or any other covenant herein contained, except as may be specifically provided in this Lease. Notwithstanding anything to the contrary contained in this Section or elsewhere in this Lease, Landlord, at its option, may terminate this Lease by giving Tenant notice thereof within one hundred and eighty (180) days pro rata basis from the date of the damage until the date of the completion of such repairs (the "repair period") based on the proportion of the rentable area of the Premises Tenant is unable to use during the repair period. (c) If the Premises or the Building are damaged by fire or other casualty ifto an extent that may not be repaired within one hundred twenty (120) days after the notice date, as reasonably determined by Landlord, then (1) Landlord may cancel this Lease as of the date of such damage by written notice given to Tenant on or before the notice date or (2) Tenant may cancel this Lease as of the date of such damage by written notice given to Landlord within ten (10) days after Landlord's delivery of a written notice that the repairs cannot be made within such one hundred twenty (120) day period. If neither Landlord nor Tenant so elects to cancel this Lease, Landlord will diligently proceed to repair the Building and Premises and Monthly Rent will be abated on a pro rata basis during the repair period based on the proportion of the rentable area of the Premises Tenant is unable to use during the repair period. (d) Notwithstanding the provisions of subparagraphs (a), (b), and (c) above, Landlord shall have no obligation whatsoever to repair, reconstruct, or restore the Premises and/or the Building if any of the following occurs:

Damage and Destruction. If all either the Building or any part the Premises should be substantially destroyed or damaged (which, as used herein, means destruction or material damage to at least 50% of the Premises shall be damaged Building or destroyed the Premises) by fire or other casualty, then either party hereto may, at its option, terminate this Lease Use Agreement by giving written notice thereof to the other party within thirty (30) days after the date of such casualty. In such event, Periodic Use Compensation shall continue in full force be apportioned to and effectshall cease as of the date of such casualty. If neither party exercises this option, unless terminated as hereinafter provided, and Landlord shall repair, restore or rebuild then the Premises shall be reconstructed and restored, at City's expense, to substantially the same condition as they were prior to the condition existing at the time of the occurrence of the losscasualty; provided, however, Landlord shall not be obligated to commence such repair, restoration or rebuilding until insurance proceeds are received by Landlord, and Landlord’s that City's obligation hereunder shall be limited to the proceeds actually received by Landlord under any insurance policy or policies, if any, less those amounts (i) which have been reconstruction of such of the RW interior improvements as were originally required to be applied towards provided by City in accordance with this Use Agreement and further provided that, if RW has made any additional improvements pursuant to Section 3.02 of this Use Agreement, RW shall reimburse City for the reduction cost of reconstructing the same on terms satisfactory to City in its sole discretion. In the event of such reconstruction, Periodic Use Compensation shall be abated for any indebtedness secured period between the date of the casualty and substantial completion of the reconstruction repairs by a mortgage covering City during which the Premises are unusable (or any abated on a pro rata basis if only a portion thereof, of the Premises is unusable) and (ii) which are used to reimburse Landlord this Use Agreement shall continue in full force and effect for all costs the balance of the term hereof. If the Building and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover any such insurance proceeds. Tenant agrees to notify Landlord in writing not the Premises should be less than thirty (30) days prior, to the date Tenant opens for business substantially destroyed or damaged by fire or other casualty that does not result in the Premises a termination of the actual cost Use Agreement as provided for above, then such damaged part of all permanent leasehold improvements and betterments installed or to be installed by Tenant in the Premises (whether same have been paid for entirely or partially by Tenant), but exclusive of Tenant’s personal property, movable trade fixtures and inventory. Similar notifications shall be given to Landlord not less than thirty (30) days prior to the commencement of any proposed alterations, additions or improvements to the Premises. If Tenant fails to comply, with the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such loss, and in addition to any other rights or remedies reserved by Landlord under this Lease, Landlord’s obligations under this Article to repair, replace and/or rebuild the Premises shall be deemed inapplicablereconstructed and restored at City's expense, to substantially the same condition as they were prior to the casualty; provided, however, that City's obligation hereunder shall be limited to the reconstruction of such of the RW interior improvements as were originally required to be provided by City in accordance with this Use Agreement, and further provided that, if RW has made any additional improvements pursuant to Section 3.02 of this Use Agreement, RW shall reimburse City for the cost of reconstructing the same on terms satisfactory to City in lieu thereofits sole discretion. Periodic Use Compensation shall be abated to the extent the Premises are unusable (or abated on a pro rata basis if only a portion of the Premises is unusable) from the date of the casualty until substantial completion of the reconstruction repairs by City; and this Use Agreement shall continue in full force and effect for the balance of the term hereof. City shall use reasonable diligence in completing such reconstruction repairs. Notwithstanding anything else to the contrary contained in this Section 6.01, Landlord mayexcept for RW's reimbursement for the cost of reconstructing those improvements made by RW pursuant to Section 3.02 of this Use Agreement, at its electionCity shall have no obligation to pay for restoration of the Premises more than the net amount of the insurance proceeds payable for the benefit of City by reason of such damage or destruction after deduction of City's cost of obtaining such proceeds and any amount any lender to City requires to be applied to such loan, either restore or require Tenant provided that if because such proceeds plus any amount City voluntarily contributes are insufficient to restore the Premises substantially to the condition which existed they were in prior to such losscasualty, and in either case Tenant subject to the limitations with regard to RW's additional improvements as set forth above, RW shall pay have the cost of such restoration. Tenant covenants and agrees right to repair or replace Tenant’s fixtures, furniture, furnishings, floor coverings, equipment and stock in trade and reopen for business in the Premises terminate this Use Agreement by written notice to City which is delivered within thirty (30) days after notice from Landlord RW first becomes aware that the Premises are ready for re-occupancy. No damage or destruction to the Premises shall allow Tenant to surrender possession of the Premises nor affect Tenant’s liability for the payment of rents or charges or any other covenant herein contained, except as may be specifically provided in this Lease. Notwithstanding anything to the contrary contained in this Section or elsewhere in this Lease, Landlord, at its option, may terminate this Lease by giving Tenant notice thereof within one hundred and eighty (180) days from the date of the casualty if:such insufficiency exists.

