Common use of Damage Clause in Contracts

Damage. If any of the improvements or buildings, including any parking garage on the Premises shall be damaged or destroyed by fire or other casualty, Tenant, at Tenant's sole cost and expense, shall promptly and diligently proceed to adjust the loss with the insurance companies and arrange for the disbursement of insurance proceeds, and repair, rebuild or replace such improvements, buildings, or parking garage, so as to restore the Premises to the condition in which they were immediately prior to such damage or destruction. The net proceeds of any insurance recovered by reason of such damage or destruction in excess of the cost of adjusting the insurance claim and collecting the insurance proceeds (such excess being referred to herein as the "Net Insurance Proceeds") shall be held by any escrow agent which is reasonably acceptable to Landlord and Tenant; and the Net Insurance Proceeds shall be released for the purpose of paying the cost of restoring such improvements, buildings or garage. Such Net Insurance Proceeds shall be released to Tenant, or to Tenant's contractors, from time to time as the work progresses, pursuant to such requirements and limitations as may be reasonably acceptable to Tenant and Landlord and Landlord's Mortgagee (if any), including, without limitation, lien waivers from each of the contractors, subcontractors, materialmen and suppliers performing the work. If the Net Insurance Proceeds (less any applicable deductible) are insufficient to restore the Premises, Tenant shall be obligated to pay such deficiency and the amount of any such deductible. If the Net Insurance Proceeds (regardless of the amount thereof) exceed the full cost of the repair, rebuilding or replacement of the damaged buildings improvements or parking garage, then the amount of such excess Net Insurance Proceeds shall be paid to Landlord, provided, however, that in the event that Tenant believes that Tenant shall be able to restore the Premises for an amount less than the Net Insurance Proceeds available in connection therewith, Tenant shall notify Landlord prior to commencement of such repair or restoration with Tenant's proposals for repair or restoration and opportunities for cost-saving, and Landlord agrees that Landlord shall consider, and not unreasonably withhold its consent to, an agreement for the retention of such cost savings by Tenant upon the completion of such repairs or restoration.

Damage. If the Premises are damaged in whole or part because of fire or other insured casualty (“Casualty”), or if the Premises are subject to a taking in connection with the exercise of any power of eminent domain, condemnation, or purchase under threat or in lieu thereof (any of the improvements or buildingsforegoing, including any parking garage a “Taking”), then unless this Lease is terminated in accordance with Section 15.2 below, Landlord shall restore the Building and/or the Premises to substantially the same condition as existed on the Term Commencement Date, or in the event of a partial Taking which affects the Building and the Premises, restore the remainder of the Building and the Premises not so Taker to substantially the same condition as is reasonably feasible. If, in Landlord’s reasonable judgment, any element of the Tenant-Insured Improvements can more effectively be restored as an integral part of Landlord’s restoration of the Building or the Premises, such restoration shall also be damaged or destroyed made by fire or other casualtyLandlord, Tenant, but at Tenant's ’s sole cost and expense. Subject to rights of Mortgagees, shall promptly delays caused by any of the Tenant Parties, Legal Requirements then in existence and diligently proceed to adjust the loss with the insurance companies and arrange delays for the disbursement adjustment of insurance proceedsproceeds or Taking awards, as the case may be, and repairinstances of force majeure, rebuild or replace Landlord shall substantially complete such improvementsrestoration within one (1) year after Landlord’s receipt of all required permits therefor with respect to substantial reconstruction of at least 50% of the Building, buildingsor, or parking garagewithin one hundred eighty (180) days after Landlord’s receipt of all required permits therefor in the case of restoration of less than 50% of the Building. Upon substantial completion of such restoration by Landlord, so as Tenant shall use diligent efforts to restore complete restoration of the Premises to substantially the same condition in which they were as existed immediately prior to such Casualty or Taking, as the case may be, as soon as reasonably possible. Tenant agrees to cooperate with Landlord in such manner as Landlord may reasonably request to assist Landlord in collecting insurance proceeds due in connection with any Casualty which affects the Premises or the Building. In no event shall Landlord he required to expend more than the Net (hereinafter defined) insurance proceeds Landlord receives for damage to the Premises and/or the Building or destructionthe Net Taking award attributable to the Premises and/or the Building. The net proceeds of any insurance recovered by reason of such damage or destruction in excess of the cost of adjusting the insurance claim and collecting “Net” means the insurance proceeds or Taking award actually paid to Landlord (such excess being referred and not paid over to herein as a Mortgagee) less all costs and expenses, including adjusters and attorney’s fees, of obtaining the "Net Insurance Proceeds") same. In the Operating Year in which a Casualty occurs, there shall be held by included in Building Operating Costs Landlord’s deductible under its property insurance policy. Except as Landlord may elect pursuant to this Section 15.1, under no circumstances shall Landlord be required to repair any escrow agent which is reasonably acceptable to Landlord and Tenant; and the Net Insurance Proceeds shall be released for the purpose of paying the cost of restoring such improvements, buildings or garage. Such Net Insurance Proceeds shall be released to Tenantdamage to, or make any repairs to or replacements of, any Tenant's contractors, from time to time as the work progresses, pursuant to such requirements and limitations as may be reasonably acceptable to Tenant and Landlord and Landlord's Mortgagee (if any), including, without limitation, lien waivers from each of the contractors, subcontractors, materialmen and suppliers performing the work. If the Net Insurance Proceeds (less any applicable deductible) are insufficient to restore the Premises, Tenant shall be obligated to pay such deficiency and the amount of any such deductible. If the Net Insurance Proceeds (regardless of the amount thereof) exceed the full cost of the repair, rebuilding or replacement of the damaged buildings improvements or parking garage, then the amount of such excess Net Insurance Proceeds shall be paid to Landlord, provided, however, that in the event that Tenant believes that Tenant shall be able to restore the Premises for an amount less than the Net Insurance Proceeds available in connection therewith, Tenant shall notify Landlord prior to commencement of such repair or restoration with Tenant's proposals for repair or restoration and opportunities for cost-saving, and Landlord agrees that Landlord shall consider, and not unreasonably withhold its consent to, an agreement for the retention of such cost savings by Tenant upon the completion of such repairs or restorationInsured Improvements.

Damage. (a) If any of the improvements or buildings, including any parking garage on the Premises shall be damaged or destroyed by fire or other casualty, Tenantthe 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, at the rent due hereunder shall be reduced by the same percentage as the percentage of the Premises which, in the Tenant's sole cost 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 expensethe 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 and diligently proceed commence restoration of the Premises. (b) In the event of a termination of the Lease pursuant to adjust the loss with the this paragraph, all insurance companies and arrange for the disbursement of insurance proceeds, and repair, rebuild or replace such improvements, buildings, or parking garage, so as to restore the Premises to the condition in which they were immediately prior to such damage or destruction. The net proceeds of any insurance recovered payable by reason of such damage or destruction in excess of the cost of adjusting the insurance claim and collecting the under policies required to be carried hereunder (excluding any insurance proceeds (such excess being referred attributable to herein as damage to the "Net Insurance Proceeds") shall be held by any escrow agent which is reasonably acceptable to Landlord and Tenant; and the Net Insurance Proceeds shall be released for the purpose of paying the cost of restoring such improvements, buildings or garage. Such Net Insurance Proceeds shall be released to Tenant, or to Tenant's contractorsinventory, from time to time as trade fixtures, business or leasehold improvements paid for by the work progresses, pursuant to such requirements and limitations as may be reasonably acceptable to Tenant and Landlord and Landlord's Mortgagee (if any), including, without limitation, lien waivers from each of the contractors, subcontractors, materialmen and suppliers performing the work. If the Net Insurance Proceeds (less any applicable deductibleTenant) are insufficient to restore the Premises, Tenant shall be obligated to pay such deficiency and the amount of any such deductible. If the Net Insurance Proceeds (regardless of the amount thereof) exceed the full cost of the repair, rebuilding or replacement of the damaged buildings improvements or parking garage, then the amount of such excess Net Insurance Proceeds shall be paid to the Landlord, provided, however, that in the event that Tenant believes that Tenant shall be able to restore the Premises for an amount less than the Net Insurance Proceeds available in connection therewith, Tenant shall notify Landlord prior to commencement of such repair or restoration with Tenant's proposals for repair or restoration and opportunities for cost-saving, and Landlord agrees that Landlord shall consider, and not unreasonably withhold its consent to, an agreement for the retention of such cost savings by Tenant upon the completion of such repairs or restoration.

Damage. 19.1 If any of the improvements or buildings, including any parking garage on the Premises shall be or the Building are totally or partially damaged or destroyed by fire thereby rendering the Premises totally or other casualtypartially inaccessible or unusable, Tenantthen Landlord shall diligently repair and restore the Building and, at only to the extent insurance proceeds are made available from Tenant's sole cost and expenseinsurer, shall promptly and diligently proceed the improvements within the Premises, to adjust substantially the loss with the insurance companies and arrange for the disbursement of insurance proceeds, and repair, rebuild or replace such improvements, buildings, or parking garage, so as to restore the Premises to the same condition in which they were immediately in prior to such damage or destruction. The net proceeds of any insurance recovered by reason ; provided, however, that if (i) in Landlord's reasonable judgment such repair and restoration cannot be completed within one hundred eighty (180) days after the occurrence of such damage or destruction in excess (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) or (ii) twenty percent (20%) or more of the cost Premises or fifty percent (50%) or more of adjusting the insurance claim Building is damaged and collecting less than one (1) year would remain of the Lease Term or any renewal thereof upon completion of the repairs, then either party 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 to the other party within forty-five (45) days after the occurrence of such damage or destruction. 19.2 If this Lease is terminated pursuant to Section 19.1 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 Building and, provided insurance proceeds (such excess being referred to herein as the "Net Insurance Proceeds") shall be held by any escrow agent which is reasonably acceptable to Landlord and Tenant; and the Net Insurance Proceeds shall be released for the purpose replacement of paying the cost of restoring such improvements, buildings or garage. Such Net Insurance Proceeds shall be released to Tenant, or to improvements within the Premises are made available from Tenant's contractorsinsurer, from time to time as the work progresses, pursuant to such requirements and limitations as may be reasonably acceptable to Tenant and Landlord and Landlord's Mortgagee (if any), including, without limitation, lien waivers from each of the contractors, subcontractors, materialmen and suppliers performing the work. If the Net Insurance Proceeds (less any applicable deductible) Premises are insufficient to restore the Premisessubstantially complete, Tenant shall be obligated required to pay such deficiency the Base Rent and Additional Rent only for the amount of any such deductible. If the Net Insurance Proceeds (regardless portion of the amount thereof) exceed Premises that is usable while such repair and restoration are being made. Landlord shall bear the full cost expenses of repairing and restoring the repair, rebuilding or replacement of the damaged buildings improvements or parking garage, then the amount of such excess Net Insurance Proceeds shall be paid to Landlord, Building; provided, however, that Landlord (i) shall not be required to repair or restore the contents of the Premises, including without limitation, alterations, decorations, furnishings, fixtures and equipment used or installed in the event Premises by or on behalf of Tenant and any other personal property of Tenant, and (ii) shall be required to repair and restore the improvements within the Premises only to the extent that Tenant believes that insurance proceeds for same are made available from Tenant's insurer. Tenant shall not be able entitled to any compensation or damages from Landlord for loss of the use of the whole or any portion of the Premises or for any inconvenience or annoyance occasioned by any such damage, repair or restoration. 19.3 Notwithstanding anything herein to the contrary, Landlord shall not be obligated to restore the Premises for an amount less than or the Net Insurance Proceeds 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 in connection therewith, Tenant shall notify Landlord prior to commencement of 7for such repair and restoration, (b) zoning or restoration with Tenant's proposals for other applicable laws or regulations do not permit such repair and restoration, or restoration (c) the cost of repairing and opportunities for cost-savingrestoring the Building would exceed fifty percent (50%) of the replacement value of the Building, and Landlord agrees that Landlord shall considerwhether or not the Premises are damaged or destroyed, and not unreasonably withhold its consent to, an agreement for provided the retention leases of such cost savings by Tenant upon all other tenants in the completion of such repairs or restorationBuilding are similarly terminated.

Damage. If any (a) In the event of damage to or destruction of the improvements Premises, the Building, or buildingsTenant's other alterations or improvements, including or any parking garage portion thereof, during the Term by fire, explosion or other casualty ("Damage"), this Lease will not terminate unless Landlord reasonably determines that it will take more than ninety (90) days to repair and restore the Premises to substantially the same condition they are in on the Premises date hereof, in which event either Landlord or Tenant may terminate this Lease by providing written notice to the other party. In the event of such termination, Landlord shall be damaged entitled to receive all insurance proceeds except those amounts solely attributable to Tenant's personal property which Tenant would have been entitled to remove pursuant to Paragraph 8. (b) Unless this Lease is terminated pursuant to Paragraph 12(a), and except as expressly provided to the contrary in this Lease, in the event of any Damage to the Premises: (i) this Lease shall remain in full force and effect and to the extent possible, Tenant shall remain in possession of the Premises, and (ii) whether or destroyed by fire not any insurance proceeds are available or other casualty, Tenantadequate for such purposes and regardless of the dollar amount of such damage or loss, at Tenant's own sole cost and expense, but using such insurance proceeds as are available, Tenant shall promptly and diligently proceed to adjust the loss with the insurance companies and arrange for the disbursement of insurance proceeds, and repair, rebuild or replace such improvementsrefixture, buildings, or parking garage, so as to restock and otherwise restore the Premises to substantially the same condition in which they were immediately prior in before such fire or other casualty. Due allowance, however, shall be given for a reasonable time required for adjustment and settlement of insurance claims and for such other delays as may result from government restrictions and controls on construction, if any, and for strikes, national emergencies, and other conditions beyond the control of the parties. (c) Any restoration required to be performed by Tenant under this Paragraph 12 shall be commenced by Tenant promptly after such damage or destruction, and shall be diligently and continuously pursued to completion and shall be completed by Tenant in a good and workmanlike manner and in accordance with all Legal Requirements. (d) Except as specifically provided in Paragraph 12(a), Tenant shall have no right to terminate this Lease or to have the rent and other charges due hereunder abated despite the occurrence of Damage to the Premises, the Building or Tenant's other Alterations or improvements, even if such Damage prevents the conduct of Tenant's business on the Premises. The net proceeds No compensation, claim, or diminution of any insurance recovered Rent will be allowed or paid by Landlord by reason of such damage or destruction in excess of the cost of adjusting the insurance claim and collecting the insurance proceeds (such excess being referred to herein as the "Net Insurance Proceeds") shall be held by any escrow agent which is reasonably acceptable to Landlord and Tenant; and the Net Insurance Proceeds shall be released for the purpose of paying the cost of restoring such improvementsinconvenience, buildings or garage. Such Net Insurance Proceeds shall be released to Tenantannoyance, or injury to Tenant's contractors, business arising from time to time as the work progresses, pursuant to such requirements and limitations as may be reasonably acceptable to Tenant and Landlord and Landlord's Mortgagee (if any), including, without limitation, lien waivers from each of the contractors, subcontractors, materialmen and suppliers performing the work. If the Net Insurance Proceeds (less any applicable deductible) are insufficient to restore the Premises, Tenant shall be obligated to pay such deficiency and the amount of any such deductible. If Damage or the Net Insurance Proceeds (regardless necessity of the amount thereof) exceed the full cost of the repair, rebuilding or replacement of the damaged buildings improvements or parking garage, then the amount of such excess Net Insurance Proceeds shall be paid to Landlord, provided, however, that in the event that Tenant believes that Tenant shall be able to restore repairing the Premises for an amount less than or the Net Insurance Proceeds available in connection therewithBuilding, Tenant shall notify Landlord prior to commencement of such repair or restoration with Tenant's proposals for repair or restoration and opportunities for cost-saving, and Landlord agrees that Landlord shall consider, and not unreasonably withhold its consent to, an agreement for however the retention of such cost savings by Tenant upon the completion of such repairs or restorationnecessity may occur.

Damage. If the Premises or any appurtenant areas of the Building or Property necessary to provide access to the Premises or services to, or rights of, Tenant as required hereunder (collectively, the “Restoration Areas”) are damaged in whole or part because of fire or other insured casualty (“Casualty”), or if the Restoration Areas are subject to a taking in connection with the exercise of any power of eminent domain, condemnation, or purchase under threat or in lieu thereof (any of the improvements foregoing, a “Taking”), then unless this Lease is terminated in accordance with Section 15.2 below, Landlord shall, subject to the last sentence of this Section 15.1, restore the Restoration Areas to substantially the same condition as existed prior to such Casualty, or buildingsin the event of a partial Taking which affects the Restoration Areas, including restore the remainder of the Restoration Areas not so Taken to substantially the same condition as is reasonably feasible. If any parking garage on other portion of the Premises Building is damaged by Casualty or Taking, then Landlord may elect not to restore the same so long as the affected portions of the Building (other than the Restoration Areas) are otherwise repaired in a manner consistent with first class office and laboratory use. If, in Landlord’s reasonable judgment, any element of the Tenant-Insured Improvements can more effectively be restored as an integral part of Landlord’s restoration of the Building or the Premises, such restoration shall also be damaged or destroyed made by fire or other casualtyLandlord, Tenant, but at Tenant's ’s sole cost and expense, shall promptly and diligently proceed expense (subject to adjust the loss with the insurance companies and arrange for the disbursement of insurance proceeds, and repair, rebuild or replace such improvements, buildings, or parking garage, so as to restore the Premises to the condition in which they were immediately prior to such damage or destruction. The net proceeds of any insurance recovered by reason of such damage or destruction in excess of the cost of adjusting the insurance claim and collecting the insurance proceeds (such excess being referred to herein as the "Net Insurance Proceeds") shall be held by any escrow agent which is reasonably acceptable to Landlord and Tenant; and the Net Insurance Proceeds shall be released for the purpose of paying the cost of restoring such improvements, buildings or garage. Such Net Insurance Proceeds shall be released to Tenant, or to Tenant's contractors, from time to time as the work progresses, pursuant to such requirements and limitations as may be reasonably acceptable to Tenant and Landlord and Landlord's Mortgagee (if any), including, without limitation, lien waivers from each of the contractors, subcontractors, materialmen and suppliers performing the work. If the Net Insurance Proceeds (less any applicable deductible) are insufficient to restore the Premises, Tenant shall be obligated to pay such deficiency and the amount of any such deductible. If the Net Insurance Proceeds (regardless of the amount thereof) exceed the full cost of the repair, rebuilding or replacement of the damaged buildings improvements or parking garage, then the amount of such excess Net Insurance Proceeds shall be paid to Landlord, provided, however, that in the event that Tenant believes that Tenant shall be able to restore the Premises for an amount less than the Net Insurance Proceeds available in connection therewith, Tenant shall notify Landlord prior to commencement of such repair or restoration with Tenant's proposals for repair or restoration and opportunities for cost-saving, and Landlord agrees that Landlord shall consider, and not unreasonably withhold its consent to, an agreement for the retention of such cost savings insurance proceeds received by Tenant upon the completion of such repairs or restoration.that would have been

Damage. (a) If at any time prior to expiration or termination of this Lease, the Premises are wholly or partially damaged, destroyed or rendered inaccessible by a risk fully covered (excluding deductibles) by insurance maintained by Landlord or for Landlord’s benefit, and the Tenant is unable, in its sole but reasonable discretion, to carry on its normal operations in all or a substantial portion of the Premises, then, Tenant shall give Landlord notice and within the later of thirty (30) days after Tenant’s notice or sixty (60) days after the damage or destruction, Landlord shall give Tenant notice of its reasonable determination that the Premises can or cannot be fully restored and ready for occupancy within one (1) year from the date of damage or destruction, without payment of overtime or other premiums. (1) If Landlord determines that the Premises can be so restored within one (1) year, (i) this Lease shall remain in full force, (ii) rent shall be abated proportionally for such portion of the Premises as is inaccessible or unusable, for so long as such portion is inaccessible or unusable; and (iii) Landlord shall proceed diligently to repair the damage or destruction, including all Tenant Improvements, using materials of at least the quality used in the original construction of the Complex, Premises and Tenant Improvements with a minimum of interference in Tenant’s normal operations. If, in Tenant’s sole but reasonable judgment, Landlord shall not have performed any of the improvements or buildingsabove obligations in strict compliance therewith, including any parking garage on then Tenant may, but shall not be required to, undertake such obligations, and reasonable, actual costs incurred as a result thereof shall be reimbursed by Landlord within thirty (30) days after Tenant’s request for payment. (2) If Landlord determines that the Premises cannot be so restored within one (1) year, then either Landlord or Tenant may, at its option, (i) terminate this Lease with respect to the Buildings substantially damaged or destroyed, or, if (ii) damage exceeds fifty percent (50%) of the replacement cost of the Premises, terminate the Lease. Upon partial termination, rent shall be damaged reduced proportionally to reflect the reduced area of the leased Premises. (b) If any time prior to expiration or termination of this Lease, the Premises are wholly or partially damaged, destroyed or rendered inaccessible by fire a risk not fully covered (excluding deductibles) by insurance maintained by Landlord or other casualty, Tenant, at Tenant's sole cost and expense, shall promptly and diligently proceed to adjust the loss with the insurance companies and arrange for the disbursement of insurance proceedsLandlord’s benefit, and repairthe Tenant is unable, rebuild in its sole but reasonable discretion, to carry on its normal operations in all or replace such improvementsa substantial portion of the Premises, buildingsthen Tenant shall give Landlord notice and within sixty (60) days after the damage or destruction, or parking garage, so as Landlord shall give Tenant notice informing Tenant whether Landlord intends to restore the Premises to the condition in which they were immediately prior to repair such damage or destruction. The net proceeds of any insurance recovered by reason of , and if so, whether such damage or destruction can be fully restored and ready for occupancy within one (1) year from the date of damage or destruction, without payment of overtime or other premiums. (1) If Landlord elects to repair and such damage or destruction can be fully restored within one (1) year, (i) this Lease shall remain in excess full force, (ii) rent shall be abated proportionally for such portion of the Premises as is inaccessible or unusable, for so long as such portion is inaccessible or unusable; and (iii) Landlord shall proceed diligently to repair the damage or destruction, including all Tenant Improvements, using materials of at least the quality used in the original construction of the Complex, Premises and Tenant Improvements with a minimum of interference in Tenant’s normal operations. If, in Tenant’s sole but reasonable judgment, Landlord shall not have performed any of the above obligations in strict compliance therewith, then Tenant may, but shall not be required to, undertake such obligations, and reasonable, actual costs incurred as a result thereof shall be reimbursed by Landlord within thirty (30) days after Tenant’s request for payment. (2) If Landlord does not elect to repair or determines that the Premises cannot be so restored within one (1) year, then Tenant may, at its option, (i) terminate this Lease with respect to the Buildings substantially damaged or destroyed, or, if (ii) damage exceeds fifty percent (50%) of the replacement cost of adjusting the insurance claim and collecting the insurance proceeds (such excess being referred to herein as the "Net Insurance Proceeds") shall be held by any escrow agent which is reasonably acceptable to Landlord and Tenant; and the Net Insurance Proceeds shall be released for the purpose of paying the cost of restoring such improvements, buildings or garage. Such Net Insurance Proceeds shall be released to Tenant, or to Tenant's contractors, from time to time as the work progresses, pursuant to such requirements and limitations as may be reasonably acceptable to Tenant and Landlord and Landlord's Mortgagee (if any), including, without limitation, lien waivers from each of the contractors, subcontractors, materialmen and suppliers performing the work. If the Net Insurance Proceeds (less any applicable deductible) are insufficient to restore the Premises, Tenant terminate the Lease. Upon partial termination, rent shall be obligated reduced proportionally to pay such deficiency reflect the reduced area of the leased Premises. (c) If during the final twelve (12) months of the term of this Lease (or any extension term) the Premises are wholly or partially damaged, destroyed or rendered inaccessible and the amount of any such deductible. If the Net Insurance Proceeds (regardless Tenant is unable, in its sole but reasonable discretion, to carry on its normal operations in all or a substantial portion of the amount thereof) exceed Premises, either Landlord or Tenant may terminate this Lease with respect to affected Buildings or the full cost entire Premises, by giving Landlord written notice of its election to terminate. Upon partial termination, rent shall be reduced proportionally to reflect the reduced area of the repair, rebuilding or replacement of the damaged buildings improvements or parking garage, then the amount of such excess Net Insurance Proceeds shall be paid to Landlord, provided, however, that in the event that Tenant believes that Tenant shall be able to restore the Premises for an amount less than the Net Insurance Proceeds available in connection therewith, Tenant shall notify Landlord prior to commencement of such repair or restoration with Tenant's proposals for repair or restoration and opportunities for cost-saving, and Landlord agrees that Landlord shall consider, and not unreasonably withhold its consent to, an agreement for the retention of such cost savings by Tenant upon the completion of such repairs or restorationleased Premises.

