Common use of Destruction Clause in Contracts

Destruction. a) If the leased premises are totally destroyed by fire or other casualty, this lease shall terminate. If such casualty shall render ten (10) percent or less of the floor space of the leased premises unusable for the purpose intended, Lessor shall effect restoration of the premises as quickly as is reasonably possible, but in any event within thirty (30) days. b) In the event such casualty shall render more than ten (10) percent of such floor space unusable but not constitute total destruction, Lessor shall forthwith give notice to State of the specific number of days required to repair the same. If Lessor under such circumstances shall not give such notice within fifteen (15) calendar days after such destruction, or if such notice shall specify that such repairs will require more than ninety (90) days to complete from date such notice is given, State, in either such event, at its option, may terminate this lease or, upon notice to Lessor, may elect to undertake the repairs itself, deducting the cost thereof from the rental due to become due under this lease and any other lease between Lessor and State. c) In the event of any such destruction other than total, where the State has not terminated the lease as herein provided, or pursuant to the terms hereof has not elected to make the repairs itself, Lessor shall diligently prosecute the repair of the leased premises and, in any event, if repairs are not completed within the period of thirty (30) days for destruction aggregating ten (10) percent or less of the floor space, or within the period specified in Lessor's notice in connection with partial destruction aggregating more than ten (10) percent, the State shall have the option to terminate this lease or complete the repairs itself, deducting the cost thereof from the rental due or to become due under this lease and any other lease between Lessor and State. d) In the event the State remains in possession of the premises though partially destroyed, the rental as herein provided shall be reduced by the same ratio as the net square feet the State is thus precluded from occupying bears to the total net square feet in the leased premises. "Net square feet" shall mean actual inside dimensions and shall not include public corridors, stairwells, elevators, and restrooms.

Destruction. a) If the leased premises are totally destroyed Leased Premises shall be partially damaged by fire or other casualtyany casualty which is insured against under any insurance policy maintained by Landlord, this lease shall terminate. If Landlord shall, to the extent of and upon receipt of, the insurance proceeds, repair the portion of Landlord’s Improvements (as defined in Exhibit “C”) damaged by such casualty shall render ten (10) percent or less of the floor space of the leased premises unusable for the purpose intended, Lessor shall effect restoration of the premises as quickly as is reasonably possible, but in any event within thirty (30) days. b) In the event such casualty shall render more than ten (10) percent of such floor space unusable but not constitute total destruction, Lessor shall forthwith give notice to State of the specific number of days required to repair the same. If Lessor under such circumstances shall not give such notice within fifteen (15) calendar days after such destruction, or if such notice shall specify that such repairs will require more than can be completed within ninety (90) days from the date of casualty. Until such repair is complete, the Basic Annual Rent and Additional Rent shall be abated proportionately as to that portion of the Leased Premises rendered untenantable. If the Leased Premise are unable to be repaired within two hundred seventy (270) days from the date of casualty, Landlord or Tenant may either elect to repair the damage or may cancel this Lease by notice of cancellation to the other party within ninety (90) days after such event and thereupon this Lease shall expire, and Tenant shall vacate and surrender the Leased Premises to Landlord. If any of the following occur: (a) the Leased Premises by reason of such occurrence are rendered wholly untenantable, (b) the Leased Premises should be damaged as a result of a risk which is not covered by insurance, (c) the Leased Premises should be damaged in whole or in part during the last twelve (12) months of the term or of any renewal hereof, (d) the Leased Premises should be damaged to the extent of fifty percent (50%) or more of the then‑monetary value thereof, or (e) the proceeds of such insurance are not sufficient to repair the Leased Premises to the extent required above (including any deficiency as a result of a mortgage lender’s election to apply such proceeds to the payment of the mortgage loan), then this Lease shall terminate as of the date of casualty; provided, however, Tenant shall not have the right to terminate this Lease if (i) such Casualty was caused by the negligent acts or omissions or willful misconduct of Tenant or the Tenant Related Parties or (b) as a result of the provisions in clauses (b) or (d) above if Landlord elects from its own proceeds to complete from such repairs. Tenant’s liability for rent upon the termination of this Lease shall cease as of the date such notice is given, State, in either such event, at its option, may terminate this lease or, upon notice to Lessor, may elect to undertake the repairs itself, deducting the cost thereof from the rental due to become due under this lease and any other lease between Lessor and State. c) of casualty. In the event Landlord elects to repair any damage, any abatement of any such destruction other than totalrent shall end five (5) days after notice by Landlord to Tenant that the Leased Premises have been repaired as required herein. If the damage is caused by the negligence of Tenant or its employees, where the State has not terminated the lease as herein providedagents, invitees, or pursuant concessionaires, there shall be no abatement of rent. Unless this Lease is terminated by Landlord or Tenant as provided herein, Tenant shall repair and refixture the interior of the Leased Premises in a manner and in at least a condition equal to that existing prior to the terms hereof has not elected to make destruction or casualty and the repairs itself, Lessor shall diligently prosecute the repair proceeds of the leased premises and, in any event, if repairs are not completed within the period of thirty (30) days for destruction aggregating ten (10) percent or less of the floor space, or within the period specified in Lessor's notice in connection with partial destruction aggregating more than ten (10) percent, the State shall have the option to terminate this lease or complete the repairs itself, deducting the cost thereof from the rental due or to become due under this lease all insurance carried by Tenant on its property and any other lease between Lessor and State. d) In the event the State remains in possession of the premises though partially destroyed, the rental as herein provided fixtures shall be reduced held in trust by Tenant for the same ratio as the net square feet the State is thus precluded from occupying bears to the total net square feet in the leased premises. "Net square feet" shall mean actual inside dimensions purpose of said repair and shall not include public corridors, stairwells, elevators, and restroomsreplacement.

Destruction. In the event the Premises are destroyed in whole or in part from any cause, Landlord may, at its option: (a) If Rebuild or restore the leased premises are totally destroyed by fire Premises to their condition prior to the damage or other casualtydestruction, or (b) Terminate this lease shall terminateLease. If such casualty shall render ten (10) percent or less of the floor space of the leased premises unusable for the purpose intended, Lessor shall effect restoration of the premises as quickly as is reasonably possible, but Landlord does not give Tenant notice in any event writing within thirty (30) days. b) In days from the event such casualty shall render more than ten (10) percent of such floor space unusable but not constitute total destruction, Lessor shall forthwith give notice to State destruction of the specific number Premises of days required its election to either rebuild and restore them, or to terminate this Lease, Landlord shall be deemed to have elected to rebuild or restore them, in which event Landlord agrees, at its expense, promptly to rebuild or restore the Premises to their condition prior to the damage or destruction. Tenant shall be entitled to a reduction in rent while such repair is being made in the sameproportion that the area of the Premises rendered untenantable by such damage bears to the total area of the Premises. If Lessor under Landlord does not complete the rebuilding or restoration within one hundred eighty (180) days following the date of destruction (such circumstances period of time to be extended for delays caused by the fault or neglect of Tenant or because of Acts of God, acts of public agencies, labor disputes, strikes, fires, freight embargoes, rainy or stormy weather, inability to obtain materials, supplies or fuels, acts of contractors or subcontractors, or delay of the contractors or subcontractors due to such causes or other contingencies beyond the control of Landlord), then Tenant shall not give such notice within have the right to terminate this Lease by giving fifteen (15) calendar days after such destruction, or if such notice shall specify that such repairs will require more than ninety (90) days to complete from date such notice is given, State, in either such event, at its option, may terminate this lease or, upon prior written notice to LessorLandlord. Notwithstanding anything herein to the contrary, Landlord’s obligation to rebuild or restore shall be limited to the building and interior improvements constructed by Landlord as they existed as of the commencement date of the Lease and shall not include restoration of Tenant’s trade fixtures, equipment, merchandise or any improvements, alterations or additions made by Tenant to the Premises, which Tenant shall forthwith replace or fully repair at Tenant’s sole cost and expense provided this Lease is not canceled according to the provisions above. Unless this Lease is terminated pursuant to the foregoing provisions, this Lease shall remain in full force and effect. Tenant hereby expressly waives the provisions of Section 1932, Subdivision 2, and Section 1933, Subdivision 4 of the California Civil Code. In the event that the building in which the Premises are situated is damaged or destroyed to the extent of not less than 33 1/3% of the replacement cost thereof, Landlord may elect to undertake the repairs itself, deducting the cost thereof from the rental due to become due under this lease and any other lease between Lessor and State. c) In the event of any such destruction other than total, where the State has not terminated the lease as herein provided, or pursuant to the terms hereof has not elected to make the repairs itself, Lessor shall diligently prosecute the repair of the leased premises and, in any event, if repairs are not completed within the period of thirty (30) days for destruction aggregating ten (10) percent or less of the floor space, or within the period specified in Lessor's notice in connection with partial destruction aggregating more than ten (10) percent, the State shall have the option to terminate this lease Lease, whether the Premises be injured or complete the repairs itself, deducting the cost thereof from the rental due or to become due under this lease and any other lease between Lessor and State. d) not. In the event the State remains in possession destruction of the premises though partially destroyedPremises is caused by Tenant, Tenant shall pay the rental as herein provided shall be reduced by the same ratio as the net square feet the State is thus precluded from occupying bears to the total net square feet in the leased premises. "Net square feet" shall mean actual inside dimensions and shall not include public corridors, stairwells, elevators, and restroomsdeductible portion of Landlord’s insurance proceeds.

Destruction. a) If the leased premises are totally destroyed by fire or other casualty, this lease shall terminate. If such casualty shall render ten (10) percent or less of the floor space of the leased premises unusable for the purpose intended, Lessor shall effect restoration of the premises as quickly as is reasonably possible, but in any event within thirty (30) days. b) A. In the event the Premises or the Improvements are damaged by any casualty which is covered under insurance carried (or required by Subparagraph 8.C to be carried) by Landlord, then, subject to Subparagraph 15.B, such casualty damage shall render be restored by Landlord to the condition existing prior to the casualty, if the Casualty occurs after the Commencement Date or to the Required Delivery Condition, if the Casualty occurs prior to the Commencement Date; provided that (i) such restoration can be completed within twelve (12) months after the date of the casualty, and (ii) Landlord shall not be required to expend for such restoration more than ten (10) percent of such floor space unusable but not constitute the total destruction, Lessor shall forthwith give notice to State amount of the specific number proceeds of days insurance policies carried or required to repair be carried by Landlord with respect to the same. If Lessor loss plus any sums contributed to the restoration by Tenant in its discretion (collectively, the “Available Loss Proceeds”), plus any other sums recovered by Landlord from third parties with respect to loss, with the deductible under such circumstances shall not give such notice within fifteen (15) calendar days after such destruction, or if such notice shall specify that such repairs will require more than ninety (90) days to complete from date such notice is given, State, the Required Casualty Insurance being included in either Triple Net Charges except as provided in Subparagraph 15.B. In such event, at its optionthis Agreement shall continue in full force and effect, may terminate this lease or, upon notice to Lessor, may elect to undertake the repairs itself, deducting the cost thereof from the rental due to become due under this lease and any other lease between Lessor and State. c) In provided however that in the event of any such destruction other than total, where restoration is not substantially completed within twelve (12) months after the State has not terminated the lease as herein provided, or pursuant to the terms hereof has not elected to make the repairs itself, Lessor shall diligently prosecute the repair date of the leased premises andcasualty, in any event, if repairs are and the Tenant cannot completed within the period of thirty (30) days for destruction aggregating ten (10) percent or less make effective use of the floor spacePremises for its business purposes by the end of that one year period, or within the period specified in Lessor's notice in connection with partial destruction aggregating more than ten (10) percent, the State Tenant shall have the option to terminate the Agreement upon at least ten (10) days written notice. In addition, if the initially estimated time for substantial completion of the restoration is less than one year after the onset of the casualty but it becomes apparent that substantial completion of the restoration will require at least thirty days more than the originally estimated restoration period, Landlord shall give written notice there of to Tenant, and Tenant shall have the right to elect to terminate the Agreement, provided, that Tenant shall be deemed to have waived its right to terminate this lease or complete Agreement, if Tenant fails to exercise such termination right within 10 business days following Landlord’s notice of the repairs itself, deducting the cost thereof from the rental due or to become due under this lease and any other lease between Lessor and Stateadditional time for restoration. d) B. In the event the State remains Premises suffer damage due to earthquake, and provided that earthquake insurance is in possession effect, if the damage is reasonably capable of being restored within twelve (12) months after the casualty, then the damage shall otherwise be restored in accordance with Subparagraph 15.A above except that Landlord and Tenant shall each contribute one-half of the premises though partially destroyeddeductible under the earthquake policy. C. In the event the Premises are damaged by any casualty which is covered under the Required Casualty Insurance, but the restoration of the Premises cannot be substantially completed within twelve (12) months after the date of the casualty, the rental Agreement shall terminate upon Landlord’s written notice to Tenant setting forth the estimated time for restoration, unless Tenant gives written notice to Landlord within fifteen (15) business days after receipt of Landlord’s notice to elect to keep the Agreement in full force and effect. If Tenant gives such notice, then Landlord shall, to the extent of the Available Loss Proceeds, to repair and restore the Premises, provided Landlord shall not be required to restore any of Tenant’s Alterations or its trade fixtures and personal property. D. If the Premises are damaged by risks not covered by the Required Casualty Insurance, and the cost to repair and restore the Premises is no more than $100,000 and the damage can be repaired in less than twelve (12) months, in the reasonable estimation of the architect or engineer appointed by Landlord, then Landlord shall repair the damage at Landlord’s sole cost. Except as herein provided set forth in the preceding sentence, in the case of damages to the Premises, the following shall apply: (1) If the restoration can be substantially completed within twelve (12) months after the date of the casualty in the opinion of the architect or engineer appointed by Landlord, then Landlord shall have the right to elect to restore the Premises and the Improvements at Landlord’s cost by giving written notice to Tenant within forty-give (45) days after the date of the casualty. If Landlord does not give such notice, then Landlord shall be reduced deemed to have elected not to repair the Premises, and the Lease shall terminate as of the date of the casualty, unless Tenant gives notice that Tenant elects to keep the Agreement in effect, which right is waived if Tenant does not give such notice within the earlier of sixty (60) days after the casualty or fifteen (15) days after the date Landlord gives notice of termination. (2) If the restoration cannot be substantially completed within twelve (12) months after the date of the casualty in the opinion of the architect or engineer appointed by the same ratio as the net square feet the State is thus precluded from occupying bears Landlord, Landlord shall give written notice to the total net square feet Tenant and the Agreement shall terminate as of the date of the casualty, unless Tenant gives notice that Tenant elects to keep the Agreement in effect, which right is waived if Tenant does not give such notice within thirty (30) days after the leased premisesdate of Landlord’s notice of termination. "Net square feet" If Tenant elects to keep the Agreement in effect under either clause (1) or (2), the Tenant shall mean actual inside dimensions be responsible for restoring the Premises and the Improvements at Tenant’s cost, which restoration shall comply with Subparagraph 11.B of this Agreement E. Landlord’s obligation to rebuild or restore the Premises in accordance with this Paragraph 15 shall not include public corridorsrestoration of Tenant’s trade fixtures, stairwellsequipment or merchandise, elevatorsor any Alterations made by Tenant to the Premises after the Commencement Date. F. Unless the damage or destruction is caused by Tenant’s willful misconduct, there shall be an abatement or reduction of Rent between the date of destruction and the date of substantial completion of restoration, based on the extent to which the destruction interferes with Tenant’s use of the Premises. For all purposes in this Paragraph 15, the requirements for substantial completion shall be construed for the Premises and the Improvements in a comparable manner to the requirements for Substantial Completion of the initial Improvements pursuant to Subparagraph 6.A of this Agreement. G. Notwithstanding the foregoing, if any damage or destruction occurs during the last six (6) months of the Term of this Agreement, Landlord shall not be obligated to repair such damage and Tenant shall have the right to terminate this Agreement upon at least ten (10) days written notice. H. If this Agreement is terminated pursuant to this Paragraph 15, then that portion of any proceeds of insurance applicable to loss or damage to the Tenant’s Improvements allocated to Tenant pursuant to Section 6, shall be paid to Tenant. I. Unless this Agreement is terminated pursuant to the foregoing provisions, this Agreement shall remain in full force and effect. Tenant hereby expressly waives the provisions of Section 1932, Subdivision 2, and restroomsSection 1933, Subdivision 4, of the California Civil Code.

Destruction. (a) If the leased premises Leased Premises are partially or totally destroyed by fire or other casualty insurable under standard fire insurance policies with extended coverage endorsement so as to become partially or totally untenantable, the same shall be repaired or rebuilt as speedily as practical under the circumstances at the expense of Landlord, unless Landlord elects not to repair or rebuild as provided in Section 17.01(b). During the period required for restoration, a just and proportionate part of Base Monthly Rent, Additional Rent and other charges payable by Tenant hereunder shall be abated until the Leased Premises are repaired or rebuilt. (b) If the Leased Premises are (I) rendered totally untenantable by reason of an occurrence described in Section 17.01(a), or (II) damaged or destroyed as a result of a risk which is not insured under Landlord’s fire insurance policies, or (III) at least twenty percent (20%) damaged or destroyed during the last year of the Rental Term, or (IV) if the Building is damaged in whole or in part (whether or not the Leased Premises are damaged), to such an extent that Tenant cannot practically use the Leased Premises for its intended purpose, then and in any such events Landlord may at its option terminate this Lease by notice in writing to Tenant within sixty (60) days after the date of such occurrence. Unless Landlord gives such notice, this Lease shall remain in full force and effect and Landlord shall repair such damage at its expense as expeditiously as possible under the circumstances. (c) If Landlord should elect or be obligated pursuant to Section 17.01(a) above to repair or rebuild because of any damage or destruction, Landlord’s obligation shall be limited to the original Building and any other work or improvements which may have been originally performed or installed at Landlord’s expense. If the cost of performing Landlord’s obligation exceeds the actual proceeds of insurance paid or payable to Landlord on account of such casualty, Landlord may terminate this lease shall terminate. If such casualty shall render ten (10) percent or less of the floor space of the leased premises unusable for the purpose intendedLease unless Tenant, Lessor shall effect restoration of the premises as quickly as is reasonably possible, but in any event within thirty (30) days. b) In the event such casualty shall render more than ten (10) percent of such floor space unusable but not constitute total destruction, Lessor shall forthwith give notice to State of the specific number of days required to repair the same. If Lessor under such circumstances shall not give such notice within fifteen (15) calendar days after demand therefor, deposits with Landlord a sum of money sufficient to pay the difference between the cost of repair and the proceeds of the insurance available for such destruction, purpose. Tenant shall replace all work and improvements not originally installed or if such notice shall specify that such repairs will require more than ninety (90) days to complete from date such notice is given, State, in either such event, performed by Landlord at its optionexpense. (d) Except as stated in this Article XVII, may terminate this lease or, upon notice to Lessor, may elect to undertake the repairs itself, deducting the cost thereof from the rental due to become due under this lease and Landlord shall not be liable for any loss or damage sustained by Tenant by reason of casualties mentioned hereinabove or any other lease between Lessor and Stateaccidental casualty. c) In the event of any such destruction other than total, where the State has not terminated the lease as herein provided, or pursuant to the terms hereof has not elected to make the repairs itself, Lessor shall diligently prosecute the repair of the leased premises and, in any event, if repairs are not completed within the period of thirty (30) days for destruction aggregating ten (10) percent or less of the floor space, or within the period specified in Lessor's notice in connection with partial destruction aggregating more than ten (10) percent, the State shall have the option to terminate this lease or complete the repairs itself, deducting the cost thereof from the rental due or to become due under this lease and any other lease between Lessor and State. d) In the event the State remains in possession of the premises though partially destroyed, the rental as herein provided shall be reduced by the same ratio as the net square feet the State is thus precluded from occupying bears to the total net square feet in the leased premises. "Net square feet" shall mean actual inside dimensions and shall not include public corridors, stairwells, elevators, and restrooms.

Destruction. If the Leased Premises shall be partially damaged by any casualty insured against under any insurance policy maintained through Landlord, Landlord shall, upon receipt of the insurance proceeds, repair the Leased Premises and until repair is complete the Basic Annual Rent, Laboratory Facility Basic Annual Rent and Additional Rent shall be abated proportionately as to that portion of the Leased Premises rendered untenantable. Notwithstanding the foregoing, if: (a) If the leased premises Leased Premises by reason of such occurrence are totally destroyed rendered wholly untenantable, or (b) the Leased Premises should be damaged as a result of a risk which is not covered by fire insurance, or other casualty, this lease shall terminate. If such casualty shall render ten (10c) percent the Leased Premises should be damaged in whole or less in part during the last six (6) months of the floor space term or of any renewal hereof, or (d) the Leased Premises or the Building (whether the Leased Premises are damaged or not) should be damaged to the extent of fifty percent (50%) or more of the leased premises unusable for the purpose intendedthen-monetary value thereof, Lessor shall effect restoration of the premises as quickly as is reasonably possible, but then and in any event within thirty (30) days. b) In the event such casualty shall render more than ten (10) percent of such floor space unusable but not constitute total destructionevents, Lessor shall forthwith give notice to State of the specific number of days required Landlord may either elect to repair the same. If Lessor under such circumstances shall not give such damage or may cancel this Lease by notice of cancellation within fifteen (15) calendar days after such destruction, or if such notice shall specify that such repairs will require more than ninety Ninety (90) days after such event and thereupon this Lease shall expire, and Tenant shall vacate and surrender the Leased Premises to complete from date such Landlord. Tenant’s liability for rent upon the termination of this Lease shall cease as of the day following Landlord’s giving notice is given, State, in either such event, at its option, may terminate this lease or, upon notice to Lessor, may elect to undertake the repairs itself, deducting the cost thereof from the rental due to become due under this lease and any other lease between Lessor and State. c) of cancellation. In the event Landlord elects to repair any damage, any abatement of any such destruction other than totalrent shall end five (5) days after notice by Landlord to Tenant that the Leased Premises have been repaired. If the damage is caused by the negligence of Tenant or its employees, where the State has not terminated the lease as herein providedagents, invitees, or pursuant concessionaires, there shall be no abatement of rent. Unless this Lease is terminated by Landlord, Tenant shall repair and refixture the interior of the Leased Premises to the terms hereof has not elected to make the repairs itself, Lessor shall diligently prosecute the repair extent of the leased premises and, Tenant Finish in any event, if repairs are not completed within the period of thirty (30) days for destruction aggregating ten (10) percent or less of the floor space, or within the period specified a manner and in Lessor's notice in connection with partial destruction aggregating more than ten (10) percent, the State shall have the option at least a condition equal to terminate this lease or complete the repairs itself, deducting the cost thereof from the rental due or to become due under this lease and any other lease between Lessor and State. d) In the event the State remains in possession of the premises though partially destroyed, the rental as herein provided shall be reduced by the same ratio as the net square feet the State is thus precluded from occupying bears that existing prior to the total net square feet in the leased premises. "Net square feet" shall mean actual inside dimensions and shall not include public corridors, stairwells, elevators, and restroomsdestruction or casualty.

Destruction. If the Demised Premises shall be partially damaged by any casualty insurable under the Landlord’s insurance policy, Landlord shall, upon receipt of the insurance proceeds, repair the same and the Base Rent shall be abated proportionately as to that portion of the Demised Premises rendered untenantable. If the Demised Premises (a) If by reason of such occurrence is rendered wholly untenantable or (b) should be damaged as a result of a risk which is not covered by Landlord’s insurance or (c) should be damaged in whole or in part during the leased premises are totally destroyed by fire last year of the term or other casualtyof any renewal term hereof, this lease shall terminate. If such casualty shall render ten or (10d) the building of which it is a part, whether the Demised Premises is damaged or not or all of the building which then comprise the Building should be damaged to the extent of fifty (50%) percent or less more of the floor space then monetary value thereof, or (e) if any or all of the leased premises unusable for the purpose intended, Lessor shall effect restoration buildings or common areas of the premises Building cannot in the reasonable judgment of Landlord be operated as quickly as is reasonably possiblean integral unit, but then or in any event within thirty (30) days. b) In the event such casualty shall render more than ten (10) percent of such floor space unusable but not constitute total destructionevents, Lessor shall forthwith give either Landlord or Tenant may cancel this Lease by notice to State of the specific number of days required to repair the same. If Lessor under such circumstances shall not give such notice cancellation within fifteen (15) calendar days after such destruction, or if such notice shall specify that such repairs will require more than ninety (90) days after such event and thereupon this Lease shall expire, and Tenant shall vacate and surrender the Demised Premises to complete from date Landlord. Tenant’s liability for rent upon the termination of this Lease shall cease as of the day following the event or damage. The foregoing provisions notwithstanding, Tenant shall not have the right to cancel this Lease in the event of such notice is givendestruction if Landlord shall notify Tenant within sixty (60) days after such event that Landlord intends to rebuild the Demised Premises to its condition prior to such destruction, State, in either and shall completely restore the building to a tenantable condition within 180 days after Landlord notifies Tenant of its intention to rebuild the Demised Premises to its condition prior to such event, at its option, may terminate this lease or, upon notice to Lessor, may elect to undertake the repairs itself, deducting the cost thereof from the rental due to become due under this lease and any other lease between Lessor and State. c) destruction. In the event Landlord elects to repair the damage any abatement of rent shall end five (5) days after notice by Landlord to Tenant that the Demised Premises have been repaired. If any such destruction other than totaldamage is caused by the negligence of Tenant or its employees, where the State has not terminated the lease as herein provideddamages shall be repaired by Landlord, or pursuant to the terms hereof has not elected to make the repairs itself, Lessor shall diligently prosecute the repair upon receipt of the leased premises andinsurance proceeds, in any event, if repairs are not completed within the period of thirty (30) days for destruction aggregating ten (10) percent or less of the floor space, or within the period specified in Lessor's notice in connection with partial destruction aggregating more than ten (10) percent, the State shall have the option to terminate this lease or complete the repairs itself, deducting the cost thereof from the rental due or to become due under this lease and any other lease between Lessor and State. d) In the event the State remains in possession of the premises though partially destroyed, the rental as herein provided but there shall be reduced by the same ratio as the net square feet the State is thus precluded from occupying bears to the total net square feet in the leased premises. "Net square feet" shall mean actual inside dimensions and shall not include public corridors, stairwells, elevators, and restroomsno abatement of rent.

Destruction. If the Project is totally or partially destroyed during ----------- the Term, rendering the Premises totally or partially inaccessible or unusable, then, subject to the remainder of this Paragraph, (i) Landlord shall restore the Project to substantially the same condition as it was in immediately before such destruction, (ii) Landlord shall not be required to restore Tenant's Alterations or Tenant's Personal Property, unless they are an integral part of the Premises and specifically covered by insurance proceeds received by Landlord, such excluded items being the sole responsibility of Tenant to restore, (iii) such destruction shall not terminate this Lease, and (iv) all obligations of Tenant under this Lease shall remain in effect, except that the Basic Monthly Rent shall be abated or reduced, between the date of such destruction and the date of completion of restoration, by the ratio of (a) If the leased premises are totally destroyed area of the Premises rendered unusable or inaccessible by fire the destruction to (b) the area of the Premises prior to such destruction. Notwithstanding anything to the contrary in this Lease, Landlord may, at its election, terminate this Lease by so notifying Tenant in writing on or other casualtybefore the later of 60 days after such destruction or 60 days after Landlord's receipt of the proceeds from insurance maintained by Landlord, this lease shall terminateif (A) then-existing laws do not permit such restoration, (B) such destruction occurs during the last year of the Term, (C) such destruction exceeds fifty percent (50%) of the then-replacement value of the Premises, the Building, or the Project or (D) Landlord determines that the cost of such restoration exceeds the amount of insurance proceeds relating to such destruction actually received by Landlord from insurance maintained by Landlord. If Landlord so terminates this Lease, then (1) Landlord shall have no obligation to restore the Project, (2) Landlord shall retain all insurance proceeds relating to such casualty destruction, and (3) this Lease shall render ten (10terminate as of 30 days after such notice of termination from Landlord to Tenant. If Landlord restores the Premises as provided above, then Tenant waives the provisions of California Civil Code Sections 1932(2) percent and 1933(4) or less any successor statute with respect to any destruction of the floor space of Premises. In the leased premises unusable event Landlord restores the Premises following any such destruction, Tenant shall immediately refixturize, re-equip, and restock the Premises and shall re-open the Premises for the purpose intended, Lessor shall effect restoration of the premises business as quickly soon thereafter as is reasonably possible, but in any event within thirty (30) dayspracticable. b) In the event such casualty shall render more than ten (10) percent of such floor space unusable but not constitute total destruction, Lessor shall forthwith give notice to State of the specific number of days required to repair the same. If Lessor under such circumstances shall not give such notice within fifteen (15) calendar days after such destruction, or if such notice shall specify that such repairs will require more than ninety (90) days to complete from date such notice is given, State, in either such event, at its option, may terminate this lease or, upon notice to Lessor, may elect to undertake the repairs itself, deducting the cost thereof from the rental due to become due under this lease and any other lease between Lessor and State. c) In the event of any such destruction other than total, where the State has not terminated the lease as herein provided, or pursuant to the terms hereof has not elected to make the repairs itself, Lessor shall diligently prosecute the repair of the leased premises and, in any event, if repairs are not completed within the period of thirty (30) days for destruction aggregating ten (10) percent or less of the floor space, or within the period specified in Lessor's notice in connection with partial destruction aggregating more than ten (10) percent, the State shall have the option to terminate this lease or complete the repairs itself, deducting the cost thereof from the rental due or to become due under this lease and any other lease between Lessor and State. d) In the event the State remains in possession of the premises though partially destroyed, the rental as herein provided shall be reduced by the same ratio as the net square feet the State is thus precluded from occupying bears to the total net square feet in the leased premises. "Net square feet" shall mean actual inside dimensions and shall not include public corridors, stairwells, elevators, and restrooms.

Destruction. a) If In the leased premises event the Premises are totally destroyed or injured by fire or earthquake or other casualty, this lease shall terminate. If to the extent that they are untenantable in whole or in part, then Landlord may, at Landlord’s option, proceed with reasonable diligence to build and restore said Premises or such casualty shall render ten (10) percent or less of the floor space of the leased premises unusable for the purpose intendedpart thereof, Lessor shall effect restoration of the premises as quickly as is reasonably possible, but in any event provided that within thirty (30) days. b) In the event such casualty shall render more than ten (10) percent of such floor space unusable but not constitute total destruction, Lessor shall forthwith give notice to State of the specific number of days required to repair the same. If Lessor under such circumstances shall not give such notice within fifteen (15) calendar days after such destructiondestruction or injury Landlord shall notify Tenant in writing of Landlord’s intention to do so, which notice shall also set forth Landlord’s estimated time frame for complete restoration of the Premises. If more than forty percent (40%) the Premises is unuseable and Landlord’s notice provides that repairs necessary to complete restoration of the Premises cannot be made within two hundred and seventy (270) days, or if such notice shall specify that such repairs will require more than ninety in the event Landlord commences restoration of the Premises and does not complete the same within two hundred and seventy (90270) days from the date Landlord commences restoration, Tenant may terminate the Lease effective upon Landlord’s receipt of Tenant’s notice. During the period from destruction or damage to complete from date such notice restoration, the rent shall be abated in the same ratio as that portion of the Premises which Landlord determines is givenunfit for occupancy bears to the whole Premises. If the Landlord shall fail to notify Tenant, State, in either such eventthen this Lease shall, at its option, may terminate this lease or, upon the expiration of the time for the giving of notice to Lessor, may elect to undertake the repairs itself, deducting the cost thereof from the rental due to become due under this lease and any other lease between Lessor and State. c) In the event of any such destruction other than total, where the State has not terminated the lease as herein provided, be deemed terminated. If Landlord elects not to repair or pursuant rebuild as set forth above, this Lease shall terminate without further notice, and all amounts paid or payable by Tenant to Landlord shall, where applicable, be prorated accordingly. Tenant shall vacate the terms hereof has not elected to make the repairs itselfPremises and all further obligations of both parties hereunder shall cease (other than those which shall theretofore have accrued), Lessor shall diligently prosecute the repair effective as of the leased premises and, in any event, if repairs are not completed within date on which Tenant vacates the period of thirty (30) days for destruction aggregating ten (10) percent or less of the floor space, or within the period specified in Lessor's notice in connection with partial destruction aggregating more than ten (10) percent, the State shall have the option to terminate this lease or complete the repairs itself, deducting the cost thereof from the rental due or to become due under this lease and any other lease between Lessor and StatePremises. d) In the event the State remains in possession of the premises though partially destroyed, the rental as herein provided shall be reduced by the same ratio as the net square feet the State is thus precluded from occupying bears to the total net square feet in the leased premises. "Net square feet" shall mean actual inside dimensions and shall not include public corridors, stairwells, elevators, and restrooms.

Destruction. a) If the leased premises or the building wherein the same are totally situated shall be destroyed by fire or other casualty, this lease shall terminate. If or be so damaged thereby that they are untenantable and cannot be rendered tenantable within one hundred eighty (180) days from the date of such casualty shall render ten (10) percent destruction or less damage in the reasonable opinion of the floor space of the leased premises unusable for the purpose intendedLandlord, Lessor Landlord shall effect restoration of the premises as quickly as is reasonably possible, but so notify Tenant in any event writing within thirty (30) days. b) In days after the event such casualty shall render more than ten (10) percent date of such floor space unusable but not constitute total destructiondestruction or damage, Lessor shall forthwith give notice to State of the specific number of days required to repair the same. If Lessor under such circumstances shall not give such notice within fifteen (15) calendar days after such destruction, and either Landlord or if such notice shall specify that such repairs will require more than ninety (90) days to complete from date such notice is given, State, in either such event, at its option, Tenant may terminate this lease or, upon by giving written notice to Lessor, may elect to undertake the repairs itself, deducting the cost thereof from the rental due to become due under this lease and any other lease between Lessor and State. c) In the event of any such destruction other than total, where the State has not terminated the lease as herein provided, or pursuant to the terms hereof has not elected to make the repairs itself, Lessor shall diligently prosecute the repair of the leased premises and, in any event, if repairs are not completed within the period of thirty (30) days for destruction aggregating ten (10) percent or less after the date of the floor space, or within the period specified in Lessor's notice in connection with partial destruction aggregating more than ten (10) percent, the State shall have the option first notice. If neither party elects to terminate this lease, or if the damage or destruction shall not be such as to permit termination of the lease or complete as above provided, Landlord shall with due diligence, to the repairs itselfextent of any insurance proceeds received by Landlord, deducting the cost thereof from the rental due or to become due under the extent of insurance proceeds which would have been received by Landlord but for Landlord's failure to maintain the insurance required of Landlord pursuant to this lease Lease, repair said premises, and any other lease between Lessor a proportionate reduction shall be made in the rent herein corresponding to the time during which and State. d) In to the event the State remains in possession portion of the premises though partially destroyed, the rental as herein provided of which Tenant shall be reduced deprived of possession, as reasonably determined by Landlord. The provisions of Subdivision 2 of Section 1932 of the California Civil Code, and of Subdivision 4 of Section 1933 of that Code, shall not apply to this lease, and Tenant waives the benefits of such provisions. In repairing the premises, Landlord may use designs, plans and specifications other than those used in the original construction, and may alter or relocate any or all of the building, including the premises, provided that the premises as altered or relocated shall be in all material respects reasonably comparable to the premises as defined herein. Leasehold improvements installed in the premises by Landlord at its expense shall be repaired and rebuilt by Landlord, subject to the same ratio as the net square feet the State is thus precluded from occupying bears requirements applicable to the total net square feet in the leased premises. "Net square feet" shall mean actual inside dimensions and shall not include public corridors, stairwells, elevators, and restroomspremises under this paragraph.

Destruction. In the event the Premises are destroyed in whole or in part from any cause, except for routine maintenance and repairs and incidental damage and destruction caused from vandalism and accidents for which Tenant is responsible under ▇▇▇▇▇▇▇▇▇ ▇▇, ▇▇▇▇▇▇▇▇ may, at its option; (a) If Rebuild or restore the leased premises are totally destroyed by fire Premises to their condition prior to the damage or other casualtydestruction, or (b) Terminate this lease shall terminateLease. If such casualty shall render ten (10) percent or less of the floor space of the leased premises unusable for the purpose intended, Lessor shall effect restoration of the premises as quickly as is reasonably possible, but Landlord does riot give Tenant notice in any event writing within thirty (30) days. b) In days from the event such casualty shall render more than ten (10) percent of such floor space unusable but not constitute total destruction, Lessor shall forthwith give notice to State destruction of the specific number Premises of days required its election to repair either rebuild and restore the samePremises or to terminate this Lease, Landlord shall be deemed to have elected to rebuild or restore the Premises, in which event Landlord agrees, at its expense, promptly to rebuild or restore the Premises to their condition prior to the damage or destruction. If Lessor under landlord does not complete the rebuilding or restoration within one hundred eighty (180) days following the date of insurance settlement (such circumstances period of time to be extended for delays caused by the fault or neglect of Tenant or because of Acts of God, acts of public agencies, labor disputes, strikes, fires, freight embargoes, rainy or stormy weather, inability to obtain materials, supplies or fuels, acts of contractors or subcontractors, or delay of the contractors or subcontractors due to such causes or other contingencies beyond the control of Landlord), then Tenant shall not give such notice within liavu thu right to terminate this Lease by giving fifteen (15) calendar days after such destruction▇▇▇▇▇ written notice to Landlord, Notwithstanding anything herein to the contrary, Landlord's obligation to rebuild or restore shall be limited to the Premises and interior constructed by Landlord as they existed as of the Commencement Date of this Lease and shall riot include restoration of Tenant's trade fixtures, equipment, merchandise, or if any improvements, alterations or additions made by Tenant to the Premises, which Tenant shall forthwith replace or fully repair at Tenant's sole cost and expense provided this Lease is not canceled according to the provisions above. The proceeds from any insurance required by this Lease or such notice other insurance proceeds paid by reason of damage to or destruction of the Complex of Premises, or any part thereof, shall specify belong to and be paid to Landlord subject to the rights of any beneficiary of any deed of trust which constitutes an encumbrance. Unless this Lease is terminated pursuant to the foregoing provisions, this Lease shall remain in full force and effect. Tenant hereby expressly waives the provisions of Section 1932(2) and Section 1933(4) of the California Civil Code. In the event that such repairs will require more than ninety thirty-three and one third percent (9033-1/3%) days to complete from date such notice of the building in which the Premises are situated is given, State, in either such event, at its option, may terminate this lease or, upon notice to Lessor, damaged or destroyed (percentage of damage or destruction based on replacement cost) Landlord may elect to undertake the repairs itself, deducting the cost thereof from the rental due to become due under this lease and any other lease between Lessor and State. c) In the event of any such destruction other than total, where the State has not terminated the lease as herein provided, or pursuant to the terms hereof has not elected to make the repairs itself, Lessor shall diligently prosecute the repair of the leased premises and, in any event, if repairs are not completed within the period of thirty (30) days for destruction aggregating ten (10) percent or less of the floor space, or within the period specified in Lessor's notice in connection with partial destruction aggregating more than ten (10) percent, the State shall have the option to terminate this lease Lease, whether the Premises be injured or complete the repairs itself, deducting the cost thereof from the rental due or to become due under this lease and any other lease between Lessor and State. d) not. In the event the State remains in possession destruction of the premises though partially destroyedPremises is caused by Tenant, Tenant shall pay the rental as herein provided shall be reduced by the same ratio as the net square feet the State is thus precluded from occupying bears to the total net square feet in the leased premises. "Net square feet" shall mean actual inside dimensions and shall not include public corridors, stairwells, elevators, and restroomsdeductible portion of Landlord's insurance proceeds.