Damage and Destruction. If all prior to the termination of the Term (a) the Buses or any part of the Premises shall be portion thereof are destroyed (in whole or in part) or are damaged or destroyed by fire or other casualtycasualty or (b) title to, this Lease or the temporary use of, the Buses or any part thereof or the estate of Purchaser or Seller in the Buses or any part thereof shall continue be taken by any governmental body or by any person, firm or corporation acting under governmental authority, Purchaser shall give notice of its intention to file an insurance claim in full force the case of any damage or other casualty and effectSeller will cause the Net Proceeds of any insurance claim to be deposited in the Insurance Fund under the Trust Agreement. The Net Proceeds of any insurance, unless terminated as hereinafter providedincluding the proceeds of any self-insurance fund but not including the proceeds of any public liability insurance award received on account of any damage or destruction shall be made available to Purchaser upon its request to replace, and Landlord shall repair, rebuild, restore or rebuild modify the Premises Buses pursuant to the condition existing requisition procedures set forth in Section 4.05 of the Trust Agreement. Pending such application, such proceeds may be invested by the Trustee in Qualified Investments that mature or are redeemable at the option of the holder not later than such times as shall be necessary to provide moneys when needed to pay such costs of repair or replacement. Notwithstanding the foregoing, Purchaser shall notify the Trustee, within 60 days of the receipt by Purchaser of written notice from the Trustee that the Trustee has received insurance proceeds, whether Purchaser intends to replace or repair the property in respect of which such proceeds were received. The Net Proceeds of any insurance, including the proceeds of any self- insurance fund but not including the proceeds of any public liability insurance, not applied to repairing or replacing damaged, destroyed or taken property, or in respect of which notice in writing by Purchaser of its intention to apply the same to the work of repairing or replacing the property damaged, destroyed or taken shall not have been given to the Trustee within six months of receipt of such proceeds by the Trustee, or which Purchaser shall at any time during such period have notified the Trustee are not to be so applied, shall forthwith be applied to the redemption of Certificates in the manner specified in the Trust Agreement. Upon or after the occurrence of an Event of Default under this Agreement or the loss; providedTrust Agreement, the Trustee shall apply amounts in the various funds and accounts therein as provided in the Trust Agreement. Except as provided above, Purchaser shall not, however, Landlord shall not be obligated entitled to commence such repair, restoration or rebuilding until insurance proceeds are received by Landlord, and Landlord’s obligation hereunder shall be limited to the proceeds actually received by Landlord under any insurance policy or policies, if any, less those amounts (i) which have been required to be applied towards the reduction of any indebtedness secured by a mortgage covering the Premises or any portion thereof, and (ii) which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover any such insurance proceeds. Tenant agrees to notify Landlord in writing not less than thirty (30) days prior, to the date Tenant opens for business in the Premises diminution of the actual cost of all permanent leasehold improvements and betterments installed or to be installed by Tenant in the Premises (whether same have been paid for entirely or partially by Tenant), but exclusive of Tenant’s personal property, movable trade fixtures and inventory. Similar notifications shall be given to Landlord not less than thirty (30) days prior to the commencement of any proposed alterations, additions or improvements to the Premises. If Tenant fails to comply, with the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such loss, and in addition to any other rights or remedies reserved by Landlord amounts payable under this Lease, Landlord’s obligations under this Article to repair, replace and/or rebuild the Premises shall be deemed inapplicable, and in lieu thereof, Landlord may, at its election, either restore or require Tenant to restore the Premises to the condition which existed prior to such loss, and in either case Tenant shall pay the cost of such restoration. Tenant covenants and agrees to repair or replace Tenant’s fixtures, furniture, furnishings, floor coverings, equipment and stock in trade and reopen for business in the Premises within thirty (30) days after notice from Landlord that the Premises are ready for re-occupancy. No damage or destruction to the Premises shall allow Tenant to surrender possession of the Premises nor affect Tenant’s liability for the payment of rents or charges or any other covenant herein contained, except as may be specifically provided in this Lease. Notwithstanding anything to the contrary contained in this Section or elsewhere in this Lease, Landlord, at its option, may terminate this Lease by giving Tenant notice thereof within one hundred and eighty (180) days from the date of the casualty if:VI hereof.