Damage. If any of Landlord shall have the improvements or buildings, including any parking garage on right to terminate this Lease if: (a) the Premises Building shall be damaged so that, in Landlord’s reasonable judgment, substantial alteration or destroyed reconstruction of the Building shall be required (whether or not the Premises has been damaged); (b) Landlord is not permitted by applicable Law to rebuild the Building in substantially the same form as existed before the fire or other casualty, Tenant, at Tenant's sole cost ; (c) the Premises have been materially damaged and expense, there is less than two (2) years of the Lease Term remaining on the date of the casualty; (d) any Mortgagee requires that the insurance proceeds be applied to the payment of the Mortgage; or (e) a material uninsured loss to the Building occurs. Landlord shall promptly and diligently proceed also have the right to adjust terminate this Lease under the circumstances set forth in Section 11.6. Landlord may exercise its right to terminate this Lease by notifying Tenant in writing within ninety (90) days after (i) the settlement of the loss resulting from the casualty between Landlord and ▇▇▇▇▇▇▇▇’s insurers and (ii) the date Landlord determines the loss is uninsured. If Landlord does not terminate this Lease, (A) subject to Landlord’s ability to obtain the necessary permits, Landlord shall commence and proceed with the insurance companies reasonable diligence to repair and arrange for the disbursement of insurance proceeds, and repair, rebuild or replace such improvements, buildings, or parking garage, so as to restore the Premises to the condition in which they were immediately prior to such damage or destruction. The net proceeds of any insurance recovered by reason of such damage or destruction in excess of the cost of adjusting the insurance claim and collecting the insurance proceeds (such excess being referred to herein as the "Net Insurance Proceeds") shall be held by any escrow agent which is reasonably acceptable to Landlord excluding Alterations and Tenant’s Property); and the Net Insurance Proceeds shall be released for the purpose of paying the cost of restoring such improvements, buildings or garage. Such Net Insurance Proceeds shall be released to Tenant, or to Tenant's contractors, from time to time as the work progresses, pursuant to such requirements and limitations as may be reasonably acceptable to Tenant and Landlord and Landlord's Mortgagee (if any), including, without limitation, lien waivers from each of the contractors, subcontractors, materialmen and suppliers performing the work. If the Net Insurance Proceeds (less any applicable deductible) are insufficient to restore the Premises, Tenant shall be obligated to pay such deficiency and the amount of any such deductible. If the Net Insurance Proceeds (regardless of the amount thereof) exceed the full cost of the repair, rebuilding or replacement of the damaged buildings improvements or parking garage, then the amount of such excess Net Insurance Proceeds shall be paid to Landlord, provided, however, that in no event shall Landlord be required to spend more than the event that insurance proceeds received by Landlord which is allocable to the Premises, and (B) Tenant believes that shall commence and proceed with reasonable diligence to repair and restore the Premises (including Alterations and Tenant’s Property) to a substantially similar condition as existed prior to the casualty, and otherwise in accordance with the terms and conditions of this Lease. All proceeds of insurance carried by Tenant covering the Alterations and Tenant’s Property shall belong to and be payable to Tenant. If this Lease is terminated by Landlord or Tenant pursuant to this Article 11 or pursuant to any other Section hereof, or if Tenant does not repair and refixture the Premises pursuant to this Section 11.1, the proceeds covering the Alterations shall belong to and be payable to Landlord, and any such proceeds received by Tenant shall be able to restore the Premises for an amount less than the Net Insurance Proceeds available in connection therewith, Tenant shall notify Landlord prior to commencement of such repair or restoration with Tenant's proposals for repair or restoration and opportunities for cost-saving, and Landlord agrees that Landlord shall consider, and not unreasonably withhold its consent to, an agreement for the retention of such cost savings paid by Tenant upon to Landlord. None of the completion Landlord Related Parties shall be liable for any loss or damage to Tenant’s Property or to the business of such repairs Tenant resulting in any way from the fire or restorationother casualty or from the repair and restoration of the damage.

Damage. 18.1 If any of the improvements or buildings, including any parking garage on the Premises shall be or the Building are totally or partially damaged or destroyed by fire thereby rendering the Premises totally or other casualtypartially inaccessible or unusable, Tenant, at Tenant's sole cost then Landlord shall diligently repair and expense, shall promptly and diligently proceed to adjust the loss with the insurance companies and arrange for the disbursement of insurance proceeds, and repair, rebuild or replace such improvements, buildings, or parking garage, so as to restore the Premises and the Building to substantially the same condition in which they were immediately in prior to such damage or destruction. The net proceeds of any insurance recovered by reason ; provided, however, that if (i) in Landlord's judgment such repair and restoration cannot be completed within one hundred and twenty (120) days after the occurrence of such damage or destruction in excess (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) or (ii) twenty percent (20%) or more of the cost Premises is damaged and less than six (6) months would remain of adjusting the insurance claim and collecting Lease Term or any renewal thereof upon completion of the insurance proceeds repairs, then Landlord shall have the right, at its sole option, to terminate this Lease as of the sixtieth (60th) day after such excess being referred damage or destruction by giving written notice of termination within forty-five (45) days after the occurrence of such damage or destruction. 18.2 If this Lease is terminated pursuant to herein as the "Net Insurance Proceeds") Section 18.1 above, then all rent shall be held by any escrow agent apportioned (based on the portion of the Premises which is reasonably acceptable usable after such damage or destruction) and paid to Landlord the date of termination. If this Lease is not terminated as a result of such damage or destruction, then until such repair and Tenant; and the Net Insurance Proceeds shall be released for the purpose of paying the cost of restoring such improvements, buildings or garage. Such Net Insurance Proceeds shall be released to Tenant, or to Tenant's contractors, from time to time as the work progresses, pursuant to such requirements and limitations as may be reasonably acceptable to Tenant and Landlord and Landlord's Mortgagee (if any), including, without limitation, lien waivers from each restoration of the contractors, subcontractors, materialmen and suppliers performing the work. If the Net Insurance Proceeds (less any applicable deductible) Premises are insufficient to restore the Premisessubstantially complete, Tenant shall be obligated required to pay the Base Rent and Additional Rent only for the portion of the Premises that is usable while such deficiency repair and restoration are being made. Landlord shall bear the expenses of repairing and restoring the Premises and the amount of any such deductible. If the Net Insurance Proceeds (regardless of the amount thereof) exceed the full cost of the repair, rebuilding or replacement of the damaged buildings improvements or parking garage, then the amount of such excess Net Insurance Proceeds shall be paid to Landlord, Building; provided, however, that Landlord shall not be required to repair or restore the contents of the Premises, including without limitation, alterations-, decorations, furnishings, fixtures and equipment used or installed in the event that Premises by or on behalf of Tenant believes that and any other personal property of Tenant. Tenant shall not be able entitled to any compensation or damages from Landlord for loss of the use of the whole or any portion of the Premises or for any inconvenience or annoyance occasioned by any such damage, repair or restoration. 18.3 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 an amount less than the Net Insurance Proceeds available in connection therewith, Tenant shall notify Landlord prior to commencement of such repair and restoration, (b) zoning or restoration with Tenant's proposals for other applicable laws or regulations do not permit such repair and restoration, or restoration (c) the cost of repairing and opportunities for cost-savingrestoring the Building would exceed fifty percent (50%) of the replacement value of the Building, and Landlord agrees that Landlord shall considerwhether or not the Premises are damaged or destroyed, and not unreasonably withhold its consent to, an agreement for provided the retention leases of such cost savings by Tenant upon all other tenants in the completion of such repairs or restorationBuilding are similarly terminated.

Damage. If any of the improvements Landlord temporarily fails or buildings, including is temporarily unable to provide ------ any parking garage on the Premises shall be damaged or destroyed by space to Tenant pursuant to Paragraph 1 above because of fire or other casualtydamage or because of any condemnation, Tenant, at Tenant's sole cost and expense, such failure or inability shall promptly and diligently proceed not be deemed to adjust the loss with the insurance companies and arrange for the disbursement of insurance proceeds, and repair, rebuild or replace such improvements, buildings, or parking garage, so be a default by Landlord as to restore permit Tenant to terminate this Lease; nor shall such event permit any abatement of rentals as long as Landlord provides reasonably acceptable substitute parking within ten (10) days after, as applicable (the Premises to the condition in which they were immediately prior to such damage or destruction. The net proceeds of any insurance recovered by reason of such damage or destruction in excess of the cost of adjusting the insurance claim and collecting the insurance proceeds (such excess applicable alternative being referred to herein as a "Parking Rights Event"): (i) the "Net Insurance Proceeds"date of the damage or condemnation taking, if such action makes parking obviously impossible (e.g., a fire where the entire garage is destroyed), or (ii) shall be held by any escrow agent which is reasonably acceptable if the damage or condemnation does not make parking impossible but nevertheless prevents Tenant from exercising its parking rights pursuant to Landlord and Tenant; and this Exhibit, the Net Insurance Proceeds shall be released for the purpose date of paying the cost Landlord's receipt of restoring such improvements, buildings or garage. Such Net Insurance Proceeds shall be released to a written notice from Tenant, or labeled "URGENT/IMMEDIATE ACTION REQUIRED" in all capital letters, alerting Landlord to Tenant's contractors, from time to time as the work progresses, pursuant to such requirements and limitations as may be lack of parking spaces. If reasonably acceptable substitute parking (or the originally designated parking, as described in Paragraph 1 above) is not made available to Tenant within such 10-day period after the Parking Rights Event, then notwithstanding any provision of this Lease to the contrary, and as Tenant's sole remedy and relief, Tenant's Base Rental and Tenant's share of Operating Expenses under this Lease will be equitably reduced to account for such unavailability as of the eleventh (11th) day and shall continue so reduced until reasonably acceptable substitute parking (or the originally designated parking, as described in Paragraph 1 above) has been made available. In the event that Landlord and Landlord's Mortgagee Tenant disagree as to either (if any), including, without limitation, lien waivers from each of the contractors, subcontractors, materialmen and suppliers performing the work. If the Net Insurance Proceeds i) whether Landlord has provided reasonably acceptable substitute parking or (less any applicable deductibleii) are insufficient to restore the Premises, Tenant shall be obligated to pay such deficiency and the amount of any equitable reduction in Tenant's Base Rental and Tenant's share of Operating Expenses (either such deductibledisagreement being referred to herein as a "Parking Rights Dispute"), then in either such event either Landlord or Tenant may, at its option and upon written notice to the other party, elect to have such Parking Rights Dispute resolved by arbitration conducted in Dallas County, Texas, under the procedures set forth below. First, the party desiring that such Parking Rights Dispute be arbitrated (the "Originator") shall give written notice to that effect to the other party (the "Recipient"), specifying in its notice the name and address of the person designated to act as arbitrator on behalf of the Originator (which arbitrator must be an independent certified public accountant with at least five years of experience in consulting with landlords or tenants in commercial real estate matters and must not be affiliated with, or otherwise engaged in a business relationship with, either party to the arbitration). Within five (5) business days after the Recipient's receipt of such notice from the Originator, the Recipient may give written notice to the Originator specifying the name and address of the person designated by the Recipient to act as arbitrator (the second arbitrator) on its behalf (which arbitrator must also be an independent certified public accountant with at least five years of experience in consulting with landlords or tenants in commercial real estate matters and must not be affiliated with, or otherwise engaged in a business relationship with, either party to the arbitration). If the Net Insurance Proceeds Recipient fails to notify the first party of the appointment of its arbitrator within the 5-business day time period specified above, or if within twenty (20) days after the second arbitrator is appointed, the two arbitrators have not reached a joint decision as to the Parking Rights Dispute presented to them for resolution, the Parking Rights Dispute shall be submitted to the American Arbitration Association (or the successor thereof should the American Arbitration Association be dissolved or restructured); and regardless of whether the amount thereofarbitration is conducted privately (i.e., two arbitrators selected by the parties) exceed or under the full cost auspices of the repairAmerican Arbitration Association (or its successor), rebuilding such arbitration shall be conducted in accordance with the arbitration rules for the real estate industry of that Association (or replacement its successor). To the extent that legal questions are considered, the arbitrator(s) shall apply the law of the damaged buildings improvements or parking garage, then the amount State of such excess Net Insurance Proceeds Texas. The arbitration award shall be paid to Landlordbinding upon both parties and, if not honored by a party, shall be the basis for a judgment entered in any court of competent jurisdiction. The arbitration award shall also designate which party should bear the expense of the arbitration (excluding attorneys fees, with each party hereby agreeing that it must pay its own legal fees); provided, however, that it is hereby agreed as a general instruction to the arbitrator(s) that all expenses of the arbitration, other than a party's legal fees and the other the fees and expenses incurred by the respective parties in preparing for and presenting their arguments to the event that Tenant believes that Tenant arbitrator(s), shall be able to restore shared equally between Landlord and Tenant unless the Premises for an amount less than arbitration award specifies a winning party and a losing party and further specifies and directs that the Net Insurance Proceeds available in connection therewith, Tenant shall notify Landlord prior to commencement of such repair or restoration with Tenant's proposals for repair or restoration and opportunities for cost-saving, and Landlord agrees that Landlord shall consider, and not unreasonably withhold its consent to, an agreement for losing party should pay the retention of such cost savings by Tenant upon the completion of such repairs or restorationarbitration expenses.

Damage. If the Premises or the Building is damaged from any cause covered by Landlord's standard fire and extended coverage insurance, Landlord will forthwith repair such damage provided the cost of repair does not exceed the insurance proceeds and provided further such repairs can be made within sixty (60) days after such damage occurs. This Lease will remain in full force and effect during the period such repairs are being made. Such damage will not in any way void or render voidable this Lease or any provision hereof, and provided such damage was not caused by Tenant's negligent or willful act, Tenant will be entitled to a proportionate reduction of Rent while such repairs are being made in an amount that is in the same proportion to the Rent as the rentable area of the improvements portion of the Premises so damaged bears to the total rentable area of the Premises. If such damage was caused by any risk not covered by Landlord's insurance, or buildingsif the cost of repairs exceeds the insurance proceeds payable, including Landlord may, at its option, make such repairs, provided the repairs can be made within sixty (60) days after such damage occurs, and, in such event, this Lease will remain in full force and effect and will be neither void nor voidable, but Tenant will be entitled to a proportionate reduction of Rent while such repairs are being made in an amount that is in the same proportion to the Rent as the rentable area of the portion of the Premises so damaged bears to the total rentable area of the Premises. If Landlord elects not to make repairs it is not obligated to make, or if such repairs cannot be made within the 60-day period, this Lease may be terminated by either party upon notice and without liability to the other party. If either Landlord or Tenant gives notice of termination as provided herein, this Lease and all interests of Tenant in the Premises will terminate on the date specified in the notice. Landlord will under no circumstances be required to repair any parking garage damage by fire or any other cause, whether of a similar or dissimilar nature, to the property of Tenant. Tenant hereby specifically waives the provisions of Section 1932, Subdivision 2 and Section 1933, Subdivision 4, of the California Civil Code. In the event the Building is damaged to the extent of more than twenty percent (20%) of the then replacement cost thereof, Landlord (or Tenant if Tenant will be unable to conduct its business on the Premises shall be for more than sixty (60) consecutive days) may elect to terminate this Lease, whether the Premises are damaged or destroyed by fire or other casualty, not and without liability to Tenant, at Tenant's sole cost and expense, shall promptly and diligently proceed to adjust the loss with the insurance companies and arrange for the disbursement . A total destruction of insurance proceeds, and repair, rebuild or replace such improvements, buildings, or parking garage, so as to restore the Premises to the condition in which they were immediately prior to such damage or destruction. The net proceeds of any insurance recovered by reason of such damage or destruction in excess of the cost of adjusting the insurance claim and collecting the insurance proceeds (such excess being referred to herein as the "Net Insurance Proceeds") shall be held by any escrow agent which is reasonably acceptable to Landlord and Tenant; and the Net Insurance Proceeds shall be released for the purpose of paying the cost of restoring such improvements, buildings or garage. Such Net Insurance Proceeds shall be released Building will terminate this Lease without liability to Tenant, or to Tenant's contractors, from time to time as the work progresses, pursuant to such requirements and limitations as may be reasonably acceptable to Tenant and Landlord and Landlord's Mortgagee (if any), including, without limitation, lien waivers from each of the contractors, subcontractors, materialmen and suppliers performing the work. If the Net Insurance Proceeds (less any applicable deductible) are insufficient to restore the Premises, Tenant shall be obligated to pay such deficiency and the amount of any such deductible. If the Net Insurance Proceeds (regardless of the amount thereof) exceed the full cost of the repair, rebuilding or replacement of the damaged buildings improvements or parking garage, then the amount of such excess Net Insurance Proceeds shall be paid to Landlord, provided, however, that in the event that Tenant believes that Tenant shall be able to restore the Premises for an amount less than the Net Insurance Proceeds available in connection therewith, Tenant shall notify Landlord prior to commencement of such repair or restoration with Tenant's proposals for repair or restoration and opportunities for cost-saving, and Landlord agrees that Landlord shall consider, and not unreasonably withhold its consent to, an agreement for the retention of such cost savings by Tenant upon the completion of such repairs or restoration.

Damage. If In the event that the Building or Premises are damaged for any reason whatsoever and Tenant is unable, in Tenants reasonable business judgement, to carry on its normal business operations for a period of forty five (45) days or more, Tenant shall have the right to terminate this Lease by giving written notice of such termination to the Landlord no later than thirty (30) days after the occurrence of such damage. Upon such termination, Tenant's obligations hereunder and each of them, including the obligation to pay rent, shall cease and determine as of the improvements or buildings, including any parking garage on day the Premises were so damaged. If in Tenant's reasonable business judgement, it is unable to carry on its normal business operations for a period of less than forty five (45) days because of such damage, rent shall abat▇ (▇▇ any free rent period provided for in Paragraph 3 hereof shall be extended) for the period the Premises are untenantable. In the event the Premises are partially damaged or destroyed by fire or other casualtycasualty and Tenant shall determine that it is able to carry on its normal business operations, Tenant, at Tenant's sole cost and expense, Tenant shall promptly and diligently proceed pay rent for only such portion of the Premises which Tenant in its determination may reasonably occupy during the time required to adjust the loss with the insurance companies and arrange for the disbursement of insurance proceeds, and repair, rebuild or replace such improvements, buildings, or parking garage, so as make repairs. All repairs necessary to restore the Premises to its original condition shall be: (a) commenced within thirty (30) days after the condition in which they were immediately prior to such damage or destruction. The net proceeds of any insurance recovered by reason occurrence of such damage or destruction damage; (b) performed in excess a diligent and workmanlike manner with material of at least the same quality utilized originally in the construction of the cost of adjusting the insurance claim and collecting the insurance proceeds Premises; (such excess being referred to herein as the "Net Insurance Proceeds"c) shall be held completed by any escrow agent which is reasonably acceptable to Landlord and Tenant; and the Net Insurance Proceeds shall be released for the purpose of paying the cost of restoring such improvements, buildings or garage. Such Net Insurance Proceeds shall be released to Tenant, or to Tenant's contractors, from time to time as the work progresses, pursuant to such requirements and limitations as may be reasonably acceptable to Tenant and Landlord and at Landlord's Mortgagee (if any), including, without limitation, lien waivers from each sole expense with a minimum of the contractors, subcontractors, materialmen and suppliers performing the work. If the Net Insurance Proceeds (less any applicable deductible) are insufficient to restore the Premises, Tenant shall be obligated to pay such deficiency and the amount of any such deductible. If the Net Insurance Proceeds (regardless of the amount thereof) exceed the full cost of the repair, rebuilding or replacement of the damaged buildings improvements or parking garage, then the amount of such excess Net Insurance Proceeds shall be paid to Landlord, provided, however, that in the event that Tenant believes that Tenant shall be able to restore the Premises for an amount less than the Net Insurance Proceeds available in connection therewith, Tenant shall notify Landlord prior to commencement of such repair or restoration interference with Tenant's proposals for repair or restoration and opportunities for cost-savingnormal business operations. If in Tenant's determination Landlord shall not have performed any of the above obligations in strict compliance therewith, then Tenant may, but shall not be requited to, undertake such obligations, and Landlord agrees that Landlord shall consider, all costs and not unreasonably withhold its consent to, an agreement for the retention of such cost savings expenses incurred by Tenant upon the completion of such repairs as a result thereof may be deducted from any rent or restorationother payment clue or to become due hereunder.

Damage. If the Premises are damaged in whole or part because of fire or other casualty or otherwise become not habitable (“Casualty”), or if the Premises are subject to a taking in connection with the exercise of any power of eminent domain, condemnation, or purchase under threat or in lieu thereof (any of the improvements foregoing, a “Taking”), then unless this Lease is terminated in accordance with Section 15.2 below, Landlord shall restore the Building and/or the Premises to substantially the same condition as existed immediately following completion of Tenant’s Work, or buildingsin the event of a partial Taking which affects the Building and the Premises, restore the remainder of the Building and the Premises not so Taken to substantially the same condition as is reasonably feasible. If, in Landlord’s reasonable judgment, any element of the Tenant-Insured Improvements can more effectively be restored as an integral part of Landlord’s restoration of the Building or the Premises, such restoration shall also be made by Landlord, but at Tenant’s sole cost and expense. Subject to rights of Mortgagees, Tenant Delays, Legal Requirements then in existence and to delays for adjustment of insurance proceeds or Taking awards, as the case may be, and instances of Landlord’s Force Majeure, Landlord shall substantially complete such restoration within one (1) year after Landlord’s receipt of all required permits therefor with respect to substantial reconstruction of at least 50% of the Building, or, within one hundred eighty (180) days after Landlord’s receipt of all required permits therefor in the case of restoration of less than 50% of the Building. Upon substantial completion of such restoration by Landlord, Tenant shall use diligent efforts to complete restoration of the Premises to substantially the same condition as existed immediately prior to such Casualty or Taking, as the case may be, as soon as reasonably possible. Tenant agrees to cooperate with Landlord in such manner as Landlord may reasonably request to assist Landlord in collecting insurance proceeds due in connection with any Casualty which affects the Premises or the Building. In no event shall Landlord be required to expend more than the Net (hereinafter defined) insurance proceeds Landlord receives for damage to the Premises and/or the Building or the Net Taking award attributable to the Premises and/or the Building. “Net” means the insurance proceeds or Taking award actually paid to Landlord (and not paid over to a Mortgagee) less all costs and expenses, including reasonable adjusters and attorney’s fees, of obtaining the same. Except as Landlord may elect pursuant to this Section 15.1, under no circumstances shall Landlord be required to repair any parking garage on damage to, or make any repairs to or replacements of, any Tenant-Insured Improvements. If part of the Premises shall be damaged or destroyed by fire or other casualty, Tenant, at Tenant's sole cost and expense, shall promptly and diligently proceed subject to adjust the loss with the insurance companies and arrange for the disbursement of insurance proceedsa Taking, and repairthis Lease is not terminated as provided in this Section 15, rebuild or replace such improvements, buildings, or parking garage, so as to restore the Premises to Rent payable hereunder during the condition in which they were immediately prior unexpired Term shall be reduced to such damage or destruction. The net proceeds of any insurance recovered by reason of such damage or destruction in excess of the cost of adjusting the insurance claim and collecting the insurance proceeds (such excess being referred to herein as the "Net Insurance Proceeds") shall be held by any escrow agent which is reasonably acceptable to Landlord and Tenant; and the Net Insurance Proceeds shall be released for the purpose of paying the cost of restoring such improvements, buildings or garage. Such Net Insurance Proceeds shall be released to Tenant, or to Tenant's contractors, from time to time as the work progresses, pursuant to such requirements and limitations extent as may be reasonably acceptable fair and reasonable under the circumstances and to Tenant and Landlord and Landlord's Mortgagee (if any), including, without limitation, lien waivers from each of the contractors, subcontractors, materialmen and suppliers performing the work. If the Net Insurance Proceeds (less any applicable deductible) are insufficient reflect Tenant’s diminished ability to restore use the Premises, Tenant shall be obligated to pay such deficiency and the amount of any such deductible. If the Net Insurance Proceeds (regardless of the amount thereof) exceed the full cost of the repair, rebuilding or replacement of the damaged buildings improvements or parking garage, then the amount of such excess Net Insurance Proceeds shall be paid to Landlord, provided, however, that in the event that Tenant believes that Tenant shall be able to restore the Premises for an amount less than the Net Insurance Proceeds available in connection therewith, Tenant shall notify Landlord prior to commencement of such repair or restoration with Tenant's proposals for repair or restoration and opportunities for cost-saving, and Landlord agrees that Landlord shall consider, and not unreasonably withhold its consent to, an agreement for the retention of such cost savings by Tenant upon the completion of such repairs or restoration.

Damage. If any of the improvements or buildings, including any parking garage on the Premises shall be are damaged or destroyed by fire or other casualtycause covered by Landlord's policy of fire insurance with extended coverage or other property damage insurance carried by Landlord, all damage to the structural portions of the Building required to be maintained by Landlord pursuant to this Lease shall be repaired by and at the expense of Landlord and the rent until such repairs shall have been made shall ▇▇▇▇▇ pro-rata according to the part of the Premises which is unusable by Tenant. However, if such damage was caused by the negligence of Tenant, at Tenant's sole cost and expenseits clients, shall promptly and diligently proceed to adjust the loss with the insurance companies and arrange for the disbursement of insurance proceedsinvitees, and repairlicensees, rebuild or replace such improvementsagents, buildingscontractors, or parking garageemployees, so as to restore the Premises to the condition in then all rentals shall be payable by Tenant during such period. Due allowance shall be made for reasonable delay which they were immediately prior to such damage or destruction. The net proceeds of any insurance recovered may arise by reason of such damage or destruction in excess adjustment of fire insurance on the cost part of adjusting the insurance claim and collecting the insurance proceeds (such excess being referred to herein as the "Net Insurance Proceeds") shall be held by any escrow agent which is reasonably acceptable to Landlord and Tenant; and the Net Insurance Proceeds shall be released for the purpose of paying the cost of restoring such improvements, buildings or garage. Such Net Insurance Proceeds shall be released to and/or Tenant, and for delay on account of "labor troubles" or to Tenant's contractors, from time to time as the work progresses, pursuant to such requirements and limitations as may be reasonably acceptable to Tenant and Landlord and any other cause beyond Landlord's Mortgagee control. If, however, the Premises are rendered wholly untenantable by fire or other cause, or Landlord shall decide not to rebuild the same, Landlord may, at its option, cancel and terminate this Lease by giving Tenant, within sixty (if any)60) days from the date of such damage, includingnotice in writing of its intention to cancel this Lease, without limitationwhereupon the term of this Lease shall cease and terminate upon the third day after such notice is given, lien waivers from each of the contractors, subcontractors, materialmen and suppliers performing the work. If the Net Insurance Proceeds (less any applicable deductible) are insufficient to restore the Premises, Tenant shall be obligated to pay such deficiency vacate the Premises and surrender the amount of any such deductible. If the Net Insurance Proceeds (regardless of the amount thereof) exceed the full cost of the repair, rebuilding or replacement of the damaged buildings improvements or parking garage, then the amount of such excess Net Insurance Proceeds shall be paid same to Landlord, providedbut in neither of the certain contingencies in this Section mentioned shall there be any liability on the part of Landlord to Tenant covering or in respect of any period during which the occupation of said Premises by Tenant may not be possible because of the matters hereinabove stated. If Landlord does not elect to terminate this Lease as provided above, however, that Landlord shall proceed in a commercially reasonable manner to repair the event that Tenant believes that Tenant shall be able portions of the Premises which Landlord is required to restore the Premises for an amount less than the Net Insurance Proceeds available in connection therewithaccordance with this Section and, Tenant shall notify Landlord prior to commencement of such repair or restoration with Tenant's proposals for repair or restoration and opportunities for cost-saving, and Landlord agrees that Landlord shall consider, and not unreasonably withhold its consent to, an agreement for the retention of such cost savings by Tenant upon the completion of such repairs or restorationrepairs, Tenant shall use diligent and commercially reasonable efforts to repair the portions of the Premises which are the responsibility of Tenant to insure under this Lease.

