Common use of Damage or Destruction Clause in Contracts

Damage or Destruction. (a) If the Premises shall be damaged by fire or other casualty, the Landlord shall collect the proceeds of such insurance and immediately and with all due diligence commence to repair such damage at its expense. From the date the damage occurs to the date the repairs are complete, the rent due hereunder shall be reduced by the same percentage as the percentage of the Premises which, in the Tenant's reasonable judgment, cannot be safely, economically or practically used for the operation of the Tenant's business. Anything herein to the contrary notwithstanding, if in the Tenant's reasonable judgment, any damage or destruction to the Premises from any cause whatsoever cannot be repaired within one hundred eighty (180) days following the date such damage occurs, the Tenant may terminate this Lease by written notice to the Landlord given within ninety (90) days following the occurrence of such damage. In addition, if any damage or destruction to the Premises from any cause whatsoever cannot be repaired, in the Landlord's reasonable judgment, within one hundred eighty (180) days following the date such damage occurs and the Landlord elects not to repair such damage, the Landlord shall have the right to terminate this Lease by written notice to the Tenant given within ninety (90) days after the date such damage occurred provided that no more than three (3) calendar years remain in the term hereof. Notwithstanding the foregoing, if at the time the Landlord gives such termination notice any of the renewal options provided for in the Lease have not yet been exercised and the Tenant exercises a renewal option within thirty (30) days after receipt of the Landlord's termination notice, then this Lease shall not be terminated and the Landlord shall promptly commence restoration of the Premises. (b) In the event of a termination of the Lease pursuant to this paragraph, all insurance proceeds payable by reason of damage under policies required to be carried hereunder (excluding any insurance proceeds attributable to damage to the Tenant's inventory, trade fixtures, business or leasehold improvements paid for by the Tenant) shall be paid to the Landlord.

Damage or Destruction. If the Premises are partially damaged or destroyed by any casualty insured against under any insurance policy maintained by Landlord, Landlord shall repair the Premises to substantially the condition in which the Premises were immediately prior to such damage or destruction and collect insurance proceeds when dispensed. L▇▇▇▇▇▇▇’s obligation under the preceding sentence shall not exceed the lesser of the cost of the standard improvements installed by Landlord in the Premises, or the proceeds received by Landlord from any insurance policy maintained by Landlord. Until such repair is complete, the Basic Monthly Rent shall be abated proportionately commencing on the date of such damage or destruction as to that portion of the Premises rendered untenable, if any. If (a) If by reason of such occurrence the Premises shall be are rendered wholly untenable, (b) the Premises are damaged as a result of a risk not covered by fire insurance, (c) the Premises are damaged in whole or other casualtyin part during the last twelve (12) months of the Term, (d) the Landlord shall collect Premises or the proceeds of such insurance and immediately and with all due diligence commence to repair such damage at its expense. From Building (whether or not the date the damage occurs Premises are damaged) is damaged to the date the repairs are complete, the rent due hereunder shall be reduced by the same percentage as the percentage extent of twenty-five percent (25%) or more of the Premises whichthen-replacement value of either or to the extent that it would take, in the Tenant's reasonable judgmentLandlord’s opinion, cannot be safely, economically or practically used for the operation in excess of the Tenant's business. Anything herein to the contrary notwithstanding, if in the Tenant's reasonable judgment, any damage or destruction to the Premises from any cause whatsoever cannot be repaired within one hundred eighty (180) days following the date such damage occurs, the Tenant may terminate this Lease by written notice to the Landlord given within ninety (90) days following to complete the occurrence of such damage. In additionrequisite repairs, if or (e) insurance proceeds adequate to repair the Property are not available to Landlord for any reason, Landlord may either elect to repair the damage or destruction to the Premises from any cause whatsoever cannot be repaired, in the Landlord's reasonable judgment, within one hundred eighty (180) days following the date such damage occurs and the Landlord elects not to repair such damage, the Landlord shall have the right to terminate cancel this Lease by written notice to the Tenant given within ninety (90) days after the date such damage occurred provided that no more than three (3) calendar years remain in the term hereof. Notwithstanding the foregoing, if at the time the Landlord gives such termination notice any of the renewal options provided for in the Lease have not yet been exercised and the Tenant exercises a renewal option cancellation within thirty (30) days after receipt such event, and on such notice Tenant shall vacate and surrender the Premises to Landlord. If Landlord elects to repair any such damage, any abatement of Basic Monthly Rent shall end on notice given by Landlord to Tenant that the Landlord's termination noticePremises have been repaired. If the damage is caused by the negligence of Tenant or Tenant’s Occupants, then this Lease Basic Monthly Rent shall not be terminated and the a▇▇▇▇. Except for abatement of Basic Monthly Rent, if any, Tenant shall have no claim against Landlord shall promptly commence restoration of the Premises. (b) In the event of a termination of the Lease pursuant to this paragraph, all insurance proceeds payable for any loss suffered by reason of damage under policies required to be carried hereunder (excluding any insurance proceeds attributable to damage such damage, destruction, repair or restoration, nor may Tenant terminate this Lease as the result of any statutory provision in effect on or after the date of this Lease pertaining to the damage and destruction of the Premises or the Building. The proceeds of all insurance carried by Tenant on Tenant's inventory’s furnishings, trade fixtures, business or leasehold improvements paid for by the Tenant) improvements, equipment and other personal property shall be paid held in trust by Tenant for the purpose of the repair and replacement of the same. Landlord shall not be required to repair any damage to, or to make any restoration or replacement of, any furnishings, trade fixtures, leasehold improvements, equipment and other personal property installed in the LandlordPremises by Tenant or at the direct or indirect expense of Tenant. Unless this Lease is terminated by Landlord pursuant to this Paragraph, Tenant shall be required to restore or replace such furnishings, trade fixtures, leasehold improvements, equipment and other personal property on damage or destruction in at least a condition equal to that existing prior to such event.

Damage or Destruction. (a) 12.1 Except as otherwise provided in Section 12.2 below, if the Premises are damaged and destroyed by any casualty covered by fire and special extended coverage insurance policies which Landlord is required to provide pursuant to Article 14, Landlord shall repair such damage as soon as reasonably possible, to the extent of the available proceeds, and the Lease shall continue in full force and effect. 12.2 If the Premises shall be are damaged or destroyed by any casualty covered by Landlord's fire and special extended coverage insurance policies which Landlord is required to provide pursuant to Article 14, to the extent of seventy-five percent (75%) or other casualtymore of the replacement cost thereof, or to the extent of twenty-five percent (25%) or more of the replacement cost of the Premises if the damage occurs during the last twelve (12) months of the Term, or if the insurance proceeds which are received by Landlord, under the policies Landlord shall collect is required to provide, are not sufficient to repair the proceeds damage (specifically including any insufficiency due to payment of such insurance and immediately and with all due diligence commence proceeds to Landlord's lender, if required), then Landlord may, at Landlord's option, either (i) repair such damage as soon as reasonably possible, in which event this Lease shall continue in full force and effect, or (ii) cancel and terminate this Lease as of the date of the occurrence of such damage. Landlord shall deliver to Tenant written notice of Landlord's election within sixty (60) days after the date of the occurrence of the damage, which notice shall also specify the expected time to restore the Premises if Landlord elects to repair the damages. See Addendum A-12.2. 12.3 If at any time during the Term the Premises are damaged and such damage was caused by a casualty not covered under the insurance policy Landlord is required to carry pursuant to Section 14.2, Landlord may, at its option, either (i) repair such damage as soon as reasonably possible at Landlord's expense. From , in which event this Lease shall continue in full force and effect, or (ii) cancel and terminate this Lease as of the date of the occurrence of such damage, by giving Tenant written notice of Landlord's election to do so within thirty (30) days after the date of occurrence of such damage, in which event this Lease shall so terminate unless within thirty (30) days thereafter Tenant agrees to repair the damage occurs to the date the repairs are complete, the rent due hereunder shall be reduced by the same percentage as the percentage at its cost and expense or pay for Landlord's repair of the Premises which, in the Tenant's reasonable judgment, cannot be safely, economically or practically used for the operation of the Tenant's business. Anything herein such damage. 12.4 Notwithstanding anything to the contrary notwithstandingherein, if in it is determined that the Tenant's reasonable judgment, any damage or destruction to the Premises resulting from any cause whatsoever a casualty cannot be repaired within one hundred eighty twelve (18012) days months following the date such damage occursof casualty, the Tenant may terminate this Lease by written notice delivered to the Landlord given within ninety thirty (9030) days following Tenant's receipt of Landlord's written notice given under Section 12.2 or 12.3 above. 12.5 In the occurrence event of such damage. In addition, if any damage or destruction the Base Rent and all Additional Rent payable by Tenant hereunder shall be proportionately reduced from the date of casualty until the completion by Landlord of any repair or restoration pursuant to this Article 12 (provided that the abatement period shall not exceed twelve (12) months). Said reduction shall be based upon the extent to which the damage or the making of such repairs or restoration shall interfere with Tenant's business conducted in the Premises. 12.6 Landlord shall in no event be required or obligated to repair, restore or replace any of Tenant's Personal Property. Landlord shall restore the Tenant Improvements and Special Tenant Improvements (if any) to the Premises from any cause whatsoever cannot be repairedextent of insurance proceeds received by Landlord. In the event of a termination of this Lease pursuant to this Article 12, in the Landlord's reasonable judgment, within one hundred eighty (180) days following the date such damage occurs and the Landlord elects not to repair such damage, the Landlord shall have pay to Tenant from the right proceeds of the insurance payable to terminate this Lease by written notice Landlord with respect to the Tenant given Improvements and Special Tenant Improvements an amount equal to the unamortized cost of Tenant's ownership interest in the Tenant Improvements and the Special Tenant Improvements. 12.7 In the event of a dispute by the parties regarding the extent of damage, duration of repair or rights of termination under Article 12 or 13 only of the Lease, either party can request arbitration within ninety (90) days after the date such damage occurred provided that no more than three (3) calendar years remain in the term hereof. Notwithstanding the foregoing, if at the time the Landlord gives such termination notice any of the renewal options provided for damage has occurred. In such event the dispute shall be resolved by arbitration in accordance with the Lease have not yet been exercised and the Tenant exercises a renewal option within thirty (30) days after receipt procedures set forth in Section 10.4 of the Landlord's termination notice, then this Lease shall not be terminated and the Landlord shall promptly commence restoration Declaration. The decision of the Premises. (b) In the event of a termination of the Lease pursuant to this paragraph, all insurance proceeds payable by reason of damage under policies required to be carried hereunder (excluding any insurance proceeds attributable to damage to the Tenant's inventory, trade fixtures, business or leasehold improvements paid for by the Tenant) arbitrator shall be paid to binding and conclusive on the Landlordparties.

Damage or Destruction. (a) If all or any part of the Premises shall be or any material portion of the balance of the Real Property is damaged by fire or other casualty, the Landlord shall collect the proceeds of such insurance and immediately and with all due diligence commence to repair such damage at its expense. From the date the damage occurs to the date the repairs are complete, the rent due hereunder shall be reduced by the same percentage as the percentage of the Premises whichcan, in the Tenant's Landlord’s reasonable judgmentopinion, cannot be safely, economically or practically used for the operation of the Tenant's business. Anything herein to the contrary notwithstanding, if in the Tenant's reasonable judgment, any damage or destruction to the Premises from any cause whatsoever cannot be repaired within one hundred eighty sixty (18060) days following of the date such damage, then Landlord shall repair the damage occurs, the Tenant may terminate and this Lease shall remain in full force and effect. If the repairs cannot, in Landlord’s opinion, be made within the sixty (60)-day period, Landlord at its option exercised by written notice to Tenant within the Landlord given within ninety sixty (9060)-day period, shall either (a) days following repair the occurrence of such damage. In addition, if any damage or destruction to the Premises from any cause whatsoever cannot be repaired, in the Landlord's reasonable judgmentwhich event this Lease shall continue in full force and effect, within one hundred eighty or (180b) days following the date such damage occurs and the Landlord elects not to repair such damage, the Landlord shall have the right to terminate this Lease as of the date specified by written notice to Landlord in the Tenant given within ninety notice, which date shall be not less than thirty (9030) days nor more than sixty (60) days after the date such damage occurred provided that no more than three (3) calendar years remain notice is given, and this Lease shall terminate on the date specified in the term hereofnotice. Notwithstanding the foregoing, if Landlord shall not be obligated to repair or replace any of Tenant’s movable furniture, equipment, trade fixtures, and other personal property, nor any above Building standard Alterations installed in the Premises by or at the time request of Tenant (including those installed by Landlord at Tenant’s request, whether prior or subsequent to the Landlord gives such termination notice commencement of the Lease term), and no damage to any of the renewal options provided foregoing shall entitle Tenant to any abatement, and Tenant shall, at Tenant’s sole cost and expense, repair and replace such items. All such repair and replacement of above Building standard Alterations by Tenant shall be constructed in accordance with Paragraph 9 above regarding Alterations. If the fire or other casualty damages the Premises or the common areas of the Real Property necessary for in Tenant’s use and occupancy of the Lease have not yet been exercised Premises, Tenant ceases to use any portion of the Premises as a result of such damage, and the damage does not result from the negligence or willful misconduct of Tenant exercises a renewal option within thirty (30) days after receipt or any other Tenant Parties, then during the period the Premises or portion thereof are rendered unusable by such damage and repair, Tenant’s Monthly Rent and Additional Rent under Paragraphs 5 and 7 above shall be proportionately reduced based upon the extent to which the damage and repair prevents Tenant from conducting, and Tenant does not conduct, its business at the Premises. A total destruction of the Landlord's termination noticeBuilding shall automatically terminate this Lease. In no event shall Tenant be entitled to any compensation or damages from Landlord for loss of use of the whole or any part of the Premises or for any inconvenience occasioned by any such destruction, then this Lease shall not be terminated and the Landlord shall promptly commence rebuilding or restoration of the Premises. (b, the Building or access thereto, except for the rent abatement expressly provided above. Tenant hereby waives California Civil Code Sections 1932(2) In the event of a and 1933(4), providing for termination of hiring upon destruction of the Lease pursuant thing hired and Sections 1941 and 1942, providing for repairs to this paragraph, all insurance proceeds payable by reason and of damage under policies required to be carried hereunder (excluding any insurance proceeds attributable to damage to the Tenant's inventory, trade fixtures, business or leasehold improvements paid for by the Tenant) shall be paid to the Landlordpremises.

Damage or Destruction. In the event (a) If the Improvements are damaged by fire, explosion or other casualty insured under the fire and extended coverage insurance policy required hereunder (an "INSURED CASUALTY") to the extent of fifty percent (50%) or more of the insurable value thereof immediately preceding the casualty, (b) the Improvements are damaged by a casualty or occurrence other than an Insured Casualty, (c) such damage occurs at anytime within the last twelve (12) months of the Lease Term, or (d) the Premises shall be or any portion thereof is damaged by fire fire, explosion or other casualtycasualty and the Premises cannot be repaired, rebuilt or restored to substantially the same condition, under any Legal Requirement or other governmental order or under any other agreement to which the Premises is subject (a "PROHIBITED CASUALTY"), then in such event Landlord may terminate this Lease by giving Tenant written notice of termination within thirty (30) days after the happening of the event causing the damage. In the event the damage is not extensive enough to give rise to Landlord's option to terminate this Lease, a Prohibited Casualty has not occurred, or Landlord does not elect to terminate this Lease, Landlord shall collect the proceeds of such insurance and immediately promptly and with all due diligence commence to repair such damage at its expense. From the date and replace the damage occurs to the date Improvements to the condition that existed immediately preceding such fire, explosion or other casualty. Upon completion of such repairs are completeand replacements by Landlord, the rent due hereunder Tenant shall be reduced by the same percentage as the percentage promptly repair or replace all portions of the Premises whichnot repaired or replaced by Landlord to the condition existing immediately preceding such fire, explosion or other casualty. All work by Tenant shall comply with the requirements and limitations imposed by Landlord. During any period of reconstruction or repair of the Premises, Tenant shall operate its business in the Tenant's reasonable judgment, cannot be safely, economically or practically used for the operation of the Tenant's business. Anything herein Premises to the contrary notwithstanding, if in extent practicable. Base Rent shall be abated during the Tenant's reasonable judgment, any period of such repair and restoration to the extent the Premises is not tenantable. If such damage or destruction to the Premises from any cause whatsoever cannot be repaired or completed within one hundred eighty (180) days following year after the date such damage occurs, the Tenant may terminate this Lease by written notice to the Landlord given within ninety (90) days following the occurrence of such damage. In addition, if any damage or destruction to the Premises from any cause whatsoever cannot be repairedoccurred, in the Landlord's reasonable judgment, within one hundred eighty (180) days following the date such damage occurs and the Landlord elects not to repair such damage, the Landlord Tenant shall have the right to terminate this Lease by written giving notice to the Tenant given within ninety (90) days after the date such damage occurred provided that no more than three (3) calendar years remain in the term hereof. Notwithstanding the foregoing, if at the time the Landlord gives such termination notice any of the renewal options provided for in the Lease have not yet been exercised and the Tenant exercises a renewal option within thirty (30) days after receipt of the Landlord's termination notice, then this Lease shall not be terminated and the Landlord shall promptly commence restoration of the Premises. (b) In the event of a termination of the Lease pursuant to this paragraph, all insurance proceeds payable by reason of damage under policies required to be carried hereunder (excluding any insurance proceeds attributable to damage to the Tenant's inventory, trade fixtures, business or leasehold improvements paid for by the Tenant) shall be paid to the Landlord.

Damage or Destruction. (a) If the Premises, the building in which the Premises shall may be located, or any systems, parking or common areas serving the Premises, are damaged by fire or other casualty, the Landlord shall collect the proceeds within forty-five (45) days of such insurance and immediately and with all due diligence commence casualty notify the Tenant (the “Landlord’s Notice”) whether Landlord elects to repair such damage at its expense. From the date restore the damage occurs to and, if so, whether in the date the repairs are complete, the rent due hereunder shall be reduced by the same percentage as the percentage reasonable determination of the Premises which, in Landlord the Tenant's reasonable judgment, cannot be safely, economically or practically used for the operation of the Tenant's business. Anything herein to the contrary notwithstanding, if in the Tenant's reasonable judgment, any damage or destruction to the Premises from any cause whatsoever cannot can be repaired within one hundred eighty twenty (180120) days following the date such damage occurs, the Tenant may terminate this Lease by written notice to the Landlord given within ninety (90) days following the occurrence of such damagenotice (the “Restoration Period”). In addition, if any damage or destruction to the Premises from any cause whatsoever cannot be repaired, in the Landlord's reasonable judgment, within one hundred eighty (180) days following the date such damage occurs and the If Landlord elects not to repair such damagethe damage then this Lease will terminate effective as of the date of the casualty and the Rent shall be prorated as of that date. If Landlord elects to repair the damage and (i) the damage substantially interferes with Tenant’s ability, in its reasonable judgment, to conduct its business therefrom, or (ii) if the repairs and restoration cannot be completed within the Restoration Period as determined by Landlord, then Tenant may, at its option, within thirty (30) days of the receipt of the Landlord’s Notice, terminate this Lease effective as of the date of the casualty and the Rent shall be prorated as of that date. If ▇▇▇▇▇▇▇▇ has elected to make the repairs and if Tenant has not exercised its right to terminate as set forth above, the Landlord shall within thirty (30) days from the date of the Landlord’s Notice, commence the repairs and restoration and proceed with all due diligence to restore the damaged areas to substantially the same condition in which they were in immediately prior to the occurrence of the casualty. For such period of time as Tenant cannot, in its reasonable judgment, conduct its business from the Premises as a result of the condition of the Premises, the Common Facilities, or the building of which the Premises may be a part, or caused by an interruption thereof because of reconstruction activities, the Rent shall ▇▇▇▇▇. To the extent and during the time that only a portion of the Premises is tenantable and to the extent that Tenant is able in its reasonable judgment to conduct its business therefrom, the Tenant shall receive a fair diminution of Rent. In the event the Landlord fails to deliver to the Tenant a Landlord’s Notice within the required forty-five (45) day period, the Tenant shall have the right to terminate this Lease by written notice to the Tenant given within ninety (90) days after as of the date such damage occurred provided that no more than three (3) calendar years remain in the term hereof. Notwithstanding the foregoing, if at the time the Landlord gives such termination notice any of the renewal options provided for in the Lease have not yet been exercised and the Tenant exercises a renewal option within thirty (30) days after receipt of the Landlord's termination notice, then this Lease shall not be terminated and the casualty. Landlord shall promptly commence restoration of the Premises. (b) In the event of a termination of the Lease pursuant have no obligation to this paragraph, all insurance proceeds payable by reason of damage under policies required to be carried hereunder (excluding any insurance proceeds attributable to damage to the Tenant's inventory, trade restore fixtures, business improvements, furniture, equipment or leasehold improvements paid for by the other property of Tenant) shall be paid to the Landlord.

Damage or Destruction. (a) If the Premises, the building in which the Premises shall may be located, or any systems, parking or common areas serving the Premises, are damaged by fire or other casualty, the Landlord shall collect the proceeds within forty-five (45) days of such insurance and immediately and with all due diligence commence casualty notify the Tenant (the “Landlord’s Notice”) whether Landlord elects to repair such damage at its expense. From the date restore the damage occurs to and, if so, whether in the date the repairs are complete, the rent due hereunder shall be reduced by the same percentage as the percentage reasonable determination of the Premises which, in Landlord the Tenant's reasonable judgment, cannot be safely, economically or practically used for the operation of the Tenant's business. Anything herein to the contrary notwithstanding, if in the Tenant's reasonable judgment, any damage or destruction to the Premises from any cause whatsoever cannot can be repaired within one hundred eighty twenty (180120) days following the date such damage occurs, the Tenant may terminate this Lease by written notice to the Landlord given within ninety (90) days following the occurrence of such damagenotice (the “Restoration Period”). In addition, if any damage or destruction to the Premises from any cause whatsoever cannot be repaired, in the Landlord's reasonable judgment, within one hundred eighty (180) days following the date such damage occurs and the If Landlord elects not to repair such damagethe damage then this Lease will terminate effective as of the date of the casualty and the Rent shall be prorated as of that date. If Landlord elects to repair the damage and (i) the damage substantially interferes with Tenant’s ability, in its reasonable judgment, to conduct its business therefrom, or (ii) if the repairs and restoration cannot be completed within the Restoration Period as determined by Landlord, then Tenant may, at its option, within thirty (30) days of the receipt of the Landlord’s Notice, terminate this Lease effective as of the date of the casualty and the Rent shall be prorated as of that date. If Landlord has elected to make the repairs and if Tenant has not exercised its right to terminate as set forth above, the Landlord shall within thirty (30) days from the date of the Landlord’s Notice, commence the repairs and restoration and proceed with all due diligence to restore the damaged areas to substantially the same condition in which they were in immediately prior to the occurrence of the casualty. For such period of time as Tenant cannot, in its reasonable judgment, conduct its business from the Premises as a result of the condition of the Premises, the Common Facilities, or the building of which the Premises may be a part, or caused by an interruption thereof because of reconstruction activities, the Rent shall ▇▇▇▇▇. To the extent and during the time that only a portion of the Premises is tenantable and to the extent that Tenant is able in its reasonable judgment to conduct its business therefrom, the Tenant shall receive a fair diminution of Rent. In the event the Landlord fails to deliver to the Tenant a Landlord’s Notice within the required forty-five (45) day period, the Tenant shall have the right to terminate this Lease by written notice to the Tenant given within ninety (90) days after as of the date such damage occurred provided that no more than three (3) calendar years remain in the term hereof. Notwithstanding the foregoing, if at the time the Landlord gives such termination notice any of the renewal options provided for in the Lease have not yet been exercised and the Tenant exercises a renewal option within thirty (30) days after receipt of the Landlord's termination notice, then this Lease shall not be terminated and the casualty. Landlord shall promptly commence restoration of the Premises. (b) In the event of a termination of the Lease pursuant have no obligation to this paragraph, all insurance proceeds payable by reason of damage under policies required to be carried hereunder (excluding any insurance proceeds attributable to damage to the Tenant's inventory, trade restore fixtures, business improvements, furniture, equipment or leasehold improvements paid for by the other property of Tenant) shall be paid to the Landlord.

Damage or Destruction. (a) 11.1 If the Premises shall be Building or the Premises, or any part thereof, is damaged by fire or other casualtycasualty before the Commencement Date or during the Lease Term, the and this Lease is not terminated pursuant to sections 11.2 or 11.3 hereof, Landlord shall collect the proceeds of such insurance and immediately and with all due diligence commence to repair such damage at its expense. From and restore the date Building and the damage occurs Premises to the date the repairs are complete, the rent due hereunder shall be reduced by substantially the same percentage as condition in which the percentage of Building and the Premises which, in the Tenant's reasonable judgment, cannot be safely, economically or practically used for the operation of the Tenant's business. Anything herein to the contrary notwithstanding, if in the Tenant's reasonable judgment, any damage or destruction to the Premises from any cause whatsoever cannot be repaired within one hundred eighty (180) days following the date such damage occurs, the Tenant may terminate this Lease by written notice to the Landlord given within ninety (90) days following existed before the occurrence of such damagefire or other casualty (provided that Landlord shall have no obligation to restore any above-Building standard improvements or Alterations in the Premises, unless the cost thereof is paid by Tenant in advance of such restoration, or any Alterations made by or for Tenant in the Premises following the Commencement Date) and this Lease shall, subject to the provisions of this Article 11, remain in full force and effect. In additionIf such fire or other casualty damages the Premises or common areas of the Project necessary for Tenant’s use and occupancy of the Premises and Tenant ceases to use any portion of the Premises as a result thereof, if then during the period the Premises are rendered untenantable by such damage Tenant shall be entitled to a reduction in monthly rent in the proportion that the area of the Premises rendered unusable by such damage bears to the total area of the Premises. Landlord shall not be obligated to repair any damage to, or destruction to make any replacement of, any movable furniture, equipment, trade fixtures or personal property in the Premises from or Alterations made by or for Tenant in the Premises following the Commencement Date. Tenant shall, at Tenant’s sole cost and expense, repair and replace all such movable furniture, equipment, trade fixtures, personal property and any cause whatsoever Alterations made by or for Tenant in the Premises following the Commencement Date. Such repair and replacement by Tenant shall be done in accordance with Article 8 hereof. Tenant hereby waives California Civil Code sections 1932(2) and 1933(4), or any successor statute, providing for termination of hiring upon destruction of the thing hired. 11.2 If the Project or the Premises, or any part thereof, is damaged by fire or other casualty before the Commencement Date or during the Lease Term and (a) such fire or other casualty occurs during the last twelve (12) months of the Lease Term and the repair and restoration work to be performed by Landlord in accordance with section 11.1 hereof cannot, as reasonably estimated by Landlord, be completed within two (2) months after the occurrence of such fire or other casualty, or (b) the insurance proceeds received by Landlord in respect of such damage are not adequate to pay the entire cost, as reasonably estimated by Landlord, of the repair and restoration work to be repairedperformed by Landlord in accordance with section 11.1 hereof, or (c) the repair and restoration work to be performed by Landlord in accordance with section 11.1 hereof cannot, as reasonably estimated by Landlord, be completed within six (6) months after the occurrence of such fire or other casualty, then, in the Landlord's reasonable judgmentany such event, within one hundred eighty (180) days following the date such damage occurs and the Landlord elects not to repair such damage, the Landlord shall have the right right, by giving written notice to Tenant within sixty (60) days after the occurrence of such fire or other casualty, to terminate this Lease by written notice to as of the Tenant given within ninety date specified in such notice, which date shall be not less than thirty (9030) days nor more than sixty (60) days after the date such damage occurred provided that no more than three (3) calendar years remain in the term hereof. Notwithstanding the foregoing, if at the time the Landlord gives such termination notice any of the renewal options provided for in the Lease have not yet been exercised and the Tenant exercises a renewal option within thirty (30) days after receipt of the Landlord's termination notice, then this Lease shall not be terminated and the Landlord shall promptly commence restoration of the Premisesis given. (b) In the event of a termination of the Lease pursuant to this paragraph, all insurance proceeds payable by reason of damage under policies required to be carried hereunder (excluding any insurance proceeds attributable to damage to the Tenant's inventory, trade fixtures, business or leasehold improvements paid for by the Tenant) shall be paid to the Landlord.

Damage or Destruction. (a) a. If the Premises or the Building shall be destroyed or damaged by fire or fire, other casualty, acts of God or the Landlord elements (a “Casualty”) so that it cannot, in Landlord’s good faith business judgment (which shall collect the proceeds of such insurance and immediately and with all due diligence commence to repair such damage at its expense. From be made within 60 after the date of the damage occurs to Casualty), be restored or made suitable for Tenant’s business needs within 180 days after the date the repairs are complete, the rent due hereunder shall be reduced by the same percentage as the percentage of the Premises whichCasualty, in the Tenant's reasonable judgment, cannot be safely, economically or practically used for the operation of the Tenant's business. Anything herein to the contrary notwithstanding, if in the Tenant's reasonable judgment, any damage or destruction to the Premises from any cause whatsoever cannot be repaired within one hundred eighty (180) days following the date such damage occurs, the Tenant then either party may terminate this Lease by written notice to the Landlord given other party within ninety (90) days following the occurrence of such damage. In addition, if any damage or destruction to the Premises from any cause whatsoever cannot be repaired, in the Landlord's reasonable judgment, within one hundred eighty (180) days following the date such damage occurs and the Landlord elects not to repair such damage, the Landlord shall have the right to terminate this Lease by written notice to the Tenant given within ninety (90) 30 days after the date such damage occurred provided that no more than three (3) calendar years remain in of the term hereofCasualty. Notwithstanding the foregoing, if at the time the Landlord gives Any such termination notice any of the renewal options provided for in the Lease have not yet been exercised and the Tenant exercises a renewal option within thirty (30) days after receipt of the Landlord's termination notice, then this Lease shall not be terminated effective as of the date of the Casualty and the Rent shall ▇▇▇▇▇ from that date, and any Rent paid for any period beyond such date shall be refunded to Tenant. b. If this Lease is not terminated as provided in Section 13(a), then Landlord shall, at its sole cost and expense, restore the Premises and/or the Building as soon as reasonably practicable (and in all events within the time periods set forth in Section 13(c) below) to the condition existing prior to the Casualty (to the extent practicable but, in any event, suitable for Tenant’s requirements), including without limitation any tenant improvements other than those improvements constructed by or for Tenant after the Commencement Date. During the restoration period, the Rent shall promptly commence restoration ▇▇▇▇▇ for the period during which the Premises are not suitable for Tenant’s business needs. If only a portion of the PremisesPremises is damaged, the Rent shall ▇▇▇▇▇ proportionately based upon the portion of the Premises that are not suitable for Tenant’s business needs and not used by Tenant. c. If Landlord, subject to delays occasioned by the occurrence of events of force majeure, does not restore the Premises and/or the Building as required in Subparagraph (b) In the event of a termination within 180 days of the date of the Casualty, Tenant may, as its discretion, terminate this Lease pursuant without incurring any liability to this paragraph, all insurance proceeds payable by reason of damage under policies required to be carried hereunder (excluding any insurance proceeds attributable to damage Landlord subsequent to the Tenant's inventoryCasualty, trade fixturesprovided (i) Tenant gives Landlord written notice of immediate termination within 30 days after the expiration of the applicable 180 day period, business or leasehold improvements paid for by and (ii) Landlord does not complete the Tenant) shall be paid restoration prior to the Landlordreceiving such notice.

Damage or Destruction. Until the Closing, the Assets shall remain at the risk of Seller. In the event of any material damage to or destruction of any of the Assets after the date hereof and prior to the Closing (ain any such case, a “Damage or Destruction Loss”) Seller shall give notice thereof to Purchaser promptly thereafter. If any such Damage or Destruction Loss is covered by policies of insurance and the Premises underlying Asset is not repaired or replaced prior to Closing, all right and claim of Seller to any proceeds of insurance for such Damage or Destruction Loss shall be damaged assigned and (if previously received by fire or other casualty, Seller and not used prior to the Landlord shall collect the proceeds of such insurance and immediately and with all due diligence commence Closing Date to repair such damage at its expense. From the date the damage occurs to the date the repairs are complete, the rent due hereunder shall be reduced by the same percentage as the percentage of the Premises which, in the Tenant's reasonable judgment, cannot be safely, economically or practically used for the operation of the Tenant's business. Anything herein to the contrary notwithstanding, if in the Tenant's reasonable judgment, any damage or destruction destruction) paid to the Premises from Purchaser at Closing in accordance with Section 1.4(b). If any cause whatsoever cansuch Damage or Destruction Loss is not be repaired within one hundred eighty (180) days following the date such damage occurscovered by policies of insurance, the Tenant may terminate this Lease by written notice to the Landlord given within ninety (90) days following the occurrence of such damage. In addition, if any damage or destruction to the Premises from any cause whatsoever cannot be repaired, in the Landlord's reasonable judgment, within one hundred eighty (180) days following the date such damage occurs and the Landlord elects not to repair such damage, the Landlord Purchaser shall have the right to terminate this Lease reduce the Cash Consideration by written notice an amount equal to (i) if such Assets are not destroyed or damaged beyond repair and are able to be repaired to substantially the same condition that existed prior to such Damage or Destruction Loss at a cost less than their replacement cost, the estimated cost to repair or restore the Assets affected by such Damage or Destruction Loss to substantially the same condition that existed immediately prior to the Tenant given within ninety occurrence of such Damage or Destruction Loss, or (90ii) days after if such Assets are destroyed or damaged beyond repair or are not able to be repaired to substantially the date same condition that existed prior to such damage occurred provided that no more Damage or Destruction Loss at a cost less than three (3) calendar years remain in their replacement cost, the term hereof. Notwithstanding the foregoing, if at the time the Landlord gives such termination notice any replacement cost of the renewal options provided for in Assets. If Purchaser elects to reduce the Lease have not yet been exercised and the Tenant exercises a renewal option within thirty (30) days after receipt of the Landlord's termination notice, then this Lease shall not be terminated and the Landlord shall promptly commence restoration of the Premises. (b) In the event of a termination of the Lease Cash Consideration pursuant to this paragraphSection 4.12, all insurance proceeds payable Seller and Purchaser shall negotiate in good faith in an effort to agree upon the amount of such reduction. If the parties are unable to reach agreement within five (5) Business Days after notice of the Damage or Destruction Loss is given by reason Seller, then the amount of damage under policies required to the reduction shall be carried hereunder (excluding any insurance proceeds attributable to damage to the Tenant's inventory, trade fixtures, business or leasehold improvements paid for determined by the Tenant) shall be paid to the LandlordBankruptcy Court.

Damage or Destruction. (a) If In the Premises shall be damaged by fire or other casualty, the Landlord shall collect the proceeds event of such insurance and immediately and with all due diligence commence to repair such damage at its expense. From the date the damage occurs to the date the repairs are complete, the rent due hereunder shall be reduced by the same percentage as the percentage of the Premises which, in the Tenant's reasonable judgment, cannot be safely, economically or practically used for the operation of the Tenant's business. Anything herein to the contrary notwithstanding, if in the Tenant's reasonable judgment, any damage or destruction to the Premises from any by fire or other cause whatsoever cannot be repaired within one hundred eighty (180) days following during the date such damage occursterm hereof, the Tenant may terminate this Lease following provisions shall apply: (a) If the Building is damaged by written notice fire or any other cause to such extent that the Landlord given within ninety cost of restoration, as reasonably estimated by Lessor, will equal or exceed thirty percent (9030%) days following of the replacement value of the Building (exclusive of foundations) just prior to the occurrence of such the damage. In addition, then Lessor may, no later than the sixtieth (60th) day following the damage, give Lessee written notice of Lessor's election to terminate this Lease. (b) If the cost of restoration as estimated by Lessor will equal or exceed fifty percent (50%) of said replacement value of the Building and if any the Demised Premises are not suitable as a result of said damage or destruction to for the Premises from any cause whatsoever cannot be repairedpurposes for which they are demised hereunder, in the Landlord's reasonable judgmentopinion of Lessee, within one hundred eighty then Lessee may, no later than the sixtieth (18060th) days day following the date such damage occurs damage, give Lessor a written notice of election to terminate this Lease. (c) If the cost or restoration as estimated by Lessor shall amount to less than thirty percent (30%) of said replacement value of the Building, or if despite the cost, Lessor does not elect to terminate this Lease, Lessor shall restore the Building and the Landlord elects Demised Premises with reasonable promptness, subject to delays beyond Lessor's control and delays in the making of insurance adjustments by Lessor; and Lessee shall not to repair such damage, the Landlord shall have the right to terminate this Lease by written notice to the Tenant given within ninety (90) days after the date such damage occurred provided that no more than three (3) calendar years remain in the term hereof. Notwithstanding the foregoingLease., if at the time the Landlord gives such termination notice any of the renewal options provided for in the Lease have not yet been exercised and the Tenant exercises a renewal option within thirty (30) days after receipt of the Landlord's termination notice, then this Lease Lessor shall not be terminated and the Landlord shall promptly commence restoration responsible for restoring or repairing leasehold improvements of the PremisesLessee. (bd) In the event of a termination either of the elections to terminate, this Lease pursuant shall be deemed to terminate on the date of the receipt of the notice of election and all rentals shall be paid up to that date. Lessee shall have no claim against Lessor for the value of any unexpired term of this paragraph, all insurance proceeds payable by reason of damage under policies required to be carried hereunder Lease. (excluding e) In any insurance proceeds attributable to case where damage to the Tenant's inventoryBuilding shall materially affect the Demised Premises so as to render them unsuitable in whole or in part for the purposes of which they are demised hereunder, trade fixturesthen, business unless such destruction was wholly or leasehold improvements paid for partially caused by the Tenant) negligence or breach of the terms of this Lease by Lessee, its employees, contractors or licensees, a portion of the rent based upon the amount of the extent to which the Demised Premises are rendered unsuitable shall be paid abated until repaired or restored. If the destruction or damage was wholly or partially caused by negligence or breach of the terms of this Lease by Lessee as aforesaid and if Lessor shall elect to rebuild, the Landlordrent shall not ▇▇▇▇▇ and the Lessee shall remain liable for the same.

Damage or Destruction. (a) If the Premises Hotel or any portion thereof shall be damaged or destroyed at any time or times during the Operating Term by fire fire, casualty or any other casualtycause, the Landlord shall collect the proceeds of such insurance Owner, at its own cost and immediately expense and with all due diligence commence diligence, but subject to repair the applicable provisions of the Credit Agreement and any Succeeding Financing, shall undertake a Casualty Restoration that will restore the Hotel to substantially the condition it was in immediately prior to such damage at its expenseor destruction. From Notwithstanding the date foregoing, if the damage occurs Hotel is damaged or destroyed to such an extent that the date the repairs are complete, the rent due hereunder shall be reduced by the same percentage as the percentage cost of the Premises which, in the Tenant's reasonable judgment, cannot be safely, economically or practically used for the operation Casualty Restoration as reasonably estimated by Owner exceeds thirty percent (30%) of the Tenant's business. Anything herein to replacement cost of the contrary notwithstandingHotel (excluding land, excavations, footings and foundations) or if in the Tenant's reasonable judgment, any damage or destruction to the Premises from any cause whatsoever cannot be repaired within Casualty Restoration will take longer than one hundred eighty (180) days following the date to complete, Owner shall notify Manager of such damage occurs, the Tenant may terminate this Lease by written notice to the Landlord given fact within ninety (90) days following after the occurrence of such damage. In addition, if any damage or destruction destruction, and Manager may terminate this Contract by notice to Owner. If Owner determines that the insurance proceeds available to undertake a Casualty Restoration are not sufficient (when added to the Premises amount of any applicable deductibles) to complete the Casualty Restoration, and that Owner therefore will either demolish the Hotel in its entirety or to cease utilizing the building as a hotel, Owner may terminate this Contract by notice to Manager, in either case given within thirty (30) days after Owner's receipt from the insurance company of the insurance company's determination as to the availability and sufficiency of insurance proceeds. Owner shall diligently pursue the determination and recovery of insurance proceeds with respect to such damage or destruction. If neither Party gives such notice within the respective time periods provided above, this Contract shall remain in full force and effect and Owner shall be obligated to restore the Hotel in accordance with this Section 7.1, provided that if at any cause whatsoever cantime Manager subsequently reasonably believes that the Casualty Restoration will not be repairedcompleted within the time period originally set forth by Owner, in Manager may terminate this Contract by notice to Owner. If this Contract is terminated by Owner pursuant to the Landlord's reasonable judgment, preceding sentence and Owner determines at any time within one hundred eighty three (1803) days following years after the date of such damage occurs and termination to either rebuild the Landlord elects not to repair such damageHotel or recommence utilizing the building as a hotel, the Landlord shall have the right to terminate then Manager may reinstate this Lease Contract by written notice to the Tenant Owner given within ninety (90) days after receipt by Manager of notice from Owner that Owner has elected to undertake a Casualty Restoration and has commenced the date same; provided, however, that if Owner fails to give such damage occurred provided that no more than three notice, then Manager may reinstate this Contract by notice to Owner given at any time prior to the later of (3i) calendar years remain in the term hereof. Notwithstanding the foregoing, if at the time the Landlord gives such termination notice any completion of the renewal options Casualty Restoration and the full reopening of the Hotel, and (ii) ninety (90) days after Manager becomes aware of the Casualty Restoration. If Owner gives the notice to Manager provided for in the Lease have not yet been exercised preceding sentence and Manager elects to reinstate this Contract within the Tenant exercises a renewal option within thirty ninety (3090) days after receipt of day period above provided for, Owner shall thereupon become obligated to complete the Landlord's termination notice, then Casualty Restoration with due diligence. If this Lease shall not be Contract is terminated and the Landlord shall promptly commence restoration of the Premises. (b) In the event of a termination of the Lease then reinstated pursuant to this paragraphSection 7.1, all insurance proceeds payable by reason the remaining term of damage under policies required to be carried hereunder (excluding any insurance proceeds attributable to damage to this Contract upon the Tenant's inventory, trade fixtures, business or leasehold improvements paid for by the Tenant) effective date of its reinstatement shall be paid the term that was remaining under this Contract as of the date of its earlier termination. If there shall be any dispute between Owner and Manager as to whether Owner's estimate of the Landlordcost of restoration, the full replacement cost of the Hotel, or the estimated time for repair or restoration is reasonable under the circumstances, the said dispute shall be submitted to arbitration conducted in accordance with the provisions of Section 10.

Damage or Destruction. (a) If the Premises shall be (i) materially damaged by fire or other casualty, destroyed during the Landlord shall collect last year of the proceeds Lease Term (inclusive of such insurance and immediately and with all due diligence commence any Extension Period for which an Extension Option was exercised prior to repair such damage at its expense. From or destruction), or (ii) damaged or destroyed to such extent that the date the damage occurs to the date the repairs are complete, the rent due hereunder shall be reduced by the same percentage as the percentage of the Premises which, in the Tenant's reasonable judgment, cannot be safely, economically or practically used for the operation of the Tenant's business. Anything herein to the contrary notwithstanding, if in the Tenant's reasonable judgment, any damage or destruction to the Premises from any cause whatsoever cannot be repaired within one a period of three hundred eighty sixty-five (180365) days following of the date of such damage occursor destruction, the either Landlord or Tenant may terminate this Lease by written notice delivered to the Landlord given other within ninety sixty (9060) days following of the occurrence date of such damagedamage or destruction (and in such event this Lease shall terminate as of date of such damage or destruction as if such date were the Expiration Date hereof). In addition, if any damage or destruction to the Premises from any cause whatsoever cannot be repairedLandlord, in the Landlord's reasonable judgmentat its sole option, within one hundred eighty (180) days following the date such damage occurs and the Landlord elects not to repair such damage, the Landlord shall have the right to cancel and terminate this Lease Lease, by written notice delivered to the Tenant given within ninety not later than sixty (9060) days after the date such of damage occurred provided that no more than three (3) calendar years remain or destruction, in the term hereof. Notwithstanding event the foregoing, if at Premises is damaged or destroyed during the time the Landlord gives such termination notice any of the renewal options provided for in the Lease have not yet been exercised and the Tenant exercises a renewal option within thirty last five (305) days after receipt of the Landlord's termination notice, then this Lease shall not be terminated and the Landlord shall promptly commence restoration of the Premises. (b) In the event of a termination years of the Lease pursuant Term (inclusive of any Extension Period for which an Extension Option was exercised prior to this paragraph, all insurance proceeds payable by reason such damage or destruction) and Tenant shall fail to execute and deliver to Landlord upon request an extension of damage under policies required to be carried hereunder (excluding any insurance proceeds attributable to damage the Lease Term equal to the amount of time by which the remaining Lease Term (exclusive of any Extension Period for which the applicable Extension Option was not exercised prior to such damage or destruction, and further excluding the estimated time to rebuild or restore the Premises) is less than five (5) years, upon the same terms and conditions set forth herein except that the Rent for the period of such extension shall equal the then-escalated Rent in effect immediately prior to the expiration of the Lease Term, subject to escalation in the same manner in effect immediately prior to the expiration of the Lease Term. If this Lease is not terminated, then Landlord shall repair and restore the Premises (exclusive of Tenant's inventoryequipment, trade fixtures, business inventory, fixtures and personal property) with all reasonable speed to substantially the same condition as immediately prior to such damage or leasehold improvements paid for by destruction, and the Rent or a just and proportionate part thereof, according to Tenant) 's ability to utilize the Premises in its damaged condition, shall be paid to abated until the Premises shall have been repaired and restored by Landlord.

Damage or Destruction. (a) If In the Premises shall be damaged by fire or other casualty, the Landlord shall collect the proceeds event of such insurance and immediately and with all due diligence commence to repair such damage at its expense. From the date the damage occurs to the date the repairs are complete, the rent due hereunder shall be reduced by the same percentage as the percentage of the Premises which, in the Tenant's reasonable judgment, cannot be safely, economically or practically used for the operation of the Tenant's business. Anything herein to the contrary notwithstanding, if in the Tenant's reasonable judgment, any damage or destruction to the Property by fire or any other cause during the Term hereof, the following provisions shall apply: a. If the Building is damaged by fire or any other cause to such extent that the cost of restoration, as reasonably estimated by Landlord, will equal or exceed thirty percent (30%) of the replacement value of the Building (exclusive of foundations) just prior to the occurrence of the damage, then Landlord may, no later than the sixtieth (60th) day following the damage, give Tenant written notice of Landlord’s election to terminate this Lease Agreement. b. If the cost of restoration as estimated by Landlord shall amount to less than thirty percent (30%) of said replacement value of the Building, or if, despite the cost, Landlord does not elect to terminate this Lease Agreement, Landlord shall restore the Building and the Premises from any cause whatsoever canwith reasonable promptness, subject to delays beyond Landlord’s control and delays in the making of insurance adjustments by Landlord; and Tenant shall have no right to terminate this Lease Agreement except as herein provided. Landlord shall not be repaired within one hundred eighty (180) days following responsible for restoring or repairing leasehold improvements of Tenant. c. In the event of either of the elections to terminate, this Lease Agreement shall be deemed to terminate on the date of the receipt of the notice of election and all rentals shall be paid up to that date. Tenant shall have no claim against Landlord for the value of any unexpired Term of this Lease Agreement. d. In any case where damage to the Building shall materially affect the Premises so as to render them unsuitable in whole or in part for the purposes for which they are demised hereunder, then, unless such destruction was wholly or partially caused by the negligence or breach of the terms of this Lease Agreement by Tenant, its employees, contractors or licensees, a portion of the rent based upon the amount of the extent to which the Premises are rendered unsuitable shall be abated until repaired or restored. If the destruction or damage occurswas wholly or partially caused by negligence or breach of the terms of this Lease Agreement by Tenant as aforesaid and if Landlord shall elect to rebuild, the rent shall not a▇▇▇▇ and Tenant shall remain liable for the same. Notwithstanding anything contained in this Article 14 to the contrary, Landlord shall only be obligated to restore the Premises to the extent of the insurance proceeds actually received, but if the insurance proceeds actually received do not permit Landlord to restore the Premises, Landlord shall so notify Tenant and either Landlord or Tenant may terminate this Lease Agreement by written notice to the Landlord given within ninety sixty (9060) days following the occurrence of such damageafter Landlord’s notice. In addition, if any damage or destruction to If Landlord restores the Premises from or the Building in accordance with the provisions of this Article, then Tenant shall not have any cause whatsoever cannot be repaired, in the Landlord's reasonable judgment, within one hundred eighty (180) days following the date such damage occurs and the Landlord elects not to repair such damage, the Landlord shall have the right to terminate this Lease by written notice to the Tenant given within ninety (90) days after the date Agreement because of such damage occurred provided that no more than three (3) calendar years remain in the term hereof. Notwithstanding the foregoing, if at the time the Landlord gives such termination notice any of the renewal options provided for in the Lease have not yet been exercised and the Tenant exercises a renewal option within thirty (30) days after receipt of the Landlord's termination notice, then this Lease shall not be terminated and the Landlord shall promptly commence restoration of the Premisesdamage. (b) In the event of a termination of the Lease pursuant to this paragraph, all insurance proceeds payable by reason of damage under policies required to be carried hereunder (excluding any insurance proceeds attributable to damage to the Tenant's inventory, trade fixtures, business or leasehold improvements paid for by the Tenant) shall be paid to the Landlord.