Destruction. aIn the event the Premises are destroyed in whole or in part from any cause, Lessor may, at its option, (1.) If rebuild or restore the leased premises are totally destroyed by fire Premises to their condition prior to the damage or other casualty, this lease shall terminatedestruction or (2.) terminate the Lease. If such casualty shall render ten (10) percent or less of the floor space of the leased premises unusable for the purpose intended, Lessor shall effect restoration of the premises as quickly as is reasonably possible, but does not give Lessee notice in any event writing within thirty (30) days. b) In days after the event such casualty shall render more than ten (10) percent date on which occurred the destruction of such floor space unusable but not constitute total destructionthe Premises of its election either to rebuild and restore the Premises, or to terminate this Lease, Lessor shall forthwith give notice be deemed to State of have elected to rebuild or restore them, in which event Lessor agrees, at its expense, promptly to rebuild or restore the specific number of days required Premises to repair its condition prior to the samedamage or destruction. If Lessor under does not complete the rebuilding or restoration within one hundred eighty (180) days following the date of destruction (such circumstances period of time to be extended for delays caused by the fault or neglect of Lessee of because of acts of God, acts of public agencies, labor disputes, strikes, fires, freight embargoes, rainy or stormy weather, inability to obtain materials, supplies or fuels, acts of contractors or subcontractors, or delay of the contractors or subcontractors due to such causes or other contingencies beyond control of Lessor), then Lessee shall not give such notice within have the right to terminate this Lease by giving fifteen (15) calendar days prior written notice to Lessor. Lessor’s obligation to rebuild or restore shall not include restoration of Lessee’s trade fixtures, equipment, merchandise, or any improvements, alterations, or additions made by Lessee to the Premises. Unless this Lease is terminated pursuant to the foregoing provisions, this Lease shall remain in full force and effect. Lessee hereby expressly waives the provisions of Section 1932, Subdivision 2, and Section 1933, Subdivision 4, of the California Civil Code. Notwithstanding anything to the contrary in this Article 15: (i) if the Premises are damaged by any peril and Lessor does not terminate the Lease, then Lessee shall have the option to terminate the Lease if the Premises cannot be, or are not in fact, fully restored by Lessor to their prior condition for any reason whatsoever within one hundred eighty (180) days after such destructionthe damage, or and (ii) if the Premises are damaged by any peril during the last twelve (12) months of the Lease term, Lessee shall have the option to terminate this Lease by giving written notice to Lessor within thirty (30) days after the date of the damage estimate, and this Lease shall terminate as of the date specified by Lessee in its termination notice, which date shall not be before the date of such notice shall specify that such repairs will require or more than ninety (90) days to complete from after the date of such notice notice. During any period of time following a casualty where all or any portion of the Premises is givennot suitable for Lessee’s use, Stateas reasonably determined by Lessee, in either such event, at its option, may terminate this lease or, upon notice to Lessor, may elect to undertake the repairs itself, deducting the cost thereof from the rental due to become than all rent due under this lease Lease shall be equitably abated during such period based on the extent to which Lessee’s use and any other lease between Lessor and State. c) In the event of any such destruction other than total, where the State has not terminated the lease as herein provided, or pursuant to the terms hereof has not elected to make the repairs itself, Lessor shall diligently prosecute the repair enjoyment of the leased premises and, in any event, if repairs are not completed within the period of thirty (30) days for destruction aggregating ten (10) percent or less of the floor space, or within the period specified in Lessor's notice in connection with partial destruction aggregating more than ten (10) percent, the State shall have the option to terminate this lease or complete the repairs itself, deducting the cost thereof from the rental due or to become due under this lease and any other lease between Lessor and StatePremises is diminished. d) In the event the State remains in possession of the premises though partially destroyed, the rental as herein provided shall be reduced by the same ratio as the net square feet the State is thus precluded from occupying bears to the total net square feet in the leased premises. "Net square feet" shall mean actual inside dimensions and shall not include public corridors, stairwells, elevators, and restrooms.

Destruction. (a) If In the leased premises are totally destroyed event the Premises or any portion of the Building is damaged by fire or other insured casualty, Landlord shall diligently repair the same to the extent possible with the insurance proceeds actually received by Landlord (and not subject to any prior rights to such proceeds of the holder of any mortgage or deed of trust encumbering the Building), subject to the provisions of this Paragraph hereinafter set forth, if such repairs can in Landlord’s opinion be completed within two hundred forty (240) days following the occurrence of the casualty under the laws and regulations of federal, state and local governmental authorities having jurisdiction thereof. In such event this Lease shall remain in full force and effect except that if such damage is not the result of the negligence or willful misconduct of Tenant or Tenant’s agents, contractors, employees, subtenants, licenses, invitees or visitors, an abatement of Base Rent shall be allowed Tenant for such part of the Premises as shall be rendered unusable by Tenant in the conduct of its business until such time as Landlord completes the repairs and restoration to the Premises required by Paragraph 15(d) hereof. Notwithstanding the foregoing, if such casualty shall occur during the final twelve months of the term of this Lease, Landlord or Tenant may elect to terminate this Lease upon written notice given to the other within thirty (30) days after the date of such fire or other casualty, in which event this lease Lease shall terminateterminate as of the termination date specified in the notice. A total destruction of the Building shall automatically terminate this Lease. (b) If such casualty shall render ten (10repairs cannot in Landlord’s opinion be made during the time period and at a cost provided in Paragraph 15(a) percent or less of the floor space of the leased premises unusable for the purpose intendedabove, Lessor shall effect restoration of the premises as quickly as is reasonably possible, but in any event within thirty (30) days. b) In the event such casualty shall render more than ten (10) percent of such floor space unusable but not constitute total destruction, Lessor shall forthwith give notice to State of the specific number of days required to repair the same. If Lessor under such circumstances shall not give such notice within fifteen (15) calendar days after such destruction, or if such notice shall specify that such repairs will require more than ninety (90) days to complete from date such notice is given, State, in either such event, at its option, Landlord may terminate this lease or, elect upon notice to LessorTenant given forty-five (45) days after the date of such fire or other casualty to (i) repair or restore such damage, may elect to undertake the repairs itselfin which event this Lease shall continue in full force and effect, deducting the cost thereof from the rental due to become due under this lease and any other lease between Lessor and State. c) In the event of any such destruction other than total, where the State has not terminated the lease but Base Rent shall be partially abated as herein hereinabove provided, or pursuant to the terms hereof has not elected to make the repairs itself, Lessor (ii) terminate this Lease in which event this Lease shall diligently prosecute the repair terminate as of the leased premises and, termination date specified in any event, if repairs are not completed within Landlord’s notice. Landlord’s election shall be binding on Tenant. (c) Landlord and Tenant acknowledge that this Lease constitutes the period of thirty (30) days for destruction aggregating ten (10) percent or less entire agreement of the floor spaceparties regarding events of damage or destruction, and Tenant waives the provisions of California Civil Code Section 1932(2) and 1933(4) and any similar statute now or within the period specified hereafter in Lessor's notice in connection with partial destruction aggregating more than ten force. No such casualty (10nor Landlord’s subsequent restoration and repair work) percent, the State shall have the option constitute a constructive eviction or give Tenant any rights to terminate this lease or complete Lease. (d) If the repairs itself, deducting the cost thereof from the rental due or Premises are to become due be repaired under this lease Paragraph, Landlord shall repair at its cost (subject to the limitations contained in this Paragraph) any injury or damage to the Building itself and any other lease between Lessor and State. d) In the event initial permanently affixed improvements to the State remains Premises made by Landlord or existing in the Premises as of the date of delivery of possession of the premises though partially destroyed, Premises to Tenant. Tenant shall pay the rental as herein provided shall be reduced by the same ratio as the net square feet the State is thus precluded from occupying bears to the total net square feet cost of repairing or replacing all other improvements in the leased premises. "Net square feet" shall mean actual inside dimensions Premises and shall not include public corridorsTenant’s trade fixtures, stairwellsfurnishings, elevators, equipment and restroomsother personal property.

Destruction. Disks shall be overwritten using approved software and destroyed. Hard copy OUO or SPI documentation shall be destroyed by using an approved shredder (strips no more than ¼ inch wide). ORDER OF PRECEDENCE This contract is subject only to the Ts&Cs set forth in the following documents: Cover Page, Section I, and Section II of this contract, and the specifications and drawings or other documents, if any, referenced therein. In case of conflict or inconsistency between or among one or more provisions of the above documents, the provisions of each document shall take precedence over the provisions of the other documents in the following order of priority: Section I, Cover Page, Section II, specifications, drawings, and other documents, if any incorporated into this contract by reference thereto. PAYMENTS (a) If Payments on Account of Allowable Costs. Once each month (or at more frequent intervals, if approved by the leased premises are totally destroyed SCR) the Contractor may submit to Sandia, Accounts Payable Department, in such form and reasonable detail as may be required by fire the SCR, an invoice or other casualtyvoucher supported by a statement of costs incurred by the Contractor in the performance of this contract and claimed to constitute allowable costs. "Allowable costs" includes, but is not limited to, actual indirect rate cost experience during the period of performance unless Section I of this lease contract indicates otherwise. Promptly after receipt of each invoice or voucher Sandia shall, subject to the provisions of (b) below, make payment thereon in accordance with contract provisions. Payments will be made by electronic funds transfer. Payment shall terminate. If such casualty shall render ten (10) percent or less be deemed to have been made as of the floor space date on which an electronic funds transfer was made. Costs for items of Capital Property (defined in FAR Part 45) if applicable, shall be separately listed in invoices. Discount time will be computed from the leased premises unusable date correct invoice or voucher is received in the office specified in the contract, or date of completion of work under this contract, whichever is later. Payment is deemed to be made, for the purpose intendedof earning the discount, Lessor shall effect restoration of on the premises as quickly as is reasonably possibledate on which an electronic funds transfer was made. Sandia may take contract or invoice prompt payment discount. Any travel outside the United States by Contractor personnel, but in any event within thirty (30) days. b) In the event such casualty shall render more than ten (10) percent of such floor space unusable but not constitute total destruction, Lessor shall forthwith give notice to State of the specific number of days required to repair the same. If Lessor under such circumstances shall not give such notice within fifteen (15) calendar days after such destruction, or if such notice shall specify that such repairs will require more than ninety (90) days to complete from date such notice is given, State, in either such event, at its option, may terminate this lease or, upon notice to Lessor, may elect to undertake the repairs itself, deducting the cost thereof from the rental due to become due under this lease and any other lease between Lessor and State. c) In the event of any such destruction other than total, where the State has not terminated the lease as herein provided, or pursuant to the terms hereof has not elected to make the repairs itself, Lessor shall diligently prosecute the repair of the leased premises and, in any event, if repairs are not completed within the period of thirty (30) days for destruction aggregating ten (10) percent or less of the floor space, or within the period specified in Lessor's notice in connection with partial destruction aggregating more than ten (10) percent, the State shall have the option to terminate this lease or complete the repairs itself, deducting the cost thereof from the rental due or to become due work under this lease and any other lease between Lessor and State. d) In the event the State remains in possession of the premises though partially destroyedcontract, the rental as herein provided shall be reduced requires advance written approval by the same ratio as the net square feet the State is thus precluded from occupying bears to the total net square feet in the leased premises. "Net square feet" shall mean actual inside dimensions and shall not include public corridors, stairwells, elevators, and restroomsSCR.

Destruction. (a) If In connection with the leased premises are totally destroyed by fire or other casualty, this lease shall terminate. If such casualty shall render ten Separation (10) percent or less of the floor space of the leased premises unusable for the purpose intended, Lessor shall effect restoration of the premises as quickly as is reasonably possible, but and in any event within thirty (30) days. b) In the event such casualty shall render more than ten (10) percent of such floor space unusable but not constitute total destruction, Lessor shall forthwith give notice to State of the specific number of days required to repair the same. If Lessor under such circumstances shall not give such notice within fifteen (15) calendar 14 business days after such destructionthe Distribution Date), Varex shall (i) use its reasonable best efforts to identify any documents or if such notice shall specify that such repairs will require more than ninety (90) days to complete from date such notice is givenmaterials, Stateincluding any drawings, subdrawings and content related thereto in the possession or under the control of Varex or any member of its Group, in each case in any form whatsoever (including all copies thereof and all notes, extracts or summaries based thereon), that in any way contain, disclose or describe any Accelerator Technology other than (1) the Varian Licensed Accelerator Technology or (2) any Accelerator Technology that is a Varex Asset (“Excluded Accelerator Technology Materials”) and (ii) either such event, at its option, may terminate this lease or, upon notice deliver to Lessor, may elect to undertake the repairs itself, deducting the cost thereof from the rental due to become due under this lease Varian or destroy (1) any Excluded Accelerator Technology Materials set forth on Schedule C and (2) any other lease between Lessor Excluded Accelerator Technology Materials identified pursuant to clause (i) above (and, notwithstanding anything to the contrary in the Separation and State. c) In the event Distribution Agreement, neither Varex nor any member of its Group shall retain any electronic back-up versions of any such destruction Excluded Accelerator Technology Materials on any computer system backup tapes, disks or other than totalbackup storage devices or in any other manner). Promptly following the completion of such delivery and destruction, where Varex shall deliver to Varian written confirmation of compliance with its obligations under this Section 2.04(a), which confirmation shall be signed by an authorized representative of Varex. (b) Without limiting Varex’s obligations under Section 2.04(a), if at any time after the State has Distribution Date Varex or any member of its Group becomes aware of, or Varian notifies Varex of, any Excluded Accelerator Technology Materials that were not terminated delivered to Varian or destroyed pursuant to Section 2.04(a), then Varex shall promptly (i) deliver to Varian or destroy such Excluded Accelerator Technology Materials (and, notwithstanding anything to the lease as herein contrary in the Separation and Distribution Agreement, neither Varex nor any member of its Group shall retain any electronic back-up versions of such Excluded Accelerator Technology Materials on any computer system backup tapes, disks or other backup storage devices or in any other manner) and (ii) deliver to Varian written confirmation of compliance with its obligations under this Section 2.04(b) with respect to such Excluded Accelerator Technology Materials, which confirmation shall be signed by an authorized representative of Varex. (c) Without limiting Varex’s obligations under Section 2.04(a) and Section 2.04(b), if Varex in good faith identifies any Accelerator Technology that is not set forth on Schedule B but that Varex reasonably believes was intended by the Parties to be included in the Varian Licensed Accelerator Technology, Varex may, by written notice to Varian, request that ▇▇▇▇▇▇ ▇▇▇▇▇ Varex a license to such Accelerator Technology, and Varian shall consider any such request in good faith (provided, or pursuant for clarity, that nothing in this Section 2.04(c) shall be construed to the terms hereof has not elected require Varian to make the repairs itself, Lessor shall diligently prosecute the repair of the leased premises and, in grant any event, if repairs are not completed within the such license). (d) For a period of thirty four (304) days for destruction aggregating ten (10) percent or less of years after the floor spaceDistribution Date, or within the period specified in Lessor's notice in connection with partial destruction aggregating more than ten (10) percent, the State Varian shall have the option right to terminate this lease cause a Third Party auditor selected by Varian and reasonably acceptable to Varex, upon reasonable notice, during regular business hours and under customary obligations of confidence to Varex, to audit the records and databases of Varex and the other members of its Group to confirm that Varex has complied with its obligations under Section 2.04(a) and Section 2.04(b) and to identify any Excluded Accelerator Technology Materials that have not otherwise been delivered to Varian or complete destroyed. Varex and the repairs itselfother members of its Group shall reasonably cooperate with any such audit, deducting including by making their personnel reasonably available to provide information and assistance reasonably required by the cost thereof from Third Party auditor. Upon completion of any such audit, the rental due Third Party auditor shall prepare and deliver to the Parties a report (i) stating whether the audit identified any Excluded Accelerator Technology Materials that have not otherwise been delivered to Varian or destroyed and (ii) if the audit identified any such Excluded Accelerator Technology Materials, a description thereof. Except as provided in the preceding sentence, the Third Party auditor shall not provide Varian with any information regarding the audited records and databases. Without limiting Varex’s obligations under Section 2.04(a) or Section 2.04(b), if the audit identifies any Excluded Accelerator Technology Materials that have not otherwise been delivered to become due Varian or destroyed, then Varex shall promptly (x) deliver to Varian or destroy such Excluded Accelerator Technology Materials (and, notwithstanding anything to the contrary in the Separation and Distribution Agreement, neither Varex nor any member of its Group shall retain any electronic back-up versions of such Excluded Accelerator Technology Materials on any computer system backup tapes, disks or other backup storage devices or in any other manner) and (y) deliver to Varian written confirmation of compliance with its obligations under this lease and sentence with respect to such Excluded Accelerator Technology Materials, which confirmation shall be signed by an authorized representative of Varex. Varian shall pay the costs of the Third Party auditor, unless the audit identifies any breach of Varex’s obligations under Section 2.04(a) or Section 2.04(b), in which case (without limiting any other lease between Lessor and State. drights or remedies that may be available to Varian) In Varex shall pay the event the State remains in possession costs of the premises though partially destroyed, the rental as herein provided shall be reduced by the same ratio as the net square feet the State is thus precluded from occupying bears to the total net square feet in the leased premises. "Net square feet" shall mean actual inside dimensions and shall not include public corridors, stairwells, elevators, and restroomsThird Party auditor.

Destruction. (a) If In connection with the leased premises are totally destroyed by fire or other casualty, this lease shall terminate. If such casualty shall render ten Separation (10) percent or less of the floor space of the leased premises unusable for the purpose intended, Lessor shall effect restoration of the premises as quickly as is reasonably possible, but and in any event within thirty (30) days. b) In the event such casualty shall render more than ten (10) percent of such floor space unusable but not constitute total destruction, Lessor shall forthwith give notice to State of the specific number of days required to repair the same. If Lessor under such circumstances shall not give such notice within fifteen (15) calendar 14 business days after such destructionthe Distribution Date), Varex shall (i) use its reasonable best efforts to identify any documents or if such notice shall specify that such repairs will require more than ninety (90) days to complete from date such notice is givenmaterials, Stateincluding any drawings, subdrawings and content related thereto in the possession or under the control of Varex or any member of its Group, in each case in any form whatsoever (including all copies thereof and all notes, extracts or summaries based thereon), that in any way contain, disclose or describe any Accelerator Technology other than (1) the Varian Licensed Accelerator Technology or (2) any Accelerator Technology that is a Varex Asset (“Excluded Accelerator Technology Materials”) and (ii) either such event, at its option, may terminate this lease or, upon notice deliver to Lessor, may elect to undertake the repairs itself, deducting the cost thereof from the rental due to become due under this lease Varian or destroy (1) any Excluded Accelerator Technology Materials set forth on Schedule C and (2) any other lease between Lessor Excluded Accelerator Technology Materials identified pursuant to clause (i) above (and, notwithstanding anything to the contrary in the Separation and State. c) In the event Distribution Agreement, neither Varex nor any member of its Group shall retain any electronic back-up versions of any such destruction Excluded Accelerator Technology Materials on any computer system backup tapes, disks or other than totalbackup storage devices or in any other manner). Promptly following the completion of such delivery and destruction, where Varex shall deliver to Varian written confirmation of compliance with its obligations under this Section 2.04(a), which confirmation shall be signed by an authorized representative of Varex. (b) Without limiting Varex’s obligations under Section 2.04(a), if at any time after the State has not terminated the lease as herein providedDistribution Date Varex or any member of its Group becomes aware of, or Varian notifies Varex of, any Excluded Accelerator Technology Materials that were not delivered to Varian or destroyed pursuant to the terms hereof has not elected Section 2.04(a), then Varex shall promptly (i) deliver to make the repairs itself, Lessor shall diligently prosecute the repair of the leased premises Varian or destroy such Excluded Accelerator Technology Materials (and, notwithstanding anything to the contrary in the Separation and Distribution Agreement, neither Varex nor any member of its Group shall retain any electronic back-up versions of such Excluded Accelerator Technology Materials on any computer system backup tapes, disks or other backup storage devices or in any eventother manner) and (ii) deliver to Varian written confirmation of compliance with its obligations under this Section 2.04(b) with respect to such Excluded Accelerator Technology Materials, if repairs are not completed within the which confirmation shall be signed by an authorized representative of Varex. (c) For a period of thirty four (304) days for destruction aggregating ten (10) percent or less of years after the floor spaceDistribution Date, or within the period specified in Lessor's notice in connection with partial destruction aggregating more than ten (10) percent, the State Varian shall have the option right to terminate this lease cause a Third Party auditor selected by Varian and reasonably acceptable to Varex, upon reasonable notice, during regular business hours and under customary obligations of confidence to Varex, to audit the records and databases of Varex and the other members of its Group to confirm that Varex has complied with its obligations under Section 2.04(a) and Section 2.04(b) and to identify any Excluded Accelerator Technology Materials that have not otherwise been delivered to Varian or complete destroyed. Varex and the repairs itselfother members of its Group shall reasonably cooperate with any such audit, deducting including by making their personnel reasonably available to provide information and assistance reasonably required by the cost thereof from Third Party auditor. Upon completion of any such audit, the rental due Third Party auditor shall prepare and deliver to the Parties a report (i) stating whether the audit identified any Excluded Accelerator Technology Materials that have not otherwise been delivered to Varian or destroyed and (ii) if the audit identified any such Excluded Accelerator Technology Materials, a description thereof. Except as provided in the preceding sentence, the Third Party auditor shall not provide Varian with any information regarding the audited records and databases. Without limiting Varex’s obligations under Section 2.04(a) or Section 2.04(b), if the audit identifies any Excluded Accelerator Technology Materials that have not otherwise been delivered to become due Varian or destroyed, then Varex shall promptly (x) deliver to Varian or destroy such Excluded Accelerator Technology Materials (and, notwithstanding anything to the contrary in the Separation and Distribution Agreement, neither Varex nor any member of its Group shall retain any electronic back-up versions of such Excluded Accelerator Technology Materials on any computer system backup tapes, disks or other backup storage devices or in any other manner) and (y) deliver to Varian written confirmation of compliance with its obligations under this lease and sentence with respect to such Excluded Accelerator Technology Materials, which confirmation shall be signed by an authorized representative of Varex. Varian shall pay the costs of the Third Party auditor, unless the audit identifies any breach of Varex’s obligations under Section 2.04(a) or Section 2.04(b), in which case (without limiting any other lease between Lessor and State. drights or remedies that may be available to Varian) In Varex shall pay the event the State remains in possession costs of the premises though partially destroyed, the rental as herein provided shall be reduced by the same ratio as the net square feet the State is thus precluded from occupying bears to the total net square feet in the leased premises. "Net square feet" shall mean actual inside dimensions and shall not include public corridors, stairwells, elevators, and restroomsThird Party auditor.

Destruction. (a) If the leased premises Premises are totally destroyed damaged by fire or other casualty, the same shall be repaired as speedily as practicable, subject to reasonable delay for insurance adjustment or other matters beyond Landlord’s reasonable control under the circumstances, at the expense of Landlord (subject to Section 20(c) below), unless this lease Lease is terminated as provided in this Section 20. Beginning on the date of such casualty and continuing during the period required for repair, a just and proportionate part of the Base Rental and Tenant’s Operating Expense Rental shall terminatebe abated for the time and to the extent the Premises are unfit for occupancy for the purposes permitted under this Lease, and not occupied by Tenant as a result thereof, unless such damage to the Premises is due to the negligence or willful misconduct of Tenant or Tenant’s employees, contractors, licensees, or invitees, in which event Base Rental and Additional Rental shall be abated only to the extent Landlord is reimbursed from the proceeds of rental income or interruption insurance purchased by Landlord as part of Operating Expenses. (b) If the Premises are (i) damaged to such an extent that repairs cannot, in Landlord’s judgment, be completed within twelve (12) months after the date of the casualty; (ii) damaged or destroyed as a result of a risk which is not insured under standard special form/all risk insurance policies or any other insurance carried (or required to be carried) by Landlord under this Lease; (iii) damaged and the holder of any mortgage on the Project or ground or underlying lessor with respect to the Project and/or the Building requires that the insurance proceeds or any portion thereof be used to retire the mortgage debt or terminates the ground or underlying lease, as the case may be; or (iv) substantially damaged or destroyed during the last twelve (12) months of the Lease Term, as extended if permitted herein, then in any such event Landlord may at its option terminate this Lease by notice in writing given to Tenant within sixty (60) days after the date of such damage or destruction. If the Premises are damaged to such casualty shall render ten an extent that repairs cannot, in Landlord’s judgment, be completed within twelve (1012) percent or less months after the date of the floor space casualty or if the Premises are substantially damaged during the last twelve (12) months of the leased premises unusable for the purpose intendedLease Term, Lessor shall effect restoration of the premises as quickly as is reasonably possibleit may have been extended if permitted herein, but then in any either such event Tenant may elect to terminate this Lease by notice in writing to Landlord within thirty (30) daysdays after notice from Landlord of the estimated repair time (which estimate shall be given within sixty [60] days after the date of damage). Unless Landlord or Tenant elects to terminate this Lease as hereinabove provided, this Lease will remain in full force and effect and Landlord shall repair such damage to the extent required in this Section 20 as expeditiously as possible under the circumstances. If Landlord or Tenant terminates the Lease pursuant to this Section 20, then Tenant shall pay the Base Rental and Additional Rental properly apportioned (and as the same may have been abated in accordance with Section 20(a) above) up to such date of termination or casualty, as the case may be, and both parties hereto shall thereafter be freed and discharged of all further obligations hereunder, except as provided for in provisions of this Lease which by their terms survive the expiration or earlier termination of the Lease Term. b(c) In If Landlord should elect or be obligated pursuant to Section 20(a) above to repair because of any damage or destruction, Landlord’s obligation shall be limited solely to restoration of the event Building to the condition provided to Tenant on the Delivery Date and shall not extend to any leasehold improvements in the Premises made by Tenant, furniture, equipment, supplies, trade fixtures or other personal property owned or leased by Tenant, its employees, contractors, invitees or licensees. If the cost of performing such repairs and restoration exceeds the actual proceeds of insurance paid or payable to Landlord on account of such casualty shall render more (other than ten (10) percent of such floor space unusable but not constitute total destruction, Lessor shall forthwith give notice to State of the specific number of days required to repair the same. If Lessor under such circumstances shall not give such notice within fifteen (15) calendar days after such destructiondeductible amounts), or if such notice Landlord’s mortgagee under a mortgage or the lessor under an underlying lease shall specify require that such repairs will require more than ninety (90) days any insurance proceeds from a casualty loss be paid to complete from date such notice is givenit, State, in either such event, at its option, Landlord may terminate this lease or, upon notice to Lessor, may elect to undertake the repairs itself, deducting the cost thereof from the rental due to become due under this lease and any other lease between Lessor and StateLease. c) In the event of any such destruction other than total, where the State has not terminated the lease as herein provided, or pursuant to the terms hereof has not elected to make the repairs itself, Lessor shall diligently prosecute the repair of the leased premises and, in any event, if repairs are not completed within the period of thirty (30) days for destruction aggregating ten (10) percent or less of the floor space, or within the period specified in Lessor's notice in connection with partial destruction aggregating more than ten (10) percent, the State shall have the option to terminate this lease or complete the repairs itself, deducting the cost thereof from the rental due or to become due under this lease and any other lease between Lessor and State. d) In the no event the State remains in possession shall Landlord be liable for any loss or damage sustained by Tenant or its visitors, or injury to Tenant’s business by reason of casualties mentioned hereinabove or any other accidental casualty. (e) The provisions of this Lease, including this Section 20, constitute an express agreement between Landlord and Tenant with respect to any and all damage to, or destruction of, all or any part of the premises though partially destroyedPremises, the rental as herein provided shall be reduced by Building or any other portion of the same ratio as Project. Any statute or regulation of the net square feet state in which the State Building is thus precluded from occupying bears located including, without limitation, Sections 1932(2) and 1933(4) of the California Civil Code, with respect to the total net square feet any rights or obligations concerning damage or destruction in the leased premises. "Net square feet" absence of an express agreement between the parties, shall mean actual inside dimensions and shall not include public corridorshave no application to this Lease or any damage or destruction to all or any part of the Premises, stairwells, elevators, and restroomsthe Building or any other portion of the Project.

Destruction. a) If the leased premises Leased Premises are totally destroyed partially damaged by fire or other casualtyany casualty which is insured against under any insurance policy maintained by Landlord, this lease shall terminate. If such casualty shall render ten (10) percent or less Landlord shall, to the extent of and upon receipt of, the insurance proceeds, repair the portion of the floor space improvements constructed by Landlord pursuant to the Work Letter, if any, damaged by such casualty. Until such repair is complete, the Basic Annual Rent and Additional Rent shall be abated proportionately as to that portion of the leased premises unusable for Leased Premises rendered untenantable. Notwithstanding the purpose intendedforegoing, Lessor shall effect restoration of the premises as quickly as is reasonably possible, but in any event within thirty (30) days. b) In the event such casualty shall render more than ten (10) percent of such floor space unusable but not constitute total destruction, Lessor shall forthwith give notice to State of the specific number of days required Landlord may either elect to repair the same. If Lessor under such circumstances shall not give such damage or may cancel this Lease by notice of cancellation within fifteen (15) calendar days after such destruction, or if such notice shall specify that such repairs will require more than ninety (90) days after such event and thereupon this Lease shall expire, and Tenant shall vacate and surrender the Leased Premises to complete from date Landlord if any of the following occur: (a) the Leased Premises by reason of such notice occurrence are rendered wholly untenantable, (b) the Leased Premises should be damaged as a result of a risk which is givennot covered by insurance, State, in either such event, at its option, may terminate this lease or, upon notice to Lessor, may elect to undertake the repairs itself, deducting the cost thereof from the rental due to become due under this lease and any other lease between Lessor and State. (c) the Leased Premises should be damaged in whole or in part during the last six (6) months of the Term or of any renewal hereof, (d) the Leased Premises or the Building (whether the Leased Premises are damaged or not) should be damaged to the extent of fifty percent (50%) or more of the then-monetary value thereof, or (e) the proceeds of such insurance are not sufficient to repair the Leased Premises to the extent required above (including any deficiency as a result of a mortgage lender’s election to apply such proceeds to the payment of the mortgage loan). Tenant’s liability for rent upon the termination of this Lease shall cease as of the day following Landlord’s giving notice of cancellation. In the event Landlord elects to repair any damage, any abatement of any such destruction other than totalrent shall end five (5) days after notice by Landlord to Tenant that the Leased Premises have been repaired as required herein. If the damage is caused by the negligence of Tenant or its employees, where the State has not terminated the lease as herein providedagents, invitees, or pursuant concessionaires, there shall be no abatement of rent. Unless this Lease is terminated by Landlord, Tenant shall repair and refixture the interior of the Leased Premises in a manner and in at least a condition equal to that existing prior to the terms hereof has not elected to make destruction or casualty and the repairs itself, Lessor shall diligently prosecute the repair proceeds of the leased premises and, in any event, if repairs are not completed within the period of thirty (30) days for destruction aggregating ten (10) percent or less of the floor space, or within the period specified in Lessor's notice in connection with partial destruction aggregating more than ten (10) percent, the State shall have the option to terminate this lease or complete the repairs itself, deducting the cost thereof from the rental due or to become due under this lease all insurance carried by Tenant on its property and any other lease between Lessor and State. d) In the event the State remains in possession of the premises though partially destroyed, the rental as herein provided fixtures shall be reduced held in trust by Tenant for the same ratio as the net square feet the State is thus precluded from occupying bears to the total net square feet in the leased premises. "Net square feet" shall mean actual inside dimensions purpose of said repair and shall not include public corridors, stairwells, elevators, and restroomsreplacement.

Destruction. a) If the leased premises Premises are totally destroyed by fire destroyed, in whole or other casualtyin part, from any ----------- cause, Landlord shall, at its option, either: A. Rebuild or restore the Premises to their condition prior to the damage or destruction; or B. Terminate this lease shall terminateLease. If such casualty shall render ten Landlord does not give Tenant notice in writing within sixty (1060) percent or less days from the destruction of the floor space Premises of its election to either rebuild and restore the leased premises unusable Premises, or to terminate this Lease, and provided that insurance proceeds actually available to Landlord for the purpose intendedof rebuilding or restoring the Premises are sufficient to rebuild or restore the Premises, Lessor then Landlord shall effect be deemed to have elected to rebuild or restore the Premises, in which event Landlord agrees, at its expense, promptly to rebuild or restore the Premises to the condition prior to the damage or destruction. If Landlord does not. complete the rebuilding or restoration within one hundred eighty (180) days following the date of destruction (such period of time to be extended for delays caused by the fault or neglect of Tenant, or because of acts of God, acts of public agencies, labor disputes, strikes, fires, freight embargoes, rainy or stormy weather, inability to obtain materials, supplies or fuels, acts of contractors or subcontractors, or delay of the premises as quickly as is reasonably possiblecontractors or subcontractors due to such causes or other contingencies beyond the control of Landlord), but in any event within thirty (30) days. b) In then Tenant shall have the event such casualty shall render more than ten (10) percent of such floor space unusable but not constitute total destruction, Lessor shall forthwith give right to terminate this Lease by giving written notice to State of the specific number of days required to repair the same. If Lessor under such circumstances shall not give such notice Landlord within fifteen (15) calendar days after of the expiration of such destructionperiod. Landlord's obligation to rebuild or restore the Premises shall not include restoration of Tenant's trade fixtures, equipment or merchandise, or if such notice any improvements, alterations or additions made by Tenant to the Premises. Unless this Lease is terminated pursuant to the foregoing provisions, this Lease shall specify that such repairs will require more remain in full force and effect. Tenant hereby expressly waives the provisions of Section 1932, Subdivision 2, and Section 1933, Subdivision 4, of the California Civil Code. In case of destruction or damage caused by a risk not covered by Tenant's business interruption insurance described in Paragraph 8, there shall be an abatement or reduction of Rent between the date of destruction and the date of substantial completion of restoration, based on the extent to which the destruction interferes with Tenant's use of the Premises. If the Building is damaged or destroyed to the extent of not less than ninety thirty three and one third percent (9033 1/3%) days to complete from date such notice is givenof the replacement cost thereof, State, in either such event, at its option, may terminate this lease or, upon notice to Lessor, then Landlord may elect to undertake the repairs itself, deducting the cost thereof from the rental due to become due under this lease and any other lease between Lessor and State. c) In the event of any such destruction other than total, where the State has not terminated the lease as herein provided, or pursuant to the terms hereof has not elected to make the repairs itself, Lessor shall diligently prosecute the repair of the leased premises and, in any event, if repairs are not completed within the period of thirty (30) days for destruction aggregating ten (10) percent or less of the floor space, or within the period specified in Lessor's notice in connection with partial destruction aggregating more than ten (10) percent, the State shall have the option to terminate this lease Lease, whether the Premises are injured or complete not, provided that Landlord terminates the repairs itself, deducting the cost thereof from the rental due or to become due under this lease and any leases of all other lease between Lessor and State. d) In the event the State remains in possession of the premises though partially destroyed, the rental as herein provided shall be reduced by the same ratio as the net square feet the State is thus precluded from occupying bears to the total net square feet tenants in the leased Building similarly situated in terms of damage or destruction to their respective premises. "Net square feet" shall mean actual inside dimensions and shall not include public corridors, stairwells, elevators, and restrooms.

Destruction. If the Leased Premises shall be partially damaged by any casualty insured against under any insurance policy maintained by Landlord, Landlord shall, upon receipt of the insurance proceeds, repair the Leased Premises and until repair is complete the Basic Annual Rent and Additional Rent shall be abated proportionately as to that portion of the Leased Premises rendered untenantable. Notwithstanding the foregoing, if: (a) If the leased premises Leased Premises by reason of such occurrence are totally destroyed rendered wholly untenantable, or (b) the Leased Premises should be damaged as a result of a risk which is not covered by fire insurance, or other casualty, this lease shall terminate. If such casualty shall render ten (10c) percent the Leased Premises should be damaged in whole or less in part during the last six (6) months of the floor space term or of any renewal hereof, or (d) the Leased Premises or the Building (whether the Leased Premises are damaged or not) should be damaged to the extent of fifty percent (50%) or more of the leased premises unusable for the purpose intendedthen-monetary value thereof, Lessor shall effect restoration of the premises as quickly as is reasonably possible, but then and in any event within thirty (30) days. b) In the event such casualty shall render more than ten (10) percent of such floor space unusable but not constitute total destructionevents, Lessor shall forthwith give notice to State of the specific number of days required Landlord may either elect to repair the same. If Lessor under such circumstances shall not give such damage or may cancel this Lease by notice of cancellation within fifteen (15) calendar days after such destruction, or if such notice shall specify that such repairs will require more than ninety Ninety (90) days after such event and thereupon this Lease shall expire, and Tenant shall vacate and surrender the Leased Premises to complete from date such Landlord. Tenant's liability for rent upon the termination of this Lease shall cease as of the day following Landlord's giving notice is given, State, in either such event, at its option, may terminate this lease or, upon notice to Lessor, may elect to undertake the repairs itself, deducting the cost thereof from the rental due to become due under this lease and any other lease between Lessor and State. c) of cancellation. In the event Landlord elects to repair any damage, any abatement of any such destruction other than totalrent shall end five (5) days after notice by Landlord to Tenant that the Leased Premises have been repaired. If the damage is caused by the negligence of Tenant or its employees, where the State has not terminated the lease as herein providedagents, invitees, or pursuant concessionaires, there shall be no abatement of rent. Unless this Lease is terminated by Landlord, Tenant shall repair and refixture the interior of the Leased Premises to the terms hereof has not elected to make the repairs itself, Lessor shall diligently prosecute the repair extent of the leased premises and, Tenant Finish in any event, if repairs are not completed within a manner and in at least a condition equal to that existing prior to the period destruction or casualty and the proceeds of thirty (30) days for destruction aggregating ten (10) percent or less of the floor space, or within the period specified in Lessor's notice in connection with partial destruction aggregating more than ten (10) percent, the State shall have the option to terminate this lease or complete the repairs itself, deducting the cost thereof from the rental due or to become due under this lease all insurance carried by Tenant on its property and any other lease between Lessor and State. d) In the event the State remains in possession of the premises though partially destroyed, the rental as herein provided fixtures shall be reduced held in trust by Tenant for the same ratio as the net square feet the State is thus precluded from occupying bears to the total net square feet in the leased premises. "Net square feet" shall mean actual inside dimensions purpose of said repair and shall not include public corridors, stairwells, elevators, and restroomsreplacement.

Destruction. (a) If the leased premises Demised Premises are totally destroyed damaged by fire or other casualty, this lease the same shall terminate. If such casualty shall render ten (10) percent be repaired or less rebuilt as speedily as practical under the circumstances at the expense of the floor space Landlord, unless this Lease is terminated as provided in this Article 22, and during the period required for restoration, a just and proportionate part of Base and Additional Rental shall be abated until the Demised Premises are repaired or rebuilt. (b) If the Demised Premises are (i) damaged to such an extent that repairs cannot, in Landlord's judgment, be completed within one hundred eighty (180) days after the date of the leased premises unusable for casualty or (ii) damaged or destroyed as a result of a risk which is not insured under standard fire insurance policies with extended coverage endorsement, or (iii) damaged or destroyed during the purpose intended, Lessor shall effect restoration last eighteen (18) months of the premises Lease Term, or if the Building is damaged in whole or in part (whether or not the Demised Premises are damaged), to such an extent that the Building cannot, in Landlord's judgment, be operated economically as quickly as is reasonably possiblean integral unit, but then and in any such event Landlord may at its option terminate this Lease by notice in writing to the Tenant within sixty (60) days after the date of such occurrence, provided, however, Landlord will use its best efforts to attempt to provide such notice within thirty (30) days. b) In the event such casualty shall render more than ten (10) percent days of such floor space unusable but not constitute total destructionoccurrence. If the Demised Premises are damaged to such an extent that repairs cannot, Lessor shall forthwith give notice to State in Landlord's judgment, be completed within one hundred eighty (180) days after the date of the specific number casualty or if the Demised Premises are substantially damaged during the last eighteen (18) months of days required the Lease Term, then in either such event Tenant may elect to repair the same. If Lessor under such circumstances shall not give such terminate this Lease by notice in writing to Landlord within fifteen (15) calendar days after the date of such occurrence. Unless Landlord or Tenant elects to terminate this Lease as hereinabove provided, this Lease will remain in full force and effect and Landlord shall repair such damage at its expense to the extent required under subparagraph (c) below as expeditiously as possible under the circumstances. (c) If Landlord should elect or be obligated pursuant to subparagraph (a) above to repair or rebuild because of any damage or destruction, Landlord's obligation shall be limited to the original Building and any other work or improvements which were originally performed or installed at Landlord's expense as described in EXHIBIT "D" hereto or with the proceeds of the Construction Allowance. If the cost of performing such repairs exceeds the actual proceeds of insurance paid or payable to Landlord on account of such casualty, or if such notice Landlord's mortgagee or the lessor under a ground or underlying lease shall specify require that such repairs will require more than ninety (90) days any insurance proceeds from a casualty loss be paid to complete from date such notice is givenit, State, in either such event, at its option, Landlord may terminate this lease orLease unless Tenant, upon notice within fifteen (15) days after demand therefor, deposits with Landlord a sum of money sufficient to Lessor, may elect to undertake pay the repairs itself, deducting difference between the cost thereof from of repair and the rental due proceeds of the insurance available to become due under this lease and any other lease between Lessor and StateLandlord for such purpose. c) In the event of any such destruction other than total, where the State has not terminated the lease as herein provided, or pursuant to the terms hereof has not elected to make the repairs itself, Lessor shall diligently prosecute the repair of the leased premises and, in any event, if repairs are not completed within the period of thirty (30) days for destruction aggregating ten (10) percent or less of the floor space, or within the period specified in Lessor's notice in connection with partial destruction aggregating more than ten (10) percent, the State shall have the option to terminate this lease or complete the repairs itself, deducting the cost thereof from the rental due or to become due under this lease and any other lease between Lessor and State. d) In the no event the State remains in possession shall Landlord be liable for any loss or damage sustained by Tenant by reason of the premises though partially destroyed, the rental as herein provided shall be reduced casualties mentioned hereinabove or any other accidental casualty unless such loss or damage is not insured and was caused by the same ratio as the net square feet the State is thus precluded from occupying bears to the total net square feet in the leased premises. "Net square feet" shall mean actual inside dimensions and shall not include public corridors, stairwells, elevators, and restroomsgross negligence or willful misconduct of Landlord.