Damage. If the Premises are damaged in whole or part because of fire or other insured casualty (“Casualty”), or if the Premises are subject to a taking in connection with the exercise of any power of eminent domain, condemnation, or purchase under threat or in lieu thereof (any of the improvements or buildingsforegoing, including any parking garage a “Taking”), then unless this Lease is terminated in accordance with Section 15.2 below, Landlord shall restore the Building and/or the Premises to substantially the same condition as existed on the Commencement Date, or in the event of a partial Taking which affects the Building and the Premises, restore the remainder of the Building and the Premises not so Taken to substantially the same condition as is reasonably feasible. If, in Landlord’s reasonable judgment, any element of the Tenant-Insured Improvements can more effectively be restored as an integral part of Landlord’s restoration of the Building or the Premises, such restoration shall also be damaged or destroyed made by fire or other casualtyLandlord, Tenant, but at Tenant's ’s sole cost and expense. Subject to rights of Mortgagees, shall promptly any act or omission by Tenant and/or Tenant’s agents, servants, employees, contractors, subcontractors, licensees and/or subtenants (collectively with Tenant, the “Tenant Parties”) which causes an actual delay in the performance of Landlord’s restoration, Legal Requirements then in existence and diligently proceed to adjust the loss with the insurance companies and arrange delays for the disbursement adjustment of insurance proceedsproceeds or Taking awards, as the case may be, and repairinstances of Landlord’s Force Majeure, rebuild Landlord shall use commercially reasonable efforts to apply for any required permits within ninety (90) days of such Casualty or replace partial Taking and substantially complete such improvementsrestoration within one (1) year after Landlord’s receipt of such required permits therefor. Upon substantial completion of such restoration by Landlord, buildings, or parking garage, so as Tenant shall use diligent efforts to restore complete restoration of the Premises to substantially the same condition in which they were as existed immediately prior to such damage Casualty or destructionTaking, as the case may be, as soon as reasonably possible. The net proceeds of any insurance recovered by reason of ▇▇▇▇▇▇ agrees to cooperate with Landlord in such damage or destruction manner as Landlord may reasonably request to assist Landlord in excess of the cost of adjusting the insurance claim and collecting the insurance proceeds (such excess being referred to herein as the "Net Insurance Proceeds") shall be held by due in connection with any escrow agent Casualty which is reasonably acceptable to Landlord and Tenant; and the Net Insurance Proceeds shall be released for the purpose of paying the cost of restoring such improvements, buildings or garage. Such Net Insurance Proceeds shall be released to Tenant, or to Tenant's contractors, from time to time as the work progresses, pursuant to such requirements and limitations as may be reasonably acceptable to Tenant and Landlord and Landlord's Mortgagee (if any), including, without limitation, lien waivers from each of the contractors, subcontractors, materialmen and suppliers performing the work. If the Net Insurance Proceeds (less any applicable deductible) are insufficient to restore the Premises, Tenant shall be obligated to pay such deficiency and the amount of any such deductible. If the Net Insurance Proceeds (regardless of the amount thereof) exceed the full cost of the repair, rebuilding or replacement of the damaged buildings improvements or parking garage, then the amount of such excess Net Insurance Proceeds shall be paid to Landlord, provided, however, that in the event that Tenant believes that Tenant shall be able to restore affects the Premises for an amount less or the Building. In no event shall Landlord be required to expend more than the Net Insurance Proceeds available in connection therewith, Tenant shall notify (hereinafter defined) insurance proceeds Landlord prior receives (or amount of insurance proceeds Landlord would have received if Landlord had maintained the insurance required by this Lease) for damage to commencement of such repair the Premises and/or the Building or restoration with Tenant's proposals for repair or restoration and opportunities for cost-saving, and Landlord agrees that Landlord shall consider, and not unreasonably withhold its consent to, an agreement for the retention of such cost savings by Tenant upon Net Taking award attributable to the completion of such repairs or restoration.Premises and/or the Building. “

Damage. If any of the improvements or buildings, including any parking garage on the Demised Premises shall be damaged destroyed or destroyed damaged, in whole or in part, by fire or other casualtycasualty (a “Damage Event”), TenantTenant shall promptly notify Landlord when Tenant has knowledge of same, then Landlord shall, at Tenant's its sole cost and expense, shall promptly diligently repair and diligently proceed to adjust the loss with the insurance companies and arrange for the disbursement of insurance proceeds, and repair, rebuild or replace such improvements, buildings, or parking garage, so as to restore the Premises Building to substantially the condition in which they were immediately prior to the damage in such damage manner as to not, to the extent practicable, interfere with Tenant’s conduct of its business in the Demised Premises; provided that, in no event shall Landlord be required to repair or destruction. The net proceeds of any insurance recovered by reason of such damage or destruction in excess of restore the cost of adjusting the insurance claim and collecting the insurance proceeds (such excess being referred to herein as the "Net Insurance Proceeds") Tenant Property, which shall be held repaired and restored by any escrow agent which is reasonably acceptable to Tenant. At the request of ▇▇▇▇▇▇, Landlord and Tenant; and the Net Insurance Proceeds shall be released for the purpose of paying the cost of restoring such improvements, buildings or garage. Such Net Insurance Proceeds shall be released to Tenant, or to Tenant's contractorsshall, from time to time as time, promptly inform ▇▇▇▇▇▇ of the progress of ▇▇▇▇▇▇▇▇’s restoration work progressesand of the estimated date of completion of the same and otherwise consult with Tenant. Notwithstanding the generality of the foregoing, pursuant to such requirements and limitations as may be reasonably acceptable at Tenant’s election, provided that Landlord assigns to Tenant and all insurance proceeds payable to Landlord and Landlord's Mortgagee (if any)under the property insurance policy, including, without limitation, lien waivers from each of the contractors, subcontractors, materialmen and suppliers performing the work. If the Net Insurance Proceeds (less any applicable deductible) are insufficient Tenant may elect to restore the portion of the Demised Premises so damaged or destroyed to the same condition, as nearly as possible, as existed prior to such Damage Event in good faith, and with promptness and diligence. In such event, Landlord shall cooperate with Tenant in all ways necessary to expedite the restoration. From the time of any damage or destruction to the Building until the earlier to occur of (i) the date when Landlord redelivers possession of the Demised Premises (or the applicable portion thereof) to Tenant in the condition required above or (ii) or the date when Tenant resumes operations of its business in such portion of the Demised Premises, Rent shall be reduced in the proportion to the Rentable Area of the portion of the Demised Premises that is not usable or reasonably accessible by Tenant for the conduct of its business. Notwithstanding the generality of the foregoing, if (a) the Demised Premises are totally damaged or are rendered wholly untenantable, (b) if a reputable licensed engineer estimates that the period of time to restore the Demised Premises exceeds three hundred sixty (360) days from the date of such fire or other casualty or (c) there are less than twelve (12) months remaining in the Term and Tenant elects not to exercise its option to extend the Tenn, or no such option is remaining, then in either of such events, Tenant may, not later than ninety (90) days following the date of the damage, give Landlord a written notice terminating this Lease. If this Lease is so terminated, (a) the Tenn shall expire upon the date set forth in such notice, which shall not be less than thirty (30) days after such notice is given, and Tenant shall vacate the Demised Premises and surrender the same to Landlord no later than the date set forth in the notice, (b) Tenant’s liability for rent hereunder shall cease as of the date of the damage, (c) any prepaid Rent for any period after the date of the damage shall be obligated refunded by Landlord to pay Tenant, and (d) Landlord shall be entitled to collect all insurance proceeds of policies held by Landlord or Tenant providing coverage for alterations and other improvements to the Demised Premises. Landlord shall retain such deficiency proceeds from Tenant’s insurance only to the extent that Landlord performed or paid for such alterations and improvements, whether by contribution, offset or otherwise, and the amount of any such deductible. If the Net Insurance Proceeds (regardless of the amount thereof) exceed the full cost of the repair, rebuilding or replacement of the damaged buildings improvements or parking garage, then the amount balance of such excess Net Insurance Proceeds proceeds, if any, shall be paid to Landlord, provided, however, that in the event that Tenant believes that Tenant shall be able to restore the Premises for an amount less than the Net Insurance Proceeds available in connection therewith, Tenant shall notify Landlord prior to commencement of such repair or restoration with Tenant's proposals for repair or restoration and opportunities for cost-saving, and Landlord agrees that Landlord shall consider, and not unreasonably withhold its consent to, an agreement for the retention of such cost savings by Tenant upon the completion of such repairs or restoration.

Damage. (a) If any of the improvements or buildings, including any parking garage on the Leased Premises shall be is damaged or destroyed by fire or other casualtycatastrophe, Tenanteither party may take reasonable steps to secure undamaged property from theft and additional damage. (b) Except as provided in subsection (e), at Landlord shall repair all damage to the Leased Premises and the Building including the improvements installed by any tenant(s) of the Building. Landlord shall commence the repair as soon as reasonably possible after the damage and shall diligently prosecute the repair until completion. (c) Rent shall ▇▇▇▇▇ from the date of the damage to the earlier to occur of (i) the 30th day after the repair has been substantially completed and the entire Leased Premises are available to Tenant and suitable for the Intended Uses; or (ii) the date Tenant resumes operation of its business throughout the entire Leased Premises. If the Leased Premises are repaired such that they are partially tenantable and Tenant determines to operate from the tenantable portion, Rent shall ▇▇▇▇▇ only to the extent to and in proportion with the portion of the Building that is not reasonably usable for the operation of Tenant's sole business consistent with Tenant's past practice. (i) Notwithstanding the foregoing, except as provided in subsection (e), if Landlord fails to substantially complete the repair within 180 days of the date the damage occurs, or if the damage occurs in the last 36 months of the term, Tenant may elect to terminate the Lease and surrender the Leased Premises to Landlord. If Landlord has not substantially completed the repairs within 180 days of the date the damage occurred and if Tenant terminates this Lease pursuant to this subsection (d), Landlord agrees to immediately pay Tenant the then unamortized cost of Tenant's investment in the Leased Premises as of the date Tenant elects to terminate the Lease, and expenseLandlord's obligation shall survive the termination of the Lease. This Section shall govern in lieu of Section 227 of the Real Property Law. (ii) The following is an example of amortization; it is not intended to create or limit rights pursuant to this Lease. If X invests $100 in a leased premises on or before the commencement of the term of a 10 year lease, the investment would be amortized over the term at the rate of $10.00 per year. If X invests $800 as of the end of the second year of a 10 year lease, the investment is amortized over the remainder of the term at the rate of $100 per year. As of the end of the sixth year of the lease, the then unamortized amount of X's investment is $40 plus $400 for a total of $440. (e) If the Leased Premises is damaged by fire or other catastrophe and Landlord has not yet physically commenced the repair in a bona fide manner (excluding securing of damaged property in accordance with subsection (a)), Tenant may request Landlord approve Tenant's performance of the repair of the damage in Landlord's stead. Landlord shall promptly not unreasonably withhold its approval. Tenant shall not be deemed to have made such request unless Tenant sends written notice of the request to Landlord. If Tenant requests Landlord's approval to repair the damage, and Landlord approves, Tenant and not Landlord shall perform Landlord's repair obligations pursuant to subsection (b), and Tenant shall be deemed to have waived its right to terminate the Lease pursuant to the preceding subsection (d) as a result of the particular fire or other catastrophe or the failure to complete its repair (but not as to any subsequent fire or catastrophe). If Tenant repairs the damage pursuant to this subsection (e), Tenant shall commence the repair as soon as practicable after Landlord has approved performance by the Tenant and shall diligently proceed prosecute the repair until it has been completed. If Tenant performs the repair, Landlord agrees to adjust the loss with the insurance companies and arrange pay Tenant for the disbursement of insurance proceedscosts paid or incurred by Tenant in performing the repair on or before the fifteenth day after Tenant has sent a statement requesting the reimbursement including bills or other documents reasonably supporting the request. This includes all costs and expenses for all labor, materials, overhead, contractor profit, and all other costs and expenses paid or incurred by Tenant for the repair including the amounts paid or incurred with respect to any contractors hired by Tenant to perform the work. After the commencement of the repair, rebuild Tenant may ▇▇▇▇ Landlord periodically or replace such improvementsfrom time to time for costs and expenses paid or incurred by Tenant through the date of the statement. A payment shall be due Tenant on or before the fifteenth day after Tenant has sent Landlord a statement requesting the payment. If Tenant performs repairs in accordance with this subsection (e), buildings, Landlord shall cause any mortgagee of any interest in the Land and/or Building to apply any insurance proceeds in its possession arising from insurance maintained by or parking garage, so as on behalf of Landlord to restore the Premises be promptly paid directly to the condition in which they were immediately prior Tenant on Landlord's behalf to such damage the extent necessary to satisfy Landlord's payment obligations pursuant to this Lease, but Landlord's payment or destruction. The net performance obligations shall not be deemed limited to the proceeds of any insurance recovered policy maintained by reason or on behalf of such damage Landlord. (f) Notwithstanding anything in subsection (e) to the contrary, if Landlord fails to commence, continuously prosecute the performance with due diligence, or destruction in excess of the cost of adjusting the insurance claim and collecting the insurance proceeds (such excess being referred to herein as the "Net Insurance Proceeds") shall be held by any escrow agent which is reasonably acceptable to Landlord and Tenant; complete a repair, and the Net Insurance Proceeds shall be released for failure becomes an Event of Default, Tenant may nevertheless exercise its remedies pursuant to this Lease including performing the purpose of paying the cost of restoring such improvements, buildings or garage. Such Net Insurance Proceeds shall be released repair at Landlord's expense and on Landlord's behalf in order to Tenant, or to cure Landlord's default and including Tenant's contractors, from time to time as the work progresses, other rights and remedies pursuant to such requirements and limitations as may be reasonably acceptable to Tenant and Landlord and Landlord's Mortgagee (if any), including, without limitation, lien waivers from each of the contractors, subcontractors, materialmen and suppliers performing the work. If the Net Insurance Proceeds (less any applicable deductible) are insufficient to restore the Premises, Tenant shall be obligated to pay such deficiency and the amount of any such deductible. If the Net Insurance Proceeds (regardless of the amount thereof) exceed the full cost of the repair, rebuilding or replacement of the damaged buildings improvements or parking garage, then the amount of such excess Net Insurance Proceeds shall be paid to Landlord, provided, however, that in the event that Tenant believes that Tenant shall be able to restore the Premises for an amount less than the Net Insurance Proceeds available in connection therewith, Tenant shall notify Landlord prior to commencement of such repair or restoration with Tenant's proposals for repair or restoration and opportunities for cost-saving, and Landlord agrees that Landlord shall consider, and not unreasonably withhold its consent to, an agreement for the retention of such cost savings by Tenant upon the completion of such repairs or restorationSection 13.2.

Damage. If the Premises are damaged in whole or part because of fire or other insured casualty (“Casualty”), or if the Premises are subject to a taking in connection with the exercise of any power of eminent domain, condemnation, or purchase under threat or in lieu thereof (any of the improvements or buildingsforegoing, including any parking garage on a “Taking”), then unless this Lease is terminated in accordance with Section 15.2 below, Landlord shall restore the Building and/or the Premises to substantially the same condition as existed immediately following completion of Landlord’s Work, or in the event of a partial Taking which affects the Building and the Premises, restore the remainder of the Building and the Premises not so Taken to substantially the same condition as is reasonably feasible. If, in Landlord’s reasonable judgment, any element of the Tenant-Insured Improvements can more effectively be restored as an integral part of Landlord’s restoration of the Building or the Premises, such restoration shall also be damaged or destroyed made by fire or other casualtyLandlord, Tenant, but at Tenant's ’s sole cost and expense. Subject to rights of Mortgagees, shall promptly Tenant Delays, Legal Requirements then in existence and diligently proceed to adjust the loss with the insurance companies and arrange delays for the disbursement adjustment of insurance proceedsproceeds or Taking awards, as the case may be, and repairinstances of Landlord’s Force Majeure, rebuild or replace Landlord shall substantially complete such improvements, buildings, or parking garage, so as to restore restoration within the Premises to the condition in which they were immediately prior to such damage or destruction. The net proceeds of any insurance recovered time period originally estimated by reason of such damage or destruction in excess of the cost of adjusting the insurance claim and collecting the insurance proceeds (such excess being referred to herein as the "Net Insurance Proceeds") shall be held by any escrow agent which is reasonably acceptable to Landlord and Tenant; and the Net Insurance Proceeds shall be released for the purpose of paying the cost of restoring such improvements, buildings or garage. Such Net Insurance Proceeds shall be released to Tenant, or to Tenant's contractors, from time to time as the work progresses, pursuant to such requirements and limitations as may be reasonably acceptable to Tenant and Landlord and Landlord's Mortgagee (if any), including, without limitation, lien waivers from each of the contractors, subcontractors, materialmen and suppliers performing the work. If the Net Insurance Proceeds (less any applicable deductible) are insufficient to restore the Premises, Tenant shall be obligated to pay such deficiency and the amount of any such deductible. If the Net Insurance Proceeds (regardless of the amount thereof) exceed the full cost of the repair, rebuilding or replacement of the damaged buildings improvements or parking garage, then the amount of such excess Net Insurance Proceeds shall be paid to Landlord, provided, however, that in the event that Tenant believes that Tenant shall be able to restore the Premises for an amount less than the Net Insurance Proceeds available in connection therewith, Tenant shall notify Landlord prior to commencement of such repair or restoration with Tenant's proposals for repair or restoration and opportunities for cost-saving, and Landlord agrees that Landlord shall consider, and not unreasonably withhold its consent to, an agreement for the retention of such cost savings by Tenant upon the restoration. Upon substantial completion of such restoration by Landlord, Tenant shall use diligent efforts to complete restoration of the Premises to substantially the same condition as existed immediately prior to such Casualty or Taking, as the case may be, as soon as reasonably possible. ▇▇▇▇▇▇ agrees to cooperate with Landlord in such manner as Landlord may reasonably request to assist Landlord in collecting insurance proceeds due in connection with any Casualty which affects the Premises or the Building. In no event shall Landlord be required to expend more than the Net (hereinafter defined) insurance proceeds Landlord receives for damage to the Premises and/or the Building or the Net Taking award attributable to the Premises and/or the Building. “Net” means the insurance proceeds or Taking award actually paid to Landlord (and not paid over to a Mortgagee) less all costs and expenses, including adjusters and attorney’s fees, of obtaining the same. In the Operating Year in which a Casualty occurs, there shall be included in Operating Costs Landlord’s deductible under its property insurance policy. Except as Landlord may elect pursuant to this Section 15.1, under no circumstances shall Landlord be required to repair any damage to, or make any repairs to or restorationreplacements of, any Tenant-Insured Improvements.

Damage. If any of 22.1 In the improvements or buildings, including any parking garage on event the Premises or the Building, or any portion thereof, shall be damaged or destroyed by fire or other casualty, which damage substantially interferes with Tenant’s use of the Premises, this Lease shall terminate one hundred eighty (180) days after the date of such damage, unless ▇▇▇▇▇▇ receives written notice from Landlord within thirty (30) days after the occurrence of such damage that Landlord will repair said damage within such period of time, in which case this Lease shall continue in full force and effect. If this Lease is terminated pursuant to this Section, Rent shall be prorated as of the date of the casualty event and the Security Deposit shall be returned to Tenant, at Tenant's sole cost and expense, shall promptly and diligently proceed to adjust the loss with the insurance companies and arrange for the disbursement of insurance proceedsless any offsets permitted hereunder, and repairall rights and obligations under this Lease shall cease and terminate, rebuild or replace such improvements, buildings, or parking garage, so except as to restore those that are stated herein to survive expiration of the Lease Term or termination of this Lease. 22.1 [Intentionally omitted]. 22.3 In the event of any damage to the Building or the Premises to the condition extent that repairs will not be completed within one hundred eighty (180) days after the date of such damage, or in the event the Project shall be damaged to the extent of twenty-five percent (25%) or more of the replacement aggregate cost thereof, either Landlord or Tenant may elect to terminate this Lease upon written notice to the other party of such election within ninety (90) days after the occurrence of the event causing the damage. Rent and all other costs shall be equitably abated for the period during which they were immediately prior the Premises are untenantable. To the extent and during the time that only a portion of the Premises are tenantable and to the extent that Tenant is able to conduct its business therefrom in a reasonable, prudent, and businesslike manner without interference, Tenant will receive a fair diminution of Rent based on an estimated percentage of unusable space in the Premises. 22.4 Landlord’s repairs pursuant to the provisions of this Article, if any, shall be limited to such damage repairs as are necessary to place the Project, Building or destruction. The net proceeds Premises in the condition existing on the Commencement Date, and when placed in such condition the Project, Building and Premises shall be deemed restored and rendered tenantable and Tenant, at its sole expense, shall immediately perform, in accordance with the provisions of Article 14 hereof, entitled “Alterations; Mechanic’s Liens,” any insurance recovered by reason of such damage additional work required and repair or destruction replace its stock in excess of the cost of adjusting the insurance claim trade, fixtures, furniture, furnishings and collecting the equipment. 22.5 All insurance proceeds (such excess being referred to herein as the "Net Insurance Proceeds") shall be held by payable under any escrow agent which is reasonably acceptable to Landlord and Tenant; and the Net Insurance Proceeds shall be released for the purpose of paying the cost of restoring such improvements, buildings or garage. Such Net Insurance Proceeds shall be released to Tenant, or to Tenant's contractors, from time to time as the work progresses, pursuant to such requirements and limitations as may be reasonably acceptable to Tenant and Landlord and Landlord's Mortgagee (if any), including, without limitation, lien waivers from each of the contractors, subcontractors, materialmen and suppliers performing the work. If the Net Insurance Proceeds (less any applicable deductible) are insufficient to restore the Premises, Tenant shall be obligated to pay such deficiency and the amount of any such deductible. If the Net Insurance Proceeds (regardless of the amount thereof) exceed the full cost of the repair, rebuilding or replacement of the damaged buildings improvements or parking garage, then the amount of such excess Net Insurance Proceeds fire and/or rental interruption insurance shall be paid solely to Landlord, provided, however, that in the event that Tenant believes that and Tenant shall have no interest therein. Insurance proceeds for Tenant’s separate insured interest, such as renter’s insurance or business interruption insurance, shall be able payable to restore the Premises for an amount less than the Net Insurance Proceeds available in connection therewith, Tenant. Tenant shall notify Landlord prior in no case be entitled to commencement compensation for damages on account of such repair any annoyance or restoration with Tenant's proposals for repair or restoration and opportunities for cost-savinginconvenience in making repairs under any provision of this Lease. 22.6 Except to the extent provided in this Article, and Landlord agrees that Landlord shall consider, and not unreasonably withhold its consent to, an agreement for neither the retention of such cost savings Rent payable by Tenant upon nor any of Tenant’s obligations under any provision of this Lease shall be affected by any damage to or destruction of the completion of such repairs Project, Building or restorationPremises, or any portion thereof, by any cause whatsoever.

Damage. If any of 12.01 INSURED LOSS shall herein mean damage or destruction which was caused by an event required to be covered by the improvements or buildings, including any parking garage on insurance described in Section 11. 12.02 In the Premises shall be event the Building is damaged or destroyed by fire or other casualtyto the extent of less than fifty percent (50%) of the replacement value thereof, TenantLandlord, at Tenant's its sole cost and expense, shall promptly and diligently unless it elects to terminate this Lease pursuant to this Section 12, will proceed with reasonable speed to adjust the loss with the insurance companies and arrange for the disbursement of insurance proceeds, and repair, rebuild or replace such improvements, buildings, or parking garage, so as to restore repair the Premises or the Building, as the case may be (i) to a condition substantially equal to the condition in which they were of the Premises or the Building existing immediately prior to such damage or destruction, (ii) pursuant to all applicable requirements of law and duly constituted governmental authority, and (iii) in the case of the Premises, in accordance with specifications, working plans and drawings prepared by Landlord, at its sole cost and expense, and approved in advance by Tenant, which appeal shall not be unreasonably withheld or delayed. The net building insurance proceeds under the policies maintained by Tenant shall be applied toward the cost of all repairs and restoration Landlord is required to make under this Section 12.02 and such repairs and restoration proceeds shall be available to the Landlord to facilitate such repairs and restoration of the Premises Tenant shall reimburse Landlord for any amounts not covered by the insurance recovered proceeds. In the event the Building is damaged or destroyed to the extent of more than fifty percent (50%) of the replacement value thereof, Landlord will have the right to elect to demolish, rebuild or reconstruct the Building if it is damaged by reason fire or other casualty and, if Landlord so elects, whether or not the Premises have been damaged, this Lease may be terminated by Landlord upon written notice to the Tenant and the rent will be adjusted to the date of the fire or other casualty. In the event of the Building is damaged or destroyed to the extent of more than fifty percent (50%) of the replacement value thereof, Tenant shall have the right to terminate the Lease, by written notice, and the rent will be adjusted to the date of the fire or other casualty. If such damage makes the Premises untenantable and was not caused by any act, neglect or default of Tenant, its servants, agents, employees, visitors or licensees, there will be an equitable abatement of rent for the period during which and to the extent that the Premises are untenantable and until Landlord fully repairs and restores the Premises and the Building to a condition substantially equal to the condition thereof which existed immediately prior to that fire or other casualty (or to the condition otherwise approved by Tenant). If repair of the Premises is delayed by Tenant's failure to adjust its own insurance claim, there will be no abatement of rent for the period of such delay. Notwithstanding anything to the contrary contained herein, in the event Landlord has not completed the repairs and restoration of the Premises and/or the Building within eight (8) months after the date such damage and such delay is not the result of Tenant's failure to provide the necessary insurance proceeds to repair such damage or destruction, then Tenant, at its option, may cancel and terminate this Lease upon ten (10) days written notice to Landlord. Further, if the Building shall be damaged or destroyed to the extent of more than thirty-five percent (35%) of the replacement cost thereof within twenty-four (24) months of the expiration of the Term of this Lease, as the same may have been extended, either Landlord or Tenant shall have the right to terminate this Lease as of the date of such damage or destruction in excess by giving written notice to the other party within thirty (30) days following such damage or destruction, unless Tenant, within thirty (30) days following the receipt of such notice from Landlord shall exercise an option to extend the cost Term of adjusting the insurance claim and collecting the insurance proceeds (such excess being referred this Lease pursuant to herein as the "Net Insurance Proceeds") shall be held by any escrow agent which Section 2 hereof. If this Lease is reasonably acceptable terminated pursuant to this Section 12, Landlord and Tenant; and the Net Insurance Proceeds Tenant shall each be released for from its respective liability and obligations hereunder accruing from and after the purpose of paying the cost of restoring such improvements, buildings or garage. Such Net Insurance Proceeds shall be released to Tenant, or to Tenant's contractors, from time to time as the work progresses, pursuant to such requirements and limitations as may be reasonably acceptable to Tenant and Landlord and Landlord's Mortgagee (if any), including, without limitation, lien waivers from each of the contractors, subcontractors, materialmen and suppliers performing the work. If the Net Insurance Proceeds (less any applicable deductible) are insufficient to restore the Premises, Tenant shall be obligated to pay such deficiency and the amount of any such deductible. If the Net Insurance Proceeds (regardless of the amount thereof) exceed the full cost of the repair, rebuilding or replacement of the damaged buildings improvements or parking garage, then the amount date of such excess Net Insurance Proceeds shall be paid to Landlord, provided, however, that in the event that Tenant believes that Tenant shall be able to restore the Premises for an amount less than the Net Insurance Proceeds available in connection therewith, Tenant shall notify Landlord prior to commencement of such repair damage or restoration with Tenant's proposals for repair or restoration and opportunities for cost-saving, and Landlord agrees that Landlord shall consider, and not unreasonably withhold its consent to, an agreement for the retention of such cost savings by Tenant upon the completion of such repairs or restorationdestruction.