Damage or Destruction. (a) If the Premises shall be Premises, the Building or the Common Areas are damaged by fire or other casualtyany peril after the Effective Term Commencement Date, the Landlord shall collect restore the proceeds of such insurance same, as and immediately and with all due diligence commence to repair such damage at its expense. From the date the damage occurs to the date the repairs are completewhen required by this paragraph, the rent due hereunder shall be reduced by the same percentage as the percentage of the Premises which, in the Tenant's reasonable judgment, cannot be safely, economically or practically used for the operation of the Tenant's business. Anything herein to the contrary notwithstanding, if in the Tenant's reasonable judgment, any damage or destruction to the Premises from any cause whatsoever cannot be repaired within one hundred eighty (180) days following the date such damage occurs, the Tenant may terminate unless this Lease as terminated by written notice Landlord pursuant to Paragraph 21(c) or by Tenant pursuant to Paragraph 21(d). If this Lease is not so terminated, then upon the Landlord given within ninety (90) days following the occurrence issuance of such damage. In additionall necessary governmental permits, if any damage or destruction to the Premises from any cause whatsoever cannot be repaired, in the Landlord's reasonable judgment, within one hundred eighty (180) days following the date such damage occurs and the Landlord elects not to repair such damage, the Landlord shall have commence and diligently prosecute to completion the right to terminate this Lease by written notice to the Tenant given within ninety (90) days after the date such damage occurred provided that no more than three (3) calendar years remain in the term hereof. Notwithstanding the foregoing, if at the time the Landlord gives such termination notice any of the renewal options provided for in the Lease have not yet been exercised and the Tenant exercises a renewal option within thirty (30) days after receipt of the Landlord's termination notice, then this Lease shall not be terminated and the Landlord shall promptly commence restoration of the Premises, the Building or the Common Areas, as the case may be, to the extent then allowed by law, to substantially the same condition in which it existed as of the Term Commencement Date. Landlord's obligation to restore shall be limited to the improvements constructed by Landlord. Landlord shall have no obligation to restore any improvements made by Tenant to the Premises or any of Tenant's personal property, inventory or trade fixtures. Upon completion of the restoration by Landlord, Tenant shall forthwith replace or fully repair all of Tenant's personal property, inventory, trade fixtures and other improvements constructed by Tenant to like or similar conditions as existed at the time immediately prior to such damage or destruction. (b) In All insurance proceeds available from the event fire and property damage insurance carried by Landlord shall be paid to and become the property of a termination of the Landlord. If this Lease is terminated pursuant to this paragrapheither Paragraph 21(c) or 21(d), all insurance proceeds payable available from insurance carried by reason Tenant which cover loss of damage under policies required to be carried hereunder (excluding any insurance proceeds attributable to damage to the Tenantproperty that is Landlord's inventory, trade fixtures, business property or leasehold improvements paid for by the Tenant) would become Landlord's property on termination of this Lease shall be paid to and become the property of Landlord, and the remainder of such proceeds shall be paid to and become the property of Tenant. If this Lease is not terminated pursuant to either Paragraph 21(c) or 21(d), all insurance proceeds available from insurance carried by Tenant which cover loss to property that is Landlord's property shall be paid to and become the property of Landlord, and all proceeds available from such insurance which cover loss to property which would only become the property of Landlord upon the termination of this Lease shall be paid to and remain the property of Tenant. The determination of Landlord's property and Tenant's property shall be made pursuant to Paragraph 14(b).

Damage or Destruction. (a) If In the event of a fire or other casualty in the Premises, Tenant shall immediately give Landlord notice thereof. Except as provided to the contrary in Section 7.02 below, Landlord and Tenant agree that if the Premises shall be damaged are partially or totally destroyed by fire or other casualtycasualty covered by the fire and extended coverage insurance to be carried by Landlord under the terms of this Lease, then the Landlord shall collect may, at its option, repair and restore the proceeds Premises, or Landlord may terminate this Lease without liability to Tenant. In the event that Landlord does not elect to terminate this Lease as a result of such insurance and immediately and with all due diligence commence to repair such damage or destruction, then Landlord, at its expense. From , shall repair and restore the date Premises as soon as reasonably practicable to substantially the damage occurs same condition as the Premises were immediately prior to the date the repairs are complete, the rent due hereunder shall be reduced by the same percentage as the percentage fire or casualty. Notwithstanding any of the Premises whichforegoing provisions to the contrary, in the Tenant's reasonable judgmentevent the Premises or the Building are destroyed or damaged to the extent that repairs to be made by Landlord in order to restore the Premises or the Building to their original character and condition, as estimated by a responsible contractor selected by Landlord, cannot be safely, economically or practically used for the operation of the Tenant's business. Anything herein to the contrary notwithstanding, if in the Tenant's reasonable judgment, any damage or destruction to the Premises from any cause whatsoever cannot be repaired substantially completed within one hundred eighty (180) days following from the date such damage occursof the casualty, the Landlord shall forthwith give Tenant may terminate this Lease by written notice to the Landlord given within ninety (90) days following the occurrence of such damage. In additionestimate, if any damage or destruction to the Premises from any cause whatsoever cannot be repaired, in the Landlord's reasonable judgment, within one hundred eighty (180) days following the date such damage occurs and the Landlord elects not to repair such damage, the Landlord Tenant shall have the right to terminate this Lease by written notice without liability to the Tenant given within ninety (90) days after the date such damage occurred provided that no more than three (3) calendar years remain in the term hereof. Notwithstanding the foregoing, if at the time the Landlord gives such termination notice any of the renewal options provided for in the Lease have not yet been exercised and the Tenant exercises a renewal option within thirty (30) days after Tenant’s receipt of said notice from Landlord. In the Landlord's termination noticeevent the Premises are totally destroyed or so damaged by fire or other casualty that the Premises cannot reasonably be used by Tenant for the purposes herein provided Tenant shall have the right to terminate this Lease without liability to Landlord within thirty (30) days after such fire or casualty. In the event the Premises are totally destroyed or so damaged by fire or other casualty covered by the fire and extended coverage insurance to be carried by Landlord under the terms of this Lease that the Premises cannot reasonably be used by Tenant for the purposes herein provided and this Lease is not terminated as above set forth, then there shall be a total abatement of Rent from the date of casualty until substantial completion of the repair and restoration work to be performed by Landlord and Landlord has received a certificate of occupancy (with Tenant’s cooperation in completing the required application) and all other required governmental approvals; and this Lease shall not be terminated continue in full force and effect for the Landlord shall promptly commence restoration balance of the Premises. (b) Term. In the event of a termination the Premises are partially destroyed or damaged by fire or other casualty so that the Premises can be used only partially by Tenant for the purposes herein provided and this Lease is not terminated as above set forth, then Rent shall be abated in the proportion which the approximate area of the Lease pursuant damaged part bears to this paragraph, all insurance proceeds payable by reason the total area in the Premises from the date of damage under policies required the casualty until substantial completion of the repair and restoration work to be carried hereunder (excluding any insurance proceeds attributable to damage to performed by Landlord; and this Lease shall continue in full force and effect for the Tenant's inventory, trade fixtures, business or leasehold improvements paid for by balance of the Tenant) shall be paid to the LandlordTerm.

Damage or Destruction. (a) If Section 8.1 Tenant covenants and agrees that in case of damage to or ----------- destruction of the Premises shall be damaged by fire or other casualty, Tenant shall promptly give written notice thereof to Landlord, and the Landlord, to the extent of any insurance proceeds actually received, shall repair and rebuild the same as nearly as possible to the condition the Premises were in immediately prior to such damage or destruction, except that Landlord shall collect the proceeds of such insurance and immediately and with all due diligence commence not be required to rebuild, repair such damage at its expense. From the date the damage occurs to the date the repairs are complete, the rent due hereunder shall be reduced by the same percentage as the percentage or replace any part of the partitions, fixtures, additions or other improvements which may have been placed in, on or about the Premises whichby Tenant over and above any Tenant finish provided at the inception of this Lease. Provided however, that in the Tenant's reasonable judgment, cannot be safely, economically or practically used for event the operation of the Tenant's business. Anything herein to the contrary notwithstanding, if in the Tenant's reasonable judgment, any damage or destruction is due to Tenant's act omission or negligence, Tenant shall pay the cost of such repairing and rebuilding. Tenant may repair or rebuild at its expense to the extent not required to be done by Landlord under paragraph, but subject to Tenant's complying with the provisions of Article VII. Section 8.2 Rent shall ▇▇▇▇▇ proportionately on such part of the ----------- Premises as may have been rendered wholly untenantable until such time as such part shall be fit for occupancy, after which time the full amount of Rent shall be payable. Tenant hereby waives the provisions of any law now or hereafter on effect which would relieve the Tenant from any cause whatsoever cannot be repaired within one hundred eighty (180) days following the date such damage occursobligation to pay Base Rent or Additional Rent under this Lease, the Tenant may terminate this Lease by written notice except to the Landlord given within ninety (90) days following extent provided by this Section. Tenant acknowledges that it may obtain business interruption insurance to insure itself in the occurrence event of such damage. In additiondamage or destruction, which insurance shall be the sole expense of Tenant. Section 8.3 Notwithstanding Section 8.1, if any damage or destruction to the Premises from any cause whatsoever cannot or Building ----------- shall be repaired, substantially damaged (substantially is defined as thirty percent (30%) or more of the usable square feet in the Landlord's reasonable judgmentPremises or in the Building) or destroyed by fire or otherwise, within one hundred eighty (180) days following the date such damage occurs and the Landlord elects not to repair such damage, the Landlord shall have the right to terminate option of terminating this Lease by written notice to the Tenant given within ninety (90) days after as of the date of such damage occurred provided that no more than three (3) calendar years remain in the term hereof. Notwithstanding the foregoing, if or destruction by giving Tenant at the time the Landlord gives such termination notice any of the renewal options provided for in the Lease have not yet been exercised and the Tenant exercises a renewal option within lease thirty (30) days after receipt of the Landlord's termination days' written notice, then this Lease shall not be terminated and the Landlord shall promptly commence restoration of the Premises. (b) In the event of a termination of the Lease pursuant to this paragraph, all insurance proceeds payable by reason of damage under policies required to be carried hereunder (excluding any insurance proceeds attributable to damage to the Tenant's inventory, trade fixtures, business or leasehold improvements paid for by the Tenant) shall be paid to the Landlord.

Damage or Destruction. (a) A. If during the term the Premises shall be are damaged by fire or other casualty, but not to the extent that Tenant is prevented from carrying on its business in the Premises, Landlord shall collect promptly restore the proceeds of such insurance and Premises to their condition immediately and with all due diligence commence to repair such damage at its expense. From the date the damage occurs prior to the date casualty, but not later than sixty (60) days after the repairs casualty. If said restorations are completenot accomplished within said sixty (60) days, Tenant shall retain the rent due hereunder shall be reduced by right to make said restorations at Landlord's expense. B. If during the same percentage as the percentage of term the Premises which, are destroyed or so damaged by fire or other casualty that Tenant is prevented from carrying on its business in the Tenant's reasonable judgmentPremises, cannot be safely, economically or practically used for the operation of the Tenant's business. Anything herein to the contrary notwithstanding, if in the Tenant's reasonable judgment, any damage or destruction to the Premises from any cause whatsoever cannot be repaired within one hundred eighty (180) days following the date such damage occurs, the Tenant may terminate this Lease by written notice to the Landlord given within ninety (90) days following the occurrence of such damage. In addition, if any damage or destruction to the Premises from any cause whatsoever cannot be repaired, in the Landlord's reasonable judgment, within one hundred eighty (180) days following the date such damage occurs and the Landlord elects not to repair such damage, the Landlord shall have the right option either to restore the Premises to their condition immediately prior to the casualty or to terminate this Lease the Lease. Such option shall be exercised by Landlord by written notice to the Tenant given within ninety (90) days after the date such damage occurred provided that no more than three (3) calendar years remain in the term hereof. Notwithstanding the foregoing, if at the time the Landlord gives such termination notice any of the renewal options provided for in the Lease have not yet been exercised and the Tenant exercises a renewal option within thirty (30) days after the casualty. If Landlord chooses to restore the Premises, it shall prepare or cause to be prepared by its construction representative a reasonable estimate of the time needed to restore the Premises to their condition immediately prior to the casualty. Such estimate shall accompany the written notice to Tenant. If the time period to restore the Premises indicated in the notice exceeds one hundred twenty (120) days from the date such notice is given to Tenant, Tenant may terminate this Lease within ten (10) working days of receipt of the Landlord's termination notice, then this Lease provided, however, that termination shall not occur unless Landlord's lender has been given notice and opportunity to cause repairs to be terminated and made within a time period not to exceed one hundred twenty (120) days from the date notice is given to the Tenant of Landlord's decision to restore the Premises. If the restoration period is less than one hundred twenty (120) days or if Tenant agrees to a period in excess of one hundred twenty (120) days, then Landlord shall promptly commence restoration of such repair work and diligently proceed to complete the same. Rent shall be equitably abated for any period that the Premises are destroyed or damaged to the extent that Tenant is prevented from carrying on its business in the Premises. (b) In the event of a termination of the Lease pursuant to this paragraph, all insurance proceeds payable by reason of damage under policies required to be carried hereunder (excluding any insurance proceeds attributable to damage to the Tenant's inventory, trade fixtures, business or leasehold improvements paid for by the Tenant) shall be paid to the Landlord.

Damage or Destruction. (a) If all or a part of the Premises shall be are --------------------- damaged by fire or other casualty, or if the Landlord shall collect the proceeds of such insurance Building is so damaged that access to or use and immediately and with all due diligence commence to repair such damage at its expense. From the date the damage occurs to the date the repairs are complete, the rent due hereunder shall be reduced by the same percentage as the percentage occupancy of the Premises whichis materially impaired, Landlord shall promptly give Tenant notice of Landlord's reasonable estimate of the time required to make such repairs (the "Damage Estimate"). If the Damage Estimate is one hundred twenty (120) days or less, then Landlord shall repair the damage and this Lease shall remain in full force and effect. If the Damage Estimate is more than one hundred twenty (120) days, Landlord, at its option exercised by written notice to Tenant within sixty (60) days of the date of the damage, shall either (a) repair the damage, in the Tenant's reasonable judgmentwhich event this Lease shall continue in full force and effect, cannot be safely, economically or practically used for the operation (b) terminate this Lease as of the Tenant's business. Anything herein to the contrary notwithstanding, if date specified by Landlord in the Tenant's reasonable judgmentnotice, any damage or destruction to which date shall be not less than thirty (30) days nor more than sixty (60) days after the Premises from any cause whatsoever cannot be repaired within date such notice is given, and this Lease shall terminate on the date specified in the notice. If the Damage Estimate is more than one hundred eighty (180) days, and Landlord does not give notice terminating this Lease, then Tenant may give notice to Landlord, within thirty (30) calendar days following after Tenant receives the Damage Estimate, terminating this Lease as of the date of such fire or casualty. Notwithstanding anything to the contrary contained in this Paragraph 26, if the initial Damage Estimate is more than ninety (90) days, and the date on which Landlord reasonably anticipates the repairs of such damage occurswill be completed is during the last twelve (12) months of the Lease term, Landlord and Tenant shall each have the Tenant may option to terminate this Lease as of the date of such damage by giving written notice to the Landlord given within ninety (90) days following the occurrence of such damage. In addition, if any damage or destruction to the Premises from any cause whatsoever cannot be repairedother, in the Landlord's reasonable judgmentcase of Landlord together with the Damage Estimate, within one hundred eighty (180) days following the date such damage occurs and the Landlord elects not to repair such damageor, the Landlord shall have the right to terminate this Lease by written notice to the Tenant given within ninety (90) days after the date such damage occurred provided that no more than three (3) calendar years remain in the term hereof. Notwithstanding the foregoingcase of Tenant, if at the time the Landlord gives such termination notice any of the renewal options provided for in the Lease have not yet been exercised and the Tenant exercises a renewal option within thirty (30) days after of Tenant's receipt of the LandlordDamage Estimate. If the fire or other casualty damages the Premises or the common areas of the Real Property necessary for Tenant's termination noticeuse and occupancy of the Premises, Tenant ceases to use any portion of the Premises as a result of such damage, and the damage does not result from the negligence or willful misconduct of Tenant or any other Tenant Parties, then this Lease during the period the Premises or portion thereof are rendered unusable by such damage and repair, Tenant's Monthly Rent and Additional Rent under Paragraphs 5 and 7 above shall be proportionately reduced based upon the extent to which the damage and repair prevents Tenant from conducting, and Tenant does not conduct, its business at the Premises. Landlord shall not be terminated and the Landlord shall promptly commence restoration obligated to repair or replace any of the Premises. (b) In the event of a termination of the Lease pursuant to this paragraph, all insurance proceeds payable by reason of damage under policies required to be carried hereunder (excluding any insurance proceeds attributable to damage to the Tenant's inventorymovable furniture, equipment, trade fixtures, business or leasehold improvements paid for and other personal property, nor any Alterations installed in the Premises by Tenant, and no damage to any of the foregoing shall entitle Tenant to any abatement, and Tenant shall, at Tenant) 's sole cost and expense, repair and replace such items. All such repair and replacement of Alterations shall be paid to the Landlordconstructed in accordance with Paragraph 9 above regarding Alterations.

Damage or Destruction. (a) If (i) the Premises Site shall be damaged to the extent of more than twenty-five percent (25%) of the cost of replacement thereof, respectively, or (ii) the proceeds of Landlord’s insurance recovered or recoverable as a result of the damage shall be insufficient to pay fully for the cost of replacement of the Premises and the Building in which they are located and Tenant is unwilling to make up such insufficiency, or (iii) the Premises or said Building shall be damaged as a result of a risk which is not covered by Landlord’s insurance, or (iv) the Premises shall be damaged in whole or in any part during the last one (1) year of the Lease term or of any renewal term hereof or (v) the Building of which the Premises are a part shall be damaged to the extent of fifty percent (50%) or more of the cost of replacement thereof, whether or not the Premises shall be damaged; then in any such event Landlord, in its sole discretion, may terminate this Lease by fire or other casualty, the Landlord shall collect the proceeds of notice given within sixty (60) days after such insurance event and immediately and with all due diligence commence to repair such damage at its expense. From upon the date specified in such notice, which shall not be less than thirty (30) days nor more than sixty (60) days after the damage occurs giving of said notice, this Lease shall terminate and come to the date the repairs are completean end, the rent due hereunder and Tenant shall be reduced by the same percentage as the percentage of vacate and surrender the Premises which, in the Tenant's reasonable judgment, canto Landlord. If this Lease shall not be safely, economically canceled and if the repair or practically used for the operation of the Tenant's business. Anything herein to the contrary notwithstanding, if in the Tenant's reasonable judgment, any damage or destruction to the Premises from any cause whatsoever cannot be repaired within restoration shall take one hundred eighty (180) days following or more, Landlord shall notify Tenant within sixty (60) days from the date such damage occurs, the or destruction and Tenant may shall have twenty (20) days from receipt of said notification to terminate this Lease by delivering written notice to Landlord within said twenty (20) day period. Following the Landlord given within ninety (90) days following casualty an equitable abatement of the occurrence rent and additional charges shall be allowed based upon the extent to which Tenant’s use of such damage. In addition, if any damage or destruction to the Premises is diminished from any cause whatsoever cannot be repairedthe date when the damage occurred until completion of the repairs or rebuilding or, in the Landlord's reasonable judgmentevent Landlord or Tenant elects to terminate this Lease, within one hundred eighty (180) days following until said date of termination. Notwithstanding the date such damage occurs and the Landlord elects not to repair such damageforegoing, the Landlord shall not have the right to terminate this the Lease by written notice if the damage to the Tenant given within ninety Building is (90a) days after the date such damage occurred provided that no more than three (3due to a risk required to be insured against under Section 13(d) calendar years remain in the term hereof. Notwithstanding the foregoing, if at the time the Landlord gives such termination notice any of the renewal options provided for in the Lease have not yet been exercised and the Tenant exercises a renewal option within thirty or (30b) days after receipt relatively minor (e.g., repair or restoration would cost less than ten percent (10%) of the Landlord's termination notice, then replacement cost of the Building). (b) If this Lease shall not be terminated and as provided in Paragraph (a) above, Landlord, at Landlord’s expense, shall proceed diligently with the Landlord shall promptly commence repair or restoration of the Premises. (b) In Premises to place the event damaged Premises in substantially the same condition they shall be in upon delivery of a termination possession of the Lease pursuant Premises to this paragraph, all insurance proceeds payable by reason of damage under policies required to be carried hereunder (excluding any insurance proceeds attributable to damage to the Tenant's inventory, trade fixtures, business or leasehold improvements paid for by the Tenant) shall be paid to the Landlord.

Damage or Destruction. (a) If any of the Premises, or a substantial part of the building in which the Premises are located, shall be damaged or destroyed by fire or other insured casualty, and repair of the Landlord shall collect the proceeds damage cannot be completed within one hundred twenty (120) days, following receipt by Lessor of actual notice of such insurance and immediately and with all due diligence commence damage or destruction, Lessor shall have the option either (a) to repair or rebuild within a reasonable time utilizing the insurance proceeds to effect such damage at repair, or (b) not to repair or rebuild, and to cancel this Lease on sixty (60) days’ prior written notice. If Lessor fails to give Lessee written notice of its expense. From election within sixty (60) days from the date of damage, or if the damage occurs to the date the repairs are complete, the rent due hereunder shall be reduced by the same percentage as the percentage restoration of the Premises which, in the Tenant's reasonable judgment, cannot be safely, economically or practically used for the operation of the Tenant's business. Anything herein to the contrary notwithstanding, if in the Tenant's reasonable judgment, any damage or destruction to the Premises from any cause whatsoever cannot be repaired completed within one hundred eighty twenty (180120) days following the from date such damage occursof notice, the Tenant Lessee may terminate cancel this Lease by at its option on fifteen (15) days’ prior written notice notice. During the period of untenantability, all rent shall ▇▇▇▇▇ in the same ratio as the portion of the Premises rendered untenantable bears to the Landlord given within ninety (90) days following whole of the occurrence of such damage. In addition, Premises; provided that if any the damage or destruction is due to the fault or neglect of Lessee, there shall be no abatement of rent. If the Premises from any cause whatsoever cannot or the building in which the Premises are located shall be repaireddamaged or destroyed by fire or other insured casualty, in and repair of the Landlord's reasonable judgment, damage can be completed within one hundred eighty twenty (180120) days following days, Lessor shall repair or rebuild within a reasonable time utilizing the date insurance proceeds to effect such repair. During the period of untenantability, all rent shall ▇▇▇▇▇ in the same ratio as the portion of the Premises rendered untenantable bears to the whole of the Premises; provided that if the damage occurs and is due to the Landlord elects fault or neglect of Lessee, there shall be no abatement of rent. If any part of the Premises or the Building in which the Premises are located shall be damaged or destroyed by an uninsured casualty, Lessor shall have the option either (a) to repair or rebuild within a reasonable time, or (b) not to repair such damageor rebuild, the Landlord shall have the right and to terminate cancel this Lease by written notice to the Tenant given within ninety (90) days after the date such damage occurred provided that no more than three (3) calendar years remain in the term hereof. Notwithstanding the foregoing, if at the time the Landlord gives such termination notice any of the renewal options provided for in the Lease have not yet been exercised and the Tenant exercises a renewal option within on thirty (30) days after receipt of the Landlord's termination days’ prior written notice, then this Lease shall not be terminated and the Landlord shall promptly commence restoration of the Premises. (b) . In the event of cancellation by Lessor as a termination result of an uninsured casualty, Lessee shall have the Lease pursuant right, in its sole and absolute discretion, within five (5) days following Lessor’s notice of cancellation, to this paragraphoverride such cancellation by agreeing to repair the damage at Lessee’s sole cost and expense. In such event, all insurance proceeds payable by reason of the Lessee shall repair or rebuild within a reasonable time following the damage under policies required to be carried hereunder (excluding any insurance proceeds attributable to damage to the Tenant's inventory, trade fixtures, business or leasehold improvements paid for by the Tenant) shall be paid to the Landlorddestruction.

Damage or Destruction. 18.1. If the Premises or the Building is totally or partially damaged or destroyed, thereby rendering the Premises totally or partially inaccessible or unusable, then Landlord shall diligently repair and restore the Premises and the Building to substantially the same condition they were in prior to such damage or destruction; provided, however, that if in Landlord's good faith reasonable judgment such repair and restoration cannot be completed within the lesser of (a) fifteen (15) months after the occurrence of such damage or destruction or (b) twelve (12) months after settlement with any insurance company involved, then Landlord shall promptly notify Tenant of such determination. For a period of thirty (30) days after receipt of such determination, Tenant shall have the right to terminate this Lease by providing written notice to Landlord. If Tenant does not elect to terminate this Lease within such thirty (30) day period, Landlord shall proceed to repair and restore the Premises and the Building. In the event Landlord has not completed its repairs and restoration by the later of (i) the date by which it had been projected that Landlord's work would be completed, or (ii) the earlier of (a) the date that is fifteen (15) months after the date of the casualty, or (b) the date that is twelve (12) months after settlement with any insurance company involved, then Tenant shall have the right, at any time thereafter before the restoration has been completed, to terminate this Lease by delivering written notice of termination to Landlord; provided, however, that, if Landlord has diligently pursued restoration and Tenant is then able (practically and lawfully) to occupy at least seventy-five percent (75%) of the rentable area of the Premises for the normal conduct of Tenant's business, then Tenant shall not have the right to terminate this Lease unless Landlord fails to complete all of its repairs and restoration within an additional ninety (90) days, and during such extended restoration period Tenant shall pay Base Rent and additional rent only for the portion of the Premises that is usable for the normal conduct of Tenant's business. 18.2. If this Lease is terminated pursuant to Section 18.1 above, then all rent shall be damaged by fire or other casualty, apportioned (based on the Landlord shall collect portion of the proceeds of such insurance and immediately and with all due diligence commence to repair Premises which is usable after such damage at its expense. From the date the damage occurs or destruction) and paid to the date the repairs are completeof termination. If this Lease is not terminated as a result of such damage or destruction, the rent due hereunder shall be reduced by the same percentage as the percentage then until such repair and restoration of the Premises whichare substantially complete, Tenant shall be required to pay the Base Rent and additional rent only for the portion of the Premises that is usable for the normal conduct of Tenant's business (as determined in the Tenant's reasonable judgment) and accessible while such repair and restoration are being made. Landlord shall bear the expenses of repairing and restoring the Premises and the Building; provided, canhowever, that Landlord shall not be safely, economically required to repair or practically used for the operation restore any Alteration previously made by Tenant or any of the Tenant's businesstrade fixtures, furnishings, equipment or personal property. 18.3. Anything Notwithstanding anything herein to the contrary notwithstandingcontrary, if in the Tenant's reasonable judgment, any damage or destruction Landlord shall not be obligated to restore the Premises from any cause whatsoever cannot be repaired within one hundred eighty (180) days following or the date such damage occurs, Building and shall have the Tenant may right to terminate this Lease by written notice if zoning or other applicable laws or regulations do not permit such repair and restoration. 18.4. Notwithstanding anything in this Article 18 to the Landlord given within ninety (90) days following the occurrence of such damage. In addition, if any damage or destruction to the Premises from any cause whatsoever cannot be repairedcontrary, in the Landlord's reasonable judgmentevent of any fire or casualty occurring during the last twenty-four (24) months within the Lease Term, within if (a) the damage caused by such fire or casualty will take more than one hundred eighty twenty (180120) days following the date such damage occurs and the Landlord elects not to repair and restore and (b) upon the substantial completion of such damagerepair and restoration less than eighteen (18) months will remain in the Lease Term, the then Landlord and Tenant shall each have the right to terminate this Lease by written notice delivered to the Tenant given within ninety (90) days after the date such damage occurred provided that no more than three (3) calendar years remain in the term hereof. Notwithstanding the foregoing, if at the time the Landlord gives such termination notice any of the renewal options provided for in the Lease have not yet been exercised and the Tenant exercises a renewal option other within thirty (30) days after receipt of the Landlord's termination notice, then this Lease shall not be terminated terminating party is made aware that the circumstances described in the foregoing clauses (a) and the Landlord shall promptly commence restoration of the Premises. (b) In exist; provided, however, that if, within said thirty (30) day period, Tenant exercises any then-available option of Tenant to renew the event term of a termination of this Lease, then neither party shall have the right to terminate this Lease pursuant and Landlord shall proceed to this paragraph, all insurance proceeds payable by reason of damage under policies required to be carried hereunder (excluding any insurance proceeds attributable to damage to restore the Tenant's inventory, trade fixtures, business or leasehold improvements paid for by Premises and the Tenant) shall be paid to the LandlordBuilding as described above.

Damage or Destruction. (a) 11.1 If the Premises shall be Building or the Premises, or any part thereof, is damaged by fire or other casualtycasualty before the Commencement Date or during the Lease Term, the and this Lease is not terminated pursuant to sections 11.2 or 11.3 hereof, Landlord shall collect the proceeds of such insurance and immediately and with all due diligence commence to repair such damage at its expense. From and restore the date Building and the damage occurs Premises to the date the repairs are complete, the rent due hereunder shall be reduced by substantially the same percentage as condition in which the percentage of Building and the Premises which, in the Tenant's reasonable judgment, cannot be safely, economically or practically used for the operation of the Tenant's business. Anything herein to the contrary notwithstanding, if in the Tenant's reasonable judgment, any damage or destruction to the Premises from any cause whatsoever cannot be repaired within one hundred eighty (180) days following the date such damage occurs, the Tenant may terminate this Lease by written notice to the Landlord given within ninety (90) days following existed before the occurrence of such damage. In addition, if any damage fire or destruction to the Premises from any cause whatsoever cannot be repaired, in the Landlord's reasonable judgment, within one hundred eighty other casualty (180) days following the date such damage occurs and the Landlord elects not to repair such damage, the provided that Landlord shall have no obligation to restore any above- Building standard improvements or Alterations in the right to terminate Premises, unless the cost thereof is paid by Tenant in advance of such restoration, or any Alterations made by or for Tenant in the Premises following the Commencement Date) and this Lease by written notice shall, subject to the provisions of this Article 11, remain in full force and effect. If such fire or other casualty damages the Premises or common areas of the Building necessary for Tenant's use and occupancy of the Premises and Tenant given within ninety (90) days after ceases to use any portion of the date Premises as a result thereof, then during the period the Premises are rendered untenantable by such damage occurred provided that no more than three (3) calendar years remain Tenant shall be entitled to a reduction in monthly rent in the term hereof. Notwithstanding proportion that the foregoing, if at the time the Landlord gives such termination notice any area of the renewal options provided for in Premises rendered unusable by such damage bears to the Lease have not yet been exercised and the Tenant exercises a renewal option within thirty (30) days after receipt total area of the Landlord's termination notice, then this Lease Premises. Landlord shall not be terminated and obligated to repair any damage to, or to make any replacement of, any movable furniture, equipment, trade fixtures or personal property in the Landlord shall promptly commence restoration of Premises or Alterations made by or for Tenant in the Premises. (b) In Premises following the event of a termination of the Lease pursuant to this paragraphCommencement Date. Tenant shall, all insurance proceeds payable by reason of damage under policies required to be carried hereunder (excluding any insurance proceeds attributable to damage to the at Tenant's inventorysole cost and expense, repair and replace all such movable furniture, equipment, trade fixtures, business personal property and any Alterations made by or leasehold improvements paid for Tenant in the Premises following the Commencement Date. Such repair and replacement by the Tenant) Tenant shall be paid done in accordance with Article 8 hereof. Tenant hereby waives California Civil Code sections 1932(2) and 1933(4), or any successor statute, providing for termination of hiring upon destruction of the thing hired. 11.2 If the Building or the Premises, or any part thereof, is damaged by fire or other casualty before the Commencement Date or during the Lease Term and (a) such fire or other casualty occurs during the last twelve (12) months of the Lease Term and the repair and restoration work to be performed by Landlord in accordance with section 11.1 hereof cannot, as reasonably estimated by Landlord, be completed within two (2) months after the occurrence of such fire or other casualty, or (b) the insurance proceeds received by Landlord in respect of such damage are not adequate to pay the entire cost, as reasonably estimated by Landlord., of the repair and restoration work to be performed by Landlord in accordance with section 11.1 hereof, or (c) the repair and restoration work to be performed by Landlord in accordance with section I I.I hereof cannot, as reasonably estimated by ▇▇▇▇▇▇▇▇, be completed within six

Damage or Destruction. (a) If In the event the Building and/or the Premises shall be is damaged by fire or other casualtyperils covered by Landlord's insurance, the Landlord shall collect have the proceeds following rights and obligations: (i) In the event of such insurance total destruction, at Landlord's option, as soon as reasonably possible thereafter, commence repair, reconstruction and immediately restoration of the Building and/or the Premises and with all due diligence commence to repair such damage at its expense. From the date the damage occurs to the date the repairs are complete, the rent due hereunder shall be reduced by prosecute the same percentage as the percentage of the Premises whichdiligently to completion, in the Tenant's reasonable judgment, cannot be safely, economically or practically used for the operation of the Tenant's business. Anything herein to the contrary notwithstanding, if in the Tenant's reasonable judgment, any damage or destruction to the Premises from any cause whatsoever cannot be repaired within one hundred eighty (180) days following the date such damage occurs, the Tenant may terminate which event this Lease by shall remain in full force and effect; or within ninety days after such damage, elect not to so repair, reconstruct or restore the Building and/or the Premises, in which event this Lease shall terminate. In either event, Landlord shall give Tenant written notice to the Landlord given of its intention within said ninety (90) days following the occurrence of such damageday period. In addition, if any damage or destruction to the Premises from any cause whatsoever cannot be repaired, in the Landlord's reasonable judgment, within one hundred eighty (180) days following the date such damage occurs and the event Landlord elects not to repair such damagerestore the Building and/or the Premises, the Landlord shall have the right to terminate this Lease by written notice to the Tenant given within ninety (90) days after the date such damage occurred provided that no more than three (3) calendar years remain in the term hereof. Notwithstanding the foregoing, if at the time the Landlord gives such termination notice any of the renewal options provided for in the Lease have not yet been exercised and the Tenant exercises a renewal option within thirty (30) days after receipt of the Landlord's termination notice, then this Lease shall not be deemed to have terminated and the Landlord shall promptly commence restoration as of the Premisesdate of such total destruction. (bii) In the event of a partial destruction of the Building and/or the Premises, to an extent not exceeding twenty-five percent of the full insurable value thereof, and if the damage thereto is such that the Building and/or the Premises may be repaired, reconstructed or restored within a period of ninety days from the date of the happening of such casualty and if Landlord will receive insurance proceeds sufficient to cover the cost of such repairs, then Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration and this Lease shall continue in full force and effect. If such work of repair, reconstruction and restoration shall require a period longer than ninety days or exceeds twenty-five percent of the full insurable value thereof, or if said insurance proceeds will not be sufficient to cover the cost of such repairs, then Landlord either may elect to so repair, reconstruct or restore and the Lease shall continue in full force and effect or Landlord may elect not to repair, reconstruct or restore and the Lease shall then terminate. Under any of the conditions of this Subparagraph 21(a)(ii), Landlord shall give written notice to Tenant of its intention within said ninety day period. In the event Landlord elects not to restore the Building and/or the Premises, this Lease shall be deemed to have terminated as of the date of such partial destruction. (b) Upon any termination of this Lease under any of the provisions of this Article 21, the parties shall be released without further obligation to the other from the date possession of the Premises is surrendered to Landlord except for items which have therefore accrued and are then unpaid. (c) In the event of repair, reconstruction and restoration by Landlord as herein provided, the rental payable under this Lease pursuant shall be abated proportionately with the degree to which Tenant's use of the Premises is impaired during the period of such repair, reconstruction or restoration. Tenant shall not be entitled to any compensation or damages for loss in the use of the whole or any part of the Premises and/or any inconvenience or annoyance occasioned by such damage, repair, reconstruction or restoration. (d) Tenant shall not be released from any of its obligations under this paragraphLease except to the extent and upon the conditions expressly stated in this Article 21. Notwithstanding anything to the contrary contained in this Article 21, all insurance proceeds payable if Landlord is delayed or prevented from repairing or restoring the damaged Premises within one year after the occurrence of such damage or destruction by reason of acts of God, war, governmental restrictions, inability to procure the necessary labor or materials, or other cause beyond the control of Landlord, Landlord shall be relieved of its obligation to make such repairs or restoration and Tenant shall be released from its obligation under this Lease as of the end of said one year period. (e) If damage under policies required is due to any cause other than fire or other peril covered by extended coverage insurance, Landlord may elect to terminate this Lease. (f) If Landlord is obligated to or elects to repair or restore as herein provided, Landlord shall be carried hereunder obligated to make repair or restoration only of those portions of the Building and the Premises which were originally provided at Landlord's expense, and the repair and restoration of items not provided at Landlord's expense shall be the obligation of Tenant. (excluding any insurance proceeds attributable to damage g) Notwithstanding anything to the contrary contained in this Article 21, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises when the damage resulting from any casualty covered under this Article 21 occurs during the last twelve months of the term of this Lease or any extension hereof. (h) The provisions of California Civil Code 1932, Subsection 2, and 1933, Subsection 4, which permit termination of a lease upon destruction of the Leased Premises, are hereby waived by Tenant's inventory, trade fixtures, business or leasehold improvements paid for by ; and the Tenant) provisions of this Article shall be paid to the Landlordgovern in case of such destruction.

Damage or Destruction. If the Premises are partially damaged or destroyed by any casualty insured against under any insurance policy maintained by Landlord, Landlord shall, on receipt of the insurance proceeds, repair the Premises to substantially the condition in which the Premises were immediately prior to such damage or destruction. Landlord’s obligation under the preceding sentence shall not exceed the lesser of the cost of the standard improvements installed by Landlord in the Premises in accordance with the attached Exhibit C, or the proceeds received by Landlord from any insurance policy maintained by Landlord. Until such repair is complete, the Basic Monthly Rent and Tenant’s Share of Operating Expenses shall be abated proportionately commencing on the date of such damage or destruction as to that portion of the Premises rendered untenantable, if any. If (a) If by reason of such occurrence the Premises shall be are rendered wholly untenantable, (b) the Premises are damaged as a result of a risk not covered by fire insurance, (c) the Premises are damaged in whole or other casualtyin part during the last twelve (12) months of the Term existing as of the date immediately prior to such damage or destruction, (d) the Landlord shall collect Premises or the Building (whether or not the Premises are damaged) is damaged to the extent of twenty-five percent (25%) or more of the then-replacement value of either or to the extent that it would take, in Landlord’s opinion, in excess of ninety (90) days to complete the requisite repairs, or (e) insurance proceeds of such insurance and immediately and with all due diligence commence adequate to repair such damage at its expense. From the date Property are not available to Landlord for any reason, Landlord may either elect to repair the damage occurs to the date the repairs are complete, the rent due hereunder shall be reduced by the same percentage as the percentage of the Premises which, in the Tenant's reasonable judgment, cannot be safely, economically or practically used for the operation of the Tenant's business. Anything herein to the contrary notwithstanding, if in the Tenant's reasonable judgment, any damage or destruction to the Premises from any cause whatsoever cannot be repaired within one hundred eighty (180) days following the date such damage occurs, the Tenant may terminate cancel this Lease by written notice to the Landlord given within ninety (90) days following the occurrence of such damage. In addition, if any damage or destruction to the Premises from any cause whatsoever cannot be repaired, in the Landlord's reasonable judgment, within one hundred eighty (180) days following the date such damage occurs and the Landlord elects not to repair such damage, the Landlord shall have the right to terminate this Lease by written notice to the Tenant given within ninety (90) days after the date such damage occurred provided that no more than three (3) calendar years remain in the term hereof. Notwithstanding the foregoing, if at the time the Landlord gives such termination notice any of the renewal options provided for in the Lease have not yet been exercised and the Tenant exercises a renewal option cancellation within thirty (30) days after receipt such event, so long at Landlord terminates leases in the Building covering an aggregate of at least seventy-five percent (75%) of the Landlord's termination leased area of the Building, and on such notice, then Tenant shall vacate and surrender the Premises to Landlord as soon as reasonably practicable, but in no event later than thirty (30) calendar days after Tenant receives such notice from Landlord. If Landlord elects to repair any such damage, any abatement of Basic Monthly Rent and Tenant’s Share of Operating Expenses shall end on a factually correct notice given by Landlord to Tenant that the Premises have been repaired. If the damage is caused by the negligence of Tenant or Tenant’s Occupants, Basic Monthly Rent shall not a▇▇▇▇, except to the extent of rental income insurance proceeds relating to this Lease shall not be terminated and actually received by Landlord, or which would have been received by Landlord, had Landlord carried the Landlord shall promptly commence restoration of the Premises. (b) In the event of a termination of the Lease pursuant to this paragraph, all rental income insurance proceeds payable by reason of damage under policies required to be carried hereunder by Landlord pursuant to Paragraph 12. Landlord shall exercise good faith, commercially reasonable efforts to collect such insurance proceeds. Except for abatement of Basic Monthly Rent and Tenant’s Share of Operating Expenses, if any, Tenant shall have no claim against Landlord for any loss suffered by reason of any such damage, destruction, repair or restoration unless such loss is caused by the willful misconduct or gross negligence of Landlord or Landlord’s employees (excluding any insurance proceeds attributable to damage but subject to the waiver of subrogation provisions set forth in Paragraph 12), nor may Tenant terminate this Lease as the result of any statutory provision in effect on or after the date of this Lease pertaining to the damage and destruction of the Premises or the Building. The proceeds of all insurance carried by Tenant on Tenant's inventory’s furnishings, trade fixtures, business or leasehold improvements paid for by the Tenant) equipment and other personal property shall be paid held in trust by Tenant for the purpose of the repair and replacement of the same. Landlord shall not be required to repair any damage to, or to make any restoration or replacement of, any furnishings, trade fixtures, equipment and other personal property installed in the Premises by Tenant. Unless this Lease is terminated by Landlord pursuant to this Paragraph, Tenant shall be required to restore or replace such furnishings, trade fixtures, equipment and other personal property on damage or destruction in at least a condition equal to that existing prior to such event. If the Premises are damaged to the extent that it would take, according to Landlord’s reasonable estimate, in excess of six (6) months (or three (3) months if such damage occurs within the last twelve (12) months of the Term) to complete the requisite repairs, and at least fifty percent (50%) of the Premises would be untenantable for such six (6) month (or three (3) month) period, Tenant may elect to cancel this Lease by written notice of cancellation given by Tenant to Landlord within ten (10) business days after Landlord provides to Tenant a written estimate of the time required to complete the requisite repairs (which notice shall be given by Landlord to Tenant as soon as reasonably possible, but in no event later than thirty (30) calendar days after the occurrence of such damage), and on such notice, Tenant shall vacate and surrender the Premises to Landlord in accordance with the applicable provisions of this Lease. Unless this Lease is cancelled in accordance with this P▇▇▇▇▇▇▇▇ ▇▇, ▇▇▇▇▇▇▇▇ shall commence such repairs within a commercially reasonable period of time after the occurrence of such damage, and shall thereafter diligently prosecute such repairs to completion in a commercially reasonable, good and workmanlike manner, notwithstanding the fact that Landlord’s receipt of insurance proceeds may be delayed (as opposed to being unavailable).

Damage or Destruction. (a) If A. Total. In the Premises shall be damaged by fire event that the whole or other casualty, the Landlord shall collect the proceeds of such insurance and immediately and with all due diligence commence to repair such damage at its expense. From the date the damage occurs to the date the repairs are complete, the rent due hereunder shall be reduced by the same percentage as the percentage a substantial part of the Premises whichLeased Property is damaged or destroyed by fire, in act of nature, or any other cause, so as to make COMPANY unable to continue the Tenant's reasonable judgmentoperation of its business, IAMSA shall, within fifteen (15) days from such destruction, determine whether the Leased Property can be restored within six (6) months. If IAMSA determines that the Leased Property cannot be safelyrestored within six (6) months, economically either IAMSA or practically used for COMPANY shall have the operation of the Tenant's business. Anything herein right and option to the contrary notwithstanding, if in the Tenant's reasonable judgment, any damage or destruction to the Premises from any cause whatsoever cannot be repaired within one hundred eighty (180) days following the date such damage occurs, the Tenant may immediately terminate this Lease Agreement, by advising the other thereof by written notice notice. If this Lease Agreement is not terminated as provided in the preceding sentence, IAMSA shall proceed diligently to reconstruct the Leased Property, in that event the IAMSA will accept in lieu of the rent during this period the rental insurance or bond acquired by the COMPANY. During the period of reconstruction the COMPANY will not be obliged to pay the rent. In the event that the Leased Property is not reconstructed within six months after the date of destruction, then IAMSA will have a cure period of thirty days to finish the restoration of the Improvements of IAMSA, such cure period beginning on the last day of such six month period. Upon IAMSA’s failure to deliver the restored premises and Improvements prior to the Landlord given within ninety (90) days following the occurrence expiration of such damage. In additionthirty (30) day cure period, if any damage or destruction to the Premises from any cause whatsoever cannot be repaired, in the Landlord's reasonable judgment, within one hundred eighty (180) days following the date such damage occurs and the Landlord elects not to repair such damage, the Landlord shall COMPANY will have the right to terminate this Lease Agreement by the delivery of written notice to IAMSA, or COMPANY may elect to accept one day of free rent for each day of delay of the Tenant given within ninety (90) days delivery of the Leased Property from and after the date end of the sixth month (in addition to the abatement of rent during the period of restoration by IAMSA as provided above). COMPANY’s right to terminate this Agreement will be subject to the COMPANY forwarding to IAMSA any insurance proceeds paid to COMPANY for the loss of Improvements constructed by the LESSOR, in accordance with the Insurance that the COMPANY is obliged to acquire under Section VII of this Agreement. In the event total damage occurs and the reconstruction of the premises commences, IAMSA will exercise its best efforts to re-locate COMPANY to another IAMSA property that is acceptable to COMPANY and suitable for COMPANY’s operations, subject to availability, only for the reconstruction period, in order to help COMPANY with its continuing operations at no charge during such reconstruction. B. Partial. In the event the said damages caused to the Leased Property does not prevent COMPANY from continuing the normal operation of its business on the Leased Property, IAMSA and COMPANY shall repair said damage, each party reconstructing that portion of the improvements that it initially installed; provided that during the period required for such repair work, the rent payable hereunder by COMPANY shall be equitably abated for the interference with COMPANY’s use and possession of the Leased Property caused by such damage occurred provided that no more than three (3) calendar years remain in the term hereofand repairs. Notwithstanding the foregoingFurther, if at the time the Landlord gives such termination notice any of the renewal options provided for in the Lease have not yet been exercised and the Tenant exercises a renewal option within thirty (30) days after receipt of the Landlord's termination notice, then this Lease COMPANY shall not be terminated and the Landlord shall promptly commence restoration of the Premises. (b) In the event of a termination of the Lease pursuant to this paragraph, all insurance proceeds payable by reason of damage under policies required to be pay IAMSA any rent or other charges due under this Lease Agreement that are funded by proceeds from rental loss insurance carried hereunder (excluding any insurance by COMPANY, provided that such rental loss proceeds attributable to damage to the Tenant's inventory, trade fixtures, business or leasehold improvements paid for by the Tenant) shall be are paid to the LandlordCOMPANY.