Destruction. A. If the Building or the Premises, or any part thereof, is damaged by fire or other casualty during the term of this Lease, or any extension thereof, and this Lease is not terminated pursuant to paragraph 17.B, Lessor shall repair such damage and restore the Building and the Premises but none of Lessee’s leasehold improvements, additions or alterations made by Lessee to the Premises, to substantially the same condition in which the Building and the Premises existed on the Lease Commencement Date and this Lease shall, subject to this paragraph 17.A, remain in full force and effect. If such fire or other casualty damages the Premises or common areas of the Building necessary for Lessee’s use and occupancy of the Premises, then, during the period the Premises is rendered unusable by such damage, Lessee shall be entitled to a reduction in Base Monthly Rent and all other rent in the proportion that the area of the Premises rendered unusable by such damage bears to the total area of the Premises. B. If the Building or the Premises, or any part thereof, is damaged by fire or other casualty during the term of this Lease or any extension thereof and (a) If such fire or other casualty occurs during the leased premises last twelve (12) months of the term of this Lease or any extension thereof and Lessee has not exercised an Option to extend the term, or (b) the insurance proceeds received by Lessor with respect to such damage are totally destroyed not adequate to pay the entire cost, as reasonably estimated by Lessor, of the repair and restoration work to be performed by Lessor in accordance with paragraph 17.A, or (c) the repair and restoration work to be performed by Lessor in accordance with paragraph 17.A cannot, as reasonably estimated by Lessor, be completed within four (4) months after the occurrence of such fire or other casualty, this lease shall terminate. If then, in any such casualty shall render ten (10) percent or less of the floor space of the leased premises unusable for the purpose intendedevent, Lessor shall effect restoration deliver notice thereof to Lessee within sixty (60) days after the occurrence of such fire or other casualty. Each party shall have the right, by giving written notice to the other party within twenty (20) days after the giving of Lessor’s notice, to terminate this Lease as of the premises as quickly as is reasonably possible, but in any event within thirty (30) days. b) In the event such casualty shall render more than ten (10) percent date of such floor space unusable but not constitute total destructiontermination notice. If neither party exercises the right to terminate this lease in accordance with this paragraph 17.B, Lessor shall forthwith give notice repair such damage and restore the Building and the Premises in accordance with paragraph 17.A and this Lease shall, subject to State paragraph 17.A, remain in full force and effect. A total destruction of the specific number Building shall automatically terminate this Lease effective as of days required to repair the samedate of such total destruction. If Lessor under such circumstances For purposes of this Lease, the term “total destruction” shall not give such notice within fifteen (15) calendar days after such destruction, or if such notice shall specify that such repairs will require mean destruction which results in more than 75% of the total square footage of the Building being rendered unusable for any purpose and which damage cannot be repaired within ninety (90) days to complete from date such notice is given, State, in either such event, at its option, may terminate this lease or, upon notice to as determined by Lessor, may elect to undertake the repairs itself, deducting the cost thereof from the rental due to become due under this lease and any other lease between Lessor and State. cC. Lessee waives the provisions of Civil Code Section 1932(2) In the event of and Civil Code Section 1933(4) with respect to any such destruction other than total, where the State has not terminated the lease as herein provided, or pursuant to the terms hereof has not elected to make the repairs itself, Lessor shall diligently prosecute the repair of the leased premises and, in any event, if repairs are not completed within the period of thirty (30) days for destruction aggregating ten (10) percent or less of the floor space, or within the period specified in Lessor's notice in connection with partial destruction aggregating more than ten (10) percent, the State shall have the option to terminate this lease or complete the repairs itself, deducting the cost thereof from the rental due or to become due under this lease and any other lease between Lessor and StatePremises. d) In the event the State remains in possession of the premises though partially destroyed, the rental as herein provided shall be reduced by the same ratio as the net square feet the State is thus precluded from occupying bears to the total net square feet in the leased premises. "Net square feet" shall mean actual inside dimensions and shall not include public corridors, stairwells, elevators, and restrooms.

Destruction. a) If the leased premises Demised Premises shall be partially damaged by any casualty insurable under Landlord's insurance policy, Landlord shall, upon receipt of the insurance proceeds, repair the same and the minimum rent shall be abated proportionately as to that portion of the Demised Premises rendered untenable. If the Demised Premises by reason of such occurrence are totally destroyed rendered wholly untenable or whether the Demised Premises are damaged or not, if all of the buildings which then comprise the Complex should be damaged to the extent of seventy-five percent or more of the then monetary value thereof, or seventy-five percent of the buildings or common areas of the Complex are damaged, whether or not the Demised Premises are damaged to such an extent that the Complex cannot, in the sole judgment of the Landlord, be operated as an integral unit, then or in any such event, Landlord may elect to repair the damage or may cancel this Lease by fire or other casualty, notice of cancellation within one hundred eighty (180) days after such event and thereupon this lease shall terminateexpire, and Tenant shall vacate and surrender the Demised Premises to Landlord. If such casualty Tenant's liability for rent upon the termination of this lease shall render ten (10) percent or less cease as of the floor space day following the event or damage. Unless this lease is terminated by Landlord, Tenant shall hold the proceeds of the leased premises unusable all insurance carried by Tenant on its property and improvements in trust for the purpose intended, Lessor shall effect restoration of the premises as quickly as is reasonably possible, but in any event within thirty (30) days. b) repair and replacement. In the event such casualty shall render more than ten (10) percent of such floor space unusable but not constitute total destruction, Lessor shall forthwith give notice to State of the specific number of days required Landlord elects to repair the samedamage any abatement of rent shall end five days after notice by Landlord to Tenant that the Demised Premises have been repaired. If Lessor under such circumstances any damage is caused by the negligence of Tenant or its employees, the damages shall not give such notice within fifteen (15) calendar days after such destruction, or if such notice shall specify that such repairs will require more than ninety (90) days to complete from date such notice is given, State, in either such event, at its option, may terminate this lease orbe repaired by Landlord, upon notice to Lessorreceipt of insurance proceeds, may elect to undertake the repairs itself, deducting the cost thereof from the rental due to become due under this lease and any other lease between Lessor and State. c) In the event of any such destruction other than total, where the State has not terminated the lease as herein provided, or pursuant to the terms hereof has not elected to make the repairs itself, Lessor shall diligently prosecute the repair of the leased premises and, in any event, if repairs are not completed within the period of thirty (30) days for destruction aggregating ten (10) percent or less of the floor space, or within the period specified in Lessor's notice in connection with partial destruction aggregating more than ten (10) percent, the State shall have the option to terminate this lease or complete the repairs itself, deducting the cost thereof from the rental due or to become due under this lease and any other lease between Lessor and State. d) In the event the State remains in possession of the premises though partially destroyed, the rental as herein provided but there shall be reduced by the same ratio as the net square feet the State is thus precluded from occupying bears to the total net square feet in the leased premises. "Net square feet" shall mean actual inside dimensions and shall not include public corridors, stairwells, elevators, and restroomsno abatement of rent.

Destruction. In the event the Premises are destroyed in whole or in part from any cause, except for routine maintenance and repairs and incidental damage and destruction caused from vandalism and accidents for which Tenant is responsible under P▇▇▇▇▇▇▇▇ ▇, ▇▇▇▇▇▇▇▇ may, at its option: (a) If Rebuild or restore the leased premises are totally destroyed by fire Premises to their condition prior to the damage or other destruction, or (b) Terminate this Lease, in the event that (i) the Premises is damaged to the extent of fifty percent (50%) or more of the replacement cost, exclusive of footings, foundations and floor slabs and (ii) Landlord’s general contractor in charge of repair and restoration reasonably estimates that the repair and restoration of such damaged area shall require more than one hundred eighty (180) days following the date of such damage or destruction. Notwithstanding the foregoing, Landlord shall not have the right to terminate this Lease as provided in this subparagraph (b) if Tenant, in the exercise of its sole discretion elects within fifteen (15) days after receipt of Landlord’s termination notice to restore the Premises at Tenant’s sole cost. In the event Tenant so elects, Tenant shall immediately undertake to restore the Premises to its condition existing as of the date of the damage. Landlord shall make available to Tenant all proceeds of insurance available as the result of the casualty, this lease up to the amount of the restoration cost (net of the deductible), and said proceeds shall terminatebe used to pay for the restoration of said Premises. Tenant shall pay one hundred percent (100%) of each progress payment due to the contractor restoring the Premises, and submit to Landlord a request for reimbursement which bears the same relationship to the total amount of the progress payment in question as to the amount of the insurance proceeds so received by Landlord. With each request for reimbursement, Tenant shall provide Landlord with a copy of the related invoice(s), copies of the paid check(s) representing payment of said invoice(s) and copies of conditional lien releases signed by the general contractor in charge of the restoration. Provided Landlord has actually received insurance proceeds from the insurance carrier, Landlord shall reimburse Tenant within fifteen (15) business days of receipt of all the required documents its prorata share of said payment from the insurance proceeds received by Landlord. If such casualty shall render ten (10) percent or less of the floor space of the leased premises unusable for the purpose intended, Lessor shall effect restoration of the premises as quickly as is reasonably possible, but Landlord does not give Tenant notice in any event writing within thirty (30) days. b) In days from the event such casualty shall render more than ten (10) percent of such floor space unusable but not constitute total destruction, Lessor shall forthwith give notice to State destruction of the specific number Premises of days required its election to repair the same. If Lessor under such circumstances shall not give such notice within fifteen (15) calendar days after such destructioneither rebuild and restore them, or if such notice to terminate this Lease, Landlord shall specify that such repairs will require more than ninety (90) days be deemed to complete from date such notice is given, Statehave elected to rebuild or restore them, in either such eventwhich event Landlord agrees, at its optionexpense except for any deductible, may terminate this lease orwhich, upon notice to Lessor, may elect to undertake the repairs itself, deducting the cost thereof from the rental due to become due under this lease and any other lease between Lessor and State. c) In the event of any such destruction other than total, where the State has not terminated the lease as herein provided, or pursuant to the terms hereof has not elected to make specific provisions of this Lease, is the repairs itself, Lessor shall diligently prosecute the repair responsibility of the leased premises andTenant, promptly to rebuild or restore the Premises to their condition prior to the damage or destruction. In any case, Tenant shall be entitled to a reduction in Rent from the date of such damage or destruction, provided Tenant is not using any portion of such damaged area, while such repair is being made, until the Premises are restored, in any event, the proportion that the area of the Premises rendered untenantable by such damage bears to the total area of the Premises. If Landlord initially estimates that the rebuilding or restoration will exceed 180 days or if repairs are Landlord does not completed complete the rebuilding or restoration within one hundred eighty (180) days following the date of destruction (such period of thirty (30) days time to be extended for destruction aggregating ten (10) percent delays caused by the fault or less neglect of Tenant or because of Acts of God, acts of public agencies, labor disputes, strikes, fires, freight embargos, rainy or stormy weather, inability to obtain materials, supplies or fuels, acts of contractors or subcontractors, or delay of the contractors or subcontractors due to such causes or other contingencies beyond the control of Landlord) (the “Allowed Restoration Period”), then, provided the Premises is damaged to the extent of fifty percent (50%) or more of the replacement cost (exclusive of footings, foundations and floor spaceslabs), or within the period specified in Lessor's notice in connection with partial destruction aggregating more than ten (10) percent, the State Tenant shall have the option right to terminate this lease Lease by giving written notice to Landlord within five days following the date Tenant receives Landlord’s written notice stating that the restoration will exceed the Allowed Restoration Period. If Landlord elects to terminate the Lease early due to destruction as provided herein, Tenant shall not be liable for the insurance deductible as it relates to the Premises; however if Tenant elects to terminate, Tenant shall remain liable for payment of fifty percent (50%) of the insurance deductible as it relates to the Premises. Notwithstanding anything herein to the contrary, Landlord’s obligation to rebuild or complete restore shall be limited to the repairs itselfBuilding and interior improvements constructed by Landlord as they existed as of the Commencement Date of the Lease and shall not include restoration of Tenant’s trade fixtures, deducting equipment, merchandise, or any improvements, alterations or additions made by Tenant to the Premises, which Tenant shall forthwith replace or fully repair at Tenant’s sole cost thereof from and expense provided this Lease is not canceled according to the rental due or provisions above. Unless this Lease is terminated pursuant to become due under the foregoing provisions, this lease Lease shall remain in full force and any other lease between Lessor and State. d) effect. Tenant hereby expressly waives the provision of Section 1932, Subdivision 2, in Section 1933, Subdivision 4 of the California Civil Code. In the event the State remains Lease is subsequently amended whereby Tenant is leasing less than one hundred percent (100%) of said Building and in possession the event that the Building in which the Premises are situated is damaged or destroyed to the extent of not less than fifty percent (50%) of the premises though partially destroyedreplacement cost thereof, Landlord may elect to terminate this Lease, whether the rental as herein provided Premises be injured or not. Notwithstanding anything to the contrary herein, Landlord may terminate this Lease in the event of an uninsured event or if insurance proceeds are insufficient to cover one hundred percent of the rebuilding costs net of the deductible; provided, however, Tenant shall be reduced by have the same ratio right to elect, in its discretion, to pay such excess costs to Landlord (within 30 days of Tenant’s receipt of an invoice from Landlord) and Landlord shall thereafter repair the Premises or require Tenant to repair said Premises or Building as the net square feet the State is thus precluded from occupying bears to the total net square feet in the leased premises. "Net square feet" shall mean actual inside dimensions and shall not include public corridors, stairwells, elevators, and restroomscase may be.

Destruction. a) If In the leased event of damage causing a partial destruction of the premises are totally destroyed by fire or other casualty, during the term of this lease shall terminate. If such casualty shall render ten from any cause and in the sole judgment of Lessor repairs can be completed within one hundred eighty (10180) percent or less days from the date of the floor space damage under the applicable laws and regulations of the leased premises unusable for the purpose intendedgovernmental authorities, Lessor shall effect restoration repair said damage within a reasonable time, but such partial destruction shall not invalidate this lease, except that Lessee, while such repairs are being made shall be entitled to a proportionate reduction of Basic Rent based upon the extent which the portion of the premises as quickly as is reasonably possiblenot useable by Lessee bears to the total area of the premises, but provided that Lessor shall have no obligations in any the event of damage or destruction by act or negligence of Lessee, his agents, employees and invitees. If in the sole judgment of Lessor such repairs cannot be made within thirty one hundred eighty (30180) days. b) In the event such casualty shall render more than ten (10) percent of such floor space unusable but not constitute total destruction, Lessor shall forthwith give notice to State of the specific number of days required to repair the same. If Lessor under such circumstances shall not give such notice within fifteen (15) calendar days after such destruction, or if such notice shall specify that such repairs will require more than ninety (90) days to complete from date such notice is given, State, in either such eventmay, at its option, may terminate make the repairs within a reasonable time, this lease orcontinuing in full force and effect and the Basic Rent to be proportionately abated as provided in the previous paragraph, upon or Lessor may elect not to make such repairs in which case this lease may be terminated at the option of either party by notice given at any time after Lessor elects not to Lessor, make such repairs. In respect to any partial destruction which Lessor is obligated to repair or may elect to undertake repair under the repairs itselfterms of this paragraph, deducting the cost thereof from the rental due to become due under this lease and any other lease between Lessor and State. c) In the event provisions of any such destruction other than total, where the State has not terminated the lease as herein provided, statute or pursuant to the terms hereof has not elected to make the repairs itself, Lessor shall diligently prosecute the repair of the leased premises and, in any event, if repairs are not completed within the period of thirty (30) days for destruction aggregating ten (10) percent or less of the floor space, or within the period specified in Lessor's notice in connection with partial destruction aggregating more than ten (10) percent, the State shall have the option law permitting Lessee to terminate this lease or complete the repairs itself, deducting the cost thereof from the rental due or to become due under this lease and any other lease between Lessor and State. d) are waived by Lessee. In the event that the State remains in possession building is destroyed to the extent of thirty-three and one-third percent (33-1/3%) or more of the then replacement cost thereof, Lessor may elect to terminate this lease, whether the premises are injured or not. A total destruction of the premises though partially destroyed, or of the rental as herein provided building in which the premises are located shall be reduced by the same ratio as the net square feet the State is thus precluded from occupying bears terminate this lease. If repairs to the total net square feet in premises are effected by Lessor, Lessee, at its sole expense, shall replace and repair promptly its trade fixtures, equipment and other property of Lessee located on the leased premises. "Net square feet" Any other provision in this Lease to the contrary notwithstanding, if the premises, access to the premises and/or any part of the project that provides essential services to the premises is damaged in whole or in part from any cause and it is estimated that the time period to repair and restore the damage will be 180 days or more from the date of the damage using standard working methods and procedures, then Lessee shall mean actual inside dimensions have the right to terminate this Lease by delivering written notice to that effect to Lessor. Similarly, if any damage to the premises, access to the premises and/or any part of the project that provides essential services to the premises is damaged in whole or in part from any cause and such damage is not in fact fully repaired and restored within 180 days from the date of the damage (irrespective of any estimated time for completion of the repair and restoration), then Lessee shall not include public corridors, stairwells, elevators, and restroomshave the right to terminate this Lease by delivery of written notice to that effect to Lessor.

Destruction. a) If the leased premises are totally destroyed by fire or other casualty, this lease shall terminate. If such casualty shall render ten (10) percent or less of the floor space of the leased premises unusable for the purpose intended, Lessor shall effect restoration of the premises as quickly as is reasonably possible, but in any event within thirty (30) days. b) In the event the Premises are destroyed in whole or in part from any cause, (other than from the fault, breach or responsibility of Tenant, its agents, employees contractors or invitees) then: A. If such casualty shall render more destruction of the Premises is less than ten twenty five (1025%) percent of the replacement cost thereof and the restoration thereof can reasonably be made within sixty (60) days under the laws of applicable governmental authorities, and such floor space unusable but not constitute total destructiondestruction is caused by an event fully covered by insurance provided for under Section 13. hereof, Lessor then Landlord shall at its expense forthwith give notice to State repair or rebuild the Premises. B. If such destruction of the specific number Premises is more than twenty five (25%) percent of the replacement cost thereof, or the restoration thereof cannot reasonably be made within sixty (60) days required or cannot be made under all laws and regulations of the applicable governmental authorities, or such destruction is caused by an event not fully covered by such insurance, or the Building is damaged or destroyed to an extent of more than forty (40%) percent of the replacement cost thereof (regardless of whether or not there is any damage to the Premises), then in any of such events Landlord may at its option (i) repair and rebuild the samePremises and/or Building, or (ii) terminate this Lease. Tenant shall be entitled to a reduction in rent while such rebuilding is being made in the proportion that the area of the Premises rendered untenantable by such damage (if any) bears to the total area of the Premises. If Lessor under Landlord does not complete such circumstances required rebuilding within one hundred eighty (180) days following the date of such destruction (such period of time to be extended for periods of Unavoidable Delay), then Tenant shall not give such notice within have the right to terminate this Lease by giving fifteen (15) calendar days after such destructionprior written notice to Landlord. Notwithstanding anything herein to the contrary, Landlord’s obligation to rebuild shall be limited to the Building and interior improvements constructed by Landlord as they existed as of the commencement date of the Lease and shall not include restoration of Tenant’s trade fixtures, equipment, merchandise, or if any improvements, alterations or additions made by Tenant to the Premises, which Tenant shall forthwith replace or fully repair at Tenant’s sole cost and expense (provided this Lease is not terminated according to the above provisions). Unless this Lease is terminated pursuant to the foregoing provisions, this Lease shall remain in full force and effect. Tenant hereby expressly waives the provisions of Section 1932, Subdivision 2, and Section 933, Subdivision 4 of the California Civil Code, and the provisions of any statute or other law which may be in effect at the time of the occurrence of such notice shall specify that such repairs will require more than ninety (90) days damage or destruction under which a lease is automatically terminated or a lessee is given the right to complete from date such notice is given, State, in either such event, at its option, may terminate this a lease or, upon notice to Lessor, may elect to undertake the repairs itself, deducting the cost thereof from the rental due to become due under this lease and any other lease between Lessor and State. c) In the event occurrence of any such destruction other than total, where the State has not terminated the lease as herein provided, damage or pursuant to the terms hereof has not elected to make the repairs itself, Lessor shall diligently prosecute the repair of the leased premises and, in any event, if repairs are not completed within the period of thirty (30) days for destruction aggregating ten (10) percent or less of the floor space, or within the period specified in Lessor's notice in connection with partial destruction aggregating more than ten (10) percent, the State shall have the option to terminate this lease or complete the repairs itself, deducting the cost thereof from the rental due or to become due under this lease and any other lease between Lessor and State. d) destruction. In the event the State remains in possession damage or destruction of the premises though partially destroyedPremises or Building is caused in whole or in part by Tenant, the rental as herein provided its agents, employees, invitees, or contractors, then Tenant shall be reduced by responsible for the same ratio as and shalt pay (without limitation) the net square feet the State insurance deductible portion of Landlord’s restoration costs. Only work during normal straight time working hours is thus precluded from occupying bears to the total net square feet in the leased premises. "Net square feet" shall mean actual inside dimensions and shall not include public corridors, stairwells, elevators, and restroomscontemplated by this Section.

Destruction. If the Leased Premises shall be partially damaged by any casualty insured against under any insurance policy maintained by Landlord, Landlord shall, upon receipt of the insurance proceeds, repair the Leased Premises and until repair is complete the Basic Annual Rent and Additional Rent shall be abated proportionately as to that portion of the Leased Premises rendered untenantable. Notwithstanding the foregoing, if: (a) If the leased premises Leased Premises by reason of such occurrence are totally destroyed rendered wholly untenantable, or (b) the Leased Premises should be damaged as a result of a risk which is not covered by fire insurance, or other casualty, this lease shall terminate. If such casualty shall render ten (10c) percent the Leased Premises should be damaged in whole or less in part during the last six (6) months of the floor space term or of any renewal hereof, or (d) the Leased Premises or the Building (whether the Leased Premises are damaged or not) should be damaged to the extent of fifty percent (50%) or more of the leased premises unusable for the purpose intendedthen-monetary value thereof, Lessor shall effect restoration of the premises as quickly as is reasonably possible, but then and in any event within thirty (30) days. b) In the event such casualty shall render more than ten (10) percent of such floor space unusable but not constitute total destructionevents, Lessor shall forthwith give notice to State of the specific number of days required Landlord may either elect to repair the same. If Lessor under such circumstances shall not give such damage or may cancel this Lease by notice of cancellation within fifteen (15) calendar days after such destruction, or if such notice shall specify that such repairs will require more than ninety (90) days after such event and thereupon this Lease shall expire, and Tenant shall vacate and surrender the Leased Premises to complete from date such Landlord. Tenant's liability for rent upon the termination of this Lease shall cease as of the day following Landlord's giving notice is given, State, in either such event, at its option, may terminate this lease or, upon notice to Lessor, may elect to undertake the repairs itself, deducting the cost thereof from the rental due to become due under this lease and any other lease between Lessor and State. c) of cancellation. In the event Landlord elects to repair any damage, any abatement of any such destruction other than totalrent shall end five (5) days after notice by Landlord to Tenant that the Leased Premises have been repaired. If the damage is caused by the negligence of Tenant or its employees, where the State has not terminated the lease as herein providedagents, invitees, or pursuant concessionaires, there shall be no abatement of rent. Unless this Lease is terminated by Landlord, Tenant shall repair and refixture the interior of the Leased Premises in a manner and in at least a condition equal to that existing prior to the terms hereof has not elected to make destruction or casualty and the repairs itself, Lessor shall diligently prosecute the repair proceeds of the leased premises and, in any event, if repairs are not completed within the period of thirty (30) days for destruction aggregating ten (10) percent or less of the floor space, or within the period specified in Lessor's notice in connection with partial destruction aggregating more than ten (10) percent, the State shall have the option to terminate this lease or complete the repairs itself, deducting the cost thereof from the rental due or to become due under this lease all insurance carried by Tenant on its property and any other lease between Lessor and State. d) In the event the State remains in possession of the premises though partially destroyed, the rental as herein provided fixtures shall be reduced held in trust by Tenant for the same ratio as the net square feet the State is thus precluded from occupying bears to the total net square feet in the leased premises. "Net square feet" shall mean actual inside dimensions purpose of said repair and shall not include public corridors, stairwells, elevators, and restroomsreplacement.

Destruction. If the Premises is totally or partially destroyed during the Term, rendering the Premises totally or partially inaccessible or unusable, then (i) Landlord shall restore the Premises to substantially the same condition as it was in immediately before such destruction (including Landlord’s Work), (ii) Landlord will not be required to restore Tenant’s Alterations or Tenant’s Personal Property unless they are an integral part of the Premises and specifically covered by insurance proceeds received by Landlord, such excluded items being the sole responsibility of Tenant to restore, (iii) the destruction will not terminate this Lease, and (iv) all obligations of Tenant under this Lease will remain in effect, except that the Basic Monthly Rent will be abated or reduced, between the date of the destruction and the date of completion of restoration, by the ratio of (a) If the leased premises are totally destroyed area of the Premises rendered unusable or inaccessible by fire the destruction to (b) the area of the Premises before the destruction. Notwithstanding the foregoing, Tenant may terminate this Lease by so notifying Landlord in writing within 30 days after the destruction if (x) then-existing laws do not permit such restoration, (y) the destruction occurs during the last year of the Term, or other casualty(z) Tenant reasonably establishes that substantial completion of the restoration will not occur within 12 months after the date of the destruction. Conversely, notwithstanding anything to the contrary in this lease shall terminateLease, Landlord may terminate this Lease by so notifying Tenant in writing on or before the later of 90 days after the destruction or 30 days after Landlord’s receipt of the proceeds from insurance maintained by Landlord, if (A) then-existing Applicable Regulations do not permit such restoration, (B) the destruction occurs during the last year of the Term, (C) the destruction exceeds 25 percent of the then-replacement value of the Building, or (D) Landlord reasonably determines that the cost of the restoration exceeds the amount of insurance proceeds relating to the destruction actually received by Landlord (excluding deductibles contemplated by the applicable insurance policy, if any). If such casualty shall render ten Tenant or landlord terminates this Lease in accordance with this paragraph, then (101) percent or less of Landlord has no obligation to restore the floor space of the leased premises unusable for the purpose intendedPremises, Lessor shall effect restoration of the premises as quickly as is reasonably possible, but in any event within thirty (302) days. b) In the event such casualty shall render more than ten (10) percent of such floor space unusable but not constitute total destruction, Lessor shall forthwith give notice Landlord retains all insurance proceeds relating to State of the specific number of days required to repair the same. If Lessor under such circumstances shall not give such notice within fifteen (15) calendar days after such destruction, and (3) this Lease terminates as of 30 days after the notice of termination from Tenant or if such notice shall specify that such repairs will require more than ninety (90Landlord. If Landlord restores the Premises as provided above, then Tenant waives the provisions of California Civil Code Sections 1932(2) days and 1933(4) or any successor statute with respect to complete from date such notice is given, State, in either such event, at its option, may terminate this lease or, upon notice to Lessor, may elect to undertake the repairs itself, deducting the cost thereof from the rental due to become due under this lease and any other lease between Lessor and State. c) In the event of any such destruction other than total, where the State has not terminated the lease as herein provided, or pursuant to the terms hereof has not elected to make the repairs itself, Lessor shall diligently prosecute the repair of the leased premises and, in any event, if repairs are not completed within the period of thirty (30) days for destruction aggregating ten (10) percent or less of the floor space, or within the period specified in Lessor's notice in connection with partial destruction aggregating more than ten (10) percent, the State shall have the option to terminate this lease or complete the repairs itself, deducting the cost thereof from the rental due or to become due under this lease and any other lease between Lessor and StatePremises. d) In the event the State remains in possession of the premises though partially destroyed, the rental as herein provided shall be reduced by the same ratio as the net square feet the State is thus precluded from occupying bears to the total net square feet in the leased premises. "Net square feet" shall mean actual inside dimensions and shall not include public corridors, stairwells, elevators, and restrooms.

Destruction. a) If the leased premises are totally Mortgaged Premises, or any part thereof, shall be destroyed or damaged by fire or any other casualty, this lease the Mortgagor shall terminategive prompt notice thereof to the Mortgagee. If the Mortgagor does not promptly make proof of loss after a casualty, the Mortgagee may make proof of loss, and each insurance company concerned is hereby authorized and directed to make payment for such casualty shall render ten (10) percent or less loss directly to the Mortgagor and/or the Mortgagee on its own behalf and on behalf of the floor space Holders as their interests appear in accordance with the provisions of subsection 2.3 hereof. In all instances where the insurance proceeds are less than $1,000,000, the Mortgagor shall use such proceeds only for Restoration. In all instances of destruction or casualty as aforesaid where the insurance proceeds exceed $1,000,000, the insurance proceeds shall be deposited into and held in the Collateral Account and applied in accordance with Section 1018 of the leased premises unusable for the purpose intended, Lessor shall effect restoration of the premises as quickly as is reasonably possible, but in any event within thirty (30) days. b) Indenture and subsection 9.3 hereof. In the event that the Mortgagee releases such casualty proceeds to the Mortgagor, the Mortgagor shall render more than ten (10) percent be obligated to restore or repair the Mortgaged Premises. In the event of such floor space unusable but not constitute total destruction, Lessor shall forthwith give notice to State foreclosure of the specific number Mortgaged Premises or other transfer of days required title to repair the sameMortgaged Premises in extinguishment of the indebtedness under the Securities and this Mortgage, all right, title and interest of the Mortgagor in and to any insurance policies then in force shall pass to the purchaser or grantee and the Mortgagor hereby appoints the Mortgagee its attorney-in-fact, in the Mortgagor's name, to assign and transfer all such policies and proceeds to such purchaser or grantee, and the Mortgagor shall be entitled only to a credit in reduction of the then outstanding Liabilities secured hereby in the amount of the cancellation refund actually received by the Mortgagee. If Lessor under such circumstances shall not give such notice The Mortgagor agrees, within fifteen (15) calendar days after following such destruction, or if such notice shall specify that such repairs will require more than ninety (90) days to complete from date such notice is given, State, in either such event, at its option, may terminate this lease or, upon notice to Lessor, may elect to undertake the repairs itself, deducting the cost thereof from the rental due to become due under this lease foreclosure and any other lease between Lessor and State. c) In the event of any such destruction other than total, where the State has not terminated the lease as herein provided, or pursuant to the terms hereof has not elected to make the repairs itself, Lessor shall diligently prosecute the repair of the leased premises and, in any event, if repairs are not completed within the period of thirty (30) days for destruction aggregating ten (10) percent or less of the floor space, or within the period specified in Lessor's notice in connection with partial destruction aggregating more than ten (10) percent, the State shall have the option to terminate this lease or complete the repairs itself, deducting the cost thereof from the rental due or to become due under this lease and any other lease between Lessor and State. d) In the event the State remains in possession of the premises though partially destroyed, the rental as herein provided shall be reduced written request by the same ratio Mortgagee, to execute and deliver such assignments or other authorizations or instruments as may be necessary or desirable to effectuate the net square feet the State is thus precluded from occupying bears to the total net square feet in the leased premises. "Net square feet" shall mean actual inside dimensions and shall not include public corridors, stairwells, elevators, and restroomsforegoing.

Destruction. a) If In the leased premises are totally event the Premises and/or Common Area is destroyed by fire in whole or other casualtyin part from any cause, except for routine maintenance and repairs and incidental damage and from destruction caused from vandalism and accidents for which Tenant is responsible under Paragraph 9, neither Landlord nor Tenant shall have the right to terminate this lease Lease except upon the occurrence of limited circumstances provided hereinbelow, and Landlord shall terminate. If be obligated to rebuild or restore the Premises and/or Common Area so damaged or destroyed to its condition prior to the damage or destruction at Landlord's sole cost and expense, with the exception that Tenant shall be solely responsible for all or such casualty shall render ten (10) percent or less portion of the floor space deductible amount of any insurance coverage as is then reasonably allocable to the leased premises unusable for the purpose intended, Lessor shall effect rebuilding or restoration of the premises Premises under the insurance policies then being carried by Landlord pursuant to Paragraph 15 hereof. In the event any other portion of the Complex is damaged or destroyed (such as quickly as is reasonably possibleeither of the other two buildings in the Complex), Landlord shall not be obligated hereunder to rebuild or restore the same, but shall be obligated to cause such other portion of the Complex to be restored to a safe and aesthetically pleasing condition. Tenant shall be entitled to a reduction in any event Rent after the occurrence of such damage and while such rebuilding or restoration is being made in the proportion that the area of the Building rendered untenantable by such damage or destruction bears to the total area of the Building. Landlord shall within thirty (30) days. b) In days after the event such casualty shall render more than ten (10) percent occurrence of such floor space unusable but not constitute total damage or destruction, Lessor provide Tenant with Landlord's contractor's estimate of the time required to complete the rebuilding or restoration of the Premises or the Common Area. If it is reasonably estimated by Landlord's contractor that the rebuilding or restoration will exceed thirteen (13) months following the date of the occurrence of such damage or destruction, then Tenant shall forthwith give have the right to terminate this Lease by giving written notice to State of the specific number of days required to repair the same. If Lessor under such circumstances shall not give such notice Landlord within fifteen (15) calendar days after following receipt of Landlord's estimated time to rebuild or restore the Premises and/or Common Area. Notwithstanding anything herein to the contrary, Landlord's obligation to rebuild or restore the Building shall be limited to the Building and Interior Improvements (and any subsequent alterations, additions or improvements thereto) as they existed as of the date of such damage or destruction, but excluding (i) any Lab Equipment or if any alterations, additions or improvements that are particular to using any portion of the Premises as a lab as distinguished from using it as an office, and (ii) any restoration of Tenant's trade fixtures, equipment, inventory or merchandise (with the items reflected in clauses (i) and (ii) collectively referred to as the "Excluded Items"). If Landlord does not complete the rebuilding or restoration within thirteen (13) months following the date of destruction (such notice shall specify that such repairs will require more than ninety (90) days period of time to complete from date such notice is givenbe extended for delays caused by the fault or neglect of Tenant or because of Acts of God, Stateacts of public agencies, in either such eventlabor disputes, at its optionstrikes, may terminate this lease orfires, upon notice freight embargoes, rainy or stormy weather, inability to Lessorobtain materials, may elect to undertake the repairs itself, deducting the cost thereof from the rental due to become due under this lease and any other lease between Lessor and State. c) In the event of any such destruction other than total, where the State has not terminated the lease as herein providedsupplies or fuels, or pursuant to other such delays beyond the terms hereof has not elected to make the repairs itselfreasonable control of Landlord or its contractors or subcontractors), Lessor shall diligently prosecute the repair of the leased premises and, in any event, if repairs are not completed within the period of thirty (30) days for destruction aggregating ten (10) percent or less of the floor space, or within the period specified in Lessor's notice in connection with partial destruction aggregating more than ten (10) percent, the State then Tenant shall have the option right to terminate this lease Lease by giving written notice to Landlord within fifteen (15) days after the expiration of said thirteen (13) month period (as such period may be extended by any of the foregoing enumerated excused delays). Landlord shall, within twenty (20) days after the occurrence of any matter which Landlord considers to constitute the basis for an excused delay, advise Tenant of such occurrence and the estimated excused delay that has been or complete will be occasioned thereby. a) Tenant shall (i) enter into contracts with the repairs itselfgeneral contractor(s) for the restoration or rebuilding and (ii) oversee the construction; (b) Landlord shall notify Tenant of the amount of the net insurance proceeds ("Net Insurance Proceeds") available to be applied to such restoration or rebuilding and provide adequate assurances to Tenant as to the future availability from Landlord of Landlord's Share (as hereinafter defined) of any additional amount, deducting if any, which is required to fund the cost thereof from of such restoration or rebuilding (net of the rental due or Excluded Items) to become due under this lease the extent such cost exceeds the aggregate of such net insurance proceeds and any other lease between Lessor and State. d) In insurance deductible to be borne by Tenant (the event the State remains in possession of the premises though partially destroyed, the rental as herein provided shall be reduced by the same ratio as the net square feet the State is thus precluded from occupying bears to the total net square feet in the leased premises. "Net square feet" shall mean actual inside dimensions and shall not include public corridors, stairwells, elevators, and restrooms.Non-Insured Cost");

Destruction. a) If the leased premises are totally Premises or the Building is destroyed by fire fire, earthquake, or other casualtycasualty to the extent that they are untenantable in whole or in part, this lease shall terminate. If then Landlord may, at Landlord's option, proceed with reasonable diligence to rebuild and restore the Premises or such casualty shall render ten (10) percent or less of the floor space of the leased premises unusable for the purpose intendedpart thereof, Lessor shall effect restoration of the premises as quickly as is reasonably possible, but in any event provided that within thirty (30) days. b) In days after such destruction or injury, Landlord shall in writing notify Tenant of Landlord's intention to do so. During the event such casualty period from destruction or damage until restoration, the rent shall render more than ten (10) percent of such floor space unusable but not constitute total destruction, Lessor shall forthwith give notice to State be abated in the same ratio as that portion of the specific number Premises which Landlord determines is unfit for occupancy shall bear to the whole Premises. If Landlord shall fail to notify Tenant, then this Lease shall, at the expiration of days the time for the giving of notice as herein provided, be deemed terminated and at an end. Landlord shall not be required to repair any injury or damage by fire or other cause, or to make any repairs or replacements of any panels, decoration, office fixtures, paintings, floor coverings, or any other property installed in the samePremises by Tenant. If Lessor under such circumstances The Tenant shall not give be entitled to any compensation or damages from Landlord for loss of the use of the whole or any part of the Premises, Tenant's personal property, or any inconvenience or annoyance occasioned by such notice damage, repair, reconstruction, or restoration. Notwithstanding any provision to the contrary, in the event that the Premises and the property cannot be repaired or restored to a condition that would allow Tenant to continue its operations within fifteen (15) calendar 120 days after from the date of such damage or destruction, or if the Premises are not so repaired or restored within such notice 120 day period, Tenant shall specify that such repairs will require more than ninety (90) days have the right to complete from date such notice is given, State, in either such event, at its option, may terminate this lease or, Lease upon notice to Lessor, may elect to undertake the repairs itself, deducting the cost thereof from the rental due to become due under this lease and Landlord without any other lease between Lessor and Statefurther liability. c) In the event of any such destruction other than total, where the State has not terminated the lease as herein provided, or pursuant to the terms hereof has not elected to make the repairs itself, Lessor shall diligently prosecute the repair of the leased premises and, in any event, if repairs are not completed within the period of thirty (30) days for destruction aggregating ten (10) percent or less of the floor space, or within the period specified in Lessor's notice in connection with partial destruction aggregating more than ten (10) percent, the State shall have the option to terminate this lease or complete the repairs itself, deducting the cost thereof from the rental due or to become due under this lease and any other lease between Lessor and State. d) In the event the State remains in possession of the premises though partially destroyed, the rental as herein provided shall be reduced by the same ratio as the net square feet the State is thus precluded from occupying bears to the total net square feet in the leased premises. "Net square feet" shall mean actual inside dimensions and shall not include public corridors, stairwells, elevators, and restrooms.