Damage. If the Premises or any portion of the Building that materially adversely affects Tenant’s access to or use of the Premises are damaged in whole or part because of fire or other insured casualty (“Casualty”), or if the Premises or any portion of the Building that materially adversely affects Tenant’s access to or use of the Premises are subject to a taking in connection with the exercise of any power of eminent domain, condemnation, or purchase under threat or in lieu thereof (any of the improvements or buildingsforegoing, including any parking garage on a “Taking”), then unless this Lease is terminated in accordance with Section 14.2 below, Landlord shall restore the Building and the portions of the Premises shall be damaged constituting Landlord-Insured Improvements to substantially the same condition as existed immediately following completion of Landlord’s Work, or destroyed by fire in the event of a partial Taking which affects the Building and the Premises, restore the remainder of the Building and the Premises not so Taken to substantially the same condition as is reasonably feasible. In the event that neither party terminates this Lease pursuant to Section 14.2 below, then, subject to rights of the holders of any mortgages, the lessors under any ground leases or other casualtythe Air Rights Lease, TenantTenant Delays, at Tenant's sole cost Legal Requirements then in existence and expense, shall promptly and diligently proceed to adjust the loss with the insurance companies and arrange delays for the disbursement adjustment of insurance proceedsproceeds or Taking awards, as the case may be, and repairinstances of Force Majeure, rebuild or replace Landlord shall commence such improvementsrestoration promptly receipt of all required permits therefor. Upon substantial completion of such restoration by Landlord, buildings, or parking garage, so as Tenant shall use diligent efforts to restore complete restoration of the Premises to substantially the same condition in which they were as existed immediately prior to such damage Casualty or destruction. The net proceeds of any insurance recovered by reason of such damage or destruction in excess of the cost of adjusting the insurance claim and collecting the insurance proceeds (such excess being referred to herein Taking, as the "Net Insurance Proceeds") shall be held by any escrow agent which is case may be, as soon as reasonably acceptable to Landlord and Tenant; and possible in accordance with the Net Insurance Proceeds shall be released for the purpose terms of paying the cost of restoring such improvementsArticle IX, buildings or garage. Such Net Insurance Proceeds shall be released to Tenantand, or to Tenant's contractors, from time to time as the work progresses, pursuant to such requirements and limitations as may be reasonably acceptable to Tenant and Landlord and Landlord's Mortgagee (if any), including, without limitation, lien waivers from each of the contractors, subcontractors, materialmen and suppliers performing the work. If the Net Insurance Proceeds (less any applicable deductible) are insufficient to restore the Premises, Tenant shall be obligated to pay such deficiency and the amount of any such deductible. If the Net Insurance Proceeds (regardless of the amount thereof) exceed the full cost of the repair, rebuilding or replacement of the damaged buildings improvements or parking garage, then the amount of such excess Net Insurance Proceeds shall be paid to Landlord, provided, however, that in the event that Tenant believes that Tenant shall be able to restore the Premises for an amount less than the Net Insurance Proceeds available in connection therewith, Tenant shall notify Landlord prior to commencement of such repair or restoration with Tenant's proposals for repair or restoration and opportunities for cost-saving, and Landlord agrees that Landlord shall consider, release to Tenant for Tenant’s restoration of the Premises any insurance proceeds if and to the extent received by Landlord from Tenant’s insurer under Tenant’s Property Insurance. Landlord and Tenant agree to cooperate with each other in such manner as a party may reasonably request to assist such party in collecting insurance proceeds due in connection with any Casualty which affects the Premises or the Building. In no event shall Landlord be required to expend more than the greater of (a) Five Million Dollars ($5,000,000.00) (“Landlord’s Casualty Contribution”) and (b) the Net (hereinafter defined) insurance proceeds Landlord receives for damage to the Premises and/or the Building or the Net Taking award attributable to the Premises and/or the Building. “Net” means the insurance proceeds or Taking award actually paid to Landlord (and not unreasonably withhold its consent paid over to the holder of any mortgagee) less all costs and expenses, including adjusters and attorney’s fees, of obtaining the same. Except as Landlord may elect pursuant to this Section 14.1, under no circumstances shall Landlord be required to repair any damage to, an agreement for the retention of such cost savings by Tenant upon the completion of such or make any repairs to or restorationreplacements of, any Tenant-Insured Improvements.

Damage. (a) If any of the improvements Building, Land or buildings, including any parking garage on the Premises shall be are damaged or destroyed by fire or other casualty, Tenantand this Lease is not terminated, as provided in clause 14(b) below, Landlord shall repair the damage at Tenant's sole cost and expense, shall promptly and diligently proceed no expense to adjust the loss with the insurance companies and arrange for the disbursement of insurance proceeds, and repair, rebuild or replace such improvements, buildings, or parking garage, so as to restore the Premises Tenant to the condition in which they were immediately prior to such damage or destruction. The net proceeds of any insurance recovered by reason of such damage or destruction in excess extent of the cost of adjusting the insurance claim and collecting the insurance proceeds (such excess being referred Base Building Improvements, as described herein, with reasonable promptness after notice to herein as the "Net Insurance Proceeds") shall be held by any escrow agent which is reasonably acceptable to Landlord and Tenant; and the Net Insurance Proceeds shall be released for the purpose of paying the cost of restoring such improvements, buildings or garage. Such Net Insurance Proceeds shall be released to Tenant, or to Tenant's contractors, from time to time as the work progresses, pursuant to such requirements and limitations as may be reasonably acceptable to Tenant and Landlord and Landlord's Mortgagee (if any), including, without limitation, lien waivers from each it of the contractors, subcontractors, materialmen and suppliers performing the work. If the Net Insurance Proceeds (less any applicable deductible) are insufficient to restore the Premises, Tenant shall be obligated to pay such deficiency and the amount of any such deductible. If the Net Insurance Proceeds (regardless of the amount thereof) exceed the full cost of the repair, rebuilding or replacement of the damaged buildings improvements or parking garage, then the amount of such excess Net Insurance Proceeds shall be paid to Landlord, damage; provided, however, that Landlord shall not be required to repair or replace any of Tenant’s property or any alterations made by Tenant in the Premises, including the Tenant Improvements. In such event, Landlord shall provide to Tenant an amount equal to the Tenant Allowance and other similar allowances provided by Landlord to Tenant hereunder to improve and build-out space as a part of expansions of the space leased by Tenant under this Lease, to be disbursed as described herein, and Rent shall ▇▇▇▇▇ for the Premises, or portions thereof, from the date of the damage until the earlier date to occur of: (i) the date Tenant occupies any portion of the Premises for the purposes of conducting its business therein (as to such portion only), or (ii) if four (4) or less floors of the Premises are damaged by the casualty, one hundred twenty (120) days after Landlord has substantially completed the restoration of the Base Building Improvements and provides access to the Premises to Tenant so that work on Tenant Improvements can commence therein, with Tenant having an additional fifteen (15) days prior to Rent commencement under such circumstances for every additional floor so damaged by the casualty in question so that restoration thereof is required; provided, however, if one of the floors damaged in such casualty is the 20th floor of the Building, then Tenant shall have, as to that floor only, an additional thirty (30) days after Landlord turns over such space to Tenant in accordance with the above, prior to Rent commencement for such floor. All of the Rent commencement dates set forth above shall be extended by Landlord Delay and Tenant Force Majeure Items. Tenant shall have the right to work on the damaged areas of the Premises at the same time Landlord is working on the damaged areas of the Building and each shall cause its respective contractor to cooperate with one another in such efforts. (b) If the Building, Land or Premises are substantially damaged by fire or other casualty, Landlord may terminate this Lease by notice to Tenant within forty-five (45) days after the date of the damage and this Lease shall terminate upon the thirtieth (30th) day after such notice by which date Tenant shall vacate and surrender the Premises to Landlord; provided, however, Landlord may terminate this Lease in such circumstances only if Landlord terminates all other leases in the Building which Landlord has the right to terminate. If this Lease is terminated by Landlord in accordance with this clause 14(b), Tenant shall not be responsible for any Rent allocable to the period commencing after the date of the damage, and Landlord shall refund to Tenant any Rent paid by Tenant allocable to such period along with the notice of termination. The Building, Land or Premises (whether or not the Premises are damaged) shall be deemed substantially damaged if (1) Landlord is required to expend for repairs more than forty-five percent (45%) of the replacement value of the Building immediately prior to the damage, or (2) repair by Landlord in the manner set forth in clause 14(a) above, is not possible in accordance with Landlord’s reasonable estimate, within one hundred eighty (180) days following the date of the damage. (c) If the Building, Land or Premises are damaged by fire or other casualty and this Lease has not been terminated and Landlord does not substantially complete the repair or restoration of the Building, Land or Premises to the extent required under clause 14(a) above within (x) one hundred eighty (180) days after the date of the casualty, or (y) such longer period as Tenant accepts, Tenant may terminate this Lease by notice to Landlord given at any time after the end of the one hundred eighty (180) day or longer period, as applicable. If the completion of repairs is delayed by Tenant or Tenant’s Representatives, the foregoing one hundred eighty (180) day or longer period, as applicable, shall be extended to the extent of such delay. Termination shall be effective thirty (30) days after such notice is given unless Landlord shall substantially complete the repair or restoration within the thirty (30) day period, in which case Tenant’s notice of termination shall be deemed withdrawn. If this Lease is terminated by Tenant in accordance with this clause 14(c), the Rent shall be equitably ▇▇▇▇▇ from the date of damage until the date of termination. This Section 14 is intended to provide the only remedies available to Tenant for damage caused by casualty and, therefore, to the extent permitted by law, Tenant waives the provision of any Laws which would provide alternative or additional remedies in the event that Tenant believes that Tenant shall be able to restore the Premises for an amount less than the Net Insurance Proceeds available in connection therewith, Tenant shall notify Landlord prior to commencement of such repair or restoration with Tenant's proposals for repair or restoration and opportunities for cost-saving, and Landlord agrees that Landlord shall consider, and not unreasonably withhold its consent to, an agreement for the retention of such cost savings by Tenant upon the completion of such repairs or restorationdamage.

Damage. If the Premises are damaged in whole or part because of fire or other casualty (“Casualty”), or if the Premises are subject to a taking in connection with the exercise of any power of eminent domain, condemnation, or purchase under threat or in lieu thereof (any of the improvements or buildingsforegoing, including any parking garage on a “Taking”), then unless this Lease is terminated in accordance with Section 14.2 below, Landlord shall restore the Building and/or the Premises to substantially the same condition as existed immediately following completion of Landlord’s Work, or in the event of a partial Taking which affects the Building and the Premises, restore the remainder of the Building and the Premises not so Taken to substantially the same condition as is reasonably feasible. If, in Landlord’s reasonable judgment, any element of the Tenant-Insured Improvements can more effectively be restored as an integral part of Landlord’s restoration of the Building or the Premises, such restoration shall also be damaged or destroyed made by fire or other casualtyLandlord, Tenant, but at Tenant's ’s sole cost and expense. Subject to rights of the holders of any mortgages, shall promptly the lessors under any ground leases, Tenant Delays, Legal Requirements then in existence and diligently proceed to adjust the loss with the insurance companies and arrange delays for the disbursement adjustment of insurance proceedsproceeds or Taking awards, as the case may be, and repairinstances of Force Majeure, rebuild Landlord shall substantially complete such restoration within fifteen (15) months after the Casualty or replace Taking with respect to substantial reconstruction of at least fifty percent (50%) of the Building, or, within two hundred seventy (270) days after the Casualty or Taking in the case of restoration of less than fifty percent (50%) of the Building. Upon substantial completion of such improvementsrestoration by Landlord, buildings, or parking garage, so as Tenant shall use diligent efforts to restore complete restoration of the Premises to substantially the same condition in which they were as existed immediately prior to such damage Casualty or destructionTaking, as the case may be, as soon as reasonably possible. The net proceeds of any insurance recovered by reason of Tenant agrees to cooperate with Landlord in such damage or destruction manner as Landlord may reasonably request to assist Landlord in excess of the cost of adjusting the insurance claim and collecting the insurance proceeds (such excess being referred to herein as the "Net Insurance Proceeds") shall be held by due in connection with any escrow agent Casualty which is reasonably acceptable to Landlord and Tenant; and the Net Insurance Proceeds shall be released for the purpose of paying the cost of restoring such improvements, buildings or garage. Such Net Insurance Proceeds shall be released to Tenant, or to Tenant's contractors, from time to time as the work progresses, pursuant to such requirements and limitations as may be reasonably acceptable to Tenant and Landlord and Landlord's Mortgagee (if any), including, without limitation, lien waivers from each of the contractors, subcontractors, materialmen and suppliers performing the work. If the Net Insurance Proceeds (less any applicable deductible) are insufficient to restore the Premises, Tenant shall be obligated to pay such deficiency and the amount of any such deductible. If the Net Insurance Proceeds (regardless of the amount thereof) exceed the full cost of the repair, rebuilding or replacement of the damaged buildings improvements or parking garage, then the amount of such excess Net Insurance Proceeds shall be paid to Landlord, provided, however, that in the event that Tenant believes that Tenant shall be able to restore affects the Premises for an amount less or the Building. In no event shall Landlord be required to expend more than the Net Insurance Proceeds available in connection therewith, Tenant shall notify (hereinafter defined) insurance proceeds Landlord prior receives for damage to commencement of such repair the Premises and/or the Building or restoration with Tenant's proposals for repair or restoration and opportunities for cost-saving, and Landlord agrees that Landlord shall consider, and not unreasonably withhold its consent to, an agreement for the retention of such cost savings by Tenant upon Net Taking award attributable to the completion of such repairs or restoration.Premises and/or the Building. “

Damage. If the Premises are damaged in whole or part because of fire or other insured casualty (“Casualty”), or if the Premises are subject to a taking in connection with the exercise of any power of eminent domain, condemnation, or purchase under threat or in lieu thereof (any of the improvements foregoing, a “Taking”), then unless this Lease is terminated in accordance with Section 15.2 below, Landlord shall restore the base Building to substantially the same condition as existed upon issuance of the certificate of occupancy therefor, or buildingsin the event of a partial Taking which affects the Building and the Premises, including any parking garage on restore the remainder of the Building and the Premises shall be damaged not so Taken to substantially the same condition as is reasonably feasible. Subject to delays due to any act or destroyed omission by fire or other casualtyany of the Tenant Parties which causes an actual delay in the performance of Landlord’s obligations (a “Tenant Delay”), Tenantand subject further to rights of Mortgagees, at Tenant's sole cost Legal Requirements then in existence and expense, shall promptly and diligently proceed to adjust the loss with the insurance companies and arrange delays for the disbursement adjustment of insurance proceedsproceeds or Taking awards, and repairas the case may be, rebuild or replace Landlord shall use diligent efforts to substantially complete such improvementsrestoration within one (1) year after ▇▇▇▇▇▇▇▇’s receipt of all required permits therefor. Upon substantial completion of such restoration by Landlord, buildings, or parking garage, so Tenant shall use diligent efforts to complete restoration of all Tenant-Insured Improvements to substantially the same condition as to restore the Premises to the condition in which they were existed immediately prior to such Casualty or Taking, as the case may be, as soon as reasonably possible. ▇▇▇▇▇▇ agrees to cooperate with Landlord in such manner as Landlord may reasonably request to assist Landlord in collecting insurance proceeds due in connection with any Casualty which affects the Premises or the Building. In no event shall Landlord be required to expend more than the Net (hereinafter defined) insurance proceeds Landlord receives for damage to the Premises and/or the Building or destructionthe Net Taking award attributable to the Premises and/or the Building. The net proceeds of any insurance recovered by reason of such damage or destruction in excess of the cost of adjusting the insurance claim and collecting “Net” means the insurance proceeds or Taking award actually paid to Landlord (such excess being referred and not paid over to herein as a Mortgagee) less all costs and expenses, including adjusters and attorney’s fees, of obtaining the "Net Insurance Proceeds") same. In the fiscal year in which a Casualty occurs, there shall be held by included in Operating Costs Landlord’s deductible under its property insurance policy. Except as Landlord may elect pursuant to this Section 15.1, under no circumstances shall Landlord be required to repair any escrow agent which is reasonably acceptable to Landlord and Tenant; and the Net Insurance Proceeds shall be released for the purpose of paying the cost of restoring such improvements, buildings or garage. Such Net Insurance Proceeds shall be released to Tenantdamage to, or make any repairs to or replacements of, any Tenant's contractors, from time to time as the work progresses, pursuant to such requirements and limitations as may be reasonably acceptable to Tenant and Landlord and Landlord's Mortgagee (if any), including, without limitation, lien waivers from each of the contractors, subcontractors, materialmen and suppliers performing the work. If the Net Insurance Proceeds (less any applicable deductible) are insufficient to restore the Premises, Tenant shall be obligated to pay such deficiency and the amount of any such deductible. If the Net Insurance Proceeds (regardless of the amount thereof) exceed the full cost of the repair, rebuilding or replacement of the damaged buildings improvements or parking garage, then the amount of such excess Net Insurance Proceeds shall be paid to Landlord, provided, however, that in the event that Tenant believes that Tenant shall be able to restore the Premises for an amount less than the Net Insurance Proceeds available in connection therewith, Tenant shall notify Landlord prior to commencement of such repair or restoration with Tenant's proposals for repair or restoration and opportunities for cost-saving, and Landlord agrees that Landlord shall consider, and not unreasonably withhold its consent to, an agreement for the retention of such cost savings by Tenant upon the completion of such repairs or restorationInsured Improvements.

Damage. If any of the improvements or buildings13.1.1 Subject to terms and conditions hereof, including any parking garage on if the Premises shall be or the Building are totally or partially damaged or destroyed by fire or other casualtyfrom any cause, Tenant, at Tenant's sole cost and expense, shall promptly and diligently proceed to adjust the loss with the insurance companies and arrange for the disbursement of insurance proceeds, and repair, rebuild or replace such improvements, buildings, or parking garage, so as to restore thereby rendering the Premises totally or partially inaccessible or untenantable, Landlord shall diligently (taking into account the time necessary to effectuate a satisfactory settlement with any insurance company involved) restore and repair (i) the Building to substantially the same condition it was in which they were immediately prior to such damage or destruction. The net proceeds , and (ii) the Original Premises, Fifth Floor Must-Take Space, Fixed Date Expansion Option Space, Unilateral Expansion Space, Identified ROFR Space and Tenanted Space leased by Tenant pursuant to the terms of any insurance recovered by reason this Lease, to substantially the same condition that each such portion of the Premises was in on the date that Landlord delivered possession thereof to Tenant. 13.1.2 Within ninety (90) days after the occurrence of such damage or destruction (the “Determination Period”), Landlord will provide Tenant, in excess writing (the “Restoration Notice”), with a good faith written estimate (based on the restoration period estimated by a third party architect, general contractor or similar professional) of the cost date by which the repairs and restoration will be completed, including the time needed for removal of debris, preparation of plans, bidding of contracts, and issuance of all required governmental permits. 13.1.3 If, as set forth in the Restoration Notice, the repairs and restoration to be performed by Landlord pursuant to Section 13.1.1 above cannot be completed within two (2) years following the occurrence of such damage or destruction, including the time needed for removal of debris, preparation of plans, bidding of contracts, and issuance of all required governmental permits, Landlord and Tenant shall each have the right to terminate this Lease by giving written notice to the other party at any time within thirty (30) days following expiration of the Determination Period, which termination shall be effective as of the date such party delivers notice of its election to terminate the Lease, and all liabilities and obligations. Base Rent and all Additional Rent otherwise to come due hereunder shall be abated from the date of the casualty in the same proportion as the untenantable portion of the Premises bears to the whole thereof through the date on which Landlord substantially completes the repairs and restoration to be performed by Landlord pursuant to Section 13.1. 1. If neither party terminates the Lease pursuant to the terms hereof, Landlord shall, promptly after adjusting the insurance claim and collecting obtaining governmental approvals for reconstruction, commence and diligently prosecute to completion the insurance proceeds (such excess being referred to herein as the "Net Insurance Proceeds") shall be held by any escrow agent which is reasonably acceptable to Landlord and Tenant; and the Net Insurance Proceeds shall be released for the purpose of paying the cost of restoring such improvements, buildings or garage. Such Net Insurance Proceeds shall be released to Tenant, or to Tenant's contractors, from time to time as the work progresses, restoration pursuant to such requirements and limitations as may be reasonably acceptable to Tenant and Landlord and Landlord's Mortgagee Section 13.1.1 above within the aforementioned two (if any), including, without limitation, lien waivers from each of the contractors, subcontractors, materialmen and suppliers performing the work. If the Net Insurance Proceeds (less any applicable deductible2) are insufficient to restore the Premises, Tenant shall be obligated to pay such deficiency and the amount of any such deductible. If the Net Insurance Proceeds (regardless of the amount thereof) exceed the full cost of the repair, rebuilding or replacement of the damaged buildings improvements or parking garage, then the amount of such excess Net Insurance Proceeds shall be paid to Landlord, provided, however, that in the event that Tenant believes that Tenant shall be able to restore the Premises for an amount less than the Net Insurance Proceeds available in connection therewith, Tenant shall notify Landlord prior to commencement of such repair or restoration with Tenant's proposals for repair or restoration and opportunities for cost-saving, and Landlord agrees that Landlord shall consider, and not unreasonably withhold its consent to, an agreement for the retention of such cost savings by Tenant upon the completion of such repairs or restorationyear period.

Damage. If any portion of the improvements or buildings, including any parking garage on the Premises shall be destroyed or damaged or destroyed ------ by fire or any other casualty, Tenant, at Tenant shall immediately give notice thereof to Landlord. Within thirty (30) days of the date of Tenant's sole cost and expensenotice, Landlord shall promptly and diligently proceed to adjust provide Tenant with a reasonable written estimate, calculated in good faith, of the loss with the insurance companies and arrange for the disbursement number of insurance proceeds, and repair, rebuild or replace such improvements, buildings, or parking garage, so as days that it will take to restore the Building and/or Premises (the "Restoration Estimate"). If the Restoration Estimate is greater -------------------- than 180 days, both Landlord and Tenant shall have the right to terminate this Lease by giving 30 days written notice to the condition other. If the Restoration Estimate is less than 180 days, Landlord shall promptly commence and diligently pursue through completion the restoration of the Building and/or Premises and this Lease shall continue in which they were immediately prior to such damage or destructionfull force and effect. The net proceeds of any insurance recovered by reason of such damage or destruction in excess of If, however, the cost of adjusting the insurance claim and collecting restoration exceeds the insurance proceeds Landlord reasonably expects to receive due to the casualty (such excess being referred to herein as the "Net Insurance Proceeds") shall be held by any escrow agent which is reasonably acceptable to Landlord and Tenant; and the Net Insurance Proceeds shall be released for the purpose of paying the cost of restoring such improvements, buildings or garage. Such Net Insurance Proceeds shall be released to Tenant, or to Tenant's contractors, from time to time as the work progresses, pursuant to such requirements and limitations as may be reasonably acceptable to Tenant and Landlord and Landlord's Mortgagee (if any), including, without limitation, lien waivers from each of the contractors, subcontractors, materialmen and suppliers performing the work. If the Net Insurance Proceeds (less any applicable deductible) are insufficient to restore the Premises, Tenant shall be obligated to pay such deficiency and the amount of any such deductible. If the Net Insurance Proceeds (regardless of the amount thereof) exceed the full cost of the repair, rebuilding or replacement of the damaged buildings improvements or parking garage, then the amount of such excess Net Insurance Proceeds shall be paid to Landlord, provided, however, that the -------- ------- insurance required to be carried by Landlord by this Lease was in effect on the event date of the casualty) or Landlord's lender demands that such insurance proceeds be paid to it, Landlord may terminate the Lease, subject to Tenant's right to propose keeping the Lease in effect by Tenant's paying for the restoration. If Tenant believes that Tenant shall be able elects to restore the Premises for an amount less than the Net Insurance Proceeds available in connection therewithdo so, Tenant shall notify Landlord within ten (10) business days of receiving Landlord's notice of termination of the Lease, and the parties shall engage in good faith negotiations to determine the terms of Tenant's election to pay for the restoration; provided, however, that if the parties do -------- ------- not reach agreement to keep this Lease in effect within ten (10) business days after Tenant delivers such written notice to Landlord, then this Lease shall terminate as of the date set forth in Landlord's notice of termination. Following a casualty, Tenant's obligation to pay Rent shall be abated in proportion to the interference caused to its use and occupation of the Premises provided that Tenant no longer occupies or uses such affected Premises for the active conduct of its business. Notwithstanding the terms of the foregoing paragraph, if the casualty occurs in the last year of the Term (unless Tenant shall have renewed this Lease as provided herein) and materially affects Tenant's use or occupation of the Premises (i.e., more than 25% of the Premises has been damaged, or the cost to repair is reasonably estimated by Landlord to exceed $250,000), either Landlord or Tenant may elect to terminate this Lease by giving the other party 30 days prior written notice. Notwithstanding the provisions of the immediately preceding paragraph to commencement the contrary, if Landlord elects to terminate this Lease as a result of such repair or restoration with Tenant's proposals for repair or restoration and opportunities for cost-savingcasualty occurring in the last year of the Term (unless Tenant shall have renewed this Lease as provided herein), and Landlord agrees that Landlord Tenant shall consider, and not unreasonably withhold its consent to, an agreement have the right to keep this Lease in effect by paying for the retention of such cost savings by Tenant upon the completion of such repairs or restoration.