Damage or Destruction. (a) If the Premises shall be damaged by fire or other casualtyIf, the Landlord shall collect the proceeds of such insurance and immediately and with all due diligence commence to repair such damage at its expense. From the date the damage occurs to the date the repairs are complete, the rent due hereunder shall be reduced by the same percentage as the percentage after expiration of the Premises whichDue Diligence Period but prior to Closing, in the Tenant's reasonable judgment, cannot be safely, economically or practically used for the operation of the Tenant's business. Anything herein to the contrary notwithstanding, if in the Tenant's reasonable judgment, there shall occur any uninsured damage or destruction to the Premises from any cause whatsoever cannot be repaired within one ProDerty in excess of twenty percent (20'-.) , by value, of Sundial, Seaside Inn or Sanibel Inn, taken individually, or that would require longer than three hundred eighty sixty-five (180365) days following the date such damage occursto repair, the Tenant may terminate this Lease by written notice to the Landlord given within ninety (90) days following the occurrence of such damage. In addition, if any damage or destruction to the Premises from any cause whatsoever cannot be repaired, in the Landlord's reasonable judgment, within one hundred eighty (180) days following the date such damage occurs and the Landlord elects not to repair such damage, the Landlord CapStar shall have the option, in its sole judgment and discretion, (i) to terminate this Agreement, or (ii) to proceed with Closing without any adjustment in the Purchase Price, in which event, at Closing, Sellers shall transfer and assign to CapStar all of Sellers' right, title and interest in and to all proceeds from all insurance policies owned by Sellers with respect to the Purchased Assets for such damage or destruction, provided that any existing mortgagees having approval or similar rights relating to application of insurance proceeds have agreed that the insurance proceeds may he transferred and assigned to CapStar. If CapStar elects to proceed with Closing, and, as of the Closing Date, the existing mortga ees have no . t agreed that the insurance proceeds may be transferred and assigned to CaDStar, then, in such event, the insurance proceeds shall be trans'Lerred and assigned by Sellers to Ca-oStar as soon as practicable after Closing. If CapStar elects to terminate this Agreement, CapStar shall give written notice thereof to Sellers on or before the earlier to occur of (A) ten (10) days after CapStar shall have received written notice of such damage or destruction, or (B) the Closing Date. If CapStar does not give such notice within such time, CapStar shall he conclusively deemed to have elected to @roceed with Closing, and shall not have any further right to terminate this Lease by written notice to the Tenant given within ninety (90) days after the date Agreement as a result of such damage occurred provided that no more than three or destruction. Upon any te=ination o'L this Agreement under this Section 10.2(a), all rights and obligations of Sellers and CapStar hereunder (3except those rights and obligations set forth herein which expressly survive a te=ination of this Agreement) calendar years remain in the term hereof. Notwithstanding the foregoing, if at the time the Landlord gives such termination notice any of the renewal options provided for in the Lease have not yet been exercised and the Tenant exercises a renewal option within thirty (30) days after receipt of the Landlord's termination notice, then this Lease shall not be terminated and the Landlord shall promptly commence restoration of the Premiseste=inate immediately. (b) In If, prior to Closing, there shall occur any damage or destructi-oi-i -Lo the event ProDerty that would require less than twenty Dercent (20%), by value, of ▇▇▇▇@al, Seaside Inn ' or Sani-bel Inn, taken individually, and take not longer than three hundred sixty-five (365) days to repair, CapStar shall not have the option to L--erminate this Agreement, but Closing shall proceed pursuant to Section 10.2(a)(ii) unless Sellers, insurance company has in good fai-th denied coverage and SSPC is unwilling to pay for the cost (or estimated cost) to repair or restore the damaged ProperL@-y through a reduction in the Purchase Price. I'L Sellers' insurance company denies coverage and SSPC is unwilling to pay for the cost (or estimated cost) to renair or restore the damaged Pro-oerty through a reduct@-on in L--he Purchase Price, CapStar may elect to te--Mi-nate th-Ls Agreemen-L by gi-ving Sellers written notice thereof prior l'o the Clos@-ng and all rights and obligations of Sellers and CapStar hereunder (excent those rights and obligations set forth herein which expressly survive a termination of this Agreement) shall terminate immediately. CapStar acknowledges that Sellers make no representation or warranty as to the Lease amount of any insurance policy proceeds, if any, that will be available to CaDStar in the event ocL a Closing pursuant to Section 10.2(a)(ii) or this paragraphSection 10.2(h). If Sellers' insurance company denies coverage and SSPC pays for the cost or estimated cost to repair or restore the damaged Property through a reduction in the Purchase Price, all insurance proceeds payable by reason of damage under policies required SSPC shall be entitled to be carried hereunder (excluding collecl-- and receive any insurance proceeds attributable ultimately dete=ined to damage to the Tenant's inventorybe due and ow@-ng by Sellers, trade fixtures, business or leasehold improvements paid for by the Tenant) shall be paid to the Landlordinsurance company in respect of such c'Lamage.

Damage or Destruction. (a) If either or both of the Property and the Premises shall be is damaged by fire or other insured casualty, the Landlord shall collect the proceeds of such insurance and immediately and with all due diligence commence to repair such damage at its expense. From the date the damage occurs to the date the repairs are complete, the rent due hereunder shall be reduced by the same percentage as the percentage of the Premises which, in the Tenant's reasonable judgment, cannot be safely, economically or practically used for the operation of the Tenant's business. Anything herein to the contrary notwithstanding, if in the Tenant's reasonable judgment, any damage or destruction to the Premises from any cause whatsoever cannot be repaired within one hundred eighty (180) days following the date such damage occurs, the Tenant may terminate this Lease by written notice to the Landlord given within ninety (90) days following the occurrence of such damage. In addition, if any damage or destruction to the Premises from any cause whatsoever cannot be repaired, in the Landlord's reasonable judgment, within one hundred eighty (180) days following the date such damage occurs and the Landlord elects not to repair such damage, the Landlord shall have the right option either: (a) to terminate this Lease (by written notice to the Tenant given within ninety (90so advising Tenant, in writing) days after the date such damage occurred provided that no more than three (3) calendar years remain in the term hereof. Notwithstanding the foregoing, if at the time the Landlord gives such termination notice any of the renewal options provided for in the Lease have not yet been exercised and the Tenant exercises a renewal option within thirty (30) days after receipt said destruction or casualty effective as of the Landlord's termination noticedate upon which Tenant receives timely written notice thereof; or (b) to restore and rebuild the Property and/or the Premises with reasonable dispatch. Notwithstanding the foregoing, then Landlord may only terminate this Lease under this Section 19 if the cost to repair damage to or destruction of the Premises or Property, as the case may be, exceeds fifty percent (50%) of the replacement cost of the Premises or Property, as the case may be. In no event, however, shall Tenant have the right to terminate this Lease. If Landlord elects to repair and restore the Property (or Premises, as the case may be), Tenant shall not be terminated entitled to (and the Landlord shall promptly commence have no obligation to pay) any damages or compensation, of any nature, for any purported inconvenience, loss of business or annoyance from any repair or restoration undertaken by or on behalf of Landlord under this Section 19 unless such direct damages result from Landlord’s gross negligence or willful misconduct. Notwithstanding the foregoing, if a casualty renders all or part of the Premises. (b) In Premises untenantable, Rent shall proportionately ▇▇▇▇▇ commencing on the event of a termination date of the Lease pursuant casualty and ending when the Premises are delivered to this paragraph, all insurance proceeds payable by reason Tenant. The extent of damage under policies required to be carried hereunder (excluding any insurance proceeds attributable to damage to the Tenant's inventory, trade fixtures, business or leasehold improvements paid for by the Tenant) abatement shall be paid to based upon the portion of the Premises rendered untenantable, inaccessible or unfit for use in a reasonable business manner for the purposes stated in this Lease as reasonably determined by Landlord.

Damage or Destruction. (a) If 9.1 In the event the improvements on the Premises shall be are damaged by fire or other casualtydestroyed, the Landlord shall collect the proceeds of partially or totally, from any cause whatsoever, whether or not such insurance and immediately and with all due diligence commence to repair such damage at its expense. From the date the damage occurs to the date the repairs are complete, the rent due hereunder shall be reduced by the same percentage as the percentage of the Premises which, in the Tenant's reasonable judgment, cannot be safely, economically or practically used for the operation of the Tenant's business. Anything herein to the contrary notwithstanding, if in the Tenant's reasonable judgment, any damage or destruction is covered by any insurance required to the Premises from any cause whatsoever cannot be repaired within one hundred eighty (180) days following the date such damage occursmaintained under Article 8, the Tenant may terminate this Lease by written notice shall repair, restore, and rebuild the Premises to the Landlord given within ninety (90) days following the occurrence of their condition existing immediately prior to such damage. In addition, if any damage or destruction to and this Lease shall continue in full force and effect. Such repair, restoration and rebuilding [all of which are herein called the Premises from any cause whatsoever cannot "repair"] shall be repaired, in the Landlord's commenced within a reasonable judgment, within one hundred eighty (180) days following the date time after such damage occurs or destruction and shall be diligently prosecuted to completion. There shall be no abatement of rent or of any other obligation of Tenant hereunder by reason of such damage or destruction. The proceeds of any insurance maintained under Article 8.3 shall be made available to Tenant for payment of the Landlord elects cost and expense of the repair, provided, however, that such proceeds may be made available to Tenant subject to reasonable conditions including, but not limited to, architect's certification of costs and retention of a percentage of such proceeds pending final notice of completion. In the event that such proceeds are not made available to repair such damage, the Landlord shall have the right to terminate this Lease by written notice to the Tenant given within ninety (90) days after the date such damage occurred provided that no more than three (3) calendar years remain in or destruction, Tenant shall have the term hereof. Notwithstanding the foregoing, if at the time the Landlord gives such termination notice any of the renewal options provided option for in the Lease have not yet been exercised and the Tenant exercises a renewal option within thirty (30) days after receipt days, commencing on the expiration of the such ninety (90) day period of canceling this Lease. If Tenant shall exercise such option, Tenant shall have no further obligation hereunder and shall have no further claim against Landlord's termination notice; provided, then this Lease shall not be terminated and the however, that Landlord shall promptly commence restoration return to Tenant so much of the Premises. Tenant's security deposit as has not theretofore been applied by Landlord. Tenant shall exercise such option by written notice to Landlord within said thirty (b30) day period. In the event of a termination that the insurance proceeds are insufficient to cover the cost of the Lease pursuant to this paragraphrepair, all insurance proceeds payable by reason of damage under policies then any amount in excess thereof required to be carried hereunder (excluding any insurance proceeds attributable to damage to complete the Tenant's inventory, trade fixtures, business or leasehold improvements paid for by the Tenant) repair shall be paid to the Landlordby Tenant.

Damage or Destruction. (a) If In the event the Leased Premises shall be or the Building are damaged by fire or other insured casualty, the insurance proceeds shall be made available therefor by the holder or holders of any Mortgage covering the Building and the damage shall be repaired by and at the expense of Landlord shall collect to the proceeds extent of such insurance and immediately and with all due diligence commence to repair proceeds available therefor, provided such damage at its expenserepairs can, in Landlord’s reasonable opinion, be completed within 180 calendar days after the occurrence of such damage, without the payment of overtime or other premiums. From Notwithstanding the date the damage occurs to the date the repairs are complete, the rent due hereunder shall be reduced by the same percentage as the percentage of the Premises whichforegoing, in the Tenant's event that as a condition to obtaining construction or permanent financing, and notwithstanding the reasonable judgmentcommercial efforts of Landlord to provide otherwise, the holder of any first priority Mortgage requires that such Mortgage (or its related documents governing such loan) govern the disposition of insurance proceeds in the event of an fire or insured casualty, Tenant shall acknowledge in an SNDA (defined below) that such Mortgage (or its related documents governing such loan) shall control such disposition instead of this Lease. Until such repairs are completed, the Rent shall be abated in proportion to the part of the Leased Premises which is unusable by Tenant in the conduct of its business; provided, however, if the damage is due to a material default by Tenant under this Lease or the gross negligence of Tenant or its employees, agents, or invitees, there shall be no abatement of Rent. If repairs cannot, in Landlord’s reasonable opinion, be made within said 180 calendar day period, Landlord shall notify Tenant within thirty (30) calendar days of the date of occurrence of such damage as to whether or not Landlord shall have elected to make such repairs. If Landlord elects not to make such repairs which cannot be safelycompleted within 180 calendar days, economically or practically used for then either party may, by written notice to the operation other, terminate this Lease effective as of the Tenant's businessdate of the occurrence of such damage; provided, however, Tenant shall not have the right to terminate this Lease if the damage is due to a material default by Tenant under this Lease or the gross negligence of Tenant or its employees, agents or invitees. Anything herein If Landlord has maintained the insurance required to be maintained by Landlord under this Lease and insurance proceeds are insufficient or unavailable to repair the contrary notwithstandingdamage, if in the Tenant's reasonable judgmentLandlord may, any damage or destruction to the Premises from any cause whatsoever cannot be repaired within one hundred eighty (180) days following the date such damage occursat its sole option, the Tenant may terminate this Lease by written notice to the Landlord given within ninety (90) days following the occurrence of such damage. In addition, if any damage or destruction to the Premises from any cause whatsoever cannot be repaired, in the Landlord's reasonable judgment, within one hundred eighty (180) days following the date such damage occurs and the Landlord elects not to repair such damage, the Landlord shall have the right to terminate this Lease by written notice to the Tenant given within ninety (90) days after the date such damage occurred provided that no not more than three (3) calendar years remain in the term hereof. Notwithstanding the foregoing, if at the time the Landlord gives such termination notice any of the renewal options provided for in the Lease have not yet been exercised and the Tenant exercises a renewal option within thirty (30) days after receipt the occurrence of the Landlord's termination noticedamage. Except as provided in this Section 11, then this Lease there shall not be terminated no abatement of Rent and the no liability of Landlord shall promptly commence restoration of the Premises. (b) In the event of a termination of the Lease pursuant to this paragraph, all insurance proceeds payable by reason of damage under policies required any injury, inconvenience, temporary limitation of access or interference to be carried hereunder (excluding or with Tenant’s business or property arising from the making of any insurance proceeds attributable necessary repairs, or any alterations or improvements in or to damage any portion of the Building or the Leased Premises, or in or to fixtures, appurtenances, and equipment therein, in each event to the Tenant's inventory, trade fixtures, business or leasehold improvements paid for extent necessitated by the Tenant) shall be paid to the Landlordsuch damage.

Damage or Destruction. (a) If 22.1 In the event of a partial or total destruction of the Building wherein the Demised Premises shall be damaged are located by fire or other casualtyperils covered by extended coverage insurance required to be carried under Section 21 hereof or earthquake insurance actually carried hereunder, the Landlord shall collect the proceeds of such insurance and immediately and with all due diligence commence to repair such damage at its expense. From the date if the damage occurs to the date the repairs are complete, the rent due hereunder shall be reduced by the same percentage as the percentage of the Premises whichthereto is such that, in the TenantLandlord's reasonable judgment, cannot the Building may be safelyrepaired, economically reconstructed or practically used for restored within a period of six (6) months from the operation date of the Tenanthappening of such casualty and Landlord will receive insurance proceeds sufficient to cover the cost of such repairs (except for any deductible amount provided by Landlord's businesspolicy), provided that insurance proceeds are actually available therefor. Anything herein to Landlord shall commence and proceed diligently with the contrary notwithstandingwork of repair, if reconstruction and restoration and this Lease shall continue in the Tenantfull force and effect. If in Landlord's reasonable judgment, any damage or destruction to opinion the Premises from any cause whatsoever cannot be repaired within one hundred eighty (180) days following the date such damage occurs, the Tenant may terminate this Lease by written notice to the Landlord given within ninety (90) days following the occurrence of such damage. In addition, if any damage or destruction to the Premises from any cause whatsoever Building cannot be repaired, reconstructed or restored within a period of six (6) months from the date of such casualty, Tenant shall have the right to terminate the Lease as of the date of destruction. Tenant shall give written notice to Landlord of it's election to either terminate, or to continue in full force and effect the Lease within fourteen (14) days of the date of Landlord's notification to Tenant to restore the Building. 22.2 In the event of any damage to or destruction of the Building wherein the Demised Premises are located, other than as provided in Section 22.1, Landlord may elect, in its sole discretion, not to repair the Building in which event this Lease shall terminate as of the date of destruction. Landlord shall give written notice to Tenant of its election not to repair, reconstruct or restore the Building or Project within the thirty (30) day period following the date of damage or destruction. If Landlord elects to repair, reconstruct and restore the Building, within thirty (30) days of the date of destruction, Landlord shall provide Tenant in writing with Landlord's reasonable judgmenttime estimate for completion of repair and restoration of the Building. If in Landlord's reasonable opinion the Building cannot be repaired, reconstructed or restored within one hundred eighty a period of six (1806) months from the date of such casualty, Tenant shall have the right to terminate the Lease as of the date of destruction. Tenant shall give written notice to Landlord of it's election to either terminate, or to continue in full force and effect the Lease within fourteen (14) days following of the date of Landlord's notification to Tenant to restore the Building. 22.3 Upon any termination of this Lease under any of the provisions of this Article, the parties shall be released thereby without further obligation to the other from the date possession of the Demised Premises is surrendered to the Landlord except for items which have theretofore occurred. 22.4 In the event of repair, reconstruction and restoration as herein provided, the rental provided to be paid under this Lease shall be abated proportionately based on the extent to which Tenant's use of the Demised Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair, which in Tenant's reasonable opinion is suitable for the temporary conduct of Tenant's business. 22.5 Notwithstanding anything to the contrary contained in this Article, should Landlord be delayed or prevented from completing the repair or restoration of the damage to the Demised Premises after the occurrence of such damage occurs or destruction by reason of acts of God or war, governmental restrictions, inability to procure the necessary labor or materials, strikes, or other uses beyond the control of Landlord, the time for Landlord to commence or complete repairs shall be extended, provided that, upon the written election of Landlord, Landlord shall be relieved of its obligation to make such repairs or restoration and Tenant shall be released from its obligation under this Lease as of the end of eight (8) months from date of destruction, if repairs required to provide Tenant use of the Demised Premises are not then substantially complete. 22.6 If Landlord is obligated to or elects not to repair or restore as herein provided, Landlord shall be obligated to restore to a condition substantially the same or better than which existed prior to the casualty of the Demised Premises which were originally provided at Landlord's expense; the repair and restoration of items not provide at Landlord's expense shall be the obligation of Tenant. In the event Tenant elected to upgrade certain improvements, at Tenant's sole cost, from the standard normally provided by Landlord, Landlord shall upon the need for replacement due to an insured loss, provide only the standard Landlord improvements unless Tenant shall elect to again upgrade and pay any additional cost of such upgrades, except to such extent as insurance proceeds which, if received, the excess proceeds are adequate to provide such upgrades, in addition to providing for basic reconstruction and standard improvements and all Tenant Improvements installed by Landlord to the condition in which they existed immediately prior to the casualty. 22.7 Notwithstanding anything to the contrary contained in this Article, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Demised Premises to the extent that insurance proceeds are not actually available therefor or when the damage resulting from any casualty covered under this Article occurs during the last twelve (12) months of the term of this Lease or any extension hereof unless Tenant exercised within thirty (30) days of the damage, its rights to extend the term of the lease as provided in Section 45 below. Notwithstanding anything to the contrary in this Lease, in the event of damage to the Demised Premises which is not fully covered by insurance actually carried, Landlord shall not have the right to terminate this Lease by written notice to (i) if the Tenant given within ninety damage is relatively minor (90e.g., repair or restoration would cost less than five percent (5%) days after the date such damage occurred provided that no more than three (3) calendar years remain in the term hereof. Notwithstanding the foregoing, if at the time the Landlord gives such termination notice any of the renewal options provided for in the Lease have not yet been exercised and the Tenant exercises a renewal option within thirty (30) days after receipt replacement cost of the Landlord's termination notice, then this Lease shall not be terminated and Building); or (ii) if Landlord determines to rebuild the Landlord shall promptly commence restoration of the PremisesBuilding. (b) In the event of a termination of the Lease pursuant to this paragraph, all insurance proceeds payable by reason of damage under policies required to be carried hereunder (excluding any insurance proceeds attributable to damage to the Tenant's inventory, trade fixtures, business or leasehold improvements paid for by the Tenant) shall be paid to the Landlord.

Damage or Destruction. (a) If the Premises shall be Premises, the Building/s or the Center or any part thereof is damaged by fire or other casualty, the cause or condition whatsoever and Landlord shall collect determine not to restore said Premises, Building/s or Center, Landlord may, by written notice to Tenant given within sixty (60) days after such damage, terminate this Lease, effective as of the proceeds date of such insurance the damage. If this Lease is not terminated as above provided and immediately and with all due diligence commence to repair such damage if the Premises are made partially or wholly untenantable, Landlord, at its expense, shall restore the same with reasonable promptness to the condition in which Landlord furnished the Premises to Tenant at the commencement of the Lease Term. From Landlord shall be under no obligation to restore any alteration, improvements or additions to the date Premises made by Tenant or paid for by Tenant, including, but not limited to, any of the initial tenant finish done or paid for by Tenant or any subsequent changes, alterations or additions made by Tenant or reimbursed by Tenant. If, as a result of fire or other casualty, cause or condition whatsoever the Premises are made partially or wholly untenantable and, if Landlord has not given the sixty (60) day notice above provided for and fails within one hundred twenty (120) days after such damage occurs to the date the repairs are complete, the rent due hereunder shall be reduced by the same percentage as the percentage of the Premises which, in the eliminate substantial interference with Tenant's reasonable judgmentuse of said Premises or to substantially restore said Premises, canprovided that Landlord has not be safely, economically or practically used for the operation of the in good faith commenced to eliminate such substantial interference with Tenant's business. Anything herein use or to substantially restore the contrary notwithstandingPremises, if in the Tenant's reasonable judgment, any damage or destruction to the Premises from any cause whatsoever cannot be repaired within said one hundred eighty twenty day period, Tenant may terminate this Lease after the end of said one hundred twenty (180120) days following days, effective as of the date such damage occurs, the by notice to Landlord given not later than ten (10) days after expiration of said one hundred twenty (120) day period. Tenant may not terminate the Lease under this provision if Landlord has in good faith commenced restoration of the Premises within said one hundred twenty (120) days, but Landlord is not able to complete restoration within said one hundred twenty day period due to circumstances beyond the reasonable control of Landlord and so long as Landlord continues in good faith to complete such restoration as soon as possible after the end of said one hundred twenty day period. If the Premises are rendered totally untenantable but this Lease is not terminated, all Rent shall abate from the date of the fire or other relevant cause or condition ▇▇▇▇l the Premises are ready for occupancy and reasonably accessible to Tenant. If a portion of the Premises is untenantable, Rent shall be prorated on a per diem basis and apportioned in accordance with the portion of the Premises which is usable by written notice to Tenant until the Landlord given within ninety (90) days following the occurrence of such damagedamaged part is ready for Tenant's occupancy. In additionall cases, if any damage due allowance shall be made for reasonable delay caused by adjustment of insurance loss, strikes, labor difficulties or destruction to the Premises from any cause whatsoever cannot be repaired, in the beyond Landlord's reasonable judgmentcontrol. In any event, within one hundred eighty (180) days following Tenant shall be responsible for the date such damage occurs removal, or restoration, when applicable, of all its damaged property and the Landlord elects not to repair such damage, the Landlord shall have the right to terminate this Lease by written notice to the Tenant given within ninety (90) days after the date such damage occurred provided that no more than three (3) calendar years remain in the term hereof. Notwithstanding the foregoing, if at the time the Landlord gives such termination notice any of the renewal options provided for in the Lease have not yet been exercised and the Tenant exercises a renewal option within thirty (30) days after receipt of the Landlord's termination notice, then this Lease shall not be terminated and the Landlord shall promptly commence restoration of debris from the Premises, upon request by Landlord or else Tenant must reimburse Landlord for the cost of removal. (b) In the event of a termination of the Lease pursuant to this paragraph, all insurance proceeds payable by reason of damage under policies required to be carried hereunder (excluding any insurance proceeds attributable to damage to the Tenant's inventory, trade fixtures, business or leasehold improvements paid for by the Tenant) shall be paid to the Landlord.

Damage or Destruction. (a) If the Premises, the building in which the Premises shall may be located, or any systems, parking or common areas serving the Premises, are damaged by fire or other casualty, the Landlord shall collect the proceeds within forty-five (45) days of such insurance and immediately and with all due diligence commence casualty notify the Tenant (the “Landlord’s Notice”) whether Landlord elects to repair such damage at its expense. From the date restore the damage occurs to and, if so, whether in the date the repairs are complete, the rent due hereunder shall be reduced by the same percentage as the percentage reasonable determination of the Premises which, in Landlord the Tenant's reasonable judgment, cannot be safely, economically or practically used for the operation of the Tenant's business. Anything herein to the contrary notwithstanding, if in the Tenant's reasonable judgment, any damage or destruction to the Premises from any cause whatsoever cannot can be repaired within one hundred eighty twenty (180120) days following the date such damage occurs, the Tenant may terminate this Lease by written notice to the Landlord given within ninety (90) days following the occurrence of such damagenotice (the “Restoration Period”). In addition, if any damage or destruction to the Premises from any cause whatsoever cannot be repaired, in the Landlord's reasonable judgment, within one hundred eighty (180) days following the date such damage occurs and the If Landlord elects not to repair such damagethe damage then this Lease will terminate effective as of the date of the casualty and the Rent shall be prorated as of that date. If Landlord elects to repair the damage and (i) the damage substantially interferes with Tenant’s ability, in its reasonable judgment, to conduct its business therefrom, or (ii) if the repairs and restoration cannot be completed within the Restoration Period as determined by Landlord, then Tenant may, at its option, within thirty (30) days of the receipt of the Landlord’s Notice, terminate this Lease effective as of the date of the casualty and the Rent shall be prorated as of that date. If ▇▇▇▇▇▇▇▇ has elected to make the repairs and if Tenant has not exercised its right to terminate as set forth above, the Landlord shall within thirty (30) days from the date of the Landlord’s Notice, commence the repairs and restoration and proceed with all due diligence to restore the damaged areas to substantially the same condition in which they were in immediately prior to the occurrence of the casualty. For such period of time as Tenant cannot, in its reasonable judgment, conduct its business from the Premises as a result of the condition of the Premises, the Common Facilities, or the building of which the Premises may be a part, or caused by an interruption thereof because of reconstruction activities, the Rent shall ▇▇▇▇▇. To the extent and during the time that only a portion of the Premises is tenantable and to the extent that Tenant is able in its reasonable judgmentto conduct its business therefrom, the Tenant shall receive a fair diminution of Rent. In the event the Landlord fails to deliver to the Tenant a Landlord’s Notice within the required forty-five (45) day period, the Tenant shall have the right to terminate this Lease by written notice to the Tenant given within ninety (90) days after as of the date such damage occurred provided that no more than three (3) calendar years remain in the term hereof. Notwithstanding the foregoing, if at the time the Landlord gives such termination notice any of the renewal options provided for in the Lease have not yet been exercised and the Tenant exercises a renewal option within thirty (30) days after receipt of the Landlord's termination notice, then this Lease shall not be terminated and the casualty. Landlord shall promptly commence restoration of the Premises. (b) In the event of a termination of the Lease pursuant have no obligation to this paragraph, all insurance proceeds payable by reason of damage under policies required to be carried hereunder (excluding any insurance proceeds attributable to damage to the Tenant's inventory, trade restore fixtures, business improvements, furniture, equipment or leasehold improvements paid for by the other property of Tenant) shall be paid to the Landlord.

Damage or Destruction. (a) If In the Premises shall be damaged by fire or other casualty, the Landlord shall collect the proceeds event of such insurance and immediately and with all due diligence commence to repair such damage at its expense. From the date the damage occurs to the date the repairs are complete, the rent due hereunder shall be reduced by the same percentage as the percentage a total destruction of the Premises which, in Building during the Tenant's reasonable judgment, cannot be safely, economically or practically used for the operation of the Tenant's business. Anything herein to the contrary notwithstanding, if in the Tenant's reasonable judgment, any damage or destruction to the Premises term from any cause whatsoever cannot be repaired within one hundred eighty (180) days following the date such damage occurscause, the Tenant Landlord may terminate this Lease by written notice to the Landlord given within ninety (90) days following the occurrence of such damage. In addition, if any damage or destruction to the Premises from any cause whatsoever cannot be repaired, in the Landlord's reasonable judgment, within one hundred eighty (180) days following the date such damage occurs and the Landlord elects not to repair such damage, the Landlord shall have the right elect to terminate this Lease by giving written notice of termination to the Tenant given within ninety (90) days after the date such damage occurred provided that no more than three (3) calendar years remain in the term hereof. Notwithstanding the foregoing, if at the time the Landlord gives such termination notice any of the renewal options provided for in the Lease have not yet been exercised and the Tenant exercises a renewal option within thirty (30) days after receipt the casualty occurs. A total destruction shall be deemed to have occurred for this purpose if the Building or the Premises that are the subject of this Lease are destroyed to the extent of seventy-five percent (75%) or more of the Landlord's termination noticereplacement cost thereof. If the Lease is not terminated, then Landlord shall repair and restore the Premises in a diligent manner and this Lease shall not be terminated continue in full force and the Landlord shall promptly commence restoration effect, except that Monthly Base Rent and Additional Rent of the PremisesPremises which are the subject of this Lease shall be abated in accordance with Paragraph 20(d) below. (b) In the event of a partial destruction of the Building or the Premises to an extent less than seventy-five percent (75%) of the replacement cost thereof, and (i) if Landlord reasonably believes that the damage thereto can be repaired, reconstructed, or restored within a period of two hundred seventy (270) days from the date of such casualty, (ii) there are at least twelve (12) months remaining in the term of this Lease or if there are less than twelve (12) months remaining in the term of this Lease, then Landlord reasonably believes that the damage thereto can be repaired, reconstructed, or restored within a period of ninety (90) days from the date of such casualty, and (iii) the casualty is from a cause which is insured under ▇▇▇▇▇▇▇▇’s “all risk” property insurance, or is insured under any other coverage then carried by Landlord, then Landlord shall forthwith repair the same, and this Lease shall continue in full force and effect, except that Monthly Base Rent and Additional Rent shall be abated in accordance with Paragraph 20(d) below. If any of the foregoing conditions are not met, Landlord shall have the option of either repairing and restoring the Building and Improvements, or terminating this Lease by giving written notice of termination to Tenant within sixty (60) days after the casualty. (c) Landlord’s election to repair and restore the Building and Improvements or to terminate this Lease, shall be made and written notice thereof shall be given to Tenant within sixty (60) days after the casualty. Notwithstanding the foregoing, (1) Tenant may terminate this Lease by written notice to Landlord if Landlord has not obtained all necessary governmental permits for the restoration and commenced construction of the restoration within ninety (90) days after the casualty; or (2) if Landlord elects to repair and restore the Building and Improvements under Paragraph 20(b) above, but the repairs and restoration are not substantially completed within three hundred sixty-five (365) days after the casualty plus the period of any force majeure delays (as defined in subparagraph (e)), Tenant may terminate this Lease by written notice to Landlord given within thirty (30) days after the expiration of said period of three hundred sixty-five (365) days after the casualty, provided that the repairs and restoration are not substantially completed prior to the receipt by Landlord of such notice of termination. (d) In the event of repair, reconstruction, or restoration as provided herein, the Monthly Base Rent and Additional Rent shall be abated proportionally in the ratio which the Tenant’s use of the Premises is impaired and Tenant does not use such portion of the Premises during the period of such repair, reconstruction, or restoration, from the date of the casualty until such repair, reconstruction or restoration is substantially completed. (e) With respect to any destruction of the Building and Improvements which Landlord is obligated to repair, or may elect to repair, under the terms of this Paragraph 20, the provisions of Section 1932, Subdivision 2, and of Section 1933, Subdivision 4, of the Civil Code of the State of California are waived by the parties. Landlord’s obligation to repair and restore the Building and Improvements shall include the Tenant Improvements referred to in Paragraph 13(b) up to the cost of the Tenant Improvement Allowance. ▇▇▇▇▇▇▇▇’s time for completion of the repairs and restoration of the Building and Improvements referred to above shall be extended by a period equal to any delays (“force majeure delays”) caused by strikes, labor disputes, unavailability of materials, inclement weather, circumstances not within ▇▇▇▇▇▇▇▇’s control, or acts of God. (f) In the event of termination of the this Lease pursuant to any of the provisions of this paragraphParagraph 20, all insurance proceeds payable by reason of damage under policies required to the Monthly Base Rent and Additional Rent shall be carried hereunder (excluding any insurance proceeds attributable to damage to the Tenant's inventory, trade fixtures, business or leasehold improvements paid for by the Tenant) apportioned on a per diem basis and shall be paid to the date of the casualty. In no event shall Landlord be liable to Tenant for any damages resulting to Tenant from the occurrence of such casualty, or from the repairing or restoration of the Building and Improvements, or from the termination of this Lease as provided herein, nor shall Tenant be relieved thereby from any of Tenant’s obligations hereunder, except to the extent and upon the conditions expressly set forth in this Paragraph 20. (g) Notwithstanding anything herein to the contrary, Landlord shall not be obligated to restore the Premises or the Building and shall have the right to terminate this Lease if (a) the holder of any mortgage fails or refuses to make insurance proceeds available for such repair and restoration, (b) zoning or other applicable laws or regulations do not permit such repair and restoration, or (c) the cost of repairing and restoring the Building would exceed fifty percent (50%) of the replacement value of the Building, whether or not the Premises is damaged or destroyed, provided the leases of all other tenants in the Building are similarly terminated. (h) Notwithstanding anything herein to the contrary, if the Premises are destroyed or damaged and Landlord elects to terminate this Lease by giving written notice of termination to Tenant as permitted under this Paragraph 20, then Tenant may notify Landlord of its desire to repair and restore the Premises and thereafter, the parties agree to enter into good faith negotiations for a reasonable period of time for the repair and restoration of the Premises, at Tenant’s sole cost and expense, upon terms and conditions mutually acceptable to Tenant and Landlord. Any such agreement reached by Landlord and Tenant shall be subject to the approval of the holder of any mortgage and compliance with all zoning or other applicable Laws or regulations.

Damage or Destruction. (a) If SECTION 16.01. In case of casualty to the Premises Property resulting in damage or destruction, Tenant will promptly give written notice thereof to Landlord. Tenant, at its sole cost and expense, whether or not such casualty loss is covered by insurance and whether or not the insurance proceeds, if any, shall be damaged sufficient for the purpose, shall restore, repair replace or rebuild the same as nearly as possible to its value, condition and character immediately prior to such damage or destruction. SECTION 16.02. No destruction of or damage to the Property or any part thereof by fire or any other casualty, the Landlord shall collect the proceeds irrespective of whether such insurance and immediately and with all due diligence commence to repair such destruction or damage at its expense. From the date the damage occurs to the date the repairs are completemay occur before, the rent due hereunder shall be reduced by the same percentage as the percentage of the Premises which, in the Tenant's reasonable judgment, cannot be safely, economically on or practically used for the operation of the Tenant's business. Anything herein to the contrary notwithstanding, if in the Tenant's reasonable judgment, any damage or destruction to the Premises from any cause whatsoever cannot be repaired within one hundred eighty (180) days following the date such damage occurs, the Tenant may terminate this Lease by written notice to the Landlord given within ninety (90) days following the occurrence of such damage. In addition, if any damage or destruction to the Premises from any cause whatsoever cannot be repaired, in the Landlord's reasonable judgment, within one hundred eighty (180) days following the date such damage occurs and the Landlord elects not to repair such damage, the Landlord shall have the right to terminate this Lease by written notice to the Tenant given within ninety (90) days after the date such damage occurred provided that no more than three (3) calendar years remain in of the commencement of the term hereofof this Lease, shall permit Tenant to surrender this Lease or shall relieve Tenant from its liability to pay the full net rent and other charges payable under this Lease, and Tenant waives any rights now or hereafter conferred upon it by statute or otherwise to quit or surrender this Lease or the demised Property or any part thereof, or to any suspension, diminution, abatement or reduction of net rent on account of such destruction or damage. Notwithstanding the foregoing, if at in the time event that the Landlord gives Property or a significant portion thereof (exclusive of buildings and other improvements thereon) are materially damaged or destroyed by a natural disaster or other casualty (other than fire) such termination notice any that they cannot economically or feasibly be used by Tenant in the conduct or operation of its business, irrespective of whether such damage or destruction may occur before, or after the date of the renewal options provided for in commencement of the term of his Lease, Tenant may at its option terminate this Lease have not yet been exercised and the Tenant exercises a renewal option within upon thirty (30) days after receipt prior written notice to Landlord given with fifteen (15) days of such damage or destruction. Upon such termination, neither party shall have any further obligation to the Landlord's termination notice, then this Lease shall not be terminated and the Landlord shall promptly commence restoration of the Premises. (b) In the event of a termination of other except with respect to accrued but unpaid liabilities under the Lease pursuant to this paragraph, all insurance proceeds payable by reason of damage under policies required to be carried hereunder (excluding any insurance proceeds attributable to damage to the Tenant's inventory, trade fixtures, business or leasehold improvements paid for by the Tenant) shall be paid to the Landlorddate of termination.

Damage or Destruction. (a) If the Premises shall be are destroyed or damaged by fire fire, earthquake, or other casualty, Concessionaire shall promptly notify the Landlord shall collect Superintendent of the proceeds extent of such insurance destruction or damage and immediately and with all due diligence commence to repair such damage at its expense. From the date the damage occurs to the date the repairs are complete, the rent due hereunder shall be reduced by the same percentage as the percentage extent of the Premises whichthat remain usable, if any, for Concessionaire’s purposes. If the damage is repairable within twenty-four (24) months from the date of the occurrence, then if insurance proceeds or self-insurance coverages are available to pay the full cost of the repairs (except for the deductible amounts) City shall repair the Premises with due diligence. However, City retains the sole option to not repair or replace Building 30 or Premises for any reason, in which case the Tenant's reasonable judgmentCity may elect to terminate this Agreement upon sixty (60) days written notice. The Concession Fee shall be abated in the proportion that the un-tenantable portion of the Premises bears to the whole thereof, cannot be safelyas the Superintendent reasonably determines, economically or practically used for the operation period from the date of the Tenant's business. Anything herein casualty to the contrary notwithstanding, if in completion of the Tenant's reasonable judgment, any repairs. If the damage or destruction to the Premises from any cause whatsoever is uninsured or cannot be repaired within one hundred eighty twenty-four (18024) days following months from the date such damage occursof the occurrence, the Tenant either City or Concessionaire may terminate this Lease by Agreement upon sixty (60) days’ written notice to the Landlord given within ninety other. If thirty percent (9030%) days following or more of Building 30 is destroyed or damaged or the occurrence of such damage. In addition, if any Premises are not damaged but damage or destruction to Building 30 materially and adversely impacts the Premises from any cause whatsoever Permitted Use and the damage is not insured or cannot be repairedrepaired within twenty-four (24) months, in then regardless of whether the Landlord's reasonable judgmentPremises are damaged or not, within one hundred eighty (180) days following the date such damage occurs and the Landlord elects not to repair such damage, the Landlord shall have the right Concessionaire may elect to terminate this Lease by Agreement upon sixty (60) days written notice to the Tenant given within ninety (90) days after the date such damage occurred provided that no more than three (3) calendar years remain in the term hereofCity. Notwithstanding the foregoing, if at the time the Landlord gives such termination notice any of the renewal options provided for in the Lease have not yet been exercised and the Tenant exercises a renewal option within thirty (30) days after receipt of the Landlord's termination notice, then this Lease shall not be terminated and the Landlord shall promptly commence restoration of the Premises. (b) In the event of a termination of the Lease pursuant to this paragraphdamage by casualty, all insurance proceeds payable by reason Concessionaire shall, at its sole cost and expense, be responsible for repair of damage under policies to its own personal property and the City shall not be required to repair or restore any damage or injury or to replace any equipment, inventory, fixture, or other personal property of Concessionaire or others located on the Premises. Neither City nor Concessionaire shall be carried hereunder (excluding any insurance proceeds attributable to damage liable in damages to the Tenant's inventory, trade fixtures, business or leasehold improvements paid other for by terminating this Agreement in accordance with the Tenant) shall be paid to the Landlordprovisions of this section.

Damage or Destruction. (a) If the Premises Tenant shall be damaged give prompt notice to Landlord of any damage by fire or other casualtycasualty to the Premises or any portion thereof. In the event that the Premises, or any part thereof, or access thereto, shall be so damaged or destroyed by fire or other insured casualty (a "CASUALTY") that the Tenant shall not have reasonably convenient access to the Premises or any portion of the Premises shall thereby be otherwise rendered unfit for use and occupancy by the Tenant for the purposes set forth in Section 7.01, and if in the judgment of the Landlord the damage or destruction may be repaired within one hundred and eighty (180) days with available insurance proceeds, then the Landlord shall collect so notify the proceeds Tenant within sixty (60) days after the occurrence of such insurance the damage or destruction (the "NOTICE PERIOD") and immediately and with all due diligence commence to shall repair such damage at its expense. From the date the damage occurs to the date the repairs are complete, the rent due hereunder shall be reduced by the same percentage as the percentage of the Premises which, in the Tenant's reasonable judgment, cannot be safely, economically or practically used for the operation of the Tenant's business. Anything herein to the contrary notwithstanding, if in the Tenant's reasonable judgment, any destruction (except damage or destruction to Tenant's Property or Tenant's Alterations) with reasonable diligence. In the Premises from any cause whatsoever event that the Landlord shall not complete such repairs within one hundred and eighty (180) days after the elapse of the Notice Period, then the Tenant shall have the right to terminate the term of this lease by giving written notice of such termination to the Landlord within twenty (20) days after the end of such one hundred and eighty (180) day period; provided, however, that in the event that the completion of repairs shall be delayed by causes beyond the Landlord's control, including those events described in Section 16.11 hereof, the time for completion shall be extended by the period of such delay. If in the judgment of the Landlord the Premises, or means of access thereto, cannot be repaired within one hundred and eighty twenty (180) days following after the date elapse of the Notice Period with available insurance proceeds and the Landlord does not deliver the Tenant notice of its decision to repair such damage occurs, the Tenant may terminate this Lease by written notice to the Landlord given within ninety sixty (9060) days following after the occurrence of such damage. In additionthe Casualty, if any damage or destruction to the Premises from any cause whatsoever cannot be repaired, in the Landlord's reasonable judgment, within one hundred eighty (180) days following the date such damage occurs and the Landlord elects not to repair such damage, the Landlord then either party shall have the right to terminate the term of this Lease by giving written notice of such termination to the Tenant given other party within ninety the period of sixty (9060) to seventy-five (75) days after the date such damage occurred provided that no more than three (3) calendar years remain in the term hereof. Notwithstanding the foregoing, if at the time the Landlord gives such termination notice any occurrence of the renewal options provided for in the Lease have not yet been exercised and the Tenant exercises a renewal option within thirty (30) days after receipt of the Landlord's termination notice, then this Lease shall not be terminated and the Landlord shall promptly commence restoration of the PremisesCasualty. (b) In the event of a termination of the Lease pursuant to this paragraph, all insurance proceeds payable by reason of damage under policies required to be carried hereunder (excluding any insurance proceeds attributable to damage to the Tenant's inventory, trade fixtures, business or leasehold improvements paid for by the Tenant) shall be paid to the Landlord.

Damage or Destruction. (a) 16.01 If the Premises shall be is damaged or destroyed by fire or other casualty, the Landlord shall collect the proceeds of such insurance and Lessee will immediately and with all due diligence commence to repair such damage at its expense. From the date the damage occurs to the date the repairs are complete, the rent due hereunder shall be reduced by the same percentage as the percentage of the Premises which, in the Tenant's reasonable judgment, cannot be safely, economically or practically used for the operation of the Tenant's business. Anything herein to the contrary notwithstanding, if in the Tenant's reasonable judgment, any damage or destruction to the Premises from any cause whatsoever cannot be repaired within one hundred eighty (180) days following the date such damage occurs, the Tenant may terminate this Lease by give written notice to Lessor of the Landlord given within ninety (90) days following the occurrence of such damagecasualty. In addition, if any damage or destruction to the Premises from any cause whatsoever cannot be repaired, in the Landlord's reasonable judgment, within one hundred eighty (180) days following the date such damage occurs and the Landlord elects not to repair such damage, the Landlord shall Lessor will have the right to terminate this Lease following a casualty if any of the following occur by written giving notice to the Tenant given Lessee within ninety sixty (9060) days after of the date such damage occurred provided casualty: (i) insurance proceeds actually paid to Lessor and available for use are not sufficient to pay the full cost to fully repair the damage; (ii) Lessor determines that no more than three the Premises or the Building cannot be fully repaired within 180 days; (3iii) calendar years remain the Premises are damaged or destroyed within the last twelve (12) months of the Lease Term; (iv) Lessee is in the term hereof. Notwithstanding the foregoing, if Default of this Lease at the time the Landlord gives such termination notice any of the renewal options provided casualty; (v) Lessor would be required under this Lease to ▇▇▇▇▇ or reduce Lessee’s rent for a period in excess of six (6) months if the Lease have not yet been exercised and repairs were undertaken; or (vi) the Tenant exercises a renewal option within thirty (30) days after receipt Project, or the Building in which the Premises is located, is damaged such that the cost of repair of the Landlord's termination noticesame would exceed 10% of the replacement cost of the same. If Lessor elects to terminate this Lease, then Lessor will be entitled to retain all applicable Lessee insurance proceeds excepting those attributable to Lessee’s furniture, fixtures, equipment, and any other personal property. 16.02 If this Lease is not terminated pursuant to Paragraph 16.01, Lessor will repair the Premises and this Lease shall continue. The repair obligation of Lessor shall be limited to repair of the Premises excluding any Lessee Improvements, Lessee Alterations, and any personal property and trade fixtures of Lessee. During the period of repair, rent will be abated or reduced in proportion to the degree to which Lessee’s use of the Premises is impaired, as determined by Lessor, not to exceed the total amount of rent loss insurance proceeds, directly attributable to Lessee’s Premises, Lessor has received. However, rent will not be terminated and abated if Lessee or any of its agents is the Landlord shall promptly commence restoration cause of the Premisescasualty. (b) In the event of a termination of the Lease pursuant to this paragraph, all insurance proceeds payable by reason of damage under policies required to be carried hereunder (excluding any insurance proceeds attributable to damage to the Tenant's inventory, trade fixtures, business or leasehold improvements paid for by the Tenant) shall be paid to the Landlord.