Destruction. (a) If the leased premises Demised Premises are totally destroyed damaged by fire or other casualty, the same shall be repaired or rebuilt as speedily as practical under the circumstances at the expense of the Landlord, unless this lease Lease is terminated as provided in this Article 21, and during the period required for restoration, a just and proportionate part of Base Rental shall terminatebe abated until the Demised Premises are repaired or rebuilt. (b) If the Demised Premises are (i) damaged to such an extent that repairs cannot, in Landlord's judgment, be completed within one hundred eighty (180) days after the date of the casualty or (ii) damaged or destroyed as a result of a risk which is not insured under standard fire insurance policies with extended coverage endorsement, or (iii) damaged or destroyed during the last eighteen (18) months of the Lease Term, or if the Building is damaged in whole or in part (whether or not the Demised Premises are damaged), to such an extent that the Building cannot, in Landlord's judgment, be operated economically as an integral unit, then and in any such event Landlord may at its option terminate this Lease by notice in writing to the Tenant within sixty (60) days after the date of such occurrence. If the Demised Premises are damaged to such casualty shall render ten an extent that repairs cannot, in Landlord's judgment, be completed within one hundred eighty (10180) percent or less days after the date of the floor space casualty or if the Demised Premises are substantially damaged during the last eighteen (18) months of the leased premises unusable for the purpose intendedLease Term, Lessor shall effect restoration of the premises as quickly as is reasonably possible, but then in any either such event Tenant may elect to terminate this Lease by notice in writing to Landlord within thirty (30) days. b) In days after the event such casualty shall render more than ten (10) percent date of such floor space unusable but not constitute total destruction, Lessor shall forthwith give notice to State of the specific number of days required to repair the sameoccurrence. If Lessor under such circumstances shall the Demised Premises are damaged and this Lease is not give such notice within fifteen (15terminated by Landlord or Tenant pursuant to this Paragraph 21(b) calendar days after such destruction, or if such notice shall specify that such repairs will require more than ninety (90) days to complete from date such notice is given, State, in either such event, at its option, may terminate this lease or, upon notice to Lessor, may elect to undertake and the repairs itself, deducting the cost thereof from the rental due to become due under this lease and any other lease between Lessor and State. c) In the event of any such destruction other than total, where the State has not terminated the lease as herein provided, or pursuant to the terms hereof has not elected to make the repairs itself, Lessor shall diligently prosecute the repair Demised Premises on account of the leased premises and, in any event, if repairs such damage are not completed within two hundred (200) days after the period date of the casualty, then on or before the earlier of the date such repairs are completed or the date two hundred twenty (220) days after the date of the casualty, Tenant may elect to terminate this Lease by notice in writing to Landlord. Unless Landlord or Tenant elects to terminate this Lease as hereinabove provided, this Lease will remain in full force and effect and Landlord shall repair such damage at its expense to the extent required under subparagraph (c) below as expeditiously as possible under the circumstances. (c) If Landlord should elect or be obligated pursuant to subparagraph (a) above to repair or rebuild because of any damage or destruction, Landlord's obligation shall be limited to the original Building and any other work or improvements which were originally performed or installed at Landlord's expense as described in Exhibit "D" hereto or with the proceeds ----------- of the Construction Allowance. If the cost of performing such repairs exceeds the actual proceeds of insurance paid or payable to Landlord on account of such casualty, or if Landlord's mortgagee or the lessor under a ground or underlying lease shall require that any insurance proceeds from a casualty loss be paid to it, Landlord may terminate this Lease unless Tenant, within thirty (30) days for destruction aggregating ten (10) percent or less after demand therefor, deposits with Landlord a sum of money sufficient to pay the difference between the cost of repair and the proceeds of the floor space, or within the period specified in Lessor's notice in connection with partial destruction aggregating more than ten (10) percent, the State shall have the option insurance available to terminate this lease or complete the repairs itself, deducting the cost thereof from the rental due or to become due under this lease and any other lease between Lessor and StateLandlord for such purpose. d) In the event the State remains in possession of the premises though partially destroyed, the rental as herein provided shall be reduced by the same ratio as the net square feet the State is thus precluded from occupying bears to the total net square feet in the leased premises. "Net square feet" shall mean actual inside dimensions and shall not include public corridors, stairwells, elevators, and restrooms.

Destruction. (a) If the leased premises Premises are totally destroyed damaged by fire or other casualty, the same shall be repaired or rebuilt as speedily as practical under the circumstances under the supervision of Landlord, unless this lease shall terminateLease is terminated as provided in this Article. Except as may be otherwise provided, Landlord is not required to rebuild the Premises. (b) If such casualty shall render ten the Premises are (10i) percent destroyed as a result of a risk which is not insured under the insurance policies required hereunder, or less (ii) destroyed during the last three (3) months of the floor space of Lease Term, or (iii) damaged in whole or in part to such an extent that the leased premises unusable for the purpose intendedPremises cannot, Lessor shall effect restoration of the premises in Landlord’s reasonable judgment, be operated economically as quickly as is reasonably possiblean integral unit, but then and in any event such event, Landlord may at its option terminate this Lease by notice in writing to Tenant within thirty (30) daysdays after the day of such occurrence and Landlord shall retain all proceeds payable under all insurance policies for which Landlord is a named insured or beneficiary and which concern the Premises and Landlord’s Property, such payments being the property of Landlord without any participation by Tenant. b(c) If Landlord should elect pursuant to this Article to repair or rebuild because of any damage or destruction, Landlord’s obligation to repair or rebuild shall be limited to the original condition of the Premises and shall not include any alterations or improvements made by Tenant. Landlord shall retain all proceeds payable under all insurance policies for which Landlord is a named insured or beneficiary and which concern the Premises and Landlord’s Property, such payments being the property of Landlord without any participation by Tenant. (d) In no event shall Landlord be liable to Tenant or any other party for any consequential damages (i.e., damages, losses or injuries which are a result of an act but are not direct and immediate) arising under or in connection with this Lease or the use and occupancy of the Premises. In no event shall Landlord be liable to Tenant, its members, occupants, guest, invitees, and licensees for any property damage resulting from fire or other casualty to the Premises. The terms of this subsection expressly shall survive termination of this Lease. (e) In the event such casualty shall render more than ten (10) percent of such floor space unusable but not constitute total destruction, Lessor shall forthwith give notice to State of the specific number of days required to repair the same. If Lessor under such circumstances shall not give such notice within fifteen (15) calendar days after such destruction, or if such notice shall specify that such repairs will require more than ninety (90) days to complete from date such notice Tenant is given, State, in either such event, at its option, may terminate this lease or, upon notice to Lessor, may elect to undertake the repairs itself, deducting the cost thereof dispossessed from the rental Premises, and if Landlord does not exercise any right it may have to terminate the Lease, then Landlord shall, with all due diligence, repair and rebuild the damage done to become due under this lease and any other lease between Lessor and State. c) the Premises to the condition which existed prior to the casualty. In the event of any such destruction other than total, where the State has not terminated the lease as herein provided, that Tenant may occupy or pursuant to the terms hereof has not elected to make the repairs itself, Lessor shall diligently prosecute the repair re-occupy a portion of the leased premises andPremises during the described repair and re-construction period, and in the event that any eventloss of rents or business interruption insurance benefits are accordingly reduced thereby, if repairs are not completed within Tenant shall be liable for the period of thirty (30) days for destruction aggregating ten (10) percent or less difference of the floor spaceRent and all such insurance proceeds. At all times, or within Tenant shall be responsible and liable for the period specified in Lessor's notice in connection with partial destruction aggregating more than ten (10) percent, the State shall have the option to terminate this lease or complete the repairs itself, deducting the cost thereof from the rental Rent due or to become due under this lease and any other lease between Lessor and Statehereunder. d(f) In the event the State remains in possession The terms of the premises though partially destroyed, the rental as herein provided this Paragraph shall be reduced by the same ratio as the net square feet the State is thus precluded from occupying bears to the total net square feet in the leased premises. "Net square feet" shall mean actual inside dimensions and shall not include public corridors, stairwells, elevators, and restroomssurvive any termination of this Lease.

Destruction. If the Leased Premises shall be partially damaged by any casualty insured against under any insurance policy maintained by Landlord, Landlord shall, upon receipt of the insurance proceeds, repair the Leased Premises and until repair is complete the Basic Annual Rent and Additional Rent shall be abated proportionately as to that portion of the Leased Premises rendered untenantable. Notwithstanding the foregoing, if: (a) If the leased premises Leased Premises by reason of such occurrence are totally destroyed rendered wholly untenantable, or (b) the Leased Premises should be damaged as a result of a risk which is not covered by fire insurance, or other casualty, this lease shall terminate. If such casualty shall render ten (10c) percent the Leased Premises should be damaged in whole or less in part during the last six (6) months of the floor space term or of any renewal hereof, or (d) the Leased Premises or the Building (whether the Leased Premises are damaged or not) should be damaged to the extent of fifty percent (50%) or more of the leased premises unusable for the purpose intendedthen-monetary value thereof, Lessor shall effect restoration of the premises as quickly as is reasonably possible, but then and in any event within thirty (30) days. b) In the event such casualty shall render more than ten (10) percent of such floor space unusable but not constitute total destructionevents, Lessor shall forthwith give notice to State of the specific number of days required Landlord may either elect to repair the same. If Lessor under such circumstances shall not give such damage or may cancel this Lease by notice of cancellation within fifteen (15) calendar days after such destruction, or if such notice shall specify that such repairs will require more than ninety Ninety (90) days after such event and thereupon this Lease shall expire, and Tenant shall vacate and surrender the Leased Premises to complete from date such Landlord. Tenant’s liability for rent upon the termination of this Lease shall cease as of the day following Landlord’s giving notice is given, State, in either such event, at its option, may terminate this lease or, upon notice to Lessor, may elect to undertake the repairs itself, deducting the cost thereof from the rental due to become due under this lease and any other lease between Lessor and State. c) of cancellation. In the event Landlord elects to repair any damage, any abatement of any such destruction other than totalrent shall end five (5) days after notice by Landlord to Tenant that the Leased Premises have been repaired. If the damage is caused by the negligence of Tenant or its employees, where the State has not terminated the lease as herein providedagents, invitees, or pursuant concessionaires, there shall be no abatement of rent. Unless this Lease is terminated by Landlord, Tenant shall repair and refixture the interior of the Leased Premises to the terms hereof has not elected to make the repairs itself, Lessor shall diligently prosecute the repair extent of the leased premises and, Tenant Finish in any event, if repairs are not completed within the period of thirty (30) days for destruction aggregating ten (10) percent or less of the floor space, or within the period specified a manner and in Lessor's notice in connection with partial destruction aggregating more than ten (10) percent, the State shall have the option at least a condition equal to terminate this lease or complete the repairs itself, deducting the cost thereof from the rental due or to become due under this lease and any other lease between Lessor and State. d) In the event the State remains in possession of the premises though partially destroyed, the rental as herein provided shall be reduced by the same ratio as the net square feet the State is thus precluded from occupying bears that existing prior to the total net square feet in the leased premises. "Net square feet" shall mean actual inside dimensions and shall not include public corridors, stairwells, elevators, and restroomsdestruction or casualty.

Destruction. (a) If the leased premises Demised Premises are totally destroyed damaged by fire or other casualty, the same shall be repaired or rebuilt as speedily as practical under the circumstances as the expense of Landlord, unless this lease Lease is terminated as provided in this Article 22, and during the period required for restoration, a just and proportionate part of Base Rental shall terminatebe abated until the Demised Premises are repaired or rebuilt. (b) If the Demised Premises are (i) damaged to such an extent that repairs cannot be completed within one hundred eighty (180) days after the date of the casualty, or (ii) damaged or destroyed as a result of a risk which is not insured under the insurance policies required hereunder, or (iii) damaged or destroyed during the last eighteen (18) months of the Lease Term, or (iv) if the Building is damaged in whole or in part (whether or not the Demised Premises are damaged) to such an extent that the Building cannot, in Landlord's reasonable judgment, be operated economically as an integral unit, then and in any such event Landlord may at its option terminate this Lease by notice in writing to Tenant within sixty (60) days after the day of such occurrence. With respect to condition (iv) above, Landlord must terminate all other leases in the Building in order to terminate this Lease. If the Demised Premises are damaged to such casualty shall render ten an extent that repairs cannot reasonably be anticipated to be to be or are not completed within one hundred eighty (10180) percent or less days after the date of the floor space casualty or if the Demised Premises are substantially damaged during the last eighteen (18) months of the leased premises unusable for Lease Term, then in either such event Tenant may elect to terminate this Lease by notice in writing to Landlord given within forty-five (45) days after the purpose intended, Lessor shall effect restoration date of the premises as quickly as is reasonably possible, but in any event such occurrence (or within thirty (30) daysdays of the conclusion of such one hundred eighty (180) day period if the repairs are not completed within such period). Unless Landlord or Tenant elects to terminate this Lease as hereinabove provided, this Lease will remain in full force and effect and Landlord shall repair such damage at its expense to the extent required under subparagraph (c) below as expeditiously as possible under the circumstances. b(c) In the event such casualty shall render more than ten If Landlord should elect or be obligated pursuant to subparagraph (10a) percent above to repair or rebuild because of such floor space unusable but not constitute total any damage or destruction, Lessor Landlord's obligation shall forthwith give notice be limited to State the original Building and any other work or improvements which were originally performed or installed at Landlord's expense as described in EXHIBIT "D" hereto or with the proceeds of the specific number of days required to repair the sameTenant Improvement Allowance. If Lessor Landlord's mortgagee or the lessor under such circumstances a ground or underlying lease shall not give such notice require that any insurance proceeds from a casualty loss be paid to it, Landlord may terminate this Lease unless Tenant, within fifteen (15) calendar days after such destructiondemand therefor, or if such notice shall specify that such repairs will require more than ninety (90) days deposits with Landlord a sum of money sufficient to complete from date such notice is given, State, in either such event, at its option, may terminate this lease or, upon notice to Lessor, may elect to undertake pay the repairs itself, deducting difference between the cost thereof from of repair and the rental due proceeds of the insurance available to become due under this lease and Landlord for such purpose. (d) In no event shall Landlord be liable for any loss or damage sustained by Tenant by reason of casualties mentioned hereinabove or any other lease between Lessor and Stateaccidental casualty. c(e) In the event of any such destruction other a minor casualty (i.e., one which can be fully repaired in less than total, where the State has not terminated the lease as herein provided, or pursuant to the terms hereof has not elected to make the repairs itself, Lessor shall diligently prosecute the repair of the leased premises and, in any event, if repairs are not completed within the period of thirty (30) days for destruction aggregating ten (10) percent or less of the floor spacedays), or within the period specified in Lessor's notice in connection with partial destruction aggregating more than ten (10) percent, the State Landlord shall have the option not be entitled to terminate this lease or complete the repairs itself, deducting the cost thereof from the rental due or to become due under this lease and any other lease between Lessor and State. d) In the event the State remains in possession of the premises though partially destroyed, the rental as herein provided shall be reduced by the same ratio as the net square feet the State is thus precluded from occupying bears to the total net square feet in the leased premises. "Net square feet" shall mean actual inside dimensions Lease and shall not include public corridors, stairwells, elevators, and restroomsrestore the Demised Premises in accordance with the provisions of this Article 22. See Special Stipulation No. 37.

Destruction. a) If the leased premises are totally destroyed by fire or other casualty, this lease shall terminate. If such casualty shall render ten (10) percent or less of the floor space of the leased premises unusable for the purpose intended, Lessor shall effect restoration of the premises as quickly as is reasonably possible, but in any event within thirty (30) days. b) In the event such casualty shall render more of (a) a partial destruction of the Leased Premises or the building of which the Leased Premises are a part (hereinafter called the "building") during the lease term which requires repairs to either the Leased Premises or the building, or (b) the Leased Premises or the building being declared unsafe or unfit for occupancy by any authorized public authority for any reason other than ten (10) percent of such floor space unusable but not constitute total destructionTenant's act, Lessor use or occupation which declaration requires repairs to either the Leased Premises or the building, Landlord shall forthwith give notice make repairs, provided repairs can be made within three-hundred sixty (360) days under the laws and regulations of authorized public authorities, but partial destruction (including any destruction necessary in order to State of the specific number of days make repairs required by any declaration) shall in no way annul or void this Lease. In making repairs Landlord shall be obligated to repair the samereplace only such glazing as shall have been damaged by fire and other damaged glazing shall be replaced by Tenant. If Lessor under such circumstances shall repairs cannot give such notice be made within fifteen three-hundred sixty (15360) calendar days after such destructiondays, or if such notice shall specify that such repairs will require more than ninety (90) days to complete from date such notice is given, State, in either such eventLandlord may, at its option, may terminate make same within a reasonable time, this lease or, upon notice to Lessor, may Lease continuing in full force and effect. In the event that Landlord does not so elect to undertake make repairs, or which repairs cannot be made within three-hundred sixty (360) days, or repairs cannot be made under current laws and regulations, this Lease may be terminated at the repairs itself, deducting option of either party after the cost thereof from the rental due to become due under this lease and any other lease between Lessor and State. cthree-hundred sixty (360) day period. In the event of any such destruction other than total, where the State has not terminated the lease as herein provided, or pursuant dispute between Landlord and Tenant relative to the terms hereof has not elected to make the repairs itselfprovisions of this paragraph, Lessor shall diligently prosecute the repair of the leased premises and, in any event, if repairs are not completed within the period of thirty (30) days for destruction aggregating ten (10) percent or less of the floor space, or within the period specified in Lessor's notice in connection with partial destruction aggregating more than ten (10) percentthey may each select an arbitrator, the State two arbitrators so selected shall have select a third arbitrator and the option to terminate this lease or complete three arbitrators so selected shall hear and determine the repairs itself, deducting controversy and their decision thereon shall be final and binding on both Landlord and Tenant who shall bear the cost thereof from the rental due or of such arbitration equally between them. Landlord shall not be required to become due under this lease and repair any other lease between Lessor and State. d) In the event the State remains in possession of the premises though partially destroyed, the rental as herein provided shall be reduced by the same ratio as the net square feet the State is thus precluded from occupying bears to the total net square feet property installed in the leased premisesLeased Premises by Tenant. "Net square feet" shall mean actual inside dimensions and shall not include public corridors, stairwells, elevators, and restroomsTenant waives any right under applicable laws inconsistent with the terms of this paragraph.

Destruction. (a) If the leased premises are totally Building on the Leased Premises should be damaged or destroyed by fire or other casualty, this lease shall terminate. If cause to such casualty shall render ten an extent that the cost of repair and restoration would be more than fifty percent (1050%) percent or less of the floor space amount it would cost to replace the Building in its entirety at the time such damage or destruction took place or would take one hundred eighty (180) days or longer to repair/replace, then Tenant shall have the right to cancel this Lease by giving Landlord notice of the leased premises unusable for the purpose intended, Lessor shall effect restoration of the premises as quickly as is reasonably possible, but in any event such election within thirty (30) days. b) In days after the event such casualty shall render more than ten (10) percent determination of costs of repair, restoration or replacement or of the time for repair of such floor space unusable but not constitute total destructiondamage, Lessor in which case Tenant shall forthwith give notice pay the deductible amount under its insurance policy, assign all proceeds for such loss to State Landlord, and this Lease shall terminate as of the specific number of days required to repair the same. If Lessor under such circumstances shall not give such notice within fifteen (15) calendar days after such destruction, or if such notice shall specify that such repairs will require more than ninety (90) days to complete from the date such notice is given, State, in either such event, at its option, may terminate this lease or, upon notice to Lessor, may elect to undertake the repairs itself, deducting the cost thereof from the rental due to become due under this lease and any other lease between Lessor and State. c(b) In If Tenant fails to exercise this option to terminate, then Tenant shall pay the event deductible amount under its insurance policy and thereafter Landlord shall apply the proceeds of any insurance for such destruction other than total, where the State has not terminated the lease as herein provided, or pursuant loss to the terms hereof has not elected to make the repairs itself, Lessor shall diligently prosecute the prompt repair and restoration of the leased premises and, Building and the Leased Premises to substantially the same condition it was in any eventprior to the damage or destruction. Said repair shall commence within five (5) days and shall be completed as quickly as reasonably possible. Notwithstanding the foregoing, if repairs are not completed within the period of thirty two hundred seventy (30270) days for destruction aggregating ten (10) percent or less of the floor spacecasualty, or within the period specified in Lessor's notice in connection with partial destruction aggregating more than ten (10) percent, the State Tenant shall have the option right to terminate this lease or complete the repairs itselfLease, deducting the cost unless such period has been extended due to reasonable delays caused by force majeure, extreme weather conditions and acts of God excepted (notice thereof from the rental due or to become due under this lease and any other lease between Lessor and Statebe provided to Tenant within two (2) business days after such occurrence causing delay). (c) If the Building should be damaged by fire or other causes to such an extent that the costs of repair and restoration would be less than fifty percent (50%) of the amount it would cost to replace the Building in its entirety at the time such damage or destruction took place, then this Lease shall not terminate, Tenant shall pay the deductible amount under its insurance policy and Landlord shall thereafter apply the proceeds of insurance for such loss to the prompt repair and restoration of the Building and the Leased Premises to substantially the same condition it was in prior to the damage or destruction. (d) If any such substantial damage or destruction as would permit Tenant to terminate this Lease should occur in the last two (2) Lease Years of the Lease Term (including any Renewal Term), Landlord shall not be obligated to restore the Building as herein required unless Tenant shall agree to extend the Lease Term for an additional period of five (5) years, in accordance with the terms of this Lease, at an increased Rental amount for such additional five (5) year period as determined in accordance with the prior Rental increases set forth in Section 2(b) of this Lease. (e) In the event the State remains in possession of the premises though partially Leased Premises are damaged or destroyed, the rental as herein provided Rent, or a fair and equitable portion thereof, shall be reduced by the same ratio abated until such time as the net square feet the State is thus precluded from occupying bears Leased Premises are repaired and restored. (f) The opinion of an architect or registered engineer appointed by Landlord and Tenant, as to the total net square feet in costs or repair, restoration or replacement or the leased premisestime for repair/replacement shall be controlling upon the parties. "Net square feet" shall mean actual inside dimensions and shall Landlord’s obligation to restore or repair does not include public corridors, stairwells, elevators, and restroomsfixtures or improvements installed or owned by Tenant.

Destruction. If the Building is totally or partially destroyed during the Term, rendering the Premises totally or partially inaccessible or unusable, then, subject to the remainder of this Paragraph, (i) Landlord shall promptly commence work necessary to restore the Building to substantially the same condition as it was in immediately before such destruction and shall diligently prosecute such restoration work until completed, (ii) Landlord shall not be required to restore Tenant’s Alterations or Tenant’s Personal Property, unless they are specifically covered by insurance proceeds received by Landlord, such excluded items being the sole responsibility of Tenant to restore, (iii) such destruction shall not terminate this Lease (except as provided below), and (iv) all obligations of Tenant under this Lease shall remain in effect, except that the Basic Monthly Rent and Additional Rent shall be abated or reduced, between the date of such destruction and the date of Substantial Completion of restoration, by the ratio of (a) If the leased premises are totally destroyed Rentable Square Footage of the Premises rendered unusable or inaccessible by fire or other the destruction, to (b) the Rentable Square Footage of the Premises prior to such destruction. Notwithstanding anything to the contrary in this Paragraph, either party shall have ten business days from the date of Landlord’s determination that this sentence applies to the subject destruction/reconstruction, in which to terminate this Lease if Landlord determines that (1) it will likely take more than either (A) 330 days following the date of such casualty, or (B) 270 days from obtaining all required permits for such reconstruction, in which to complete such work, (2) such destruction (which is not de minimus in nature) occurs during the last year of the Term, or (3) then-existing laws do not permit such restoration. Additionally, Landlord may, at its election, terminate this lease shall terminateLease by so notifying Tenant in writing on or before the later of 60 days after such destruction or 30 days after Landlord’s receipt of the proceeds (or written notice of the amount of proceeds) from insurance maintained by Landlord, if (I) such destruction exceeds twenty percent (20%) of the then-replacement value of the Premises, the Building, or the Project, or (II) Landlord reasonably determines that the cost of such restoration will exceed the amount of insurance proceeds relating to such destruction actually received by Landlord from insurance maintained by Landlord, excluding deductibles, by more than five percent (5%) of such cost of restoration. If Landlord or Tenant so terminates this Lease, then (x) Landlord shall have no obligation to restore the Project, (y) Landlord shall retain all insurance proceeds relating to such casualty destruction, and (z) this Lease shall render ten (10terminate as of 30 days after such notice of termination from Landlord to Tenant. Tenant hereby waives the provisions of California Civil Code Sections 1932(2) percent and 1933(4) or less any successor statute with respect to any destruction of the floor space of Premises. If Landlord restores the leased premises unusable Premises following any such destruction, Tenant shall immediately refixturize, re-equip, and (if applicable) restock the Premises and shall re-open the Premises for the purpose intended, Lessor shall effect restoration of the premises business as quickly soon thereafter as is reasonably possiblepracticable. If Tenant does not intend to so reopen the Premises for business, but it must notify Landlord in any event writing within thirty (30) days. b) In the event such casualty shall render more than ten (10) percent 20 business days of such floor space unusable but not constitute total damage or destruction, Lessor shall forthwith give whereupon Landlord may cease its repair work and terminate this Lease. Additionally, if Landlord fails to Substantially Complete such restoration work within one year, Tenant may, by 30 days’ written notice to State of the specific number of days required to repair the same. If Lessor under such circumstances shall not give such notice within fifteen (15) calendar days Landlord delivered after such destructionyear (during which period of time such restoration is not Substantially Completed), or if such notice shall specify that such repairs will require more than ninety (90) days to complete from date such notice is given, State, in either such event, at its option, may terminate this lease or, upon notice to Lessor, may elect to undertake the repairs itself, deducting the cost thereof from the rental due to become due under this lease and any other lease between Lessor and StateLease. c) In the event of any such destruction other than total, where the State has not terminated the lease as herein provided, or pursuant to the terms hereof has not elected to make the repairs itself, Lessor shall diligently prosecute the repair of the leased premises and, in any event, if repairs are not completed within the period of thirty (30) days for destruction aggregating ten (10) percent or less of the floor space, or within the period specified in Lessor's notice in connection with partial destruction aggregating more than ten (10) percent, the State shall have the option to terminate this lease or complete the repairs itself, deducting the cost thereof from the rental due or to become due under this lease and any other lease between Lessor and State. d) In the event the State remains in possession of the premises though partially destroyed, the rental as herein provided shall be reduced by the same ratio as the net square feet the State is thus precluded from occupying bears to the total net square feet in the leased premises. "Net square feet" shall mean actual inside dimensions and shall not include public corridors, stairwells, elevators, and restrooms.

Destruction. (a) If all or any Improvements on the leased premises are Premises shall be totally or partially destroyed or damaged by fire or other casualty, this lease the Lessee shall terminatebe obligated to rebuild or repair the same only if (i) the rules, regulations, laws or ordinances of any governmental authority having jurisdiction do not prohibit such repair or rebuilding, (ii) the proceeds of any insurance policy payable with respect to the fire or other casualty are made reasonably available to Lessee by the Leasehold Mortgagee or the Depositary, as the case may be, and (iii) the cost of such repair or rebuilding is less than 35% of the then replacement value of the Improvements as a whole. If such casualty shall render ten any of (10i), (ii) percent or less of the floor space of the leased premises unusable for the purpose intended, Lessor shall effect restoration of the premises as quickly as is reasonably possible, but in any event within thirty (30iii) days. b) In the event such casualty shall render more than ten (10) percent of such floor space unusable but not constitute total destruction, Lessor shall forthwith give notice to State of the specific number of days required to repair the same. If Lessor under such circumstances above shall not give such notice within fifteen (15) calendar days after such destructionbe the case, or if such notice shall specify that such repairs will require more than ninety (90) days to complete from date such notice is given, State, in either such event, then Lessee may at its option, may terminate this lease or, upon exercisable by notice to Lessor, may elect terminate this Lease, effective as of the date of said notice; provided, however that anything to undertake the repairs itselfcontrary notwithstanding, deducting no termination shall be effective or occur prior to the cost thereof from end of twelve (12) years after the rental due to become due under this lease Lease Commencement Date and any other lease between Lessor unless Lessee, if requested by Lessor, demolishes the Improvements and Statelevels the Land at Lessee's expense. (b) Upon any fire or other casualty occurring during the last 3 years of the initial Lease Term or during any renewal or extension of the Lease Term, the Lessee shall have the option, exercisable by notice to Lessor, to terminate this Lease, in which event (i) this Lease shall be canceled effective as of the date of said notice and (ii) any insurance proceeds shall be disbursed in accordance with sub-paragraph (c) In below. Jd / P.S. --------------------- initials / initials (c) Except as otherwise provided in Paragraph 18(a) above, in the event of any termination of this Lease pursuant to this ▇▇▇▇▇▇▇▇▇ ▇▇, ▇▇▇▇▇▇ shall not be obligated to replace, rebuild or alter the damaged or destroyed Premises or part thereof, and the insurance proceeds paid or payable with respect to the casualty resulting in such destruction other than totaltermination (the "Insurance Proceeds") shall be disbursed (by the Leasehold Mortgagee, where the State has not terminated Depositary or Lessee, as the lease case may be) in the following order of priority: (i) the holder of any Leasehold Mortgage shall first be entitled to receive, to the extent available, such portion of the Insurance Proceeds as herein providedshall equal the unpaid principal balance and accrued interest on any such Leasehold Mortgage, or pursuant if the holder of any Leasehold Mortgage has acquired this Lease and the Premises through foreclosure or by assignment of this Lease in lieu of foreclosure and is in possession thereof, such holder shall be entitled to receive, to the terms hereof extent available, such portion of the Insurance Proceeds as shall equal (A) the unpaid principal balance and accrued interest on any such Leasehold Mortgage as of the date of acquisition of this Lease and the Premises, plus (B) the amount, if any, equal to the excess of the amount of interest at the annual rate provided in the Leasehold Mortgage that would have accrued on the unpaid principal balance of the Leasehold Mortgage during the period that the Leasehold Mortgagee has not elected held title to make this Lease over the repairs itself, amount of net cash flow retained by the Leasehold Mortgagee during such period; (ii) Lessor shall diligently prosecute be entitled to the repair cost, as reasonably estimated by Lessor's architect or engineer, of demolishing the leased premises Improvements and leveling the Land; (iii) Lessee shall be entitled to an amount equal to Tenant's cash capital investment in the cost of constructing the Improvements; and, in any event (iv) Lessor shall be entitled to the balance, if repairs are not completed within the period of thirty (30) days for destruction aggregating ten (10) percent or less of the floor space, or within the period specified in Lessor's notice in connection with partial destruction aggregating more than ten (10) percent, the State shall have the option to terminate this lease or complete the repairs itself, deducting the cost thereof from the rental due or to become due under this lease and any other lease between Lessor and Stateany. (d) In the event that the State remains Depositary is holding the Insurance Proceeds and Lessee either elects or is obligated to rebuild and/or repair the Improvements or any portion thereof after a fire or other casualty, then the Depositary shall disburse such Insurance Proceeds either to reimburse Lessee for expenditures made in possession connection with the rebuilding or repair of the premises though partially destroyedImprovements or to pay contractors, subcontractors, materialmen, engineers, architects or other persons who have rendered services or furnished materials for such rebuilding or repair, and shall make such disbursements from time to time as such rebuilding or repair progresses, upon the written request of Lessee in such manner and subject to such requirements as the Depositary shall reasonably impose. Upon receipt by the Depositary of evidence satisfactory to Jd / P.S. --------------------- initials / initials it that such rebuilding or repair has been completed and paid for in full and that there are no mechanics' or other liens against the Premises except for those contested in good faith by Lessee in accordance with Paragraph 11 hereof, the rental as herein provided Depositary shall be reduced by pay to Lessee any remaining balance of the same ratio as the net square feet the State is thus precluded from occupying bears to the total net square feet in the leased premises. "Net square feet" shall mean actual inside dimensions and shall not include public corridors, stairwells, elevators, and restroomsInsurance Proceeds.

Destruction. If the Demised Premises shall be partially damaged by any casualty insurable under the Tenant's insurance policy, Tenant shall, within sixty (60) days or upon receipt of the insurance proceeds, whichever is earlier, commence repair, replacement and renewal of the same, and the minimum rent shall be abated proportionately as to that portion of the Demised Premises rendered untenantable. Any such repair, replacement and renewal shall be made based upon plans and contractors approved in writing by Landlord. If the Demised Premises (a) by reason of such occurrence is rendered wholly untenantable or (b) should be damaged as a result of a risk which is not covered by insurance or (c) should be damaged in whole or in part during the last three (3) months of the term hereof, or (d) the Entire Premises (whether the Demised Premises are damaged or not) should be damaged to the extent of fifty percent (50%) or more of the then replacement value thereof, or if any or all of the Entire Premises or common areas of the Entire Premises are damaged, whether or not the Demised Premises are damaged to such an extent that the Entire Premises cannot, in the sole judgment of Landlord be operated as an integral commercial unit, then and in any of such events, Landlord may either elect to have Tenant repair the damage or may cancel this Lease by giving Tenant written notice of cancellation within sixty (60) days after such event and thereupon this Lease shall expire, and Tenant shall vacate and surrender the Demised Premises to Landlord. Tenant's liability for rent upon the termination of this Lease shall cease as of the day following the event or damage, or Tenant's vacating the Demised Premises, whichever date is later. In the event Landlord elects to have Tenant repair the damage insurable under Tenant's policies, any abatement of rent shall end five (5) days after notice by Landlord to Tenant that the Demised Premises have been repaired. If the leased premises are totally destroyed damage is caused by fire the negligence of Tenant or other casualtyits employees, invitees, or agents, there shall be no abatement of rent. Unless this lease Lease is terminated by Landlord, Tenant shall terminate. If such casualty shall render ten (10) percent or less repair, replace, renew and refixture the interior of the floor space Demised Premises in a manner and to at least a condition equal to that existing prior to its destruction or casualty and the proceeds of the leased premises unusable all insurance carried by Tenant on its property and improvements shall be held in trust by Tenant for the purpose intended, Lessor shall effect restoration of the premises as quickly as is reasonably possible, but in any event within thirty (30) days. b) In the event such casualty shall render more than ten (10) percent of such floor space unusable but not constitute total destruction, Lessor shall forthwith give notice to State of the specific number of days required to said repair the sameor replacement. If Lessor under such circumstances shall not give such notice within fifteen (15) calendar days after such destructionthis Lease is terminated by Landlord as aforesaid, or if such notice shall specify that such repairs will require more than ninety (90) days to complete all proceeds from date such notice is given, State, Tenant's insurance coverage in either such event, at its option, may terminate this lease or, upon notice to Lessor, may elect to undertake the repairs itself, deducting the cost thereof from the rental due to become due under this lease and any other lease between Lessor and State. c) In the event excess of any such destruction other than total, where the State has not terminated the lease as herein provided, or pursuant proceeds attributable to the terms hereof has not elected to make the repairs itselfloss of Tenant's property, Lessor shall diligently prosecute the repair of the leased premises and, in any event, if repairs are not completed within the period of thirty (30) days for destruction aggregating ten (10) percent or less of the floor space, or within the period specified in Lessor's notice in connection with partial destruction aggregating more than ten (10) percent, the State shall have the option to terminate this lease or complete the repairs itself, deducting the cost thereof from the rental due or to become due under this lease and any other lease between Lessor and State. d) In the event the State remains in possession of the premises though partially destroyed, the rental as herein provided shall be reduced by disbursed and paid to Landlord, and Tenant hereby assigns the same ratio as the net square feet the State is thus precluded from occupying bears to the total net square feet in the leased premises. "Net square feet" shall mean actual inside dimensions and shall not include public corridors, stairwells, elevators, and restroomsLandlord.

Destruction. a) If the leased premises Premises or the Building are totally destroyed damaged in whole or in part by fire or other casualty so as to render the Premises untenantable, and if the damages cannot be repaired as reasonably determined by Landlord within eighteen (18) months from the date of said casualty, then, at Landlord’s election, this lease Lease shall terminateterminate as of the date of such casualty. If such casualty shall render ten the damages can be repaired within said eighteen (1018) percent or less of months, and Landlord does not elect by written notice to the floor space of the leased premises unusable for the purpose intended, Lessor shall effect restoration of the premises as quickly as is reasonably possible, but in any event Tenant within thirty (30) days. b) In days after the event date of such casualty shall render more than ten (10) percent of such floor space unusable but not constitute total destruction, Lessor shall forthwith give notice to State of the specific number of days required to repair the same. If Lessor under such circumstances shall not give such notice within fifteen (15) calendar days after such destruction, then either Landlord or if such notice shall specify that such repairs will require more than ninety (90) days to complete from date such notice is given, State, in either such event, at its option, Tenant may terminate this lease or, Lease by written notice served upon notice to Lessor, may elect to undertake the repairs itself, deducting the cost thereof from the rental due to become due under this lease and any other lease between Lessor and State. c) other. In the event of any such destruction other than totaltermination, where the State has not terminated the lease as herein provided, or pursuant parties shall have no further obligations to the terms hereof has not elected to make other, except for those obligations accrued through the repairs itselfeffective date of such termination; and, Lessor upon such termination, Tenant shall diligently prosecute the repair immediately surrender possession of the leased premises and, in any event, if repairs are not completed within the period of thirty (30) days for destruction aggregating ten (10) percent or less of the floor space, or within the period specified in Lessor's notice in connection with partial destruction aggregating more than ten (10) percent, the State Premises to Landlord. Landlord and Tenant shall each have the option of terminating the Lease if the Premises is materially damaged in whole or in part during the penultimate or final year of the Lease Term and the time to terminate restore as reasonably estimated by Landlord’s contractor exceeds 180 days, or in the case of the final year of the Lease Term, 60 days after the date of such casualty. If this lease or complete Lease is not terminated in accordance with the repairs itselfpreceding Paragraphs, deducting this Lease shall remain in full force and effect, and Landlord shall proceed with all due diligence to repair and restore the cost thereof from Premises to a condition substantially similar to that condition which existed on the rental due or to become due under this lease and any other lease between Lessor and State. d) Commencement Date. In the event the State remains in possession repair and restoration of the premises though partially destroyedPremises extends beyond eighteen (18) months after the date of such casualty due to causes beyond the control of Landlord, this Lease shall remain in full force and effect, and Landlord shall not be liable for the rental as herein provided delay in restoration; but Landlord shall continue to complete such repairs and restoration with all due diligence. Landlord and Tenant acknowledge and agree that Rent shall ▇▇▇▇▇ during the period the Premises is untenantable due to a casualty loss under this Paragraph 10. In the event only a portion of the Premises are untenantable, Tenant’s Rent shall be reduced by equitably abated in proportion to that portion of the same ratio as the net square feet the State Premises which is thus precluded from occupying bears not tenantable. However, there shall be no Rent abatement Tenant shall be solely responsible for any deductible if said damage is due to the total net square feet in the leased premises. "Net square feet" shall mean actual inside dimensions and shall not include public corridorsfault or negligence of Tenant or Tenant’s agents, stairwells, elevators, and restroomsemployees or invitees.

Destruction. If the Building is totally or partially destroyed during the Term, rendering the Premises totally or partially inaccessible or unusable, then, subject to the remainder of this Paragraph 29, (i) Landlord shall promptly commence work necessary to restore the Building to substantially the same condition as it was in immediately before such destruction and shall diligently prosecute such restoration work until completed, (ii) Landlord shall not be required to restore Tenant’s Alterations or Tenant’s Personal Property, unless they are fixtures in the Premises and they are specifically covered by insurance proceeds received by Landlord, such excluded items being the sole responsibility of Tenant to restore, (iii) such destruction shall not terminate this Lease (except as provided below), and (iv) all obligations of Tenant under this Lease shall remain in effect, except that the Basic Monthly Rent and Additional Rent shall be abated or reduced, between the date of such destruction and the date of Substantial Completion of restoration, by the ratio of (a) If the leased premises are totally destroyed Rentable Square Footage of the Premises rendered unusable or inaccessible by fire or other the destruction, to (b) the Rentable Square Footage of the Premises prior to such destruction. Notwithstanding anything to the contrary in this Paragraph, either party shall have 10 business days from the date of Landlord’s determination that this sentence applies to the subject destruction/reconstruction, in which to terminate this Lease if Landlord determines that (1) it will likely take more than either (A) 330 days following the date of such casualty, or (B) 270 days after obtaining all required permits for such reconstruction, in which to complete such work, (2) such destruction (which is not de minimus in nature) occurs during the last year of the Term, or (3) then-existing Laws do not permit such restoration. Additionally, Landlord may, at its election, terminate this lease shall terminateLease by so notifying Tenant in writing on or before the later of 60 days after such destruction or 30 days after Landlord’s receipt of the proceeds (or written notice of the amount of proceeds) from insurance maintained by Landlord, if (l) such destruction exceeds 20% of the then-replacement value of the Premises, the Building, or the Project, or (ll) Landlord reasonably determines that the cost of such restoration will exceed the amount of insurance proceeds relating to such destruction actually received by Landlord from insurance maintained by Landlord, excluding deductibles, by more than 5% of such cost of restoration. If Landlord or Tenant so terminates this Lease, then (x) Landlord shall have no obligation to restore the Project , (y) Landlord shall retain all insurance proceeds relating to such casualty destruction, and (z) this Lease shall render ten (10terminate as of 30 days after such notice of termination from Landlord to Tenant. Tenant hereby waives the provisions of California Civil Code Sections 1932(2) percent and 1933(4) or less any successor statute with respect to any destruction of the floor space of Premises. If Landlord restores the leased premises unusable Premises following any such destruction, Tenant shall immediately refixturize, re-equip, and (if applicable) restock the Premises and shall re-open the Premises for the purpose intended, Lessor shall effect restoration of the premises business as quickly soon thereafter as is reasonably possiblepracticable, but not to exceed 60 days. If Tenant does not intend to so reopen the Premises for business, it must notify Landlord in any event writing within thirty (30) days. b) In the event such casualty shall render more than ten (10) percent 20 business days of such floor space unusable but not constitute total damage or destruction, Lessor shall forthwith give whereupon Landlord may cease its repair work and terminate this Lease. Additionally, if Landlord fails to Substantially Complete such restoration work within one year, Tenant may, by giving 30 days’ written notice to State of the specific number of days required to repair the same. If Lessor under such circumstances shall not give such notice within fifteen (15) calendar days Landlord delivered after such destructionyear (during which period of time such restoration is not Substantially Completed), or if such notice shall specify that such repairs will require more than ninety (90) days to complete from date such notice is given, State, in either such event, at its option, may terminate this lease or, upon notice to Lessor, may elect to undertake the repairs itself, deducting the cost thereof from the rental due to become due under this lease and any other lease between Lessor and StateLease. c) In the event of any such destruction other than total, where the State has not terminated the lease as herein provided, or pursuant to the terms hereof has not elected to make the repairs itself, Lessor shall diligently prosecute the repair of the leased premises and, in any event, if repairs are not completed within the period of thirty (30) days for destruction aggregating ten (10) percent or less of the floor space, or within the period specified in Lessor's notice in connection with partial destruction aggregating more than ten (10) percent, the State shall have the option to terminate this lease or complete the repairs itself, deducting the cost thereof from the rental due or to become due under this lease and any other lease between Lessor and State. d) In the event the State remains in possession of the premises though partially destroyed, the rental as herein provided shall be reduced by the same ratio as the net square feet the State is thus precluded from occupying bears to the total net square feet in the leased premises. "Net square feet" shall mean actual inside dimensions and shall not include public corridors, stairwells, elevators, and restrooms.