Damage. Landlord will maintain standard fire and extended coverage insurance on the Shopping Center. If any the demised premises shall be damaged by fire or other casualty of the improvements kind insured against under the policies of fire insurance and extended coverage obtained by Landlord, but are not thereby rendered untenantable in whole or buildingsin part, including any parking garage Landlord shall promptly, at its own expense, cause such damage to be repaired, and the fixed minimum rent and all additional rent shall not be abated or reduced. If by reason of such occurrence, the demised premises shall be rendered untenantable only in part, Landlord shall promptly, at its own expense, cause the damage to be repaired, and the fixed minimum rent only shall be reduced during the period of such untenantability proportionately, based on the Premises ratio of the number of square feet of floor area of the demised premises rendered untenantable to the total number of square feet of floor area of the demised premises; in such case, there shall be no reduction in the additional rent due under Article Three or otherwise under this Lease. If the demised premises shall be rendered wholly untenantable by reason of such occurrence, Landlord shall promptly, at its own expense, cause such damage to be repaired and the fixed minimum rent shall be abated during the period of such untenantability, however, in such case, there shall be no reduction in the additional rent due under Article Three or otherwise under this Lease. Notwithstanding anything to the contrary in the foregoing, if the demised premises shall be destroyed or damaged to the extent of fifty percent (50%) or more of their replacement value above foundation walls or rendered wholly untenantable after the beginning of the last three (3) years of the then current term of this Lease (or twenty-five percent (25%) during the last two (2) years of the then current term of this Lease), or fifteen percent (15%) during the last year of the then current term of this Lease), or, if at any time forty percent (40%) or more of the buildings and improvements comprising the Shopping Center shall be damaged or destroyed or rendered substantially untenantable by fire or other any such casualty, Landlord may terminate this Lease by notice to Tenant, at Tenant's sole cost and expense, shall promptly and diligently proceed said notice to adjust be given within sixty (60) days of the loss with the insurance companies and arrange for the disbursement of insurance proceeds, and repair, rebuild or replace such improvements, buildings, or parking garage, so as to restore the Premises to the condition in which they were immediately prior event giving rise to such damage or destruction. The net proceeds of Any such termination as aforesaid shall not affect any insurance recovered by reason of such damage or destruction in excess of the cost of adjusting the insurance claim and collecting the insurance proceeds (such excess being referred to herein as the "Net Insurance Proceeds") shall be held by any escrow agent which is reasonably acceptable rights theretofore accrued to Landlord and because of prior defaults of Tenant; and . During the Net Insurance Proceeds shall be released for course of repairing the purpose of paying demised premises or the cost of restoring such improvements, buildings or garage. Such Net Insurance Proceeds shall be released to Tenant, or to Tenant's contractors, from time to time as the work progresses, pursuant to such requirements and limitations as may be reasonably acceptable to Tenant and Landlord and Landlord's Mortgagee (if any), including, without limitation, lien waivers from each of the contractors, subcontractors, materialmen and suppliers performing the work. If the Net Insurance Proceeds (less Shopping Center after any applicable deductible) are insufficient to restore the Premises, Tenant shall be obligated to pay such deficiency and the amount of any such deductible. If the Net Insurance Proceeds (regardless of the amount thereof) exceed the full cost of the repair, rebuilding or replacement of the damaged buildings improvements or parking garage, then the amount of such excess Net Insurance Proceeds shall be paid to Landlord, provided, however, that in the event that Tenant believes that Tenant shall be able to restore the Premises for an amount less than the Net Insurance Proceeds available in connection therewith, Tenant shall notify Landlord prior to commencement of such repair or restoration with Tenant's proposals for repair or restoration and opportunities for cost-saving, and Landlord agrees that Landlord shall consider, and not unreasonably withhold its consent to, an agreement for the retention of such cost savings by Tenant upon the completion of such repairs or restoration.such

Damage. If the Premises are damaged in whole or part because of fire or other casualty (“Casualty”), or if the Premises are subject to a taking in connection with the exercise of any power of eminent domain, condemnation, or purchase under threat or in lieu thereof (any of the improvements foregoing, a “Taking”), then unless this Lease is terminated in accordance with Section 15.2 below, Landlord shall restore the Building and/or the Premises to substantially the same condition as existed immediately following completion of Landlord’s Work, or buildingsin the event of a partial Taking which affects the Building and the Premises, restore the remainder of the Building and the Premises not so Taken to substantially the same condition as is reasonably feasible. Subject to rights of Mortgagees, Tenant Delays, Legal Requirements then in existence and to delays for adjustment of insurance proceeds or Taking awards, as the case may be, and instances of Force Majeure, and subject to the termination rights of the parties set forth in this Section 15, Landlord shall exercise commercially reasonable efforts to substantially complete such restoration as promptly as practicable. Upon substantial completion of such restoration by Landlord, Tenant shall (a) use diligent efforts to complete restoration of the Premises to substantially the same condition as existed immediately prior to such Casualty or Taking, as the case may be, as soon as reasonably possible, or (b) with Landlord’s approval with respect to any Casualty or Taking occurring during the last thirty (30) months of the Term, assign to Landlord all of Tenant’s right, title and interest in and to any and all insurance proceeds relating to such Casualty of Taking, as the case may be. Tenant agrees to cooperate with Landlord in such manner as Landlord may reasonably request to assist Landlord in collecting insurance proceeds due in connection with any Casualty which affects the Premises or the Building. In no event shall Landlord be required to expend more than the Net (hereinafter defined) insurance proceeds Landlord receives for damage to the Premises and/or the Building or the Net Taking award attributable to the Premises and/or the Building. “Net” means the insurance proceeds or Taking award actually paid to Landlord (and not paid over to a Mortgagee) less all costs and expenses, including adjusters and attorney’s fees, of obtaining the same. Tenant shall pay to Landlord Tenant’s Share of any parking garage on the Premises deductible under any property insurance policy maintained by Landlord. Except as Landlord may elect pursuant to this Section 15.1, under no circumstances shall Landlord be damaged or destroyed by fire or other casualty, Tenant, at Tenant's sole cost and expense, shall promptly and diligently proceed required to adjust the loss with the insurance companies and arrange for the disbursement of insurance proceeds, and repair, rebuild or replace such improvements, buildingsrepair any damage to, or parking garagemake any repairs to or replacements of, any Tenant-Insured Improvements. Landlord and Tenant shall work cooperatively in good faith to mutually determine how the restoration responsibilities of Landlord and Tenant under this Section 15.1 might be performed so as to restore the Premises to the condition in which they were immediately prior to such damage or destruction. The net proceeds of any insurance recovered by reason of such damage or destruction in excess of the cost of adjusting the insurance claim and collecting the insurance proceeds (such excess being referred to herein as the "Net Insurance Proceeds") shall be held by any escrow agent which is reasonably acceptable to Landlord and Tenant; and the Net Insurance Proceeds shall be released for the purpose of paying the cost of restoring such improvements, buildings or garage. Such Net Insurance Proceeds shall be released to Tenant, or to Tenant's contractors, from time to time quickly as the work progresses, pursuant to such requirements and limitations as may be reasonably acceptable to Tenant and Landlord and Landlord's Mortgagee (if any), including, without limitation, lien waivers from each of the contractors, subcontractors, materialmen and suppliers performing the work. If the Net Insurance Proceeds (less any applicable deductible) are insufficient to restore the Premises, Tenant shall be obligated to pay such deficiency and the amount of any such deductible. If the Net Insurance Proceeds (regardless of the amount thereof) exceed the full cost of the repair, rebuilding or replacement of the damaged buildings improvements or parking garage, then the amount of such excess Net Insurance Proceeds shall be paid to Landlord, provided, however, that in the event that Tenant believes that Tenant shall be able to restore the Premises for an amount less than the Net Insurance Proceeds available in connection therewith, Tenant shall notify Landlord prior to commencement of such repair or restoration with Tenant's proposals for repair or restoration and opportunities for cost-saving, and Landlord agrees that Landlord shall consider, and not unreasonably withhold its consent to, an agreement for the retention of such cost savings by Tenant upon the completion of such repairs or restorationpossible.

Damage. In the event of a fire or other casualty in the Premises, Tenant shall immediately give notice thereof to Landlord. If any of the improvements or buildings, including any parking garage on the Premises shall be damaged or destroyed by fire or other casualtycasualty so as to render the Premises untenantable in whole or in part, Tenantthe Rent provided for herein shall ▇▇▇▇▇ thereafter as to the portion of the Premises rendered untenantable until the earlier of (a) such time as the Premises are made tenantable, at Tenantor (b) five (5) business days after Landlord substantially completes the restoration of the Premises. If damage by fire or other casualty results in the Premises being untenantable in whole or in substantial part for a period reasonably estimated by a responsible contractor selected by Landlord to be one (1) year or longer after Landlord's sole cost and expense, shall promptly and diligently proceed to adjust the loss with the insurance companies and arrange for the disbursement of insurance proceedssettlement, and repairif Landlord shall decide not to rebuild, rebuild then either party may terminate this Lease upon such date as written notice is provided to the other party and all Rent owed up to the time of such destruction or replace termination shall be paid by Tenant. Landlord shall give Tenant written notice of its decisions, estimates or elections under this Section 18 within sixty (60) days after any such improvementsdamage or destruction. If this Lease is not terminated, buildingsLandlord shall commence and prosecute with all due diligence restoration of the Premises. Notwithstanding anything contained in this Section 18 to the contrary, or parking garage, so as Landlord shall only be obligated to restore the Premises to the condition in which they were immediately prior to such damage or destruction. The net proceeds extent of any insurance recovered by reason of such damage or destruction in excess of the cost of adjusting the insurance claim and collecting the insurance proceeds (such excess being referred to herein as actually received, but if the "Net Insurance Proceeds") shall be held by any escrow agent which is reasonably acceptable to insurance proceeds actually received do not permit Landlord and Tenant; and the Net Insurance Proceeds shall be released for the purpose of paying the cost of restoring such improvements, buildings or garage. Such Net Insurance Proceeds shall be released to Tenant, or to Tenant's contractors, from time to time as the work progresses, pursuant to such requirements and limitations as may be reasonably acceptable to Tenant and Landlord and Landlord's Mortgagee (if any), including, without limitation, lien waivers from each of the contractors, subcontractors, materialmen and suppliers performing the work. If the Net Insurance Proceeds (less any applicable deductible) are insufficient to restore the Premises, Landlord shall so notify Tenant and either Landlord or Tenant may terminate this Lease by written notice given within sixty (60) days after Landlord's notice. If Landlord restores the Premises or the Project in accordance with the provisions of this Section 18, then Tenant shall be obligated not have any right to pay such deficiency and the amount of any such deductible. If the Net Insurance Proceeds (regardless of the amount thereof) exceed the full cost of the repair, rebuilding or replacement of the damaged buildings improvements or parking garage, then the amount terminate this Lease because of such excess Net Insurance Proceeds shall damage pursuant to (i) any common law rights, (ii) Minnesota Statutes Section 504B.131 as now in effect or as it may be paid to Landlordhereafter amended or supplemented, provided, however, that in the event that Tenant believes that Tenant shall be able to restore the Premises for an amount less than the Net Insurance Proceeds available in connection therewith, Tenant shall notify Landlord prior to commencement of such repair or restoration with Tenant's proposals for repair or restoration and opportunities for cost-saving, and Landlord agrees that Landlord shall consider, and not unreasonably withhold its consent to, an agreement for the retention of such cost savings (iii) any comparable right established by Tenant upon the completion of such repairs or restorationa similar statute.

Damage. If the Premises or any appurtenant areas of the Building or Property necessary to provide access to the Premises or services to, or rights of, Tenant as required hereunder (collectively, the “Restoration Areas”) are damaged in whole or part because of fire or other insured casualty (“Casualty”), or if the Restoration Areas are subject to a taking in connection with the exercise of any power of eminent domain, condemnation, or purchase under threat or in lieu thereof (any of the improvements foregoing, a “Taking”), then unless this Lease is terminated in accordance with Section 15.2 below, Landlord shall, subject to the last sentence of this Section 15.1, restore the Restoration Areas to substantially the same condition as existed prior to such Casualty, or buildingsin the event of a partial Taking which affects the Restoration Areas, including restore the remainder of the Restoration Areas not so Taken to substantially the same condition as is reasonably feasible. If any parking garage on other portion of the Premises Building is damaged by Casualty or Taking, then Landlord may elect not to restore the same so long as the affected portions of the Building (other than the Restoration Areas) are otherwise repaired in a manner consistent with first class office and laboratory use. If, in Landlord’s reasonable judgment, any element of the Tenant-Insured Improvements can more effectively be restored as an integral part of Landlord’s restoration of the Building or the Premises, such restoration shall also be damaged or destroyed made by fire or other casualtyLandlord, Tenant, but at Tenant's ’s sole cost and expenseexpense (subject to the amount of insurance proceeds received by Tenant or that would have been received by Tenant had it been maintaining the coverages required under this Lease). Subject to rights of Mortgagees, Tenant Delays, Legal Requirements then in existence and to delays for adjustment of insurance proceeds or Taking awards, as the case may be, and instances of Force Majeure, Landlord shall use good faith efforts to obtain all required permits therefor and to thereafter promptly commence and diligently proceed to adjust the loss with the insurance companies and arrange for the disbursement of insurance proceeds, and repair, rebuild or replace such improvements, buildings, or parking garage, prosecute restoration so as to restore substantially complete restoration of the Premises within twelve (12) months after the date of the Casualty with respect to substantial reconstruction of at least 50% of the Building, or, within one hundred eighty (180) days after the date of the Casualty in the case of restoration of less than 50% of the Building. During such restoration, Landlord shall have the right to relocate Tenant’s Parking Spaces in accordance with Section 1.3(b) above. Upon substantial completion of such restoration by Landlord, Tenant shall use diligent efforts to complete restoration of the Premises to substantially the same condition in which they were as existed immediately prior to such Casualty or Taking, as the case may be, as soon as reasonably possible. ▇▇▇▇▇▇ agrees to cooperate with Landlord in such manner as Landlord may reasonably request to assist Landlord in collecting insurance proceeds due in connection with any Casualty which affects the Restoration Areas. In no event shall Landlord be required to expend more than the Net (hereinafter defined) insurance proceeds Landlord receives for damage to the Premises and/or the Building or destructionthe Net Taking award attributable to the Premises and/or the Building. The net proceeds of any insurance recovered by reason of such damage or destruction in excess of the cost of adjusting the insurance claim and collecting “Net” means the insurance proceeds or Taking award actually paid to Landlord (such excess being referred and not paid over to herein as a Mortgagee) less all reasonable third party costs and expenses, including adjusters and attorney’s fees, of obtaining the "Net Insurance Proceeds") same. In the fiscal year in which a Casualty occurs, there shall be held by included in Operating Costs Landlord’s deductible under its property insurance policy. Except as Landlord may elect pursuant to this Section 15.1, under no circumstances shall Landlord be required to repair any escrow agent which is reasonably acceptable to Landlord and Tenant; and the Net Insurance Proceeds shall be released for the purpose of paying the cost of restoring such improvements, buildings or garage. Such Net Insurance Proceeds shall be released to Tenantdamage to, or make any repairs to or replacements of, any Tenant's contractors, from time to time as the work progresses, pursuant to such requirements and limitations as may be reasonably acceptable to Tenant and Landlord and Landlord's Mortgagee (if any), including, without limitation, lien waivers from each of the contractors, subcontractors, materialmen and suppliers performing the work. If the Net Insurance Proceeds (less any applicable deductible) are insufficient to restore the Premises, Tenant shall be obligated to pay such deficiency and the amount of any such deductible. If the Net Insurance Proceeds (regardless of the amount thereof) exceed the full cost of the repair, rebuilding or replacement of the damaged buildings improvements or parking garage, then the amount of such excess Net Insurance Proceeds shall be paid to Landlord, provided, however, that in the event that Tenant believes that Tenant shall be able to restore the Premises for an amount less than the Net Insurance Proceeds available in connection therewith, Tenant shall notify Landlord prior to commencement of such repair or restoration with Tenant's proposals for repair or restoration and opportunities for cost-saving, and Landlord agrees that Landlord shall consider, and not unreasonably withhold its consent to, an agreement for the retention of such cost savings by Tenant upon the completion of such repairs or restorationInsured Improvements.

Damage. If the Premises become untenantable in whole or part because of fire or other casualty covered by insurance required under the Lease ("Casualty"), or as the result of a taking of, or damage to, the Premises (or any building thereon) in connection with the exercise of any power of eminent domain, condemnation, or purchase under threat or in lieu thereof ("Taking"), then Landlord or Landlord's engineer shall provide written notice to Tenant of its reasonable estimate of the improvements time reasonably required to substantially complete the necessary repairs or buildingsrestoration ("Landlord's Repair Notice"). Unless the Lease is terminated in accordance with Section 14.2, Landlord, with reasonable dispatch (but subject to delays for adjustment of insurance proceeds or taking awards, as the case may be, and causes beyond Landlord's reasonable control, shall repair the damage in the event of a Casualty (or in the event of a partial Taking which affects the Premises, restore the remainder of the Premises not so taken to substantially the same condition as is reasonably feasible) within one (1) year with respect to substantial reconstruction of at least 50% of the Premises, or, within 120 days in the case of restoration of less than 50% of the Premises from the date of said Casualty or Taking so that the Premises are in substantially the same condition as following completion of Tenant's Work as set forth in Section 3.5, all subject to rights of Mortgagees, zoning laws, and building codes then in existence, and provided Landlord shall not be required to expend more than the net insurance proceeds Landlord receives for damage to the Premises or the net Taking award attributable to the Premises. Notwithstanding the cause for any delay, Landlord shall complete restoration within the same time periods set forth above of the Casualty or Taking. If the Premises are untenantable in whole or in part as a result of Casualty or Taking, the rent payable hereunder during the period in which they are untenantable shall be reduced or abated to such extent as may be fair and reasonable under all of the circumstances. "Net" means the insurance proceeds or Taking award actually paid to Landlord (and not paid over to a Mortgagee) or Taking award less all costs and expenses, including adjusters and attorney's fees, of obtaining the same. Tenant also shall be required to pay to Landlord any parking garage on deductible maintained under the property insurance policy specified in Section 13.1(c) above (but only to the extent not already accounted for in Building Expense Rent). Tenant shall give written notice to Landlord of any damage to the Premises shall be at the time Tenant has notice thereof. Subject to the provisions of Section 13.6 hereof, if the Premises are wholly or partially damaged or destroyed by fire as a result of the willful misconduct of Tenant or other casualtyany of Tenant's Affiliates, Tenantand Landlord elects to undertake to repair or restore all such damage or destruction, such repair and restoration shall be at Tenant's sole cost and expense, and this Lease shall promptly continue in full force and diligently proceed to adjust the loss with the insurance companies and arrange for the disbursement of insurance proceeds, and repair, rebuild effect without any abatement or replace such improvements, buildings, reduction in Base Rent or parking garage, so as to restore the Premises to the condition in which they were immediately prior to such damage or destruction. The net proceeds of any insurance recovered other payments owed by reason of such damage or destruction in excess of the cost of adjusting the insurance claim and collecting the insurance proceeds (such excess being referred to herein as the "Net Insurance Proceeds") shall be held by any escrow agent which is reasonably acceptable to Landlord and Tenant; and the Net Insurance Proceeds shall be released for the purpose of paying the cost of restoring such improvements, buildings or garage. Such Net Insurance Proceeds shall be released to Tenant, or to Tenant's contractors, from time to time as the work progresses, pursuant to such requirements and limitations as may be reasonably acceptable to Tenant and Landlord and Landlord's Mortgagee (if any), including, without limitation, lien waivers from each of the contractors, subcontractors, materialmen and suppliers performing the work. If the Net Insurance Proceeds (less any applicable deductible) are insufficient to restore the Premises, Tenant shall be obligated to pay such deficiency and the amount of any such deductible. If the Net Insurance Proceeds (regardless of the amount thereof) exceed the full cost of the repair, rebuilding or replacement of the damaged buildings improvements or parking garage, then the amount of such excess Net Insurance Proceeds shall be paid to Landlord, provided, however, that in the event that Tenant believes that Tenant shall be able relieved of its obligation pursuant to restore this Section 14.1 to the Premises for an amount less than the Net Insurance Proceeds available extent that insurance proceeds are collected by Landlord pursuant to insurance policies carried by Landlord, in connection therewith, which case Tenant shall notify be responsible for the payment of the deductible and that portion not covered by insurance. Under no circumstances shall Landlord prior be required to commencement of such repair any damage to, or restoration with make any repairs to or replacements of, Tenant's proposals for repair or restoration and opportunities for cost-saving, and Landlord agrees that Landlord shall consider, and not unreasonably withhold its consent to, an agreement for the retention of such cost savings by Tenant upon the completion of such repairs or restorationpersonal property.

Damage. If any of a. Ifthe Premises are damaged by perils covered by Landlord's insurance, Landlord shall, within ninety (90) days, commence repair, reconstruction and restoration ofthe Premises and this Lease shall remain in full force and effect. b. Ifthe Premises are damaged by perils covered by insurance required to be maintained by Tenant hereunder, and ifthe proceeds received by Landlord from such insurance are not sufficient to complete the improvements or buildingsrequired repair, including any parking garage on reconstruction and restoration, Landlord shall give Tenant written notice ofthe amount ofthe deficiency and Tenant may, within thirty (30) days after receipt ofsuch notice, contribute such amount. IfTenant elects not to contribute such amount, Landlord shall have the Premises shall be damaged or destroyed by fire or other casualty, Tenantright, at Landlord's option, to terminate this Lease with no liability to Tenant's sole cost and expense. IfTenant elects to contribute such amount, shall promptly and diligently proceed to adjust the loss with the insurance companies and arrange for the disbursement of insurance proceedsLandlord shall, and within ninety (90) days, commence repair, rebuild or replace such improvementsreconstruction and restoration and this Lease shall continue in full force and effect. Tenant shall not have a right ofreimbursement from Landlord for any amount contributed under the provisions ofthis Section 10.l(b). c. Ifthe Premises are damaged by perils not covered by insurance, buildingsLandlord shall repair, or parking garage, so as to reconstruct and restore the Premises to Premises, provided, however, ifthe extent ofsuch damage is greater than twenty five percent (25%) ofthe total cost for complete restoration ofthe Premises, excluding therefrom the condition in which they were immediately prior to such damage or destruction. The net proceeds of any insurance recovered by reason of such damage or destruction in excess of the replacement cost of adjusting the insurance claim ofTenant's trade fixtures and collecting the insurance proceeds (such excess being referred to herein as the "Net Insurance Proceeds") shall be held by any escrow agent which is reasonably acceptable to Landlord and Tenant; equipment and the Net Insurance Proceeds shall be released for the purpose of paying the cost of restoring such improvementsrestoration costs ofbuilding foundations, buildings or garage. Such Net Insurance Proceeds shall be released to Tenant, or to Tenant's contractors, from time to time as the work progresses, pursuant to such requirements and limitations as then Landlord may be reasonably acceptable to Tenant and Landlord and Landlord's Mortgagee (if any), including, without limitation, lien waivers from each of the contractors, subcontractors, materialmen and suppliers performing the work. If the Net Insurance Proceeds (less any applicable deductible) are insufficient elect not to restore the Premises, in which case Landlord shall have the right to terminate this Lease with no liability to Tenant. Landlord shall give Tenant shall be obligated to pay such deficiency and the amount of any such deductible. If the Net Insurance Proceeds (regardless of the amount thereof) exceed the full cost of the repair, rebuilding or replacement of the damaged buildings improvements or parking garage, then the amount of such excess Net Insurance Proceeds shall be paid to Landlord, provided, however, that in the event that Tenant believes that Tenant shall be able written notice ofits election not to restore the Premises for an amount less than the Net Insurance Proceeds available in connection therewith, Tenant shall notify Landlord prior to commencement of such repair or restoration with Tenant's proposals for repair or restoration and opportunities for cost-saving, and Landlord agrees that Landlord shall consider, and not unreasonably withhold its consent to, an agreement for the retention of such cost savings by Tenant upon the completion of such repairs or restoration.within thirty

Damage. (a) If at any time prior to expiration of this Sublease, the Subleased Premises are wholly or partially damaged, destroyed or rendered inaccessible by a risk fully covered (excluding deductibles) by insurance maintained by Landlord or for Landlord's benefit, and the Subtenant is unable, in its sole but reasonable discretion, to carry on its normal operations in all or a substantial portion of the Subleased Premises, then, Subtenant shall give Sublandlord notice which Sublandlord shall transmit to Landlord. Within the later of twenty (20) days after Subtenant's notice or forty-five (45) days after the damage or destruction, Sublandlord shall give Subtenant notice of Landlord's reasonable determination that the Subleased Premises can or cannot be fully restored and ready for occupancy within one (1) year from the date of damage or destruction, without payment of overtime or other premiums. (1) If Landlord determines that the Subleased Premises can be so restored within one (1) year, (i) this sublease shall remain in full force, (ii) rent shall be abated proportionally for such portion of the Subleased Premises as is inaccessible or unusable, to the extent rent is abated under the Lease, and (iii) Landlord shall proceed diligently to repair the damage or destruction, including all Tenant improvements, using materials of at least the quality used in the original construction of the Complex, Premises and Tenant Improvements with a minimum of interference in Subtenant's normal operations. If, in Sublandlord's sole but reasonable judgment, Landlord shall not have performed any of the improvements or buildingsabove obligations in strict compliance therewith, including any parking garage on then Sublandlord may, but shall not be required to, undertake such obligations at Landlord's expense. (2) If Landlord determines that the Subleased Premises shall cannot be damaged or destroyed by fire or other casualtyso restored within one (1) year, Tenantthen Subtenant may, at Tenantits option, request Sublandlord to exercise its rights to terminate the Lease with respect to the Subleased Premises, which Sublandlord agrees to do. (b) If any time prior to expiration or termination of this Sublease, the Subleased Premises are wholly or partially damaged, destroyed or rendered inaccessible by a risk not fully covered (excluding deductibles) by insurance maintained by Landlord or for Landlord's sole cost and expense, shall promptly and diligently proceed to adjust the loss with the insurance companies and arrange for the disbursement of insurance proceedsbenefit, and repairthe Subtenant is unable, rebuild in its sole but reasonable discretion, to carry on its normal operations in all or replace such improvementsa substantial portion of the Subleased Premises, buildingsthen Subtenant shall give Sublandlord notice which Sublandlord shall transmit to Landlord. Promptly following receipt of notice from Landlord, or parking garage, so as Sublandlord shall give Subtenant notice informing Subtenant whether Landlord intends to restore the Premises to the condition in which they were immediately prior to repair such damage or destruction. The net proceeds of any insurance recovered by reason of , and if so, whether such damage or destruction can be fully restored and ready for occupancy within one (1) year from the date of damage or destruction, without payment of overtime or other premiums. (1) If Landlord elects to repair and such damage or destruction can be fully restored within one (1) year, (i) this Sublease shall remain in excess full force, (ii) rent shall be abated proportionally for such portion of the cost of adjusting Subleased Premises as is inaccessible or unusable to the insurance claim and collecting extent rent is abated under the insurance proceeds Lease, (such excess being referred iii) Landlord shall proceed diligently to herein as repair the "Net Insurance Proceeds") shall be held by any escrow agent which is reasonably acceptable to Landlord and Tenant; and the Net Insurance Proceeds shall be released for the purpose of paying the cost of restoring such damage or destruction, including all Tenant improvements, buildings or garageusing materials of at least the quality used in the original construction of the Complex, Demised Premises and Tenant Improvements with a minimum of interference in Subtenant's normal operations. Such Net Insurance Proceeds If, in Subtenant's sole but reasonable judgment, Landlord shall not have performed any of the above obligations in strict compliance therewith, then Sublandlord may, but shall not be released to Tenantrequired to, or to Tenant's contractors, from time to time as the work progresses, pursuant to undertake such requirements and limitations as may be reasonably acceptable to Tenant and Landlord and obligations at Landlord's Mortgagee expense. (if any)2) If Landlord does not elect to repair or determines that the Subleased Premises cannot be so restored within one (1) year, includingthen Subtenant may, without limitationat its option, lien waivers from each of request Sublandlord to exercise its right to terminate the contractors, subcontractors, materialmen and suppliers performing Lease with respect to the work. If the Net Insurance Proceeds (less any applicable deductible) are insufficient to restore the Subleased Premises, Tenant shall be obligated which Sublandlord agrees to pay such deficiency and the amount of any such deductible. If the Net Insurance Proceeds (regardless of the amount thereof) exceed the full cost of the repair, rebuilding or replacement of the damaged buildings improvements or parking garage, then the amount of such excess Net Insurance Proceeds shall be paid to Landlord, provided, however, that in the event that Tenant believes that Tenant shall be able to restore the Premises for an amount less than the Net Insurance Proceeds available in connection therewith, Tenant shall notify Landlord prior to commencement of such repair or restoration with Tenant's proposals for repair or restoration and opportunities for cost-saving, and Landlord agrees that Landlord shall consider, and not unreasonably withhold its consent to, an agreement for the retention of such cost savings by Tenant upon the completion of such repairs or restorationdo.