Damage or Destruction. (a) If all or any part of the Premises Building shall be destroyed or damaged by fire or other casualtycasualty required to be insured against under Section 6(a) of this Lease, then Landlord shall, as promptly as feasible (taking into account the Landlord shall collect the proceeds of such time necessary to conclude a satisfactory settlement with any insurance and immediately and with all due diligence commence to company involved), repair such damage at its expenseand restore the Building as nearly as possible to the condition that existed immediately prior to the occurrence of such casualty. From the date If the damage or destruction occurs to during the date last two (2) years of the repairs are completeInitial Term or during any Renewal Term, and the rent due hereunder shall be reduced by the same percentage as the percentage restoration of the Premises which, in the Tenant's reasonable judgment, cannot be safely, economically or practically used for diligently completed within a twelve (12) month period after the operation date of the Tenant's business. Anything herein to the contrary notwithstanding, if in the Tenant's reasonable judgment, any damage or destruction to the Premises from any cause whatsoever cannot be repaired within one hundred eighty (180) days following the date such damage occursdestruction, the Tenant then either party may terminate this Lease by written giving the other party notice to the Landlord given within ninety of termination. Such termination shall be effective twenty (9020) days following receipt of the occurrence notice by the other party, except that a notice of termination by Landlord shall be of no force or effect if within twenty (20) days after receipt of such damagenotice Tenant gives written notice ("Nullification Notice") to Landlord of Tenant's exercise of any available renewal option. In addition, if any damage or destruction Landlord fails to complete such restoration prior to the Premises from any cause whatsoever cannot be repairedapplicable "Restoration Date" described below, in the Landlord's reasonable judgment, within one hundred eighty (180) days following the date such damage occurs and the Landlord elects not to repair such damage, the Landlord Tenant shall have the right option to terminate this Lease by giving written notice to Landlord at any time prior to the Tenant given within ninety commencement or completion of restoration, as applicable. For purposes of the preceding sentence, if the extent of the damage or destruction is less than twenty-five percent (9025%) days of the replacement cost value of the Building, the "Restoration Date" shall be the date that is twelve (12) months after the date such damage occurred provided that no more than three (3) calendar years remain in the term hereof. Notwithstanding the foregoing, if at the time the Landlord gives such termination notice any of the renewal options provided for in damage or destruction, and if the Lease have not yet been exercised and the Tenant exercises a renewal option within thirty (30) days after receipt extent of the damage or destruction is equal to or greater than twenty-five percent (25%) of the replacement cost of the Building, the "Restoration Date" shall be the date that is eighteen (18) months after the date of the damage or destruction. If this Lease is not terminated or if Landlord's termination noticeis nullified by a Nullification Notice, then Landlord shall be obligated to restore the Premises as provided above. If this Lease is terminated, all insurance proceeds for the Premises and other improvements payable under Landlord's policies and derived from such damage or destruction shall not be terminated paid solely to Landlord, and the Landlord all Rent shall promptly commence restoration ▇▇▇▇▇ and be prorated as of the Premisesdate of the damage or destruction (with any surplus rent paid in advance being refunded to Tenant). (b) If Tenant is deprived of the use of all or any portion of the Building by reason of any such damage or casualty or the repair thereof, the Rent shall be abated in proportion to the portion of the Building rendered untenantable from the date of the casualty until the Building has been fully restored and rendered tenantable. In the event of a termination of that such damage precludes Tenant from conducting its usual business in the Lease pursuant to this paragraph, all insurance proceeds payable by reason of damage under policies required to be carried hereunder Building (excluding any insurance proceeds attributable to damage to the in Tenant's inventoryreasonable judgment) or renders the entire Building untenantable, trade fixtures, business or leasehold improvements paid for by Rent shall completely ▇▇▇▇▇ until such time as the Tenant) shall be paid to the LandlordBuilding is fully restored and rendered tenantable.

Damage or Destruction. (a) DAMAGE AND REPAIR: If the Premises shall be Building is damaged by fire or any other casualtycause to such extent that the cost of restoration, as reasonably estimated by Landlord, will equal or exceed thirty percent (30%) of the Landlord shall collect replacement value of the Building (exclusive of foundations) just prior to the occurrence of the damage, or if insurance proceeds of such insurance sufficient for restoration are for any reason unavailable and immediately and with all due diligence commence the cost to repair such damage at its expenseestimated by Landlord is over $100,000, then Landlord may no later than the sixtieth day following the damage, give Tenant a notice of election to terminate this Lease. From the date the damage occurs to the date the repairs are complete, the rent due hereunder shall be reduced by the same percentage as the percentage of If the Premises whichare substantially damaged, in the Tenant's reasonable judgment, and if they cannot be safely, economically or practically used for the operation of the Tenant's business. Anything herein to the contrary notwithstanding, if in the Tenant's reasonable judgment, any damage or destruction to the Premises from any cause whatsoever cannot be substantially repaired within one hundred eighty (180) 180 days following as estimated by Landlord, Tenant or Landlord has the date such damage occurs, the Tenant may terminate right to cancel this Lease by written giving notice to the Landlord given within ninety (90) days following the occurrence of such damage. In addition, if any damage or destruction to the Premises from any cause whatsoever cannot be repaired, in the Landlord's reasonable judgment, within one hundred eighty (180) days following the date such damage occurs and the Landlord elects not to repair such damage, the Landlord shall have the right to terminate this Lease by written notice to the Tenant given within ninety (90) days after the date such damage occurred provided that no more than three (3) calendar years remain in the term hereof. Notwithstanding the foregoing, if at the time the Landlord gives such termination notice any of the renewal options provided for in the Lease have not yet been exercised and the Tenant exercises a renewal option within thirty (30) days after receipt of the Landlord's termination notice, then this Lease shall not be terminated and the Landlord shall promptly commence restoration of the Premises. (b) damage. In the event of a termination such election, this Lease shall be deemed to terminate on the thirtieth (30th) day after the giving of said notice, and Tenant shall surrender possession of the Lease pursuant Premises within a reasonable time thereafter, and the Rent and Additional Rent shall be apportioned as of the date of said surrender and any Rent and Additional Rent paid for any period beyond such date shall be repaid to this paragraphTenant. If the cost of restoration as estimated by Landlord shall amount to less than thirty percent (30%) of said replacement value of the Building, all and insurance proceeds sufficient for restoration are available, or if Landlord does not elect to terminate this Lease, Landlord shall restore the Building and the Premises (to the extent of improvements to the Premises originally provided by Landlord hereunder) with reasonable promptness, subject to delays beyond Landlord's control and delays in the making of insurance adjustments by Landlord, and Tenant shall have no right to terminate this Lease except as herein provided. To the extent that the Premises are rendered untenantable, the Rent and Additional Rent shall proportionately ▇▇▇▇▇, only to the extent such abatement is of the type covered by a standard policy of rental loss insurance to compensate Landlord for such loss. No damages, compensation or claim shall be payable by reason Landlord for inconvenience, loss of damage under policies required to be carried hereunder (excluding any insurance proceeds attributable to damage to the Tenant's inventory, trade fixtures, business or leasehold improvements paid for by annoyance arising from any repair or restoration of any portion of the Tenant) Premises or of the Building. Landlord shall be paid use its best efforts to the Landlordeffect such repairs promptly.

Damage or Destruction. (a) If the Project is damaged by fire or other insured casualty, the damage shall be repaired by Landlord and provided such repairs can, in Landlord’s sole opinion, be completed within two hundred seventy (270) days after commencement of the necessity for repairs, without the payment of overtime or other premiums. and until such repairs are completed. rent shall be abated in proportion to the part of the Premises which is unusable by Tenant in the conduct of its business (but there shall be no abatement of rent by reason of any portion of the Premises being unusable for a period equal to one (1) day or less). If repairs cannot, in Landlord’s opinion, be completed within two hundred seventy (270) days after the necessity for repairs this Lease shall instead terminate, by notifying Tenant in writing of such termination within sixty (60) days after Landlord makes such a determination, with such notice to include a termination date giving Tenant sixty (60) days to vacate the Premises. In addition. Landlord may elect to terminate this Lease if the Project shall be damaged by fire or other casualtycasualty or cause, whether or not the Landlord shall collect the proceeds of such insurance and immediately and with all due diligence commence to repair such damage at its expensePremises are affected. From the date if the damage occurs is not fully covered, except for deductible amounts, by Landlord’s insurance policies. Finally, if the Premises or the Project is damaged to any substantial extent during the last twelve (12) months of the Term, then notwithstanding anything contained in this Article 16 to the date the repairs are complete, the rent due hereunder shall be reduced by the same percentage as the percentage of the Premises which, in the Tenant's reasonable judgment, cannot be safely, economically or practically used for the operation of the Tenant's businesscontrary. Anything herein to the contrary notwithstanding, if in the Tenant's reasonable judgment, any damage or destruction to the Premises from any cause whatsoever cannot be repaired within one hundred eighty (180) days following the date such damage occurs, the Tenant may terminate this Lease by written notice to the Landlord given within ninety (90) days following the occurrence of such damage. In addition, if any damage or destruction to the Premises from any cause whatsoever cannot be repaired, in the Landlord's reasonable judgment, within one hundred eighty (180) days following the date such damage occurs and the Landlord elects not to repair such damage, the Landlord shall have the right option to terminate this Lease by giving written notice to Tenant of the Tenant given exercise of such option within ninety sixty (9060) days after the date such damage occurred provided that no more than three (3) calendar years remain in the term hereof. Notwithstanding the foregoing, if at the time the Landlord gives such termination notice any learns of the renewal options provided necessity for in repairs as the Lease have not yet been exercised and the Tenant exercises a renewal option within thirty (30) days after receipt result of such damage. A total destruction of the Landlord's termination noticeProject shall automatically terminate this Lease. Tenant understands that Landlord will not carry insurance of any kind on Tenant’s furniture, then this Lease furnishings, trade fixtures or equipment, and that Landlord shall not be terminated and obligated to repair any damage thereto or replace the same. Tenant acknowledges that Tenant shall have no right to any proceeds of insurance carried by Landlord shall promptly commence restoration of the Premisesrelating to property damage. (b) In the event of a termination of the Lease pursuant to this paragraph, all insurance proceeds payable by reason of damage under policies required to be carried hereunder (excluding any insurance proceeds attributable to damage to the Tenant's inventory, trade fixtures, business or leasehold improvements paid for by the Tenant) shall be paid to the Landlord.

Damage or Destruction. (a) 18.1 If the Premises shall be or the Building are totally or partially damaged by fire or other casualtydestroyed, thereby rendering the Premises totally or partially inaccessible or unusable, then Landlord shall collect diligently repair and restore the proceeds of such insurance Premises and immediately and with all due diligence commence the Building to repair substantially the same condition they were in prior to such damage at its expense. From the date the damage occurs to the date the repairs are completeor destruction; provided, the rent due hereunder shall be reduced by the same percentage as the percentage of the Premises whichhowever, that if in the Tenant's Landlord’s reasonable judgment, judgment such repair and restoration cannot be safely, economically or practically used for the operation of the Tenant's business. Anything herein to the contrary notwithstanding, if in the Tenant's reasonable judgment, any damage or destruction to the Premises from any cause whatsoever cannot be repaired completed within one hundred eighty (180) days following after the date adjustment of the loss in connection with such damage occursor destruction, then Landlord shall have the Tenant may right, at its sole option, to terminate this Lease by giving written notice to the Landlord given of termination within ninety forty-five (9045) days following after the occurrence of such damage. In addition, if any damage or destruction to destruction. 18.2 If Landlord determines, in its reasonable judgment, that the Premises from any cause whatsoever repairs and restoration cannot be repaired, in the Landlord's reasonable judgment, substantially completed within one hundred eighty (180) days following after the date of adjustment of the loss in connection with such damage occurs and the or destruction, Landlord elects not to repair shall promptly notify Tenant of such damagedetermination. For a period of thirty (30) days after receipt of such determination, the Landlord Tenant shall have the right to terminate this Lease by providing written notice to the Landlord. If Tenant given does not elect to terminate this Lease within ninety such thirty (9030) days after the date such damage occurred day period, and provided that no more than three (3) calendar years remain in Landlord has not elected to terminate this Lease, Landlord shall proceed to repair and restore the term hereofPremises and the Building. Notwithstanding the foregoing, Tenant shall not have the right to terminate this Lease if at the time the Landlord gives such termination notice act or omission of Tenant or any of its Invitees shall have caused the renewal options provided damage or destruction. 18.3 If this Lease is terminated pursuant to Section 18.1 or 18.2 above, then all rent shall be apportioned (based on the portion of the Premises which is usable after such damage or destruction) and paid to the date of termination. If this Lease is not terminated as a result of such damage or destruction, then until such repair and restoration of the Premises are substantially complete, Tenant shall be required to pay the Base Rent and additional rent only for in the Lease have not yet been exercised portion of the Premises that is usable while such repair and restoration are being made. Landlord shall bear the expenses of repairing and restoring the Premises and the Tenant exercises a renewal option within thirty (30) days after receipt of the Landlord's termination noticeBuilding; provided, then this Lease however, that Landlord shall not be terminated required to repair or restore any Alteration previously made by Tenant or any of Tenant’s trade fixtures, furnishings, equipment or personal property; and provided further that if such damage or destruction was caused by the act or omission of Tenant or any Invitee, then Tenant shall pay the amount by which such expenses exceed the insurance proceeds, if any, actually received by Landlord on account of such damage or destruction. 18.4 Notwithstanding anything herein to the contrary, Landlord shall promptly commence restoration not be obligated to restore the Premises or the Building and shall have the right to terminate this Lease if (a) the holder of the Premises. any Mortgage fails or refuses to make insurance proceeds available for such repair and restoration, (b) In zoning or other applicable laws or regulations do not permit such repair and restoration, or (c) the event cost of a termination repairing and restoring the Building would exceed fifty percent (50%) of the Lease pursuant replacement value of the Building, whether or not the Premises are damaged or destroyed, provided the leases of all other tenants in the Building are similarly terminated. 18.5 Notwithstanding the foregoing Sections of this Article 18, Landlord shall not be obligated to this paragraph, all insurance proceeds payable by reason restore the Tenant Work which was a part of damage under policies the work required to be carried hereunder (excluding any insurance proceeds attributable to damage to performed under Exhibit D attached hereto. Rather, the Tenant's inventory, trade fixtures, business or leasehold improvements paid for by the Tenant) restoration of such Tenant Work shall be paid to the Landlordsole expense and responsibility of Tenant.

Damage or Destruction. (a) If SECTION 16.01. In case of casualty to the Premises Property resulting in damage or destruction, Tenant will promptly give written notice thereof to Landlord. Tenant, at its sole cost and expense, whether or not such casualty loss is covered by insurance and whether or not the insurance proceeds, if any, shall be damaged sufficient for the purpose, shall restore, repair, replace, or rebuild the same as nearly as possible to its value, condition, and character immediately prior to such damage or destruction. SECTION 16.02. No destruction of or damage to the Property or any part thereof by fire or any other casualty, the Landlord shall collect the proceeds irrespective of whether such insurance and immediately and with all due diligence commence to repair such destruction or damage at its expense. From the date the damage occurs to the date the repairs are completemay occur before, the rent due hereunder shall be reduced by the same percentage as the percentage of the Premises whichon, in the Tenant's reasonable judgment, cannot be safely, economically or practically used for the operation of the Tenant's business. Anything herein to the contrary notwithstanding, if in the Tenant's reasonable judgment, any damage or destruction to the Premises from any cause whatsoever cannot be repaired within one hundred eighty (180) days following the date such damage occurs, the Tenant may terminate this Lease by written notice to the Landlord given within ninety (90) days following the occurrence of such damage. In addition, if any damage or destruction to the Premises from any cause whatsoever cannot be repaired, in the Landlord's reasonable judgment, within one hundred eighty (180) days following the date such damage occurs and the Landlord elects not to repair such damage, the Landlord shall have the right to terminate this Lease by written notice to the Tenant given within ninety (90) days after the date such damage occurred provided that no more than three (3) calendar years remain in of the commencement of the term hereofof this Lease, shall permit Tenant to surrender this Lease or shall relieve Tenant from its liability to pay the full net rent and other charges payable under this Lease, and Tenant waives any rights now or hereafter conferred upon it, by statute or otherwise, to quit or surrender this Lease or the demised Property or any part thereof, or to any suspension, diminution, abatement, or reduction of net rent on account of such destruction or damage. Notwithstanding the foregoing, if at in the time event that the Landlord gives Property or a significant portion thereof (exclusive of buildings and other improvements thereon) are materially damaged or destroyed by a natural disaster or other casualty (other than fire) such termination notice any that they cannot economically or feasibly be used by Tenant in the conduct or operation of its business, irrespective of whether such damage or destruction may occur before, on, or after the date of the renewal options provided for in commencement of the term of this Lease, Tenant may at its option terminate this Lease have not yet been exercised and the Tenant exercises a renewal option within upon thirty (30) days after receipt prior written notice to Landlord given with fifteen (15) days of such damage or destruction. Upon such termination, neither party shall have any further obligation to the Landlord's termination notice, then this Lease shall not be terminated and the Landlord shall promptly commence restoration of the Premises. (b) In the event of a termination of other except with respect to accrued but unpaid liabilities under the Lease pursuant to this paragraph, all insurance proceeds payable by reason of damage under policies required to be carried hereunder (excluding any insurance proceeds attributable to damage to the Tenant's inventory, trade fixtures, business or leasehold improvements paid for by the Tenant) shall be paid to the Landlorddate of termination.

Damage or Destruction. (a) 17.1 If the Premises shall be or the Building are totally or partially damaged by fire or other casualtydestroyed thereby rendering the Premises totally or partially inaccessible or unusable, the then Landlord shall collect diligently repair and restore the proceeds of such insurance Premises and immediately and with all due diligence commence the Building to repair substantially the same condition they were in prior to such damage at its expense. From the date the damage occurs to the date the repairs are completeor destruction; provided, the rent due hereunder shall be reduced by the same percentage as the percentage of the Premises whichhowever, that if in the Tenant's Landlord’s reasonable judgment, judgment such repair and restoration cannot be safely, economically or practically used for the operation of the Tenant's business. Anything herein to the contrary notwithstanding, if in the Tenant's reasonable judgment, any damage or destruction to the Premises from any cause whatsoever cannot be repaired completed within one two hundred eighty seventy (180270) days following the date such damage occurs, the Tenant may terminate this Lease by written notice to the Landlord given within ninety (90) days following after the occurrence of such damage. In addition, if any damage or destruction to (taking into account the Premises from time needed for effecting a satisfactory settlement with any cause whatsoever cannot be repairedinsurance company involved, in the Landlord's reasonable judgmentremoval of debris, within one hundred eighty (180) days following the date such damage occurs preparation of plans and the Landlord elects not to repair such damageissuance of all required governmental permits), the then Landlord shall have the right to terminate this Lease by giving written notice of termination within forty five (45) days after the occurrence of such damage or destruction. If this Lease is terminated pursuant to this Article, then rent shall be apportioned (based on the portion of the Premises which is usable or used after such damage or destruction) and paid to the later of the date of termination or the date Tenant given completely vacates and abandons the Premises on account of such damage and (if applicable) Landlord shall be entitled to any insurance proceeds received by Tenant that are attributable to Landlord’s Work and other improvements insured or required to be insured by Tenant that would remain in the Premises at the end of the Lease Term. If this Lease is not terminated as a result of such damage or destruction, then until such repair and restoration of the Premises are substantially complete, Tenant shall be required to pay rent only for the portion of the Premises that is usable while such repair and restoration are being made; provided, however, that (x) if such damage or destruction was caused by the act or omission of Tenant or any Agent of Tenant, then Tenant shall not be entitled to any such rent reduction and (y) if Tenant fails to immediately pay over to Landlord insurance proceeds when received from Tenant’s insurance any such rent abatement shall end on the date when Landlord would have been able to substantially complete repair and restoration of the Premises had Tenant timely paid Landlord such insurance proceeds. After receipt of all insurance proceeds (including proceeds of insurance maintained by Tenant), Landlord shall proceed with and bear the expenses of such repair and restoration of the Premises and the Building; provided, however, that (a) if such damage or destruction was caused by the act or omission of Tenant or any Agent of Tenant, then Tenant shall pay Landlord’s deductible and the amount by which such expenses exceed the insurance proceeds, if any, actually received by Landlord on account of such damage or destruction (or, if Landlord fails to maintain the insurance required by Section 13.3, that Landlord would have received had Landlord maintained such insurance required by Section 13.3), (b) Tenant shall pay the amount by which the cost of restoring any item which Landlord is required to restore and Tenant is required to insure exceeds the insurance proceeds received with respect thereto, and (c) Landlord shall not be required to repair or restore any tenant improvements installed in the Premises (except to the extent Landlord receives proceeds therefor from Tenant’s insurance), any Alterations or any other contents of the Premises (including Tenant’s trade fixtures, decorations, furnishings, equipment or personal property). Notwithstanding anything herein to the contrary, Landlord shall have the right to terminate this Lease if (1) insurance proceeds plus deductibles are insufficient to pay the full cost of such repair and restoration (so long as Landlord maintains the insurance required by Section 13.3), (2) the holder of any Mortgage fails or refuses to make such insurance proceeds available for such repair and restoration, (3) zoning or other applicable Laws or regulations do not permit such repair and restoration, or (4) the damage to the Building exceeds thirty five percent (35%) of the replacement value of the Building. 17.2 If, within ninety forty five (9045) days after the occurrence of the damage or destruction described in Section 17.1, Landlord determines in its sole but reasonable judgment that the repairs and restoration cannot be substantially completed within two hundred seventy (270) days after the date of such damage occurred or destruction as aforesaid, and provided that no Landlord does not elect to terminate this Lease pursuant to this Article, then Landlord shall promptly notify Tenant of such determination. For a period continuing through the later of the thirtieth (30th) day after the occurrence of the damage or destruction or the tenth (10th) day after receipt of such notice, Tenant shall have the right to terminate this Lease by providing written notice to Landlord (which date of such termination shall be not more than three (3) calendar years remain in the term hereof. Notwithstanding the foregoing, if at the time the Landlord gives such termination notice any of the renewal options provided for in the Lease have not yet been exercised and the Tenant exercises a renewal option within thirty (30) days after receipt the date of Tenant’s notice to Landlord). Notwithstanding any of the Landlord's termination noticeforegoing to the contrary, then Tenant shall not have the right to terminate this Lease if the willful misconduct of Tenant or any Agent of Tenant shall not be terminated and have caused the Landlord shall promptly commence restoration of the Premisesdamage or destruction. (b) In the event of a termination of the Lease pursuant to this paragraph, all insurance proceeds payable by reason of damage under policies required to be carried hereunder (excluding any insurance proceeds attributable to damage to the Tenant's inventory, trade fixtures, business or leasehold improvements paid for by the Tenant) shall be paid to the Landlord.

Damage or Destruction. (a) 9.1 If the Premises shall be partially damaged by fire or of other casualtycause, then the Landlord Premises shall collect be repaired by and at the proceeds expense of Lessor and the rent, until such insurance and immediately and with all due diligence commence to repair such damage at its expense. From the date the damage occurs repairs shall be made, shall be apportioned according to the date the repairs are complete, the rent due hereunder shall be reduced by the same percentage as the percentage part of the Premises whichwhich is usable by Lessee. No penalty shall accrue for reasonable delay which may arise by reason of adjustment of fire insurance on the part of Lessor or Lessee, in the Tenant's for reasonable judgmentdelay on account of “labor troubles”, cannot be safely, economically or practically used for the operation of the Tenant's businessany other cause beyond Lessor’s control. Anything herein to the contrary notwithstanding, if in the Tenant's reasonable judgment, any damage or destruction to If (i) the Premises from any cause whatsoever cannot be repaired within one hundred eighty are totally damaged or are rendered wholly untenantable, (180ii) days following the date such damage occurs, the Tenant may terminate this Lease by written notice to the Landlord given within ninety (90) days following the occurrence of such damage. In addition, if any damage or destruction to the Premises from any cause whatsoever cannot are totally or partially damaged by uninsured fire or other uninsured cause, or (iii) the Premises shall be repairedso damaged that Lessor shall decide to demolish the entire Premises, in the Landlord's reasonable judgment, within one hundred eighty (180) days following the date such damage occurs and the Landlord elects not to repair such damage, the Landlord shall have the right to terminate this Lease by written notice to the Tenant given then within ninety (90) days after the date occurrence of the event or damage or destruction Lessor may elect, by written notice to Lessee, to terminate this Lease. In such damage occurred provided that no more than three (3) calendar years remain in event, the term hereofof this Lease shall expire by lapse of time upon the third day after such notice is given, and Lessee shall vacate the Premises and surrender the same to the repair of the Premises, to substantially their condition immediately prior to the even tof damage or destruction; and rent shall be apportioned according to the part of the Premises which is usable by Lessee, until such restoration or rebuilding is complete. Notwithstanding anything to the contrary contained herein, if Lessor notifies Lessee of Lessor’s election to terminate this Lease pursuant to the foregoing, if at the time the Landlord gives such termination notice any then for a period of the renewal options provided for in the Lease have not yet been exercised and the Tenant exercises a renewal option within thirty ten (3010) days after following Lessee’s receipt of written notice of such election, Lessee may elect, by written notice to Lessor, at Lessee’s own cost and expense, to restore or rebuild the Landlord's termination noticePremises to substantially their condition immediately prior to the event of damage or destruction, then in which event: (i) this Lease shall not continue thereafter in full force and effect, as if Lessor’s election to terminate had never been made; (ii) Lessee shall diligently cause the Premises to be terminated restored or rebuilt in accordance with the foregoing; and (iii) rent shall be apportioned according to the Landlord shall promptly commence restoration part of the Premises. (b) In Premises which is usable by Lessee until such restoration or rebuilding is complete, to the extent of rental loss insurance available to Lessor. Notwithstanding anything to the contrary contained herein, in the event of a termination of the that Lessor does not or may not elect to terminate this Lease pursuant to the terms of this paragraphParagraph 9.1, all insurance proceeds payable then within sixty (60) following the occurrence of any event of damage or destruction to the Premises, Lessor shall provide Lessee with written notice, prepared by a licensed California contractor, reasonably estimating the period of time which will be required to repair or rebuild the Premises to substantially the condition in which they existed immediately prior to such damage or destruction. If such reparation or rebuilding is not reasonable estimated to be complete within two hundred forty (240) days following the occurrence of such damage or destruction, then Lessee may elect by written notice to Lessor with ten (10) business days of Lessor’s notice to terminate this Lease in which event: (i) the term of this Lease shall expire by lapse of time upon the third day after such notice is given, and (ii) Lessee shall vacate the Premises and surrender the same to Lessor. No penalty shall accrue for reasonable delay which may arise by reason of damage under policies required to be carried hereunder (excluding adjustment of fire insurance on part of Lessor or Lessee, for reasonable delay on account of “labor troubles”, or any insurance proceeds attributable to damage to other cause beyond the Tenant's inventory, trade fixtures, business control of Lessor or leasehold improvements paid for by the Tenant) shall be paid to the LandlordLessee.

Damage or Destruction. (a) If the Premises or Building is damaged or destroyed so that the Premises become totally or partially untenantable or unsuitable for the intended use, Landlord shall be damaged by fire required, to the extent of available insurance proceeds, to repair or other casualtyrestore the Premises or Building within sixty (60) days of the date of damage, the Landlord shall collect the proceeds or to commence repairs and pursue completion of such insurance and immediately and same with all due diligence commence to repair such damage at its expense. From the date the damage occurs to the date the repairs are complete, the rent due hereunder shall be reduced by the same percentage as the percentage of the Premises which, in the Tenant's reasonable judgment, event said repairs cannot be safelyreasonably completed within the sixty (60) day period. If Landlord fails to comply with these provisions, economically or practically used for the operation of the Tenant's business. Anything herein to the contrary notwithstanding, if in the Tenant's reasonable judgment, any damage or destruction to the Premises from any cause whatsoever cannot be repaired within one hundred eighty (180) days following the date such damage occurs, the Tenant may terminate this Lease by written notice to the Landlord given within ninety (90) days following the occurrence of such damage. In addition, if any damage or destruction to the Premises from any cause whatsoever cannot be repaired, in the Landlord's reasonable judgment, within one hundred eighty (180) days following the date such damage occurs and the Landlord elects not to repair such damage, the Landlord shall have the right elect to terminate this Lease by giving written notice to the Tenant given within ninety (90) days after the date such damage occurred provided that no more than three (3) calendar years remain in the term hereofLandlord. Notwithstanding the foregoing, if at the time the Landlord gives such termination notice any of the renewal options provided for in the Lease have not yet been exercised and the Tenant exercises a renewal option within thirty (30) days after receipt of the Landlord's termination notice, then this Lease shall not be terminated and the Landlord shall promptly commence restoration of the Premises. (b) In the event that this Lease is so terminated, neither party shall be further obligated to the other except that Tenant shall be responsible to pay Landlord all Rent and other charges due hereunder to the date of a termination such termination. Tenant may remove any non-structural improvements made by Tenant or other property owned by Tenant, and shall be responsible for any repairs necessitated by said removal. In the event that the Premises are damaged or destroyed by fire, storm or other casualty so that the Premises shall be rendered totally or partially untenantable or unsuitable for the intended use, then until the Premises are rebuilt or restored to their former condition by Landlord, payment of Rent shall be reduced in the same proportion as the number of square feet of the Lease pursuant to this paragraph, all insurance proceeds payable by reason of damage under policies required to be carried hereunder (excluding any insurance proceeds attributable to damage Premises which is untenantable or unsuitable for the intended use bears to the Tenant's inventory, trade fixtures, business or leasehold improvements paid for total number of square feet of the Premises occupied by the TenantTenant prior to the loss or destruction. Rental shall automatically be reinstated as portions of the Premises are returned to use by Tenant (provided it is commercially reasonable for Tenant to conduct its business thereon) and shall be paid to fully reinstated upon completion of the repairs or restoration by Landlord.

Damage or Destruction. It is hereby expressly agreed, that in the event the Leased Premises and/or the Building are damaged or destroyed by fire, lightning, tempest, explosion, impact, sabotage, vandalism or any of the perils insured against under the provisions of the Landlord’s insurance policies or any other cause, then in every such event the following rules shall apply: (a) If the damage or destruction is such that the Leased Premises shall be damaged by fire is rendered untenantable or other casualty, the Landlord shall collect the proceeds of such insurance and immediately and with all due diligence commence to repair such damage at its expense. From the date the damage occurs to the date the repairs are complete, the rent due hereunder shall be reduced by the same percentage as the percentage if more than thirty percent (30%) of the building in which the Leased Premises whichare situate is damaged, in whole or in part and if it is impossible or unsafe for the Tenant to use and occupy the Leased Premises and if in either event the damage, in the Tenant's reasonable judgment, cannot be safely, economically or practically used for the operation opinion of the Tenant's business. Anything herein Landlord’s Consultant (as defined in Section 1.02) to the contrary notwithstanding, if in the Tenant's reasonable judgment, any damage or destruction to the Premises from any cause whatsoever cannot be repaired within one hundred eighty (180) days following the date such damage occurs, the Tenant may terminate this Lease by written notice to the Landlord given within ninety (90) days following the occurrence of such damage. In addition, if any damage or destruction to the Premises from any cause whatsoever cannot be repaired, in the Landlord's reasonable judgment, within one hundred eighty (180) days following the date such damage occurs and the Landlord elects not to repair such damage, the Landlord shall have the right to terminate this Lease by written notice to the Tenant given within ninety (90) days after the date such damage occurred provided that no more than three (3) calendar years remain in the term hereof. Notwithstanding the foregoing, if at the time the Landlord gives such termination notice any of the renewal options provided for in the Lease have not yet been exercised and the Tenant exercises a renewal option within thirty (30) days after receipt of the Landlord's termination noticehappening of such damage or destruction, cannot be repaired with reasonable diligence within one hundred and eighty (180) days from the happening of such damage or destruction then either the Landlord or the Tenant may, within ten (10) days next succeeding the giving of the Consultant’s opinion as aforesaid, terminate this Lease by giving to the other notice in writing of such termination, in which event this Lease and the Term shall cease and be at an end as of the date of such destruction or damage and all Minimum Rent, Additional Rent and other payments for which the Tenant is liable under the terms of this Lease shall not be terminated apportioned and paid in full to the Landlord shall promptly commence restoration date of the Premisessuch destruction or damage. (b) If the damage or destruction be such that the Leased Premises is rendered untenantable, in whole or in part, or if it is impossible or unsafe for the Tenant to use and occupy the Leased Premises, but if in either event the damage, in the opinion of the Landlord’s Consultant to be given to the Tenant within thirty (30) days from the happening of such damage or destruction, can be repaired with reasonable diligence within one hundred and eighty (180) days from the happening of such damage or destruction, or if in the event that neither the Landlord nor the Tenant terminates this Lease pursuant to paragraph (a) above, then in such cases the Landlord shall reconstruct, rebuild or repair the Leased Premises with reasonable diligence and in a good and workmanlike manner but only to the extent of the Landlord’s Work as set out in this Lease, and exclusive of any work, improvements or fixtures made by the Tenant pursuant to this Lease or otherwise and the Minimum Rent shall ▇▇▇▇▇ proportionately to the portion of the Leased Premises rendered untenantable from the date of destruction or damage and until the Leased Premises have been restored and rendered tenantable by the Landlord and Tenant to the extent aforesaid. (c) The decision of the Landlord’s Consultant as to the percentage of damage or destruction to the Leased Premises; as to the time within which the Leased Premises can or cannot be repaired; as to the state of tenantability of the Leased Premises; and as to the date on which the Landlord’s Work and Tenant’s Work is completed, shall be final and binding on the parties hereto. (d) Upon the Tenant being notified in writing by the Landlord that the Landlord’s reconstruction, rebuilding or repair of the Leased Premises as aforesaid, has been substantially completed, the Tenant shall forthwith complete all the Tenant’s work including, without limitation, such work as is set out in this Lease, and all work required to fully restore the Leased Premises for business fully fixtured, stocked and staffed (in any case, without the benefit of any allowance or payments made by the Landlord to the Tenant in connection with the Tenant’s work or in connection with the original construction of the Leased Premises). The Tenant shall complete its work and open for business as soon as reasonably possible and in any event within 240 days after receipt of notice that the Landlord’s work has been substantially completed. Nothing in this Section 10.01 requires the Landlord to rebuild the Leased Premises or the Property to the condition and the state that existed before any such occurrence of damage or destruction. (e) In the event of a termination that damage or destruction of the Lease pursuant Leased Premises and/or the building in which the Leased Premises are situate renders the Leased Premises untenantable for a period of three (3) days or less, then the Tenant shall not be entitled to this paragraph, all insurance proceeds payable by reason any abatement of damage under policies required to be carried hereunder (excluding any insurance proceeds attributable to damage to the Tenant's inventory, trade fixtures, business or leasehold improvements paid for by the Tenant) shall be paid to the Landlordrent whatsoever.

Damage or Destruction. (a) 5.6.1 If the Premises shall be are damaged by fire fire, earthquake or other casualtycasualty (the “Casualty”), Tenant shall give prompt written notice thereof to Landlord. If Landlord estimates (such estimate to be provided within sixty (60) calendar days of Landlord’s receipt of written notice of the damage) that the damage can be repaired to meet Tenant’s business needs within one hundred-twenty (120) Business Days after Landlord shall collect the proceeds is notified by Tenant of such damage and if there are sufficient insurance and immediately and with all due diligence commence proceeds available to repair such damage at its expense. From damage, then Landlord shall proceed to restore the date Premises to substantially the condition which existed prior to the damage occurs to the date the repairs are completeand this Lease shall not terminate. If, in Landlord’s estimation, the rent due hereunder shall be reduced by the same percentage as the percentage of the Premises which, in the Tenant's reasonable judgment, cannot be safely, economically or practically used for the operation of the Tenant's business. Anything herein to the contrary notwithstanding, if in the Tenant's reasonable judgment, any damage or destruction to the Premises from any cause whatsoever cannot be repaired within such 120 Business Day period or if there are insufficient insurance proceeds available to repair such damage, Landlord may elect in its absolute discretion to either: (a) terminate this Lease or (b) restore the Premises to substantially the condition which existed prior to the damage and this Lease will continue. 5.6.2 If Landlord elects to restore the Premises under subparagraph 5.6.1 above, then Landlord shall, at its sole cost and expense, restore the Premises with reasonable diligence to substantially the condition existing prior to the Casualty; provided that Landlord shall not be obligated to restore Tenant Improvements and Tenant Alterations installed by Tenant or Tenant’s furniture, fixtures or equipment. Landlord shall provide Tenant with notice of its election to restore the Premises, which notice shall also specify the expected duration of such restoration. Failure to so elect shall be deemed Landlord’s decision not to restore. During the restoration period, the Base Rent and Additional Rent shall ▇▇▇▇▇ for the period during which the Premises are not suitable for Tenant’s business needs. If only a portion of the Premises is rendered not suitable for Tenant’s business needs, the Base Rent and Additional Rent shall ▇▇▇▇▇ proportionately. When performing such restoration, Landlord will not be obligated to spend more than the net insurance proceeds received by Landlord as a result of such Casualty plus an amount equal to the applicable deductible under Landlord’s insurance policy. If Landlord fails to complete such restoration within one hundred eighty (180) days following Business Days, as such time period may be extended by Force Majeure events described in Section 9.8 of this Lease, then Tenant shall have the date right to terminate this Lease upon fifteen (15) Business Days’ written notice to Landlord. If Tenant does not terminate the Lease, then (1) the Lease Term shall be extended for the time required to complete such damage occursrestoration, (2) Tenant shall pay to Landlord, upon demand, Tenant’s Pro Rata Share of any applicable deductible amount specified under Landlord’s insurance and (3) Landlord shall not be required to repair or restore any Tenant Alterations installed by Tenant or Tenant’s furniture, fixtures, or equipment or other property of Tenant. Except for the abatement of Base Rent and Additional Rent during reconstruction as provided in this subparagraph, Tenant agrees to look to the provider of Tenant’s insurance for coverage for the loss of Tenant’s use of the Premises and any other related losses or damages incurred by Tenant during any reconstruction period. 5.6.3 If the Building is damaged by fire, earthquake or other casualty and more than fifty percent (50%) of the Building is rendered untenantable, without regard to whether the Premises are affected by such damage, Landlord may in its absolute discretion and without limiting any other options available to Landlord under this Lease or otherwise, elect to terminate this Lease by written notice in writing to the Landlord given Tenant within ninety sixty (9060) days following after the occurrence of such damagedamage if Landlord is also terminating the leases of other tenants in the Building. In additionSuch notice shall be effective twenty (20) Business Days after receipt by Tenant unless a later date is set forth in Landlord’s notice. 5.6.4 Notwithstanding anything contained in this Lease to the contrary, if any there is damage or destruction to the Premises from any cause whatsoever cannot be repaired, in the Landlord's reasonable judgment, within one hundred eighty (180) days following the date such damage occurs or Building and the Landlord elects not holder of any indebtedness secured by a mortgage or deed of trust covering any such property requires that the insurance proceeds be applied to such indebtedness or if the insurance proceeds are otherwise inadequate to complete the repair such damageof the damages to the Premises, the Building or both, then Landlord shall have the right to terminate this Lease by delivering written notice of termination to the Tenant given within ninety fifteen (9015) days Business Days after the date Landlord is notified of such damage occurred provided that no more than three (3) calendar years remain in the term hereof. requirement. 5.6.5 Notwithstanding the foregoing, if at the time Premises or the Landlord gives such termination notice any Building are wholly or partially damaged or destroyed within the final six (6) months of the renewal options provided for in Lease Term, either Landlord or Tenant may, at its option, elect to terminate this Lease upon written notice to the Lease have not yet been exercised and the Tenant exercises a renewal option other party within thirty (30) days after receipt of the Landlord's termination notice, then this Lease shall not be terminated and the Landlord shall promptly commence restoration of the Premisesfollowing such damage or destruction. 5.6.6 Tenant waives the provisions of any statutes presently existing or hereafter enacted (bincluding, without limitation, California Civil Code sections 1932 and 1933) In the event of a which relate to termination of leases when the Lease pursuant to this paragraph, all insurance proceeds payable by reason of damage under policies required to thing leased is destroyed and agrees that such event will be carried hereunder (excluding any insurance proceeds attributable to damage to the Tenant's inventory, trade fixtures, business or leasehold improvements paid for governed by the Tenant) shall be paid to the Landlordterms of this Lease.

Damage or Destruction. (a) If Notwithstanding anything to the Premises contrary contained in Article 9 of this Lease, OWNER shall not be required to repair or rebuild the demised premises and may terminate this Lease if fifty percent or more of the building of which the demised premises is a part are damaged by any fire or other casualty (whether or not the demised premises were damaged thereby), or if such damage or destruction occurs during the last year of the term of this Lease, upon thirty days prior notice given within ninety days after such fire or other casualty, or, if later, within thirty days after the Landlord date on which the adjustment of the claims relating thereto. The date specified by OWNER for termination shall collect be not later than sixty days after the proceeds giving of such insurance and immediately and with all due diligence commence OWNER’s notice of termination. The exercise of OWNER’s rights as provided herein shall not create in TENANT any right or obligation to repair or rebuild the demised premises. Further, nothing contained in Article 9 shall be deemed to require OWNER, as a part of its restoration obligations thereunder, to restore or rebuild any portion of the building except such damage structural portions of the demised premises and a roof therefor, together with electrical, water and sewer main service to a single point of connection at the demised premises or at a point on the floor on which the demised premises is located, and TENANT shall be responsible, at its sole cost and expense. From , to make all other leasehold improvements as may be necessary to complete the date the damage occurs to the date the repairs are complete, the rent due hereunder shall be reduced by the same percentage as the percentage of the Premises which, in the Tenant's reasonable judgment, cannot be safely, economically or practically used for the operation of the Tenant's businessdemised premises and recommence TENANT’s business operations. Anything herein contained in this Lease to the contrary notwithstanding, if in the Tenant's reasonable judgment, any damage or destruction to demised premises shall be so damaged that: (i) Owner’s architect estimates the Premises from any cause whatsoever same cannot be repaired to the condition required within one hundred eighty nine (1809) days months following the date of casualty (Owner shall promptly advise TENANT in writing of such damage occursdetermination) or if Owner shall have elected to repair and Owner’s repair work is not completed within one (1) year following the date of casualty then, in either of such events, Tenant may, within ten (10) days after receiving notice of (i) or the Tenant may occurrence of (ii), terminate this Lease by written giving Owner a notice to the Landlord given within ninety (90) days following the occurrence in writing of such damage. In additiondecision, if any damage or destruction to and thereupon the term of this Lease shall expire by lapse of time upon the thirtieth (30th) day after such notice is given, and Tenant shall vacate the Premises from and surrender the same to Owner. If any cause whatsoever cannot be repairedmaterial casualty occurs during the last twelve (12) months of the term, in the Landlord's reasonable judgment, within one hundred eighty (180) days following the date such damage occurs OWNER and the Landlord elects not to repair such damage, the Landlord shall have the right TENANT may each elect to terminate this Lease by written notice given to the Tenant given other party within ninety sixty (9060) days after the date of such damage occurred provided that no more than three (3) calendar years remain casualty, in the term hereof. Notwithstanding the foregoing, if at the time the Landlord gives such termination notice any of the renewal options provided for in the which event this Lease have not yet been exercised and the Tenant exercises a renewal option within shall terminate thirty (30) days after receipt the giving of the Landlord's termination such notice, then this Lease shall not be terminated and the Landlord shall promptly commence restoration of the Premises. (b) In the event of a termination of the Lease pursuant to this paragraph, all insurance proceeds payable by reason of damage under policies required to be carried hereunder (excluding any insurance proceeds attributable to damage to the Tenant's inventory, trade fixtures, business or leasehold improvements paid for by the Tenant) shall be paid to the Landlord.

Damage or Destruction. (a) If In the event the Leased Premises shall be destroyed or so damaged or injured by fire or other casualtycasualty during the Term of this Lease, whereby the same shall be rendered untenantable, then Landlord shall collect have the proceeds of right, but not the obligation, to render such insurance and immediately and with all due diligence commence to repair such damage at its expense. From the date the damage occurs to the date the Leased Premises tenantable by repairs are complete, the rent due hereunder shall be reduced by the same percentage as the percentage of the Premises which, in the Tenant's reasonable judgment, cannot be safely, economically or practically used for the operation of the Tenant's business. Anything herein to the contrary notwithstanding, if in the Tenant's reasonable judgment, any damage or destruction to the Premises from any cause whatsoever cannot be repaired within one hundred eighty (180) days following therefrom. If the Leased Premises are not rendered tenantable within said time, it shall be optional with either party to this Lease to cancel this Lease, and in the event of such cancellation the Rent shall be paid only to the date of such damage occurscancellation. The cancellation herein mentioned shall be evidenced in writing. During any time that the Leased Premises are untenantable due to causes set forth in this paragraph, the Tenant may terminate this Lease by written notice to Rent or a just and fair proportion thereof shall be abated. Notwithstanding the Landlord given within ninety (90) days following foregoing, if the occurrence cause of such damage. In addition, if any damage destruction or destruction injury to the Leased Premises originates from the Leased Premises or occurs by reason of any cause whatsoever canact, omission 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 Rent shall occur. As to such Tenant Damage, Landlord shall have the right, but not the obligation, to render the Leased Premises tenantable. If Landlord elects to repair said Tenant Damage and render the Leased Premises tenantable, all insurance proceeds available shall be repaired, in the Landlord's reasonable judgment, within one hundred eighty (180) days following the date such damage occurs paid to Landlord and the balance of the cost of such repairs shall be paid by Tenant when due as Additional Rent. If Landlord elects not to repair such damageTenant Damage, the Landlord Tenant shall have the right to terminate this Lease by written notice to the Tenant given within ninety (90) days after the date make such damage occurred provided that no more than three (3) calendar years remain in the term hereof. Notwithstanding the foregoing, if at the time the Landlord gives such termination notice any of the renewal options provided for in the Lease have not yet been exercised and the Tenant exercises a renewal option within thirty (30) days after receipt of the Landlord's termination notice, then this Lease shall not be terminated and the Landlord shall promptly commence restoration of the Premises. (b) In the event of a termination of the Lease repairs pursuant to this paragraph, all insurance proceeds payable by reason of damage under policies required Paragraph 17 and shall be entitled to be carried hereunder (excluding any insurance proceeds attributable to damage received in respect to the Tenant's inventory, trade fixtures, business or leasehold improvements paid for by the Tenant) shall be paid to the Landlordcost thereof.

Damage or Destruction. (a) If the Building or the Premises shall be partially damaged or partially destroyed by fire or other casualtycasualty and as a result thereof a portion of the Premises becomes untenantable or inaccessible, the Landlord Base Rent and additional rent payable under this Lease shall collect be abated on a per rentable square foot basis based on the proceeds RSF of that portion of the Premises as shall have been rendered untenantable as a result of such insurance and immediately and with all due diligence commence to repair such damage at its expense. From or destruction for the period, commencing on the date such portion of the damage occurs Premises becomes untenantable or inaccessible and ending on the date next preceding the earlier of (i) the date on which the Landlord’s Restoration Condition is substantially complete or on which that portion of the Premises otherwise becomes tenantable and accessible for Tenant to commence Tenant’s Restoration Work, plus an additional period of up to six (6) months for Tenant to complete restoration of Tenant’s Restoration Work, and (ii) the date on which Tenant or any Permitted User occupies such portion of the Premises for the conduct of its business. For purposes of this Section 17.1, the term “untenantable” shall mean, with respect to any portion of the Premises, that Tenant is not reasonably able to conduct its business in that portion of the Premises affected in substantially the same manner as was conducted in such space immediately prior to such fire or other casualty. If this Lease is terminated pursuant to this Article, then Base Rent and any additional rent payable under this Lease shall be payable only to the date the repairs are complete, the rent due hereunder shall be reduced by the same percentage as the percentage of the Premises which, in casualty that caused the Tenant's reasonable judgment, cannot be safely, economically or practically used for the operation termination of the Tenant's business. Anything herein to the contrary notwithstanding, if in the Tenant's reasonable judgment, any damage or destruction to the Premises from any cause whatsoever cannot be repaired within one hundred eighty (180) days following the date such damage occurs, the Tenant may terminate this Lease by written notice to the Landlord given within ninety (90) days following the occurrence of such damage. In addition, if any damage or destruction to the Premises from any cause whatsoever cannot be repaired, in the Landlord's reasonable judgment, within one hundred eighty (180) days following the date such damage occurs and the Landlord elects not to repair such damage, the Landlord shall have the right to terminate this Lease by written notice to the Tenant given within ninety (90) days after the date such damage occurred provided that no more than three (3) calendar years remain in the term hereof. Notwithstanding the foregoing, if at the time the Landlord gives such termination notice any of the renewal options provided for in the Lease have not yet been exercised and the Tenant exercises a renewal option within thirty (30) days after receipt of the Landlord's termination notice, then this Lease shall not be terminated and the Landlord shall promptly commence restoration of the PremisesLease. (b) In If the event of Building, the Lobby, the Amenity Space or the Premises shall be totally (which shall be deemed to include substantially all) damaged or destroyed by fire or other casualty and as a termination result thereof all (or substantially all) of the Premises becomes untenantable or inaccessible, the Base Rent and any additional rent payable under this Lease pursuant to this paragraph, all insurance proceeds payable by reason of damage under policies required to be carried hereunder (excluding any insurance proceeds attributable to damage to the Tenant's inventory, trade fixtures, business or leasehold improvements paid for by the Tenant) shall be paid abated for the period commencing on the date such portion of the Premises became untenantable or inaccessible and ending on the date next preceding the earlier of (i) the date the Required Landlord Restoration is substantially complete or on which the Premises otherwise becomes tenantable and accessible (exclusive of any Tenant’s Work or other Alterations) plus an additional of up to six (6) months for Tenant to complete restoration of Tenant’s Work or other Alterations, and (ii) the Landlorddate on which Tenant occupies the Premises for the conduct of its business; provided, however, that Landlord and Tenant shall use reasonable efforts to cooperate in connection with such restoration to provide the parties with shortest possible restoration period through the coordination of their respective work. (c) Promptly after the date on which the Landlord Restoration Condition is substantially complete, Tenant shall commence, and thereafter diligently proceed with, the repair, restoration and replacement of all Alterations (including Tenant’s Work) and Tenant’s Property (“Tenant’s Restoration Work”).