Destruction. a) A. If during the leased premises are totally term of this Lease, or any extension thereof, any portion of the Premises or any building, structure or improvement thereof, thereon or therein, or appurtenant thereto, is damaged or destroyed by fire or other casualtycasualty as a result of a peril insured against pursuant to this Lease, this lease shall terminate. If such casualty shall render ten (10) percent or less of the floor space of the leased premises unusable for the purpose intended, Lessor shall effect restoration of the premises as quickly as is reasonably possible, but in any event within thirty (30) days. b) In the event such casualty shall render more than ten (10) percent of such floor space unusable but not constitute total destruction, Lessor Tenant shall forthwith give notice thereof to State Landlord and then Landlord shall thereafter commence promptly, after adjustments of the specific number of days required to repair the same. If Lessor under such circumstances shall not give such notice within fifteen (15) calendar days after such destructioninsurance, or if such notice shall specify that such repairs will require more than ninety (90) days to complete from date such notice is given, State, in either such eventand building weather permitting, at its optionown cost, may terminate this lease orto repair, upon notice replace and rebuild the Premises, but to Lessorthe extent only of proceeds received by Landlord from insurance and to the extent only of Landlord's work prior to occupancy of the Premises by Tenant. In no event shall Landlord be obligated to expend a greater sum for the restoration of the Premises than the sum Landlord received as insurance proceeds due to said damage or destruction. Notwithstanding anything to the contrary, may elect Landlord will commence making repairs immediately following such damage or destruction provided that Tenant advances the necessary funds to undertake the repairs itself, deducting Landlord to cover the cost thereof from thereof. If Tenant, after obtaining Landlord's permission, makes the rental due necessary repairs, Landlord will make reimbursement to become due under Tenant of the actual cost thereof, not to exceed the insurance proceeds received by Landlord. Nothing in this lease paragraph shall require Landlord to restore, replace or repair any inventory, furniture, chattels, signs, contents, fixtures, (including trade fixtures) or personal property of Tenant located, on, in, or about the Premises, or which serve the Premises or rebuild the Premises in the condition and state that existed before any other lease between Lessor and Statesuch damage or destruction. c) In B. Notwithstanding anything to the contrary contained in this Lease, in the event of any such destruction other than total, where of the State has not terminated the lease as herein provided, or pursuant building to the terms hereof has not elected to make the repairs itself, Lessor shall diligently prosecute the repair extent of more than forty (40%) percent of the leased premises andcost of total replacement thereof, at a time when less than three (3) years remain in any eventthe term hereof, if repairs are not completed within the period of Landlord may elect to terminate this lease on thirty (30) days notice to Tenant, given at any time within sixty (60) days after such damage or destruction, and in such case all proceeds shall be paid and belong to Landlord and upon such termination neither party shall be thereafter under any obligation to the other for any liability under this Lease which shall thereafter accrue. C. Except to the extent Landlord receives rent insurance as hereinabove provided, neither the rent payable by Tenant nor any of Tenant's other obligations under the other provisions of this Lease shall be affected by any damage to or destruction aggregating ten (10) percent or less of the floor spacePremises, and Tenant expressly waives such additional rights as it might otherwise have under any law or within statute by reason of damage or destruction of the Premises by fire or any other cause. D. Landlord agrees that any repairs Landlord is required to make pursuant to paragraph A of this Section 9 shall be substantially complete not later than six (6) months subsequent to the date Landlord receives the insurance proceeds, unless Landlord is delayed by Tenant or by reason of forces beyond Landlord's reasonable control, in which case such six (6) month period shall be extended for a period equal to the period specified through in Lessorwhich Landlord is delayed by Tenant or forces beyond Landlord's notice in connection with partial destruction aggregating more than ten (10) percent, the State shall have the option to terminate this lease or complete the repairs itself, deducting the cost thereof from the rental due or to become due under this lease and any other lease between Lessor and State. d) reasonable control. In the event Landlord has not substantially completed the State remains in possession repairs within six (6) months after receipt of the premises though partially destroyedinsurance proceeds, or such later date as may be extended by Tenant's acts, or forces beyond Landlord's reasonable control, Tenant may cancel this Lease upon not less than thirty (30) days notice to Landlord. However, in the rental as herein provided event the repairs are substantially complete prior to the date set forth in Tenant's notice, Tenant's notice shall be reduced by ineffective to cancel this Lease, and this Lease shall remain in full force and effect. In the same ratio event this Lease is cancelled pursuant to this paragraph, this Lease shall terminate on the date set forth in Tenant's notice as if the net square feet date were the State is thus precluded from occupying bears to the total net square feet date set forth in the leased premises. "Net square feet" Lease for the expiration of the term hereof and Landlord shall mean actual inside dimensions and shall not include public corridors, stairwells, elevators, and restroomshave no obligation or liability to Tenant hereunder.

Destruction. a) If In the leased premises event that the Leased Premises or the Building are totally destroyed damaged by fire or other casualtyperils covered by Lessor's extended coverage insurance, this lease shall terminate. If such casualty shall render ten or in the event that the Leased Premises or the Building are declared unsafe or unfit for occupancy by any authorized public authority for any reason (10other than Lessee's act, neglect, use or occupation) percent which declaration requires repairs to either the Leased Premises or less of the floor space of the leased premises unusable for the purpose intendedBuilding, Lessor shall effect restoration promptly make such repairs, provided such repairs can reasonably be undertaken and completed within sixty (60) days under the laws and regulations of authorized public authorities, and this Lease shall remain in full force and effect, except that Lessee shall be entitled to a proportionate reduction of the premises rent while such repairs are being made, such proportionate reduction to be based upon the extent to which the making of such repairs shall materially interfere with the business carried on by the Lessee in the Leased Premises. If the damage or declaration is due to the fault or neglect of Lessee or its agents or employees, there shall be no abatement of rent. If repairs cannot reasonably be undertaken and completed within sixty (60) days, or repairs cannot be made under the then current laws and regulations, this Lease may be terminated at the option of either party, by notice to the other party within sixty (60) days of the damage or declaration, as quickly as is reasonably possibleof the date specified in such notice, but in any event within which date shall be no less than thirty (30) days. band no more than sixty (60) days after the giving of such notice. As to any partial destruction (including any destruction necessary in order to make repairs required by any declaration) for which Lessor is obligated to repair or may elect to repair under the terms of this paragraph, the provisions of Section 1932, Subdivision (2), and Section 1933, Subdivision (4), of the Civil Code of the State of California are waived by Lessee. In the event such casualty shall render more that the Leased Premises or the Building of which the Leased Premises are a part are damaged as a result of any cause other than ten (10) percent of such floor space unusable but not constitute total destructionthe perils covered by Lessor's fire and extended coverage insurance, then Lessor shall forthwith have the option: (1) to repair such damage, this Lease continuing in full force and effect, in which case the rent shall be proportionately reduced as hereinabove in this paragraph provided, or (2) give notice to State of the specific number of days required to repair the same. If Lessor under such circumstances shall not give such notice Lessee at any time within fifteen sixty (1560) calendar days after such destructiondamage terminating this Lease as of the date specified in such notice, or if such notice which date shall specify that such repairs will require be no less than thirty (30) and no more than ninety sixty (9060) days to complete from date after the giving of such notice is given, State, in either such event, at its option, may terminate this lease or, upon notice to Lessor, may elect to undertake the repairs itself, deducting the cost thereof from the rental due to become due under this lease and any other lease between Lessor and State. c) notice. In the event of any giving notice of termination of this Lease as provided in this paragraph 22, this Lease shall expire and all interest of Lessee in the Leased Premises shall terminate on the date so specified in such destruction other than totalnotice and the rent, where reduced by a proportionate amount, based upon the State has not terminated extent, if any, to which such damage materially interfered with the lease as herein providedbusiness carried on by Lessee in the Leased Premises, or pursuant shall be paid up to the terms hereof has not elected date of such termination. Form #1278 Initials: RWC -------- Notwithstanding anything to make the repairs itselfcontrary contained in this paragraph 22, Lessor shall diligently prosecute not have any obligation whatsoever to repair, reconstruct, or restore the repair Leased Premises when the damage resulting from any casualty covered under this paragraph 22 occurs during the last twelve (12) months of the leased premises andterm of this Lease or any extension thereof. In no event shall Lessor be required to repair any injury or damage from fire or other cause, or to make any repairs or replacements of any panels, decoration, office fixtures, railings, floor covering, partitions, fixtures or any other property installed in the Leased Premises by Lessee. Lessee shall not be entitled to any event, if repairs are not completed within the period of thirty (30) days compensation or damages from Lessor for destruction aggregating ten (10) percent or less loss of the floor spaceuse of the whole or any part of the Leased Premises, or within the period specified in LessorLessee's notice in connection with partial destruction aggregating more than ten (10) percentpersonal property, the State shall have the option to terminate this lease or complete the repairs itselfany inconvenience or annoyance occasioned by such damage, deducting the cost thereof from the rental due repair, reconstruction or to become due under this lease and any other lease between Lessor and Staterestoration. d) In the event the State remains in possession of the premises though partially destroyed, the rental as herein provided shall be reduced by the same ratio as the net square feet the State is thus precluded from occupying bears to the total net square feet in the leased premises. "Net square feet" shall mean actual inside dimensions and shall not include public corridors, stairwells, elevators, and restrooms.

Destruction. a) If the leased premises Leased Premises or Building are totally damaged or destroyed by fire or other casualty, this lease shall terminate. If such casualty shall render ten (10each a “Casualty”) percent so as to make the Leased Premises or less any material portion of the floor space Leased Premises un-tenantable and Casualty cannot be repaired within ninety (90) days of the leased premises unusable for date of such Casualty, Lessee shall have the purpose intended, Lessor shall effect restoration right to terminate the Lease as of the premises as quickly as is reasonably possible, but in any event date of such Casualty by giving to Lessor written notice of an intention to do so within thirty (30) days. b) In days after the event such casualty shall render more than ten (10) percent date of such floor space unusable but Casualty. If such notice is not constitute total destructiongiven or if the damage can be repaired within ninety (90) such days, the Lessor shall at Lessor’s own expense, restore the Building and Leased Premises to as near the condition which existed immediately prior to such Casualty, as reasonably possible, and the Base Rent and all other costs which Lessee is obligated to pay Lessor under this Lease shall ▇▇▇▇▇ during such time the Leased Premises are un-tenantable or partially un-tenantable, in the proportion that the un-tenantable portion of the Leased Premises bears to the entire Leased Premises In addition, if the Casualty occurs less than two (2) years prior to the end of the Initial Term or less than two (2) years prior to the end of the Extended Term, Lessor shall forthwith give may terminate this Lease, by written notice to State Lessee, as of the specific number of days required to repair Casualty if the same. If Lessor under such circumstances shall restoration may not give such notice reasonably be completed within fifteen (15) calendar days after such destruction, or if such notice shall specify that such repairs will require more than ninety (90) days after the Casualty. Notwithstanding the preceding sentence, if Lessor notifies Lessee of Lessor’s decision to complete from date such notice is given, State, in either such event, at its option, may terminate this lease or, upon notice to Lessor, may elect to undertake Lease in the repairs itself, deducting the cost thereof from the rental due to become due under this lease and any other lease between Lessor and State. clast two (2) In the event of any such destruction other than total, where the State has not terminated the lease as herein provided, or pursuant years prior to the terms hereof has not elected to make the repairs itself, Lessor shall diligently prosecute the repair end of the leased premises andInitial Term, in any event, Lessor’s termination notice shall void if repairs are not completed within the period of thirty (30) days for destruction aggregating ten (10) percent or less of receipt of the floor space, or within termination notice Lessee notifies Landlord of Lessee’s exercise of the period specified in Lessor's Option. If a termination notice in connection with partial destruction aggregating more than ten (10) percentis not given, the State Lessor shall have at Lessor’s own expense, restore the option Building and Leased Premises to terminate this lease or complete as near the repairs itselfcondition which existed immediately prior to such Casualty, deducting as reasonably possible, and the cost thereof from the rental due or Base Rent and all other costs which Lessee is obligated to become due pay Lessor under this lease and any other lease between Lessor and State. d) In Lease shall ▇▇▇▇▇ during such time the Leased Premises are un-tenantable or partially un-tenantable, in the proportion that the un-tenantable portion of the Leased Premises bears to the entire Leased Premises; provided, however, that in the event the State remains in possession Leased Premises are not so restored within ninety (90) such days, Lessee may upon the expiration of said ninety (90) day period by notice to Lessor terminate this Lease as of the premises though partially destroyed, the rental as herein provided shall be reduced by the same ratio as the net square feet the State is thus precluded from occupying bears to the total net square feet in the leased premises. "Net square feet" shall mean actual inside dimensions and shall not include public corridors, stairwells, elevators, and restroomsdate of Casualty.

Destruction. (a) If the leased premises are totally destroyed by any fire or other casualty, this lease shall terminate. If such casualty shall render ten (10whether insured or uninsured) percent renders all or less a substantial portion of the floor space Building or any portion of the leased premises unusable for the purpose intendedPremises untenantable, Lessor shall effect restoration of the premises as quickly as is reasonably possible, but in any event within thirty (30) days. b) In days after the occurrence of such damage or within such additional time as is necessary in the event such casualty of major catastrophe, estimate the length of time that will be required to Substantially Complete the repair and restoration and shall render more than ten (10) percent by written notice given within said time advise Lessee of such floor space unusable but not constitute total destruction, Lessor shall forthwith give notice to State of the specific number of days required to repair the sameestimate ("Lessor’s Estimate Notice"). If Lessor under estimates that the amount of time required to Substantially Complete such circumstances shall not give repair and restoration will exceed two hundred seventy (270) days from the date such notice within fifteen (15) calendar days after such destructiondamage occurred, then Lessor, or Lessee, if such notice all or a substantial portion of the Premises is rendered untenantable or reasonable access to the Premises is denied, shall specify that such repairs will require more than ninety (90) days have the right to complete from date such notice is given, State, in either such event, at its option, may terminate this lease or, Lease effective immediately upon giving written notice to Lessor, may elect to undertake the repairs itself, deducting the cost thereof from the rental due to become due under this lease and other at any other lease between Lessor and State. c) In the event of any such destruction other than total, where the State has not terminated the lease as herein provided, or pursuant to the terms hereof has not elected to make the repairs itself, Lessor shall diligently prosecute the repair of the leased premises and, in any event, if repairs are not completed time within the period of thirty (30) days after delivery of Lessor’s Estimate Notice; provided, that, if Lessor so chooses, Lessor's Estimate Notice may also include and constitute such notice of termination, provided the time to complete the repair and restoration meets the stated criterion. (b) Unless this Lease is terminated as provided in the preceding subparagraph, Lessor shall proceed with due diligence to repair and restore the Building and/or the Premises and Leasehold Improvements (including the Remote Facility System) to the condition existing prior to such casualty, subject to reasonable delays for destruction aggregating ten (10) percent or less of the floor space, or insurance adjustments and also subject to zoning laws and building codes then in effect. Lessee shall not be entitled to terminate this Lease if such repairs and restoration are not in fact completed within the time period specified estimated by Lessor so long as Lessor shall proceed with due diligence to complete such repairs and restoration. Lessor shall have no liability to Lessee if such repairs and restoration are not in fact completed within the time period estimated by Lessor's notice in connection with partial destruction aggregating more than ten ; provided, that, so long as Lessee’s acts, omissions or lack of cooperation do not constitute a material reason for the delay, Lessee shall be entitled to two (102) percentdays free rent for each day during the period that commences on the 270-day deadline and ends when the Premises are ready for Lessee’s occupancy for the conduct of its business therein. Furthermore, if the State Premises are not ready for Lessee’s occupancy for the conduct of its business therein within one (1) year from the date such damage occurred and Lessee’s acts, omissions or lack of cooperation do not constitute a material reason for the delay, then Lessee shall have the option right to terminate this lease or complete the repairs itself, deducting the cost thereof from the rental due or to become due under this lease and any other lease between Lessor and StateLease. (c) If the Premises or the Building is damaged by a casualty but neither is rendered substantially untenantable, then Lessor shall proceed to repair and restore the Building or the Premises and Leasehold Improvements to the condition existing prior to such casualty with all due diligence. (d) In Lessee acknowledges that Lessor shall be entitled to the event full proceeds of any insurance coverage carried by Lessor, for damages to the State remains in possession Premises and the Leasehold Improvements, and Lessee shall be entitled to those proceeds of Lessee's insurance carried for its own personal property and equipment which would be removable by Lessee upon termination. (e) If the Premises or the Building is damaged so as to substantially impair Lessee’s use thereof and such damage occurs during the last twelve (12) months of the premises though partially destroyedLease Term, either Lessee or Lessor shall have the rental as herein provided shall be reduced by the same ratio as the net square feet the State is thus precluded from occupying bears right to terminate this Lease effective immediately upon written notice thereof to the total net square feet in other within thirty (30) days after the leased premises. "Net square feet" shall mean actual inside dimensions and shall not include public corridors, stairwells, elevators, and restroomsdate of such casualty.

Destruction. a) If the leased premises are totally destroyed by fire or other casualty, this lease shall terminate. If such casualty shall render ten (10) percent or less Effective as of the floor space first day of the leased premises unusable for Third Option Period, Lease Paragraph 61 (“Destruction”) shall be deleted in its entirety and replaced with the purpose intendedfollowing: ”61. DESTRUCTION: Paragraph 21 is modified by the following: A. Notwithstanding anything to the contrary within Paragraph 21, Lessor shall effect restoration Landlord may terminate this Lease in the event of an uninsured event or if insurance proceeds, net of the premises as quickly as is reasonably possibledeductible, but in any event within thirty (30) days. b) In the event such casualty shall render more than ten (10) are insufficient to cover one hundred percent of the rebuilding costs; provided, however, Tenant shall have the right to elect, in its discretion, to contribute such floor space unusable but not constitute total destruction, Lessor shall forthwith give notice excess funds to State of the specific number of days required permit Landlord to repair the same. Premises. B. Except as provided in P▇▇▇▇▇▇▇▇ ▇▇▇, ▇▇▇▇▇▇▇▇ may not terminate the Lease if the Premises are damaged by a peril whereby the cost to replace and/or repair is one hundred percent (100%) covered by the insurance carried by Landlord pursuant to Paragraph 12, but instead shall restore the Premises in the manner described by Paragraph 21. C. If Lessor under such circumstances the Premises are damaged by a peril covered by the insurance carried by Landlord pursuant to P▇▇▇▇▇▇▇▇ ▇▇, ▇▇▇▇▇▇▇▇ shall not give such notice within fifteen have the option to terminate the Lease if each of the following conditions is satisfied: (15i) calendar days after such destructionthe cost to repair or the damage exceeds thirty-three percent (33%) of the then replacement cost of the Premises; and (ii) the damage occurs at a time when there is less than five (5) years remaining in the term of the Lease. D. If Landlord fails to obtain insurance as required pursuant to Paragraph 12, and said insurance would have been available to cover any damage or if such notice destruction to the Premises, Landlord shall specify that such repairs will require more than ninety (90) days be required to complete from date such notice is given, State, in either such eventrebuild, at its optioncost, may terminate this lease or, upon notice net of the deductible which would have been required under said insurance policy (which deductible Tenant is required to Lessor, may elect to undertake the repairs itself, deducting the cost thereof from the rental due to become due under this lease and any other lease between Lessor and Statepay). c) In E. If the event Premises are damaged by any peril, then as soon as reasonably practicable, Landlord shall furnish Tenant with the written opinion of any such destruction other than total, where Landlord’s architect or construction consultant as to when the State has not terminated the lease as herein provided, or pursuant to the terms hereof has not elected to make the repairs itself, Lessor shall diligently prosecute the repair restoration work required of the leased premises and, in any event, if repairs are not completed within the period of thirty (30) days for destruction aggregating ten (10) percent or less of the floor space, or within the period specified in Lessor's notice in connection with partial destruction aggregating more than ten (10) percent, the State Landlord may be completed. Tenant shall have the option to terminate this lease or complete the repairs itself, deducting the cost thereof from the rental due or to become due under this lease and any other lease between Lessor and State. d) In Lease in the event the State remains in possession any of the premises though partially destroyedfollowing occurs, which option may be exercised only by delivery to Landlord of a written notice of election to terminate within seven (7) days after Tenant receives from Landlord the estimate of the time needed to compete such restoration: (1) The Premises are damaged by any peril (not caused by or resulting from an action of Tenant or Tenant’s agents, employees, contractors or invitees) and, in the reasonable opinion of Landlord’s architect or construction consultant, the rental as herein provided shall restoration of the Leased Premises cannot be reduced substantially completed within 180 days after the date of such damage (subject to force majeure conditions); or (2) The Premises are damaged by any peril (not caused by or resulting from an action of Tenant or Tenant’s agents, employees, contractors or invitees) within twelve (12) months of the same ratio last day of the Lease term, and, in the reasonable opinion of Landlord’s architect or construction consultant, the restoration of the Leased Premises cannot be substantially completed within sixty (60) days after the date of such damage and Tenant has not exercised its Option to Extend said Term (or Extended Term as the net square feet the State is thus precluded from occupying bears to the total net square feet in the leased premises. "Net square feet" shall mean actual inside dimensions and shall not include public corridors, stairwells, elevators, and restroomscase may be).”

Destruction. (a) If During the leased premises are totally destroyed term hereof, if the Premises or any part thereof shall be damaged by fire or other casualty, Tenant shall give prompt written notice thereof to Landlord. In case the Premises shall be so damaged by fire or other casualty that substantial alteration or reconstruction of the Premises (which is in excess of twenty percent (20.00%) of the Premises) shall be required if such damage is not covered by insurance carried by Landlord, Landlord may, at its option, terminate this lease Lease and the term and estate hereby granted by notifying Tenant in writing of such termination within forty-five (45) days after the date of such damage, in which event the Rent shall terminatebe abated as of the date of such damage. If Landlord does not thus elect to terminate this Lease, Landlord shall, within sixty (60) days after the date of such casualty damage, commence to repair and restore the Buildings and shall render ten proceed with reasonable diligence to restore the Buildings (10except that Landlord shall not be responsible for delays outside its control) percent or less to substantially the same condition in which it was immediately prior to the happening of the floor space casualty, except that Landlord shall not be required to rebuild, repair or replace any part of Tenant's furniture and furnishings or fixtures and equipment removable by Tenant under the provisions of this Lease, but such work shall not exceed the scope of the leased premises unusable work done by Landlord in originally constructing the Buildings. Tenant shall not be entitled to any compensation or damages from Landlord, and Landlord shall not be liable, for any loss of the use of the whole or any part of the Premises, Tenant's personal property, or any inconvenience or annoyance occasioned by such loss of use, damage, repair, reconstruction or restoration, except that, subject to the provisions of the next sentence, Landlord shall allow Tenant an abatement of Rent on a square footage basis during the time and to the extent the Premises are unfit or unavailable for occupancy. If the Premises are damaged by fire or other casualty resulting from the negligence of Tenant or any of Tenant's agents, employees, or invitees, and the cost thereof is not covered and funded by insurance maintained by Landlord, Tenant shall be liable to Landlord for the purpose intended, Lessor shall effect cost and expense of the repair and restoration of the premises as quickly as Premises caused thereby to the extent such cost and expense is reasonably possiblenot covered by insurance proceeds. Tenant hereby specifically waives any and all rights it may have under any law, but in any event within thirty (30) daysstatute, ordinance or regulation to terminate the Lease by reason of casualty or damage to the Premises or Buildings, and the parties hereto specifically agree that the Lease shall not automatically terminate by law upon destruction of the Premises. (b) In the event that Landlord elects to repair any damage to the Premises and/or Buildings (if such casualty damage prevents Tenant from using the Premises pursuant to this Lease), Landlord shall render more than ten (10) percent of such floor space unusable but not constitute total destruction, Lessor shall forthwith give deliver written notice to State Tenant indicating Landlord's good faith estimate of the specific number of days required to repair the samesuch damage. If Lessor under Landlord's estimate is in excess of one hundred eighty (180) days (for a period of ten (10) days following receipt of such circumstances notice, Tenant shall not give have the right, by delivery of written notice to Landlord, to terminate this Lease, which termination shall be effective upon delivery of such notice to Tenant by Landlord. The failure of Tenant to provide such written notice within fifteen such time period, shall be deemed a waiver of Tenant's right to terminate this Lease pursuant to the preceding sentence. (15c) calendar If the Premises is damaged or destroyed during the last twelve (12) months of the Term of the Lease, and the Premises cannot be fully repaired or restored by Landlord within sixty (60) days after such the date of damage or destruction, either Landlord or if such notice shall specify that such repairs will require more than ninety (90) days to complete from date such notice is given, State, in either such event, at its option, Tenant may terminate this lease or, Lease upon written notice to Lessor, may elect to undertake the repairs itself, deducting the cost thereof from the rental due to become due under this lease and any other lease between Lessor and State. c) In the event of any such destruction other than total, where the State has not terminated the lease as herein provided, or pursuant to the terms hereof has not elected to make the repairs itself, Lessor shall diligently prosecute the repair of the leased premises and, in any event, if repairs are not completed within the period of thirty (30) days for destruction aggregating ten (10) percent or less of the floor spacedate of such damage, or within which termination shall become effective upon the period specified in Lessor's notice in connection with partial destruction aggregating more than ten (10) percent, the State shall have the option to terminate this lease or complete the repairs itself, deducting the cost thereof from the rental due or to become due under this lease and any other lease between Lessor and Statedate of receipt of such notice. d) In the event the State remains in possession of the premises though partially destroyed, the rental as herein provided shall be reduced by the same ratio as the net square feet the State is thus precluded from occupying bears to the total net square feet in the leased premises. "Net square feet" shall mean actual inside dimensions and shall not include public corridors, stairwells, elevators, and restrooms.

Destruction. a) 19.1. If the leased premises Premises are totally destroyed rendered untenantable by fire or other casualty, this lease shall terminate. If such casualty shall render ten (10) percent or less way of the floor space destruction of the leased premises unusable for Premises such that it is not usable by Tenant, either the purpose intended, Lessor shall effect restoration Landlord or the Tenant may terminate this Lease by giving written notice of the premises as quickly as is reasonably possible, but in any event within termination not later than thirty (30) daysdays after the date of the destruction. In that event and provided the Tenant timely vacates the Premises, Rent paid for the period beyond the date of destruction shall be refunded to Tenant and neither party shall have any further obligations under this Lease except for those obligations which are expressly provided to survive a termination. b19.2. If after damage the Premises is tenantable, yet: (i) In the event such casualty Landlord, in its sole judgment. concludes that restoration of the damage cannot be completed within one hundred eighty (180) days; or (ii) less than six (6) months of the Term remains and the repairs are estimated to require more than sixty (60) days to repair; or, (iii) insurance proceeds (along with funds the Landlord, in its discretion, decides to provide) in an amount sufficient to restore the Premises is not made available to the Landlord (provided that the landlord shall render more use commercially reasonable efforts to obtain the proceeds to which it is entitled under its applicable insurance policy); the Landlord or the Tenant may, at their option, terminate this Lease by giving written notice of termination not later than ten (10) percent of such floor space unusable but not constitute total destruction, Lessor shall forthwith give notice to State of the specific number of days required to repair the same. If Lessor under such circumstances shall not give such notice within fifteen (15) calendar days after such destructionthe date the Landlord provides the Tenant with the information described below. In that event and provided the Tenant timely vacates the Premises, or if such notice Rent paid for the period beyond the date of destruction shall specify that such repairs will require more than ninety (90) days be refunded to complete from date such notice is given, State, in either such event, at its option, may terminate this lease or, upon notice to Lessor, may elect to undertake the repairs itself, deducting the cost thereof from the rental due to become due Tenant and neither party shall have any further obligations under this lease and any other lease between Lessor and State. c) In the event of any such destruction other than total, where the State has not terminated the lease as herein provided, or pursuant Lease except for those obligations which are expressly provided to the terms hereof has not elected to make the repairs itself, Lessor shall diligently prosecute the repair of the leased premises and, in any event, if repairs are not completed within the period of survive a termination. Within thirty (30) days for destruction aggregating ten (10) percent or less after the casualty, the Landlord shall furnish the Tenant with the Landlord's estimate of the floor space, time required to complete repairs and whether or within not sufficient funds are available to pay for the period specified in Lessor's notice in connection with partial destruction aggregating more than ten (10) percentrequired repairs. 19.3. If the Lease is not terminated pursuant to Subparagraphs 19.1 or 19.2, the State Landlord, at its expense to the extent insurance proceeds are available, shall have promptly restore and/or repair the option to terminate this lease or complete Premises (other than Alterations, which shall be the repairs itself, deducting the cost thereof from the rental due or to become due under this lease Tenant's sole responsibility) and any other lease between Lessor and Stateportions of the Building outside the Premises required for the Tenant's use of the Premises. In no event shall the Landlord be required to restore fixtures or improvements made or owned by the Tenant. If the Tenant is reasonably required to close al1 or a portion of its operations during the period of repair/restoration, Rent shall ▇▇▇▇▇ on a proportional basis (based upon the square footage of the unusable portion of the Premises) during that period. In no event shall the Landlord have any liability (other than an abatement of Rent) for losses claimed by the Tenant resulting, directly or indirectly, from the Tenant's inability to use the Premises. d19.4. Notwithstanding the above to the contrary, if the Premises are damaged by the fault or neglect (willful, grossly negligent acts or omissions) In of the Tenant, its employees, agents, customers, or guests, the Tenant may not terminate this Lease and there shall be no apportionment or abatement of Rent, except to the extent of the Landlord's receipt ofrent loss insurance relating to the Premises. 19.5. Subject to applicable law, the Tenant acknowledges that the provisions of this Section 19 shall govern the rights and obligations of the parties in the event of any substantial or total destruction to the State remains Property and the Tenant waives the protection of any statute, code or judicial decision which grants a tenant any other rights to terminate a lease in possession the event of the premises though partially destroyed, substantial or total destruction of the rental as herein provided shall be reduced by the same ratio as the net square feet the State is thus precluded from occupying bears to the total net square feet in the leased premises. "Net square feet" shall mean actual inside dimensions and shall not include public corridors, stairwells, elevators, and restroomsPremises.

Destruction. a) If In the leased premises are totally destroyed event of a partial destruction of the Building during the term by fire or other casualtycause, Landlord shall repair the same, provided that in the Landlord's reasonable estimation such repairs can be made within ninety (90) days (SUBJECT TO DELAYS BEYOND LANDLORD'S CONTROL AND DELAYS IN MAKING INSURANCE ADJUSTMENTS BY LANDLORD) and that full cost of such repairs is insured under Landlord's fire and extended coverage insurance; and in that event such partial destruction shall not annul or void this lease Lease except that the Tenant shall terminatebe entitled to a proportionate reduction of rent while such repairs are being made, such proportionate reduction to be based upon the extent to which the making of such repairs interferes with the business carried on by Tenant in the Premises. If such casualty repairs cannot be made within the above ninety (90) days, either Landlord or Tenant may Terminate this Lease; or if the cost of such repairs is not insured as set forth above, Landlord may elect to terminate this Lease. In either event, such termination shall render ten (10) percent or less of be effected by giving notice to the floor space of the leased premises unusable for the purpose intended, Lessor shall effect restoration of the premises as quickly as is reasonably possible, but in any event other party within thirty (30) days. b) days after the damage occurs. If the Lease is not so terminated, Landlord shall make such repairs within a reasonable time with this Lease continuing in full force and effect and the rent proportionately reduced while repairs are being made. In the event such casualty shall render more the Building is destroyed to the extent of not less than ten (10) percent of such floor space unusable but not constitute total destruction, Lessor shall forthwith give notice to State one-third of the specific number then current replacement cost thereof (excluding foundation) Landlord may elect to terminate this Lease, regardless of days required to repair whether the same. If Lessor under such circumstances shall not give such notice Premises are damaged, whether the partial destruction is caused by a casualty which is covered by insurance or whether the repairs can be made within fifteen (15) calendar days after such destruction, or if such notice shall specify that such repairs will require more than ninety (90) days to complete from date such notice is given, State, in either such event, at its option, may days. A total destruction of the Building shall terminate this lease or, upon notice Lease. In respect to Lessor, any partial destruction which Landlord is obligated to repair or may elect to undertake repair under the repairs itselfterms of this paragraph and which can be made within ninety (90) days, deducting the cost thereof provisions of Section 1932, Subdivision 2, and of Section 1933, Subdivision 4, of the Civil Code of the State of California are waived by ▇▇▇▇▇▇. Notwithstanding anything to the contrary contained in this Article, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises when the damage resulting from the rental due to become due any casualty covered under this lease and Article occurs during the last twelve (12) months of the term of this Lease or any extension thereof. Landlord shall not be required to repair any injury or damage by fire or other cause, or to make any repairs or replacements of any panels, decoration, office fixtures, railings, floor covering, partitions, or any other lease between Lessor and State. c) In property installed in the event of Premises by Tenant. Tenant shall not be entitled to any such destruction other than total, where the State has not terminated the lease as herein provided, compensation or pursuant to the terms hereof has not elected to make the repairs itself, Lessor shall diligently prosecute the repair damages from Landlord for loss of the leased premises and, in any event, if repairs are not completed within the period of thirty (30) days for destruction aggregating ten (10) percent or less use of the floor space, whole or within the period specified in Lessor's notice in connection with partial destruction aggregating more than ten (10) percent, the State shall have the option to terminate this lease or complete the repairs itself, deducting the cost thereof from the rental due or to become due under this lease and any other lease between Lessor and State. d) In the event the State remains in possession part of the premises though partially destroyedPremises, the rental as herein provided shall be reduced ▇▇▇▇▇▇'s personal property or any inconvenience or annoyance occasioned by the same ratio as the net square feet the State is thus precluded from occupying bears to the total net square feet in the leased premises. "Net square feet" shall mean actual inside dimensions and shall not include public corridorssuch damage, stairwellsrepair, elevators, and restroomsreconstruction or restoration.

Destruction. a) If If, during the term, the leased premises or the Building and other improvements in which the leased premises are located are totally or partially destroyed from any cause, rendering the leased promises totally or partially inaccessible or unusable, Lessor shall restore the leased premises or the Building and other improvements in which the leased premises are located to substantially the same condition as they were in immediately before destruction, if the restoration can be made under the existing laws and can be completed within 90 working days after the date of the destruction. Such destruction shall not terminate this lease. The provisions of Section 1933, subparagraph 4, of the Civil Code of California are hereby waived by fire Lessee. If the restoration cannot be made in the lime stated in this paragraph, then within 21 working days after the parties determine that the restoration cannot be made in the lime stated in this paragraph, Lessee can terminate this lease immediately by giving notice to Lessor. If Lessee fails to terminate this lease and if restoration is permitted under the existing laws, Lessor. at its election, can either terminate this lease or restore the leased premises or the Building and other casualty, improvements in which the leased premises are located within a reasonable time and this lease shall terminatecontinue in full force and effect. If such casualty shall render ten (10) percent or less of the floor space of existing laws do not permit the leased premises unusable for the purpose intendedrestoration, Lessor shall effect restoration of the premises as quickly as is reasonably possible, but in any event within thirty (30) days. b) In the event such casualty shall render more than ten (10) percent of such floor space unusable but not constitute total destruction, Lessor shall forthwith give notice to State of the specific number of days required to repair the same. If Lessor under such circumstances shall not give such notice within fifteen (15) calendar days after such destruction, or if such notice shall specify that such repairs will require more than ninety (90) days to complete from date such notice is given, State, in either such event, at its option, may party can terminate this lease or, upon immediately by giving notice to Lessor, may elect to undertake the repairs itself, deducting the cost thereof from the rental due to become due under this lease and any other lease between Lessor and State. c) party. In the event of any such destruction other than total, where the State has not terminated the lease restoration as herein provided, or pursuant Lessee shall be entitled to the terms hereof has not elected to make the repairs itself, Lessor shall diligently prosecute the repair a proportionate reduction of the leased premises andrent while such restoration is being made, in any event, if repairs are not completed within such proportionate reduction to be based upon the period extent to which the making of thirty (30) days for destruction aggregating ten (10) percent or less of such restoration shall materially interfere with the floor space, or within the period specified in Lessor's notice in connection with partial destruction aggregating more than ten (10) percent, the State shall have the option to terminate this lease or complete the repairs itself, deducting the cost thereof from the rental due or to become due under this lease and any other lease between Lessor and State. d) In the event the State remains in possession of the premises though partially destroyed, the rental as herein provided shall be reduced business carried on by the same ratio as the net square feet the State is thus precluded from occupying bears to the total net square feet Lessee in the leased premises. "Net square feet" If the damage is due to the fault of neglect of Lessee or its employees, there shall mean actual inside dimensions and be no abatement of rent. Notwithstanding anything to the contrary contained in this paragraph, Lessor shall not include public corridorshave any obligation whatsoever to repair, stairwellsreconstruct or restore the leased premises when the damage resulting from any casualty covered under this paragraph occurs during the last twelve (12) months at the term of this lease or any extension thereof. Lessor shall not be required to repair any injury or damage by fire or other cause, elevatorsor to make any repairs or replacements of any panels, and restroomsdecoration, office fixtures, railings, floor covering, partitions, or any other property installed in the leased premises by Lessee.

Destruction. (a) If the leased premises are totally destroyed by fire or other casualty, this lease shall terminate. If such casualty shall render ten (10) percent or less of the floor space of the leased premises unusable for the purpose intended, Lessor shall effect restoration of the premises as quickly as is reasonably possible, but in any event within thirty (30) days. b) In the event such casualty shall render more than ten that any substantial damage occurs to the demised premises during the Term of this Lease, then this Lease may be terminated in the sole election of Lessee by Lessee giving within sixty (1060) percent days of the occurrence of such floor space unusable but not constitute total destruction, damage notice in writing to Lessor shall forthwith give notice to State of the specific number of days required to repair the same. If Lessor under such circumstances shall not give such notice within fifteen (15) calendar days after such destruction, or if such notice shall specify that such repairs will require more than terminate and vacate ninety (90) days to complete from date after the giving of such notice. If such notice to terminate is givennot given by Lessee, StateLessor shall forthwith replace, in either restore or rebuild the destroyed portions thereof to substantially the same condition as existing immediately prior to such eventdestruction, at its option, may terminate this lease or, upon notice to Lessor, may elect to undertake the repairs itself, deducting the cost thereof from the rental due to become due under this lease and any other lease between Lessor and State. cif such restoration cannot reasonably by completed within ninety (90) In days of the event of such damage, except for matters beyond the control of Lessor, Lessee shall be entitled to terminate this Lease. The design and location of such replacement, restoration or rebuilding shall be selected by Lessor after consultation with Lessee, and, so far as Lessor shall deem practicable, in compliance with Lessee's wishes. It is understood that in no event shall any obligation of Lessor to replace, restore or rebuild exceed in amount the sum of the insurance proceeds received by it. Lessor shall carry replacement cost coverage on the premises and Lessor's improvements. Lessor's obligation with respect to replacement, restoration and rebuilding shall not include any property, which Lessee was entitled to remove pursuant to Article 5 hereof. (b) In any event of destruction by fire or other casualty with respect to which Lessor is entitled to receive compensation by insurance or otherwise, a just proportion of the rent according to the extent of the floor space rendered wholly untenantable and unfit for occupancy or business operations shall be abated unless and until such destruction space shall have been restored to a tenantable condition. (c) Lessor reserves all rights to insurance proceeds or other than totalcompensation payable by reason of such destruction, where and by way of confirmation Lessee hereby grants Lessor all Lessee's rights to such proceeds and other compensation and covenants to execute and deliver such further instruments of assignment thereof as Lessor from time to time may request. All property installed on the State has not terminated the lease as herein provided, or demised premises by Lessee pursuant to the terms provisions of Article 5 hereof has not elected to make and all removable property of any nature whatsoever at any time located on the repairs itself, Lessor shall diligently prosecute the repair of the leased demised premises and, in any event, if repairs are not completed within the period of thirty (30) days for destruction aggregating ten (10) percent or less of the floor space, or within the period specified in Lessor's notice in connection with partial destruction aggregating more than ten (10) percent, the State shall have the option to terminate this lease or complete the repairs itself, deducting the cost thereof from the rental due or to become due under this lease and any other lease between Lessor and State. d) In the event the State remains in possession of the premises though partially destroyed, the rental as herein provided shall be reduced by the same ratio as the net square feet the State at Lessee's sole risk and hazard; provided, however, that Lessee is thus precluded from occupying bears entitled to the total net square feet in the leased premises. "Net square feet" shall mean actual inside dimensions and shall not include public corridors, stairwells, elevators, and restroomsobtain its own insurance on such property.