Damage. If any of the building or other improvements or buildings, including any parking garage on the ------ Premises shall be damaged or destroyed by fire or other casualty, TenantLESSEE and the Leasehold Mortgagee, at Tenant's LESSEE'S sole cost and expense, shall promptly and diligently proceed to adjust the loss with the insurance companies and arrange for the disbursement of insurance proceeds, and to the extent of the insurance proceeds paid plus (i) the amount of any "deductible," and (ii) the amount which LESSEE has elected to self-insure under Section 12.05, repair, rebuild or replace such improvements, buildings, or the parking garage, and other improvements, so as to restore the Premises to the condition in which they were immediately prior to such damage or destructionPremises. The net proceeds of any insurance recovered by reason of such damage or destruction in excess of the cost of adjusting the insurance claim and collecting the insurance proceeds (such excess being referred to herein as the "Net Insurance Proceeds") shall shall, if such Net Insurance Proceeds exceeds Five Million and No/Dollars ($5,000,000.00), be held by the Leasehold Mortgagee (provided that such Leasehold Mortgagee is a bank, savings association, insurance company or other similar institutional lender having capital surplus and undivided profits of at least $50,000,000.00; herein called "Institutional Lender"), or, if no Institutional Lender then holds a mortgage lien, or deed to secure debt on LESSEE'S Leasehold interest in the Premises, by any escrow agent which is reasonably acceptable to Landlord LESSOR and TenantLESSEE and the Leasehold Mortgagee, if any; and the Net Insurance Proceeds shall be released for the purpose of paying the fair and reasonable cost of restoring such improvements, buildings or garagethe building and other improvements on the Premises. Such Net Insurance Proceeds shall be released to TenantLESSEE, or to Tenant's LESSEE'S contractors, from time to time as the work progresses, pursuant to such requirements and limitations as may be reasonably acceptable to Tenant LESSEE and Landlord and Landlord's LESSEE'S Leasehold Mortgagee (if anythe mortgagee so requires), including, without limitation, lien waivers from each of the contractors, subcontractors, materialmen and suppliers performing the work. If the Net Insurance Proceeds are less than Five Million Dollars (less any applicable deductible) are insufficient to restore the Premises$5,000,000.00), Tenant shall such Net Insurance Proceeds may be obligated held by LESSEE or LESSEE'S Leasehold Mortgagee and used by LESSEE or LESSEE'S Leasehold Mortgagee to pay the fair and reasonable cost of restoring such deficiency building and the amount of any such deductibleother improvements. If the Net Insurance Proceeds (regardless of the amount thereof) exceed the full cost of the repair, rebuilding or replacement of the damaged buildings improvements building or parking garageother improvements, then the amount of such excess Net Insurance Proceeds shall be paid to Landlord, provided, however, that in LESSEE or retained by the event that Tenant believes that Tenant shall be able to restore the Premises for an amount less than the Net Insurance Proceeds available in connection therewith, Tenant shall notify Landlord prior to commencement of such repair or restoration with Tenant's proposals for repair or restoration and opportunities for cost-saving, and Landlord agrees that Landlord shall consider, and not unreasonably withhold its consent to, an agreement for the retention of such cost savings by Tenant insurance carrier upon the completion of such repairs repair, rebuilding or restorationreplacement.

Damage. If any the Demised Premises, or the building in which it forms a part, is partially damaged by fire or other casualty not caused by negligence or willful act or omission of Tenant, which damage substantially impairs Tenant's ability to carry on its business, and such damage can be repaired within 90 days of the improvements or buildingsdate of such occurrence, including any parking garage on this Lease shall remain in full force and effect, and the Premises Landlord shall promptly repair such damage at its expense, and in that event, there shall be a proportionate abatement of rent for so much of the Demised Premises as are reasonably agreed to by Landlord and Tenant as unusable by Tenant in its day-to-day business during the period of repair or restoration. If in the opinion of a registered architect or engineer appointed by mutual agreement of the Landlord and Tenant, the Demised Premises are damaged or destroyed by fire or other casualty, Tenantas aforesaid, to such an extent as to make them totally unusable by the Tenant in its day-to-day business for a period of ninety (90) days or more from the date of such occurrence, and such damage cannot be repaired or the Premises restored within said time, this Lease shall terminate at the option of either party upon the written notice given within thirty (30) days after such occurrence. If fifty (50%) percent or more of the building of which the Demised Premises form a part are damaged by fire or other casualty, as aforesaid, to such extent that the same cannot, in the opinion of such an architect or engineer, be repaired or restored within ninety (90) days of the date of such occurrence, this Lease may be canceled at the option of either party upon thirty (30) days written notice from the date of such occurrence, even though the Demised Premises occupied by the Tenant have not become untenantable, and there shall be an adjustment of rent to said date of termination. In addition, there shall be no obligation upon the part of Landlord to repair or rebuild during the last year of the term of this Lease, provided Landlord shall notify Tenant of it decision not to rebuild or repair during such last year within thirty (30) days of the occurrence of such an event, at Tenant's sole cost and expense, which time this Lease shall promptly and diligently proceed to adjust terminate. In no such circumstance shall rent be payable after the loss with period from the insurance companies and arrange for date of the disbursement of insurance proceeds, and repair, rebuild or replace such improvements, buildings, or parking garage, so as to restore the Premises occurrence to the condition in which date of termination. Landlord's obligation to repair or rebuild pursuant to this Paragraph shall be limited to the basic building (including wiring, plumbing and HVAC systems as they were immediately prior to such damage or destruction. The net proceeds the casualty loss) and replacement of any insurance recovered by reason of such damage or destruction in excess of the cost of adjusting the insurance claim and collecting the insurance proceeds (such excess being referred to herein as the "Net Insurance Proceeds") shall be held by any escrow agent interior work which is reasonably acceptable to Landlord and Tenant; and the Net Insurance Proceeds shall be released for the purpose of paying the cost of restoring such improvements, buildings or garage. Such Net Insurance Proceeds shall be released to Tenant, or to Tenant's contractors, from time to time as the work progresses, pursuant to such requirements and limitations as may be reasonably acceptable to Tenant and Landlord and have originally been installed at Landlord's Mortgagee (if any), including, without limitation, lien waivers from each of the contractors, subcontractors, materialmen and suppliers performing the work. If the Net Insurance Proceeds (less any applicable deductible) are insufficient to restore the Premises, Tenant shall be obligated to pay such deficiency and the amount of any such deductible. If the Net Insurance Proceeds (regardless of the amount thereof) exceed the full cost of the repair, rebuilding or replacement of the damaged buildings improvements or parking garage, then the amount of such excess Net Insurance Proceeds shall be paid to Landlord, provided, however, that in the event that Tenant believes that Tenant shall be able to restore the Premises for an amount less than the Net Insurance Proceeds available in connection therewith, Tenant shall notify Landlord prior to commencement of such repair or restoration with Tenant's proposals for repair or restoration and opportunities for cost-saving, and Landlord agrees that Landlord shall consider, and not unreasonably withhold its consent to, an agreement for the retention of such cost savings by Tenant upon the completion of such repairs or restoration.

Damage. If any of 12.01 INSURED LOSS shall herein mean damage or destruction which was caused by an event required to be covered by the improvements or buildings, including any parking garage on insurance described in Section 11. 12.02 In the Premises shall be event the Building is damaged or destroyed by fire or other casualtyto the extent of less than fifty percent (50%) of the replacement value thereof, TenantLandlord, at Tenant's its sole cost and expense, shall promptly and diligently unless it elects to terminate this Lease pursuant to this Section 12, will proceed with reasonable speed to adjust the loss with the insurance companies and arrange for the disbursement of insurance proceeds, and repair, rebuild or replace such improvements, buildings, or parking garage, so as to restore repair the Premises or the Building, as the case may be (i) to a condition substantially equal to the condition in which they were of the Premises or the Building existing immediately prior to such damage or destruction, (ii) pursuant to all applicable requirements of law and duly constituted governmental authority, and (iii) in the case of the Premises, in accordance with specifications, working plans and drawings prepared by Landlord, at its sole cost and expense, and approved in advance by Tenant, which appeal shall not be unreasonably withheld or delayed. The net building insurance proceeds under the policies maintained by Tenant shall be applied toward the cost of all repairs and restoration Landlord is required to make under this Section 12.02 and such repairs and restoration proceeds shall be available to the Landlord to facilitate such repairs and restoration of the Premises. Tenant shall reimburse Landlord for any amounts not covered by the insurance recovered proceeds. In the event the Building is damaged or destroyed to the extent of more than fifty percent (50%) of the replacement value thereof, Landlord will have the right to elect to demolish, rebuild or reconstruct the Building if it is damaged by reason fire or other casualty and, if Landlord so elects, whether or not the Premises have been damaged, this Lease may be terminated by Landlord upon written notice to the Tenant and the rent will be adjusted to the date of the fire or other casualty. In the event of the Building is damaged or destroyed to the extent of more than fifty percent (50%) of the replacement value thereof, Tenant shall have the right to terminate the Lease, by written notice, and the rent will be adjusted to the date of the fire or other casualty. If such damage makes the Premises untenantable and was not caused by any act, neglect or default of Tenant, its servants, agents, employees, visitors or licensees, there will be an equitable abatement of rent for the period during which and to the extent that the Premises are untenantable and until Landlord fully repairs and restores the Premises and the Building to a condition substantially equal to the condition thereof which existed immediately prior to that fire or other casualty (or to the condition otherwise approved by Tenant). If repair of the Premises is delayed by Tenant's failure to adjust its own insurance claim, there will be no abatement of rent for the period of such delay. Notwithstanding anything to the contrary contained herein, in the event Landlord has not completed the repairs and restoration of the Premises and/or the Building within eight (8) months after the date such damage and such delay is not the result of Tenant's failure to provide the necessary insurance proceeds to repair such damage or destruction, then Tenant, at its option, may cancel and terminate this Lease upon ten (10) days written notice to Landlord. Further, if the Building shall be damaged or destroyed to the extent of more than thirty-five percent (35%) of the replacement cost thereof within twenty-four (24) months of the expiration of the Term of this Lease, as the same may have been extended, either Landlord or Tenant shall have the right to terminate this Lease as of the date of such damage or destruction in excess by giving written notice to the other party within thirty (30) days following such damage or destruction, unless Tenant, within thirty (30) days following the receipt of such notice from Landlord shall exercise an option to extend the cost Term of adjusting the insurance claim and collecting the insurance proceeds (such excess being referred this Lease pursuant to herein as the "Net Insurance Proceeds") shall be held by any escrow agent which Section 2 hereof. If this Lease is reasonably acceptable terminated pursuant to this Section 12, Landlord and Tenant; and the Net Insurance Proceeds Tenant shall each be released for from its respective liability and obligations hereunder accruing from and after the purpose of paying the cost of restoring such improvements, buildings or garage. Such Net Insurance Proceeds shall be released to Tenant, or to Tenant's contractors, from time to time as the work progresses, pursuant to such requirements and limitations as may be reasonably acceptable to Tenant and Landlord and Landlord's Mortgagee (if any), including, without limitation, lien waivers from each of the contractors, subcontractors, materialmen and suppliers performing the work. If the Net Insurance Proceeds (less any applicable deductible) are insufficient to restore the Premises, Tenant shall be obligated to pay such deficiency and the amount of any such deductible. If the Net Insurance Proceeds (regardless of the amount thereof) exceed the full cost of the repair, rebuilding or replacement of the damaged buildings improvements or parking garage, then the amount date of such excess Net Insurance Proceeds shall be paid to Landlord, provided, however, that in the event that Tenant believes that Tenant shall be able to restore the Premises for an amount less than the Net Insurance Proceeds available in connection therewith, Tenant shall notify Landlord prior to commencement of such repair damage or restoration with Tenant's proposals for repair or restoration and opportunities for cost-saving, and Landlord agrees that Landlord shall consider, and not unreasonably withhold its consent to, an agreement for the retention of such cost savings by Tenant upon the completion of such repairs or restorationdestruction.

Damage. (a) If the Building, Land or Premises are damaged by fire or other casualty and this Lease is not terminated as provided below, Landlord shall repair the damage at its expense (except for excess costs related to above-standard leasehold improvements in the Premises which shall be at Tenant's expense), with reasonable promptness after notice to it of the damage; provided, however, that Landlord shall not be required to repair or replace any of the Tenant's property or any alteration or improvements or buildings, including any parking garage on made by Tenant. If the Premises shall be are damaged or destroyed by fire or other casualty, Tenantthen to the extent that the Premises are rendered untenantable, at Tenant's sole cost the Rent shall equitably (b) If the Building, Land or Premises are substantially damaged by fire or other casualty, Landlord may terminate this Lease by notice to Tenant within 90 days after the date of the damage and expense, this Lease shall promptly terminate upon the 30th day after such notice by which date Tenant shall vacate and diligently proceed to adjust the loss with the insurance companies and arrange for the disbursement of insurance proceeds, and repair, rebuild or replace such improvements, buildings, or parking garage, so as to restore surrender the Premises to Landlord. The Rent shall be equitably prorated to the condition in which they were date of termination. The Building, Land or Premises (whether or not the Premises are damaged) shall be deemed substantially damaged if: (1) Landlord is required to expend for repairs more than 20 percent of the replacement value of the Building immediately prior to such damage the damage, or destruction. The net proceeds of any insurance recovered by reason of such damage or destruction (2) repair is not possible in excess accordance with Landlord's reasonable estimate within 180 days following the date of the cost damage. (c) If this Lease has not been terminated and Landlord does not substantially complete the repair or restoration of adjusting the insurance claim Building, Land or Premises within 180 days after the date of the casualty, and collecting the insurance proceeds (if such excess being referred to herein as the "Net Insurance Proceeds") shall be held by any escrow agent which is reasonably acceptable to Landlord and Tenant; and the Net Insurance Proceeds shall be released for the purpose of paying the cost of restoring such improvementsfailure has a material, buildings or garage. Such Net Insurance Proceeds shall be released to Tenant, or to adverse effect on Tenant's contractors, from time to time as the work progresses, pursuant to such requirements and limitations as may be reasonably acceptable to Tenant and Landlord and Landlord's Mortgagee (if any), including, without limitation, lien waivers from each of the contractors, subcontractors, materialmen and suppliers performing the work. If the Net Insurance Proceeds (less any applicable deductible) are insufficient to restore business in the Premises, Tenant may (provided such failure is not due to any fault of Tenant or Tenant's Representatives) terminate this Lease by notice to Landlord given within 10 days after the end of the 180-day period. Termination shall be obligated effective 30 days after such notice is given unless Landlord shall substantially complete the repair or restoration within the 30-day period, in which case Tenant's notice of termination shall be deemed withdrawn. This Section is intended to pay such deficiency and provide the amount only remedies available to Tenant for damage caused by casualty and, therefore, to the extent permitted by Law, Tenant waives the provisions of any such deductible. If the Net Insurance Proceeds (regardless of the amount thereof) exceed the full cost of the repair, rebuilding Laws which would provide alternative or replacement of the damaged buildings improvements or parking garage, then the amount of such excess Net Insurance Proceeds shall be paid to Landlord, provided, however, that additional remedies in the event that Tenant believes that Tenant shall be able to restore the Premises for an amount less than the Net Insurance Proceeds available in connection therewith, Tenant shall notify Landlord prior to commencement of such repair or restoration with Tenant's proposals for repair or restoration and opportunities for cost-saving, and Landlord agrees that Landlord shall consider, and not unreasonably withhold its consent to, an agreement for the retention of such cost savings by Tenant upon the completion of such repairs or restorationdamage.

Damage. If any the Premises and/or the portion of the improvements or buildingsBuilding necessary for Tenant's occupancy are damaged by fire, including any parking garage on earthquake, act of God, the Premises shall be damaged or destroyed by fire elements, or other casualty, Tenantand if (i) such casualty does not occur during the last Lease Year of the initial Term or, at Tenant's sole cost if such casualty occurs during the last Lease Year of the initial Term, Tenant has timely exercised the Renewal Option (as defined in Section 41(a)) pursuant to Section 41(a) and expensewaives in writing any right it may have to rescind such exercise under Section 41(c), shall promptly and diligently proceed to adjust (ii) such casualty does not occur during the loss with last Lease Year of the insurance companies and arrange for the disbursement of insurance proceedsExtended Term (as defined in Section 41(a)), if any, and repair(iii) such casualty, rebuild or replace such improvementsin Landlord's opinion, buildingscan be repaired within one hundred eighty (180) days following the issuance of all building permits required by the relevant governmental authorities (the "Rebuilding Period"), or parking garagethen Landlord shall forthwith repair the same, so as to restore the Premises subject to the condition provisions of this Section hereinafter set forth, and this Lease shall remain in which they were immediately prior to such damage or destruction. The net proceeds full force and effect except that a proportional abatement of any insurance recovered by reason of such damage or destruction in excess of the cost of adjusting the insurance claim and collecting the insurance proceeds rental (such excess being referred to herein as the "Net Insurance Proceeds"based upon square footage) shall be held by any escrow agent which is reasonably acceptable to Landlord and Tenant; and allowed Tenant for such part of the Net Insurance Proceeds Premises as shall be released for rendered unusable by Tenant in the purpose conduct of paying its business during the cost of restoring time such improvements, buildings or garagepart is so unusable. Such Net Insurance Proceeds shall be released to Tenant, or to TenantLandlord's contractors, from time to time as the work progresses, pursuant to determination that such requirements and limitations as repair may be reasonably acceptable made within the Rebuilding Period shall not obligate Landlord to Tenant complete the same within such period. For purposes of this Section 10, "repairs" shall include all repair and restorative work Landlord and in Landlord's Mortgagee (if any)good faith discretion deems advisable, including, without limitation, lien waivers from each all work and improvements Landlord deems advisable to improve the condition and quality of the contractorsBuilding, subcontractors, materialmen and suppliers performing the work. If the Net Insurance Proceeds (less any applicable deductible) are insufficient to restore the Premises, Tenant shall be obligated to pay such deficiency and the amount of any such deductible. If the Net Insurance Proceeds (regardless of the amount thereof) exceed the full cost of the repair, rebuilding or replacement of the damaged buildings improvements or parking garage, then the amount of such excess Net Insurance Proceeds shall be paid to Landlord, provided, however, that whether in the event that Tenant believes that Tenant shall be able to restore the Premises for an amount less than the Net Insurance Proceeds available in connection therewith, Tenant shall notify Landlord prior to commencement form of such repair government mandated building code upgrades or restoration with Tenant's proposals for repair or restoration and opportunities for cost-saving, and Landlord agrees that Landlord shall consider, and not unreasonably withhold its consent to, an agreement for the retention of such cost savings by Tenant upon the completion of such repairs or restorationotherwise.

Damage. If any of the improvements or buildings, including any parking garage on the Premises shall be are damaged or destroyed by fire or other casualtycause covered by Landlord’s policy of fire insurance with extended coverage or other property damage insurance carried by Landlord, all damage to the structural portions of the building required to be maintained by Landlord pursuant to this Lease and Landlord’s Work as set forth on Exhibit C shall be repaired by and at the expense of Landlord and the rent until such repairs shall have been made shall a▇▇▇▇ pro-rata according to the part of the Premises which is unusable by Tenant. However, if such damage was caused by the negligence of Tenant, at Tenant's sole cost and expenseits employees, agents, contractors, visitors or licensees, then all rentals shall promptly and diligently proceed to adjust the loss with the insurance companies and arrange be payable by Tenant during such period. Due allowance shall be made for the disbursement of insurance proceeds, and repair, rebuild or replace such improvements, buildings, or parking garage, so as to restore the Premises to the condition in reasonable delay which they were immediately prior to such damage or destruction. The net proceeds of any insurance recovered may arise by reason of such damage or destruction in excess adjustment of fire insurance on the cost part of adjusting the insurance claim and collecting the insurance proceeds (such excess being referred to herein as the "Net Insurance Proceeds") shall be held by any escrow agent which is reasonably acceptable to Landlord and Tenant; and the Net Insurance Proceeds shall be released for the purpose of paying the cost of restoring such improvements, buildings or garage. Such Net Insurance Proceeds shall be released to and/or Tenant, and for delay on account of “labor troubles” or any other cause beyond Landlord’s control. If, however, the Premises are rendered wholly untenantable by fire or other cause, or Landlord shall decide not to rebuild the same, Landlord may, at its option, cancel and terminate this Lease by giving Tenant's contractors, within sixty (60) days from time the date of such damage, notice in writing of its intention to time as cancel this Lease, whereupon the work progressesTerm of this Lease shall cease and terminate upon the third day after such notice is given, pursuant to such requirements and limitations as may be reasonably acceptable to Tenant and Landlord and Landlord's Mortgagee (if any), including, without limitation, lien waivers from each of the contractors, subcontractors, materialmen and suppliers performing the work. If the Net Insurance Proceeds (less any applicable deductible) are insufficient to restore the Premises, Tenant shall be obligated to pay such deficiency vacate the Premises and surrender the amount of any such deductible. If the Net Insurance Proceeds (regardless of the amount thereof) exceed the full cost of the repair, rebuilding or replacement of the damaged buildings improvements or parking garage, then the amount of such excess Net Insurance Proceeds shall be paid same to Landlord, providedbut in none of the certain contingencies in this Article mentioned shall there be any liability on the part of Landlord to Tenant covering or in respect of any period during which the occupation of said Premises by Tenant may not be possible because of the matters hereinabove stated. Without limiting the foregoing, howeverLandlord shall not be responsible for consequential damages, that lost profits or any damage to Tenant’s personal property. If Landlord does not elect to terminate this Lease as provided above, Landlord shall proceed in a commercially reasonable manner to repair the event that Tenant believes that Tenant shall be able portions of the Premises which Landlord is required to restore the Premises for an amount less than the Net Insurance Proceeds available in connection therewithaccordance with this Article and, Tenant shall notify Landlord prior to commencement of such repair or restoration with Tenant's proposals for repair or restoration and opportunities for cost-saving, and Landlord agrees that Landlord shall consider, and not unreasonably withhold its consent to, an agreement for the retention of such cost savings by Tenant upon the completion of such repairs or restorationrepairs, Tenant shall use diligent and commercially reasonable efforts to repair the portions of the Premises which are the responsibility of Tenant to insure under this Lease.