Damage or Destruction. (a) 9.1 If the Premises shall be or the Building or any part thereof is damaged by fire or other casualty, cause or condition whatsoever as to be substantially untenantable, Landlord shall, by written notice (the Landlord shall collect “Damage Notice”) to the proceeds Tenant given within sixty (60) days after such damage, either: (I) elect not to restore the Premises and terminate this Lease as of such insurance and immediately and with all due diligence commence to repair such damage at its expense. From the date the damage occurs to the date the repairs are complete, the rent due hereunder shall be reduced by the same percentage as the percentage of the Premises whichdamage, in the Tenant's reasonable judgment, cannot be safely, economically or practically used for the operation of the Tenant's business. Anything herein (ii) elect to the contrary notwithstanding, if in the Tenant's reasonable judgment, any damage or destruction to restore the Premises from any cause whatsoever cannot be repaired within in accordance with this Article 9. For purposes hereof, “substantially untenantable” shall mean that the repairs, as reasonably determined by Landlord, will take in excess of one hundred eighty (180) days following to complete after the date such damage occursof the commencement of the repair by Landlord. If this Lease is not terminated as above provided and if the Premises are made partially or wholly untenantable as aforesaid, Landlord, at its expense shall restore the same with reasonable promptness to the condition in which Landlord furnished the Premises to Tenant may at the commencement of the Term of this Lease but only as to those items that were provided at Landlord’s expense without any reimbursement by Tenant. Landlord shall be under no obligation to restore any alterations, improvements or additions to the Premises made by Tenant or paid for by Tenant, including, but not limited to, any of the initial tenant finish done or paid for by Tenant or any subsequent changes, alterations or additions made by Tenant. If Landlord does not elect to terminate this Lease by written notice to the Landlord given within ninety (90) days following the occurrence of such damage. In addition, if any damage or destruction to as provided herein and the Premises from any cause whatsoever cannot be repairedare substantially untenantable, in the Landlord's reasonable judgment, within one hundred eighty (180) days following the date such damage occurs and the Landlord elects not to repair such damage, the Landlord Tenant shall have the right to terminate this Lease by written notice to the Tenant Landlord given within ninety (90) days after the date such damage occurred provided that no more than three (3) calendar years remain in the term hereof. Notwithstanding the foregoing, if at the time the Landlord gives such termination notice any of the renewal options provided for in the Lease have not yet been exercised and the Tenant exercises a renewal option within thirty (30) days after Tenant’s receipt of the Damage Notice from Landlord's termination notice. If the Premises or the Building or any part thereof is damaged by fire or other casualty, then cause or condition whatsoever as to be substantially untenantable during the last year of the Term, as it may be extended, either Landlord or Tenant may terminate this Lease shall not be terminated and by notice to the Landlord shall promptly commence restoration other given within thirty (30) days after the date of the Premisesdamage or destruction. (b) In the event of a termination of the Lease pursuant to this paragraph, all insurance proceeds payable by reason of damage under policies required to be carried hereunder (excluding any insurance proceeds attributable to damage to the Tenant's inventory, trade fixtures, business or leasehold improvements paid for by the Tenant) shall be paid to the Landlord.

Damage or Destruction. 19.01. If the Building or the Premises or any of the Building systems servicing the Premises shall be partially or totally damaged or destroyed by fire or other casualty or if as a result of any fire or casualty, access to the Premises or the Building is denied or unreasonably interfered with (and if this Lease shall not be terminated as in this Article 19 hereinafter provided), (a) Landlord shall, at Landlord’s expense, diligently repair the damage to and restore and rebuild the Building and the Premises (excluding Tenant’s Alterations, including without limitation for these purposes, any alterations or improvements by the Tenant first named herein and/or its affiliates under prior leases with respect to the Premises, Specialty Alterations, and all improvements and betterments and the property which is deemed Tenant’s Property pursuant to Section 12.02 hereof) with reasonable dispatch after notice to it of the damage or destruction, to substantially the condition which existed immediately prior thereto, and (b) Tenant shall, at Tenant’s expense, repair the damage to and restore and repair Tenant’s Alterations (including without limitation for these purposes, any alterations or improvements by the Tenant first named herein and/or its affiliates under prior leases with respect to the Premises, Specialty Alterations and all improvements and betterments, and the property which is deemed Tenant’s Property pursuant to Section 12.02 hereof) with reasonable dispatch after such damage or destruction. Such work by Tenant shall be deemed Alterations for the purposes of Article 11 hereof. The proceeds of policies providing coverage for Tenant’s Alterations, improvements and betterments that were obtained by Tenant at Tenant’s expense in accordance with Section 9.03 hereof, shall be paid to Tenant and the proceeds of any insurance policies obtained at Landlord’s expense (including those in effect during the last two (2) years of the term of this Lease) that cover Tenant’s Alterations, improvements or betterments shall be paid to Landlord. In the event that during the final two (2) years of the term of this Lease, notwithstanding the occurrence of an event as described in subsection 19.03(c) hereof, this Lease is not terminated by Landlord or Tenant, Landlord shall apply any proceeds received from any insurance policies covering the Tenant’s Alterations, improvements and betterments strictly for the replacement of such Alterations, improvements or betterments. 19.02. If all or part of the Premises or any of the Building systems servicing the Premises shall be damaged or destroyed or rendered completely or partially unusable for the normal conduct of Tenant’s business on account of fire or other casualty or if as a result of any fire or casualty, access to the Premises or the Building is denied or unreasonably interfered with, the Fixed Rent and the Additional Charges under Article 3 and any charges payable pursuant to Section 15.04(c) (to the extent Tenant’s usage of the condenser water is reduced) hereof shall be abated in the proportion that the unusable area of the Premises bears to the total area of the Premises, for the period from the date of the damage or destruction to the date that Landlord substantially completes its repair and restoration of the Premises and access thereto and the systems serving the Premises or, if Tenant has relocated its business elsewhere and is required hereunder to perform substantial work to repair and restore it improvements, betterments, etc., then to the date that is ninety (90) days after Landlord substantially completes its repair and restoration of the Premises and access thereto and the systems serving the Premises or to such earlier date on which Tenant resumes occupancy of the Premises for the conduct of its business. Should Tenant or any of its subtenants reoccupy a portion of the Premises for the conduct of its business during the period the repair work is taking place, the Fixed Rent and the Additional Charges allocable to such reoccupied portion, based upon the proportion which the area of the reoccupied portion of the Premises bears to the total area of the Premises, shall be payable by Tenant from the date of such occupancy. (a) If (i) the Building shall be totally damaged or destroyed by fire or other casualty, or if the Building shall be so damaged or destroyed by fire or other casualty (whether or not the Premises are damaged or destroyed) that its repair or restoration requires (x) more than twelve (12) months (as estimated by a reputable contractor, registered architect or licensed professional engineer designated by Landlord shall collect from persons unaffiliated (i.e., not owned nor controlled by) with Landlord, such person being hereinafter referred to as the proceeds “Expert”) or (y) the expenditure of such insurance and more than fifty (50%) percent of the full insurable value of the Building immediately and with all due diligence commence to repair such damage at its expense. From the date the damage occurs prior to the date casualty and provided that, in connection with the repairs are completelatter case only (i.e., a termination sought by Landlord on the rent due hereunder basis described in clause (y) above) Landlord does or will, in connection therewith such casualty, terminate leases covering at least seventy-five (75%) percent of the rentable area of the Building then occupied by tenants (including Tenant) or (ii) if the Premises shall be reduced totally or substantially (i.e., for this purpose, more than fifty (50%) percent) damaged or destroyed (as estimated by the same percentage as the percentage of the Premises whichExpert), then in the Tenant's reasonable judgment, cannot be safely, economically or practically used for the operation of the Tenant's business. Anything herein to the contrary notwithstanding, if in the Tenant's reasonable judgment, any damage or destruction to the Premises from any cause whatsoever cannot be repaired within one hundred eighty (180) days following the date such damage occurs, the Tenant case Landlord may terminate this Lease by written giving Tenant notice to the Landlord given such effect within ninety sixty (90) days following the occurrence of such damage. In addition, if any damage or destruction to the Premises from any cause whatsoever cannot be repaired, in the Landlord's reasonable judgment, within one hundred eighty (180) days following the date such damage occurs and the Landlord elects not to repair such damage, the Landlord shall have the right to terminate this Lease by written notice to the Tenant given within ninety (9060) days after the date of the casualty. If such damage occurred provided that no more than three (3) calendar years remain in notice of termination is given, the term hereof. Notwithstanding the foregoing, if at the time the Landlord gives such termination notice any of the renewal options provided for in the this Lease have not yet been exercised and the Tenant exercises a renewal option within shall expire thirty (30) days after receipt date of the Landlord's termination notice. Upon termination, then Tenants liability under this Lease Lease, including, without limitation, Tenant’s liability for Fixed Rent and Additional Charges, shall not cease and any prepaid portion of Fixed Rent and Additional Charges for any period after such date shall be terminated and the Landlord shall promptly commence restoration of the Premisesrefunded. (b) In the event of an occurrence as set forth in Section 19.02 hereof, ninety (90) days after damage or destruction to the Building and/or the Premises, Landlord shall deliver to Tenant a termination statement prepared by the Expert setting forth such Expert’s estimate (hereinafter the “Initial Estimate”) as to the time required for Landlord to perform the work (hereinafter the “Restoration Work”) it is required to perform to repair such damage to the Building and/or the Premises. If the estimated period exceeds fourteen (14) months from the date of the casualty, Tenant may elect to terminate this Lease by notice to Landlord not later than thirty (30) days following receipt of such statement. If Tenant makes such election, then, the term of this Lease shall expire upon the expiration of such thirty (30) day period after notice of such election is given to Landlord. If Tenant elects not to terminate this Lease and if Landlord has not substantially completed the Restoration Work within the fourteen (14) month period originally estimated by Landlord, then Tenant shall have the further right to elect to terminate this Lease upon written notice to Landlord and such election shall be effective upon the expiration of thirty (30) days after the date of such notice. Furthermore, in the event of an occurrence as described in Section 19.02, and provided that following receipt of the Initial Estimate given by the Expert, Tenant shall not be permitted or shall have elected not to terminate this Lease or shall be deemed to have elected not to terminate this Lease, Tenant may, from time to time (but in no event more often than once in any sixty (60) day period) request from Landlord that Landlord deliver to Tenant updated estimates with respect to the anticipated substantial completion date of the Restoration Work or Landlord, at Landlord’s initiative, may send to Tenant such updated estimates not more often than once in any sixty (60) day period (each of such updated estimates being hereinafter called a “Revised Estimate”). If Tenant, pursuant to its request or at Landlord’s initiative, shall at any time following the Initial Estimate receive a Revised Estimate as described above which shall set forth an anticipated substantial completion date for the Restoration Work that is later than all of the following: (x) the date that is fourteen (14) months from the date of the occurrence of the casualty, (y) the date set forth by the Contractor in the Initial Estimate and (z) the date or dates for the substantial completion of the Restoration Work heretofore estimated and set forth in any Revised Estimate that Tenant shall have received to date (such a Revised Estimate being hereinafter called a “Materially Revised Estimate”), then Tenant shall have a further right to terminate this Lease upon written notice to Landlord given no later than thirty (30) days following Tenant’s receipt of such a Materially Revised Estimate and such election shall be effective thirty (30) days following the date Landlord receives such notice. The fact that Tenant shall not have exercised its right of termination as herein described with respect to any Materially Revised Estimate previously received by Tenant, shall not preclude Tenant from exercising such right on a future date in connection with any subsequent Materially Revised Estimate Tenant shall receive. Notwithstanding anything to the contrary contained herein, in no event shall any Materially Revised Estimate sent to Tenant at Landlord’s own initiative which shall set forth a substantial completion date for the Restoration Work that is later than both the Initial Estimate and any other date previously received by Tenant in any Revised Estimate, have the effect of delaying Tenant’s ability to terminate this Lease, unless Landlord shall include, together with the Materially Revised Estimate, a notice referring to this subsection 19.03(b) and advising Tenant of the consequences to Tenant if Tenant shall fail to exercise the termination right to which Tenant is then entitled during the thirty (30) day period in effect following Tenant’s receipt of such Materially Revised Estimate. If, notwithstanding any of the foregoing, Tenant shall not have elected to terminate this Lease in connection with its receipt of a Materially Revised Estimate or if Tenant shall, in fact, not have received any such Materially Revised Estimate, Tenant shall have the further right to terminate this Lease if the Restoration Work is not substantially completed by or before the date (herein the “Outside Date”) that is the later of: (x) the date set forth in the Initial Estimate or (y) the latest date set forth for the substantial completion of such Restoration Work in any Revised Estimate received by Tenant prior to the substantial completion of the Restoration Work; provided such date is at least fourteen (14) months following the date of the casualty. Tenant’s termination right as described in the previous sentence shall be exercised by Tenant’s giving to Landlord a written notice to such effect within the thirty (30) day period following the Outside Date and such termination shall be effective as of the expiration of such 30 day period following the Outside Date. (c) In the event the Premises shall be totally or substantially (i.e., for this purpose, more than thirty (30%) percent) damaged or destroyed (as estimated by the Expert) during the last two (2) years of the term of this Lease, then, notwithstanding anything contained in this Lease to the contrary, either Landlord or Tenant may elect to terminate this Lease by notice given to the other party to such effect within thirty (30) days following such casualty and, in either instance, Tenant shall not be entitled to any insurance proceeds under Landlord’s policies covering Tenant’s Alterations, improvements and betterments. (d) Upon the effective date of any termination notice given by Tenant pursuant to subsection 19.03(b) or 19.03(c) above, Tenant’s liability under this Lease, including, without limitation, Tenant’s liability for Fixed Rent and Additional Charges, shall cease and any prepaid portions of Fixed Rent and Additional Charges for any period after such effective date shall be promptly refunded, and Tenant shall vacate the Premises and surrender same to Landlord in the manner set forth in Article 21 hereof. 19.04. Except as set forth above in subsection 19.03(b) and 19.03(c), Tenant shall not be entitled to terminate this Lease and Landlord shall have no liability to Tenant for inconvenience, loss of business or annoyance arising from any repair or restoration of any portion of the Premises or of the Building pursuant to this paragraphArticle 19. Landlord shall make such repair or restoration reasonably promptly and in such manner as not unreasonably to interfere with Tenant’s use and occupancy of the Premises, all insurance proceeds payable by reason of damage under policies but Landlord shall not be required to be carried hereunder do such repair or restoration work on an overtime or premium pay basis except under the circumstances contemplated by clause (excluding any insurance proceeds attributable to damage to the Tenant's inventory, trade fixtures, business or leasehold improvements paid for by the Tenantii) shall be paid to the Landlordof subsection 13.01(b) hereof.

Damage or Destruction. (a) If at any time during the Term the Premises shall be are damaged by a fire or other casualty, the Landlord shall collect notify Tenant 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, Landlord may elect to terminate this Lease upon notice to Tenant. If Landlord does not elect to terminate this Lease, or if Landlord estimates that restoration will take nine (9) months or less, then Landlord shall, subject to delays arising from the collection of insurance proceeds or from events of such Force Majeure, restore the Premises, excluding any Alterations. 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 immediately and with all due diligence commence Landlord reasonably estimates that it will take more than two (2) months to repair such damage at its expensedamage. From Base Rent and Operating Expenses 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 not usable by Tenant 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 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 Paragraph 8 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. Within sixty (60) days after the date of the damage occurs or destruction, Landlord shall provide Tenant with written notice (“Damage Repair Estimate”) of Landlord’s estimated assessment of the period of time for the repairs to be completed, based upon the opinion of Landlord’s architect. If the Damage Repair Estimate indicates that repairs are not reasonably expected to be completed within the 9 Month Period (as hereinafter defined), Landlord or Tenant shall be entitled to terminate this Lease by written notice to the other Party within fifteen (15) days of Landlord’s delivery of the Damage Repair Estimate to Tenant, in which event this Lease shall terminate as of the date designated in such notice (provided that such termination date shall not be later than sixty (60) days after such notice). If Landlord does not elect to terminate this Lease under the terms of this Paragraph 8, but the damage required to be repaired by Landlord is not repaired within the period ending nine (9) months after the damage or destruction (the “9 Month Period”) (subject to extension for any delay caused by Force Majeure, provided that in no event shall such extension exceed 90 days), then Tenant (subject to the provisions of this Paragraph 8), within thirty (30) days after the end of such 9 Month Period, may terminate this Lease by 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 to Tenant that the repairs will be completed within thirty (30) days after the end of such 9 Month Period, and the repairs are complete, actually completed within such thirty (30) day period. If the rent due hereunder shall be reduced by the same percentage as the percentage of the Premises which, in the Tenant's reasonable judgment, canrepairs are not be safely, economically or practically used for the operation of the Tenant's business. Anything herein to the contrary notwithstanding, if in the Tenant's reasonable judgment, any damage or destruction to the Premises from any cause whatsoever cannot be repaired completed within one hundred eighty thirty (18030) days following after the date end of such damage occurs9 Month Period, the then Tenant may terminate this Lease by written notice to the Landlord Landlord. Such notice of termination shall be given within ninety sixty (9060) days following after the occurrence end of such damage9 Month Period, and shall be effective upon receipt thereof by Landlord. In additionNotwithstanding the provisions of this Paragraph 8, if any damage or destruction to the Premises from any cause whatsoever cannot be repaired, in the Landlord's reasonable judgment, within one hundred eighty (180) days following the date such damage occurs and the Landlord elects not to repair such damage, the Landlord Tenant shall have the right to terminate this Lease by written notice to the Tenant given within ninety (90) days after the date such damage occurred provided that under this Paragraph only if there is no more than three (3) calendar years remain Breach then in the term hereof. Notwithstanding the foregoing, if at the time the Landlord gives such termination notice any of the renewal options provided for in the Lease have not yet been exercised and the Tenant exercises a renewal option within thirty (30) days after receipt of the Landlord's termination notice, then this Lease shall not be terminated and the Landlord shall promptly commence restoration of the Premiseseffect. (b) In the event of a termination of the Lease pursuant to this paragraph, all insurance proceeds payable by reason of damage under policies required to be carried hereunder (excluding any insurance proceeds attributable to damage to the Tenant's inventory, trade fixtures, business or leasehold improvements paid for by the Tenant) shall be paid to the Landlord.

Damage or Destruction. (a) If the Premises FirstWorld shall be damaged by fire or other casualty, the Landlord shall collect the proceeds promptly give Irvine notice of such insurance and immediately and with all due diligence commence to repair such damage at its expense. From the date the damage occurs to the date the repairs are complete, the rent due hereunder shall be reduced by the same percentage as the percentage of the Premises which, in the Tenant's reasonable judgment, cannot be safely, economically or practically used for the operation of the Tenant's business. Anything herein to the contrary notwithstanding, if in the Tenant's reasonable judgment, any damage or destruction loss to the Premises Irvine Networks. Except as may result from a decrease in Adjusted Gross Revenue, there shall be no abatement or reduction of rent on account of such damage or loss. Except to the extent of damage or loss caused by the sole active negligence or willful misconduct of Irvine, its employees, agents or contractors, FirstWorld shall, as soon as reasonably practicable, restore the damage to the Irvine Networks as well as any cause whatsoever candamage to the Conduit as nearly as may be practicable to its condition, quality, and class immediately prior to such damage or loss, with such changes or alterations to the Irvine Networks as FirstWorld may request that are approved by Irvine, which approval shall not be repaired unreasonably withheld, conditioned or delayed. If the damage or loss occurs within the last three (3) years of the Term of this Agreement and the cost reasonably estimated to repair the same exceeds ten (10) percent of the average of the two prior years Adjusted Gross Revenue, and such damage or loss was not caused by FirstWorld's sole active negligence, then FirstWorld may terminate this Agreement by notice given in writing to Irvine on or before sixty (60) days following the event causing the damage accompanied by the consent to such termination of any Lender, which notice shall specify a termination date not less than sixty (60) days nor more than one hundred eighty (180) days following the date such damage occurs, event causing the Tenant may terminate this Lease by written notice to the Landlord given within ninety (90) days following the occurrence of such damage. In addition, if any damage or destruction to the Premises from any cause whatsoever cannot be repaired, in the Landlord's reasonable judgment, within one hundred eighty (180) days following the date such damage occurs and the Landlord elects not to repair such damage, the Landlord shall have the right to terminate this Lease by written notice to the Tenant given within ninety (90) days after the date such damage occurred provided that no more than three (3) calendar years remain in the term hereof. Notwithstanding the foregoing, if at pending any such termination, FirstWorld shall use its reasonable efforts to perform repairs to the time the Landlord gives such termination notice any of the renewal options provided for Irvine Networks so that FirstWorld can provide basic broadband fiber optic telecommunications service to FirstWorld's Customers in the Lease have not yet been exercised Spectrum and the Tenant exercises a renewal option within thirty (30) days after receipt of the Landlord's termination notice, any Additional Areas then this Lease shall not be terminated and the Landlord shall promptly commence restoration of the Premises. (b) In the event of a termination of the Lease pursuant added to this paragraph, all insurance proceeds payable by reason of damage under policies required to be carried hereunder (excluding any insurance proceeds attributable to damage to the Tenant's inventory, trade fixtures, business or leasehold improvements paid for by the Tenant) shall be paid to the LandlordAgreement.

Damage or Destruction. (a) If In the event the Premises shall be destroyed or so damaged or injured by fire or other casualty, during the term of this Lease or any extensions or renewals hereof, whereby the same shall be rendered untenantable, then Landlord shall collect have the proceeds of such insurance and immediately and with all due diligence commence right, but not the obligation, to repair such damage at its expense. From the date the damage occurs to the date the repairs are complete, the rent due hereunder shall be reduced by the same percentage as the percentage of render the Premises which, in the Tenant's reasonable judgment, cannot be safely, economically or practically used for the operation of the Tenant's business. Anything herein to the contrary notwithstanding, if in the Tenant's reasonable judgment, any damage or destruction to the Premises from any cause whatsoever cannot be repaired tenantable by repairs within one hundred eighty (180) days following the date such damage occurs, the Tenant may therefrom or to terminate this Lease by written notice to the Landlord given within ninety Lease. Within sixty (9060) days following the occurrence receipt by Landlord of such damage. In addition, if any notice of said damage or destruction destruction, Landlord shall notify Tenant with respect to whether or not Landlord intends to restore the Premises from any cause whatsoever canor terminate this Lease. If said Premises are not be repaired, in rendered tenantable within the Landlord's reasonable judgment, within aforesaid one hundred eighty (180) days following days, either party shall have the option to terminate this Lease, and in the event of such termination rent and other charges shall be paid only to the date of such fire or casualty. The termination herein must be exercised by written notice delivered within ten (10) days after the expiration of said one hundred eighty (180) days. During any time that the Premises are untenantable due to causes set forth in this paragraph, the rent or a just and fair proportion thereof shall be abated. The aforesaid right of termination shall be Tenant's sole and exclusive remedy in the event of such damage occurs or destruction and Tenant hereby waives any other remedies or causes of action of any kind in connection therewith. Notwithstanding the Landlord elects not to repair such foregoing. should damage, destruction or injury occur by reason of the negligence or wrongful acts of Tenant or any of its officers, directors, employees, agents or representatives, Landlord shall have the right right, but not the obligation, to terminate this Lease by written notice to render the Tenant given Premises tenantable within ninety three hundred sixty (90360) days after of the date such damage occurred provided that of damage, destruction or injury and in no more than three (3) calendar years remain in the term hereofevent shall there be any abatement of rent nor shall Tenant have any right of termination. Notwithstanding the foregoing, if at . should damage or destruction occur during the time the Landlord gives such termination notice any last twelve (12) months of the renewal options provided for in term hereof, either party shall have the Lease have not yet been exercised and option to terminate this Lease, effective on the Tenant exercises a renewal option date of damage or destruction, by delivering written notice of such intention within thirty (30) days after receipt the date of damage or destruction; provided, however, that if such damage or destruction is due to the Landlord's termination noticeneglect or wrongdoing of Tenant or any of its officers, directors, employees, agents or representatives, then this Lease Tenant shall not be terminated remain liable to Landlord for any damage therefrom and the Landlord shall promptly commence restoration of the Premisesany rent and other charges due notwithstanding such termination. (b) In the event of a termination of the Lease pursuant to this paragraph, all insurance proceeds payable by reason of damage under policies required to be carried hereunder (excluding any insurance proceeds attributable to damage to the Tenant's inventory, trade fixtures, business or leasehold improvements paid for by the Tenant) shall be paid to the Landlord.

Damage or Destruction. (a) 17.1 If the Premises shall be or the Building are totally or partially damaged by fire or other casualtydestroyed thereby rendering the Premises totally or partially inaccessible or unusable, the then Landlord shall collect diligently repair and restore the proceeds of such insurance Premises and immediately and with all due diligence commence the Building to repair substantially the same condition they were in prior to such damage at its expense. From the date the damage occurs to the date the repairs are completeor destruction; provided, the rent due hereunder shall be reduced by the same percentage as the percentage of the Premises whichhowever, that if in the Tenant's Landlord’s reasonable judgment, judgment such repair and restoration cannot be safely, economically or practically used for the operation of the Tenant's business. Anything herein to the contrary notwithstanding, if in the Tenant's reasonable judgment, any damage or destruction to the Premises from any cause whatsoever cannot be repaired completed within one hundred eighty (180) days following the date such damage occurs, the Tenant may terminate this Lease by written notice to the Landlord given within ninety (90) days following after the occurrence of such damage. In addition, if any damage or destruction to (taking into account the Premises from time needed for effecting a satisfactory settlement with any cause whatsoever cannot be repairedinsurance company involved, in the Landlord's reasonable judgmentremoval of debris, within one hundred eighty (180) days following the date such damage occurs preparation of plans and the Landlord elects not to repair such damageissuance of all required governmental permits), the then Landlord shall have the right to terminate this Lease by giving written notice of termination within forty-five (45) days after the occurrence of such damage or destruction. If this Lease is terminated pursuant to this Article, then rent shall be apportioned (based on the portion of the Premises which is usable or used after such damage or destruction) and paid to the earlier of the date of termination or the date Tenant given completely vacates and abandons the Premises on account of such damage and Landlord shall be entitled to any insurance proceeds received by Tenant that are attributable to Tenant’s Work and other improvements insured or required to be insured by Tenant that would remain in the Premises at the end of the Lease Term. If this Lease is not terminated as a result of such damage or destruction, then until such repair and restoration of the Premises are substantially complete, Tenant shall be required to pay rent only for the portion of the Premises that is usable while such repair and restoration are being made; provided, however, that (x) if such damage or destruction was caused by the act or omission of Tenant or any Agent, then Tenant shall not be entitled to any such rent reduction and (y) if Tenant fails to immediately pay over to Landlord insurance proceeds when received from Tenant’s insurance any such rent abatement shall end on the date when Landlord would have been able to substantially complete repair and restoration of the Premises had Tenant timely paid Landlord such insurance proceeds. After receipt of all insurance proceeds (including proceeds of insurance maintained by Tenant), Landlord shall proceed with and bear the expenses of such repair and restoration of the Premises and the Building; provided, however, that (a) if such damage or destruction was caused by the act or omission of Tenant or any Agent, then Tenant shall pay Landlord’s deductible and the amount by which such expenses exceed the insurance proceeds, if any, actually received by Landlord on account of such damage or destruction (or, if Landlord fails to maintain the insurance required by Section 13.3, that Landlord would have received to the extent Landlord maintained such insurance required by Section 13.3), (b) Tenant shall pay the amount by which the cost of restoring any item which Landlord is required to restore and Tenant is required to insure exceeds the insurance proceeds received with respect thereto, and (c) Landlord shall not be required to repair or restore any tenant improvements installed in the Premises (except to the extent Landlord receives proceeds therefor from Tenant’s insurance), any Alterations or any other contents of the Premises (including Tenant’s trade fixtures, decorations, furnishings, equipment or personal property). Notwithstanding anything herein to the contrary, Landlord shall have the right to terminate this Lease if (1) insurance proceeds plus deductibles are insufficient to pay the full cost of such repair and restoration (so long as Landlord maintains the insurance required by Section 13.3), (2) the holder of any Mortgage fails or refuses to make such insurance proceeds available for such repair and restoration, (3) zoning or other applicable Laws or regulations do not permit such repair and restoration, or (4) the damage to the Building exceeds thirty-five percent (35%) of the replacement value of the Building. 17.2 If, within ninety forty-five (9045) days after the occurrence of the damage or destruction described in Section 17.1, Landlord determines in its sole but reasonable judgment that the repairs and restoration cannot be substantially completed within one hundred eighty (180) days after the date of such damage occurred or destruction, and provided that no Landlord does not elect to terminate this Lease pursuant to this Article, then Landlord shall promptly notify Tenant of such determination. For a period continuing through the later of the thirtieth (30th) day after the occurrence of the damage or destruction or the tenth (10th) day after receipt of such notice, Tenant shall have the right to terminate this Lease by providing written notice to Landlord (which date of such termination shall be not more than three (3) calendar years remain in the term hereof. Notwithstanding the foregoing, if at the time the Landlord gives such termination notice any of the renewal options provided for in the Lease have not yet been exercised and the Tenant exercises a renewal option within thirty (30) days after receipt the date of Tenant’s notice to Landlord). Notwithstanding any of the Landlord's termination noticeforegoing to the contrary, then Tenant shall not have the right to terminate this Lease if the willful misconduct of Tenant or any Agent shall not be terminated and have caused the Landlord shall promptly commence restoration of the Premisesdamage or destruction. (b) In the event of a termination of the Lease pursuant to this paragraph, all insurance proceeds payable by reason of damage under policies required to be carried hereunder (excluding any insurance proceeds attributable to damage to the Tenant's inventory, trade fixtures, business or leasehold improvements paid for by the Tenant) shall be paid to the Landlord.

Damage or Destruction. (a) 9.1 If the Premises shall be or the Building or any part thereof is damaged by fire or other casualty, cause or condition whatsoever as to be substantially untenantable, Landlord shall, by written notice (the Landlord shall collect “Damage Notice”) to the proceeds Tenant given within sixty (60) days after such damage, either: (i) elect not to restore the Premises and terminate this Lease as of such insurance and immediately and with all due diligence commence to repair such damage at its expense. From the date the damage occurs to the date the repairs are complete, the rent due hereunder shall be reduced by the same percentage as the percentage of the Premises whichdamage, in the Tenant's reasonable judgment, cannot be safely, economically or practically used for the operation of the Tenant's business. Anything herein (ii) elect to the contrary notwithstanding, if in the Tenant's reasonable judgment, any damage or destruction to restore the Premises from any cause whatsoever cannot be repaired within in accordance with this Article 9. For purposes hereof, “substantially untenantable” shall mean that the repairs, as reasonably determined by Landlord, will take in excess of one hundred eighty (180) days following to complete after the date such damage occursof the commencement of the repair by Landlord. If this Lease is not terminated as above provided and if the Premises are made partially or wholly untenantable as aforesaid, Landlord, at its expense shall restore the same with reasonable promptness to the condition in which Landlord furnished the Premises to Tenant may at the commencement of the Term of this Lease but only as to those items that were provided at Landlord’s expanse without any reimbursement by Tenant. Landlord shall be under no obligation to restore any alterations, improvements or additions to the Premises made by Tenant or paid for by Tenant, including, but not limited to, any of the initial tenant finish done or paid for by Tenant or any subsequent changes, alterations or additions made by Tenant. If Landlord does not elect to terminate this Lease by written notice to the Landlord given within ninety (90) days following the occurrence of such damage. In addition, if any damage or destruction to as provided herein and the Premises from any cause whatsoever cannot be repairedare substantially untenantable, in the Landlord's reasonable judgment, within one hundred eighty (180) days following the date such damage occurs and the Landlord elects not to repair such damage, the Landlord Tenant shall have the right to terminate this Lease by written notice to the Tenant Landlord given within ninety (90) days after the date such damage occurred provided that no more than three (3) calendar years remain in the term hereof. Notwithstanding the foregoing, if at the time the Landlord gives such termination notice any of the renewal options provided for in the Lease have not yet been exercised and the Tenant exercises a renewal option within thirty (30) days after Tenant’s receipt of the Damage Notice from Landlord's termination notice. If the Premises or the Building or any part thereof is damaged by fire or other casualty, then cause or condition whatsoever as to be substantially untenantable during the last year of the Term, as it may be extended, either Landlord or Tenant may terminate this Lease shall not be terminated and by notice to the Landlord shall promptly commence restoration other given within thirty (30) days after the date of the Premisesdamage or destruction. (b) In the event of a termination of the Lease pursuant to this paragraph, all insurance proceeds payable by reason of damage under policies required to be carried hereunder (excluding any insurance proceeds attributable to damage to the Tenant's inventory, trade fixtures, business or leasehold improvements paid for by the Tenant) shall be paid to the Landlord.

Damage or Destruction. (a) If In the Premises shall be damaged by fire or other casualty, the Landlord shall collect the proceeds event of such insurance and immediately and with all due diligence commence to repair such damage at its expense. From the date the damage occurs to the date the repairs are complete, the rent due hereunder shall be reduced by the same percentage as the percentage of the Premises which, in the Tenant's reasonable judgment, cannot be safely, economically or practically used for the operation of the Tenant's business. Anything herein to the contrary notwithstanding, if in the Tenant's reasonable judgment, any damage or destruction to the Property by fire or any other cause during the Term hereof, the following provisions shall apply: a. If the Building is damaged by fire or any other cause to such extent that the cost of restoration, as reasonably estimated by Landlord, will equal or exceed thirty percent (30%) of the replacement value of the Building (exclusive of foundations) just prior to the occurrence of the damage, then Landlord may, no later than the sixtieth (60th) day following the damage, give Tenant written notice of Landlord’s election to terminate this Lease. b. If the cost of restoration as estimated by Landlord will equal or exceed fifty percent (50%) of said replacement value of the Building and if the Premises from any cause whatsoever canare not suitable as a result of said damage for the purposes for which they are demised hereunder, in the reasonable opinion of Tenant, then Tenant may, no later than the sixtieth (60th) day following the damage, give Landlord a written notice of election to terminate this Lease. c. If the cost of restoration as estimated by Landlord shall amount to less than thirty percent (30%) of said replacement value of the Building, or if, despite the cost, Landlord does not elect to terminate this Lease, Landlord shall restore the Building and the Premises with reasonable promptness, subject to delays beyond Landlord’s control and delays in the making of insurance adjustments by Landlord; and Tenant shall have no right to terminate this Lease except as herein provided. Landlord shall not be repaired within one hundred eighty (180) days following responsible for restoring or repairing leasehold improvements of Tenant. d. In the event of either of the elections to terminate, this Lease shall be deemed to terminate on the date of the receipt of the notice of election and all rentals shall be paid up to that date. Tenant shall have no claim against Landlord for the value of any unexpired Term of this Lease. e. In any case where damage to the Building shall materially affect the Premises so as to render them unsuitable in whole or in part for the purposes for which they are demised hereunder, then, unless such destruction was wholly or partially caused by the negligence or breach of the terms of this Lease by Tenant, its employees, contractors or licensees, a portion of the Base Rent and Additional Rent based upon the amount of the extent to which the Premises are rendered unsuitable shall be abated until repaired or restored. If the destruction or damage occurswas wholly or partially caused by negligence or breach of the terms of this Lease by Tenant as aforesaid and if Landlord shall elect to rebuild, the Base Rent and Additional Rent shall not ▇▇▇▇▇ and Tenant shall remain liable for the same. Notwithstanding anything contained in this Article 14 to the contrary, Landlord shall only be obligated to restore the Premises to the extent of the insurance proceeds actually received, but if the insurance proceeds actually received do not permit Landlord to restore the Premises, Landlord shall so notify Tenant no later than the fifteenth (15th) day after Landlord determines that the insurance proceeds are insufficient to restore the Premises, and either Landlord or Tenant may terminate this Lease by written notice to the Landlord given within ninety sixty (9060) days following the occurrence of such damageafter Landlord’s notice. In addition, if any damage or destruction to If Landlord restores the Premises from or the Building in accordance with the provisions of this Article, then Tenant shall not have any cause whatsoever cannot be repaired, in the Landlord's reasonable judgment, within one hundred eighty (180) days following the date such damage occurs and the Landlord elects not to repair such damage, the Landlord shall have the right to terminate this Lease by written notice to the Tenant given within ninety (90) days after the date because of such damage occurred provided that no more than three pursuant to: (3i) calendar years remain any common law rights, (ii) Minnesota Statutes § 504.05 as now in the term hereof. Notwithstanding the foregoingeffect or as it may be hereafter amended or supplemented, if at the time the Landlord gives such termination notice or (iii) any of the renewal options provided for in the Lease have not yet been exercised and the Tenant exercises comparable right established by a renewal option within thirty (30) days after receipt of the Landlord's termination notice, then this Lease shall not be terminated and the Landlord shall promptly commence restoration of the Premisessimilar statute. (b) In the event of a termination of the Lease pursuant to this paragraph, all insurance proceeds payable by reason of damage under policies required to be carried hereunder (excluding any insurance proceeds attributable to damage to the Tenant's inventory, trade fixtures, business or leasehold improvements paid for by the Tenant) shall be paid to the Landlord.

Damage or Destruction. (a) If 22.1 In the Premises shall be damaged event of a partial destruction of the Building by fire or other casualtyperils covered by extended coverage insurance but not exceeding thirty- three percent (33%) of the full insurable value thereof, where the damage thereto is such that the Building may be repaired, reconstructed or restored within a period of twelve (12) months from the date of the happening of such casualty and Landlord will receive insurance proceeds sufficient to cover the cost of such repairs (except for any deductible amount provided by Landlord's policy, which deductible amount if paid by Landlord shall collect the proceeds of such insurance and immediately and with all due diligence commence to repair such damage be an Operating Expense), Landlord shall, at its expense. From , commence and proceed diligently with the date work of repair, reconstruction and restoration and this Lease shall continue in full force and effect. 22.2 In the event of any damage occurs to the date the repairs are complete, the rent due hereunder shall be reduced by the same percentage as the percentage or destruction of the Premises whichBuilding other than as provided in Section 22.1, in the Tenant's reasonable judgment, cannot be safely, economically either Landlord or practically used for the operation of the Tenant's business. Anything herein to the contrary notwithstanding, if in the Tenant's reasonable judgment, any damage or destruction to the Premises from any cause whatsoever cannot be repaired within one hundred eighty (180) days following the date such damage occurs, the Tenant may elect to terminate this Lease by as of the date of destruction 22.3 If either Landlord or Tenant desire to terminate this Lease pursuant to Section 22.1, it shall give written notice to the other of its election to terminate this Lease within the sixty (60) day period following the date of damage or destruction. Failure to give such notice shall be deemed an election to continue this Lease in full force and effect. 22.4 Upon any termination of this Lease under any of the provisions of this Article 22, the parties shall be released thereby without further obligation to the other from the date possession of the Demised Premises is surrendered to the Landlord given within ninety (90) days following except for items which have theretofore occurred. 22.5 In the event of repair, reconstruction and restoration as herein provided, the rental provided to be paid under this Lease shall be abated proportionately based on the extent to which Tenant's use of the Demised Premises is impaired during the period from the date of destruction until repair, reconstruction or restoration is substantially complete, unless Landlord provides Tenant with other comparable space during the period of repair, which in Tenant's reasonable opinion is suitable for the temporary conduct of Tenant's business. 22.6 Notwithstanding anything to the contrary contained in this Article 22, should Landlord be delayed or prevented from completing the repair or restoration of the damage to the Demised Premises after the occurrence of such damage. In addition, if any damage or destruction by reason of acts of God or war, governmental restrictions, inability to procure the Premises from any cause whatsoever cannot be repairednecessary labor or materials, in strikes, or other uses beyond the reasonable control of Landlord's reasonable judgment, within one hundred eighty (180) days following the date such damage occurs and the Landlord elects not to repair such damage, the time for Landlord to commence or complete repairs shall be extended, provided, at the election of Landlord or Tenant, Landlord shall be relieved of its obligation to make such repairs or restoration and Tenant shall be released from its obligations under this Lease and each shall have the right to terminate this Lease as of the end of sixteen (16) months from date of destruction, if repairs required to provide Tenant use of the Demised Premises are not then substantially complete. 22.7 If Landlord is obligated to or elects to repair or restore as herein provided, Landlord shall be obligated to make repairs or restoration only of those portions of the Building and the Demised Premises which were originally provided at Landlord's expense; the repair and restoration of items not provided at Landlord's expense shall be the obligation of Tenant. In the event Tenant elected to upgrade certain improvements from the standard normally provided by Landlord, Landlord shall, upon the need for replacement due to an insured loss, provide only the standard Landlord improvements unless Tenant shall elect to again upgrade and pay any additional cost of such upgrades, except to the extent insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic reconstruction and standard improvements. 22.8 Notwithstanding anything to the contrary contained in this Article 22, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Demised Premises if insurance proceeds are not available or sufficient therefor, or when the damage resulting from any casualty covered under this Article 22 occurs during the last thirty-six (36) months of the Term, unless Landlord provides Tenant with written notice of its intention not to repair, reconstruct or restore the Tenant given within ninety (90) days after the date such damage occurred provided that no more than three (3) calendar years remain in the term hereof. Notwithstanding the foregoing, if at the time the Landlord gives such termination notice any of the renewal options provided for in the Lease have not yet been exercised Demised Premises and the Tenant exercises a renewal option within thirty (30) days after receipt of the Landlord's termination noticethereafter, then this Lease shall not be terminated Tenant irrevocably and the Landlord shall promptly commence restoration of the Premises. unconditionally its Extension Right (bas hereinafter defined) In the event of a termination of the Lease pursuant to this paragraph, all insurance proceeds payable by reason of damage under policies required to be carried hereunder (excluding any insurance proceeds attributable to damage to the Tenant's inventory, trade fixtures, business or leasehold improvements paid for by the Tenant) shall be paid to the LandlordArticle 42.

Damage or Destruction. In the event of a fire or other casualty in the Premises, Tenant shall immediately give notice thereof to Landlord. The following provisions shall then apply: (a) If the damage to the Premises can, in Landlord's reasonable opinion, be made tenantable with all damage repaired within nine (9) months from the date of damage, then Landlord shall be damaged by fire or other casualty, obligated to rebuild the same to substantially their former condition (subject to reasonable changes which Landlord shall collect the proceeds of deem desirable and such insurance changes may be required by applicable law) and immediately shall proceed with reasonable diligence to do so and with all due diligence commence this Lease shall remain in full force and effect; provided, however, that Landlord shall have no obligation to repair or restore any tenant improvements except to the extent that Landlord realizes insurance proceeds, if any, sufficient for such damage at its expensepurpose and for all other restoration and repair purposes. From Landlord shall provide written notice (the "Repair Notice") to Tenant indicating the anticipated period for repairing the damage, within thirty (30) days of the later of (i) the date that Landlord determines the damage occurs full extent of the damage, or (ii) the extent of insurance proceeds available to effectuate repairs. Tenant shall deposit with Landlord within ten (10) days of Landlord's sending the date Repair Notice the repairs are completedifference, if any, between the rent due hereunder estimated costs of repair and the amount of insurance proceeds payable to Landlord. Tenant shall be reduced by the same percentage as the percentage have no obligation under this Section to reimburse Landlord for any upgrading of the Premises whichfrom its pre-casualty condition which is not required by law. Landlord may, at its election, refrain from commencing any repair work until Tenant has deposited such additional sums with Landlord. In such event, Land▇▇▇▇'▇ ▇ime for completing the repairs shall be extended for a time period equal to such delay in payment by Tena▇▇. ▇▇e Repair Notice shall state, if applicable, Landlord's election to either repair the Tenant's reasonable judgment, cannot be safely, economically Premises or practically used for terminate the operation of the Tenant's business. Anything herein Lease. (b) Notwithstanding anything to the contrary notwithstandingcontained in Section 7.6(a), if in the Tenant's reasonable judgmentLandlord shall not have any obligation whatsoever to repair, any damage reconstruct or destruction to restore the Premises from when any cause whatsoever cannot be repaired within one hundred eighty substantial damage thereto occurs during the last eighteen (18018) days following months of the date such damage occursTerm, the and Tenant may terminate this Lease by written notice to the Landlord given within ninety (90) days following the occurrence of such damage. In addition, if any damage or destruction to the Premises from any cause whatsoever cannot be repaired, in the Landlord's reasonable judgment, within one hundred eighty (180) days following the date such damage occurs and the Landlord elects not to repair such damage, the Landlord shall likewise have the right to terminate the Lease if substantial damage occurs during the last eighteen (18) months of the Term. For purposes herein, "substantial damage" shall mean damage which can not be completely restored within thirty (30) days of commencing work thereon. If Landlord elects to repair such damage in the Repair Notice, Tenant may elect to terminate the Lease within ten (10) days of receipt of thereof, otherwise the Lease shall remain in full force and effect. If Landlord elects not to rebuild, Landlord shall notify Tenant of its decision not to rebuild in the Repair Notice, whereupon the Lease shall terminate as of the later of the date of such notice or Tena▇▇'▇ ▇acating and surrendering the Premises and paying the difference, if any, between the estimated costs of repair and the amount of insurance proceeds payable to Landlord. (c) If the Premises can not be repaired within nine (9) months from the date of damage, Landlord shall so notify Tenant within thirty (30) days of the later of (i) the date that Landlord determines the full extent of the damage, or (ii) the extent of insurance proceeds available to effectuate repairs. Tenant or Landlord may terminate this Lease by written notice to the Tenant given within ninety (90) days after the date such damage occurred provided that no more than three (3) calendar years remain in the term hereof. Notwithstanding the foregoing, if at the time the Landlord gives such termination notice any of the renewal options provided for in the Lease have not yet been exercised and the Tenant exercises a renewal option within thirty (30) days after receipt the date of the Landlord's termination such notice, then this Lease shall not such termination notice to be terminated effective upon Tena▇▇'▇ ▇acating and surrendering the Premises and paying the difference, if any, between the estimated costs of repair and the amount of insurance proceeds payable to Landlord. If neither party elects to terminate, Landlord shall promptly commence restoration of proceed with reasonable diligence to rebuild the PremisesPremises to substantially their former condition (subject to reasonable changes which Landlord shall deem desirable and such changes as may be required by applicable law). (bd) During any period when Tena▇▇'▇ ▇se of the Premises is significantly impaired by damage or destruction, Base Rent shall abat▇ ▇▇ proportion to the degree to which Tena▇▇'▇ ▇se of the Premises is impaired until such time as the Premises are made tenantable as reasonably determined by Landlord; provided that no such rental abatement shall be permitted if the casualty is the result of the negligence or willful misconduct of Tenant or Tenant's employees, agents, contractors or invitees, or if Tenant has failed to maintain the rental interruption insurance required under Section 7.1(a). (e) The proceeds from any insurance paid by reason of damage to or destruction of the Premises or any part thereof insured by Landlord shall belong to and be paid to Landlord, subject to the rights of any mortgagee of Landlord's interest in the Premises or the beneficiary of any deed of trust which constitutes an encumbrance thereon. Tenant shall be responsible at its sole cost and expense for the repair, restoration and replacement of (i) its fixtures, furnishings, equipment, machinery, merchandise and personal property in the Premises, and (ii) its Alterations, unless Landlord realizes insurance proceeds sufficient for such purpose and agrees to undertake such work. In the event of a destruction of the Premises which results in a termination of the Lease pursuant Lease, Tenant shall be entitled to this paragraph, all recover the portion of the insurance proceeds payable by reason of damage under policies required allocable to be carried hereunder (excluding any insurance proceeds attributable to damage to the Tenant's inventoryImprovements, subject to reasonable depreciation, and its trade fixtures, equipment and personal property. (f) Landlord and Tenant shall each in all events be required to act in an expeditious manner to fulfill their obligations under this Section in order to cause the Premises to be restored as promptly as possible. Landlord's repair and restoration obligations under this Section 7.6 shall not impair or otherwise affect the rights and obligations of the parties set forth elsewhere in this Lease. Landlord shall not be liable for any inconvenience or annoyance to Tenant, its employees, agents, contractors or invitees, or injury to Tenant's business resulting in any way from such damage or leasehold improvements paid for by the repair thereof; provided that Landlord shall cause work to be performed at reasonable hours and in a manner to minimize any disruption of Tenant) 's business. Landlord and Tena▇▇ ▇▇▇ee that the terms of this Lease shall be paid govern the effect of any damage to or destruction of the Premises with respect to the Landlordtermination of this Lease and hereby waive the provisions of any present or future statute or law to the extent inconsistent therewith.