Destruction. (a) If If, during the leased term of this Lease, the premises are totally or partially destroyed from a risk covered by fire the insurance described in paragraph "47th" of this Rider, rendering the premises totally or other casualtypartially inaccessible or unusable, or partially damaged but still usable, Tenant shall restore the premises to substantially the same condition as they were in immediately before destruction, whether or not the insurance proceeds are sufficient to cover the actual cost of restoration. Such destruction shall not terminate this lease Lease. However, if premises are not able to be used by Tenant for its business operation, rent will abat▇ ▇▇▇il premises are restored. (b) If, during the term of this lease, the premises are destroyed in a manner described in subparagraph " (a) of this paragraph "48th", both Tenant and Landlord shall terminatemake the loss adjustment with the insurance company insuring the loss, and on receipt of the proceeds, same shall be paid to Landlord and Landlord shall hold same in escrow as follows: All sums deposited with the Landlord shall be paid in installments by the Landlord to the contractor retained by Tenant as construction progresses for payment of the cost of restoration. A 10% retention fund shall be established that will be paid to the contractor on completion of restoration, payment of all costs, expiration of all applicable lien periods and proof that the premises are free of all mechanic's liens and lienable claims, and the furnishing of all municipal certificates. If such casualty shall render ten (10) percent the Landlord in its reasonable discretion determines that a particular installment requested by Tenant or less of the floor space of the leased premises unusable for the purpose intendedTenant's contractor is improper, Lessor shall effect restoration of the premises as quickly as is reasonably possible, but in any event within thirty (30) days. b) In the event such casualty shall render more than ten (10) percent of such floor space unusable but not constitute total destruction, Lessor shall forthwith give notice to State of the specific number of days required to repair the same. If Lessor under such circumstances shall not give such notice within fifteen (15) calendar days after such destruction, or if such notice shall specify that such repairs will require more than ninety (90) days to complete from date such notice is given, State, in either such event, at its option, may terminate this lease or, upon notice to Lessor, may elect to undertake the repairs itself, deducting the cost thereof from the rental due to become due under this lease and any other lease between Lessor and State. c) In the event of any such destruction other than total, where the State has not terminated the lease as herein provided, or pursuant to the terms hereof has not elected to make the repairs itself, Lessor shall diligently prosecute the repair of the leased premises and, in any event, if repairs are not completed within the period of thirty (30) days for destruction aggregating ten (10) percent or less of the floor space, or within the period specified in Lessor's notice in connection with partial destruction aggregating more than ten (10) percent, the State it shall have the option right to terminate this lease appoint its own construction supervisor to determine the validity of such installment and to make payments on certificates approved by Landlord's construction supervisor, and the reasonable expenses of Landlord's construction supervisor shall be paid out of the escrow funds and charged to Tenant's account. Both parties agree to promptly execute all documents and perform all acts reasonable required by either Landlord or complete the repairs itself, deducting the cost thereof from the rental due or any substitute insurance trustee to become due perform its obligations under this lease and any other lease between Lessor and State. d) In the event the State remains in possession paragraph. 49th. CONSENT OF PARTIES: Whenever consent or approval of the premises though partially destroyedeither party is required, the rental as herein provided shall be reduced by the same ratio as the net square feet the State is thus precluded from occupying bears to the total net square feet in the leased premises. "Net square feet" shall mean actual inside dimensions and that party shall not include public corridors, stairwells, elevators, and restroomsunreasonably withhold such consent or approval except as same may be limited by paragraph "37th" of this Rider.

Destruction. a) If the leased premises are totally destroyed by fire or other casualty, this lease shall terminate. If such casualty shall render ten (10) percent or less of the floor space of the leased premises unusable for the purpose intended, Lessor shall effect restoration of the premises as quickly as is reasonably possible, but in any event within thirty (30) days. b) 21.01 In the event such casualty shall render more of (A) a partial destruction of the Leased Premises or the Building during the Lease term which requires repairs to either the Leased Premises or the Building or (B) the Leased Premises or the Building being declared unsafe or unfit for occupancy by any authorized public authority for any reason other than ten (10) percent of such floor space unusable but not constitute total destructionTenant's act, Lessor use or occupation which declaration requires repairs to either the Leased Premises or the Building, Landlord shall forthwith give notice make repairs, provided repairs can be made within one-hundred and twenty (120) days under the laws and regulations of authorized public authorities, but partial destruction (including any destruction necessary in order to State make repairs required by any declaration) shall in no way annul or void this Lease, except that Tenant shall be entitled to proportionate reduction of rent while such repairs are being made. The proportionate reduction is to be based upon the specific number extent to which the making of days required to repair repairs shall interfere with the samebusiness carried on by Tenant in the Lease Premises. If Lessor under such circumstances shall repairs cannot give such notice be made within fifteen one hundred twenty (15120) calendar days after such destructiondays, or if such notice shall specify that such repairs will require more than ninety (90) days to complete from date such notice is given, State, in either such eventLandlord may, at its option, make such repairs within a reasonable time, this Lease continuing in full force and effect and the rent to be proportionately abated, as is this paragraph provided. In the event that Landlord does not so elect to make repairs which cannot be made within one hundred twenty (120) days, or repairs cannot be made under current laws and regulations, this Lease may be terminated at the option of either party. A total destruction (including any destruction required by any authorized public authority) of either the Leased Premises or the building shall terminate this lease or, upon notice to Lessor, may elect to undertake the repairs itself, deducting the cost thereof from the rental due to become due under this lease and any other lease between Lessor and State. c) Lease. In the event of any dispute between Landlord and Tenant relative to the provisions of this paragraph, they may each select an arbitrator, the two arbitrators so selected shall select a third arbitrator and the three arbitrators so selected shall hear and determine the controversy and their decision theron shall be final and binding on both Landlord and Tenant who shall bear the cost of such arbitration equally between them. Landlord shall not be required to repair any property installed in the Leased Premises by Tenant. Tenant waives any right under applicable laws inconsistent with the terms of this paragraph and in the event of a destruction other than total, where agrees to accept any offer by Landlord to provide Tenant with comparable space within the State has not terminated project in which the lease Premises are located on the same terms as in this Lease contained. Notwithstanding anything to the contrary herein provided, or pursuant in the event a mortgagee requires the insurance proceeds be applied to the terms hereof has not elected to make the repairs itself, Lessor shall diligently prosecute the repair of the leased premises and, in any event, if repairs are not completed within the period of thirty (30) days for destruction aggregating ten (10) percent or less of the floor space, or within the period specified in Lessor's notice in connection with partial destruction aggregating more than ten (10) percentsuch indebtedness, the State Landlord shall have the option right to terminate this lease or complete the repairs itselfLease by delivering written notice of termination to Tenant, deducting the cost thereof from the rental due or to become due under this lease whereupon, all rights and any other lease between Lessor obligations hereunder shall cease and Stateterminate. d) In the event the State remains in possession of the premises though partially destroyed, the rental as herein provided shall be reduced by the same ratio as the net square feet the State is thus precluded from occupying bears to the total net square feet in the leased premises. "Net square feet" shall mean actual inside dimensions and shall not include public corridors, stairwells, elevators, and restrooms.

Destruction. (a) If the leased premises Premises are partially or totally destroyed by fire or other casualtycasualty insurable under standard fire insurance policies with extended coverage endorsement so as to become partially or totally untenantable, the same shall be repaired or rebuilt as speedily as practical under the circumstances at the expense of Landlord, unless Landlord or Tenant elects not to repair or rebuild as provided in Subsection (b) of this Section 17.01. During the period required for restoration, a just and proportionate part of Base Rent, additional rent and other charges payable by Tenant hereunder shall be abated until the Premises are repaired or rebuilt. (b) If the Premises are (I) rendered totally untenantable by reason of an occurrence described in Subsection (a), or (II) damaged or destroyed as a result of a risk which is not insured under Landlord's fire insurance policies, or (III) at least twenty percent (20%) damaged or destroyed during the last year of the Rental Term, or (IV) if the Premises are damaged in whole or in part to such an extent that Tenant cannot practically use the Premises for their intended purpose, then and in any such events either Tenant or Landlord may at its option terminate this Lease Agreement by notice in writing to other party within sixty (60) days after the date of such occurrence. Unless Landlord or Tenant gives such notice, this lease Lease Agreement will remain in full force and effect and Landlord shall terminaterepair such damage at its expense as expeditiously as possible under the circumstances. (c) If Landlord should elect or be obligated pursuant to Subsection (a) above to repair or rebuild because of any damage or destruction, Landlord's obligation shall be limited to the original Premises and any other work or improvements including the Tenant Improvements which may have been originally performed or installed at Landlord's expense. If the cost of performing Landlord's obligation exceeds the actual proceeds of insurance paid or payable to Landlord on account of such casualty shall render ten (10) percent or less of the floor space of the leased premises unusable for the purpose intendedby $50,000, Lessor shall effect restoration of the premises as quickly as is reasonably possibleLandlord may terminate this Lease Agreement unless Tenant, but in any event within thirty (30) days. b) In the event such casualty shall render more than ten (10) percent of such floor space unusable but not constitute total destruction, Lessor shall forthwith give notice to State of the specific number of days required to repair the same. If Lessor under such circumstances shall not give such notice within fifteen (15) calendar days after such destructiondemand therefor, or if such notice shall specify that such repairs will require more than ninety (90) days deposits with Landlord a sum of money sufficient to complete from date such notice is given, State, in either such event, at its option, may terminate this lease or, upon notice to Lessor, may elect to undertake pay the repairs itself, deducting difference between the cost thereof from of repair and the rental due to become due under proceeds of the insurance available for such purpose. (d) Except as stated in this lease and Article XVII, Landlord shall not be liable for any loss or damage sustained by Tenant by reason of casualties mentioned hereinabove or any other lease between Lessor and Stateaccidental casualty. c) In the event of any such destruction other than total, where the State has not terminated the lease as herein provided, or pursuant to the terms hereof has not elected to make the repairs itself, Lessor shall diligently prosecute the repair of the leased premises and, in any event, if repairs are not completed within the period of thirty (30) days for destruction aggregating ten (10) percent or less of the floor space, or within the period specified in Lessor's notice in connection with partial destruction aggregating more than ten (10) percent, the State shall have the option to terminate this lease or complete the repairs itself, deducting the cost thereof from the rental due or to become due under this lease and any other lease between Lessor and State. d) In the event the State remains in possession of the premises though partially destroyed, the rental as herein provided shall be reduced by the same ratio as the net square feet the State is thus precluded from occupying bears to the total net square feet in the leased premises. "Net square feet" shall mean actual inside dimensions and shall not include public corridors, stairwells, elevators, and restrooms.

Destruction. In the event the Premises are destroyed in whole or in part from any cause, except for routine maintenance and repairs and incidental damage and destruction caused from vandalism and accidents for which Tenant is responsible under P▇▇▇▇▇▇▇▇ ▇, ▇▇▇▇▇▇▇▇ may, at its option: (a) If Rebuild or restore the leased premises are totally destroyed by fire Premises to their condition prior to the damage or other casualtydestruction, or (b) Terminate this lease shall terminateLease. If such casualty shall render ten (10) percent or less of the floor space of the leased premises unusable for the purpose intended, Lessor shall effect restoration of the premises as quickly as is reasonably possible, but Landlord does not give Tenant notice in any event writing within thirty (30) days. b) In days from the event such casualty shall render more than ten (10) percent of such floor space unusable but not constitute total destruction, Lessor shall forthwith give notice to State destruction of the specific number Premises of days required its election to either rebuild and restore them, or to terminate this Lease, Landlord shall be deemed to have elected to rebuild or restore them, in which event Landlord agrees, at its expense, promptly to rebuild or restore the Premises to their condition prior to the damage or destruction. Tenant shall be entitled to a reduction in rent while such repair is being made in the sameproportion that the area of the Premises rendered untenantable by such damage bears to the total area of the Premises. If Lessor under Landlord does not complete the rebuilding or restoration within one hundred eighty (180) days following the date of destruction (such circumstances period of time to be extended for delays caused by the fault or neglect of Tenant or because of Acts of God, acts of public agencies, labor disputes, strikes, fires, freight embargo, rainy or stormy weather, inability to obtain materials, supplies or fuels, acts of contractors or subcontractors, or delay of the contractors or subcontractors due to such causes or other contingencies beyond the control of Landlord), then Tenant shall not give such notice within have the right to terminate this Lease by giving fifteen (15) calendar days after such destruction, or if such notice shall specify that such repairs will require more than ninety (90) days to complete from date such notice is given, State, in either such event, at its option, may terminate this lease or, upon prior written notice to Lessor, may elect to undertake the repairs itself, deducting the cost thereof from the rental due to become due under this lease and any other lease between Lessor and State. c) In the event of any such destruction other than total, where the State has not terminated the lease as Landlord. Notwithstanding anything herein provided, or pursuant to the terms hereof has not elected contrary, Landlord’s obligation to make rebuild or restore shall be limited to the repairs itself, Lessor shall diligently prosecute the repair building and interior improvements constructed by Landlord as they existed as of the leased premises and, in any event, if repairs are not completed within the period of thirty (30) days for destruction aggregating ten (10) percent or less commencement date of the floor space, or within the period specified in Lessor's notice in connection with partial destruction aggregating more than ten (10) percent, the State shall have the option to terminate this lease or complete the repairs itself, deducting the cost thereof from the rental due or to become due under this lease and any other lease between Lessor and State. d) In the event the State remains in possession of the premises though partially destroyed, the rental as herein provided shall be reduced by the same ratio as the net square feet the State is thus precluded from occupying bears to the total net square feet in the leased premises. "Net square feet" shall mean actual inside dimensions Lease and shall not include public corridorsrestoration of Tenant’s trade fixtures, stairwellsequipment, elevatorsmerchandise, or any improvements, alterations or additions made by Tenant to the Premises, which Tenant shall forthwith replace or fully repair at Tenant’s sole cost and restrooms.expense provided this Lease is not cancelled according to the provisions above. Unless this Lease is terminated pursuant to the foregoing provisions, this Lease shall remain in full force and effect. Tenant hereby expressly waives the provisions of Section 1932, Subdivision 2, in Section 1933, Subdivision 4 of the California Civil Code. In the event that the building in which the Premises are situated is damaged or destroyed to the extent of not less than 33 1/3% of the replacement cost thereof, Landlord may elect to terminate this Lease, whether the Premises be injured or not. See P▇▇▇▇▇▇▇▇ ▇▇

Destruction. If all or any portion of the Premises is damaged by a fire, any other casualty or any other cause, in each case in which the cost of repair is in excess of $500,000 ("Destruction"), then Seller shall notify Buyer in writing thereof no more than five (5) Business Days following such Destruction, or, if such Destruction occurs fewer than five (5) Business Days prior to the Closing Date, then as promptly as is reasonably practicable, but prior to the Closing Date. If and to the extent necessary to carry out the provisions of this Section 7.1, the Closing Date shall thereupon be rescheduled to the earliest practicable date. Additionally: (a) If the leased premises cost to repair any Destruction is reasonably likely to be less than Twenty Eight Million Dollars ($28,000,000), as determined by an independent contractor licensed to do business in Nevada and reasonably acceptable to Seller and Buyer (an "Independent Contractor"), then the parties will proceed to Closing (with no delay in the Closing Date, subject to the second sentence of the first paragraph of this Section 7.1, or reduction in the Purchase Price) and, at Buyer's option as the sole recourse of Buyer: (i) Seller shall diligently pursue the repair of such Destruction to completion (subject, however, to the availability of Insurance Proceeds to Seller) (with Buyer granting Seller or its representatives, agents and contractors access to the Premises after the Closing Date for the purpose of effecting repairs) and retain all Insurance Proceeds resulting therefrom or (ii) Seller shall assign any and all resulting Insurance Proceeds to Buyer without repairing the damage, provided, however, that in the case of (ii), if the actual Insurance Proceeds are totally destroyed by fire or other casualtyless than the cost to repair as determined above, this lease then Seller shall terminatepay the difference in cash at Closing. If such casualty Buyer shall render make the foregoing election within ten (10) percent or less days of Seller's written notice of the floor space Destruction to Buyer. If Buyer fails to make an election within this time period, Buyer will be deemed to have elected to receive the Insurance Proceeds in lieu of Seller making repairs. (b) If the cost to repair any Destruction is reasonably likely to be equal to or greater than Twenty Eight Million Dollars ($28,000,000), as determined by an Independent Contractor, then, within ten (10) days of being notified by the Independent Contractor, Buyer, at its option, shall as the sole recourse of Buyer either: (i) proceed to Closing without any delay in the Closing Date subject to the second sentence of the leased premises unusable for first paragraph of this Section 7.1, or reduction in the purpose intendedPurchase Price, Lessor shall effect restoration with Buyer to be assigned any and all resulting Insurance Proceeds under the insurance policies required to be maintained under this Agreement payable in connection with the Destruction, or (ii) terminate this Agreement by written notice to Seller given within ten (10) days of Buyer's receipt of the premises as quickly as is reasonably possibleIndependent Contractor's report. However, but in any event within thirty (30) days. b) In the event such casualty shall render more if there are fewer than ten (10) percent of such floor space unusable but not constitute total destructiondays before the Closing Date or Outside Date, Lessor as applicable and as determined pursuant to Section 8.1, Buyer shall forthwith give notice make its election at least two (2) days before the Closing Date or Outside Date, as applicable and as determined pursuant to State of the specific number of days required to repair the sameSection 8.1. If Lessor under such circumstances shall not give such notice the Independent Contractor's report is given to Buyer within fifteen (15) calendar days after such destruction, or if such notice shall specify that such repairs will require more than ninety (90) days to complete from date such notice is given, State, in either such event, at its option, may terminate this lease or, upon notice to Lessor, may elect to undertake the repairs itself, deducting the cost thereof from the rental due to become due under this lease and any other lease between Lessor and State. c) In the event of any such destruction other than total, where the State has not terminated the lease as herein provided, or pursuant to the terms hereof has not elected to make the repairs itself, Lessor shall diligently prosecute the repair of the leased premises and, in any event, if repairs are not completed within the period of thirty (30) days for destruction aggregating ten (10) percent or less days of the floor spaceClosing Date or Outside Date, or within as applicable and as determined pursuant to Section 8.1, the period specified in Lessor's notice in connection with partial destruction aggregating more than Closing Date and/or Outside Date, as applicable, will be extended by up to ten (10) percent, days for the State shall have the purpose of giving Buyer further time to make its election. A failure by Buyer to timely exercise its option to terminate this lease or complete the repairs itselfAgreement under Section 7.1(b)(ii), deducting the cost thereof from the rental due or to become due under this lease and any other lease between Lessor and State. d) In the event the State remains in possession of the premises though partially destroyed, the rental as herein provided shall be reduced deemed an election by the same ratio Buyer to proceed to Closing as the net square feet the State is thus precluded from occupying bears to the total net square feet provided in the leased premises. "Net square feet" shall mean actual inside dimensions and shall not include public corridors, stairwells, elevators, and restroomsSection 7.1(b)(i).

Destruction. (a) If the leased premises are totally destroyed Premises shall be damaged by fire or other insured casualty, this lease Landlord shall terminatepromptly after the occurrence of such damage estimate the length of time that will be required to substantially complete the repair and restoration of such damage and shall notify Tenant of such estimate. If Landlord estimates that such casualty shall render ten repair and restoration cannot be substantially completed within thirty (1030) percent days from the date such damage occurred, then either Landlord or less Tenant may elect to terminate this Lease as of the floor space date of such damage by giving written notice of its desire to terminate within five (5) days after Landlord gives Tenant notice of such estimate. Unless this Lease is terminated as provided in the leased premises unusable preceding sentence and provided that the insurance proceeds have been made available for such repair and restoration by any Mortgagee, Landlord shall proceed promptly to repair and restore the purpose intended, Lessor shall effect restoration of the premises as quickly as is reasonably possiblePremises, but Landlord shall have no liability to Tenant and Tenant shall not be entitled to terminate this Lease in any the event that such repair and restoration are not in fact substantially completed within the time period estimated by Landlord or within thirty (30) days. (b) In If the event such Premises shall be damaged by an uninsured casualty, or if the Premises shall be damaged by fire or other insured casualty shall render more than ten (10) percent but the insurance proceeds are not made available for repair and restoration of such floor space unusable but not constitute total destructiondamage by any Mortgagee, Lessor shall forthwith give Landlord may elect to terminate this Lease as of the date of such damage by giving written notice to State of the specific number of days required to repair the same. If Lessor under such circumstances shall not give such notice Tenant within fifteen (15) calendar days after such destruction, or if such notice shall specify that such repairs will require more than ninety (90) days to complete from the date such notice damage occurred. In the event that Landlord does not elect to terminate this Lease as provided in the preceding sentence, Landlord shall proceed promptly to repair and restore the Premises. (c) In the event that this Lease is giventerminated pursuant to this Section, Statethe Rent hereunder (including Base Rent and any adjustments thereof) shall be prorated to the date of such termination. (d) In the event that any damage renders the Premises unusable for Tenant's business, in either whole or in part, and if this Lease shall not be terminated by reason of such eventdamage, at its option, may terminate this lease or, upon notice to Lessor, may elect to undertake the repairs itself, deducting the cost thereof from the rental due to become due under this lease Rent hereunder (including Rent and any other lease between Lessor adjustments thereof) shall be abated to the extent and Statefor the period of such unuseability. c(e) In the event of any damage, Landlord's obligation to repair and restore the Premises and the Building shall not commence until the collection of all insurance proceeds by Landlord, and such destruction other than total, where the State has obligations shall not terminated the lease as herein provided, extend to any installations or pursuant alterations made in or improvements or additions made by Landlord or Tenant to the terms hereof has not elected to make the repairs itself, Lessor shall diligently prosecute the repair of the leased premises and, in any event, if repairs are not completed within the period of thirty (30) days for destruction aggregating ten (10) percent or less of the floor space, or within the period specified in Lessor's notice in connection with partial destruction aggregating more than ten (10) percent, the State shall have the option to terminate this lease or complete the repairs itself, deducting the cost thereof from the rental due or to become due under this lease and any other lease between Lessor and State. d) In the event the State remains in possession of the premises though partially destroyed, the rental as herein provided shall be reduced by the same ratio as the net square feet the State is thus precluded from occupying bears Premises except to the total net square feet in the leased premises. "Net square feet" extent that such items are covered by Landlord's insurance, nor shall mean actual inside dimensions and shall not include public corridorsLandlord's obligation extend to Tenant's trade fixtures, stairwells, elevators, and restroomsequipment or personal property.

Destruction. aSection 14.01 If: (i) If the leased premises are totally destroyed Building Project shall be so damaged that it will take more than one hundred eighty (180) days to repair same; or (ii) any mortgagee of the Building Project should require that the insurance proceeds payable as a result of a casualty be applied to the payment of the mortgage debt; or (iii) the Premises shall be partially damaged by fire or other casualtycasualty during the last two (2) years of the Term, this lease shall terminate. If such casualty shall render and the estimated cost of repair exceeds ten (10) percent or less of the floor space of the leased premises unusable for the purpose intended, Lessor shall effect restoration of the premises as quickly as is reasonably possible, but in any event within thirty (30) days. b) In the event such casualty shall render more than ten (10%) percent of such floor space unusable but not constitute total destruction, Lessor shall forthwith give notice the Base Rent then remaining to State be paid by Tenant for the balance of the specific number of days required to repair the same. If Lessor under such circumstances shall not give such notice Term; Landlord may, within fifteen (15) calendar days after such destruction, or if such notice shall specify that such repairs will require more than ninety (90) days after such casualty, give written notice to complete from date Tenant of Landlord’s election to cancel and terminate this Lease, and the balance of the Term shall automatically expire on the fifth (5th) day after such notice is given, State, in either such event, at its option, may terminate this lease or, upon notice to Lessor, may elect to undertake the repairs itself, deducting the cost thereof from the rental due to become due under this lease and any other lease between Lessor and Statedelivered. c) In the event of any such destruction other than total, where the State has Section 14.02 If Landlord does not terminated the lease as herein provided, or pursuant to the terms hereof has not elected to make the repairs itself, Lessor shall diligently prosecute the repair of the leased premises and, in any event, if repairs are not completed within the period of thirty (30) days for destruction aggregating ten (10) percent or less of the floor space, or within the period specified in Lessor's notice in connection with partial destruction aggregating more than ten (10) percent, the State shall have the option right to terminate this lease Lease pursuant to Section 14.01, or if Landlord has the right to terminate and does not elect to do so, Landlord shall commence and proceed with reasonable diligence to restore the Building Project and the Premises (including the initial Tenant Improvements) (provided that Landlord shall not be required to restore any unleased premises in the Building Project so long as the remainder of the Building Project is restored as a complete architectural unit) to substantially the same condition they were in immediately prior to the happening of the casualty. When repairs to the Premises which are Landlord’s obligation pursuant to this section, if any, have been completed by Landlord, Tenant shall complete the repairs itselfrestoration or replacement of the Premises and all of Tenant’s Property necessary to permit Tenant’s reoccupancy of the Premises, deducting and Tenant shall present Landlord with evidence satisfactory to Landlord of Tenant’s ability to pay such cost prior, and as a condition, to Landlord’s commencement of repair and restoration of any portion of the cost thereof from the rental due or to become due under this lease and any other lease between Lessor and State. d) Premises. In the event the State remains Premises are not substantially restored to a condition rendering same useable within two hundred seventy (270) days after such casualty, Tenant shall have the right to terminate this Lease. Section 14.03 Notwithstanding Section 14.01 and Section 14.02: (i) Landlord shall have no duty to restore, rebuild, or replace any Alterations (except the initial Tenant Improvements) or Tenant’s Property; and (ii) Landlord’s obligations to repair, rebuild, or restore the Building Project or the Premises shall exist only to the extent that insurance proceeds are actually received by Landlord in possession connection with the casualty which gave rise to Landlord’s obligation to repair, rebuild, or restore. Section 14.04 Rent shall ▇▇▇▇▇ in proportion to the portion of the premises though partially destroyedPremises not useable by Tenant as a result of any casualty, as of the rental as herein provided shall be reduced by date on which the same ratio as the net square feet the State is thus precluded from occupying bears to the total net square feet in the leased premisesPremises becomes unusable. "Net square feet" shall mean actual inside dimensions and Landlord shall not include public corridorsbe liable to Tenant for any delay in restoring the Premises or any inconvenience or annoyance to Tenant or injury to Tenant’s business resulting in any way from such damage or the repairs, stairwells, elevators, and restroomsTenant’s sole remedy being the right to an abatement of Rent.

Destruction. (a) If the leased premises Premises are totally destroyed damaged by fire or other casualty, the same shall be repaired as speedily as practicable, subject to reasonable delay for insurance adjustment or other matters beyond Landlord’s reasonable control under the circumstances, at the expense of Landlord (subject to Section 20(c) below), unless this lease Lease is terminated as provided in this Section. Beginning on the date of such casualty and continuing during the period required for repair, a just and proportionate part of the Base Rental and Tenant’s Operating Expense Rental shall terminatebe abated for the time and to the extent the Premises are unfit for occupancy for the purposes permitted under this Lease, and not occupied by Tenant as a result thereof, unless such damage to the Premises is due to the negligence or willful misconduct of Tenant or Tenant’s employees, contractors, licensees, or invitees, in which event Base Rental and Additional Rental shall be abated only to the extent Landlord is reimbursed from the proceeds of rental income or interruption insurance purchased by Landlord as part of Operating Expenses. (b) If the Premises are (i) damaged to such an extent that repairs cannot, in Landlord’s judgment, be completed within six (6) months after the date of the casualty; (ii) damaged or destroyed as a result of a risk which is not insured under standard special form/all risk insurance policies or any other insurance carried by Landlord; (iii) damaged and the holder of any mortgage on the Project or ground or underlying lessor with respect to the Project and/or the Building requires that the insurance proceeds or any portion thereof be used to retire the mortgage debt or terminates the ground or underlying lease, as the case may be; or (iv) substantially damaged or destroyed during the last twenty-four (24) months of the Lease Term, as extended if permitted herein; or if the Premises is damaged in whole or in part to such an extent that the Project cannot, in Landlord’s reasonable judgment, be operated economically as an integral unit and is not operated as an integral unit as originally built, then in any such event Landlord may at its option terminate this Lease by notice in writing given to Tenant within sixty (60) days after the date of such damage or destruction. If the Premises are damaged to such casualty shall render ten an extent that repairs cannot, in Landlord’s judgment, be completed within six (106) percent or less months after the date of the floor space casualty or if the Premises are substantially damaged during the last twenty-four (24) months of the leased premises unusable for the purpose intendedLease Term, Lessor shall effect restoration of the premises as quickly as is reasonably possibleit may have been extended if permitted herein, but then in any either such event Tenant may elect to terminate this Lease by notice in writing to Landlord within thirty (30) daysdays after notice from Landlord of the estimated repair time. Unless Landlord or Tenant elects to terminate this Lease as hereinabove provided, this Lease will remain in full force and effect and Landlord shall repair such damage to the extent required in this Section 20 as expeditiously as possible under the circumstances. If Landlord or Tenant terminates the Lease pursuant to this Section 20, then Tenant shall pay the Base Rental and Additional Rental properly apportioned (and as the same may have been abated in accordance with Section 20(a) above) up to such date of termination or casualty, as the case may be, and both parties hereto shall thereafter be freed and discharged of all further obligations hereunder, except as provided for in provisions of this Lease which by their terms survive the expiration or earlier termination of the Lease Term. b(c) In If Landlord should elect or be obligated pursuant to Section 20(a) above to repair because of any damage or destruction, Landlord’s obligation shall be limited solely to restoration of the event Building to the condition provided to Tenant on the Delivery Date and shall not extend to any leasehold improvements in the Premises, furniture, equipment, supplies, trade fixtures or other personal property owned or leased by Tenant, its employees, contractors, invitees or licensees. If the cost of performing such casualty shall render more than ten (10) percent repairs and restoration exceeds the actual proceeds of insurance paid or payable to Landlord on account of such floor space unusable but not constitute total destruction, Lessor shall forthwith give notice to State of the specific number of days required to repair the same. If Lessor under such circumstances shall not give such notice within fifteen (15) calendar days after such destructioncasualty, or if such notice Landlord’s mortgagee under a mortgage or the lessor under an underlying lease shall specify require that such repairs will require more than ninety (90) days any insurance proceeds from a casualty loss be paid to complete from date such notice is givenit, State, in either such event, at its option, Landlord may terminate this lease or, upon notice to Lessor, may elect to undertake the repairs itself, deducting the cost thereof from the rental due to become due under this lease and any other lease between Lessor and StateLease. c) In the event of any such destruction other than total, where the State has not terminated the lease as herein provided, or pursuant to the terms hereof has not elected to make the repairs itself, Lessor shall diligently prosecute the repair of the leased premises and, in any event, if repairs are not completed within the period of thirty (30) days for destruction aggregating ten (10) percent or less of the floor space, or within the period specified in Lessor's notice in connection with partial destruction aggregating more than ten (10) percent, the State shall have the option to terminate this lease or complete the repairs itself, deducting the cost thereof from the rental due or to become due under this lease and any other lease between Lessor and State. d) In the no event the State remains in possession shall Landlord be liable for any loss or damage sustained by Tenant or its visitors, or injury to Tenant’s business by reason of casualties mentioned hereinabove or any other accidental casualty. (e) The provisions of this Lease, including this Section, constitute an express agreement between Landlord and Tenant with respect to any and all damage to, or destruction of, all or any part of the premises though partially destroyedPremises, the rental as herein provided shall be reduced by Building or any other portion of the same ratio as Project. Any statute or regulation of the net square feet state in which the State Building is thus precluded from occupying bears located including, without limitation, Sections 1932(2) and 1933(4) of the California Civil Code, with respect to the total net square feet any rights or obligations concerning damage or destruction in the leased premises. "Net square feet" absence of an express agreement between the parties, shall mean actual inside dimensions and shall not include public corridorshave no application to this Lease or any damage or destruction to all or any part of the Premises, stairwells, elevators, and restroomsthe Building or any other portion of the Project.

Destruction. a) If In the leased premises are totally destroyed event of partial destruction of the building during the term by fire or other casualtycause LESSOR shall repair the same, provided that such repairs can be made within ninety (90) days (subject to delays beyond LESSOR'S control and delays in making insurance adjustments by LESSOR) and in that event such partial destruction shall not annul or void this lease Lease, except that LESSEE shall terminatebe entitled to a proportionate reduction of rent while such repairs are being made, such proportionate reduction to be based upon the extent to which the making of such repairs interferes with the business carried on by LESSEE in the premises, as determined by mutual consent. If such casualty repairs cannot be made within ninety (90) days, either LESSOR or LESSEE may terminate this Lease. Such termination shall render ten (10) percent or less of be effected by giving notice to the floor space of the leased premises unusable for the purpose intended, Lessor shall effect restoration of the premises as quickly as is reasonably possible, but in any event other party within thirty (30) days. b) after the damage occurs. If the Lease is not so terminated, LESSOR shall make such repairs within a reasonable time with this Lease continuing in full force and effect and the rent proportionately reduced while the repairs are being made. In the event such casualty shall render more the building is destroyed to the extent of not less than ten (10) percent of such floor space unusable but not constitute total destruction, Lessor shall forthwith give notice to State one-third of the specific number then-current replacement cost thereof (excluding foundations), LESSOR or LESSEE may elect to terminate this Lease, regardless of days required to repair whether the same. If Lessor under such circumstances shall not give such notice within fifteen (15) calendar days after such destructionpremises are damaged, whether the partial destruction is caused by a casualty which is covered by insurance, or if such notice shall specify that such whether the repairs will require more than can be made within ninety (90) days to complete from date such notice is given, State, in either such event, at its option, may days. A total destruction of the building shall terminate this lease or, upon notice to Lessor, may elect to undertake the repairs itself, deducting the cost thereof from the rental due to become due under this lease and any other lease between Lessor and State. c) Lease. In the event of termination of this Lease pursuant to any of the provisions of this Paragraph 25, rent and LESSEE's portion of any service cost shall be apportioned on a per diem basis and shall be paid to the date of the casualty. In no event shall LESSOR be liable to LESSEE for any damages resulting from the happenings of such destruction other than totalcasualty or from the repairing or reconstruction of the premises or of the building, where or from the State has not terminated the lease termination of this Lease as herein provided, or pursuant to the terms hereof has not elected to make the repairs itself, Lessor shall diligently prosecute the repair of the leased premises and, in any event, if repairs are not completed within the period of thirty (30) days for destruction aggregating ten (10) percent or less of the floor space, or within the period specified in Lessor's notice in connection with partial destruction aggregating more than ten (10) percent, the State shall have the option to terminate this lease or complete the repairs itself, deducting the cost thereof from the rental due or to become due under this lease and any other lease between Lessor and State. d) In the event the State remains in possession of the premises though partially destroyed, the rental as herein provided shall be reduced by the same ratio as the net square feet the State is thus precluded from occupying bears to the total net square feet in the leased premises. "Net square feet" shall mean actual inside dimensions and shall not include public corridors, stairwells, elevators, and restrooms.

Destruction. (a) If the leased premises Demised Premises are totally damaged by fire or other casualty, the same shall be repaired or rebuilt as speedily as practical under the circumstances at the expense of the Landlord, unless this Lease is terminated as provided in this Article 21, and during the period required for restoration, a just and proportionate part of Base Rental shall be abated until the Demised Premises are repaired or rebuilt. (b) If the Demised Premises are damaged or destroyed by fire or other casualty, this lease Landlord shall terminate. If such casualty shall render ten give Tenant written notice (10the "Repair Notice") percent or less of the floor space of the leased premises unusable for the purpose intended, Lessor shall effect restoration of the premises as quickly as is reasonably possible, but in any event within thirty (30) days. bdays after the date of the casualty specifying Landlord's reasonable estimate of the time period to complete the repairs of such damage or destruction. If the Demised Premises are (i) In damaged to such an extent that repairs cannot, in Landlord's judgment, be completed within one hundred fifty (150) days after the date of the casualty or (ii) damaged or destroyed as a result of a risk which is not insured under standard fire insurance policies with extended coverage endorsement, or (iii) damaged or destroyed during the last six (6) months of the Lease Term, or if the Building is damaged in whole or in part (whether or not the Demised Premises are damaged), to such an extent that the Building cannot, in Landlord's judgment, be operated economically as an integral unit, then and in any such event Landlord may at its option terminate this Lease by notice in writing to the Tenant within sixty (60) days after the date of such occurrence. If the Demised Premises are damaged to such an extent that repairs cannot, in Landlord's judgment, be completed within one hundred fifty (150) days after the date of the casualty shall render more than or if the Demised Premises are substantially damaged during the last six (6) months of the Lease Term, then in either such event Tenant may elect to terminate this Lease by notice in writing to Landlord within ten (10) percent days after the date of the Repair Notice. Unless Landlord or Tenant elects to terminate this Lease as hereinabove provided, this Lease will remain in full force and effect and Landlord shall repair such damage at its expense to the extent required under this Article as expeditiously as possible under the circumstances. (c) If Landlord should elect or be obligated pursuant to subparagraph (a) above to repair or rebuild because of any damage or destruction, Landlord's obligation shall be limited to the original Building and the leasehold improvements in the Demised Premises and shall not extend to any furniture, equipment, supplies or other personal property owned or leased by Tenant, its employees, contractors, invitees or licensees. If the cost of performing such repairs exceeds the actual proceeds of insurance paid or payable to Landlord on account of such floor space unusable but not constitute total destruction, Lessor shall forthwith give notice to State of the specific number of days required to repair the same. If Lessor under such circumstances shall not give such notice within fifteen (15) calendar days after such destructioncasualty, or if such notice Landlord's mortgagee or the lessor under a ground or underlying lease shall specify require that such repairs will require more than ninety (90) days any insurance proceeds from a casualty loss be paid to complete from date such notice is givenit, State, in either such event, at its option, Landlord may terminate this lease orLease unless Tenant, upon notice to Lessor, may elect to undertake the repairs itself, deducting the cost thereof from the rental due to become due under this lease and any other lease between Lessor and State. c) In the event of any such destruction other than total, where the State has not terminated the lease as herein provided, or pursuant to the terms hereof has not elected to make the repairs itself, Lessor shall diligently prosecute the repair of the leased premises and, in any event, if repairs are not completed within the period of thirty (30) days for destruction aggregating ten (10) percent or less after demand therefor, deposits with Landlord a sum of money sufficient to pay the difference between the cost of repair and the proceeds of the floor insurance available to Landlord for such purpose. If Landlord should elect or be obligated pursuant to subparagraph (a) above to repair or rebuild because of any damage or destruction, Landlord shall make available to Tenant on an "as-is" basis (and solely for the time period from the date of the casualty to the date the repairs have been completed, whereupon the term with respect to such temporary space shall be deemed to terminate) any vacant space in the Building which is suitable and available for immediate occupancy and is reasonably expected to remain so available until such time as the repairs to the Demised Premises have been completed (and Landlord shall have no obligation to perform or install tenant improvements or otherwise finish such space), or within and Tenant shall pay Landlord the period specified in Lessor's notice in connection same Base Rental and other charges with partial destruction aggregating more than ten (10) percentrespect to such temporary space on a square foot basis as Tenant would then be required under this Lease to pay with respect to such temporary space were such space part of the Demised Premises, and the terms and provisions of this Lease [excluding, however, the State construction obligations of Landlord and the obligations with respect to the Construction Allowance, Redecoration Allowance, Furniture Allowance, and reimbursement for costs of Plans and Specifications] shall have apply to such space as if such space were part of the option to terminate this lease or complete the repairs itself, deducting the cost thereof from the rental due or to become due under this lease and any other lease between Lessor and StateDemised Premises. (d) In the no event the State remains in possession shall Landlord be liable for any loss or damage sustained by Tenant by reason of the premises though partially destroyed, the rental as herein provided shall be reduced by the same ratio as the net square feet the State is thus precluded from occupying bears to the total net square feet in the leased premises. "Net square feet" shall mean actual inside dimensions and shall not include public corridors, stairwells, elevators, and restroomscasualties mentioned hereinabove or any other accidental casualty.