Damage. If the Premises are damaged in whole or part because of fire or other insured casualty (“Casualty”), or if the Premises are subject to a taking in connection with the exercise of any power of eminent domain, condemnation, or purchase under threat or in lieu thereof (any of the improvements or buildingsforegoing, including any parking garage on a “Taking”), then unless this Lease is terminated in accordance with Section 13.2 below, Landlord shall restore the Building and/or the Premises to substantially the same condition as existed prior to the Casualty, or in the event of a partial Taking which affects the Building and the Premises, restore the remainder of the Building and the Premises not so Taken to substantially the same condition as is reasonably feasible, and Rent shall be damaged proportionately abated until restoration of the Premises is substantially complete, but only to the extent that business interruption insurance is not available. If, in Landlord’s reasonable judgment, any element of the Tenant-Insured Improvements can more efficiently be restored as an integral part of Landlord’s restoration of the Building or destroyed the Premises, such restoration shall also be made by fire or other casualtyLandlord, Tenant, but at Tenant's ’s sole cost and expense. Subject to rights of Mortgagees, shall promptly any act or omission by Tenant and/or Tenant’s agents, servants, employees, contractors, subcontractors, licensees and/or subtenants (collectively with Tenant, the “Tenant Parties”) which causes an actual delay in the performance of Landlord’s restoration work, Legal Requirements then in existence and diligently proceed to adjust the loss with the insurance companies and arrange delays for the disbursement adjustment of insurance proceedsproceeds or Taking awards, as the case may be, and repairinstances of Landlord’s Force Majeure, rebuild or replace Landlord shall diligently pursue completion of such improvementsrestoration and substantially complete such restoration within nine (9) months after ▇▇▇▇▇▇▇▇’s receipt of all required permits therefor. Upon substantial completion of such restoration by Landlord, buildings, or parking garage, so Tenant shall use diligent efforts to complete restoration of the Tenant-Insured Improvements to substantially the same condition as to restore the Premises to the condition in which they were existed immediately prior to such Casualty or Taking, as the case may be, as soon as commercially reasonable. ▇▇▇▇▇▇ agrees to cooperate with Landlord in such manner as Landlord may reasonably request to assist Landlord in collecting insurance proceeds due in connection with any Casualty which affects the Premises or the Building. In no event shall Landlord be required to expend more than the Net (hereinafter defined) insurance proceeds Landlord receives for damage to the Premises and/or the Building or destructionthe Net Taking award attributable to the Premises and/or the Building. The net proceeds of any insurance recovered by reason of such damage or destruction in excess of the cost of adjusting the insurance claim and collecting “Net” means the insurance proceeds or Taking award actually paid to Landlord (such excess being referred and not paid over to herein as a Mortgagee) less all costs and expenses, including adjusters and reasonable attorneys’ fees, of obtaining the "Net Insurance Proceeds") same. In the fiscal year in which a Casualty occurs, there shall be held by included in Operating Costs Landlord’s deductible under its property insurance policy. Except as Landlord may elect pursuant to this Section 13.1, under no circumstances shall Landlord be required to repair any escrow agent which is reasonably acceptable to Landlord and Tenant; and the Net Insurance Proceeds shall be released for the purpose of paying the cost of restoring such improvements, buildings or garage. Such Net Insurance Proceeds shall be released to Tenantdamage to, or make any repairs to Tenant's contractorsor replacements of, from time to time as the work progresses, pursuant to such requirements and limitations as may be reasonably acceptable to Tenant and Landlord and Landlord's Mortgagee (if any), including, without limitation, lien waivers from each of the contractors, subcontractors, materialmen and suppliers performing the work. If the Net Insurance Proceeds (less any applicable deductible) are insufficient to restore the Premises, Tenant shall be obligated to pay such deficiency and the amount of any such deductible. If the Net Insurance Proceeds (regardless of the amount thereof) exceed the full cost of the repair, rebuilding or replacement of the damaged buildings improvements or parking garage, then the amount of such excess Net Insurance Proceeds shall be paid to Landlord, provided, however, that in the event that Tenant believes that Tenant shall be able to restore the Premises for an amount less than the Net Insurance Proceeds available in connection therewith, Tenant shall notify Landlord prior to commencement of such repair or restoration with Tenant's proposals for repair or restoration and opportunities for cost-saving, and Landlord agrees that Landlord shall consider, and not unreasonably withhold its consent to, an agreement for the retention of such cost savings by Tenant upon the completion of such repairs or restorationTenant- Insured Improvements.

Damage. If any portion of the improvements or buildings, including any parking garage on the Premises shall be destroyed or damaged or destroyed ------ by fire or any other casualty, Tenant, at Tenant shall immediately give notice thereof to Landlord. Within thirty (30) days of the date of Tenant's sole cost and expensenotice, Landlord shall promptly and diligently proceed to adjust provide Tenant with a reasonable written estimate, calculated in good faith, of the loss with the insurance companies and arrange for the disbursement number of insurance proceeds, and repair, rebuild or replace such improvements, buildings, or parking garage, so as days that it will take to restore the Building and/or Premises (the "Restoration Estimate"). If the Restoration Estimate is greater -------------------- than 180 days, both Landlord and Tenant shall have the right to terminate this Lease by giving 30 days written notice to the condition other. If the Restoration Estimate is less than 180 days, Landlord shall promptly commence and diligently pursue through completion the restoration of the Building and/or Premises and this Lease shall continue in which they were immediately prior to such damage or destructionfull force and effect. The net proceeds of any insurance recovered by reason of such damage or destruction in excess of If, however, the cost of adjusting the insurance claim and collecting restoration exceeds the insurance proceeds Landlord reasonably expects to receive due to the casualty (such excess being referred to herein as the "Net Insurance Proceeds") shall be held by any escrow agent which is reasonably acceptable to Landlord and Tenant; and the Net Insurance Proceeds shall be released for the purpose of paying the cost of restoring such improvements, buildings or garage. Such Net Insurance Proceeds shall be released to Tenant, or to Tenant's contractors, from time to time as the work progresses, pursuant to such requirements and limitations as may be reasonably acceptable to Tenant and Landlord and Landlord's Mortgagee (if any), including, without limitation, lien waivers from each of the contractors, subcontractors, materialmen and suppliers performing the work. If the Net Insurance Proceeds (less any applicable deductible) are insufficient to restore the Premises, Tenant shall be obligated to pay such deficiency and the amount of any such deductible. If the Net Insurance Proceeds (regardless of the amount thereof) exceed the full cost of the repair, rebuilding or replacement of the damaged buildings improvements or parking garage, then the amount of such excess Net Insurance Proceeds shall be paid to Landlord, provided, however, that the insurance required to -------- ------- be carried by Landlord by this Lease was in effect on the event date of the casualty) or Landlord's lender demands that such insurance proceeds be paid to it, Landlord may terminate the Lease, subject to Tenant's right to propose keeping the Lease in effect by Tenant's paying for the restoration. If Tenant believes that Tenant shall be able elects to restore the Premises for an amount less than the Net Insurance Proceeds available in connection therewithdo so, Tenant shall notify Landlord within ten (10) business days of receiving Landlord's notice of termination of the Lease, and the parties shall engage in good faith negotiations to determine the terms of Tenant's election to pay for the restoration; provided, however, that if the parties do not reach agreement -------- ------- to keep this Lease in effect within ten (10) business days after Tenant delivers such written notice to Landlord, then this Lease shall terminate as of the date set forth in Landlord's notice of termination. Following a casualty, Tenant's obligation to pay Rent shall be abated in proportion to the interference caused to its use and occupation of the Premises provided that Tenant no longer occupies or uses such affected Premises for the active conduct of its business. Notwithstanding the terms of the foregoing paragraph, if the casualty occurs in the last year of the Term (unless Tenant shall have renewed this Lease as provided herein) and materially affects Tenant's use or occupation of the Premises (i.e., more than 25% of the Premises has been damaged, or the cost to repair is reasonably estimated by Landlord to exceed $250,000), either Landlord or Tenant may elect to terminate this Lease by giving the other party 30 days prior written notice. Notwithstanding the provisions of the immediately preceding paragraph to commencement the contrary, if Landlord elects to terminate this Lease as a result of such repair or restoration with Tenant's proposals for repair or restoration and opportunities for cost-savingcasualty occurring in the last year of the Term (unless Tenant shall have renewed this Lease as provided herein), and Landlord agrees that Landlord Tenant shall consider, and not unreasonably withhold its consent to, an agreement have the right to keep this Lease in effect by paying for the retention of such cost savings by Tenant upon the completion of such repairs or restoration.

Damage. If any of the improvements or buildings, including any parking garage on the Premises shall be damaged or destroyed by fire or other natural casualty, without the fault or neglect of Tenant, its servants, employees, agents, contractors, invitees, or licensees, or other persons for whom Tenant is legally responsible, the damage shall be repaired within a reasonable time by and at the expense of Landlord, and the Annual Base Rent and Additional Rent shall abate pro rata until such repairs shall have been made, according to ▇▇▇ part of the Premises which is thereby rendered unusable by Tenant; provided, however, that (i) Landlord shall have no obligation to repair, replace or restore Tenant's furniture, fixtures, furnishings or other personal property and (ii) Tenant shall, with all reasonable diligence and at Tenant's sole cost and expense, shall promptly make all other repairs and diligently proceed do all other items of work which are necessary to adjust the loss with the insurance companies and arrange for the disbursement of insurance proceeds, and repair, rebuild or replace such improvements, buildings, or parking garage, so as to restore return the Premises to the condition in which they were existing immediately prior to such damage or destructiondestruction and promptly to complete the Premises for use and occupancy by the Tenant. The net proceeds of any insurance recovered Due allowance shall be made in Landlord's repair obligation for reasonable delay which may arise by reason of any adjustment or settlement of insurance claims by Landlord, and for delay on account of "labor troubles" or any other cause beyond Landlord's control. Notwithstanding the foregoing, if (i) the Premises are rendered wholly untenantable by fire or other cause and the Landlord decides not to rebuild the Premises, or (ii) if the Premises are damaged by fire or other casualty and such damage cannot reasonably be repaired within ninety (90) days following such fire or destruction other casualty, or (iii) if the entire Building be so damaged that Landlord shall decide to demolish it or not to rebuild it, and (iv) Landlord notifies the Tenant in excess writing of the cost extent of adjusting such damage and such decision, in any of such events, the insurance claim Term shall terminate upon the thirtieth (30th) day after such notice is given as if such date were the Termination Date set forth herein, and collecting Tenant shall vacate the insurance proceeds (such excess being referred to herein as Premises and surrender the "Net Insurance Proceeds") shall be held by any escrow agent which is reasonably acceptable same to Landlord on such date. Landlord shall have no liability, and Tenant; and the Net Insurance Proceeds shall not be released responsible for the purpose of paying the cost of restoring such improvementsconsequential damages, buildings lost profits or garage. Such Net Insurance Proceeds shall be released to Tenant, or any damage to Tenant's contractorspersonal property, arising from time to time as the work progresses, pursuant to any such requirements and limitations as may be reasonably acceptable to Tenant and Landlord and fire or other damage or Landlord's Mortgagee (if any)decision to terminate this Lease. No compensation or claim or reduction of rent will be allowed or paid by Landlord by reason of inconvenience, includingannoyance, without limitation, lien waivers or injury to business arising from each the necessity of repairing the Premises or any portion of the contractors, subcontractors, materialmen and suppliers performing Building of which they are a part however the work. If the Net Insurance Proceeds (less any applicable deductible) are insufficient to restore the Premises, Tenant shall be obligated to pay such deficiency and the amount of any such deductible. If the Net Insurance Proceeds (regardless of the amount thereof) exceed the full cost of the repair, rebuilding or replacement of the damaged buildings improvements or parking garage, then the amount of such excess Net Insurance Proceeds shall be paid to Landlord, provided, however, that in the event that Tenant believes that Tenant shall be able to restore the Premises for an amount less than the Net Insurance Proceeds available in connection therewith, Tenant shall notify Landlord prior to commencement of such repair or restoration with Tenant's proposals for repair or restoration and opportunities for cost-saving, and Landlord agrees that Landlord shall consider, and not unreasonably withhold its consent to, an agreement for the retention of such cost savings by Tenant upon the completion of such repairs or restorationnecessity may occur.

Damage. If any of the improvements or buildings, including any building in which the Premises is located ------ and/or the parking garage on the Premises or other Common Facilities shall be damaged or destroyed by fire or other casualty, TenantLESSOR, at Tenant's LESSOR'S sole cost and expense, shall promptly and diligently proceed to adjust the loss with the insurance companies and arrange for the disbursement of insurance proceeds, and repair, rebuild or replace such improvements, buildings, the parking garage or parking garageother Common Facilities, and other improvements, so as to restore the Premises building and/or the parking garage and other improvements to the condition in which they were immediately prior to such damage or destructiondestruction to the extent reasonably practical. The net proceeds of any insurance recovered by reason of such damage or destruction in excess of the cost of adjusting the insurance claim and collecting the insurance proceeds (such excess being referred to herein as the "Net Insurance Proceeds") shall shall, if such Net Insurance Proceeds exceeds Five Million and No/Dollars ($5,000,000.00), be held by the LESSOR'S mortgagee (provided that such Mortgagee is a bank, savings association, insurance company or other similar institutional lender having capital surplus and undivided profits of at least $50,000,000.00; herein called "Institutional Lender"), or, if no Institutional Lender then holds a mortgage lien, or deed to secure debt on the building , by any escrow agent which is reasonably acceptable to Landlord LESSOR and TenantLESSEE; and the Net Insurance Proceeds shall be released for the purpose of paying the fair and reasonable cost of restoring such building, garage and other improvements, buildings or garage. Such Net Insurance Proceeds shall be released to TenantLESSOR, or to Tenant's LESSOR'S contractors, from time to time as the work progresses, pursuant to such requirements and limitations as may be reasonably acceptable to Tenant LESSEE, LESSOR and Landlord and Landlord's Mortgagee LESSOR'S mortgagee (if anythe mortgagee so requires), including, without limitation, lien waivers from each of the contractors, subcontractors, materialmen and suppliers performing the work. If the Net Insurance Proceeds (less any applicable deductible) are insufficient to restore the PremisesPremises the parking garage and other improvements, Tenant LESSOR shall be obligated to pay such deficiency and the amount of any such deductible. If the Net Insurance Proceeds are less than Five Million Dollars ($5,000,000.00), such Net Insurance Proceeds may be held by LESSOR and used by LESSOR to pay the fair and reasonable cost of restoring such building and other improvements. If the Net Insurance Proceeds (regardless of the amount thereof) exceed the full cost of the repair, rebuilding or replacement of the damaged buildings improvements building or parking garageother improvements, then the amount of such excess Net Insurance Proceeds shall be paid to Landlord, provided, however, that in LESSOR or retained by the event that Tenant believes that Tenant shall be able to restore the Premises for an amount less than the Net Insurance Proceeds available in connection therewith, Tenant shall notify Landlord prior to commencement of such repair or restoration with Tenant's proposals for repair or restoration and opportunities for cost-saving, and Landlord agrees that Landlord shall consider, and not unreasonably withhold its consent to, an agreement for the retention of such cost savings by Tenant insurance carrier upon the completion of such repairs repair, rebuilding or replacement. Rent shall ▇▇▇▇▇ proportionally during restoration. In the event that, in the opinion of an architect retained by LESSEE and acceptable to LESSOR, the Premises cannot be restored within 180 days of commencement of restoration, then LESSEE may, by written notice to LESSOR delivered prior to the commencement of restoration, terminate this Lease.

Damage. If any of the improvements or buildings, including any parking garage on the Premises demised premises shall be partially or totally damaged or destroyed by fire or other casualtyany risk covered by Landlord's insurance as provided for in the Insurance provisions of this Lease, Tenantthen Landlord shall diligently and as soon as practicable after such damage occurs (taking into account the time necessary to effectuate a satisfactory settlement with any insurance company, at Tenant's sole cost and expense, shall promptly and diligently proceed to adjust the loss with the insurance companies and arrange obtain permits for the disbursement of insurance proceedswork, and repair, rebuild reasonable delay on account of "labor troubles" or replace such improvements, buildings, or parking garage, so as to restore the Premises to the condition in which they were immediately prior to such damage or destruction. The net proceeds of any insurance recovered by reason of such damage or destruction in excess of the cost of adjusting the insurance claim and collecting the insurance proceeds (such excess being referred to herein as the "Net Insurance Proceeds") shall be held by any escrow agent which is reasonably acceptable to Landlord and Tenant; and the Net Insurance Proceeds shall be released for the purpose of paying the cost of restoring such improvements, buildings or garage. Such Net Insurance Proceeds shall be released to Tenant, or to Tenant's contractors, from time to time as the work progresses, pursuant to such requirements and limitations as may be reasonably acceptable to Tenant and Landlord and other cause beyond Landlord's Mortgagee (if any), including, without limitation, lien waivers from each of reasonable control) repair or rebuild the contractors, subcontractors, materialmen and suppliers performing the work. If the Net Insurance Proceeds (less any applicable deductible) are insufficient to restore the Premises, Tenant shall be obligated to pay such deficiency and the amount of any such deductible. If the Net Insurance Proceeds (regardless of the amount thereof) exceed the full cost of the repair, rebuilding or replacement of the damaged buildings improvements or parking garage, then the amount of such excess Net Insurance Proceeds shall be paid to Landlorddemised premises, provided, however, that in no event shall Landlord be obligated to expend in such repair or rebuilding any sums in excess of the amount of insurance proceeds paid to Landlord in connection therewith. The foregoing notwithstanding, in no event shall Landlord be required to repair, restore or rebuild any portions of the demised premises constituting a part of Tenant's leasehold improvements or other tenant work, trade fixtures, equipment and personal property; the Tenant at its own expense to perform such repairs and replacements when required by Landlord. If the demised premises are rendered wholly or partially untenantable by such damage or destruction, and if such damage and destruction was without the fault or neglect of the Tenant, its servants, employees, agents or licensees, then the Minimum Annual Rent payable by Tenant under the Lease during the period in which the demised premises are so untenantable shall be equitably abated by the percentage that the unusable floor area of the demised premises bears to the total floor are thereof, but Percentage Rent, if applicable, shall not be abated. Landlord shall not be liable for any damages (including, without limitation, business interruption) that may be suffered by Tenant by reason of any casualty to the demised premises and/or Landlord's repairing or rebuilding thereof and/or the deprivation of Tenant's use and possession of the demised premises. All of the foregoing provisions of this Article notwithstanding, if the demised premises are rendered wholly untenantable by fire or other cause, and the Landlord shall decide not to rebuild the same, or if the Shopping Center shall be so damaged that the Landlord shall decide to demolish it or not to rebuild it, then, and in any of such events, the Landlord may, at its option, cancel and terminate this Lease by giving to the Tenant, within ninety (90) days from the date of such damage, notice in writing of its intention to cancel this Lease, whereupon the term of this Lease shall cease and determine upon the tenth day after such notice is given, and the Tenant shall vacate the leased premises and surrender the same to the Landlord. Further, in the event the premises shall be rendered untenantable by reason of fire or other casualty, and it shall require Landlord more than one hundred eighty (180) days to substantially complete the repairs required of it hereunder, then and in such event provided Tenant is not in default hereunder, and that the damage was not caused by wrongful or intentional act of Tenant believes that or any of its Permitees, Tenant shall be able entitled to restore terminate this Lease, by written notice delivered to Landlord within ten (10) days after the Premises for an amount less than the Net Insurance Proceeds available in connection therewith, Tenant shall notify Landlord prior to commencement end of such repair or restoration with Tenant's proposals for repair or restoration and opportunities for cost-saving, and Landlord agrees that Landlord shall consider, and not unreasonably withhold its consent to, an agreement for the retention of such cost savings by Tenant upon the completion of such repairs or restorationsaid 180 days period.

Damage. If any of the improvements or buildings, including any parking garage on the Premises shall be are damaged or destroyed by fire or other casualtycause covered by Landlord’s policy of fire insurance with extended coverage or other property damage insurance carried by Landlord, all damage to the structural portions of the building required to be maintained by Landlord pursuant to this Lease shall be repaired by and at the expense of Landlord and the rent until such repairs shall have been made shall ▇▇▇▇▇ pro-rata according to the part of the Premises which is unusable by Tenant. However, if such damage was caused by the gross negligence of Tenant, at Tenant's sole cost and expenseits employees, agents, contractors, visitors or licensees, then all rentals shall promptly and diligently proceed to adjust the loss with the insurance companies and arrange be payable by Tenant during such period. Due allowance shall be made for the disbursement of insurance proceeds, and repair, rebuild or replace such improvements, buildings, or parking garage, so as to restore the Premises to the condition in reasonable delay which they were immediately prior to such damage or destruction. The net proceeds of any insurance recovered may arise by reason of adjustment of fire insurance on the part of Landlord and/or Tenant, and for delay on account of “labor troubles” or any other cause beyond Landlord’s control. If, however, the Premises are rendered wholly untenantable by fire or other cause, or Landlord shall decide not to rebuild the same, Landlord may, at its option, cancel and terminate this Lease by giving Tenant, within sixty (60) days from the date of such damage or destruction damage, notice in excess writing of its intention to cancel this Lease, whereupon the term of this Lease shall cease and terminate upon the third day after such notice is given, and Tenant shall vacate the Premises and surrender the same to Landlord, but in none of the cost certain contingencies in this Article mentioned shall there be any liability on the part of adjusting Landlord to Tenant covering or in respect of any period during which the insurance claim and collecting occupation of said Premises by Tenant may not be possible because of the insurance proceeds (such excess being referred to herein as matters hereinabove stated. Without limiting the "Net Insurance Proceeds") foregoing, Landlord shall not be held by responsible for consequential damages, lost profits or any escrow agent which is reasonably acceptable to Landlord and Tenant; and the Net Insurance Proceeds shall be released for the purpose of paying the cost of restoring such improvements, buildings or garage. Such Net Insurance Proceeds shall be released damage to Tenant’s personal property. If Landlord does not elect to terminate this Lease as provided above, or Landlord shall proceed in a commercially reasonable manner to Tenant's contractors, from time to time as repair the work progresses, pursuant to such requirements and limitations as may be reasonably acceptable to Tenant and Landlord and Landlord's Mortgagee (if any), including, without limitation, lien waivers from each portions of the contractors, subcontractors, materialmen and suppliers performing the work. If the Net Insurance Proceeds (less any applicable deductible) are insufficient Premises which Landlord is required to restore in accordance with this Article 10 and, upon the Premisescompletion of such repairs, Tenant shall be obligated use diligent and commercially reasonable efforts to pay such deficiency and repair the amount portions of any such deductiblethe Premises which are the responsibility of Tenant to insure under this Lease. If the Net Insurance Proceeds (regardless Landlord’s restoration of the amount thereofPremises is not substantially completed within one hundred eighty (180) exceed days after the full cost date the damage occurs, Tenant may as its sole and exclusive remedy, terminate the Lease on the date falling thirty (30) days after the date of the repair, rebuilding or replacement of the damaged buildings improvements or parking garage, then the amount of such excess Net Insurance Proceeds shall be paid to Landlord, Tenant’s notice; provided, however, that in the event that Tenant believes that Tenant shall be able to restore the Premises for an amount less than the Net Insurance Proceeds available in connection therewith, Tenant shall notify Landlord prior to commencement of may nullify Tenant’s termination if Landlord substantially completes such repair or restoration with Tenant's proposals for repair or restoration and opportunities for cost-saving, and Landlord agrees that Landlord shall consider, and not unreasonably withhold its consent to, an agreement for the retention of work within such cost savings by Tenant upon the completion of such repairs or restorationthirty (30) day period.

Damage. (1) Tenant shall give immediate notice to Landlord in case of fire or other damage in the Demised Premises. If any of the improvements or buildings, including any parking garage on the Demised Premises shall be partially damaged or destroyed by fire or other casualtycause without the fault or neglect of Tenant, Tenant’s servants, employees, agents, invitees, or licensees, the damage shall be repaired by and at the expense of Landlord and the fixed minimum rent until such repairs shall be made shall be apportioned according to the part of the Demised Premises which is unusable by Tenant's sole cost . If such partial damage is due to the fault or neglect of Tenant, Tenant’s servants, employees, agents, invitees, or licensees, without prejudice to any other rights and expenseremedies of Landlord and, except as provided in Section 7.4. without prejudice to the rights of subrogation of Landlord’s insurer, the damage shall be repaired by Landlord, but there shall be no apportionment or abatement of rent. Any such repairs required to be made by Landlord shall be commenced promptly and diligently proceed completed. If such repairs are not substantially completed within ninety (90) days after the Landlord’s receipt of such notice, Tenant shall have the right to adjust either (i) terminate this Lease upon thirty (30) days advance written notice to Landlord; or (ii) complete such repairs on behalf of Landlord and deduct the loss with costs of the insurance companies same from the next installment(s) of rent due hereunder, unless completion of such repairs is practically impossible within such period of time, in which event said ninety (90) day period shall be extended to a reasonable completion date, provided Landlord has commenced and arrange is diligently pursuing repairs to completion, and rent shall continue to ▇▇▇▇▇. If the Demised Premises as a whole are totally damaged or are rendered wholly untenantable by fire or other cause, or if the Building shall be substantially damaged and unsuitable for Tenant’s purposes so that Landlord shall decide to demolish the Demised Premises, Landlord may, within thirty (30) days after such fire or other cause, give Tenant notice of such decision, and thereupon the Demised Term of the Demised Premises shall expire by lapse of time ten (10 ) days after such notice is given, and Tenant shall vacate the Demised Premises and surrender the same to Landlord. Tenant’s liability for rent and other charges under the Lease for the disbursement Demised Premises shall cease as of insurance proceedsthe day following the casualty. Notwithstanding the foregoing or anything to the contrary contained in this Lease, and repairin the event that Landlord elects to demolish the Demised Premises as provided for herein, rebuild or replace such improvementsthen Tenant after receipt of Landlord’s notice of the same (the “Demolition Notice”), buildings, or parking garage, so may elect to exercise its Option to Purchase as to restore the Premises to the condition in which they were immediately prior to such damage either or destruction. The net proceeds of any insurance recovered by reason of such damage or destruction in excess both of the cost Demised Premises and the Future Development Rights Site C and Site J as set forth in Article 1.4 by giving Landlord written notice of adjusting the insurance claim and collecting the insurance proceeds same within twenty (20) days after receipt of Landlord’s Demolition Notice. Thereafter, Landlord shall be obligated to sell such excess being referred to herein property and/or development rights, as the "Net Insurance Proceeds") shall be held by any escrow agent which is reasonably acceptable to Landlord and Tenant; and the Net Insurance Proceeds shall be released for the purpose of paying the cost of restoring such improvementscase may be, buildings or garage. Such Net Insurance Proceeds shall be released to Tenant, or to Tenant's contractors, from time to time as the work progresses, pursuant to such requirements and limitations as may be reasonably acceptable to Tenant and Landlord shall assign to Tenant all of Landlord’s right, title and Landlord's Mortgagee (if any), including, without limitation, lien waivers from each of the contractors, subcontractors, materialmen interest in and suppliers performing the work. If the Net Insurance Proceeds (less any applicable deductible) are insufficient to restore the Premises, Tenant shall insurance monies and proceeds recovered or to be obligated to pay such deficiency and the amount of any such deductible. If the Net Insurance Proceeds (regardless of the amount thereof) exceed the full cost of the repair, rebuilding or replacement of the damaged buildings improvements or parking garage, then the amount recovered as a result of such excess Net Insurance Proceeds shall be paid to Landlord, provided, however, that in the event that Tenant believes that Tenant shall be able to restore the Premises for an amount less than the Net Insurance Proceeds available in connection therewith, Tenant shall notify Landlord prior to commencement of such repair fire or restoration with Tenant's proposals for repair or restoration and opportunities for cost-saving, and Landlord agrees that Landlord shall consider, and not unreasonably withhold its consent to, an agreement for the retention of such cost savings by Tenant upon the completion of such repairs or restorationother casualty.