Damage or Destruction. (a) If the Leased Premises shall are partially destroyed during the Lease Term from any cause insured under the property insurance policy for the Office Building, Landlord will forthwith repair the same, provided such repairs can reasonably be damaged by fire or other casualty, the Landlord shall collect the proceeds made within one hundred twenty (120) days from date of such insurance destruction, under the then applicable Governmental Requirements and immediately and with all due diligence commence to repair in light of the extent of such damage at its expense. From and the date the damage occurs to the date the repairs are complete, the rent due hereunder shall be reduced by the same percentage as the percentage then condition of the Premises whichlabor market and availability of materials and supplies, but such partial destruction will in no manner annul or void this Lease, except that Tenant will be entitled to a proportionate reduction of Rent following such damage, such proportionate reduction to be based upon the extent to which the destruction and the making of such repairs will interfere with the business carried on by Tenant in the Leased Premises, in the Tenant's ’s reasonable judgment, . If such repairs cannot be safely, economically or practically used for the operation of the Tenant's business. Anything herein to the contrary notwithstanding, if in the Tenant's reasonable judgment, any damage or destruction to the Premises from any cause whatsoever cannot be repaired made within one hundred eighty and twenty (180120) days, Landlord may, at its option, complete the same within a reasonable time, this Lease continuing in full force and effect and the rent to be proportionately abated as described above. If the Leased Premises are totally destroyed and Landlord has not elected (by notice in writing to the Tenant given within sixty (60) days following of the date such damage occursdestruction) to rebuild the Leased Premises, the Tenant either party hereto may elect to terminate this Lease by written notice to the other given after the end of the said sixty (60) day period. If the repair of damage is delayed by an Event of Force Majeure, or any unusually long period to adjust insurance proceeds, then the time period within which Landlord given will be required to repair the Leased Premises or the Building in which the Leased Premises are situated will be extended by a period equal to the delay. The provisions described above will constitute the express agreement of Landlord and Tenant regarding any damage to or destruction of the Leased Premises and Tenant waives any right to terminate this Lease pursuant to Minnesota Statute §504.05 as now in effect or as the same may be hereafter amended, supplemented or replaced. Notwithstanding anything to the contrary, Landlord will not be obligated to repair or rebuild if (i) Landlord’s mortgagee requires that the proceeds of Landlord’s insurance be applied against such mortgagee’s indebtedness, or (ii) Landlord complied with Landlord’s insurance obligation under this Lease and the Casualty resulted from a peril not covered by such insurance, and in either case, Landlord notifies Tenant of such event within ninety thirty (9030) days following after the occurrence date of such damagethe Casualty. In additionIf the Landlord so notifies Tenant, the Lease Term will terminate as of the date Tenant receives Landlord’s notice; provided, however, that to the extent the Leased Premises remain tenantable, Tenant shall have an additional sixty (60) days to vacate the Leased Premises. Any other provision in this Lease to the contrary notwithstanding, if any damage or destruction the Leased Premises, access to the Leased Premises from and/or any cause whatsoever cannot be repaired, part of the Project that provides essential services to the Leased Premises (each of which comprise the “Relevant Space”) is damaged such that Tenant’s business operations in the Landlord's reasonable judgmentLeased Premises and/or access to the Leased Premises, within one and/or the ability to use or enjoy the Leased Premises for their intended purposes are materially and adversely impaired in whole or in part and it is estimated that the time period to repair and restore the damage will be two hundred eighty ten (180210) days following or more from the date such of the damage occurs using standard working methods and the Landlord elects not to repair such damageprocedures, the Landlord then Tenant shall have the right to terminate this Lease by delivering written notice to the Tenant given within ninety (90) days after the date such damage occurred provided that no more than three (3) calendar years remain in the term hereofeffect to Landlord. Notwithstanding the foregoingSimilarly, if at the time the Landlord gives such termination notice any of the renewal options provided for Relevant Space is damaged in the Lease have whole or in part from any cause and such damage is not yet been exercised in fact fully repaired and the Tenant exercises a renewal option restored within thirty two hundred ten (30210) days after receipt from the date of the Landlord's termination notice, then this Lease shall not be terminated and the Landlord shall promptly commence restoration of the Premises. (b) In the event of a termination of the Lease pursuant to this paragraph, all insurance proceeds payable by reason of damage under policies required to be carried hereunder (excluding any insurance proceeds attributable to damage to the Tenant's inventory, trade fixtures, business or leasehold improvements paid for by the Tenant) shall be paid to the Landlord.damage

Damage or Destruction. (a) If the Premises shall be damaged by fire or other casualty, the Landlord shall collect the proceeds of such insurance and immediately and with all due diligence commence to repair such damage at its expense. From the date the damage occurs to the date the repairs are complete, the rent due hereunder shall be reduced by the same percentage as the percentage of the Premises which, in the Tenant's reasonable judgment, cannot be safely, economically or practically used for the operation of the Tenant's business. Anything herein to the contrary notwithstanding, if in the Tenant's reasonable judgment, any damage or destruction to the Premises from any cause whatsoever cannot be repaired within one hundred eighty (180) days following the date such damage occurs, the Tenant Each party may terminate this Lease if the Premises or the Building are damaged to an extent exceeding 50% of the then replacement cost of the Premises (in the event of damage limited to the Premises) or 33% of the Building (in the event of damage not limited to the Premises). Landlord may also terminate this Lease if the Premises or the Building are damaged by an uninsured peril to an extent exceeding 33% of the then replacement cost of the Premises (in the event of damage limited to the Premises) or 25% of the Building (in the event of damages not limited to the Premises). If a party elects Termination under this section, the terminating party shall deliver written notice to the Landlord given non-terminating party within ninety (90) days following 30 Days of the occurrence of such the damage. In additionTenant shall have 30 Days to vacate the Premises unless they are unsafe for occupancy, in which case, Tenant shall immediately vacate. TENANT WAIVES SECTION 1932(2), AND SECTION 1933(4) OF THE CALIFORNIA CIVIL CODE. If this Lease is not terminated pursuant to this Section, Landlord shall, within 90 Days of the occurrence of the damage, proceed to repair the Building, on substantially the same plan as existed immediately before the occurrence of damage. Tenant shall be liable for repair and replacement of all fixtures, leasehold improvements, furnishings, merchandise, equipment and Tenant's personal property not covered by insurance. If Tenant is able to continue to conduct its business during the making of repairs, the Base Monthly Rent will be reduced during the repair period in the proportion that the unusable part of the Premises bears to the whole. Notwithstanding any other provision of this Lease, if any the discounted present value of the Base Monthly Rent due for the remaining Term, using as the discount rate the prime commercial lending rate in effect at the Bank of America, NT&SA, as of the date of the damage or destruction is less than the cost of repairing the damage to the Premises from any cause whatsoever cannot be repairedPremises, in the Landlord's reasonable judgment, within one hundred eighty (180) days following the date such damage occurs and the Landlord elects not to repair such damage, the Landlord shall have the right to may terminate this Lease by on 10 Days' written notice to the Tenant given within ninety (90) days after the date such damage occurred provided that no more than three (3) calendar years remain in the term hereof. Notwithstanding the foregoing, if at the time the Landlord gives such termination notice any of the renewal options provided for in the Lease have not yet been exercised and the Tenant exercises a renewal option within thirty (30) days after receipt of the Landlord's termination notice, then this Lease shall not be terminated and the Landlord shall promptly commence restoration of the PremisesTenant. (b) In the event of a termination of the Lease pursuant to this paragraph, all insurance proceeds payable by reason of damage under policies required to be carried hereunder (excluding any insurance proceeds attributable to damage to the Tenant's inventory, trade fixtures, business or leasehold improvements paid for by the Tenant) shall be paid to the Landlord.

Damage or Destruction. (a) A. If the Premises shall be damaged are rendered partially or wholly unfit for occupancy by fire fire, the elements, act of God, or other casualtycasualty (fire, the Landlord shall collect the proceeds elements, acts of such insurance God, or other casualties hereinafter referred to as a “Casualty”), and immediately and with all due diligence commence to repair if such damage at its expense. From the date the damage occurs to the date the repairs are complete, the rent due hereunder shall be reduced by the same percentage as the percentage of the Premises whichcannot, in the Tenant's Landlord’s reasonable judgmentestimation, cannot be safely, economically or practically used for the operation of the Tenant's business. Anything herein to the contrary notwithstanding, if in the Tenant's reasonable judgment, any damage or destruction to the Premises from any cause whatsoever cannot be repaired materially restored within one hundred eighty (180) days following the date after such damage occursCasualty, the Tenant may then Landlord may, at its sole option, terminate this Lease as of the date of such Casualty and the Lease Term shall end on such date as if that date had been originally fixed in this Lease for the expiration of the Lease Term. Landlord shall exercise its election to terminate provided herein by written notice to the Landlord given T▇▇▇▇▇ as soon as practical and in any event within ninety sixty (9060) days following after such Casualty. For purposes hereof, the occurrence Premises shall be deemed “materially restored” if they are in such condition as would not prevent or materially interfere with Tenant’s use of the Premises for the purpose for which it was then being used. B. If this Lease is not terminated pursuant to Subsection A above, then Landlord shall proceed with all due diligence to repair and restore the Premises using the proceeds of insurance which shall be made available by Tenant, as the case may be (except that Landlord may elect not to rebuild, and thus terminate this Lease, if such Casualty occurs during the last year of the Lease Term exclusive of any renewal or extension option that is unexercised at the date of such damageCasualty). In addition, if any damage or destruction If Landlord shall fail to the Premises from any cause whatsoever cannot be repaired, in the Landlord's reasonable judgment, complete such repairs and material restoration within one hundred eighty (180) days following after the date of the Casualty, then Tenant may at its option and as its sole remedy terminate this Lease by delivering written notice to Landlord, whereupon the Lease shall end on the date of such damage occurs notice as if the date of such notice were the date originally fixed in this Lease for the expiration of the Lease Term hereof; provided, however, that if construction is delayed because of changes, deletions, or additions in construction requested by Tenant, or because of strikes, lockouts, casualties, acts of God, war, material or labor shortages, governmental regulation or control, or other causes beyond the reasonable control of Landlord, then the period for restoration, repair or rebuilding shall be extended for the amount of time Landlord is so delayed. In no event shall Landlord be required to rebuild, repair or replace any part of the partitions, fixtures, additions, or other property and improvements that may have been placed in or about the Premises by Tenant, provided that Tenant shall be entitled to rebuild, repair, or replace said items using the proceeds of any insurance available therefor. C. If this Lease shall not be terminated by Landlord elects not pursuant to repair this Section 18 and if the Premises are unfit for occupancy in whole or in part following such damageCasualty, then the Base Rent payable during the period in which the Premises are unfit for occupancy shall a▇▇▇▇ in proportion to the percentage of the rentable area of the Premises rendered unusable by such Casualty; provided, however, that no such abatement shall be made under the provisions of this Subsection C if such Casualty shall have been caused through the negligence or willful misconduct of Tenant, its agents, employees, contractors, invitees, licensees, tenants, or assignees. D. Notwithstanding anything herein to the contrary, if, following any Casualty, the holder of any indebtedness secured by a mortgage or deed to secure debt or similar instrument covering the Premises requires that any insurance proceeds resulting from the Casualty be paid to it rather than to Landlord for the rebuilding or restoration of the Premises, then Landlord shall have the right to terminate this Lease by delivering written notice of termination to the Tenant given within ninety fifteen (9015) days after such requirement is made by any such person, whereupon the Lease shall end on the date such damage occurred provided that no more than three (3) calendar years remain in the term hereof. Notwithstanding the foregoing, if at the time the Landlord gives such termination notice any of the renewal options provided Casualty as if the date of such Casualty were the date originally fixed in this Lease for in the expiration of the Lease have not yet been exercised and the Tenant exercises a renewal option within thirty (30) days after receipt of the Landlord's termination noticeTerm. E. If any Casualty described in this subsection occurs, then this Lease Landlord shall not be terminated and liable to Tenant for any inconvenience, annoyance, loss of profits, expenses, or any other type of injury or damage resulting from the Landlord shall promptly commence restoration repair of any such Casualty, or from any repair, modification, arranging or rearranging of any portion of the Premises. (b) In the event of a Premises or for termination of this Lease as provided in this subsection, except to the Lease pursuant extent of any bodily injury to this paragraph, all insurance proceeds payable by reason of damage under policies required to be carried hereunder (excluding any insurance proceeds attributable to persons or damage to the Tenant's inventory, trade fixtures, business property resulting solely from Landlord’s negligence or leasehold improvements paid for by the Tenant) shall be paid to the Landlordintentional misconduct in performing such work.

Damage or Destruction. (a) If In the Premises shall be damaged by fire or other casualty, event of a total destruction during the Landlord shall collect the proceeds of such insurance and immediately and with all due diligence commence to repair such damage at its expense. From the date the damage occurs to the date the repairs are complete, the rent due hereunder shall be reduced by the same percentage as the percentage of the Premises which, in the Tenant's reasonable judgment, cannot be safely, economically or practically used for the operation of the Tenant's business. Anything herein to the contrary notwithstanding, if in the Tenant's reasonable judgment, any damage or destruction to the Premises lease term from any cause whatsoever cannot be repaired within one hundred eighty cause, of (1801) days following the date such damage occursBuilding and Improvements, or (2) the Tenant Building and Improvements referred to as Building #6, 1360 O’Brien Drive, Menlo Park, California (the “1360 O’Brien Drive Premises”) during the term of Lessee’s Lease of said Premises, either party may terminate this Lease by written notice to the Landlord given within ninety (90) days following the occurrence of such damage. In addition, if any damage or destruction to the Premises from any cause whatsoever cannot be repaired, in the Landlord's reasonable judgment, within one hundred eighty (180) days following the date such damage occurs and the Landlord elects not to repair such damage, the Landlord shall have the right elect to terminate this Lease by giving written notice of termination to the Tenant given within ninety (90) days after the date such damage occurred provided that no more than three (3) calendar years remain in the term hereof. Notwithstanding the foregoing, if at the time the Landlord gives such termination notice any of the renewal options provided for in the Lease have not yet been exercised and the Tenant exercises a renewal option other party within thirty (30) days after receipt the casualty occurs. A total destruction shall be deemed to have occurred for this purpose if the Building and the Improvements which are the subject of this Lease or the Building and Improvements consisting of the Landlord's termination notice1360 O’Brien Drive Premises are destroyed to the extent of seventy-five percent (75%) or more of the replacement cost thereof. If the Lease is not terminated, then Lessor shall repair and restore the Premises and the 1360 O’Brien Drive Premises (if applicable) in a diligent manner and this Lease shall not be terminated continue in full force and the Landlord shall promptly commence restoration effect, except that Monthly Base Rent and Additional Rent of the PremisesPremises which are the subject of this Lease shall be abated in accordance with Paragraph 20(d) below. (b) In the event of a termination partial destruction of the Building or the Premises to an extent not exceeding fifty percent (50%) of the replacement cost thereof and if the damage thereto can be repaired, reconstructed, or restored within a period of one hundred twenty (120) days from the date of such casualty, and if the casualty is from a cause which is insured under Lessor’s “all risk” property insurance, or is insured under any other coverage then carried by Lessor, Lessor shall forthwith repair the same, and this Lease shall continue in full force and effect, except that Monthly Base Rent and Additional Rent shall be abated in accordance with Paragraph 20(d) below. If any of the foregoing conditions is not met, Lessor shall have the option of either repairing and restoring the Building and Improvements, or terminating this Lease by giving written notice of termination to Lessee within thirty (30) days after the casualty, subject to the provisions of Paragraph 20(c). Notwithstanding the foregoing, Lessor shall not have the right to terminate this Lease if the cost to repair the damage to the Building or to restore the Premises would cost less than five percent (5%) of the replacement cost of the Building, regardless of whether or not the casualty is insured. Notwithstanding the foregoing, if the casualty is uninsured, the cost to restore the Premises exceeds five percent (5%) of the replacement cost, and Lessor elects to terminate this Lease, Lessee may nullify the effect of such termination by giving Lessor written notice within ten (10) days after receipt by Lessee of Lessor’s notice of termination that Lessee elects to restore the Premises at Lessee’s sole cost, in which event this Lease shall remain in effect, provided that Rent abatement shall not extend beyond the date that the restoration is completed, or one hundred twenty (120) days after the casualty, whichever occurs first. (c) In the event of a partial destruction of the Building and Improvements to an extent equal to or exceeding twenty-five percent (25%) but less than seventy-five percent (75%) of the replacement cost thereof, or if the damage thereto cannot be repaired, reconstructed, or restored within a period of one hundred eighty (180) days from the date of such casualty plus the period of any force majeure delays, Lessee may terminate this Lease effective as of the date of the casualty by giving written notice of termination to Lessor within thirty (30) days after the casualty. The foregoing shall not affect Lessor’s termination rights under subparagraph (b) above. Furthermore, if such casualty is from a cause which is not insured under Lessor’s “all risk” property insurance, or is not insured under any other insurance carried by Lessor, Lessor may elect to repair and restore the Building and Improvements (provided that Lessee has not elected to terminate this Lease pursuant to the first sentence of this paragraphParagraph 20(c)), all insurance proceeds payable or Lessor may terminate this Lease effective as of the date of the casualty by reason giving written notice of damage under policies required termination to be carried hereunder (excluding any insurance proceeds attributable to damage Lessee, subject to the Tenant's inventorylimitations of Paragraph 20(b). Lessor’s election to repair and restore the Building and Improvements or to terminate this Lease, trade fixturesshall be made and written notice thereof shall be given to Lessee within thirty (30) days after the casualty. Notwithstanding the foregoing, business (1) if Lessor has not obtained all necessary governmental permits for the restoration and commenced construction of the restoration within one hundred twenty (120) days after the casualty, Lessee may terminate this Lease by written notice to Lessor given at any time prior to the actual commencement of construction of the restoration; or (2) if Lessor elects to repair and restore the Building and Improvements under subparagraph (b) or (c) above, but the repairs and restoration are not substantially completed within one hundred eighty (180) days after the casualty, Lessee may terminate this Lease by written notice to Lessor given within thirty (30) days after the expiration of said period of one hundred eighty (180) days after the casualty. (d) Subject to the limitation in Paragraph 20(b) above which applies if Lessee elects to restore the Building and Improvements at Lessee’s expense, in the event of repair, reconstruction, or restoration as provided herein, the Monthly Base Rent and Additional Rent shall be abated proportionally in the ratio which the Lessee’s use of the Premises is impaired during the period of such repair, reconstruction, or restoration, from the date of the casualty until such repair, reconstruction or restoration is completed. (e) With respect to any destruction of the Building and Improvements which Lessor is obligated to repair, or may elect to repair, under the terms of this Paragraph 20, the provisions of Section 1932, Subdivision 2, and of Section 1933, Subdivision 4, of the Civil Code of the State of California are waived by the parties. Lessor’s obligation to repair and restore the Building and Improvements shall include the Tenant Improvement Work referred to in Paragraph 13. Lessor shall also repair and restore any other leasehold improvements paid constructed thereafter by Lessor, or by Lessee with Lessor’s prior written consent. Lessor’s time for completion of the repairs and restoration of the Building and Improvements referred to above shall be extended by a period equal to any delays (“force majeure delays”) caused by strikes, labor disputes, unavailability of materials, inclement weather, or acts of God. (f) In the Tenant) event of termination of this Lease pursuant to any of the provisions of this Paragraph 20, the Monthly Base Rent and Additional Rent shall be apportioned on a per diem basis and shall be paid to the Landlorddate of the casualty. In no event shall Lessor be liable to Lessee for any damages resulting to Lessee from the occurrence of such casualty, or from the repairing or restoration of the Building and Improvements, or from the termination of this Lease as provided herein, nor shall Lessee be relieved thereby from any of Lessee’s obligations hereunder, except to the extent and upon the conditions expressly set forth in this Paragraph 20.

Damage or Destruction. (a) If the Premises shall be so damaged by fire or fire, other casualty, acts of God or the Landlord shall collect the proceeds of such insurance and immediately and with all due diligence commence to repair such damage at its expense. From the date the damage occurs to the date the repairs are complete, the rent due hereunder shall be reduced by the same percentage as the percentage of the Premises which, in the Tenant's reasonable judgment, elements (a "Casualty") so that they cannot be safely, economically restored or practically used made suitable for the operation of the Tenant's business. Anything herein to the contrary notwithstanding, if in the Tenant's reasonable judgment, any damage or destruction to the Premises from any cause whatsoever cannot be repaired business needs within one hundred eighty (180) days following from the date such damage occursof the Casualty ("Substantial Damage"), the then either Landlord or Tenant may terminate this Lease by written notice given to the Landlord given other party 25 30 within ninety sixty (9060) days following after the occurrence date of the Casualty. If the Lease is so terminated, the termination shall be effective as of the date of the Casualty and the Rent shall abat▇ ▇▇▇m that date, and any Rent paid for any period beyond such damagedate shall be refunded to Tenant. In addition, if any damage or destruction to the Premises from any cause whatsoever cannot be repaired, in the Landlord's reasonable judgment, within one hundred eighty (180) days following the date such damage occurs and the Landlord elects not to repair such damage, the Landlord shall have the right to terminate this Lease in the event of any casualty occurring during the last year of this Lease unless Tenant exercises an option to extend the term of the Lease in accordance with the provisions set forth hereinabove, or if the Lender who has a mortgage encumbering the Property elects to apply the insurance proceeds in order to reduce the outstanding principal balance of the loan secured by written notice a mortgage on the Property. Notwithstanding anything herein to the contrary, if the casualty is caused by the gross negligence or willful misconduct of Tenant given or its employees, agents, guests or invitees, Tenant shall not have the right to terminate the Lease in accordance with this subparagraph (a); provided, however, Landlord shall use its best efforts to restore the Premises as soon as reasonably possible. Additionally, if the casualty was caused by Tenant in accordance with the standards set forth in the preceding sentence, Tenant shall be required to pay for restoration costs not covered by insurance, including any deductible; provided, however, the obligation of Tenant to pay any amounts pursuant to this sentence shall not exceed Two Hundred Thousand and no/100 Dollars ($200,000.00). Finally, Tenant shall not have the right to terminate this Lease pursuant to this subparagraph (a) if at the time Tenant attempts to terminate this Lease, there exists a monetary default on behalf of Tenant beyond any applicable grace and cure period or there exists any non-monetary default on behalf of Tenant beyond any applicable grace and cure period for which Tenant has not commenced to cure and is diligently thereafter processing such cure; provided, however, if as a result of the casualty, Tenant cannot reasonably be expected to commence and prosecute the cure of a non-monetary default, then Tenant shall then be entitled to terminate this Lease pursuant to the provisions of this subparagraph (a). (b) If this Lease is not terminated as provided in Paragraph 18 (a), then Landlord shall, at its sole cost and expense, restore the Premises as speedily as practical to the condition existing prior to the Casualty. During the restoration period, the Rent shall abat▇ ▇▇▇ the period during which the Premises are not suitable for Tenant's business needs. If only a portion of the Premises is damaged, the Rent shall abat▇ ▇▇▇portionatly based upon the square footage of the Premises that are not damaged by the casualty. (c) if Landlord, subject to Force Majeure not to exceed one hundred twenty (120) days, and subject to any delays occasioned by Tenant's actions or inactions or the actions or inactions of Tenant's agents or employees, does not restore the Premises as required in Paragraph 18 (b) within ninety one hundred eighty (90180) days after the date such damage occurred provided that no more than three (3) calendar years remain in the term hereof. Notwithstanding the foregoing, if at the time the Landlord gives such termination notice any of the renewal options provided for in the Lease have not yet been exercised and the Casualty, Tenant exercises a renewal option within thirty (30) days after receipt of the Landlord's termination notice, then may terminate this Lease shall not be terminated and the Landlord shall promptly commence restoration of the Premises. (b) In the event of a termination of the Lease pursuant to this paragraph, all insurance proceeds payable by reason of damage under policies required to be carried hereunder (excluding any insurance proceeds attributable to damage to the Tenant's inventory, trade fixtures, business or leasehold improvements paid for by the Tenant) shall be paid to the Landlord.Lease

Damage or Destruction. (a) If 18. 1 If, during the term of this Lease, or any extensions thereof, the Premises are totally or partially destroyed from a risk covered by insurance rendering the Premises totally or partially inaccessible or unusable, Lessor shall be damaged by fire or other casualty, restore the Landlord shall collect the proceeds of such insurance and immediately and with all due diligence commence Premises to repair such damage at its expense. From the date the damage occurs to the date the repairs are complete, the rent due hereunder shall be reduced by substantially the same percentage as the percentage of the Premises whichconditions they were in immediately before destruction. Such destruction shall not terminate this Lease. If then existing law does not permit restoration, in the Tenant's reasonable judgment, cannot be safely, economically or practically used for the operation of the Tenant's business. Anything herein to the contrary notwithstanding, if in the Tenant's reasonable judgment, any damage or destruction to the Premises from any cause whatsoever cannot be repaired within one hundred eighty (180) days following the date such damage occurs, the Tenant either party may terminate this Lease by written giving notice to the Landlord given other party within ninety sixty (9060) days following the occurrence of such damagedestruction. In additionIf the cost of the restoration (determined by fixed price construction bids reasonably approved by Lessee and Lessor) exceeds the amount of proceeds received from the insurance carrier, if any damage or destruction to the Premises from any cause whatsoever cannot be repaired, in the Landlord's reasonable judgment, within one hundred eighty (180) days following the date such damage occurs and the Landlord elects not to repair such damage, the Landlord shall have the right Lessor can elect to terminate this Lease by written giving notice to the Tenant given Lessee within ninety (90) thirty days after determining that the date such damage occurred provided that no more than three (3) calendar years remain in restoration cost will exceed the term hereofinsurance proceeds. Notwithstanding the foregoingIf Lessor elects to terminate this Lease, if at the time the Landlord gives such termination notice any of the renewal options provided for in the Lease have not yet been exercised and the Tenant exercises a renewal option Lessee, within thirty (30) days after receipt receiving Lessor's notice to terminate. can elect to pay one-half the difference between the amount of insurance proceeds and the cost of restoration, in which case Lessor shall restore the Premises. Any amounts so payable by Lessee shall be deposited by Lessee in a fund control or bank disbursement account at such times as may be requested by Lessor's construction lender. If there be no construction lender, Lessee shall make monthly installment payments of one-half of the Landlord's termination noticeexpenses of restoration incurred for the preceding month. Lessor shall give Lessee satisfactory evidence that all sums contributed by Lessee as provided in this section have been expended in paying the cost of restoration. If Lessor elects to terminate this Lease and Lessee does not elect to contribute toward the cost of restoration as provided in this section, then this Lease shall not be terminated and the Landlord shall promptly commence restoration of the Premisesterminate. (b) In the event of a termination of the Lease pursuant to this paragraph, all insurance proceeds payable by reason of damage under policies required to be carried hereunder (excluding any insurance proceeds attributable to damage to the Tenant's inventory, trade fixtures, business or leasehold improvements paid for by the Tenant) shall be paid to the Landlord.

Damage or Destruction. (a) 4.9.1 If the Premises shall be are damaged by fire fire, earthquake or other casualty, Tenant shall give immediate written notice (the “Casualty Notice”) thereof to Landlord. Within sixty (60) days after Landlord’s receipt of such Casualty Notice, Landlord shall collect the proceeds of such insurance and immediately and with all due diligence commence to repair such damage at make a determination, in its expense. From the date sole judgment, whether the damage occurs to the date the repairs are complete, the rent due hereunder shall be reduced by the same percentage as the percentage of the Premises which, in the Tenant's reasonable judgment, cannot be safely, economically or practically used for the operation of the Tenant's business. Anything herein to the contrary notwithstanding, if in the Tenant's reasonable judgment, any damage or destruction to the Premises from any cause whatsoever cannot can be repaired in accordance with the then-existing Governmental Requirements within one hundred hundred-eighty (180) days following Business Days after Landlord’s receipt of the date Casualty Notice, and Landlord shall so notify Tenant of such damage occursdetermination. If Landlord’s determination is that the Premises cannot be restored in such time period, then either party, for a period of ten (10) Business Days thereafter shall have the Tenant may right to terminate this Lease by written notice to the Landlord given within ninety other, as of the date specified in such notice, which termination date shall be no later than thirty (9030) days following after the date of such notice. Landlord also shall have the right to terminate this Lease by notice to Tenant if, in Landlord’s estimation, there are or will be insufficient insurance proceeds available to repair such damage. If this Lease is not terminated as aforesaid, then Landlord shall proceed with reasonable diligence to restore the Premises to substantially the condition which existed prior to the damage and this Lease shall continue. If Landlord restores the Premises under this paragraph, then Landlord shall use commercially reasonable efforts to proceed toward completion of the restoration and (1) the Lease Term shall be extended for the time required to complete such restoration, (2) Tenant shall pay to Landlord, upon demand. Tenant’s Pro Rata Share of any applicable deductible amount specified under Landlord’s insurance and (3) notwithstanding anything to the contrary contained herein, Landlord shall not be required to repair or restore Tenant improvements. Tenant Alterations (including Telecommunication Facilities), the Furniture, or any or all furniture, fixtures, equipment, inventory, improvements or other property which was in or about the Premises at the time of the damage and was not owned by Landlord. In the case of damage to the Premises not caused by the negligence or other tortuous acts of the Tenant which is of a nature or extent that (a) such damage materially interferes Tenant’s use of a portion (but not all) of the Premises (such portion being referred to herein as the “Materially Affected Premises”), Base Rent and Additional Rent otherwise payable hereunder shall be abated by the percentage that the rentable area of the Materially Affected Premises bears to the total rentable area of the Premises, for the period beginning on the date of such casualty and ending on the earlier of (i) the date that Landlord has substantially completed its repairs to the Materially Affected Premises and (ii) the date that Tenant uses any portion of the Materially Affected Premises for the conduct of its business, and (b) it is impracticable for the Tenant to carry on its business in the Premises, all Base Rent and Additional Rent otherwise payable hereunder shall be abated for the period beginning on the date of such casualty and ending on the earlier of (i) the date that Landlord has substantially completed its repairs to the Premises and (ii) the date that Tenant uses any portion of the Premises for the conduct of its business. Except for the abatement of rent if and to the extent provided herein, Tenant agrees to look to the provider of Tenant’s insurance for coverage for the loss of Tenant’s use of the Premises and the Furniture and any other related losses or damages incurred by Tenant during any reconstruction period. The validity and effect of this Lease shall not be impaired in any way by the failure of Landlord to complete repairs and restoration of the Premises or the Building within one hundred-eighty (180) Business Days after Landlord’s receipt of the Casualty Notice, even if Landlord had in good faith notified Tenant that the repair and restoration could be completed within such period, provided that Landlord proceeds diligently with such repair and restoration. 4.9.2 If the Building is damaged by fire, earthquake or other casualty and more than fifty percent (50%) of the Building is rendered untenantable, without regard to whether the Premises are affected by such damage, Landlord may in its absolute discretion and without limiting any other options available to Landlord under this Lease or otherwise, elect to terminate this Lease by notice in writing to Tenant within forty (40) Business Days after the occurrence of such damagedamage if Landlord is also terminating the leases of other tenants in the Building who are similarly situated to Tenant. In additionSuch notice shall effective twenty (20) Business Days after receipt by Tenant unless a later date is set forth in Landlord’s notice. 4.9.3 Notwithstanding anything contained in this Lease to the contrary, if any there is damage or destruction to the Premises from any cause whatsoever cannot be repaired, in the Landlord's reasonable judgment, within one hundred eighty (180) days following the date such damage occurs or Building and the Landlord elects not holder of any indebtedness secured by a mortgage or deed of trust covering any such property requires that the insurance proceeds be applied to such indebtedness or if the insurance proceeds are otherwise inadequate to complete the repair such damageof the damages to the Premises, the Building or both, then Landlord shall have the right to terminate this Lease by delivering written notice of termination to the Tenant given within ninety fifteen (9015) days Business Days after the date Landlord is notified of such damage occurred provided that no more than three (3) calendar years remain in the term hereof. requirement. 4.9.4 Notwithstanding the foregoing, if the Premises or the Building are wholly or partially damaged or destroyed within the final two (2) years of the Lease Term to such an extent that the cost of restoration would exceed fifty percent (50%) of the replacement cost of the Premises and/or the Building in its or their entirely at the time the such damage or destruction occurs. Landlord gives such termination may, at its option, elect to terminate this Lease upon written notice any of the renewal options provided for in the Lease have not yet been exercised and the to Tenant exercises a renewal option within thirty (30) days after receipt of following such damage or destruction. Further, notwithstanding the Landlord's termination noticeforegoing, then this Lease shall not be terminated and if the Landlord shall promptly commence restoration of Premises are wholly or partially damaged or destroyed within the Premises. final two (b2) In the event of a termination years of the Lease pursuant Term to such an extent that the cost of restoration would exceed fifty percent (50%) of the replacement cost of the Premises in its entirety at the time such damage or destruction occurs, then Tenant also may terminate this paragraph, all insurance proceeds payable by reason of Lease upon written notice to Landlord within thirty (30) days following such damage under policies required to be carried hereunder (excluding any insurance proceeds attributable to damage to the Tenant's inventory, trade fixtures, business or leasehold improvements paid for by the Tenant) shall be paid to the Landlorddestruction.

Damage or Destruction. (a) If Supplementing Section 21 hereof, if in Lessor's reasonable estimation the Premises cannot be restored within 12 months following any damage or destruction, (including the unavailability of insurance proceeds) Lessor shall immediately notify Lessee thereof in writing and Lessee may terminate this Lease by delivering irrevocable written notice to Lessor within 30 days of its receipt of Lessor's notice. If Lessor does not or is not permitted to terminate this Lease, and if in Lessor's reasonable estimation the Premises can be restored within 12 months, then Lessor shall commence to restore the Premises and the Building in compliance with then-existing laws, and shall complete such restoration with due diligence. In such event, this Lease shall remain in full force and effect, but there shall be damaged by fire or other casualty, the Landlord shall collect the proceeds an abatement of such insurance and immediately and with all due diligence commence to repair such damage at its expense. From rent between the date the damage occurs to of destruction and the date restoration is completed, based on the repairs are completeextent to which the destruction interferes, in the rent due hereunder shall be reduced by determination of Lessor and Lessee, with the same percentage as the percentage use of the Premises whichfor Lessee's normal business operations. If Lessor and Lessee fail within 30 days of the date of the casualty to agree upon the extent to which rent shall be abated, then the determination thereof shall be submitted to binding arbitration pursuant to Section 54 of this Lease, and until such determination is made, any excess in the Tenant's reasonable judgmentrent claimed by Lessor over that claimed by Lessee shall be deposited into an escrow and after such determination is made, cannot be safely, economically or practically used for disbursed in accordance with the operation decision of the Tenant's businessarbitrator. Anything herein to the contrary The foregoing notwithstanding, if Lessor elects to restore the Premises but fails to complete the restoration within 12 months of the date of the casualty, Lessee may terminate this Lease by giving Lessor irrevocable written notice of termination within 20 days after the expiration of such 12 month period. Notwithstanding anything contained in the Tenant's reasonable judgment, any damage or destruction this Section 45 to the Premises from any cause whatsoever cannot be repaired within one hundred eighty (180) days following the date such damage occurscontrary, the Tenant either Lessor or Lessee may terminate this Lease by written notice to the Landlord given within ninety (90) 30 days following the occurrence of such damage. In addition, if after any damage or destruction to occurring during the Premises from any cause whatsoever cannot be repaired, in the Landlord's reasonable judgment, within one hundred eighty (180) days following the date such damage occurs and the Landlord elects not to repair such damage, the Landlord shall have the right to terminate this Lease by written notice to the Tenant given within ninety (90) days after the date such damage occurred provided that no more than three (3) calendar years remain in the term hereof. Notwithstanding the foregoing, if at the time the Landlord gives such termination notice any of the renewal options provided for in the Lease have not yet been exercised and the Tenant exercises a renewal option within thirty (30) days after receipt of the Landlord's termination notice, then this Lease shall not be terminated and the Landlord shall promptly commence restoration of the Premises. (b) In the event of a termination last 12 months of the Lease pursuant to this paragraph, all insurance proceeds payable by reason of damage under policies required to be carried hereunder (excluding term or any insurance proceeds attributable to damage to the Tenant's inventory, trade fixtures, business or leasehold improvements paid for by the Tenant) shall be paid to the Landlordrenewal term.

Damage or Destruction. (a) A. If the Premises or the A▇▇▇ facility are damaged or destroyed by fire or any cause other than an act or omission of Lessee, its employees, agents, invitees, or licensees, the Lessor shall restore the Premises and the A▇▇▇ facility, except for such fixtures, improvements and alterations as are installed by Lessee, as nearly as practicable to their condition immediately prior to such damage or destruction. The Lessee, at the Lessee’s expense, shall so restore all such fixtures, improvements, and alterations installed by the Lessee. The Lessor, at Lessee’s expense, shall so restore the Premises and the A▇▇▇ facility with respect to all damage, including contamination of the A▇▇▇ facility or the environment, caused by any act or omission of Lessee, its employees, agents, invitees or licenses, and the Lessee agrees to reimburse Lessor upon demand for all sums expended for such restoration. The obligations to restore provided in this paragraph shall be subject to Lessor’s termination rights provided below. Any restoration shall be promptly commenced and diligently prosecuted. The Lessor shall not be liable for any special, consequential or punitive damages by reason of any such damage or destruction. B. Notwithstanding any of the foregoing provisions of this Article 20, in the event the Premises or the A▇▇▇ facility shall be destroyed or damaged to such an extent that the Lessor deems that it is not economically feasible to restore the same, then the Lessor may terminate this Lease as of the date of the damage or destruction by giving the Lessee notice to that effect. C. If the Lessor undertakes to restore the Premises or the A▇▇▇ facility as provided within this Article 20, then commencing with the date of the damage or destruction and continuing throughout the period of restoration, the rent for the Premises shall be damaged by fire or other casualtyabated for such period in the same proportion as the untenable portion of each type of space within the Premises as defined in paragraph 4A, the Landlord shall collect the proceeds of such insurance and immediately and with all due diligence commence to repair such damage at its expense. From the date the damage occurs “MONTHLY RENT PAYMENTS” bears to the date the repairs are completewhole thereof, the rent due hereunder except that there shall be reduced by the same percentage as the percentage of the Premises which, in the Tenant's reasonable judgment, cannot be safely, economically or practically used for the operation of the Tenant's business. Anything herein no abatement to the contrary notwithstanding, if in the Tenant's reasonable judgment, extent that any such damage or destruction to the Premises from is caused by any cause whatsoever cannot be repaired within one hundred eighty (180) days following the date such damage occurs, the Tenant may terminate this Lease by written notice to the Landlord given within ninety (90) days following the occurrence of such damage. In addition, if any damage act or destruction to the Premises from any cause whatsoever cannot be repaired, in the Landlord's reasonable judgment, within one hundred eighty (180) days following the date such damage occurs and the Landlord elects not to repair such damage, the Landlord shall have the right to terminate this Lease by written notice to the Tenant given within ninety (90) days after the date such damage occurred provided that no more than three (3) calendar years remain in the term hereof. Notwithstanding the foregoing, if at the time the Landlord gives such termination notice any omission of the renewal options provided for in the Lease have not yet been exercised and the Tenant exercises a renewal option within thirty (30) days after receipt of the Landlord's termination noticeLessee, then this Lease shall not be terminated and the Landlord shall promptly commence restoration of the Premisesits employees, agents, invitees or licensees. (b) In the event of a termination of the Lease pursuant to this paragraph, all insurance proceeds payable by reason of damage under policies required to be carried hereunder (excluding any insurance proceeds attributable to damage to the Tenant's inventory, trade fixtures, business or leasehold improvements paid for by the Tenant) shall be paid to the Landlord.

Damage or Destruction. (a) If during the Term of this Lease the Premises are totally or partially destroyed by a risk, whether covered by insurance or not covered by insurance, which risk renders the Premises totally or partially inaccessible or unusable, then the following shall be damaged by fire or occur: a. Landlord and Tenant shall in good faith cooperate with each other casualty, so that as quickly as possible Landlord can investigate and analyze the nature and extent of damage. b. Tenant shall immediately give notice of the loss to its insurance companies. c. Landlord shall collect furnish a copy of its report on the proceeds nature and extent of such the damage to Tenant for forwarding to the insurance and immediately and with all due diligence commence companies. d. Landlord shall determine the cost to repair the damage and provide a copy of its cost studies to Tenant for forwarding to the insurance companies. e. Tenant shall determine the cost to repair or replace its trade fixtures, tenant improvements and personal property and forward such damage at its expense. From information to the insurance companies. f. Within sixty (60) days after the date of the damage occurs occurrence of the loss Landlord shall give notice to Tenant in writing specifying one of the date following: i. Landlord will restore the repairs are complete, the rent due hereunder shall be reduced by Premises to substantially the same percentage condition as they were in immediately before the percentage destruction, with plans for such restoration to be approved by Tenant, with commencement of construction to begin within a reasonable period of time and to be diligently prosecuted to completion thereafter; or ii. Landlord will close off the damaged or destroyed portions of the Premises which, in the Tenant's reasonable judgment, cannot be safely, economically or practically used for the operation of the Tenant's business. Anything herein to the contrary notwithstanding, if in the Tenant's reasonable judgment, any damage or destruction to the Premises from any cause whatsoever cannot be repaired within one hundred eighty (180) days following the date such damage occurs, the Tenant may and terminate this Lease by written notice to the extent that it applies to these portions; or iii. Landlord given within ninety (90) days following will elect to terminate this Lease in its entirety because the occurrence restoration costs will exceed the insurance proceeds; or iv. Landlord will elect to terminate this Lease because the risk was not covered by insurance. g. If Landlord elects to repair pursuant to Section 16.f.i, then this Lease shall remain in full force and effect, with no abatement of such damage. In addition, if any damage Rent or destruction to other amounts due under the Premises from any cause whatsoever cannot be repaired, in the Landlord's reasonable judgment, within one hundred eighty (180) days following the date such damage occurs and the Lease. h. If Landlord elects not to repair such damagepursuant to Section 16.f.ii, the Landlord Tenant shall have the right to terminate this Lease by written notice to the Tenant given within ninety sixty (90) days after the date such damage occurred provided that no more than three (3) calendar years remain in the term hereof. Notwithstanding the foregoing, if at the time the Landlord gives such termination notice any of the renewal options provided for in the Lease have not yet been exercised and the Tenant exercises a renewal option within thirty (3060) days after receipt of the Landlord's termination ’s notice to give Landlord notice that such failure to repair would have a substantial adverse effect upon Tenant’s operation of KMC and that Tenant elects to terminate this Lease in its entirety. If Tenant fails to give such notice, then this Lease shall not be terminated remain in full force and effect as to the Landlord shall promptly commence restoration remaining portions of the Premises, with no abatement of Rent. (b) In i. If laws existing at the event of a termination time of the occurrence do not permit restoration, then either party can terminate this Lease pursuant to this paragraph, all insurance proceeds payable by reason of damage under policies required to be carried hereunder (excluding any insurance proceeds attributable to damage giving notice to the Tenant's inventory, trade fixtures, business or leasehold improvements paid for by other party not later than sixty (60) days after the Tenant) shall be paid to the Landlordoccurrence.

Damage or Destruction. (a) 17.1 If the Premises shall be or the Building are totally or partially damaged by fire or other casualtydestroyed thereby rendering the Premises totally or partially inaccessible or unusable, the then Landlord shall collect diligently repair and restore the proceeds of such insurance Premises and immediately and with all due diligence commence the Building to repair substantially the same condition they were in prior to such damage at its expense. From the date the damage occurs to the date the repairs are completeor destruction; provided, the rent due hereunder shall be reduced by the same percentage as the percentage of the Premises whichhowever, that if in the Tenant's reasonable judgment, Landlord’s judgment such repair and restoration cannot be safely, economically or practically used for the operation of the Tenant's business. Anything herein to the contrary notwithstanding, if in the Tenant's reasonable judgment, any damage or destruction to the Premises from any cause whatsoever cannot be repaired within one hundred eighty (180) days following the date such damage occurs, the Tenant may terminate this Lease by written notice to the Landlord given completed within ninety (90) days following after occurrence of such damage or destruction (taking into account the time needed for effecting a satisfactory settlement with any insurance company involved, removal of debris, preparation of plans and issuance of all required governmental permits), then Landlord shall have the right, at its sole option, to terminate this Lease as of the sixtieth (60th) day after such damage or destruction by giving written notice of termination within forty-five (45) days after the occurrence of such damagedamage or destruction. In additionIf the Lease is terminated pursuant to this Article, then rent shall be apportioned (based on the portion of the Premises which is usable after such damage or destruction) and paid to the date of termination. If this Lease is not terminated as a result of such damage or destruction, then until such repair and restoration of the Premises are substantially complete, Tenant shall be required to pay the Base Rent and additional rent only for the portion of the Premises that is usable while such repair and restoration are being made. If this Lease is not terminated as a result of such damage or destruction, then Landlord shall bear the expenses of such repair and restoration of the Premises and the Building; provided, however, that if any such damage or destruction was caused by the act or omission of Tenant or any Invitee, then Tenant shall pay the amount by which such expenses exceed the insurance proceeds, if any, actually received by Landlord on account of such damage or destruction; and provided further, however, that Landlord shall not be required to repair or restore any Alteration previously made by Tenant or any of Tenant’s trade fixtures, furnishings, equipment or personal property. Notwithstanding anything herein to the Premises from any cause whatsoever cannot be repairedcontrary, in the Landlord's reasonable judgment, within one hundred eighty (180) days following the date such damage occurs and the Landlord elects not to repair such damage, the Landlord shall have the right to terminate this Lease by written notice if (a) Landlord’s insurance is insufficient to pay the Tenant given within ninety (90) days after the date full cost of such damage occurred provided that no more than three (3) calendar years remain in the term hereof. Notwithstanding the foregoingrepair and restoration, if at the time the Landlord gives such termination notice any of the renewal options provided for in the Lease have not yet been exercised and the Tenant exercises a renewal option within thirty (30) days after receipt of the Landlord's termination notice, then this Lease shall not be terminated and the Landlord shall promptly commence restoration of the Premises. (b) In the event holder of a termination of the Lease pursuant any Mortgage fails or refuses to this paragraph, all make such insurance proceeds payable by reason of damage under policies required to be carried hereunder available for such repair and restoration, (excluding any insurance proceeds attributable to c) zoning or other applicable laws or regulations do not permit such repair and restoration, or (d) the damage to the Tenant's inventory, trade fixtures, business or leasehold improvements paid for by Building exceeds twenty-five percent (25%) of the Tenant) shall be paid to replacement value of the Landlord.Building. Reston Lease - Commerce Park Lease Agreement Final.doc

Damage or Destruction. (a) If 11.1 In the Premises shall be event the demised premises or any portion of the Building necessary for Tenant's use of the demised premises are damaged or destroyed in whole or in part during the term hereof by fire or other casualtycasualty insured against by Landlord's fire and extended coverage insurance policy covering the Building, Landlord shall, at its own cost and expense, repair and restore the same to tenantable condition with reasonable dispatch, and during such time as any portion of the demised premises is unusable by reason of such damage, the Landlord rent herein provided shall collect abate in such proportion as that part of the demised premises so ▇▇▇▇ered unusable bears to the entire demised premises. 11.2 Notwithstanding the provisions of Section 11.1 hereof, if, in the reasonable opinion of Landlord, (i) the demised premises cannot be restored to tenantable condition within a period of one hundred twenty (120) days following the commencement of such restoration work, and/or (ii) the cost of performing such restoration work exceeds the proceeds of such insurance and immediately and with all due diligence commence to repair such damage at its expense. From the date the damage occurs to the date the repairs are completeby more than One Hundred Thousand Dollars ($100,000), the rent due hereunder then Landlord shall be reduced by the same percentage as the percentage of the Premises which, in the Tenant's reasonable judgment, cannot be safely, economically or practically used for the operation of the Tenant's business. Anything herein required to the contrary notwithstanding, if in the Tenant's reasonable judgment, make any damage or destruction to the Premises from any cause whatsoever cannot be repaired within one hundred eighty (180) days following the date such damage occurs, the Tenant may terminate this Lease by written notice to the Landlord given within ninety (90) days following the occurrence of such damage. In addition, if any damage or destruction to the Premises from any cause whatsoever cannot be repaired, in the Landlord's reasonable judgment, within one hundred eighty (180) days following the date such damage occurs repairs and the Landlord elects not to repair such damage, the Landlord shall have the right to terminate this Lease by upon written notice to Tenant within sixty (60) days after the date of such fire or other casualty, in which event (i) this Lease shall terminate ninety (90) days following Tenant’s receipt of such notice and Landlord and Tenant given shall be released from any and all liability thereafter accruing hereunder, and (ii) Tenant shall remove any equipment or personal property from the demised premises within ninety (90) days after following receipt of such notice. 11.3 If the date such demised premises are to be repaired under this Article 11, Landlord shall repair any injury or damage occurred provided that no more than three (3) calendar years remain to the Building itself and the leasehold improvements in the term hereofdemised premises to be constructed or installed by Landlord, excluding leasehold improvements in excess of building standard. Notwithstanding Tenant shall perform, and pay the foregoingcost of, if at the time the Landlord gives such termination notice repairing any of the renewal options provided for other improvements in the Lease have not yet been exercised demised premises and shall be responsible for carrying such casualty insurance as it deems appropriate with respect to such other improvements. Tenant shall, at its own cost and expense, remove such of its furniture and other belongings from the Tenant exercises a renewal option within thirty (30) days after receipt of the Landlord's termination notice, then this Lease shall not be terminated and the demised premises as Landlord shall promptly commence restoration of require in order to repair and restore the Premisesdemised premises. 11.4 Landlord and Tenant do hereby waive and release each other of and from any and all rights of recovery, claims, actions or causes of action, against each other, their agents, officers and employees, for any loss or damage that may occur (bincluding, without limitation, loss or damage to the demised premises, the Building, leasehold improvements, personal property, furniture and fixtures) In the event of a termination of the Lease pursuant to this paragraph, all insurance proceeds payable by reason of damage fire, the elements or any other cause which could be insured against under the terms of standard fire and extended coverage insurance policies, regardless of cause or origin. Landlord and Tenant shall each obtain from their respective insurers under all policies required of fire insurance maintained by either of them a waiver of all rights of subrogation which the insurer of one party might have against the other party consistent with the foregoing waiver, and Landlord and Tenant shall each indemnify the other against any loss or expense, including reasonable attorneys' fees, resulting from the failure to be carried hereunder (excluding any insurance proceeds attributable to damage to the Tenant's inventory, trade fixtures, business or leasehold improvements paid for by the Tenant) shall be paid to the Landlordobtain such waiver from their respective insurers.