Destruction. If, prior to the Closing Date, a Non-Material Casualty (as hereinafter defined) occurs, then (a) If Seller shall notify Purchaser of such fact, (b) Purchaser shall not have any right or option to terminate this Agreement and this Agreement shall continue in effect, (c) at the leased premises are totally destroyed by fire or other casualtyClosing, this lease Purchaser shall terminate. If accept the Property subject to such casualty shall render ten (10) percent or less Non-Material Casualty with no abatement of the floor space Purchase Price, and (d) at Closing, Seller shall assign and turn over to Purchaser and Purchaser shall be entitled to receive and keep, all of Seller’s interest in and to all insurance proceeds payable in connection with such Non-Material Casualty, and Seller shall pay to Purchaser in cash at Closing the leased premises unusable for amount of any loss deductible payable in connection with such insurance proceeds (and Seller shall execute and deliver to Purchaser any and all instruments or documentation required by Purchaser to effectuate such assignment). If, prior to the purpose intendedClosing Date, Lessor a Material Casualty (as hereinafter defined) occurs, then (i) Seller shall effect restoration notify Purchaser of such fact, and (ii) Purchaser shall have the premises as quickly as is reasonably possibleright, but in any event within thirty (30) days. b) days after it receives such notice from Seller to terminate this Agreement by delivering notice of such termination to Seller (and the Closing Date shall be extended for an additional period of time necessary to accommodate the terms of this Section 12.2). In the event that Purchaser fails to exercise such casualty shall render more than ten (10) percent of termination right within such floor space unusable but not constitute total destruction, Lessor shall forthwith give notice to State of the specific number of days required to repair the same. If Lessor under such circumstances shall not give such notice within fifteen (15) calendar days after such destruction, or if such notice shall specify that such repairs will require more than ninety (90) days to complete from date such notice is given, State, in either such event, at its option, may terminate this lease or, upon notice to Lessor, may elect to undertake the repairs itself, deducting the cost thereof from the rental due to become due under this lease and any other lease between Lessor and State. c) In the event of any such destruction other than total, where the State has not terminated the lease as herein provided, or pursuant to the terms hereof has not elected to make the repairs itself, Lessor shall diligently prosecute the repair of the leased premises and, in any event, if repairs are not completed within the period of thirty (30) days for destruction aggregating ten (10) percent or less day period, Purchaser shall be deemed to have waived such termination right, in which event the provisions of the floor space, or within the period specified in Lessor's notice in connection with partial destruction aggregating more than ten (10) percent, the State first sentence of this Section 12.2 shall have the option apply to terminate this lease or complete the repairs itself, deducting the cost thereof from the rental due or to become due under this lease and any other lease between Lessor and State. d) such Material Casualty. In the event that Purchaser delivers a notice of termination within such thirty (30) day period, this Agreement shall terminate, and the State remains in possession of the premises though partially destroyed, the rental as herein provided Deposit shall be reduced by refunded in its entirety to Purchaser, Seller shall pay the same ratio as the net square feet the State is thus precluded from occupying bears Breakage Fee to the total net square feet in the leased premises. "Net square feet" shall mean actual inside dimensions and shall not include public corridors, stairwells, elevatorsPurchaser, and restroomsthereafter no party shall have any further rights or obligations hereunder except for the Surviving Obligations, which shall survive such termination.

Destruction. a) If the leased premises are totally destroyed by fire or other casualty, this lease shall terminate. If such casualty shall render ten (10) percent or less 33.1 Should any of the floor space Buildings be destroyed or damaged prior to the Date of Transfer to the extent that, in the sole opinion of the leased premises unusable for Seller, it is not economically viable to rebuild or repair the purpose intendedBuildings, Lessor the Seller shall effect restoration be entitled, within 30 (THIRTY) days of the premises as quickly as is reasonably possibleoccurrence of the damage or destruction, but in any event within thirty (30) daysto cancel this sale by giving written notice thereof to the Purchaser. b) In 33.2 Should the event such casualty Seller elect to cancel this sale, any amounts paid by the Purchaser shall render more than ten (10) percent be refunded to the Purchaser and thereafter neither party shall have any claim against the other arising from the terms of such floor space unusable but this Agreement. 33.3 Should the Seller elect not constitute total destructionto cancel this sale, Lessor the Seller shall forthwith give notice not be obliged to State reinstate the Buildings and the Purchaser shall be obliged to fulfil its obligations in terms of this Agreement by taking transfer of the specific number of days required to repair the same. If Lessor under such circumstances shall not give such notice within fifteen (15) calendar days after such destruction, or if such notice shall specify that such repairs will require more than ninety (90) days to complete from date such notice is given, State, in either such event, at its option, may terminate this lease or, upon notice to Lessor, may elect to undertake the repairs itself, deducting the cost thereof from the rental due to become due under this lease and any other lease between Lessor and State. c) In the event of any such destruction other than total, where the State has not terminated the lease as herein provided, or pursuant to the terms hereof has not elected to make the repairs itself, Lessor shall diligently prosecute the repair Unit against payment of the leased premises andpurchase price, in any event, if repairs are not completed within save that the period of thirty (30) days for destruction aggregating ten (10) percent or less of the floor space, or within the period specified in Lessor's notice in connection with partial destruction aggregating more than ten (10) percent, the State shall have the option to terminate this lease or complete the repairs itself, deducting the cost thereof from the rental due or to become due under this lease and any other lease between Lessor and State. d) In the event the State remains in possession of the premises though partially destroyed, the rental as herein provided purchase price shall be reduced by the same ratio difference between the market value of the Unit at the Date of Signature and the market value of the Unit on the day following the date of damage or destruction, as the net square feet case may be. 33.4 Upon electing not to cancel this sale in accordance with the State is thus precluded from occupying bears provisions of sub- clause 33.3 hereof, the Seller shall give written notice to the total net square feet Purchaser of what the Seller considers the reduction in purchase price to be. Should the parties fail to reach agreement thereon, the parties shall refer the matter to an independent property valuer mutually agreed upon by the parties and such valuer shall determine the reduction in the leased premisespurchase price. "Net square feet" The valuer’s decision shall mean actual inside dimensions be binding upon the parties. 33.5 If the parties cannot agree on the appointment of an independent valuer, each party shall appoint a sworn valuer who has not less than 7 (SEVEN) years experience in commercial real estate in the area in which the Land is situated and those two valuers shall endeavour to reach agreement on the reduction in the purchase price of the Property. Should the valuers fail so to agree, they shall refer the matter to a third valuer who will act as an umpire and whose decision shall be final and binding upon the parties. Should the valuers be unable to agree on the appointment of an umpire within 3 (THREE) days of their appointment, either party may request the President of the KwaZulu-Natal Law Society to appoint an umpire. The umpire thereupon shall determine the reduction in purchase price which shall be binding upon the parties. 33.6 The valuers and/or the umpire shall act as experts and not include public corridorsas arbitrators and the decision of such valuers and/or the umpire, stairwellsincluding a decision concerning the costs incurred in resolving the dispute between the parties, elevatorsshall be final and binding on the parties. 33.7 The valuers or the umpire, as the case may be, shall afford the parties a reasonable opportunity to make representations concerning the market value of the Unit and restroomswhat the parties consider should be a fair reduction in the purchase price of the Unit. 33.8 The proceeds of any insurance policies taken out on the Buildings shall accrue to and be paid to the Seller alone.

Destruction. a) If 17.01 In the leased premises are totally destroyed case of total destruction of the Premises, or any portion of the Premises substantially interfering with Tenant's use thereof, whether by fire or other casualty, this lease Lease shall terminateterminate except as provided in this Article 17. If such casualty shall render ten destruction occurs prior to the second (102nd) percent or less anniversary of the Lease Commencement Date, then Landlord shall repair such damage within two hundred twenty-five (225) days of the date of such damage or destruction, and this Lease shall not terminate, but shall continue in full force and effect. In the event such destruction occurs on or after the second (2nd) anniversary of the Lease Commencement Date, if (I) Landlord notifies Tenant in writing within forty-five (45) days of such destruction of Landlord's election to repair said damage, (II) Landlord reasonably estimates that such repairs can be completed within one hundred eighty (180) days of the date of Landlord's notice, and (III) Landlord proceeds to and does repair such damage within such one hundred eighty (180) day period, this Lease shall not terminate, but shall continue in full force and effect. Except as provided in Section 17.02 below, Tenant shall be entitled to a reduction in the Base Monthly Rent in an amount equal to that proportion of the Base Monthly Rent which the number of square feet of floor space in the unusable portion bears to the total number of square feet of floor space in the Premises. Said reduction shall be prorated so that the rent shall only be reduced for those days any given area is actually unusable. In the event the damage or destruction occurs prior to the second (2nd) anniversary of the leased premises unusable for Lease Commencement Date or in the purpose intendedevent Landlord elects pursuant to the foregoing provisions to continue the Lease and restore the Premises as specified above, Lessor shall effect and Landlord has not substantially completed such restoration within the applicable time period specified above, then after the expiration of the premises as quickly as is reasonably possibleapplicable time period, but in any Tenant may provide to Landlord a notice of its intention to terminate this Lease (a "Termination Notice"). In the event Landlord substantially completes the restoration within thirty (30) days. b) days of receipt of a Termination Notice, then this Lease shall not terminate. In the event Landlord does not substantially complete the restoration within such casualty shall render more than ten (10) percent of such floor space unusable but not constitute total destruction, Lessor shall forthwith give notice to State of the specific number of days required to repair the same. If Lessor under such circumstances shall not give such notice within fifteen (15) calendar days after such destruction, or if such notice shall specify that such repairs will require more than ninety (90) days to complete from date such notice is given, State, in either such event, at its option, may terminate this lease or, upon notice to Lessor, may elect to undertake the repairs itself, deducting the cost thereof from the rental due to become due under this lease and any other lease between Lessor and State. c) In the event of any such destruction other than total, where the State has not terminated the lease as herein provided, or pursuant to the terms hereof has not elected to make the repairs itself, Lessor shall diligently prosecute the repair of the leased premises and, in any event, if repairs are not completed within the period of thirty (30) days for destruction aggregating ten (10) percent or less day period, then this Lease shall terminate as of the floor space, or within the period expiration of such thirty (30) day period. All restoration obligations and time periods specified in Lessor's notice this Article 17 shall be subject to and extended by the provisions of Section 38.11 below. If this Lease is terminated pursuant to this Section 17 and if Tenant is not in connection with partial destruction aggregating more than ten (10) percentdefault hereunder, the State rent shall have the option to terminate this lease or complete the repairs itself, deducting the cost thereof from the rental due or to become due under this lease and any other lease between Lessor and State. d) In the event the State remains in possession be prorated as of the premises though partially destroyeddate of termination, the rental as herein provided any security deposited with Landlord shall be reduced by the same ratio as the net square feet the State is thus precluded from occupying bears returned to the total net square feet in the leased premises. "Net square feet" Tenant, less any reasonable offsets and all rights and obligations hereunder shall mean actual inside dimensions cease and shall not include public corridors, stairwells, elevators, and restroomsterminate.

Destruction. a) If the leased premises Immoveable, the Building or the Leased Premises are totally destroyed or damaged by fire or any other casualty, this lease shall terminate. If such casualty shall render ten (10) percent cause not attributable to the fault or less negligence of the floor space Lessor, its officers, agents, employees or assigns, the following provisions shall apply. 20.1 In the event the Building (and the Immoveable) where the Leased Premises are located is damaged by fire or another fortuitous event such that the Lessee has only partial enjoyment of such premises, the stipulated Rent shall be reduced in proportion to the enjoyment of the leased premises unusable for Premises by the purpose intended, Lessor shall effect restoration Lessee during the entire period in which such enjoyment of the premises as quickly as Leased Premises is reasonably possible, but in any event partial and the Lessor agrees to diligently repair the Leased Premises within thirty (30) daysdays of the date of the damage. b) 20.2 In the event such casualty shall render more than ten (10) percent of such floor space unusable but not constitute total destruction, Lessor shall forthwith give notice to State of the specific number of days required to repair the same. If Lessor under such circumstances shall not give such notice within fifteen (15) calendar days after such destruction, or if such notice shall specify that such repairs will require more than ninety (90) days to complete from date such notice is given, State, in either such event, at its option, may terminate this lease or, upon notice to Lessor, may elect to undertake the repairs itself, deducting the cost thereof from the rental due to become due under this lease and any other lease between Lessor and State. c) In the event of any such destruction other than total, where the State has not terminated the lease as herein provided, or pursuant damage caused to the terms hereof has Building (and the Immoveable) is such that the Lessor cannot elected to make repair or rebuild the repairs itself, Lessor shall diligently prosecute the repair of the leased premises and, in any event, if repairs are not completed Leased Premises within the period of thirty (30) days for destruction aggregating ten (10) percent or less of the floor space, or within date of the period specified in Lessor's notice in connection with partial destruction aggregating more than ten (10) percentsaid damage, the State Lessor shall, during such period, notify the Lessee by registered mail of its intention to repair or rebuild the said Leased Premises within sixty (60) days of the date the notice is sent, failing which the Lessee shall have the right, at its option and by written notice, to terminate this lease or complete the repairs itselfLease, deducting the cost thereof and each party shall be released from the rental due or to become due under this lease and any other lease between Lessor and State. d) its obligations hereunder. In the event the State remains Lease is not terminated, it shall continue to bind the parties hereto, but the Rent shall cease to be payable as long as the Lessee cannot make use of the Leased Premises and the Lessee agrees to reoccupy the Leased Premises as soon as they are ready for the operation of its business. 20.3 The Lessor shall, where applicable, within thirty (30) days of the loss, notify the Lessee if it does not plan to repair the said Leased Premises, in which case the Lease shall be terminated for all legal purposes as of the date of the loss and the Lessee shall hand over possession of the premises though partially destroyed, Leased Premises to the rental as herein provided Lessor forthwith and the parties shall be reduced by the same ratio as the net square feet the State is thus precluded released from occupying bears to the total net square feet in the leased premises. "Net square feet" shall mean actual inside dimensions all financial obligations and shall not include public corridors, stairwells, elevators, and restroomsliabilities under this Lease Agreement.

Destruction. Provided, and it is hereby expressly agreed, that if and whenever during the Term the Premises shall be destroyed or damaged by fire, lightning, tempest or by any of the perils insured against, then and in every such event: (a) If if the leased premises damage or destruction is such that the Premises are totally destroyed by fire rendered wholly unfit for occupancy or other casualtyit is impossible or unsafe to use and occupy them and if in either event the damage, this lease shall terminate. If such casualty shall render ten (10) percent or less in the reasonable opinion of the floor space architect/engineer of the leased premises unusable Landlord, acting independently, to be given to the Tenant within 30 days of the happening of such damage or destruction, cannot be repaired with reasonable diligence within 180 days from the date such architect/engineer has given its opinion, then the Landlord or the Tenant may within 5 days next succeeding the giving of the opinion as aforesaid terminate this Lease by giving to the other notice in writing of such termination, in which event this Lease and the Term shall cease and be at an end as of the date of such destruction or damage and the rent and all other payments for which the Tenant is liable under the terms of this Lease shall be apportioned and paid in full to the date of such destruction or damage; in the event that either the Landlord or the Tenant does not so terminate this Lease, then, to the extent that insurance proceeds are available, the Landlord shall repair the Premises with all reasonable speed and the Base Rent hereby reserved shall abate from the date of the happenin▇ ▇▇ the damage until the damage shall be made good to the extent of enabling the Tenant to use and occupy the Premises; (b) if the damage be such that the Premises are wholly unfit for occupancy or if it is impossible or unsafe to use or occupy them, but if in either event the damage, in the reasonable opinion of the architect/engineer of the Landlord, acting independently, to be given to the Tenant within 30 days from the happening of such damage, can be repaired with reasonable diligence within 180 days from the date such architect/engineer has given its opinion, then the Base Rent hereby reserved shall abate from the date of the happening ▇▇ such damage until the damage shall be made good to the extent of enabling the Tenant to use and occupy the Premises and the Landlord shall repair the damage with all reasonable speed, to the extent that insurance proceeds are available; if in the reasonable opinion of the Landlord the damage can be made good as aforesaid within 180 days from the date the architect/engineer of the Landlord, acting independently, has given its opinion and the damage is such that the Premises are capable of being partially used for the purpose intendedpurposes for which they are hereby demised, Lessor then until such damage has been repaired the Base Rent shall effect restoration abate in the proportion that the part of the premises as quickly as Premises which is reasonably possible, but in any event within thirty (30) days. b) In the event such casualty shall render more than ten (10) percent of such floor space unusable but not constitute total destruction, Lessor shall forthwith give notice to State of the specific number of days required to repair the same. If Lessor under such circumstances shall not give such notice within fifteen (15) calendar days after such destruction, or if such notice shall specify that such repairs will require more than ninety (90) days to complete from date such notice is given, State, in either such event, at its option, may terminate this lease or, upon notice to Lessor, may elect to undertake the repairs itself, deducting the cost thereof from the rental due to become due under this lease and any other lease between Lessor and State. c) In the event of any such destruction other than total, where the State has not terminated the lease as herein provided, or pursuant to the terms hereof has not elected to make the repairs itself, Lessor shall diligently prosecute the repair of the leased premises and, in any event, if repairs are not completed within the period of thirty (30) days rendered unfit for destruction aggregating ten (10) percent or less of the floor space, or within the period specified in Lessor's notice in connection with partial destruction aggregating more than ten (10) percent, the State shall have the option to terminate this lease or complete the repairs itself, deducting the cost thereof from the rental due or to become due under this lease and any other lease between Lessor and State. d) In the event the State remains in possession of the premises though partially destroyed, the rental as herein provided shall be reduced by the same ratio as the net square feet the State is thus precluded from occupying occupancy bears to the total net square feet in whole of the leased premises. "Net square feet" shall mean actual inside dimensions and shall not include public corridors, stairwells, elevatorsPremises, and restroomsthe Landlord shall repair the damage with all reasonable speed, to the extent that insurance proceeds are available.

Destruction. In the event the Premises are destroyed in whole or in part from any cause, except for routine maintenance and repairs and incidental damage and destruction caused from vandalism and accidents for which Tenant is responsible, under Paragraph 7 Landlord may, at its option: (a) If Rebuild or restore the leased premises are totally destroyed by fire Premises to their condition prior to the damage or other casualtydestruction, or (b) Terminate this lease shall terminateLease. If such casualty shall render ten (10) percent or less of the floor space of the leased premises unusable for the purpose intended, Lessor shall effect restoration of the premises as quickly as is reasonably possible, but Landlord does not give Tenant notice in any event writing within thirty (30) days. b) In days from the event such casualty shall render more than ten (10) percent of such floor space unusable but not constitute total destruction, Lessor shall forthwith give notice to State destruction of the specific number Premises of days required its election to either rebuild and restore them, or to terminate this Lease, Landlord shall be deemed to have elected to rebuild or restore them, in which event Landlord agrees, at its expense, promptly to rebuild or restore the Premises to their condition prior to the damage or destruction. Tenant shall be entitled to a reduction in rent while such repair is being made in the sameproportion that the area of the Premises rendered untenantable by such damage bears to the total area of the Premises. If Lessor under Landlord does not complete the rebuilding or restoration within one hundred eighty (180) days following the date of destruction (such circumstances period of time to be extended for delays caused by the fault or neglect of Tenant or because of Acts of God, acts of public agencies, labor disputes, strikes, fires, freight embargos, rainy or stormy weather, inability to obtain materials, supplies or fuels, acts of contractors or subcontractors, or delay of the contractors or subcontractors due to such causes or other contingencies beyond the control of landlord), then Tenant shall not give such notice within have the right to terminate this Lease by giving fifteen (15) calendar days after such destructionprior written notice to Landlord. Notwithstanding anything herein to the contrary, Landlord’s obligation to rebuild or restore shall be limited to the building and interior improvements constructed by Landlord as they existed as of the commencement date of the Lease and shall not include restoration of Tenant’s trade fixtures, equipment, merchandise, or if such notice any improvements, alterations or additions made by Tenant to the Premises, which Tenant shall specify that such repairs will require more than ninety (90) days forthwith replace or fully repair at Tenant’s sole cost and expense provided this Lease is not cancelled according to complete from date such notice the provisions above. Unless this Lease is giventerminated pursuant to the foregoing provisions, Statethis Lease shall remain in full force and effect. Tenant hereby expressly waives the provisions of Section 1932, Subdivision 2, in either such eventSection 1933, at its optionSubdivision 4 of the California Civil Code. In the event that the building in which the Premises are situated is damaged or destroyed to the extent of not less than 331/3% of the replacement cost thereof, may terminate this lease or, upon notice to Lessor, Landlord may elect to undertake the repairs itself, deducting the cost thereof from the rental due to become due under this lease and any other lease between Lessor and State. c) In the event of any such destruction other than total, where the State has not terminated the lease as herein provided, or pursuant to the terms hereof has not elected to make the repairs itself, Lessor shall diligently prosecute the repair of the leased premises and, in any event, if repairs are not completed within the period of thirty (30) days for destruction aggregating ten (10) percent or less of the floor space, or within the period specified in Lessor's notice in connection with partial destruction aggregating more than ten (10) percent, the State shall have the option to terminate this lease Lease, whether the Premises be injured or complete the repairs itself, deducting the cost thereof from the rental due or to become due under this lease and any other lease between Lessor and State. d) not. In the event the State remains in possession destruction of the premises though partially destroyed, Premises is caused by Tenant. Tenant shall pay the rental as herein provided shall be reduced by the same ratio as the net square feet the State is thus precluded from occupying bears to the total net square feet in the leased premisesdeductible portion of Landlord’s insurance proceeds. "Net square feet" shall mean actual inside dimensions and shall not include public corridors, stairwells, elevators, and restroomsSEE PARAGRAPH 61.

Destruction. In the event the Premises are destroyed in whole or in part from any cause, except for routine maintenance and repairs and incidental damage and destruction caused from vandalism and accidents for which Tenant is responsible under Paragraph 7. Landlord may at its option: (a) If Rebuild or restore the leased premises are totally destroyed by fire Premises to their condition prior to the damage or other casualtydestruction, or (b) Terminate this lease shall terminateLease. If such casualty shall render ten (10) percent or less of the floor space of the leased premises unusable for the purpose intended, Lessor shall effect restoration of the premises as quickly as is reasonably possible, but Landlord does not give Tenant notice in any event writing within thirty (30) days. b) In days from the event such casualty shall render more than ten (10) percent of such floor space unusable but not constitute total destruction, Lessor shall forthwith give notice to State destruction of the specific number Premises of days required its election to either rebuild and restore them, or to terminate this Lease. Landlord shall be deemed to have elected to rebuild or restore them, in which event Landlord agrees, at its expense, promptly to rebuild or restore the Premises to their condition prior to the damage or destruction. Tenant shall be entitled to a reduction in rent while such repair is being made in the sameproportion that the area of the Premises rendered untenantable by such damage bears to the total area of the Premises. If Lessor under Landlord does not complete the rebuilding or restoration within one hundred eighty (180) days following the date of destruction (such circumstances period of time to be extended for delays caused by the fault or neglect of Tenant or because of Acts of God, acts of public agencies, labor disputes, strikes, fires, freight embargos, rainy or stormy weather, inability to obtain materials, supplies or fuels, acts of contractors or subcontractors, or delay of the contractors or subcontractors due to such causes of other contingencies beyond the control of Landlord), then Tenant shall not give such notice within have the right to terminate this Lease by giving fifteen (15) calendar days after such destructionprior written notice to Landlord. Notwithstanding anything herein to the contrary, Landlord’s obligation to rebuild or restore shall be limited to the building and interior improvements constructed by Landlord as they existed as of the commencement date of the Lease and shall not include restoration of Tenant’s trade fixtures, equipment, merchandise, or if such notice any improvements, alterations or additions made by Tenant to the Premises, which Tenant shall specify that such repairs will require more than ninety (90) days forthwith replace or fully repair at Tenant’s sole cost and expense provided this Lease is not cancelled according to complete from date such notice the provisions above. Unless this Lease is giventerminated pursuant to the foregoing provisions, Statethis Lease shall remain in full force and effect. Tenant hereby expressly waives the provisions of Section 1932, Subdivision 2, in either such eventSection 1933, at its optionSubdivision 4 of the California Civil Code. In the event that the building in which the Premises are situated is damaged or destroyed to the extent of not less than 33 1/3% of the replacement cost thereof, may terminate this lease or, upon notice to Lessor, Landlord may elect to undertake the repairs itself, deducting the cost thereof from the rental due to become due under this lease and any other lease between Lessor and State. c) In the event of any such destruction other than total, where the State has not terminated the lease as herein provided, or pursuant to the terms hereof has not elected to make the repairs itself, Lessor shall diligently prosecute the repair of the leased premises and, in any event, if repairs are not completed within the period of thirty (30) days for destruction aggregating ten (10) percent or less of the floor space, or within the period specified in Lessor's notice in connection with partial destruction aggregating more than ten (10) percent, the State shall have the option to terminate this lease Lease, whether the Premises be injured or complete the repairs itself, deducting the cost thereof from the rental due or to become due under this lease and any other lease between Lessor and State. d) not. In the event the State remains in possession destruction of the premises though partially destroyedPremises is caused by Tenant, Tenant shall pay the rental as herein provided shall be reduced by the same ratio as the net square feet the State is thus precluded from occupying bears to the total net square feet in the leased premisesdeductible portion of Landlord’s insurance proceeds. "Net square feet" shall mean actual inside dimensions and shall not include public corridors, stairwells, elevators, and restroomsSEE PARAGRAPH 61.

Destruction. (a) If the leased premises Premises are totally destroyed damaged by fire or other casualty, the same shall be repaired as speedily as practicable, subject to reasonable delay for insurance adjustment or other matters beyond Landlord’s reasonable control under the circumstances, at the expense of Landlord (subject to Section 20(c) below), unless this lease Lease is terminated as provided in this Section. Beginning on the date of such casualty and continuing during the period required for repair, a just and proportionate part of the Base Rental and Tenant’s Operating Expense Rental shall terminatebe abated for the time and to the extent the Premises are unfit for occupancy for the purposes permitted under this Lease, and not used by Tenant as a result thereof. (b) If either the 301 Premises, the 321 Premises or the 331 Premises are (i) damaged to such an extent that repairs cannot, in Landlord’s judgment, be completed within twelve (12) months after the date of the casualty; (ii) damaged or destroyed as a result of a risk which is not insured under standard special form/all risk insurance policies or any other insurance carried by Landlord; (iii) damaged and the holder of any mortgage on the Project or ground or underlying lessor with respect to the Project and/or the applicable Building requires that the insurance proceeds or any portion thereof be used to retire the mortgage debt or terminates the ground or underlying lease, as the case may be; or (iv) substantially damaged or destroyed during the last twelve (12) months of the Lease Term, as extended if permitted herein (each, a “Casualty Event”); or if the 331 Building (whether or not including the 331 Premises) is damaged in whole or in part to such an extent that repair to the 331 Building cannot, in Landlord’s reasonable judgment, be completed within twelve (12) after the date of the Casualty Event, then in any such event Landlord may at its option terminate this Lease as to either (a) the entire Premises if the Casualty Event occurred as to the 301 Premises or the 321 Premises or (b) the entire 331 Premises if the Casualty Event occurred as to the 331 Premises or the 331 Building (whether or not including the 331 Premises), as applicable, by notice in writing given to Tenant within sixty (60) days after the date of such damage or destruction. If either the 301 Premises, the 321 Premises or the 331 Premises are damaged to such casualty shall render ten an extent that repairs cannot, in Landlord’s judgment, be completed within twelve (1012) percent or less after the date of the floor space casualty or are substantially damaged or destroyed during the last twelve (12) months of the leased premises unusable for Lease Term, as it may have been extended if permitted herein, then in either such event Tenant may elect to terminate this Lease as to either (a) the purpose intendedentire Premises if the Casualty Event occurred as to the 301 Premises or the 321 Premises or (b) the entire 331 Premises if the Casualty Event occurred as to the 331 Premises or the 331 Building (whether or not including the 331 Premises), Lessor shall effect restoration of the premises as quickly as is reasonably possibleapplicable, but by notice in any event writing to Landlord within thirty (30) daysdays after notice from Landlord of the estimated repair time. Unless Landlord or Tenant elects to terminate this Lease in whole or in part as hereinabove provided, this Lease will remain in full force and effect and Landlord shall repair such damage to the extent required in this Section 20 as expeditiously as possible under the circumstances. If Landlord or Tenant terminates the Lease in whole or in part pursuant to this Section 20, then Tenant shall pay the Base Rental and Additional Rental properly apportioned (and as the same may have been abated in accordance with Section 20(a) above) up to such date of termination or casualty, as the case may be, and both parties hereto shall thereafter be freed and discharged of all further obligations hereunder, except as provided for in provisions of this Lease which by their terms survive the expiration or earlier termination of the Lease Term. b(c) In If Landlord should elect or be obligated pursuant to Section 20(a) above to repair because of any damage or destruction, Landlord’s obligation shall be limited solely to restoration of the event Premises to the condition provided to Tenant on the Delivery Date and shall not extend to any leasehold improvements in the Premises, furniture, equipment, supplies, trade fixtures or other personal property owned or leased by Tenant, its employees, contractors, invitees or licensees. If the cost of performing such casualty shall render more than ten repairs and restoration exceeds Two Hundred Fifty Thousand (10$250,000) percent in excess of the actual proceeds of insurance paid or payable to Landlord on account of such floor space unusable but not constitute total destruction, Lessor shall forthwith give notice to State of the specific number of days required to repair the same. If Lessor under such circumstances shall not give such notice within fifteen (15) calendar days after such destructioncasualty, or if such notice Landlord’s mortgagee under a mortgage or the lessor under an underlying lease shall specify require that such repairs will require more than ninety (90) days any insurance proceeds from a casualty loss be paid to complete from date such notice is givenit, State, in either such event, at its option, Landlord may terminate this lease or, upon notice to Lessor, may elect to undertake the repairs itself, deducting the cost thereof from the rental due to become due under this lease and any other lease between Lessor and StateLease. c) In the event of any such destruction other than total, where the State has not terminated the lease as herein provided, or pursuant to the terms hereof has not elected to make the repairs itself, Lessor shall diligently prosecute the repair of the leased premises and, in any event, if repairs are not completed within the period of thirty (30) days for destruction aggregating ten (10) percent or less of the floor space, or within the period specified in Lessor's notice in connection with partial destruction aggregating more than ten (10) percent, the State shall have the option to terminate this lease or complete the repairs itself, deducting the cost thereof from the rental due or to become due under this lease and any other lease between Lessor and State. d) In the no event the State remains in possession shall Landlord be liable for any loss or damage sustained by Tenant or its visitors, or injury to Tenant’s business by reason of casualties mentioned hereinabove or any other accidental casualty. (e) The provisions of this Lease, including this Section, constitute an express agreement between Landlord and Tenant with respect to any and all damage to, or destruction of, all or any part of the premises though partially destroyedPremises, the rental as herein provided shall be reduced by Buildings or any other portion of the same ratio as Project. Any statute or regulation of the net square feet state in which the State is thus precluded from occupying bears Buildings are located including, without limitation, Sections 1932(2) and 1933(4) of the California Civil Code, with respect to the total net square feet any rights or obligations concerning damage or destruction in the leased premises. "Net square feet" absence of an express agreement between the parties, shall mean actual inside dimensions and shall not include public corridorshave no application to this Lease or any damage or destruction to all or any part of the Premises, stairwells, elevators, and restroomsthe Buildings or any other portion of the Project.

Destruction. (a) If the leased premises Demised Premises are totally destroyed damaged by fire or other casualty, the same shall be repaired or rebuilt as speedily as practical under the circumstances at the expense of Landlord, unless this lease Lease is terminated as provided in this Article 22, and during the period required for restoration, a just and proportionate part of Base Rental shall terminatebe abated until the Demised Premises are repaired or rebuilt. (b) If the Demised Premises are (i) damaged to such an extent that repairs cannot, in Landlord's judgment, be completed within one hundred eighty (180) days after the date of the casualty or (ii) damaged or destroyed as a result of a risk which is not insured under standard fire insurance policies with extended coverage endorsement, or (iii) damaged or destroyed during the last eighteen (18) months of the Lease Term, or if the Building is damaged in whole or in part (whether or not the Demised Premises are damaged), to such an extent that the Building cannot, in Landlord's judgment, be operated economically as an integral unit, then and in any such event Landlord may at its option terminate this Lease by notice in writing to Tenant within sixty (60) days after the date of such occurrence. If the Demised Premises are damaged to such casualty shall render ten an extent that repairs cannot, in Landlord's judgment, be completed within one hundred eighty (10180) percent or less days after the date of the floor space casualty or if the Demised Premises are substantially damaged during the last eighteen (18) months of the leased premises unusable for the purpose intendedLease Term, Lessor shall effect restoration of the premises as quickly as is reasonably possible, but then in any either such event Tenant may elect to terminate this Lease by notice in writing to Landlord within thirty (30) daysdays after the date of such occurrence. Unless Landlord or Tenant elects to terminate this Lease as hereinabove provided, this Lease will remain in full force and effect and Landlord shall repair such damage at its expense to the extent required under subparagraph (c) below as expeditiously as possible under the circumstances. b(c) In If Landlord should elect or be obligated pursuant to subparagraph (a) above to repair or rebuild because of any damage or destruction, Landlord's obligation shall be limited to the event original Building and any other work or improvements which were originally performed or installed at Landlord's expense as described in Exhibit "C" hereto or with the proceeds of the Construction Allowance. If the cost of performing such casualty shall render more than ten (10) percent repairs exceeds the actual proceeds of insurance paid or payable to Landlord on account of such floor space unusable but not constitute total destruction, Lessor shall forthwith give notice to State of the specific number of days required to repair the same. If Lessor under such circumstances shall not give such notice within fifteen (15) calendar days after such destructioncasualty, or if such notice Landlord's mortgagee or the lessor under a ground or underlying lease shall specify require that such repairs will require more than ninety (90) days any insurance proceeds from a casualty loss be paid to complete from date such notice is givenit, State, in either such event, at its option, Landlord may terminate this lease orLease unless Tenant, upon notice to Lessor, may elect to undertake the repairs itself, deducting the cost thereof from the rental due to become due under this lease and any other lease between Lessor and State. c) In the event of any such destruction other than total, where the State has not terminated the lease as herein provided, or pursuant to the terms hereof has not elected to make the repairs itself, Lessor shall diligently prosecute the repair of the leased premises and, in any event, if repairs are not completed within the period of thirty (30) days for destruction aggregating ten (10) percent or less after demand therefor, deposits with Landlord a sum of money sufficient to pay the difference between the cost of repair and the proceeds of the floor space, or within the period specified in Lessor's notice in connection with partial destruction aggregating more than ten (10) percent, the State shall have the option insurance available to terminate this lease or complete the repairs itself, deducting the cost thereof from the rental due or to become due under this lease and any other lease between Lessor and StateLandlord for such purpose. d) In the event the State remains in possession of the premises though partially destroyed, the rental as herein provided shall be reduced by the same ratio as the net square feet the State is thus precluded from occupying bears to the total net square feet in the leased premises. "Net square feet" shall mean actual inside dimensions and shall not include public corridors, stairwells, elevators, and restrooms.

Destruction. a) If the leased premises are totally destroyed Property is damaged by fire or other casualtycasualty on or before the Closing Date, this lease and the estimated cost of repair is less than ONE MILLION DOLLARS ($1,000,000), the Purchase Price shall terminate. If such casualty shall render ten (10) percent or less of the floor space of the leased premises unusable for the purpose intended, Lessor shall effect restoration of the premises as quickly as is reasonably possible, but in any event within thirty (30) days. b) In the event such casualty shall render more than ten (10) percent of such floor space unusable but not constitute total destruction, Lessor shall forthwith give notice to State of the specific number of days required to repair the same. If Lessor under such circumstances shall not give such notice within fifteen (15) calendar days after such destruction, or if such notice shall specify that such repairs will require more than ninety (90) days to complete from date such notice is given, State, in either such event, at its option, may terminate this lease or, upon notice to Lessor, may elect to undertake the repairs itself, deducting be reduced by the cost thereof from the rental due to become due under this lease and any other lease between Lessor and State. c) of repair as approved by Buyer. In the event of any such destruction other than total, damage where the State has not terminated cost of repair exceeds ONE MILLION DOLLARS ($1,000,000), Seller immediately shall notify Buyer of such damage and Buyer shall have the lease as herein provided, or pursuant right to terminate this Agreement by giving written notice ( the terms hereof has not elected "Termination Notice") of such election to make the repairs itself, Lessor shall diligently prosecute the repair of the leased premises and, in any event, if repairs are not completed within the period of thirty (30) days for destruction aggregating ten (10) percent or less of the floor space, or within the period specified in Lessor's notice in connection with partial destruction aggregating more Seller no later than ten (10) percentbusiness days after receipt of Seller's notice of such damage. If this Agreement is so terminated, then (i) Seller shall pay all costs associated with the cancellation of the Escrow pursuant to this Section, (ii) neither Buyer nor Seller shall have any further rights or obligations under this Agreement (except to the extent of any indemnities under this Agreement with respect to events occurring prior to such termination, which indemnities shall survive any such termination), and (iii) Escrow Holder shall, without requiring any further instruction from Seller, immediately return to Buyer the Deposit and all interest accrued thereon. Notwithstanding the foregoing, if Buyer timely elects to terminate this Agreement pursuant to the foregoing right, then Seller may elect to repair the Property in order to return it to its condition prior to the damage by giving written notice to Buyer of such election no later than ten (10) business days after receipt of Buyer's Termination Notice and, if Seller so elects, the State Termination Notice shall be deemed null and void; provided, however, that such repairs shall be diligently performed by Seller and shall be completed prior to the Closing Date. In the event that Buyer fails to timely deliver the Termination Notice following any event of damage giving rise to such a notice, then neither Buyer nor Seller shall have the option right to terminate this lease or complete the repairs itself, deducting the cost thereof from the rental due or to become due under this lease Agreement by reason of such damage and any other lease between Lessor and State. d) In the event the State remains in possession Buyer shall elect one of the premises though partially destroyedfollowing two options prior to the Closing Date: (1) The parties hereto shall proceed to the Close of Escrow pursuant to the terms of this Agreement, without modification of the rental as herein provided terms of this Agreement, in which event Buyer shall be entitled to an assignment of the proceeds of all insurance relating to such fire or other casualty and a credit in the amount of Seller's deductible under such policy(ies); or (2) The parties hereto shall proceed to the Close of Escrow pursuant to the terms of this Agreement, but modified to provide that the Purchase Price shall be reduced by the same ratio Determined Cost of Repair (as defined below), and to extend the net square feet the State is thus precluded from occupying bears Closing Date to the total net square feet in the leased premises. "Net square feet" shall mean actual inside dimensions and shall not include public corridors, stairwells, elevators, and restroomsextent necessary to obtain a Determined Cost of Repair.