Damage. If the Premises or the Building is damaged from any caused covered by Landlord’s and/or Tenant’s insurance, Landlord will forthwith repair such damage provided the cost of repair does not exceed the improvements insurance proceeds available from the insurance carried by both parties, and provided further that such repairs can be made within ninety (90) days after such damage occurs. This Lease will remain in full force and effect during the period such repairs are being made. Such damage will not in any way void or buildingsrender voidable this Lease or any provision hereof. If such damage was caused by any risk not covered by Landlord’s or Tenant’s insurance, including any parking garage or if the cost of repairs exceeds the insurance proceeds payable from the parties, Landlord may, at its option, make such repairs, provided the repairs can be made within ninety (90) days after such damage occurs, and, in such event, this Lease will remain in full force and effect and will be neither void nor voidable. If Landlord elects not to make repairs it is not obligated to make, or if such repairs cannot be made within the 90-day period, this Lease may be terminated by either party upon notice and without liability to the other party. If either Landlord or Tenant gives notice of termination as provided herein, this Lease and all interests of Tenant in the Premises will terminate on the Premises shall date specified in the notice. Landlord will under no circumstances be damaged or destroyed required to repair any damage by fire or any other casualtycause, whether of a similar or dissimilar nature, to the property of Tenant. Tenant hereby specifically waives the provisions of Section 1932, at Tenant's sole Subdivision 2 and Section 1933, Subdivision 4, of the California Civil Code. In the event the Building is damaged to the extent of more than twenty percent (20%) of the then replacement cost and expensethereof, shall promptly and diligently proceed Landlord may elect to adjust the loss with the insurance companies and arrange for the disbursement of insurance proceedsterminate this Lease, and repair, rebuild or replace such improvements, buildings, or parking garage, so as to restore whether the Premises are damaged or not and without liability to the condition in which they were immediately prior to such damage or destructionTenant. The net proceeds of any insurance recovered by reason of such damage or A total destruction in excess of the cost Premises or of adjusting the insurance claim and collecting the insurance proceeds (such excess being referred to herein as the "Net Insurance Proceeds") shall be held by any escrow agent which is reasonably acceptable to Building will terminate this Lease without liability of Landlord and Tenant; and the Net Insurance Proceeds shall be released for the purpose of paying the cost of restoring such improvements, buildings or garage. Such Net Insurance Proceeds shall be released to Tenant, or to Tenant's contractors, from time to time as the work progresses, pursuant to such requirements and limitations as may be reasonably acceptable to Tenant and Landlord and Landlord's Mortgagee (if any), including, without limitation, lien waivers from each of the contractors, subcontractors, materialmen and suppliers performing the work. If the Net Insurance Proceeds (less any applicable deductible) are insufficient to restore the Premises, Tenant shall be obligated to pay such deficiency and the amount of any such deductible. If the Net Insurance Proceeds (regardless of the amount thereof) exceed the full cost of the repair, rebuilding or replacement of the damaged buildings improvements or parking garage, then the amount of such excess Net Insurance Proceeds shall be paid to Landlord, provided, however, that in the event that Tenant believes that Tenant shall be able to restore the Premises for an amount less than the Net Insurance Proceeds available in connection therewith, Tenant shall notify Landlord prior to commencement of such repair or restoration with Tenant's proposals for repair or restoration and opportunities for cost-saving, and Landlord agrees that Landlord shall consider, and not unreasonably withhold its consent to, an agreement for the retention of such cost savings by Tenant upon the completion of such repairs or restoration.

Damage. If any of the improvements or buildings, including any parking garage on the Premises shall be are damaged or destroyed by fire or other casualtycause covered by Landlord’s policy of fire insurance with extended coverage or other property damage insurance carried by Landlord, all damage to the structural portions of the building required to be maintained by Landlord pursuant to this Lease shall be repaired by and at the expense of Landlord and the rent until such repairs shall have been made shall ▇▇▇▇▇ pro-rata according to the part of the Premises which is unusable by Tenant. However, if such damage was caused by the negligence of Tenant, at Tenant's sole cost and expenseits employees, agents, contractors, visitors or licensees, then all rentals shall promptly and diligently proceed to adjust the loss with the insurance companies and arrange be payable by Tenant during such period. Due allowance shall be made for the disbursement of insurance proceeds, and repair, rebuild or replace such improvements, buildings, or parking garage, so as to restore the Premises to the condition in reasonable delay which they were immediately prior to such damage or destruction. The net proceeds of any insurance recovered may arise by reason of such damage or destruction in excess adjustment of fire insurance on the cost part of adjusting the insurance claim and collecting the insurance proceeds (such excess being referred to herein as the "Net Insurance Proceeds") shall be held by any escrow agent which is reasonably acceptable to Landlord and Tenant; and the Net Insurance Proceeds shall be released for the purpose of paying the cost of restoring such improvements, buildings or garage. Such Net Insurance Proceeds shall be released to and/or Tenant, and for delay on account of “labor troubles” or any other cause beyond Landlord’s control. If, however, the Premises are rendered wholly untenantable by fire or other cause, or Landlord shall decide not to rebuild the same, Landlord may, at its option, cancel and terminate this Lease by giving Tenant's contractors, within sixty (60) days from time the date of such damage, notice in writing of its intention to time as cancel this Lease, whereupon the work progressesterm of this Lease shall cease and terminate upon the third day after such notice is given, pursuant to such requirements and limitations as may be reasonably acceptable to Tenant and Landlord and Landlord's Mortgagee (if any), including, without limitation, lien waivers from each of the contractors, subcontractors, materialmen and suppliers performing the work. If the Net Insurance Proceeds (less any applicable deductible) are insufficient to restore the Premises, Tenant shall be obligated to pay such deficiency vacate the Premises and surrender the amount of any such deductible. If the Net Insurance Proceeds (regardless of the amount thereof) exceed the full cost of the repair, rebuilding or replacement of the damaged buildings improvements or parking garage, then the amount of such excess Net Insurance Proceeds shall be paid same to Landlord, providedbut in none of the certain contingencies in this Article 10 mentioned shall there be any liability on the part of Landlord to Tenant covering or in respect of any period during which the occupation of said Premises by Tenant may not be possible because of the matters hereinabove stated. Without limiting the foregoing, howeverLandlord shall not be responsible for consequential damages, that lost profits or any damage to Tenant’s personal property. If Landlord does not elect to terminate this Lease as provided above, Landlord shall proceed in a commercially reasonable manner to repair the event that Tenant believes that Tenant shall be able portions of the Premises which Landlord is required to restore the Premises for an amount less than the Net Insurance Proceeds available in connection therewithaccordance with this Article 10 and, Tenant shall notify Landlord prior to commencement of such repair or restoration with Tenant's proposals for repair or restoration and opportunities for cost-saving, and Landlord agrees that Landlord shall consider, and not unreasonably withhold its consent to, an agreement for the retention of such cost savings by Tenant upon the completion of such repairs or restorationrepairs, Tenant shall use diligent and commercially reasonable efforts to repair the portions of the Premises which are the responsibility of Tenant to insure under this Lease.

Damage. 12.01 If any part of the improvements Premises or buildings, including any parking garage on the Premises shall be Building is damaged or destroyed by fire or other casualty, TenantLandlord, at Tenant's its sole cost and expense, shall promptly and diligently unless it elects to terminate this Lease pursuant to this Section 12, will proceed with reasonable speed to adjust the loss with the insurance companies and arrange for the disbursement of insurance proceeds, and repair, rebuild or replace such improvements, buildings, or parking garage, so as to restore repair the Premises or the Building, as the case may be (i) to a condition substantially equal to the condition in which they were of the Premises or the Building existing immediately prior to such damage or destruction, (ii) pursuant to all applicable requirements of law and duly constituted governmental authority, and (iii) in the case of the Premises, in accordance with specifications, working plans and drawings prepared by Landlord, at its sole cost and expense, and approved in advance by Tenant, which appeal shall not be unreasonably withheld or delayed. The net proceeds If such damage makes the Premises untenantable and was not caused by any act, neglect or default of any Tenant, its servants, agents, employees, visitors or licensees, there will be an equitable abatement of rent for the period during which and to the extent that the Premises are untenantable and until Landlord fully repairs and restores the Premises and the Building to a condition substantially equal to the condition thereof which existed immediately prior to that fire or other casualty (or to the condition otherwise approved by Tenant). In the event the Building is damaged or destroyed to the extent of more than fifty percent (50%) of the replacement value thereof, Landlord will have the right to elect to demolish, rebuild or reconstruct the Building if it is damaged by fire or other casualty and, if Landlord so elects, whether or not the Premises have been damaged, this Lease may be terminated by Landlord upon written notice to Tenant and the rent will be adjusted to the date of the fire or other casualty. If repair of the Premises is delayed by Tenant's failure to adjust its own insurance recovered by reason claim, there will be no abatement of rent for the period of such delay. Notwithstanding anything to the contrary contained herein, in the event Landlord has not completed the repairs and restoration of the Premises and/or the Building within eight (8) months after the date of such damage or destruction, then Tenant, at its option, may cancel and terminate this Lease upon ten (10) days written notice to Landlord. Further, if the Building shall be damaged or destroyed to the extent of more than thirty-five percent (35%) of the replacement cost thereof within twenty-four (24) months of the expiration of the Term of this Lease, as the same may have been extended, either Landlord or Tenant shall have the right to terminate this Lease as of the date of such damage or destruction in excess by giving written notice to the other party within thirty (30) days following such damage or destruction, unless Tenant, within thirty (30) days following the receipt of such notice from Landlord shall exercise an option to extend the cost Term of adjusting the insurance claim and collecting the insurance proceeds (such excess being referred this Lease pursuant to herein as the "Net Insurance Proceeds") shall be held by any escrow agent which Section 2 hereof. If this Lease is reasonably acceptable terminated pursuant to this Section 12, Landlord and Tenant; and the Net Insurance Proceeds Tenant shall each be released for from its respective liability and obligations hereunder accruing from and after the purpose of paying the cost of restoring such improvements, buildings or garage. Such Net Insurance Proceeds shall be released to Tenant, or to Tenant's contractors, from time to time as the work progresses, pursuant to such requirements and limitations as may be reasonably acceptable to Tenant and Landlord and Landlord's Mortgagee (if any), including, without limitation, lien waivers from each of the contractors, subcontractors, materialmen and suppliers performing the work. If the Net Insurance Proceeds (less any applicable deductible) are insufficient to restore the Premises, Tenant shall be obligated to pay such deficiency and the amount of any such deductible. If the Net Insurance Proceeds (regardless of the amount thereof) exceed the full cost of the repair, rebuilding or replacement of the damaged buildings improvements or parking garage, then the amount date of such excess Net Insurance Proceeds shall be paid to Landlord, provided, however, that in the event that Tenant believes that Tenant shall be able to restore the Premises for an amount less than the Net Insurance Proceeds available in connection therewith, Tenant shall notify Landlord prior to commencement of such repair damage or restoration with Tenant's proposals for repair or restoration and opportunities for cost-saving, and Landlord agrees that Landlord shall consider, and not unreasonably withhold its consent to, an agreement for the retention of such cost savings by Tenant upon the completion of such repairs or restorationdestruction.

Damage. If any Subject to the provisions of Sections 10.03 and 12.01 below, if the improvements or buildings, including any parking garage on the Leased Premises shall be are damaged or destroyed rendered unusable by fire or other casualty, Tenantunless this Lease is terminated by Lessor or Lessee as herein provided, any damage shall be repaired by and at Tenant's sole cost and expense, shall promptly and diligently proceed to adjust the loss with the insurance companies and arrange for the disbursement expense of insurance proceedsLessor, and repair, rebuild or replace such improvements, buildings, or parking garage, so as to restore the Premises to the condition in which they were immediately prior to such damage or destruction. The net proceeds of any insurance recovered by reason of such damage or destruction in excess of the cost of adjusting the insurance claim Rent (including Base Rent and collecting the insurance proceeds (such excess being referred to herein as the "Net Insurance Proceeds"Additional Rent) shall be held by any escrow agent equitably abated from the day of the casualty as to that portion of the Leased Premises which is reasonably acceptable unusable in the reasonable determination of Lessor and Lessee. Except to Landlord and Tenant; and the Net Insurance Proceeds extent this Lease is terminated by Lessor or Lessee as provided under this Article 10, Lessee's full liability for Rent shall be released for resume on the purpose of paying the cost of restoring such improvements, buildings or garage. Such Net Insurance Proceeds shall be released date on which Lessee is able to Tenant, or to Tenant's contractors, from time to time as the work progresses, pursuant to such requirements and limitations as may be reasonably acceptable to Tenant and Landlord and Landlord's Mortgagee (if any), including, without limitation, lien waivers from each of the contractors, subcontractors, materialmen and suppliers performing the work. If the Net Insurance Proceeds (less any applicable deductible) are insufficient to restore the Premises, Tenant shall be obligated to pay such deficiency and the amount of any such deductible. If the Net Insurance Proceeds (regardless of the amount thereof) exceed the full cost of the repair, rebuilding or replacement resume in all material respects its use of the damaged buildings improvements portion of the Leased Premises. Notwithstanding the foregoing, should such partial damage materially interfere with Lessee's ability to operate its business and reasonably be estimated to require more than one hundred eighty (180) days to complete, Lessee may by notice to Lessor within thirty (30) days from the date of the casualty, terminate this Lease. Lessor shall commence any repairs required by this Section 10.02 within thirty (30) days of any said fire or parking garageother casualty. Lessor shall complete any repairs required by this Section 10.02 within one hundred eighty (180) days of the date repairs are required to commence. If all repairs required by this Section 10.02 are not substantially completed such that Lessee can substantially resume its operations within said one hundred eighty (180) day period. Lessee may terminate this Lease by notice to Lessor. If all repairs required by this Section 10.02 are not fully completed within said one hundred eighty (180) days but substantial completion of the repairs has been achieved and Lessee can resume its operations in all material respects, then Lessor shall so notify Lessee of the amount of such excess Net Insurance Proceeds repairs completed and said one hundred eighty (180) day period shall be paid to Landlord, provided, however, that in the event that Tenant believes that Tenant shall be able to restore the Premises extended for an amount less than the Net Insurance Proceeds available in connection therewith, Tenant shall notify Landlord prior to commencement of such repair or restoration with Tenant's proposals for repair or restoration and opportunities for cost-saving, and Landlord agrees that Landlord shall consider, and not unreasonably withhold its consent up to, but not exceeding, an agreement for the retention of such cost savings by Tenant upon the additional ninety (90) days to facilitate completion of such the restoration. If all repairs or restorationrequired by this Section 10.02 are not fully completed within said ninety (90) day extension, Lessee may terminate this Lease by notice to Lessor.

Damage. If any of Except as otherwise provided in this Lease, if the improvements or buildings, including any parking garage located on the Premises shall be are damaged or destroyed and such damage was caused by fire or other casualtyperil covered by HOLA’s insurance, TenantHOLA agrees to repair such damage to the extent set forth in this Section, and this Lease shall continue in full force and effect. If (1) such improvements are damaged as the result of any cause other than perils covered by HOLA’s insurance, or (2) during the last twenty (20) years of the Term of this Lease such improvements are damaged as the result of fire or other perils covered by HOLA’s insurance, and the cost to repair such damages (as determined by HOLA in good faith) shall exceed thirty-five percent (35%) of the full replacement cost of the improvements, or (3) during the last ten (10) years of the Term of this Lease such improvements are damaged as a result of fire or other peril covered by HOLA’s insurance, and the cost to repair such damage (as determined by HOLA in good faith) shall exceed fifteen percent (15%) of the full replacement cost of the improvements, then HOLA may, at Tenant's HOLA’s option, either (i) repair such damage as soon as reasonably practicable at HOLA’s sole cost and expense, in which event this Lease shall promptly continue in full force and diligently proceed to adjust the loss with the insurance companies and arrange for the disbursement of insurance proceeds, and repair, rebuild or replace such improvements, buildingseffect, or parking garage, so as (ii) give written notice to restore CITY within ninety (90) days after the Premises to the condition in which they were immediately prior to such damage or destruction. The net proceeds date of any insurance recovered by reason occurrence of such damage or destruction in excess of HOLA’s intention to cancel and terminate this Lease thirty (30) days after written notice of the cost intention to cancel and terminate. Upon such termination, HOLA shall, ifrequested by CITY, complete demolition ofthe damaged Center or other damaged improvement. Notwithstanding the foregoing, while any Leasehold Mortgage remains outstanding, the use of adjusting the insurance claim and collecting the insurance proceeds (such excess being referred following a casualty and the determination to herein as the "Net Insurance Proceeds") replace any damaged improvements shall be held governed by the Leasehold Mortgage and any escrow agent which is reasonably acceptable to Landlord and Tenant; and the Net Insurance Proceeds shall be released for the purpose of paying the cost of restoring such improvements, buildings or garage. Such Net Insurance Proceeds shall be released to Tenant, or to Tenant's contractors, from time to time as the work progresses, pursuant documents related to such requirements and limitations as may be reasonably acceptable to Tenant and Landlord and Landlord's Mortgagee (if any), including, without limitation, lien waivers from each of the contractors, subcontractors, materialmen and suppliers performing the work. If the Net Insurance Proceeds (less any applicable deductible) are insufficient to restore the Premises, Tenant shall be obligated to pay such deficiency and the amount of any such deductible. If the Net Insurance Proceeds (regardless of the amount thereof) exceed the full cost of the repair, rebuilding or replacement of the damaged buildings improvements or parking garage, then the amount of such excess Net Insurance Proceeds shall be paid to Landlord, provided, however, that in the event that Tenant believes that Tenant shall be able to restore the Premises for an amount less than the Net Insurance Proceeds available in connection therewith, Tenant shall notify Landlord prior to commencement of such repair or restoration with Tenant's proposals for repair or restoration and opportunities for cost-saving, and Landlord agrees that Landlord shall consider, and not unreasonably withhold its consent to, an agreement for the retention of such cost savings by Tenant upon the completion of such repairs or restorationLeasehold Mortgage.

Damage. If any 27.1 In case of partial or total destruction of the improvements or buildingsPremises, including any parking garage on the Tenant will give immediate notice thereof to the Landlord. If the Premises shall be have been damaged or destroyed by fire to an extent less than 25% of the insurable value thereof, the Landlord will restore the Premises to their former condition within a reasonable time at its expense. If the Premises shall have been damaged or other casualtydestroyed to an extent of 25% or more of the insurable value thereof, Tenant, the Landlord may within Ninety (90) days elect to (a) restore the Premises to their former condition within One Hundred Twenty (120) days of Landlord's election date at Tenant's sole cost and its expense, shall promptly and diligently proceed or (b) terminate this Lease by giving notice of termination to adjust the loss with the insurance companies and arrange for the disbursement of insurance proceeds, and repair, rebuild or replace such improvements, buildings, or parking garage, so as Tenant. If Landlord elects to restore the Premises and does not substantially complete said restoration within One Hundred Twenty (120) days (excluding noncompletion of details of construction, decoration or mechanical adjustments which are minor in character and the noncompletion of which does not materially interfere with Tenant's use of such part of the Premises), Tenant shall have the right to terminate this Lease by giving written notice to Landlord. A just proportion of the Basic Rent, according to the condition in which they were immediately prior to such nature and extent of the damage or destruction. The net proceeds of any insurance recovered by reason of such damage or destruction in excess , will be abated from the time of the cost of adjusting same until the insurance claim and collecting the insurance proceeds Premises shall have been restored (such excess being referred to herein as the "Net Insurance Proceeds"hereinabove provided) shall be held by any escrow agent which is reasonably acceptable to Landlord and Tenant; and the Net Insurance Proceeds shall be released for the purpose of paying the cost of restoring such improvementsor this Lease terminated, buildings or garage. Such Net Insurance Proceeds shall be released to Tenant, or to Tenant's contractors, from time to time as the work progresses, pursuant to such requirements and limitations as may be reasonably acceptable to Tenant and Landlord and Landlord's Mortgagee (if any), including, without limitation, lien waivers from each of the contractors, subcontractors, materialmen and suppliers performing the work. If the Net Insurance Proceeds (less any applicable deductible) are insufficient to restore the Premises, Tenant shall be obligated to pay such deficiency and the amount of any such deductible. If the Net Insurance Proceeds (regardless of the amount thereof) exceed the full cost of the repair, rebuilding or replacement of the damaged buildings improvements or parking garage, then the amount of such excess Net Insurance Proceeds shall be paid to Landlord, providedexcepting, however, that in if the event that nature of the damages is such as to render the Premises wholly unsuitable for Tenant's use, then unless this Lease is terminated by Landlord, as hereinbefore provided, all rent shall ▇▇▇▇▇ and Tenant's obligations under this Lease shall be suspended until such time as the Premises shall have been fully restored by the Landlord. There shall be no obligation upon the part of the Landlord to repair or rebuild during the last year of the term of this Lease. Landlord's obligation to repair or rebuild pursuant to this paragraph shall be limited to the basic building, systems and equipment and replacement of any interior work which may have been installed at Landlord's cost. Landlord's obligation to repair or rebuild shall also be limited to the extent of insurance proceeds made available by any mortgagee having control over disposition of such proceeds and shall be further limited to not include the restoration, repair or rebuilding of any portion of the Premises for which Tenant believes that is required to maintain insurance under Paragraph 26.3 of this Lease. Tenant shall be able responsible to restore promptly restore, repair or replace any portion of the Premises for an amount less than the Net Insurance Proceeds available in connection therewith, which Tenant shall notify Landlord prior is required to commencement maintain insurance under Paragraph 26.3 of such repair or restoration with Tenant's proposals for repair or restoration and opportunities for cost-saving, and Landlord agrees that Landlord shall consider, and not unreasonably withhold its consent to, an agreement for the retention of such cost savings by Tenant upon the completion of such repairs or restorationthis Lease.

Damage. If the Premises or the Building is damaged from any cause covered by Landlord's and/or Tenant's insurance, Landlord will forthwith repair such damage provided the cost of repair does not exceed the improvements insurance proceeds available from the insurance carried by both parties, and provided further that such repairs can be made within ninety (90) days after such damage occurs. This Lease will remain in full force and effect during the period such repairs are being made. Such damage will not in any way void or buildingsrender voidable this Lease or any provision hereof. If such damage was caused by any risk not covered by Landlord's or Tenant's insurance, including any parking garage or if the cost of repairs exceeds the insurance proceeds payable from the parties, Landlord may, at its option, make such repairs, provided the repairs can be made within ninety (90) days after such damage occurs, and, in such event, this Lease will remain in full force and effect and will be neither void nor voidable. If Landlord elects not to make repairs it is not obligated to make, or if such repairs cannot be made within the 90-day period, this Lease may be terminated by either party upon notice and without liability to the other party. If either Landlord or Tenant gives notice of termination as provided herein, this Lease and all interests of Tenant in the Premises will terminate on the Premises shall date specified in the notice. Landlord will under no circumstances be damaged or destroyed required to repair any damage by fire or any other casualtycause, whether of a similar or dissimilar nature, to the property of Tenant. Tenant hereby specifically waives the provisions of Section 1932, at Tenant's sole Subdivision 2 and Section 1933, Subdivision 4, of the California Civil Code. In the event the Building is damaged to the extent of more than twenty percent (20%) of the then replacement cost and expensethereof, shall promptly and diligently proceed Landlord may elect to adjust the loss with the insurance companies and arrange for the disbursement of insurance proceedsterminate this Lease, and repair, rebuild or replace such improvements, buildings, or parking garage, so as to restore whether the Premises are damaged or not and without liability to the condition in which they were immediately prior to such damage or destructionTenant. The net proceeds of any insurance recovered by reason of such damage or A total destruction in excess of the cost Premises or of adjusting the insurance claim and collecting the insurance proceeds (such excess being referred to herein as the "Net Insurance Proceeds") shall be held by any escrow agent which is reasonably acceptable to Building will terminate this Lease without liability of Landlord and Tenant; and the Net Insurance Proceeds shall be released for the purpose of paying the cost of restoring such improvements, buildings or garage. Such Net Insurance Proceeds shall be released to Tenant, or to Tenant's contractors, from time to time as the work progresses, pursuant to such requirements and limitations as may be reasonably acceptable to Tenant and Landlord and Landlord's Mortgagee (if any), including, without limitation, lien waivers from each of the contractors, subcontractors, materialmen and suppliers performing the work. If the Net Insurance Proceeds (less any applicable deductible) are insufficient to restore the Premises, Tenant shall be obligated to pay such deficiency and the amount of any such deductible. If the Net Insurance Proceeds (regardless of the amount thereof) exceed the full cost of the repair, rebuilding or replacement of the damaged buildings improvements or parking garage, then the amount of such excess Net Insurance Proceeds shall be paid to Landlord, provided, however, that in the event that Tenant believes that Tenant shall be able to restore the Premises for an amount less than the Net Insurance Proceeds available in connection therewith, Tenant shall notify Landlord prior to commencement of such repair or restoration with Tenant's proposals for repair or restoration and opportunities for cost-saving, and Landlord agrees that Landlord shall consider, and not unreasonably withhold its consent to, an agreement for the retention of such cost savings by Tenant upon the completion of such repairs or restoration.