Damage or Destruction. (a) If In the Premises shall be event the Building and/or the Building Standard Work or any insured alterations are damaged by fire or other casualty, perils covered by Landlord's extended coverage insurance to an extent not exceeding twenty-five percent (25%) of the Landlord shall collect the proceeds of such insurance full insurable value thereof and immediately and with all due diligence commence to repair such damage at its expense. From the date if the damage occurs to thereto is such that the date Building and/or the repairs are completeBuilding Standard Work and any insured alterations may be repaired, the rent due hereunder shall be reduced by the same percentage as the percentage reconstructed or restored within a period of the Premises which, in the Tenant's reasonable judgment, cannot be safely, economically or practically used for the operation of the Tenant's business. Anything herein to the contrary notwithstanding, if in the Tenant's reasonable judgment, any damage or destruction to the Premises from any cause whatsoever cannot be repaired within one hundred eighty (180) days following the date such damage occurs, the Tenant may terminate this Lease by written notice to the Landlord given within ninety (90) days following from the occurrence date of the happening of such damage. In additioncasualty and Landlord will receive insurance proceeds sufficient to cover the cost of such repairs, if any damage or destruction to Landlord shall commence and proceed diligently with the Premises from any cause whatsoever cannot be repairedwork of repair, in the Landlord's reasonable judgment, within one hundred eighty (180) days following the date such damage occurs reconstruction and restoration and the Landlord elects not Lease shall continue in full force and effect. If such work or repair, reconstruction and restoration is such as to repair such damage, the Landlord shall have the right to terminate this Lease by written notice to the Tenant given within require a period longer than ninety (90) days after or exceeds twenty-five percent (25%) of the date full insurable value thereof, or if said insurance proceeds will not be sufficient to cover the cost of such damage occurred provided that no more than three (3) calendar years remain repairs, Landlord either may elect to so repair, reconstruct or restore the Building and/or Building Standard Work and any insured alterations and the Lease shall continue in full force and effect or Landlord may elect not to repair, reconstruct or restore the term hereofBuilding and/or Building Standard Work and any insured alterations and the Lease shall in such event terminate. Notwithstanding the foregoing, if at the time the Landlord gives such termination notice Under any of the renewal options provided for in the Lease have not yet been exercised and the conditions of this Subparagraph 22(a), Landlord shall give written notice to Tenant exercises a renewal option of its intention within thirty (30) days after receipt from the date of such event of damage or destruction. In the Landlord's termination noticeevent Landlord elects not to restore said Building and/or Building Standard Work and any insured alterations, then this Lease shall not be deemed to have terminated and the Landlord shall promptly commence restoration as of the Premisesdate of such partial destruction. (b) Upon any termination of this lease under any of the provisions of this Paragraph 22, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to Landlord except for items which have therefore accrued and are then unpaid. (c) In the event of a termination repair, reconstruction and restoration by Landlord as herein provided, the rent provided to be paid under this Lease shall be abated proportionately with the degree to which Tenant's use of the Lease pursuant to this paragraph, all insurance proceeds payable by reason of damage under policies required to be carried hereunder (excluding any insurance proceeds attributable to damage to the Tenant's inventory, trade fixtures, business or leasehold improvements paid for by the Tenant) shall be paid to the Landlord.Premises is impaired during the

Damage or Destruction. (a) If In the Premises shall be damaged by fire or other casualty, the Landlord shall collect the proceeds event of such insurance and immediately and with all due diligence commence to repair such damage at its expense. From the date the damage occurs to the date the repairs are complete, the rent due hereunder shall be reduced by the same percentage as the percentage of the Premises which, in the Tenant's reasonable judgment, cannot be safely, economically or practically used for the operation of the Tenant's business. Anything herein to the contrary notwithstanding, if in the Tenant's reasonable judgment, any damage or destruction to the Premises from by fire or other cause during the term hereof, the following provisions apply: a. If the Building is damaged by fire or any other cause whatsoever cannot to such extent that the cost of restoration, as estimated by Landlord, will equal or exceed twenty percent (20%) of the then replacement value of the Building (exclusive of foundations) just prior to the occurrence of the damage, or if Landlord believes in good faith that it will be repaired unable to restore the Building or Premises within one hundred eighty (180) days following the date such damage occursa casualty, the then Landlord and Tenant may terminate this Lease by written notice to the Landlord given within ninety each, not later than thirty (9030) days following the occurrence damage, give the other written notice of such damage. In additionits election to terminate this Lease. b. If neither Landlord nor Tenant elects to terminate this Lease, if any damage or destruction Landlord will restore the Building and the Premises with reasonable promptness, subject to delays beyond Landlord’s control and delays in the making of insurance adjustments by Landlord, to as near the condition which existed immediately prior to the Premises from any cause whatsoever cancasualty as may be reasonably possible, provided however, Landlord will not be repaired, in required to be responsible to restore any improvements made by Tenant subsequent to the Landlord's reasonable judgment, within one hundred eighty (180) days following the date such damage occurs and the Landlord elects not to repair such damage, the Landlord shall Commencement Date. Tenant will have the no right to terminate this Lease by written notice to the Tenant given within ninety (90) days after the date such damage occurred provided that no more than three (3) calendar years remain in the term hereof. Notwithstanding the foregoing, if at the time the Landlord gives such termination notice any of the renewal options provided for in the Lease have not yet been exercised and the Tenant exercises a renewal option within thirty (30) days after receipt of the Landlord's termination notice, then this Lease shall not be terminated and the Landlord shall promptly commence restoration of the Premisesexcept as herein provided. (b) c. In the event of a termination an election by either party to terminate this Lease, this Lease will be deemed to terminate on the date of the Lease pursuant receipt of the notice of election and all rentals will be paid up to this paragraph, all insurance proceeds payable by reason that date. Tenant will have no claim against Landlord for the value of damage under policies required to be carried hereunder (excluding any insurance proceeds attributable to unexpired Term of Lease. d. In any case where damage to the Building will materially affect the Premises so as to render them unsuitable in whole or in part for the purposes for which they are hereunder, then, unless such destruction was wholly or partially caused by the gross negligence, willful misconduct or breach of the terms of this Lease by Tenant, its employees, contractors or licensees, Tenant's inventory, trade fixtures, business or leasehold improvements paid for by obligation to pay monthly installments of Base Rent and Additional Rent will a▇▇▇▇ during such period of time that the Tenant) shall be paid Premises are untenantable in the proportion that the untenantable portions of the Premises bears to the Landlordentire Premises. If the destruction or damage was wholly or partially caused by gross negligence, willful misconduct or breach of the terms of this Lease by Tenant as aforesaid and if Landlord elects to rebuild, the rent will not a▇▇▇▇ and the Tenant will remain liable for the same. When Landlord has completed its work required hereunder, Tenant's obligation to pay Base Rent and Additional Rent will resume and Tenant will promptly complete the restoration of the Premises to the condition which existed immediately prior to the casualty.

Damage or Destruction. (a) If In the Premises shall be damaged by fire or other casualty, the Landlord shall collect the proceeds event of such insurance and immediately and with all due diligence commence to repair such damage at its expense. From the date the damage occurs to the date the repairs are complete, the rent due hereunder shall be reduced by the same percentage as the percentage of the Premises which, in the Tenant's reasonable judgment, cannot be safely, economically or practically used for the operation of the Tenant's business. Anything herein to the contrary notwithstanding, if in the Tenant's reasonable judgment, any damage or destruction to the Premises from --------------------- Property by fire or other cause during the term hereof, the following provisions shall apply: (a) If the Building is damaged by fire or any other cause whatsoever canwhich is not to be repaired within one hundred eighty insured against by Landlord pursuant to Section 10.01, to such extent that the cost of restoration, as reasonably estimated by Landlord, will equal or exceed thirty percent (18030%) days of the replacement value of the Building (exclusive of foundations) just prior to the occurrence of the damage, then Landlord may, no later than the sixtieth (60th) day following the date such damage, give Tenant written notice of Landlord's election to terminate this Lease. (b) If the cost of restoration as reasonably estimated by Landlord will equal or exceed fifty percent (50%) of said replacement value of the Building and if the Property are not suitable as a result of said damage occursfor the purposes for which they are used hereunder, in the reasonable opinion of Tenant, then Tenant may may, no later than the sixtieth (60th) day following the damage, give Landlord a written notice of election to terminate this Lease. (c) If the cost of restoration as estimated by Landlord shall amount to less than thirty percent (30%) of said replacement value of the Building, or if, despite the cost, Landlord does not elect to terminate this Lease, Landlord shall restore the Building and the Property with reasonable promptness, subject to delays beyond Landlord's control and reasonable delays in the making of insurance adjustments by Landlord; and Tenant shall have no right to terminate this Lease by written notice to except as otherwise provided in this Section 9.01. Landlord shall not be responsible for restoring or repairing leasehold improvements of the Landlord given within ninety Tenant. (90d) days following Notwithstanding any other provision of this Section 9.01, in the occurrence event that, as a result of such damage. In addition, if any damage or destruction to the Premises Property, Tenant is unable to conduct its business from any cause whatsoever cannot be repairedthe Property for a period of more than ninety days, in the Landlord's reasonable judgment, within one hundred eighty (180) days following the date such damage occurs and the Landlord elects not to repair such damage, the Landlord shall have the right Tenant may elect to terminate this Lease by Lease. Tenant shall be required to provide Landlord with thirty days written notice to the Tenant given within ninety (90) days after the date of exercise of such damage occurred provided that no more than three (3) calendar years remain in the term hereof. Notwithstanding the foregoing, if at the time the Landlord gives such termination notice any of the renewal options provided for in the Lease have not yet been exercised and the Tenant exercises a renewal option within thirty (30) days after receipt of the Landlord's termination notice, then this Lease shall not be terminated and the Landlord shall promptly commence restoration of the Premiseselection hereunder. (be) In the event of a termination any election to terminate, this Lease shall be deemed to terminate on the date of the damage and all rentals shall be paid up to that date, provided that, in the event of an election by Tenant under Section 9.01(d), if the destruction was wholly or partially caused by the negligence or breach of the terms of this Lease pursuant to by Tenant, its employees, contractors or licensees, then rent shall be paid through the effective date of the notice of election by Tenant. Tenant shall have no claim against Landlord for the value of any unexpired term of this paragraph, all insurance proceeds payable by reason of damage under policies required to be carried hereunder Lease. (excluding f) any insurance proceeds attributable to case where damage to the Building shall materially affect the Property so as to render them unsuitable in whole or in part for the purposes for which they are demised hereunder, then, unless such destruction was wholly or partially caused by the negligence or breach of the terms of this Lease by Tenant, its employees, contractors or licensees, a portion of the rent in an amount based upon the extent to which the Property are rendered unsuitable shall be abated until repaired or restored. If the destruction or damage was wholly or partially caused by the negligence or breach of the terms of this Lease by Tenant as aforesaid and if Landlord shall elect to rebuild, the rent shall not ▇▇▇▇▇ and the Tenant shall remain liable for the same. However, should Landlord receive rent through insurance, then, notwithstanding the foregoing, Tenant's inventoryrent shall ▇▇▇▇▇ or be refunded, trade fixtures, business or leasehold improvements paid for by the Tenant) shall be paid to the extent of insurance proceeds received by Landlord.

Damage or Destruction. (a) Subject always to Lease Addendum Section 48: A. If the Leased Premises shall be or the Building is substantially and materially damaged by fire or other casualty, so that all or any portion of the Leased Premises is untenantable, even if the Leased Premises are not actually damaged, Landlord shall collect the proceeds of such insurance and immediately and with all due diligence commence to repair such damage may, at its expense. From the date the damage occurs to the date the repairs are completeoption, the rent due hereunder shall be reduced by the same percentage as the percentage of the Premises which, in the Tenant's reasonable judgment, cannot be safely, economically or practically used for the operation of the Tenant's business. Anything herein to the contrary notwithstanding, if in the Tenant's reasonable judgment, any damage or destruction to the Premises from any cause whatsoever cannot be repaired within one hundred eighty (180) days following the date such damage occurs, the Tenant may terminate this Lease by written notice to the Landlord given within ninety (90) days following the occurrence of such damage. In addition, if any damage or destruction to the Premises from any cause whatsoever cannot be repaired, in the Landlord's reasonable judgment, within one hundred eighty (180) days following the date such damage occurs and the Landlord elects not to repair such damage, the Landlord shall have the right to terminate this Lease by written notice to the Tenant given exercisable within ninety (90) days after the date of such damage, elect by written notice to Tenant either to repair and restore the same or to terminate this Lease. If Landlord so elects to terminate this Lease and if any portion of the Leased Premises continues to be usable, with Landlord's prior consent not to be unreasonably withheld, Tenant may elect to continue to use such space for up to ninety (90) days after such damage, and Tenant shall pay Rent on such portion of the Leased Premises being used by Tenant on a prorata basis. B. If Landlord shall elect under Paragraph A above to repair or restore the Leased Premises, or the Building, Landlord shall do so as promptly as reasonably possible, and this Lease shall remain in full force and effect during the making of such repairs, except that if such loss or damage was not caused in whole or in part by the negligent act of Tenant or its Invitees, Rent shall ▇▇▇▇▇ as follows: (i) If as a result of such damage occurred provided that no more or destruction the Leased Premises is rendered totally untenantable, Rent shall ▇▇▇▇▇ from the date of such damage or destruction until the Leased Premises, or any portion thereof accepted by Tenant, is ready for occupancy; or (ii) If as a result of such damage or destruction the Leased Premises is rendered partially untenantable, and from and after the date Landlord restores a portion, but less than three (3) calendar years remain all of the Leased Premises to tenantable condition, and Tenant with Landlord's written consent elects to reoccupy such portion prior to the entire Leased Premises being restored to tenantable condition, Rent shall be reduced in the term proportion that the untenantable square foot area of the Leased Premises bears to the total square foot area of the Leased Premises, and such reduction shall continue until the damaged or destroyed portion of the Leased Premises is ready for occupancy. The foregoing provisions to the contrary notwithstanding, Landlord's obligation to repair, replace and restore the Leased Premises shall never exceed the scope of the work required to be done by Landlord at its cost in originally constructing the Leased Premises pursuant to Exhibit B, and Landlord shall not be obligated or required to repair, replace or restore any damage or injury, or make any repairs to or replacement or restoration of any tenant finish items or additions or improvements made in or to the Leased Premises by Tenant, or by Landlord for or on behalf of Tenant (hereinafter "Tenant Paid Improvements"), which are in excess of the original tenant finish which Landlord was obligated to provide at its cost pursuant to Section 13 hereof. Notwithstanding , except to the foregoingextent that the loss or damage of such Tenant Paid Improvements is insured under one or more insurance policies maintained or paid for by Tenant, and which are payable to Landlord, but then only to the extent that Landlord does in fact receive such insurance proceeds and can use such proceeds to repair or replace such damaged or destroyed Tenant Paid Improvements. C. If Landlord shall elect under Paragraph A above to terminate this Lease, this Lease shall terminate as of the date of such damage or destruction. D. Anything contained in this Section 19 to the contrary notwithstanding, if the Building of which the Leased Premises is a part, is substantially damaged or destroyed by fire or other casualty and Landlord elects not to repair or rebuild the same, Landlord may, at its option, elect to terminate this Lease, even though the Leased Premises may not be damaged or destroyed by such fire or other casualty; and provided further, that if the Leased Premises are substantially damaged or destroyed by fire or other casualty at any time when the then remaining Lease Term is less than twelve (12) months (exclusive of any unexercised renewal options), Landlord gives such termination notice any of the renewal options provided for in the Lease have not yet been may, at its option, exercised and the Tenant exercises a renewal option within thirty (30) days after receipt the date of the Landlord's termination noticesuch damage or destruction, then elect to cancel this Lease shall not be terminated and rather than restore the Leased Premises as herein provided, in which event Landlord shall promptly commence restoration of the Premises. (b) In the event of a termination of the Lease pursuant to this paragraph, may retain all insurance proceeds payable by reason to Landlord because of damage under policies required to be carried such loss or damage. E. Any notice given hereunder (excluding any insurance proceeds attributable to damage to the Tenant's inventory, trade fixtures, business or leasehold improvements paid for by the Tenant) shall be paid to given in the Landlordmanner provided by Section 40 hereof.

Damage or Destruction. (a) CONDEMNATION 1. If the Premises Hotel or any portion thereof shall be damaged or destroyed at any time during the operating term of this Agreement, either by fire fire, earthquake, flood, riot, tempest, casualty or any other casualty, cause the Landlord shall collect the proceeds of such insurance Owner will at its own cost and immediately expense and with all due diligence commence repair or replace the Hotel so that the Hotel shall be substantially the same as prior to repair such damage at its expenseor destruction. From If the date the damage occurs Owner fails to the date the repairs are complete, the rent due hereunder shall be reduced by the same percentage as the percentage of the Premises which, in the Tenant's reasonable judgment, cannot be safely, economically or practically used for the operation of the Tenant's business. Anything herein to the contrary notwithstanding, if in the Tenant's reasonable judgment, any undertake such work within 90 (ninety) days after such damage or destruction or shall fail to complete the same diligently then FPHL may at its option terminate this Agreement by a written notice to the Premises from Owner effective as of date sent. 2. If the Hotel is damaged or destroyed to such an extent that the cost of repairs or replacements as estimated by FPHL exceeds one third of the original cost of the Hotel then FPHL may provisionally terminate this Agreement by a written notice to the Owner effective as of date sent and the Owner may, if it determines not to repair or replace the Hotel provisionally, terminate such services by written notice to FPHL. If thereafter at any cause whatsoever cannot be repaired time during the operating term of this Agreement the Owner repairs or replaces the Hotel, FPHL may within one hundred eighty 60 (180sixty) days following of the date receipt of information of commencement of such damage occursrepairs or replacements or on written notice from the Owner of its intention to repair or replace the Hotel, the Tenant may terminate this Lease reinstate such services by written notice to the Landlord given within ninety (90) days following Owner. 3. If the occurrence whole of Hotel shall be taken in a compulsory purchase, appropriation or like proceedings or if such a portion thereof shall be taken as to make it unreasonable in FPHL's opinion to use the remaining portion as a Hotel of the type and class preceding such taking, any award for such taking shall after recoupment by the Owner of its investments in the Hotel be equitably apportioned between the Owner and FPHL so that FPHL receives a reasonable and just amount which can be directly or indirectly attributable by FPHL to the Hotel. 4. If only part of the Hotel shall be taken and the taking of such damage. In addition, if part does not make it unreasonable in FPHL's opinion to operate the remainder of the Hotel of the above type and class preceding such taking or condemnation this Agreement shall not terminate and so much of any damage or destruction award granted to the Premises from any cause whatsoever cannot Owner shall be repaired, made available as shall be reasonably necessary for making alterations to the Hotel so as to make it a satisfactory architectural unit as a hotel of similar type and class as prior to taking. The balance of the award (if any) shall after recoupment by the Owner of its investments in the Landlord's hotel be equitably apportioned between the Owner and FPHL so that FPHL shall be compensated for its accrued and outstanding fees and receives a reasonable judgment, within one hundred eighty (180) days following the date such damage occurs and the Landlord elects not to repair such damage, the Landlord shall have the right to terminate this Lease just amount which can be directly or » indirectly attributable by written notice FPHL to the Tenant given within ninety (90) days after the date such damage occurred provided that no more than three (3) calendar years remain in the term hereof. Notwithstanding the foregoing, if at the time the Landlord gives such termination notice any of the renewal options provided for in the Lease have not yet been exercised and the Tenant exercises a renewal option within thirty (30) days after receipt of the Landlord's termination notice, then this Lease shall not be terminated and the Landlord shall promptly commence restoration of the PremisesHotel. (b) In the event of a termination of the Lease pursuant to this paragraph, all insurance proceeds payable by reason of damage under policies required to be carried hereunder (excluding any insurance proceeds attributable to damage to the Tenant's inventory, trade fixtures, business or leasehold improvements paid for by the Tenant) shall be paid to the Landlord.

Damage or Destruction. (a) 11.1 If any damage or destruction shall occur to the Demised Premises shall be damaged by reason of fire or other casualty, Tenant will promptly give written notice thereof to Landlord. If more than twenty-five percent (25%) of the Demised Premises or the building in which the Demised Premises is situated is damaged or destroyed Landlord shall collect have an option to terminate this Lease on notice to Tenant within thirty (30) days after the proceeds later of: (i) Landlord’s receipt of such insurance and immediately and with all due diligence commence to repair such damage at its expense. From the date the damage occurs to the date the repairs are complete, the rent due hereunder shall be reduced by the same percentage as the percentage said notice of the Premises which, in the Tenant's reasonable judgment, cannot be safely, economically or practically used for the operation of the Tenant's business. Anything herein to the contrary notwithstanding, if in the Tenant's reasonable judgment, any damage or destruction to the Demised Premises from any cause whatsoever or (ii) the actual date of such damage, provided if such repairs cannot be repaired within one hundred eighty (180) made with 90 days following of the date such damage occurs, the Tenant may terminate this Lease by written notice to the Landlord given within ninety (90) days following the occurrence of such damage. In addition, if any damage or destruction or if Landlord doses not elect to the Premises from any cause whatsoever cannot be repairedrepair, in the Landlord's reasonable judgment, within one hundred eighty (180) days following the date such damage occurs and the Landlord elects not to repair such damage, the Landlord shall have the right Tenant may elect to terminate this Lease by written notice to the Tenant given Landlord within ninety forty (9040) days after the actual date of such damage. If twenty-five percent (25%) or less of the Demised Premises or the building in which the Demised Premises is situated is damaged or destroyed by fire or other casualty or if Landlord does not so elect to terminate this Lease, Landlord shall restore, repair, replace, rebuild or alter the same as nearly as possible with good quality materials to its value, condition and character immediately prior to such damage occurred provided or destruction; provided, however, that no Landlord need not expend in such restoration, repair, replacement, rebuilding or alteration more than three (3) calendar years remain the insurance proceeds available to it. Such restoration, repairs, replacements, rebuilding or alterations shall be commenced promptly and prosecuted with reasonable diligence, unavoidable delays excepted. 11.2 If this Lease is not terminated, an appropriate reduction shall be made in the term hereof. Notwithstanding rent to reflect the foregoing, if at extent to which Tenant shall have been unable to utilize the time the Landlord gives such termination notice any of the renewal options provided for in the Lease have not yet been exercised and the Tenant exercises a renewal option within thirty (30) days after receipt of the Landlord's termination notice, then this Lease shall not be terminated and the Landlord shall promptly commence restoration of the Demised Premises. (b) In the event of a termination of the Lease pursuant to this paragraph, all insurance proceeds payable by reason of damage under policies required to be carried hereunder (excluding any insurance proceeds attributable to damage to the Tenant's inventory, trade fixtures, business or leasehold improvements paid for by the Tenant) shall be paid to the Landlord.

Damage or Destruction. (a) If, during the term of this Lease, any building or other improvement included in the Leased Premises is partially damaged or destroyed by fire, the elements or any other cause, the Lessee shall, whether or not the insurance proceeds, if any, on account of such damage or destruction are sufficient for the purpose, at its expense repair or rebuild the same within a reasonable time as nearly as possible to its value, condition and character immediately prior to such damage or destruction, and there shall be no abatement of rent during the time of repair or rebuilding. (b) If the Leased Premises shall be substantially damaged or destroyed in any single casualty so that the Leased Premises shall be unsuitable for restoration for the Lessee's continued use and occupancy in the Lessee's business, then at the Lessee's option, in lieu of rebuilding, replacing and repairing the Leased Premises as provided in this Lease, the Lessee may give notice to the Lessor, within 30 days after the occurrence of such damage or destruction, of the Lessee's intention to terminate this Lease on any business day specified in such notice which occurs not less than 60 nor more than 120 days after the date of such damage or destruction, provided that such notice shall be accompanied by fire a certificate of the Lessee, signed by the Treasurer or other a vice President thereof, stating that, in the judgment of the Board of Directors of the Lessee, the Leased Premises are unsuitable for the Lessee's continued use and occupancy and the Lessee's business by reason of such casualty, the Landlord Lessee does not intend to rebuild, replace or repair the Leased Premises and the Lessee has discontinued the use of the Leased Premises or intends to discontinue such use within 90 days after such casualty, and provided, further that if such termination date occurs during the Interim or Primary Terms, as a part of said notice the Lessee shall collect give its irrevocable offer to purchase the Leased Premises on such termination date at a price determined in accordance with Schedule C. If the Lessor shall reject such offer to purchase by notice given to the Lessee not later than the 10th day prior to such termination date, or if such termination date occurs during an Extended Term of this Lease, this Lease shall terminate on such date, except with respect to obligations and liabilities of the Lessee under this Lease, actual or contingent, which have arisen on or prior to such date, upon payment by the Lessee of all installments of Basic Rent and all other sums then due and payable under this Lease to and including such date of termination. Unless the Lessor shall have rejected such offer to purchase by notice to Lessee given not later than the 10th day prior to such termination date, the Lessor shall be conclusively presumed to have accepted said offer to purchase, and, if the Lessee shall not be in default under this Lease on such termination date, the Lessor shall transfer and convey the Leased Premises on such date and shall pay over or assign all rights to receive the proceeds of any insurance payable in connection with such insurance and immediately and with all due diligence commence to repair such damage at its expense. From the date the damage occurs to the date the repairs are complete, the rent due hereunder shall be reduced by the same percentage as the percentage of the Premises which, in the Tenant's reasonable judgment, cannot be safely, economically or practically used for the operation of the Tenant's business. Anything herein to the contrary notwithstanding, if in the Tenant's reasonable judgment, any damage or destruction to the Premises from any cause whatsoever cannot be repaired within one hundred eighty (180) days following Lessee upon the date such damage occursterms and provisions, set forth in paragraph 14, against payment by the Tenant may terminate Lessee of the purchase price therefor, together with all installments of Basic Rent and all other sums then due and payable under this Lease to and including such date of termination. (c) All insurance proceeds received by written notice or payable to the Landlord given within ninety Lessor or any assignee of the Lessor on account of any damage to or destruction of the Leased Premises or any part thereof (90less the actual costs fees and expenses incurred in the collection thereof) days following shall be applied or dealt with by the occurrence Lessor or such assignee, as the case may be, as follows: (i) All such proceeds actually received on account of any such damage. In addition, if any damage or destruction other than a Total Destruction shall, unless the Lessee is in default hereunder, be paid over to the Premises Lessee or as it may direct from any cause whatsoever cannot be repairedtime to time as the repair or rebuilding progresses to pay (or reimburse the Lessee for) the cost thereof, in but only upon the Landlord's reasonable judgmentwritten request of the Lessee accompanied by evidence reasonably satisfactory to the Lessor or such assignee, within one hundred eighty (180) days following as the date case may be, that the sum requested has been paid or is then due and payable and is a proper item of such damage occurs cost. Upon receipt by the Lessor or such assignee, as the case may be, of evidence reasonably satisfactory to it that the repair or rebuilding has been completed and the Landlord elects not to repair such damagecost thereof paid in full and that there are no mechanic's or similar liens for labor or materials supplied in connection therewith, the Landlord shall have balance, if any, of such proceeds shall, unless the right to terminate this Lease by written notice Lessee is in default hereunder, be paid over or assigned to the Tenant given within ninety (90) days after the date such damage occurred provided that no more than three (3) calendar years remain in the term hereof. Notwithstanding the foregoing, if at the time the Landlord gives such termination notice any of the renewal options provided for in the Lease have not yet been exercised and the Tenant exercises a renewal option within thirty (30) days after receipt of the Landlord's termination notice, then this Lease shall not be terminated and the Landlord shall promptly commence restoration of the PremisesLessee or as it may direct. (bii) In the event All such proceeds received or payable on account of a termination Total Destruction shall, upon payment of the Lease pursuant purchase price for the Leased Premises, be paid over or assigned to this paragraph, all insurance proceeds payable by reason the Lessee or as it may direct. (d) The Lessee shall give the Lessor prompt written notice of damage under policies required to be carried hereunder (excluding any insurance proceeds attributable to material damage to or destruction of all or any part of the Tenant's inventorybuildings or other improvements included in the Leased Premises, trade fixtures, business or leasehold improvements paid for by specifying the Tenant) shall be paid to particulars of the Landlordsame in reasonable detail.

Damage or Destruction. (a) If the Premises shall be damaged are rendered partially or totally untenantable by fire or other casualty, the damage does not occur within the last twelve months of the then-effective Lease Term, and if the damage is repairable within one hundred twenty (120) days from the date of the occurrence, then if insurance proceeds are available to pay the full cost of the repairs, exclusive of deductible, Landlord shall collect the proceeds of such insurance and immediately and with all due diligence commence diligently proceed to repair such or restore the basic Building Structure, Tenant Improvements, and Improvements made or installed by or with the written approval of Landlord and which are or shall become the Property of Landlord (except Tenant and not Landlord shall fully and completely repair any damage at its expense. From to and shall replace the date the damage occurs to the date the repairs are complete, the rent due hereunder shall be reduced by the same percentage as the percentage contents of the Premises whichsuch as trade fixtures, furniture, equipment or other Improvements belonging to Tenant); otherwise Landlord may elect to terminate this Lease. If Landlord elects to repair, the Rent and Additional Rent shall be abated in the portion that the untenantable portion of Premises bears to the whole thereof, as reasonably determined by Landlord, for the period from the date of the casualty to the completion of the repairs, unless the casualty results from the deliberate and intentional misconduct of Tenant or its contractors, agents or employees, in the Tenant's reasonable judgment, cannot which case there shall be safely, economically no abatement. If sixty percent (60%) or practically used for the operation more of the TenantBuilding Rentable Area is destroyed or damaged, then regardless of whether the Premises are damaged, Landlord may terminate this Lease. Landlord shall advise Tenant of Landlord's business. Anything herein election to the contrary notwithstandingrepair or terminate and, if in it elects to repair, of the Tenant's reasonable judgmentestimated repair period, any damage or destruction by giving notice to Tenant thereof within thirty (30) days after the occurrence, and if Landlord advises Tenant that the repairs to the Premises from any cause whatsoever cannot be repaired within will take longer than one hundred eighty twenty (180120) days following from the date such damage occurscasualty, the Tenant may terminate this Lease by written notice to the Landlord given within ninety (90) days following the occurrence of such damage. In addition, if any damage or destruction to the Premises from any cause whatsoever cannot be repaired, in the Landlord's reasonable judgment, within one hundred eighty (180) days following the date such damage occurs and the Landlord elects not to repair such damage, the Landlord shall have the right to terminate this Lease by written notice to the Tenant given so advising Landlord in writing thereof within ninety fifteen (9015) days after the date such damage occurred provided that no more than three (3) calendar years remain in the term hereofthereafter. Notwithstanding the foregoing, if at the time the Landlord gives such termination notice any of the renewal options provided for in the Lease have not yet been exercised and the Tenant exercises a renewal option within thirty (30) days after receipt of the Landlord's termination notice, then this Lease shall not be terminated and the Landlord shall promptly commence restoration of the Premises. (b) In the event of a termination damage by casualty, Tenant shall, at its sole cost and expense, repair all damage to its own personal property and to all Improvements that are the property of Tenant. Landlord shall not be liable to Tenant for damages, compensation or other sums for inconvenience, loss or business or disruption arising from any casualty or any repairs to or restoration of any portion of the Lease pursuant to this paragraph, all insurance proceeds payable by reason of damage under policies required to be carried hereunder (excluding any insurance proceeds attributable to damage to the Tenant's inventory, trade fixtures, business Building or leasehold improvements paid for by the Tenant) shall be paid to the LandlordPremises.

Damage or Destruction. (a) If In the event the Premises are destroyed or are damaged such that twenty-five percent (25%) or more of the rentable area in the Premises is rendered untenantable, then it shall be damaged by fire optional with Landlord to repair or other casualtyrebuild the same, but in no event shall Landlord be required to repair or rebuild any Tenant's Improvements, which shall remain the responsibility of Tenant; and after the happening of any such event, Tenant shall give landlord or Landlord's agent immediate written notice thereof. Landlord shall collect have thirty (30) days after the proceeds date of such insurance and immediately and with all due diligence commence notification to notify Tenant in writing of Landlord's intentions to repair or rebuild the Premises or the part so damaged as aforesaid, and if Landlord elects to repair or rebuild the Premises, Landlord shall prosecute the work of such damage at its expense. From repairing or rebuilding without unnecessary delay, and during such period the date the damage occurs to the date the repairs are complete, the rent due hereunder Base Rent shall be reduced by abated in the same percentage as the percentage ratio that that portion of the Premises which, in the Tenant's reasonable judgment, cannot be safely, economically or practically used rendered for the operation time being unfit for occupancy shall bear to the whole of the Tenant's businessPremises. Anything herein If Landlord shall fail to give the contrary notwithstandingnotice aforesaid, if in the Tenant's reasonable judgment, any damage or destruction to the Premises from any cause whatsoever cannot be repaired within one hundred eighty (180) days following the date such damage occurs, the Tenant may terminate this Lease by written notice to the Landlord given within ninety (90) days following the occurrence of such damage. In addition, if any damage or destruction to the Premises from any cause whatsoever cannot be repaired, in the Landlord's reasonable judgment, within one hundred eighty (180) days following the date such damage occurs and the Landlord elects not to repair such damage, the Landlord shall have the right to declare this Lease terminated by written notice served upon Landlord. If the Building is damaged (even though the Premises hereby leased shall not be damaged thereby) to such extent that, in the opinion of Landlord, it shall not be practicable to repair or rebuild, or is destroyed, then it shall be optional with Landlord to terminate this Lease by written notice to the served on Tenant given within ninety (90) days after the date such damage occurred provided that no more than three (3) calendar years remain in the term hereof. Notwithstanding the foregoing, if at the time the Landlord gives such termination notice any of the renewal options provided for in the Lease have not yet been exercised and the Tenant exercises a renewal option within thirty (30) days after receipt such damage or destruction. If the Premises are partially damaged or destroyed such that less than twenty-five percent (25%) of the Landlord's termination noticerentable area of the Premises is rendered untenantable, then this Lease shall not be terminated and the Landlord shall promptly commence restore the same with reasonable promptness, excluding any Tenant's Improvements, which shall be the responsibility of Tenant, and all insurance proceeds received by Landlord pursuant to the provisions of this Lease, less the cost of recovery of such proceeds, if any, shall be held in trust and applied to the payment of such restoration as such restoration progresses; provided, however, that there shall be no abatement, diminution or reduction of the Premises. (b) In rent in the event of a termination such damage to or destruction of the Premises while Tenant restores the Premises. Notwithstanding the foregoing Landlord's obligation to restore the Premises shall be limited to the extent of the insurance proceeds available to Landlord for such restoration (less any amounts claimed by the holder of any first mortgage or the beneficiary of any first deed of trust coveting the Premises), and Landlord shall have no obligation to restore the Premises if such damage or destruction occurs during the last two (2) years of the Lease pursuant to this paragraph, all insurance proceeds payable by reason of damage under policies required to be carried hereunder (excluding any insurance proceeds attributable to damage to the Tenant's inventory, trade fixtures, business or leasehold improvements paid for by the Tenant) shall be paid to the Landlordterm.

Damage or Destruction. (a) 11.1 If the Premises shall be Building or the Premises, or any part thereof, is damaged by fire or other casualtycasualty before the Commencement Date or during the Lease Term, the and this Lease is not terminated pursuant to sections 11.2 or 11.3 hereof, Landlord shall collect the proceeds of such insurance and immediately and with all due diligence commence to repair such damage at and restore the Building and the Premises to substantially the same condition in which the Building and the Premises existed before the occurrence of such fire or other casualty (provided that Landlord shall have no obligation to restore any Tenant Improvements (as defined in Exhibit B) or Alterations made by Tenant in the Premises, unless Tenant assigns its expense. From the date the damage occurs insurance proceeds with respect to such improvements to Landlord and pays any shortfall in such in advance of such restoration and this Lease shall, subject to the date provisions of this Article 11, remain in full force and effect. If such fire or other casualty damages the repairs are complete, Premises or common areas of the rent due hereunder shall be reduced by the same percentage as the percentage Building necessary for Tenant's use and occupancy of the Premises whichand Tenant ceases to use any portion of the Premises as a result thereof, then during the period the Premises or any portion thereof are not reasonably suitable for Tenant's use thereof in a manner consistent with that immediately prior to such casualty damage, and are not actually used by Tenant, Tenant shall be entitled to a reduction in Base Rent (but not Allowance Rent, except to the extent that ▇▇▇▇▇▇▇▇'s rent loss insurance covers such Allowance Rent) to the extent in which Tenant's use of the Premises is diminished. Landlord shall not be obligated to repair any damage to, or to make any replacement of, any movable furniture, equipment, trade fixtures or personal property in the TenantPremises. Tenant may, at ▇▇▇▇▇▇'s reasonable judgmentsole cost and expense, cannot be safelyrepair and replace all such movable furniture, economically equipment, trade fixtures, personal property. Tenant hereby waives California Civil Code sections 1932(2) and 1933(4), or practically used any successor statute, providing for the operation termination of hiring upon destruction of the Tenant's business. Anything herein to thing hired. 11.2 If the contrary notwithstandingBuilding or the Premises, if in or any part thereof, is damaged by fire or other casualty before the Tenant's reasonable judgmentCommencement Date or during the Lease Term, any damage or destruction to the Premises from any cause whatsoever cannot be repaired then within one hundred eighty forty five (18045) days following the date of the damage, Landlord shall provide to Tenant Landlord's reasonable estimate of the time to perform the repairs ("Landlord's Repair Notice"). If (a) such damage occursfire or other casualty occurs during the last twelve (12) months of the Lease Term and the repair and restoration work to be performed by Landlord in accordance with section 11.1 hereof cannot, the Tenant may terminate this Lease as reasonably estimated by written notice to the Landlord given Landlord, be completed within ninety two (902) days following months after the occurrence of such damagefire or other casualty, or (b) the insurance proceeds received by Landlord in respect of such damage are not adequate to pay the entire cost, as reasonably estimated by Landlord, of the repair and restoration work to be performed by Landlord in accordance with section 11.1 hereof and Landlord does not intend to restore such damage and does not actually commence such restoration, or (c) the repair and restoration work to be performed by Landlord in accordance with section 11.1 hereof cannot, as reasonably estimated by ▇▇▇▇▇▇▇▇, be completed within three hundred sixty (360) days after the occurrence of such fire or other casualty, then, in any such event, Landlord shall have the right, by giving written notice to Tenant within sixty (60) days after the occurrence of such fire or other casualty, to terminate this Lease as of the date specified in such notice, which date shall be not less than thirty (30) days nor more than sixty (60) days after the date such notice is given. In addition, if any damage or destruction to If the Premises from any cause whatsoever canare damaged by fire or other casualty and if, pursuant to Landlord's Repair Notice, the restoration will not be repaired, in the Landlord's reasonable judgment, substantially completed within one hundred eighty nine (1809) days months following the date of such damage occurs and casualty (or, during the Landlord elects not to repair such damagelast twelve (12) months of the Lease Term, the Landlord restoration will not be substantially completed within two (2) months following the date of such casualty), then Tenant shall have the right to terminate this Lease by giving written notice (the "Termination Notice") to the Tenant given within ninety (90) days after the date such damage occurred provided that no more Landlord not later than three (3) calendar years remain in the term hereof. Notwithstanding the foregoing, if at the time the Landlord gives such termination notice any of the renewal options provided for in the Lease have not yet been exercised and the Tenant exercises a renewal option within thirty (30) days after following receipt of the Landlord's termination noticeRepair Notice. If Tenant gives a Termination Notice, then this Lease shall not be deemed cancelled and terminated and the Landlord shall promptly commence restoration as of the Premises. (b) In the event of a termination date of the Lease pursuant to this paragraphdamage as if such date were the Expiration Date, all insurance proceeds payable by reason of damage under policies required to and rent shall be carried hereunder (excluding any insurance proceeds attributable to damage to the Tenant's inventory, trade fixtures, business or leasehold improvements paid for by the Tenant) apportioned and shall be paid or refunded, as the case may be up to and including the date of such damage or destruction. 11.3 A total destruction of the Building shall automatically terminate this Lease effective as of the date of such total destruction. 11.4 Notwithstanding anything to the contrary in Landlord's existing lease with Palo Alto Networks, Inc. (the "Existing Lease") or the consent to the Existing Sublease, if the Existing Lease and Existing Sublease terminate prior to the Commencement Date, for any reason other than as the result of a default by Tenant under the Existing Sublease, then the Commencement Date will occur under this Lease concurrently with such termination and the Lease Term will be extended by the number of days between such early commencement and the stated Commencement Date in this Lease, provided however that all rent owing for such period shall be at the rates and in such amounts as would be due under the Sublease. If the Existing Lease and Existing Sublease are terminated due to casualty, then, Landlord and Tenant agree that the provisions of this Article 11 shall control the rights and obligations of Landlord and Tenant with respect to the occurrence of such casualty.

Damage or Destruction. (a) If the whole or any part of the Premises shall be damaged or destroyed by fire any cause whatsoever, whether insured or other casualtyuninsured, at any time during the Landlord shall collect the proceeds Term of such this Lease, Tenant will, irrespective of insurance and immediately and with all due diligence proceeds, promptly commence to replace or repair such damage at its expense. From the date the damage occurs to the date the repairs are complete, the rent due hereunder shall be reduced by the same percentage as the percentage portion of the Premises whichthat is damaged or destroyed, and complete such repair and/or restoration with due diligence and at its sole cost and expense, with such changes, alterations or modifications as are reasonably determined by Tenant so long as such changes, alterations or modifications (a) do not diminish the overall utility for the Permitted Uses, and (b) comply with the design criteria contained in the Tenant's reasonable judgmentRFP (as revised in connection with the permitting process). The parties recognize that such damage or destruction may require emergency replacement or repair. Tenant will be entitled to all insurance proceeds in order to effect such replacement, canmodifications or alterations. However, if (i) Tenant reasonably determines that replacement and repair of the Premises is not be safely, economically in furtherance of the Permitted Uses or practically used for that the continued operation of the Tenant's business. Anything herein Premises after such replacement and repair in substantially the same manner as conducted prior to the contrary notwithstanding, if in the Tenant's reasonable judgment, any damage or destruction will not be economic and feasible, and (ii) the damage to or destruction of the Premises from was covered by such property insurance as may be required pursuant to Article VII hereof or by insurance otherwise carried by Tenant, and (iii) upon the Landlord’s request, Tenant demolishes any cause whatsoever cannot be repaired within one hundred eighty (180) days following the date such damage occursdestroyed buildings and secures any damaged buildings, the Tenant may terminate this Lease by written notice in each case to a safe condition reasonably satisfactory to the Landlord given within ninety (90) days following the occurrence of such damage. In additionand in compliance with Legal Requirements, if any damage or destruction to the Premises from any cause whatsoever cannot be repaired, in the Landlord's reasonable judgmentthen Tenant may elect, within one hundred eighty (180) days following after the date of such damage occurs and the Landlord elects casualty, not to repair such damage, or replace the Landlord shall have portion of the right to Premises damaged and may terminate this Lease by written giving notice to the Landlord (the “Casualty Termination Notice”). After delivery of the Casualty Termination Notice to the Landlord, (i) Tenant given within ninety will vacate the Premises as soon as reasonably possible; and (90ii) days after assign to the date Landlord all of its right, title and interest in and to any and all insurance proceeds related to such damage occurred provided that no more than three (3) calendar years remain in the term hereofcasualty. Notwithstanding the foregoing, if at the time the Landlord gives such termination notice any of the renewal options provided for in the Lease have not yet been exercised and the Tenant exercises a renewal option within thirty (30) days after receipt of the Landlord's termination noticehowever, then this Lease shall not be terminated and the Landlord shall promptly commence restoration not share in any casualty award with respect to the Improvements unless and until the unpaid balance of the Permitted Institutional Mortgage (as defined in Section 13.below) on the Premises. (b, if any, is paid in full, all such casualty proceeds being used first to pay off and discharge such Permitted Institutional Mortgage. Tenant’s obligations pursuant to Section 10.1(iii) In shall survive the event of a termination of the Lease pursuant to this paragraph, all insurance proceeds payable by reason of damage under policies required to be carried hereunder (excluding any insurance proceeds attributable to damage to the Tenant's inventory, trade fixtures, business or leasehold improvements paid for by the Tenant) shall be paid to the LandlordLease.