Damage and Destruction. If all the Building, improvements or any part other portions of the Premises are rendered partially or wholly untenantable from fire or other casualty, and if such damage cannot, in Landlord's reasonable estimation, be materially restored within one hundred eighty (180) days of such damage, then Landlord may, in its sole option, terminate this Lease as of the date of such fire or casualty. For purposes hereof, the Building, or other portions of the Premises shall be damaged deemed "materially restored" if they are in such condition as would not prevent or destroyed by fire or other casualtymaterially interfere with tenant's use of the Premises for the purpose for which it was then being used. If this Lease is not terminated pursuant to the above paragraph, then Landlord shall proceed with all due diligence to repair and restore the Building, at Landlord's cost, once it has been assured of the existence of and payment of the insurance proceeds (except that Landlord may elect not to rebuild if such damage occurs during the last year of the term of the Lease exclusive of any option which is unexercised at the data of such damage). If this Lease is not terminated pursuant to the above paragraph, the term of this Lease shall continue end on the date of such damage as if the date had been originally fixed in full force and effect, unless this Lease for the expiration of term hereof. If the Lease shall not be terminated as hereinafter provided, and by Landlord shall repair, restore or rebuild the Premises pursuant to the condition existing above paragraph and in the event that the Landlord should fail to complete such repairs and material restoration within one hundred eighty (180) days after the date of such damage, Tenant may at its option and as its sole remedy terminate this Lease by delivering written notice to Landlord whereupon the time Lease shall end on the date of such notice as if the date of such notice where originally fixed in this Lease for the expiration of the occurrence of the lossterm hereof; provided, however, Landlord shall not be obligated to commence such repairthat if construction is delayed because of changes, restoration deletions or rebuilding until insurance proceeds are received additions in construction requested by Tenant strikes, lockouts, casualties, acts of God, war, material or labor shortages, governmental regulation or control or other causes beyond the reasonable control of Landlord, and Landlord’s obligation hereunder the period for restoration, repair of rebuilding shall be limited to extended for the proceeds actually received by amount of time Landlord under any insurance policy or policies, if any, less those amounts (i) which have been required to be applied towards the reduction of any indebtedness secured by a mortgage covering the Premises or any portion thereof, and (ii) which are used to reimburse Landlord for all costs and expenses, including but not limited to attorneys’ fees, incurred by Landlord to recover any such insurance proceedsis so delayed. Tenant agrees to notify Landlord in writing not less than thirty (30) days priorthat during any period of restoration or repair of Premises, to Tenant shall continue the date Tenant opens for business in the Premises operation of the actual cost of all permanent leasehold improvements and betterments installed or to be installed by Tenant in the Premises (whether same have been paid for entirely or partially by Tenant), but exclusive of Tenant’s personal property, movable trade fixtures and inventory. Similar notifications shall be given to Landlord not less than thirty (30) days prior to the commencement of any proposed alterations, additions or improvements to the Premises. If Tenant fails to comply, with the foregoing provisions, any loss or damage Landlord shall sustain by reason thereof shall be borne by Tenant and shall be paid immediately by Tenant upon receipt of a xxxx therefore and evidence of such loss, and in addition to any other rights or remedies reserved by Landlord under this Lease, Landlord’s obligations under this Article to repair, replace and/or rebuild the Premises shall be deemed inapplicable, and in lieu thereof, Landlord may, at its election, either restore or require Tenant to restore 's business within the Premises to the condition extent practicable, During the period from the date of damage until the date that the untenantable portion of the Premisses is materially restored, the rent shall be reduced to the extent of the proportion of the Premises which existed prior is untenable, however, there shall be no abatement of other sums to such lossbe paid by Tenant to Landlord as required by this Lease. In no event shall Landlord be required to rebuild, and in either case Tenant shall pay the cost of such restoration. Tenant covenants and agrees to repair or replace Tenant’s any part of the partitions, fixtures, furniture, furnishings, floor coverings, equipment additions and stock other improvements which may have been placed in trade and reopen for business in or about the Premises within thirty (30) days by Tenant after notice from the Commencement Date, however, Landlord has the right but not the obligation to rebuild, repair or replace at Tenant's expense so much of the partitions, fixtures, additions, and other improvements as may be necessary to insure that the Premises are ready for re-occupancy. No damage or destruction to the Premises shall allow Tenant to surrender possession of the Premises nor affect Tenant’s liability for the payment of rents or charges or any other covenant herein contained, except as may be specifically provided in this Lease. Notwithstanding anything to the contrary contained in this Section or elsewhere in this Lease, Landlord, at its option, may terminate this Lease by giving Tenant notice thereof within one hundred and eighty (180) days from the date of the casualty if:materially restored.