Damage or Destruction. (a) If the Premises shall be damaged by fire all or other casualty, the Landlord shall collect the proceeds of such insurance and immediately and with all due diligence commence to repair such damage at its expense. From the date the damage occurs to the date the repairs are complete, the rent due hereunder shall be reduced by the same percentage as the percentage a substantial part of the Premises whichare rendered untenantable or inaccessible by damage to all or any part of the Building, Landlord shall diligently repair the same to the extent possible with the insurance proceeds received by Landlord, subject to the provisions of this Paragraph 28 hereinafter set forth, if such repairs can in Landlord's opinion be made within 90 days after issuance of a building permit therefor under the laws and regulations of federal, state and local governmental authorities having jurisdiction thereof. In such event this Lease shall remain in full force and effect. Unless such damage was caused the negligence or willful misconduct of Tenant or Tenant's agents, contractors, employees, subtenants, licensees, invitees or visitors, Base Rent shall be abated to the extent the Premises is rendered unusable by Tenant in the Tenant's reasonable judgment, cannot be safely, economically or practically used for conduct of its business during the operation of the Tenant's business. Anything herein to the contrary notwithstanding, if in the Tenant's reasonable judgment, any damage or destruction to the Premises from any cause whatsoever cannot be repaired within one hundred eighty (180) days following the date time such damage occurs, the Tenant may terminate this Lease by written notice to the Landlord given within ninety (90) days following the occurrence of such damage. In addition, if any damage or destruction to the Premises from any cause whatsoever cannot be repaired, in the Landlord's reasonable judgment, within one hundred eighty (180) days following the date such damage occurs and the Landlord elects not to repair such damage, the Landlord shall have the right to terminate this Lease by written notice to the Tenant given within ninety (90) days after the date such damage occurred provided that no more than three (3) calendar years remain in the term hereofpart is so unusable. Notwithstanding the foregoing, if at such damage shall occur during the time the Landlord gives such termination notice any final year of the renewal options provided for in the term of this Lease, Landlord shall not be obligated to repair such damage, but may instead elect to terminate this Lease have not yet been exercised and the upon written notice given to Tenant exercises a renewal option within thirty (30) 30 days after receipt the date of the Landlord's termination noticesuch fire or other casualty, then in which event this Lease shall terminate as of the termination date specified in Landlord's notice. If such repairs cannot in Landlord's opinion be terminated made within 90 days after issuance of a building permit therefor or if such damage is uninsured, Landlord may elect upon notice to Tenant given 60 days after the date of such fire or other casualty to (i) repair or restore such damage, in which event this Lease shall continue in full force and effect, but basic rent shall be partially abated as herein above in this Section provided or (ii) terminate this Lease in which event this Lease shall terminate as of the termination date specified in Landlord's notice. A total destruction of the Building automatically shall terminate this Lease. Landlord and Tenant acknowledge that this Lease constitutes the entire agreement of the parties regarding events of damage or destruction, and Tenant waives the provisions of California Civil Code Sections 1932(2) and 1933(4) and any similar statute now or hereafter in force. If the Premises are to be repaired under this P▇▇▇▇▇▇▇▇ ▇▇, ▇▇▇▇▇▇▇▇ shall repair at its cost any injury or damage to the Building itself and the initial improvements made to the Premises by Landlord shall promptly commence restoration of the Premises. (b) In the event of a termination of the Lease pursuant to this paragraph, Lease. Tenant shall pay the cost of repairing or replacing all insurance proceeds payable by reason of damage under policies required to be carried hereunder (excluding any insurance proceeds attributable to damage to other improvements in the Premises and Tenant's inventory, trade fixtures, business or leasehold improvements paid for by the Tenant) shall be paid to the Landlordfurnishings, equipment and other personal property.

Damage or Destruction. (a) If In case of damage to the Premises shall be damaged by fire fire, vandalism, malicious mischief or any other casualty, the Landlord shall collect (unless this Lease shall be terminated as hereinafter provided) diligently proceed to make all the repairs necessary to restore the Premises (excluding any property of Tenant or improvements installed by Tenant) to substantially the same condition in which they existed immediately prior to such destruction or damage subject to delays which may arise by reason of adjustment of loss under insurance policies and delays beyond the control of Landlord; provided, however, that in no event shall Landlord be obligated to incur any costs or expenses in connection with such restoration in excess of the insurance proceeds actually received by Landlord. If Landlord does not substantially complete such repairs within sixty (60) days from the date of such insurance and immediately and with all due diligence commence to repair such damage at its expense. From the date the damage occurs to the date the repairs are completecasualty, the rent due hereunder shall be reduced by the same percentage as the percentage of the Premises whichTenant may, in the Tenant's reasonable judgment, cannot be safely, economically or practically used for the operation of the Tenant's business. Anything herein to the contrary notwithstanding, if in the Tenant's reasonable judgment, any damage or destruction to the Premises from any cause whatsoever cannot be repaired within one hundred eighty (180) days following the date such damage occurs, the Tenant may terminate this Lease by written notice to the Landlord given within ninety (90) days following the occurrence of such damage. In addition, if any damage or destruction to the Premises from any cause whatsoever cannot be repaired, in the Landlord's reasonable judgment, within one hundred eighty (180) days following the date such damage occurs and the Landlord elects not to repair such damage, the Landlord shall have the right to terminate this Lease by written notice to the Tenant given within ninety (90) days after the date such damage occurred provided that no more than three (3) calendar years remain in the term hereof. Notwithstanding the foregoing, if at the time the Landlord gives such termination notice any of the renewal options provided for in the Lease have not yet been exercised and the Tenant exercises a renewal option within thirty (30) days after receipt thereafter, terminate this Lease effective as of the date of casualty by providing written notice thereof to Landlord. If Tenant does not so terminate the Lease within such 30-day period, or if Landlord has substantially completed the repairs prior to Tenant's termination delivery of the notice, then this Lease shall remain in full force and effect. To the extent that the Premises are rendered untenantable other than through the acts or omissions of Tenant, the Rent shall equitably ▇▇▇▇▇; provided, however, that if the damage is so extensive that Tenant cannot be terminated and reasonably operate its business from the Premises, the entire Rent shall ▇▇▇▇▇ until Landlord shall promptly commence restoration substantially completes the repairs. Notwithstanding anything to the contrary contained in this Lease, if the Premises or Building are damaged to such an extent that Landlord shall, in Landlord's sole discretion, determine not to rebuild or repair, Landlord may terminate this Lease upon not less than thirty (30) days' prior written notice to Tenant given within thirty (30) days of the Premisesdate of such damage. (b) In the event of a termination of the Lease pursuant to this paragraph, all insurance proceeds payable by reason of damage under policies required to be carried hereunder (excluding any insurance proceeds attributable to damage to the Tenant's inventory, trade fixtures, business or leasehold improvements paid for by the Tenant) shall be paid to the Landlord.

Damage or Destruction. a. In the event all or a portion of the Building constituting the Premises is destroyed or damaged by a peril covered by insurance that Landlord maintains or is required to maintain hereunder, then Landlord shall begin repairing the Premises with all reasonable speed to completion, in which event this Lease shall continue in full force and effect. Such repair and reconstruction shall be only to the extent necessary to restore the Premises to its condition as of the Commencement Date (a) "Landlord's Restoration Work"), and Tenant shall restore the Tenant Improvements after Landlord's Restoration Work is complete. b. If the Premises shall are damaged as a result of a peril not covered by insurance maintained or required to be damaged maintained by fire or other casualty, Landlord and the Landlord shall collect the proceeds of such insurance and immediately and with all due diligence commence cost to repair such damage at its expense. From the date the damage occurs to the date the repairs are complete, the rent due hereunder shall be reduced by the same percentage as the percentage exceeds ten percent (10%) of the Premises which, in the Tenant's reasonable judgment, cannot be safely, economically or practically used for the operation total replacement cost of the Tenant's business. Anything herein to the contrary notwithstandingBuilding, if in the Tenant's reasonable judgmentthen Landlord may, any damage or destruction to the Premises from any cause whatsoever cannot be repaired within one hundred eighty sixty (18060) days following the date such damage occursof the casualty, either (i) commence Landlord's Restoration Work and prosecute the Tenant may same to completion with all reasonable speed, or (ii) elect to terminate this Lease effective within ten (10) days after Landlord's written notice thereof c. With respect to damage or destruction contemplated in Paragraphs 14(a) or 14(b) above, Landlord shall, within sixty (60) days after the occurrence of the casualty (the "Due Date") (and provided that this Lease is not terminated in accordance with the provisions of this Paragraph 14), advise Tenant of the estimated time ("Estimated Restoration Time") to complete Landlord's Restoration Work. If the Estimated Restoration Time exceeds 270 days, then Tenant may elect to terminate this Lease upon at least ten (10) days' notice, which shall be given within ten (10) days after notification of such Estimated Restoration Time. Tenant's failure to respond within such ten(! 0) day period shall be deemed an election by Tenant to await Landlord's repair work within the Estimated Restoration Time. If Landlord fails to complete Landlord's Restoration Work by the Estimated Restoration Time, then Tenant shall have the continuing right thereafter and prior to the completion of construction to terminate this Lease upon ten (10) days written notice to Landlord, except that Landlord's time for performance of Landlord's Restoration Work shall be extended, in the event of any delay caused by force majeure, including, without limitation, for purposes of this subsectionl4. c, unusually adverse weather conditions not reasonably foreseeable, legal proceedings (including, but not limited to, condemnation or eminent domain proceedings), orders of any kind of any court or governmental body (but excluding any orders, ordinances, resolutions or other actions of the City), strikes, lockouts, labor shortages, acts of God, war, any court order or judgment resulting from any litigation affecting the validity of this Agreement, or any of the ordinances or resolutions approving the same, or other like causes beyond the responsible party's reasonable control. Should Landlord given require any extension due to an event of force majeure, Landlord shall, within ninety thirty (9030) days following after the event of force majeure, notify Tenant in writing of the occurrence of such damage. In addition, if any damage event and shall provide to Tenant at that time a revised estimate of the date on which Landlord's Restoration Work shall be complete. d. If all or destruction to a portion of the Building constituting the Premises from any cause whatsoever is destroyed or damaged during the last year of the Lease term, Tenant cannot occupy the Premises as a result thereof, Tenant has elected to not exercise its Option Term, and Landlord reasonably determines that the Premises cannot be repaired, in the Landlord's reasonable judgment, within one hundred eighty (180) days following the date such damage occurs and the Landlord elects not to repair such damage, the Landlord shall have the right to terminate this Lease by written notice to the Tenant given repaired within ninety (90) days after the occurrence of any such damage, then either party shall be entitled to terminate this Lease effective as of the date of any such damage occurred provided that no more than three or destruction by so notifying the other party within ten (3) calendar years remain in the term hereof. Notwithstanding the foregoing, if at the time the Landlord gives such termination notice any of the renewal options provided for in the Lease have not yet been exercised and the Tenant exercises a renewal option within thirty (3010) days after receipt the occurrence thereof. If all or a portion of the Landlord's termination notice, then this Lease shall not be terminated and Building constituting the Landlord shall promptly commence restoration of Premises is destroyed or damaged during the Premises. (b) In the event of a termination last year of the Lease term, but the same is not to such extent, or should neither party elect to so terminate this Lease in accordance with the immediately preceding sentence, then Landlord shall proceed to repair and restore the Premises to as good a condition as the same were in prior to the occurrence of any such damage, with all reasonable speed, taking into consideration sound construction practices and delays caused by circumstances beyond Landlord's reasonable ability to control. e. During the period of any repairs made pursuant to this paragraphParagraph 14, all insurance proceeds payable by reason of damage under policies required to the rent due hereunder shall be carried hereunder (excluding any insurance proceeds attributable to damage equitably abated to the Tenant's inventoryextent that any portion of the Premises is unusable by Tenant during the period of any such repairs and, trade fixturesif from the standpoint of prudent business management, business or leasehold improvements paid for by Tenant reasonably determines that it cannot operate in the Tenant) Premises at all during the performance of the restoration work, then such abatement shall be paid total. f. Should Landlord fail to proceed with reasonable diligence in making repairs and restorations pursuant to this Paragraph 14 and such failure continues for twenty (20) days after written notice thereof making specific reference to this paragraph 14 is given by Tenant to Landlord, then Tenant shall have the Landlordright to terminate this Lease.

Damage or Destruction. (a) If In the event any portion of the Premises shall be is damaged by fire or any other casualty, the cause Landlord shall collect the proceeds of such insurance and immediately and with all due diligence commence to repair such damage at its expense. From the date the damage occurs to the date the repairs are complete, the rent due hereunder shall be reduced by the same percentage as the percentage of the Premises which, in the Tenant's reasonable judgment, cannot be safely, economically or practically used for the operation of the Tenant's business. Anything herein to the contrary notwithstanding, if in the Tenant's reasonable judgment, any damage or destruction to the Premises from any cause whatsoever cannot be repaired within one hundred eighty (180) days following the date such damage occurs, the Tenant may terminate this Lease by written notice to the Landlord given within ninety (90) days following the occurrence of such damage. In addition, if any damage or destruction to the Premises from any cause whatsoever cannot be repaired, in the Landlord's reasonable judgment, within one hundred eighty (180) days following the date such damage occurs and the Landlord elects not to repair such damage, the Landlord shall have the right to terminate this Lease by written notice to the Tenant given within ninety (90) days after the date such damage occurred provided that no more than three (3) calendar years remain in the term hereof. Notwithstanding the foregoing, if at the time the Landlord gives such termination notice any of the renewal options provided for in the Lease have not yet been exercised and the Tenant exercises a renewal option within thirty (30) days after receipt such event, give written notice to Tenant advising Tenant of the estimated time to repair and restore the Premises to a complete architectural unit of the same value, condition and character that existed immediately prior to such casualty. If such repair and restoration may be completed in less than two hundred ten (210) days after such notice is given, or if Landlord is required to repair such damage by the terms of the Master Lease, then Landlord shall, at Landlord's termination noticeexpense, then repair such damage as soon as reasonably possible and this Lease shall continue in full force and effect. In the event, however, that Landlord is not required to repair such damage under the Master Lease and such damage cannot be terminated and the repaired in less than two hundred ten (210) days, Landlord shall promptly commence restoration of the Premisesmay within thirty (30) days after such damage, by written notice to Tenant, terminate this Lease. (b) In the event any portion of the Premises is damaged by fire or any other cause and, as reasonably determined by Landlord, the Premises may not be restored to a termination complete architectural unit of the same value, condition and character that existed immediately prior to such casualty in less than two hundred ten (210) days, and Landlord is not obligated to restore the Premises by the Master Lease, then Tenant shall have the option to damage or to terminate this Lease within thirty (30) days after such written notice is received by Tenant. (c) Notwithstanding any other provision of this Lease that may be construed to the contrary, if any destruction to the Premises occurs during the last year of the Lease pursuant Term, either Landlord or Tenant may terminate this Lease by giving notice to this paragraphthe other not more than 30 days after such destruction, in which case (a) Landlord shall have no obligation to restore the Premises, (b) Landlord may retain all insurance proceeds payable by reason relating to such destruction, and (c) this Lease shall terminate as of damage under policies 30 days after such notice of termination. (d) Landlord shall not be required to be carried hereunder (excluding and will not carry insurance of any insurance proceeds attributable to damage to the Tenant's inventory, trade fixtures, business or leasehold kind on any improvements paid for by Tenant or on Tenant's furniture, furnishings, fixtures, equipment, appurtenances or other personal property of Tenant under this Lease and Landlord shall not be obligated to repair any damage thereto or replace the Tenantsame. (e) Rent shall be paid ▇▇▇▇▇ to the Landlordextent that the Premises are unusable by Tenant. Tenant waives the provisions of California Civil Code Sections 1932(2) and 1933(4) with respect to any partial or total destruction of the Premises.

Damage or Destruction. If all or any part of the Premises are --------------------- damaged or destroyed by fire or other casualty, this Lease shall continue in full force and effect, unless terminated as hereinafter provided. (a) Landlord shall repair, restore or rebuild the Premises to its condition at the time of the occurrence of the loss, and Landlord agrees to diligently and continuously pursue to completion any such repairs. However, Landlord shall not be obligated to begin such repair, restoration or rebuilding until insurance proceeds are received by Landlord; and Landlord's obligation to do so shall be limited to the proceeds Landlord actually receives under any insurance policies which are not required to be applied towards the reduction of any indebtedness secured by a deed to secure debt covering the Building or any portion of it. (b) Tenant covenants and agrees to reopen for business in the Premises within 60 days after notice from Landlord that the Premises have been restored and are ready for reoccupancy. In this regard, Tenant shall repair, restore and refixture all parts of the Premises not insured under any insurance policies insuring Landlord. This shall be done in a manner, and to a condition, equal to that existing prior to its destruction. The proceeds of all insurance carried by Tenant on its property and improvements shall be held in trust by Tenant for the purpose of said repair and replacement and used only for that purpose. (c) 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 performance of any other Term, except as may be specifically provided in this Lease. (d) Notwithstanding anything to the contrary contained in this 1111.1 or elsewhere in this Lease, Landlord at its option may terminate this Lease on 30 days notice to Tenant if: (i) The Premises and the Building shall be damaged or destroyed as a result of an occurrence which is not covered by Landlord's insurance, or the insurance proceeds are insufficient to completely pay for the full restoration and repair of the Premises and the Building; or (ii) The Premises shall be damaged or destroyed during the last two years of the Term, or any renewal thereof; or (iii) Any or all of the Building or its improvements are dam aged (whether or not the Premises are damaged) to such an extent that (in the sole judgment of Landlord) the entire Building cannot be restored and then operated as an economically viable unit. (e) If the Premises shall be damaged by or destroyed and in the event that Landlord has not elected to terminate this Lease, Landlord and Tenant shall resume their respective obligations (other than those specified in this Article as continuing under this Article XI) as soon as is reasonably possible, and then prosecute the same to completion with all due diligence. (f) Tenant shall give to Landlord prompt written notice of any damage to or destruction of any portion of the Premises resulting from fire or other casualty, the Landlord shall collect the proceeds of such insurance and immediately and with all due diligence commence to repair such damage at its expense. From the date the damage occurs to the date the repairs are complete, the rent due hereunder shall be reduced by the same percentage as the percentage of the Premises which, in the Tenant's reasonable judgment, cannot be safely, economically or practically used for the operation of the Tenant's business. Anything herein to the contrary notwithstanding, if in the Tenant's reasonable judgment, any damage or destruction to the Premises from any cause whatsoever cannot be repaired within one hundred eighty (180) days following the date such damage occurs, the Tenant may terminate this Lease by written notice to the Landlord given within ninety (90) days following the occurrence of such damage. In addition, if any damage or destruction to the Premises from any cause whatsoever cannot be repaired, in the Landlord's reasonable judgment, within one hundred eighty (180) days following the date such damage occurs and the Landlord elects not to repair such damage, the Landlord shall have the right to terminate this Lease by written notice to the Tenant given within ninety (90) days after the date such damage occurred provided that no more than three (3) calendar years remain in the term hereof. Notwithstanding the foregoing, if at the time the Landlord gives such termination notice any of the renewal options provided for in the Lease have not yet been exercised and the Tenant exercises a renewal option within thirty (30) days after receipt of the Landlord's termination notice, then this Lease shall not be terminated and the Landlord shall promptly commence restoration of the Premises. (b) In the event of a termination of the Lease pursuant to this paragraph, all insurance proceeds payable by reason of damage under policies required to be carried hereunder (excluding any insurance proceeds attributable to damage to the Tenant's inventory, trade fixtures, business or leasehold improvements paid for by the Tenant) shall be paid to the Landlord.

Damage or Destruction. (a) If In the event that the Demised Premises (other than Tenant's Improvements), or any part thereof, or access thereto, shall be damaged or destroyed by fire or other insured casualty, but the Tenant shall continue to have reasonably convenient access to the Demised Premises and no portion of the Demised Premises (other than Tenant's Improvements) shall thereby be rendered unfit for use and occupancy by the Tenant for the purposes set forth in Section 5, the Landlord shall collect the proceeds of such insurance promptly and immediately and with all due diligence commence to diligently repair such damage at its expense. From the date the damage occurs to the date the repairs are complete, the rent due hereunder shall be reduced by the same percentage as the percentage of the Premises which, in the Tenant's reasonable judgment, cannot be safely, economically or practically used for the operation of the Tenant's business. Anything herein to the contrary notwithstanding, if in the Tenant's reasonable judgment, any destruction (except damage or destruction to Tenant's Property or Tenant's Improvements). During the Premises from any cause whatsoever canperiod when such repair work is being conducted, the Rent shall not be repaired within one hundred eighty abated or suspended. (180b) days following In the date such damage occursevent that the Demised Premises (other than Tenant's Improvements), or any part thereof, or access thereto, shall be so damaged or destroyed by fire or other insured casualty that the Tenant may terminate this Lease by written notice shall not have reasonably convenient access to the Landlord given within ninety Demised Premises or any portion of the Demised Premises (90) days following other than Tenant's Improvements), or so that part of but not more than 25% of the occurrence of such damage. In additionDemised Premises' square footage then in use by the Tenant shall thereby be rendered unfit for use or occupancy by the Tenant for the purposes set forth in Section 5, and if any in Landlord's determination reasonably exercised the damage or destruction to the Premises from any cause whatsoever cannot may be repaired, in the Landlord's reasonable judgment, within one hundred eighty (180) days following the date such damage occurs and the Landlord elects not to repair such damage, the Landlord shall have the right to terminate this Lease by written notice to the Tenant given repaired within ninety (90) days after the date such occurrence of the damage occurred provided that no more than three (3) calendar years remain in the term hereof. Notwithstanding the foregoingor destruction, if at the time then the Landlord gives such termination notice any of the renewal options provided for in the Lease have not yet been exercised and shall so notify the Tenant exercises a renewal option within thirty (30) days after receipt the occurrence of the damage or destruction and shall promptly and diligently repair such damage or destruction (except damage or destruction to Tenant's Property or Tenant's Improvements). In the event that the Landlord shall not complete such repairs within ninety (90) days after the occurrence of the damage or destruction, then the Tenant shall have the right to terminate the term of this lease by giving written notice of such termination to the Landlord within then (10) days after the end of such ninety (90) day period. If in the Landlord's termination noticedetermination reasonably exercised the Demised Premises (other than Tenant's Improvements), or means of access thereto, cannot be repaired within ninety (90) days after the occurrence of the damage or destruction or, if more than 25% of the Demised Premises' square footage then in use by the Tenant should be rendered unfit for use and occupancy by Tenant, then either party shall have the right to terminate the term of this Lease shall not be terminated and the Landlord shall promptly commence restoration lease by giving written notice of the Premises. (b) In the event of a such termination of the Lease pursuant to this paragraph, all insurance proceeds payable by reason of damage under policies required to be carried hereunder (excluding any insurance proceeds attributable to damage to the other party within the period Initials _________ (Landlord) _________ (Tenant's inventory, trade fixtures, business or leasehold improvements paid for by the Tenant) shall be paid to the Landlord.)

Damage or Destruction. (a) If the Building or Leased Premises shall be damaged are rendered partially or wholly untenantable by fire or other casualty, and if the Landlord shall collect the proceeds of such insurance and immediately and with all due diligence commence to repair such damage at its expense. From the date the damage occurs to the date the repairs are complete, the rent due hereunder shall be reduced by the same percentage as the percentage of the Premises whichdamaged property, in the TenantLandlord's reasonable judgmentestimation, cannot be safely, economically or practically used for the operation of the Tenant's business. Anything herein to the contrary notwithstanding, if in the Tenant's reasonable judgment, any damage or destruction to the Premises from any cause whatsoever cannot be repaired within one hundred eighty (180) days following the date such damage occurs, the Tenant may terminate this Lease by written notice to the Landlord given restored within ninety (90) days following of the occurrence date of such damage. In addition, if any damage or destruction to the Premises from any cause whatsoever cannot be repairedthen Landlord may, in the Landlord's reasonable judgmentat its sole option, within one hundred eighty (180) days following the date such damage occurs and the Landlord elects not to repair such damage, the Landlord shall have the right to terminate this Lease as of the date of such fire or other casualty. Landlord shall exercise its option provided herein by written notice to Tenant within thirty (30) days of the Tenant given date of such fire or other casualty. If the Lease is not terminated as provided above, Landlord shall, at its expense, restore the Leased Premises, exclusive of any improvements or other changes made to the Leased Premises by Tenant, to as near the condition which existed immediately prior to such damage or destruction as reasonably possible, and Rent shall abat▇ ▇▇▇ing such period of time as the Building is untenantable in the proportion that the untenantable portion of the Building bears to the tenantable portion of the Leased Premises. In the event that Landlord shall fail to materially restore the Leased Premises within ninety (90) days after the date of such damage occurred provided that no more than three (3) calendar years remain in the term hereof. Notwithstanding the foregoingdamage, if Tenant may, at the time the Landlord gives such termination its option and as its sole remedy, terminate this Lease by delivering written notice any of the renewal options provided for in to Landlord, whereupon the Lease have not yet been exercised shall terminate on the date provided in such notice; provided, however, that if construction or repair is delayed because of changes requested by Tenant, strikes, lockouts, acts of God, war, material or labor shortages, governmental regulation or control or other causes beyond the reasonable control of Landlord, the period for restoration and repair shall be extended for the Tenant exercises a renewal option within thirty (30) days after receipt amount of the Landlord's termination notice, then this Lease time Landlord is so delayed. Landlord shall not be terminated and responsible to Tenant for damage to, or destruction of, any furniture, equipment, improvements or other changes placed, installed or made by Tenant in, on or about the Landlord shall promptly commence restoration of the Leased Premises, caused by fire or other casualty. (b) In the event of a termination of the Lease pursuant to this paragraph, all insurance proceeds payable by reason of damage under policies required to be carried hereunder (excluding any insurance proceeds attributable to damage to the Tenant's inventory, trade fixtures, business or leasehold improvements paid for by the Tenant) shall be paid to the Landlord.

Damage or Destruction. (a) If the Premises shall be Property is damaged or destroyed by fire or other casualtycasualty (“Casualty”) to the extent of fifty percent (50%) or more of the Property’s value at the time, then Landlord, by giving written notice to Tenant within thirty (30) days after the Casualty, may terminate this Lease. If less than fifty percent (50%) of the Property’s value is so damaged or destroyed by Casualty (or if Landlord does not elect to terminate in the event of damage of 50% or more), Landlord shall collect promptly commence restoration of the proceeds of such insurance and damaged areas to substantially the same condition that existed immediately and with all due diligence commence to repair such damage at its expense. From the date the damage occurs prior to the date the repairs are complete, the rent due hereunder shall be reduced by Casualty. If the same percentage cannot likely be restored within two hundred forty (240) days after the Casualty, as reasonably determined by Landlord, then either Landlord or Tenant, by giving written notice to the percentage other within thirty (30) days after the Casualty, may terminate this Lease. If this Lease is not terminated as provided herein, but Landlord has not completed the restoration of the Premises which, in the Tenant's reasonable judgment, cannot be safely, economically or practically used for the operation of the Tenant's business. Anything herein to the contrary notwithstanding, if in the Tenant's reasonable judgment, any damage or destruction to the Premises from any cause whatsoever cannot be repaired Property within one two hundred eighty forty (180240) days following after the date such damage occursCasualty, the Tenant may thereafter terminate this Lease by giving written notice of termination to Landlord within ten (10) days after the expiration of the 240-day period. Any Lease termination under this paragraph shall be effective ten (10) days after such notice is given, except that if the Casualty has materially disrupted or prevented T▇▇▇▇▇’s use of the Premises as of or about the date of said Casualty, the termination shall be effective as of the date of said Casualty. In no event shall Tenant be entitled to any part of any of Landlord’s insurance proceeds resulting from the Casualty. Rent and Additional Rent shall be abated during any period of restoration to the Landlord given within ninety (90) days following the occurrence extent that Tenant is unable to occupy all or a portion of such damage. In addition, if any damage or destruction to the Premises from any cause whatsoever cannot during said restoration. If there occurs a Casualty during the last twelve (12) months of the Lease Term, such that Landlord otherwise would be repairedrequired under the terms of this Lease to restore the Premises, in the Landlord's reasonable judgment, within one hundred eighty (180) days following the date such damage occurs and the either Landlord elects not to repair such damage, the Landlord or Tenant shall have the right option to terminate this Lease by written notice to the Tenant given within ninety (90) days after the date such damage occurred provided that no more than three (3) calendar years remain in the term hereof. Notwithstanding the foregoing, if at the time the Landlord gives such termination notice any of the renewal options provided for in the Lease have not yet been exercised and the Tenant exercises a renewal option other within thirty (30) days after receipt of the Landlord's termination notice, then this Lease shall date of such Casualty if it is not be terminated and reasonable to expect that Landlord will complete the Landlord shall promptly commence restoration of the Premises. (b) In Premises on or before 60 days prior to the event of a termination end of the Lease pursuant to this paragraph, all insurance proceeds payable by reason of damage under policies required to be carried hereunder (excluding any insurance proceeds attributable to damage to the Tenant's inventory, trade fixtures, business or leasehold improvements paid for by the Tenant) shall be paid to the LandlordTerm.

Damage or Destruction. (a) If any of the Premises Improvements shall be destroyed --------------------- or damaged prior to the Closing, and if either the estimated cost of repair or replacement exceeds Two Hundred Thousand Dollars ($200,000.00) or if the cost of repair or replacement is not fully covered by fire Seller's casualty insurance, or other casualty, the Landlord shall collect the proceeds of such insurance and immediately and with all due diligence commence to repair such damage at its expense. From the date if the damage occurs to could result in the date the repairs are complete, the rent due hereunder shall be reduced by the same percentage as the percentage termination of the Premises whichLease, in the Tenant's reasonable judgmentPurchaser may, cannot be safely, economically or practically used for the operation of the Tenant's business. Anything herein to the contrary notwithstanding, if in the Tenant's reasonable judgment, any damage or destruction to the Premises from any cause whatsoever cannot be repaired within one hundred eighty (180) days following the date such damage occurs, the Tenant may terminate this Lease by written notice given to the Landlord given Seller within ninety twenty (90) days following the occurrence of such damage. In addition, if any damage or destruction to the Premises from any cause whatsoever cannot be repaired, in the Landlord's reasonable judgment, within one hundred eighty (180) days following the date such damage occurs and the Landlord elects not to repair such damage, the Landlord shall have the right to terminate this Lease by written notice to the Tenant given within ninety (90) days after the date such damage occurred provided that no more than three (3) calendar years remain in the term hereof. Notwithstanding the foregoing, if at the time the Landlord gives such termination notice any of the renewal options provided for in the Lease have not yet been exercised and the Tenant exercises a renewal option within thirty (3020) days after receipt of written notice from Seller of such damage or destruction, elect to terminate this Agreement, in which event the Landlord's termination notice, then this Lease ▇▇▇▇▇▇▇ Money shall not immediately be terminated returned by Escrow Agent to Purchaser and the Landlord rights, duties, obligations, and liabilities of all parties hereunder shall promptly commence restoration immediately terminate and be of no further force or effect, except for such obligations hereunder which expressly survive termination of this Agreement. If Purchaser does not elect to terminate this Agreement pursuant to this Paragraph 19, or has no right to terminate this Agreement (because the Premises. (b) In damage or destruction is fully insured, does not exceed $200,000.00 and could not result in the event of a termination of the Lease pursuant Lease), and the sale of the Property is consummated, Purchaser shall be entitled to this paragraph, receive all casualty insurance proceeds paid or payable to Seller by reason of such destruction or damage under policies the insurance required to be carried hereunder maintained by the Tenant pursuant to the Lease (excluding less amounts of insurance theretofore received and applied by Seller to costs actually incurred for restoration). Seller shall not settle or release any damage or destruction claims without obtaining Purchaser's prior written consent in each case. All said insurance proceeds attributable to damage to the Tenant's inventory, trade fixtures, business or leasehold improvements paid for received by Seller by the Tenant) date of Closing shall be paid by Seller to Purchaser at Closing. In addition, at Closing, Seller shall pay over to Purchaser, and assign to Purchaser, all proceeds of any rent loss insurance for the Landlordperiod of time commencing on the date of Closing. If the amount of said casualty or rent loss insurance proceeds is not settled by the date of Closing, Seller shall execute at Closing all proofs of loss, assignments of claim, and other similar instruments in order that Purchaser receive all of Seller's right, title, and interest in and under said insurance proceeds.

Damage or Destruction. (a) If the Premises shall be or any part of the Building is damaged by fire or other casualty, the Landlord shall collect the proceeds of such insurance casualty and immediately and with all due diligence commence to repair if such damage at its expense. From the date the damage occurs to the date the repairs are complete, the rent due hereunder shall be reduced by the same percentage as the percentage does not render all or a substantial portion of the Premises whichor the Building untenantable, in then Landlord shall proceed to repair and restore the Tenantsame to its prior existing condition with reasonable promptness, subject to reasonable delays for insurance adjustments and delays caused by matters beyond Landlord's reasonable judgment, cannot be safely, economically control. If any such damage renders all or practically used for the operation a substantial portion of the Tenant's businessPremises or the Building untenantable, Landlord shall, with reasonable promptness after the occurrence of such damage and in good faith, estimate the length of time that will be required to substantially complete the repair and restoration of such damage and shall by notice advise Tenant of such estimate. Anything herein If it is so estimated that the amount of time required to the contrary notwithstanding, if in the Tenant's reasonable judgment, any damage or destruction to the Premises substantially complete such repair and restoration will exceed 195 days from any cause whatsoever cannot be repaired within one hundred eighty (180) days following the date such damage occursoccurred, the then either Landlord or Tenant may terminate this Lease by written notice to the Landlord given within ninety (90) days following the occurrence of such damage. In addition, if any damage or destruction to the Premises from any cause whatsoever cannot be repaired, in the Landlord's reasonable judgment, within one hundred eighty (180) days following the date such damage occurs and the Landlord elects not to repair such damage, the Landlord shall have the right to terminate this Lease as of the date of such damage upon giving notice to the other at any time within 20 days after Landlord gives Tenant the notice containing said estimate (it being understood that Landlord may, if it elects to do so, also give such notice of termination together with the notice containing said estimate). Unless this Lease is terminated as provided in the preceding sentence, Landlord shall proceed with reasonable promptness and all due diligence to repair and restore the Premises, subject to reasonable delays for insurance adjustments and delays caused by matters beyond Landlord's control, and also subject to zoning laws and building codes then in effect. Landlord shall have no liability to Tenant, and Tenant shall not be entitled to terminate this Lease (except as hereinafter provided) if such repairs and restoration are not in fact completed within the time period estimated by Landlord, as aforesaid, or within said 195 days, so long as Landlord shall proceed with reasonable promptness and due diligence. Notwithstanding anything to the contrary herein set forth: (i) if any such damage rendering all or a substantial portion of the Premises or Building untenantable shall occur during the last 3 years of the Term, then Landlord shall have the option to terminate this Lease by written notice to the Tenant given within ninety (90) 30 days after the date such damage occurred provided that no more than three (3) calendar years remain in the term hereof. Notwithstanding the foregoingoccurred, and if at the time the Landlord gives such termination notice any of the renewal options provided for in the Lease have not yet been exercised and the Tenant exercises a renewal option within thirty (30) days after receipt of the Landlord's termination noticeis so exercised, then this Lease shall terminate as of the date of such damage; (ii) Landlord shall have no duty to repair or restore any Alterations made by or on behalf of Tenant in the Premises or improvements which are not then building standard improvements; (iii) Landlord shall not be terminated obligated (but may, at its option, so elect) to repair or restore the Premises or Building if any mortgagee applies proceeds of insurance to reduce its loan balance, and the remaining proceeds, if any, available to Landlord are not sufficient to pay for such repair or restoration; and (iv) Tenant shall promptly commence restoration not have the right to terminate this Lease pursuant to this Section if the damage or destruction was caused by the intentional or negligent act of the PremisesTenant, its agents or employees. (b) In the event any such fire or casualty renders the Premises substantially untenantable and Tenant is not occupying the Premises, and this Lease is not terminated, then rent shall abat▇ ▇▇▇inning with the date of a termination such damage and ending with the date when Landlord substantially completes its repair and restoration work. Such abatement shall be in an amount bearing the same ratio to the total amount of rent for such period as the portion of the Lease pursuant Premises being repaired and restored by Landlord and not heretofore delivered to this paragraph, all insurance proceeds payable by reason of damage under policies required Tenant from time to be carried hereunder (excluding any insurance proceeds attributable to damage time bears to the entire Premises. In the event of (c) In the event of any such fire or other casualty, and if this Lease is not terminated, Tenant shall repair and restore any portion of Alterations made by or on behalf of Tenant in the Premises, and during any such period of Tenant's inventoryrepair and restoration following substantial completion of Landlord's repair and restoration work, trade fixtures, business or leasehold improvements paid for by the Tenant) rent shall be paid to the Landlordpayable as if said fire or other casualty had not occurred.

Damage or Destruction. (a) 5.5.1 If the Premises shall be are damaged by fire fire, earthquake or other casualtycasualty (“Casualty”), the Tenant shall give immediate written notice to Landlord. If Landlord shall collect the proceeds of such insurance and immediately and with all due diligence commence to repair such damage at its expense. From the date estimates that the damage occurs to the date the repairs are complete, the rent due hereunder shall be reduced by the same percentage as the percentage of the Premises which, in the Tenant's reasonable judgment, cannot be safely, economically or practically used for the operation of the Tenant's business. Anything herein to the contrary notwithstanding, if in the Tenant's reasonable judgment, any damage or destruction to the Premises from any cause whatsoever cannot can be repaired to meet Tenant’s business needs within one hundred eighty (180) days following after Landlord is notified by Tenant of such damage and if there are sufficient insurance proceeds available to repair such damage (net of any deductible), then Landlord shall proceed with reasonable diligence to restore the Premises to substantially the condition which existed prior to the damage and this Lease shall not terminate. If neither circumstance described in the previous sentence exists, Landlord may elect, in its absolute discretion, to either: (a) terminate this Lease or (b) restore the Premises to substantially the condition which existed prior to the damage and this Lease will continue. Notice of Landlord’s election shall be delivered to Tenant within sixty (60) days after the date Landlord receives written notice of the damage. Failure to deliver notice within the specified period shall be treated as election not to restore. Tenant agrees to look to the provider of Tenant’s insurance for coverage for the loss of Tenant’s use of the Premises and any other related losses or damages incurred by Tenant during any reconstruction period following a Casualty. 5.5.2 If the Building is damaged by Casualty and more than fifty percent (50%) of the Building is rendered untenantable, without regard to whether the Premises are affected by such damage occursdamage, the Tenant may Landlord may, in its absolute discretion, elect to terminate this Lease by notice in writing to Tenant within thirty (30) days after the date Landlord receives written notice of the damage. Such notice shall be effective twenty (20) days after delivery to Tenant unless a later date is set forth in Landlord’s notice. 5.5.3 Notwithstanding any provision to the Landlord given within ninety contrary contained herein, (90i) days following the occurrence if Tenant’s use of such damage. In addition, if any damage or destruction to the Premises from any cause whatsoever cannot be repaired, in the Landlord's reasonable judgment, within is substantially impaired for a period of more than one hundred eighty (180) days following after the date such damage occurs of Casualty, or during the last six (6) months of the Lease Term, then both Landlord and the Landlord elects not to repair such damage, the Landlord Tenant shall have the right to terminate this Lease by written notice to the Tenant given within ninety (90) days after the date such damage occurred provided that no more than three (3) calendar years remain in the term hereof. Notwithstanding the foregoing, if other party at the any time the Landlord gives such termination notice any thereafter until Tenant’s use of the renewal options provided for in the Premises is substantially restored, and (ii) if this Lease have not yet been exercised and the is terminated by either Landlord or Tenant exercises due to a renewal option within thirty (30) days after receipt of the Landlord's termination noticeCasualty, then this Lease Tenant shall not be terminated and the Landlord shall promptly commence restoration of the Premises. (b) In the event of a termination of the Lease pursuant to this paragraph, all insurance proceeds payable by reason of damage under policies required to be carried hereunder (excluding pay for any insurance proceeds attributable deductibles relating to damage to the Tenant's inventory, trade fixtures, business such Casualty as part of Landlord’s insurance cost or leasehold improvements paid for by the Tenant) shall be paid to the Landlordotherwise.

Damage or Destruction. Subject to all the terms of this Agreement, in the event of any damage to or destruction of the Project prior to the Closing, which in Seller’s good faith estimate will cost less than One Hundred and Fifty Thousand and 00/100 Dollars (a$150,000.00), to repair, the Closing shall nevertheless occur as otherwise provided for in this Agreement (and Seller shall have no obligation to repair such damage) If except that Seller shall assign to Buyer upon the Premises shall be damaged Closing all insurance proceeds paid or payable to Seller in connection with such occurrence and provide Buyer with a credit against the Purchase Price in the amount of any deductible or any amount not covered by fire insurance; and if such damage or other destruction is the result of an uninsured casualty, which in Seller’s good faith estimate will cost less than One Hundred and Fifty Thousand and 00/100 Dollars ($150,000.00), to repair, then Seller shall provide Buyer with a credit against the Landlord shall collect Purchase Price in the proceeds amount of such insurance estimated cost to repair. In the event of any damage to or destruction of the Project prior to the Closing, which in Seller’s good faith estimate will cost One Hundred and immediately Fifty Thousand and with all due diligence commence 00/100 Dollars ($150,000.00), or more to repair, Seller shall have no obligation to repair such damage at its expense. From the date the damage occurs to the date the repairs are completeor destruction, the rent due hereunder but Seller shall be reduced by the same percentage as the percentage promptly notify Buyer of the Premises which, in the Tenant's reasonable judgment, cannot be safely, economically or practically used for the operation of the Tenant's business. Anything herein to the contrary notwithstanding, if in the Tenant's reasonable judgment, any damage or destruction to the Premises from any cause whatsoever cannot be repaired within one hundred eighty (180) days following the date such damage occurs, the Tenant may terminate this Lease by written notice to the Landlord given and within ninety ten (9010) days following the occurrence of such damage. In addition, if any damage or destruction to the Premises from any cause whatsoever cannot be repaired, in the Landlord's reasonable judgment, within one hundred eighty (180) days following the date such damage occurs and the Landlord elects not to repair such damage, the Landlord shall have the right to terminate this Lease by written notice to the Tenant given within ninety (90) days after the date such damage occurred provided that no more than three (3) calendar years remain in the term hereof. Notwithstanding the foregoing, if at the time the Landlord gives such termination notice any of the renewal options provided for in the Lease have not yet been exercised and the Tenant exercises a renewal option within thirty (30) business days after receipt of such notice (but not later than two (2) business days before the Landlord's termination noticeClosing Date), Buyer shall deliver written notice to Seller and Escrow Holder, electing either: (i) to proceed with this transaction and the Closing in accordance with this Agreement notwithstanding such damage or destruction; or (ii) to terminate this Agreement; provided, however, that if such notice is delivered by Seller to Buyer within two (2) business days prior to the Closing Date, then Buyer may elect to proceed or to terminate this Lease Agreement at any time up to and including the Closing Date. If Buyer elects to proceed (and Buyer’s failure to timely deliver such written notice of termination to Seller and Escrow Holder shall not be terminated and the Landlord deemed to constitute Buyer’s election to proceed), then Seller shall promptly commence restoration of the Premises. (b) In the event of a termination of the Lease pursuant assign to this paragraph, Buyer upon Closing all insurance proceeds paid or payable to Seller in connection with such occurrence and provide Buyer with a credit against the Purchase Price in the amount of any deductible in the case of an insured loss. If Buyer does exercise such termination right by reason timely delivering such written notice of damage under policies required termination to Seller and Escrow Holder, then: (i) this Agreement and the rights of Buyer and Seller hereunder shall terminate and be carried hereunder of no further force and effect except for any surviving obligations; (excluding ii) Escrow Holder shall return the ▇▇▇▇▇▇▇ Money Deposit to Buyer and shall return to each party which placed such items in Escrow all other funds (and any insurance proceeds attributable to damage to interest thereon) and documents held by Escrow Holder on the Tenant's inventory, trade fixtures, business or leasehold improvements paid for by the Tenantdate of termination; and (iii) Buyer and Seller shall be paid to the Landlordeach bear one-half (1/2) of any Escrow and title cancellation fees.

Damage or Destruction. (a) If any portion of the Leased ---------------------- Premises, Leased Premises shall be Service Systems, such of the Building Service Systems as serve the Leased Premises, Building Parking Area or Common Building Facilities (hereinafter collectively referred to as the "damaged property") is damaged by fire or other casualty, earthquake or flood or by any other insurable cause of any kind or nature and the damaged property can, in the opinion of Landlord's architect, be repaired within one hundred eighty (180) days from the date of the damage, Landlord shall collect proceed immediately to make such repairs as required by paragraph (d). This Lease shall not terminate, but Tenant shall be entitled to a proportionate abatement of Annual Rent and Additional Rent payable during the proceeds period commencing on the date of such insurance the damage and immediately and with all due diligence commence to repair such damage at its expense. From ending on the date the damaged property is repaired as aforesaid and the Leased Premises are delivered to Tenant. The extent of rental abatement shall be based upon the portion of the Leased Premises rendered untenantable, unfit or inaccessible for use by Tenant for the purposes stated in the Lease during such period. When required by this Article, the architect's opinion shall be delivered to Tenant within thirty (30) days from the date of damage. (b) If (1) in the opinion of Landlord's architect, damage occurs to the date the repairs are complete, the rent due hereunder shall be reduced by the same percentage as the percentage of the Premises which, in the Tenant's reasonable judgment, cannot be safely, economically or practically used for the operation of the Tenant's business. Anything herein to the contrary notwithstanding, if in the Tenant's reasonable judgment, any damage or destruction to the Premises from any cause whatsoever damaged property cannot be repaired within one hundred eighty (180) days following from the date such damage occursof the damage, or (2) Landlord commences but fails to substantially complete repair of the Tenant may terminate this Lease damaged property as required by written notice to paragraph (d) within the Landlord given within ninety (90) days following the occurrence of such damage. In addition, if any damage or destruction to the Premises from any cause whatsoever cannot be repaired, in the Landlord's reasonable judgment, within one hundred eighty (180) days following the date such damage occurs and the Landlord elects not day period after commencement thereof, subject to repair such damagean extension of time allowed for an Excusable Delay, the Landlord shall have the right to either party may terminate this Lease by written notice to the other within twenty (20) days from the date on which the architect's opinion is delivered to Tenant given when termination is based on the architect's opinion, and otherwise by such notice within ninety twenty (9020) days from the end of the (180) day period, as it may have been extended by an Excusable Delay. Annual Rent and Additional Rent shall be apportioned as of the date of the damage and all prepaid Annual Rent and Additional Rent shall be repaid. (c) If, in the opinion of Landlord's architect, damage to the damaged property cannot be repaired within sixty (60) days from the date of the damage and such damage shall occur within the final twelve (12) months of the term of this Lease, either party may terminate this Lease by notice to the other within twenty (20) days from the date on which the architect's opinion is delivered to Tenant; provided, however, Landlord's termination shall be rendered ineffective and this Lease shall be reinstated and in full force and effect if within ten (10) days after the date Tenant's receipt of such damage occurred provided that no more than three (3) calendar years remain in notice of termination, Tenant shall exercise any option to extend the term hereof. Notwithstanding the foregoing, if at the time the Landlord gives such termination notice any of the renewal options provided for in the Lease have not yet been exercised and the Tenant exercises a renewal option within thirty (30) days after receipt of the Landlord's termination notice, then this Lease shall not be terminated and the Landlord shall promptly commence restoration of the Premisesset forth in this Lease. (bd) If neither party exercises its option to terminate hereunder Landlord shall, with due diligence, repair the damaged property as a complete architectural unit of substantially the same proportionate usefulness, design and construction existing immediately prior to the date of the damage. Tenant shall be entitled to a proportionate abatement of Annual Rent and Additional Rent in the manner and to the extent provided in paragraph (a). (e) Notwithstanding provisions of this Article or Article 24 to the contrary, if by operation of this Article Landlord undertakes but fails to repair the damaged property as required by the provisions of this Article and deliver the Leased Premises to the Tenant within two hundred seventy (270) days from the date of the damage, for any reason other than a delay caused by an act or omission of Tenant, either party may terminate this Lease by notice to the other within two hundred eighty (280) days from the date of the damage. In such event, this Lease and the term hereof shall terminate on the date specified in the notice and Annual Rent and Additional Rent shall be apportioned as of the date of the damage and all prepaid Annual Rent and Additional Rent shall be repaid. (f) Landlord and Tenant hereby covenant and agree that in the event of loss, damage or destruction, and, as a termination consequence, Landlord is hereby required to repair and restore the Leased Premises, such obligation to repair and restore shall be limited to the proceeds received by Landlord under the policies of insurance provided by the Landlord, and such proceeds shall be applied to repair and reconstruct the damaged property to the extent required by this Lease, subject to any election of Landlord or Tenant to terminate the Lease pursuant to this paragraph, all insurance proceeds payable by reason of damage under policies required to be carried hereunder (excluding any insurance proceeds attributable to damage as herein provided and subject to the Tenant's inventoryprovisions of any then existing mortgage or Deed to Secure Debt on the Leased Premises, trade fixturesBuilding or Land, business or leasehold improvements paid for by the Tenant) shall be paid to the Landlordany portion thereof.