Destruction. a) If In the leased premises event that any portion of the Premises are totally ----------- destroyed or damaged by fire any peril not covered by the insurance required to be carried by Landlord pursuant to the terms Of this Lease, then Landlord shall, at its sole cost and expense, promptly restore the Premise, and this Lease shall continue in full force and effect unless Tenant otherwise terminates this Lease as provided hereinbelow; provided, however, that Landlord shall have the right to terminate this Lease if the cost of the restoration or other casualty, this lease shall terminate. If such casualty shall render repair exceeds ten percent (10%) percent or less of the floor space replacement cost of -the Building, unless Tenant otherwise agrees to contribute the balance of the leased premises unusable for Cost of restoration or repair in excess of said ten percent (10k) amount. In the purpose intended, Lessor shall effect restoration event the Premises are damaged or destroyed from any insured peril to the extent of fifty percent (50-t) or more of the premises as quickly as is reasonably possiblethen replacement cost of the Premises, but in any event Landlord may, upon written notice to Tenant, given within thirty (30) days. b) In days after the event such casualty shall render more than ten (10) percent occurrence of such floor space unusable but not constitute total damage or destruction, Lessor shall forthwith give notice elect to State of the specific number of days required to repair the sameterminate this Lease. If Lessor under such circumstances shall Landlord does not give such notice in writing within fifteen (15) calendar days after such destructionperiod, Landlord shall be deemed to have elected to rebuild or if such notice shall specify that such repairs will require more than ninety (90) days to complete from date such notice is givenrestore the Premises, State, in either such eventi-n which event Landlord shall, at its optionexpense, may terminate this lease or, promptly rebuild or restore the Premises to their condition prior to the damage or destruction and Tenant shall pay to Landlord upon notice to Lessor, may elect to undertake commencement of -reconstruction the repairs itself, deducting the cost thereof amount of any deductible from the rental due insurance policy, not to become due under this lease and any other lease between Lessor and State. c) exceed Ten Thousand Dollars ($10,000.00). In the event the Premises are damaged or destroyed from any insured peril to the extent of less than fifty percent (50%) of the then replacement cost of the Premises, Landlord shall, at Landlord, s expense, promptly rebuild or restore the Premises to their condition prior to the damage or destruction and Tenant :shall pay to Landlord upon commencement of reconstruction the amount of any such destruction other than totaldeductible from the insurance policy, where not to exceed Ten Thousand Dollars ($10,000.00). In the State has not terminated the lease as herein providedevent that, or pursuant to the terms hereof has not elected foregoing provisions, Landlord is to make rebuild or restore the repairs itselfPremises, Lessor shall diligently prosecute the repair of the leased premises andLandlord shall, in any event, if repairs are not completed within the period of thirty (30) days for destruction aggregating ten (10) percent after the occurrence of such damage or less destruction, provide Tenant with written notice -- of the floor spacetime required for such repair or restoration. If such period is longer than one hundred eighty (180) days from the date of casualty, or Tenant may, within the period specified in Lessorthirty (30) days after receipt of Landlord's notice in connection with partial destruction aggregating more than ten (10) percentnotice, the State shall have the option elect to terminate this lease the Lease by giving written notice to Land-lord of such election, whereupon the Lease shall immediately terminate. Landlord, s obligation to repair or complete restore the repairs itself, deducting the cost thereof from the rental due or to become due under this lease and any other lease between Lessor and State. d) In the event the State remains in possession of the premises though partially destroyed, the rental as herein provided shall be reduced by the same ratio as the net square feet the State is thus precluded from occupying bears to the total net square feet in the leased premises. "Net square feet" shall mean actual inside dimensions and Premises shall not include public corridorsrestoration of Tenant's trade fixtures, stairwellsequipment, elevatorsmerchandise, or any improvements, alterations or additions made by Tenant to the Premises. Landlord and restroomsTenant shall each have the right to terminate the Lease if (i) such damage to the Premises occurs during the last year of the term of the Lease and (ii) it is estimated that necessary repairs will take more than sixty (60) days from the date of casualty, unless Tenant exercises its option to extend this Lease within thirty (30) days of the date of casualty. Unless this Lease is terminated pursuant to the foregoing provisions, this Lease shall remain in full force and effect; provided, however,'-that from and after the date of casualty until the repairs or restoration are completed by Landlord, rent and all other amounts to be paid by Tenant on account of the Premises and this Lease shall be abated in proportion to the area of the Premises rendered not reasonably suitable for the conduct of Tenant's business thereon. Tenant hereby expressly waives the provisions of Section 1932, Subdivision 2 and Section 1933, Subdivision 4 of the California Civil Code.

Destruction. (a) If the leased premises Demised Premises are totally destroyed damaged by fire or other casualty, the same shall be repaired or rebuilt as speedily as practical under the circumstances at the expense of the Landlord (subject to subparagraph [c] below), unless this Lease is terminated as provided in this Article 22, and during the period required for restoration, a just and proportionate part of Base Rental shall be abated until the Demised Premises are repaired or rebuilt. (b) If the Demised Premises are (i) damaged to such an extent that repairs cannot, in Landlord's reasonable judgment, be completed within one (1) year after the date of the casualty or (ii) damaged or destroyed as a result of a risk which is not insured under standard special form/all-risk insurance policies, or (iii) damaged or destroyed during the last eighteen (18) months of the Lease Term, or if the Building is damaged in whole or in part (whether or not the Demised Premises are damaged), to such an extent that the Building cannot, in Landlord's reasonable judgment, be operated economically as an integral unit, then and in any such event Landlord may at its option terminate this Lease by notice in writing to the Tenant within sixty (60) days after the date of such occurrence. If the Demised Premises are damaged to such an extent that repairs cannot, in Landlord's judgment, be completed within one (1) year after the date of the casualty or if the Demised Premises are substantially damaged during the last eighteen (18) months of the Lease Term, then in either such event Tenant may elect to terminate this Lease by notice in writing to Landlord within fifteen (15) days after the date of such occurrence. Unless Landlord or Tenant elects to terminate this Lease as hereinabove provided, this Lease will remain in full force and effect and Landlord shall repair such damage at its expense to the extent required in this Article as expeditiously as possible under the circumstances. (c) If Landlord should elect or be obligated pursuant to subparagraph (a) above to repair or rebuild because of any damage or destruction, Landlord's obligation shall be limited to the original Building and any other work or improvements in the Demised Premises (to the extent such leasehold improvements can be restored for the amount of the Construction Allowance applicable thereto) and shall not extend to any furniture, equipment, supplies or other personal property owned or leased by Tenant, its employees, contractors, invitees or licensees. If the cost of performing such repairs and restoration exceeds the actual proceeds of insurance paid or payable to Landlord on account of such casualty, or if Landlord's mortgagee or the lessor under a ground or underlying lease shall terminate. If such require that any insurance proceeds from a casualty shall render ten (10) percent or less of the floor space of the leased premises unusable for the purpose intendedloss be paid to it, Lessor shall effect restoration of the premises as quickly as is reasonably possibleLandlord may terminate this Lease unless Tenant, but in any event within thirty (30) daysdays after demand therefor, deposits with Landlord a sum of money sufficient to pay the difference between the cost of repair and the proceeds of the insurance available to Landlord for such purpose. b) In the event such casualty shall render more than ten (10) percent of such floor space unusable but not constitute total destruction, Lessor shall forthwith give notice to State of the specific number of days required to repair the same. If Lessor under such circumstances shall not give such notice within fifteen (15) calendar days after such destruction, or if such notice shall specify that such repairs will require more than ninety (90) days to complete from date such notice is given, State, in either such event, at its option, may terminate this lease or, upon notice to Lessor, may elect to undertake the repairs itself, deducting the cost thereof from the rental due to become due under this lease and any other lease between Lessor and State. c) In the event of any such destruction other than total, where the State has not terminated the lease as herein provided, or pursuant to the terms hereof has not elected to make the repairs itself, Lessor shall diligently prosecute the repair of the leased premises and, in any event, if repairs are not completed within the period of thirty (30) days for destruction aggregating ten (10) percent or less of the floor space, or within the period specified in Lessor's notice in connection with partial destruction aggregating more than ten (10) percent, the State shall have the option to terminate this lease or complete the repairs itself, deducting the cost thereof from the rental due or to become due under this lease and any other lease between Lessor and State. d) In the no event the State remains in possession shall Landlord be liable for any loss or damage sustained by Tenant by reason of the premises though partially destroyed, the rental as herein provided shall be reduced by the same ratio as the net square feet the State is thus precluded from occupying bears to the total net square feet in the leased premises. "Net square feet" shall mean actual inside dimensions and shall not include public corridors, stairwells, elevators, and restroomscasualties mentioned hereinabove or any other accidental casualty.

Destruction. a) If the leased premises are totally destroyed Property is damaged by fire or other casualtycasualty on or before the Closing Date, this lease and the estimated cost of repair is less than ONE MILLION DOLLARS ($1,000,000), the Purchase Price shall terminate. If such casualty shall render ten (10) percent or less of the floor space of the leased premises unusable for the purpose intended, Lessor shall effect restoration of the premises as quickly as is reasonably possible, but in any event within thirty (30) days. b) In the event such casualty shall render more than ten (10) percent of such floor space unusable but not constitute total destruction, Lessor shall forthwith give notice to State of the specific number of days required to repair the same. If Lessor under such circumstances shall not give such notice within fifteen (15) calendar days after such destruction, or if such notice shall specify that such repairs will require more than ninety (90) days to complete from date such notice is given, State, in either such event, at its option, may terminate this lease or, upon notice to Lessor, may elect to undertake the repairs itself, deducting be reduced by the cost thereof from the rental due to become due under this lease and any other lease between Lessor and State. c) of repair as approved by Buyer. In the event of any such destruction other than total, damage where the State has not terminated cost of repair exceeds ONE MILLION DOLLARS ($1,000,000), Seller immediately shall notify Buyer of such damage and Buyer shall have the lease as herein provided, or pursuant right to terminate this Agreement by giving written notice ( the terms hereof has not elected "Termination Notice") of such election to make the repairs itself, Lessor shall diligently prosecute the repair of the leased premises and, in any event, if repairs are not completed within the period of thirty (30) days for destruction aggregating ten (10) percent or less of the floor space, or within the period specified in Lessor's notice in connection with partial destruction aggregating more Seller no later than ten (10) percentbusiness days after receipt of Seller's notice of such damage. If this Agreement is so terminated, then (i) Seller shall pay all costs associated with the cancellation of the Escrow pursuant to this Section, (ii) neither Buyer nor Seller shall have any further rights or obligations under this Agreement (except to the extent of any indemnities under this Agreement with respect to events occurring prior to such termination, which indemnities shall survive any such termination), and (iii) Escrow Holder shall, without requiring any further instruction from Seller, immediately return to Buyer the Deposit and all interest accrued thereon. Notwithstanding the foregoing, if Buyer timely elects to terminate this Agreement pursuant to the foregoing right, then Seller may elect to repair the Property, using the proceeds of insurance policies maintained by Seller on the Property, in order to return it to its condition prior to the damage by giving written notice to Buyer of such election no later than ten (10) business days after receipt of Buyer's Termination Notice and, if Seller so elects, the State Termination Notice shall be deemed null and void; provided, however, that such repairs shall be diligently performed by Seller and shall be completed as a condition to Neurocrine's right to terminate the Lease or surrender the Property upon expiration of the Lease. In the event that Buyer fails to timely deliver the Termination Notice following any event of damage giving rise to such a notice, then neither Buyer nor Seller shall have the option right to terminate this lease or complete the repairs itself, deducting the cost thereof from the rental due or to become due under this lease Agreement by reason of such damage and any other lease between Lessor and State. d) In the event the State remains in possession Buyer shall elect one of the premises though partially destroyedfollowing two options prior to the Closing Date: (1) The parties hereto shall proceed to the Close of Escrow pursuant to the terms of this Agreement, without modification of the rental as herein provided terms of this Agreement, in which event Buyer shall be entitled to an assignment of the proceeds of all insurance relating to such fire or other casualty and a credit in the amount of Seller's deductible under such policy(ies); or (2) The parties hereto shall proceed to the Close of Escrow pursuant to the terms of this Agreement, but modified to provide that the Purchase Price shall be reduced by the same ratio Determined Cost of Repair (as defined below), and to extend the net square feet the State is thus precluded from occupying bears Closing Date to the total net square feet in extent necessary to obtain a Determined Cost of Repair; provided, however, that if the leased premises. "Net square feet" Buyer receives the proceeds of insurance or the Purchase Price is reduced by the Determined Cost of Repair, then unless and until the damage relating to such insurance proceeds or price reduction is completely repaired, rent payable under the Lease shall mean actual inside dimensions and shall not include public corridors, stairwells, elevators, and restroomsbe equitably abated to reflect that portion of the Property rendered unusable by Neurocrine as a result of such damage.

Destruction. a) If either or both of the leased premises Kos▇ ▇▇gns are totally partially or wholly damaged or destroyed by fire or other casualty or occurrence, Tenant shall have the option, to be exercised in writing to Landlord within sixty (60) days following the date of any such fire or other casualty, to (i) repair, replace or restore the Kos▇ ▇▇gns (or the applicable damaged sign, as the case may be), in which case this lease Restated Lease shall terminatecontinue in full force and effect for the remainder of the unexpired term hereof, or (ii) terminate this Restated Lease by written notice to Landlord, whereupon subject to Tenant's removal of the Kos▇ ▇▇gns if so required by Landlord, the parties shall have no further rights or obligations hereunder, except for any obligations or liabilities which have previously accrued under this Restated Lease which shall survive the termination hereof. If such casualty Tenant fails to furnish a written election within said 60-day period, Tenant shall render ten be deemed to have elected to repair, replace or restore the Kos▇ ▇▇gns (10) percent or less the applicable damaged sign, as the case may be). Upon the expiration or earlier termination of this Restated Lease as to one or both of the floor space Kos▇ ▇▇gns, upon written request by Landlord, Tenant shall, at its expense, remove the applicable sign(s) from the Kos▇ ▇▇gn Premises (and the HD Parcel) leaving the Kos▇ ▇▇gn Premises (and adjacent areas on the HD Parcel) in a safe and sightly condition, at grade with adjacent areas on the HD Parcel and free of all sign materials and improvements, holes, piles of dirt or other materials or debris caused by such removal, repairing any damage to any portion of the leased premises unusable for the purpose intended, Lessor shall effect restoration of the premises as quickly as is reasonably possible, but in any event within thirty (30) days. b) In the event such casualty shall render more than ten (10) percent of such floor space unusable but not constitute total destruction, Lessor shall forthwith give notice to State of the specific number of days required to repair the sameHD Parcel caused thereby. If Lessor under Tenant elects or is deemed to have elected to repair, replace or restore the Kos▇ ▇▇gns pursuant to this Section 6, Tenant shall commence such circumstances shall not give such notice repair, replacement or restoration within fifteen (15) calendar days after such destruction, or if such notice shall specify that such repairs will require more than ninety (90) days following the date of damage or destruction (subject to complete from reasonable extension due to force majeure) and shall diligently prosecute such repair, replacement or restoration work, as the case may be, to completion within one hundred eighty (180) days following the date such notice is givenof damage or destruction (subject to reasonable extension due to force majeure), Statefailing which, in either case of failure to commence or complete in accordance herewith, this Restate Leased shall terminate with respect to the applicable sign(s) so damaged or destroyed. If, following any substantial damage or destruction, such eventrepair, at its optionrestoration or rebuilding is prohibited by applicable law, may then this Restated Lease shall terminate as provided herein with respect to the applicable sign(s). Any restoration or replacement of the Kos▇ ▇▇gns shall be built solely on the Kos▇ ▇▇gn Pads in accordance with and subject to all applicable terms of this lease orRestated Lease and shall be substantially similar in size and height to the sign which was damaged or destroyed. Except as provided in the following sentence, upon notice Tenant hereby waives any right of recovery and releases all claims against Landlord with respect to Lessor, may elect any damage or destruction to undertake the repairs itself, deducting Kos▇ ▇▇gns from any cause whatsoever to the cost thereof from extent of the rental due to become due proceeds payable under this lease and any other lease between Lessor and State. c) In the event policies of any such destruction other than total, where the State has not terminated the lease as herein provided, or insurance maintained by Tenant pursuant to the Restated Lease or which would have been payable had the required insurance coverage been maintained, whether or not such damage or loss shall have been caused by any acts or omissions of Landlord or its directors, officers, employees, agents, tenants or occupants. Notwithstanding the terms hereof has not elected to make the repairs itself, Lessor shall diligently prosecute the repair of the leased premises and, in any eventpreceding sentence, if repairs the Kos▇ ▇▇gns or either of them are not completed within materially damaged or destroyed as a result of an intentional act of Landlord, and if the period of thirty (30) days for destruction aggregating ten (10) percent restoration or less reconstruction of the floor spaceaffected sign(s) is then prohibited by law, then the foregoing waiver and release shall not apply with respect to any claim or within the period specified in Lessor's notice right of recovery for direct (and not consequential, special or indirect) damages that Tenant may have against Landlord in connection with partial destruction aggregating more than ten (10) percent, the State shall have the option to terminate this lease such damage or complete the repairs itself, deducting the cost thereof from the rental due or to become due under this lease and any other lease between Lessor and Statedestruction. d) In the event the State remains in possession of the premises though partially destroyed, the rental as herein provided shall be reduced by the same ratio as the net square feet the State is thus precluded from occupying bears to the total net square feet in the leased premises. "Net square feet" shall mean actual inside dimensions and shall not include public corridors, stairwells, elevators, and restrooms.

Destruction. a) If the leased premises are totally destroyed by fire or other casualty, this lease shall terminate. If such casualty shall render ten (10) percent or less of the floor space of the leased premises unusable for the purpose intended, Lessor shall effect restoration of the premises as quickly as is reasonably possible, but in any event within thirty (30) days. b) In the event such casualty shall render more of (a) a partial destruction of the Leased Premises or the Building during the Lease term which requires repairs to either the Leased Premises or the Building, or (b) the Leased Premises or the Building being declared unsafe or unfit for occupancy by any authorized public authority for any reason other than ten (10) percent of such floor space unusable but not constitute total destructionTenant's act, Lessor use or occupation which declaration requires repairs to either the Leased Premises or the Building, Landlord shall forthwith give notice make repairs, provided repairs can be made within sixty (60) days under the laws and regulations of authorized public authorities, but partial destruction (including any destruction necessary in order to State make repairs required by any declaration) shall in no way annul or void this Lease, except that Tenant shall be entitled to a proportionate reduction of rent while such repairs are being made. The proportionate reduction is to be based upon the specific number extent to which. the making of days required repairs shall interfere with the business carried on by Tenant in the Leased Premises. In making repairs Landlord shall be obligated to repair the samereplace only such glazing as shall have been damaged by fire and other damaged glazing shall be replaced by Tenant. If Lessor under such circumstances shall repairs cannot give such notice be made within fifteen sixty (1560) calendar days after such destructiondays, or if such notice shall specify that such repairs will require more than ninety (90) days to complete from date such notice is given, State, in either such eventLandlord may, at its option, make same within a reasonable time, this Lease continuing in full force and effect and the rent to be proportionately abated, as in this paragraph provided. In the event that Landlord does not so elect to make repairs which cannot be made within sixty (60) days, or repairs cannot be made under current laws and regulations, this Lease may be terminated at the option of either party. A total destruction (including any destruction required by any authorized public authority) of either the Leased Premises or the building shall terminate this lease or, upon notice to Lessor, may elect to undertake the repairs itself, deducting the cost thereof from the rental due to become due under this lease and any other lease between Lessor and State. c) Lease. In the event of any such destruction other than total, where the State has not terminated the lease as herein provided, or pursuant dispute between Landlord and Tenant relative to the provisions of this paragraph, they may each select an arbitrator, the two arbitrators so selected shall select a third arbitrator and the three arbitrators so selected shall hear and determine the controversy and their decision thereon shall be final and binding on both Landlord and Tenant who shall bear the cost of such arbitration equally between them. Landlord shall not be required to repair any property installed in the Leased Premises by Tenant. Tenant waives any right under applicable laws inconsistent with the terms hereof has not elected of this paragraph and in the event of a destruction agrees to make the repairs itself, Lessor shall diligently prosecute the repair of the leased premises and, in accept any event, if repairs are not completed offer by Landlord to provide tenant with comparable space within the period of thirty (30) days for destruction aggregating ten (10) percent or less of project in which the floor space, or within the period specified in Lessor's notice in connection with partial destruction aggregating more than ten (10) percent, the State shall have the option to terminate this lease or complete the repairs itself, deducting the cost thereof from the rental due or to become due under this lease and any other lease between Lessor and State. d) In the event the State remains in possession of the premises though partially destroyed, the rental as herein provided shall be reduced by Premises are located on the same ratio terms as the net square feet the State is thus precluded from occupying bears to the total net square feet in the leased premises. "Net square feet" shall mean actual inside dimensions and shall not include public corridors, stairwells, elevators, and restroomsthis Lease.

Destruction. 12.01 If, during the Term of this Lease or any extension thereof, the Demised Premises is: (a) If the leased premises are totally destroyed by fire or any other casualtycasualty whatsoever, or; (b) partially destroyed so as to render the Demised Premises unfit for occupancy or Tenant’s reasonable beneficial use and enjoyment or conduct of Tenant’s usual business therein, or; (c) destroyed by a casualty this lease is not covered by the insurance required to be carried by Landlord hereunder; then Landlord shall terminate. If make its reasonable determination as to the length of time to complete such casualty shall render ten (10) percent or less of the floor space of the leased premises unusable for the purpose intended, Lessor shall effect restoration of the premises as quickly as is reasonably possible, but in any event repairs within thirty (30) days. b) days of the casualty and shall notify Tenant of same as provided herein. In the event such casualty shall render restoration is reasonably estimated by Landlord to take more than ten one hundred fifty (10150) percent days from the date of notice to tenant of such floor space unusable but not constitute total destruction, Lessor shall forthwith give notice to State repairs then tenant may terminate the lease. 12.02 In case of the specific number of days required to repair the same. If Lessor under such circumstances shall not give such notice within fifteen (15) calendar days after such destruction, total or if such notice shall specify that such repairs will require more than ninety (90) days to complete from date such notice is given, State, in either such event, at its option, may terminate this lease or, upon notice to Lessor, may elect to undertake the repairs itself, deducting the cost thereof from the rental due to become due under this lease and any other lease between Lessor and State. c) In the event of any such partial damage or destruction other than total, where the State has not terminated the lease as herein provided, or pursuant to the terms hereof has not elected Premises, Landlord shall reenter and repossess the same or any part thereof for the purpose of removing or repairing the loss or damage and shall proceed with due diligence to make the repairs itself, Lessor shall diligently prosecute the repair of same unless, under the leased premises andforegoing provisions of this Article XIII, in any event, if repairs are not completed within the Lease shall have been terminated. The rent during the period of thirty (30) days for destruction aggregating ten (10) percent or less such repairs shall be wholly abated if Tenant is not able to conduct its usual business in any portion of the floor spaceDemised Premises in the normal course; and if only a portion of the Demised Premises is unavailable to Tenant for Tenant’s reasonable beneficial use and enjoyment or Tenant’s conduct of Tenant’s usual business therein, the rent shall be abated for such dispossession or unavailability pro rata, based on the portion of the Demised Premises in which Tenant is able to conduct its business in the normal course. Any rent abatement under this Article XIII shall commence as of the date of the destruction. If more than twenty percent (20%) of the demised premises is not useable, then the rent shall be wholly abated. 12.03 Landlord shall not be required to rebuild, repair, or replace any part of the personal property, furniture, equipment, fixtures, and other improvements which may have been placed by Tenant within the period specified Demised Premises, unless the damage thereto is caused by the sole negligence or willful act or omission or default hereunder of Landlord or Landlord’s agents, employees, subtenants, assignees, or independent contractors. Any insurance which may be carried by Landlord or Tenant for damage to the Demised Premises or to any personal property, fixtures, and related items therein shall be for the sole benefit of the party carrying such insurance and under its sole control; provided, however, Landlord shall carry insurance for the benefit of Landlord and Tenant sufficient to cover the full replacement cost of the shell of the Demised Premises and an amount equal to the initial Tenant improvements and related allowances set forth in Lessor's notice in connection with partial destruction aggregating more than ten (10) percentthis Lease as well as insurance sufficient to cover Tenant’s furniture, the State equipment, fixtures, personal property, and other improvements that Landlord shall have the option to terminate this lease or complete the repairs itself, deducting the cost thereof from the rental due or to become due liability therefore under this lease and any other lease between Lessor and StateLease. d) In 12.04 Should the event Demised Premises be destroyed or damaged by fire or other casualty that is due to the State remains in possession direct negligence or willful or wanton conduct of the premises though partially destroyedTenant or Tenant’s agents, the rental as herein provided employees, subtenants, assignees or independent contractors, Landlord may repair such damage, and there shall be reduced by the same ratio as the net square feet the State is thus precluded from occupying bears to the total net square feet in the leased premises. "Net square feet" shall mean actual inside dimensions and shall not include public corridors, stairwells, elevators, and restroomsno apportionment or abatement of rent.

Destruction. If the Building is totally or partially destroyed during the Term, rendering the Premises totally or partially inaccessible or unusable, then, subject to the remainder of this Paragraph, (i) Landlord shall promptly commence work necessary to restore the Building to substantially the same condition as it was in immediately before such destruction and shall diligently prosecute such restoration work until completed, (ii) Landlord shall not be required to restore Tenant's Alterations or Tenant's Personal Property, unless they are an integral part of the Premises and they are specifically covered by insurance proceeds received by Landlord, such excluded items being the sole responsibility of Tenant to restore, (iii) such destruction shall not terminate this Lease (except as provided below), and (iv) all obligations of Tenant under this Lease shall remain in effect, except that the Basic Monthly Rent and Additional Rent shall be abated or reduced, between the date of such destruction and the date of Substantial Completion of restoration, by the ratio of (a) If the leased premises are totally destroyed Rentable Square Footage of the Premises rendered unusable or inaccessible by fire or other the destruction, to (b) the Rentable Square Footage of the Premises prior to such destruction. Notwithstanding anything to the contrary in this Paragraph, either party shall have ten business days from the date of Landlord’s determination that this sentence applies to the subject destruction/reconstruction, in which to terminate this Lease if Landlord determines that (1) it will likely take more than either (A) 330 days following the date of such casualty, or (B) 270 days from obtaining all required permits for such reconstruction, in which to complete such work, (2) such destruction (which is not de minimus in nature) occurs during the last year of the Term, or (3) then-existing laws do not permit such restoration. Additionally, Landlord may, at its election, terminate this lease shall terminateLease by so notifying Tenant in writing on or before the later of 60 days after such destruction or 30 days after Landlord's receipt of the proceeds (or written notice of the amount of proceeds) from insurance maintained by Landlord, if (l) such destruction exceeds 20% of the then‑replacement value of the Premises, the Building, or the Project, or (ll) Landlord reasonably determines that the cost of such restoration will exceed the amount of insurance proceeds relating to such destruction actually received by Landlord from insurance maintained by Landlord, excluding deductibles, by more than five percent of such cost of restoration. If Landlord or Tenant so terminates this Lease, then (x) Landlord shall have no obligation to restore the Project , (y) Landlord shall retain all insurance proceeds relating to such casualty destruction, and (z) this Lease shall render ten (10terminate as of 30 days after such notice of termination from Landlord to Tenant. Tenant hereby waives the provisions of California Civil Code Sections 1932(2) percent and 1933(4) or less any successor statute with respect to any destruction of the floor space of Premises. If Landlord restores the leased premises unusable Premises following any such destruction, Tenant shall immediately refixturize, re-equip, and (if applicable) restock the Premises and shall re-open the Premises for the purpose intended, Lessor shall effect restoration of the premises business as quickly soon thereafter as is reasonably possiblepracticable, but not to exceed 60 days. If Tenant does not intend to so reopen the Premises for business, it must notify Landlord in any event writing within thirty (30) days. b) In the event such casualty shall render more than ten (10) percent 20 business days of such floor space unusable but not constitute total damage or destruction, Lessor shall forthwith give whereupon Landlord may cease its repair work and terminate this Lease. Additionally, if Landlord fails to Substantially Complete such restoration work within one year, Tenant may, by 30 days’ written notice to State of the specific number of days required to repair the same. If Lessor under such circumstances shall not give such notice within fifteen (15) calendar days Landlord delivered after such destructionyear (during which period of time such restoration is not Substantially Completed), or if such notice shall specify that such repairs will require more than ninety (90) days to complete from date such notice is given, State, in either such event, at its option, may terminate this lease or, upon notice to Lessor, may elect to undertake the repairs itself, deducting the cost thereof from the rental due to become due under this lease and any other lease between Lessor and StateLease. c) In the event of any such destruction other than total, where the State has not terminated the lease as herein provided, or pursuant to the terms hereof has not elected to make the repairs itself, Lessor shall diligently prosecute the repair of the leased premises and, in any event, if repairs are not completed within the period of thirty (30) days for destruction aggregating ten (10) percent or less of the floor space, or within the period specified in Lessor's notice in connection with partial destruction aggregating more than ten (10) percent, the State shall have the option to terminate this lease or complete the repairs itself, deducting the cost thereof from the rental due or to become due under this lease and any other lease between Lessor and State. d) In the event the State remains in possession of the premises though partially destroyed, the rental as herein provided shall be reduced by the same ratio as the net square feet the State is thus precluded from occupying bears to the total net square feet in the leased premises. "Net square feet" shall mean actual inside dimensions and shall not include public corridors, stairwells, elevators, and restrooms.

Destruction. In the event the Premises are destroyed in whole or in part from any cause, except for routine maintenance and repairs and incidental damage and destruction caused from vandalism and accidents for which Tenant is responsible for under P▇▇▇▇▇▇▇▇ ▇▇, ▇▇▇▇▇▇▇▇ may, at its option: (a) If Rebuild or restore the leased premises are totally destroyed by fire Premises to their condition prior to the damage or other casualtydestruction, or (b) Terminate this lease shall terminateLease. If such casualty shall render ten (10) percent or less of the floor space of the leased premises unusable for the purpose intended, Lessor shall effect restoration of the premises as quickly as is reasonably possible, but Landlord does not give Tenant notice in any event writing within thirty (30) days. b) In days from the event such casualty shall render more than ten (10) percent of such floor space unusable but not constitute total destruction, Lessor shall forthwith give notice to State destruction of the specific number Premises of days required its election to either rebuild and restore them, or to terminate this Lease, Landlord shall be deemed to have elected to rebuild or restore them, in which event Landlord agrees, at its expense, promptly to rebuild or restore the Premises to their condition prior to the damage or destruction. Tenant shall be entitled to a reduction in rent while such repair is being made in the sameproportion that the area of the Premises rendered untenantable by such damage bears to the total area of the Premises. If Lessor under Landlord initially estimates that the rebuilding or restoration will exceed 180 days or If Landlord does not complete the rebuilding or restoration within one hundred eighty (180) days following the date of destruction (such circumstances period of time to be extended for delays caused by the fault or neglect of Tenant or because of Acts of God, acts of public agencies, labor disputes, strikes, fires, freight embargoes, rainy or stormy weather, inability to obtain materials, supplies or fuels, acts of contractors or subcontractors, or delay of the contractors or subcontractors due to such causes or other contingencies beyond the control of Landlord), then Tenant shall not give such notice within have the right to terminate this Lease by giving fifteen (15) calendar days after such destruction, or if such notice shall specify that such repairs will require more than ninety (90) days to complete from date such notice is given, State, in either such event, at its option, may terminate this lease or, upon prior written notice to Lessor, may elect to undertake the repairs itself, deducting the cost thereof from the rental due to become due under this lease and any other lease between Lessor and State. c) In the event of any such destruction other than total, where the State has not terminated the lease as Landlord. Notwithstanding anything herein provided, or pursuant to the terms hereof has not elected contrary, Landlord’s obligation to make rebuild or restore shall be limited to the repairs itself, Lessor shall diligently prosecute the repair building and interior improvements constructed by Landlord as they existed as of the leased premises and, in any event, if repairs are not completed within the period of thirty (30) days for destruction aggregating ten (10) percent or less commencement date of the floor space, or within the period specified in Lessor's notice in connection with partial destruction aggregating more than ten (10) percent, the State shall have the option to terminate this lease or complete the repairs itself, deducting the cost thereof from the rental due or to become due under this lease and any other lease between Lessor and State. d) In the event the State remains in possession of the premises though partially destroyed, the rental as herein provided shall be reduced by the same ratio as the net square feet the State is thus precluded from occupying bears to the total net square feet in the leased premises. "Net square feet" shall mean actual inside dimensions Lease and shall not include public corridorsrestoration of Tenant’s trade fixtures, stairwellsequipment, elevatorsmerchandise, or any improvements, alterations or additions made by Tenant to the Premises, which Tenant shall forthwith replace or fully repair at Tenant’s sole cost and restroomsexpense provided this Lease is not cancelled according to the provisions above. Unless this Lease is terminated pursuant to the foregoing provisions, this Lease shall remain in full force and effect. Tenant hereby expressly waives the provisions of Section 1932, Subdivision 2 in Section 1933, Subdivision 4 of the California Civil Code. In the event that the building in which the Premises are situated is damaged or destroyed to the extent of not less than 331/3% of the replacement cost thereof, Landlord may elect to terminate this Lease, whether the Premises be insured or not. Notwithstanding anything to the contrary herein, Landlord may terminate this Lease in the event of an uninsured event or if insurance proceeds are insufficient to cover 100% of the rebuilding costs net of the deductible.

Destruction. (a) If the leased premises Premises are totally destroyed damaged by fire or other casualty, the same shall be repaired as speedily as practicable, subject to reasonable delay for insurance adjustment or other matters beyond Landlord's reasonable control under the circumstances, at the expense of the Landlord (subject to paragraph --------- (c) below), unless this lease Lease is terminated as provided in this Section. During --- ------- the period required for repair, the Base Rental shall terminatebe abated during the time and to the extent the Premises are unfit for occupancy for the purposes permitted under this Lease, and are not occupied by Tenant as a result thereof. No rent abatement shall apply where such damage to the Premises is due to the gross negligence or willful misconduct of Tenant or Tenant's employees, contractors, licensees, or invitees. (b) If the Premises are (i) damaged to such an extent that repairs cannot, in Landlord's judgment, be completed within one (1) year after the date of the casualty; (ii) damaged or destroyed as a result of a risk which is not insured under standard special form/all-risk insurance policies; (iii) damaged and the holder of any mortgage on the Building or ground or underlying lessor with respect to the Project and/or the Building requires that the insurance proceeds or any portion thereof be used to retire the mortgage debt, or terminates the ground or underlying lease, as the case may be; or (iv) damaged or destroyed during the last eighteen (18) months of the Lease Term, or if more than 1/2 of the Building is damaged or destroyed, then in any such event Landlord may at its option terminate this Lease by notice in writing to Tenant within sixty (60) days after the date of such damage or destruction. If the Premises are damaged to such casualty shall render ten an extent that repairs cannot, in Landlord's judgment, be completed within one (101) percent or less year after the date of the floor space casualty or if the Premises are substantially damaged during the last eighteen (18) months of the leased premises unusable for the purpose intendedLease Term as it may have been extended if permitted herein, Lessor shall effect restoration of the premises as quickly as is reasonably possible, but then in any either such event Tenant may elect to terminate this Lease by notice in writing to Landlord within thirty (30) days. b) In the event such casualty shall render more than ten (10) percent of such floor space unusable but days after notice from Landlord that Landlord will not constitute total destruction, Lessor shall forthwith give notice to State of the specific number of days required be able to repair the samePremises within one (1) year after the date of the casualty. Unless Landlord or Tenant elects to terminate this Lease as hereinabove provided, this Lease will remain in full force and effect and Landlord shall repair such damage to the extent required in this Article as expeditiously as possible under the circumstances. If Lessor under Landlord or Tenant terminates the Lease pursuant to this Article, then Tenant shall pay the Base Rental and Additional Rental properly apportioned up to such circumstances date of termination, and both parties hereto shall thereafter be freed and discharged of all further obligations hereunder, except as provided for in provisions of this Lease, which by their terms survive the expiration or earlier termination of the Lease Term. (c) If Landlord should elect or be obligated pursuant to paragraph (a) above to repair because of any damage or destruction, Landlord's ------------- obligation shall be limited to the original Building, the Base Project, the Tenant Improvements and any Alterations in the Premises and shall not give extend to any furniture, equipment, supplies, trade fixtures or other personal property owned or leased by ▇▇▇▇▇▇, its employees, contractors, invitees or licensees. If the cost of performing such notice repairs and restoration exceeds the actual proceeds of insurance paid or payable to Landlord on account of such casualty, or if Landlord's mortgagee under a mortgage or the lessor under an underlying lease shall require that any insurance proceeds from a casualty loss be paid to it, Landlord may terminate this Lease unless Tenant, within fifteen (15) calendar days after demand therefore, deposits with Landlord a sum of money sufficient to pay the difference between the cost of repair and the proceeds of the insurance available to Landlord for such destructionpurpose. (d) In no event shall Landlord be liable for any loss or damage sustained by Tenant or its visitors, or if such notice injury to Tenant's business by reason of casualties mentioned hereinabove or any other accidental casualty. (e) The provisions of this Lease, including this Section, ------- constitute an express agreement between Landlord and Tenant with respect to any and all damage to, or destruction of, all or any part of the Premises. Any statute or regulation of the state in which the Building is located, including, without limitation, Sections 1932(2) and 1933(4) of the California Civil Code, with respect to any rights or obligations concerning damage or destruction in the absence of an express agreement between the parties, shall specify that such repairs will require more than ninety have no application to this Lease or any damage or destruction to all or any part of the Premises. (90f) days Notwithstanding anything in this Lease to complete from date such notice is given, Statethe contrary, in either such event, at its option, may the event Landlord elects to terminate this lease or, upon notice to Lessor, may elect to undertake the repairs itself, deducting the cost thereof from the rental due to become due under this lease and any other lease between Lessor and State. c) In the event of any such destruction other than total, where the State has not terminated the lease as herein provided, or Lease pursuant to the terms hereof has not elected this Section 19, Landlord shall pay to make the repairs itself, Lessor shall diligently prosecute the repair of the leased premises and, in any event, if repairs are not completed Tenant within the period of thirty (30) days for destruction aggregating ten (10) percent or less of the floor space, or within the period specified in Lessor's notice in connection with partial destruction aggregating more than ten (10) percent, the State shall have the option to terminate this lease or complete the repairs itself, deducting the cost thereof from the rental due or to become due under this lease and any other lease between Lessor and State. d) In the event the State remains in possession date of the premises though partially destroyed, termination of the rental as herein provided shall be reduced Lease an amount equal to all Tenant Improvement Deposits made by the same ratio as the net square feet the State is thus precluded from occupying bears Tenant pursuant to the total net square feet in the leased premises. "Net square feet" shall mean actual inside dimensions and shall not include public corridors, stairwells, elevators, and restroomsWork Letter.

Destruction. If the Premises shall be partially damaged by any casualty insurable under Lessor's insurance policy, Lessor may upon receipt of the insurance proceeds diligently repair the same and, until the Premises are repaired, the rent shall be reduced by an amount that is the same ratio to the base monthly rental as the total number of square feet in the untenable portion of the Premises bears to the total number of square feet in the Premises immediately before the occurrence of the damage. If the Premises shall be partially damaged by any casualty not insured under Lessor's insurance policy, the base monthly rental shall be reduced in the same amount as if the casualty had been insured. If the Premises (a) If by reason of such occurrence should be rendered wholly untenantable, or (b) should be damaged as a result of a risk which is not covered by Lessor's insurance, or (c) should be damaged in whole or in part during the leased premises Term of this Lease or of any renewal term hereof, or (d) if the building of which the Premises are totally destroyed by fire a part (whether the Premises are damaged or other casualty, this lease shall terminate. If such casualty shall render ten (10not) should be damaged to the extent of fifty percent or less more of the floor space monetary value thereof then or in any of the leased premises unusable for the purpose intendedsuch events, Lessor shall effect restoration may either elect to repair the damage or to cancel this Lease by notice of the premises as quickly as is reasonably possible, but in any event cancellation within thirty (30) days. b) days after such event, and thereupon this Lease shall expire and Lessee shall vacate and surrender the Premises to Lessor. Lessee's liability for rent upon the termination of this Lease as provided in this Article shall cease as of the date of termination. In the event such casualty shall render more than ten (10) percent of such floor space unusable but not constitute total destruction, Lessor shall forthwith give notice to State of the specific number of days required elects to repair the samedamage insurable under Lessor's policies, any abatement of rent shall end five days after notice by Lessor to Lessee that the Premises shall have been repaired. If Lessor under such circumstances shall not give such notice within fifteen (15) calendar days after such destructionthe damage is caused by the negligence of Lessee, its employees, agents, invitees, or if such notice concessionaires, there shall specify that such repairs will require more than ninety (90) days to complete from date such notice be no abatement of rent. Unless this Lease is giventerminated by Lessor, State, in either such event, at its option, may terminate this lease or, and promptly upon notice by Lessor of its intent not to Lessor, may elect to undertake terminate the repairs itself, deducting the cost thereof from the rental due to become due under this lease and any other lease between Lessor and State. c) In the event of any such destruction other than total, where the State has not terminated the lease as herein provided, or pursuant Lease if given prior to the terms hereof has not elected to make the repairs itself, Lessor shall diligently prosecute the repair of the leased premises and, in any event, if repairs are not completed within the period expiration of thirty (30) days for destruction aggregating ten (10) percent or less days, Lessee shall immediately proceed to repair and refixture the interior of the floor spacePremises in a manner and to at least a condition equal to that existing prior to its destruction or casualty, or within and the period specified in Lessor's notice in connection with partial destruction aggregating more than ten (10) percent, the State shall have the option to terminate this lease or complete the repairs itself, deducting the cost thereof from the rental due or to become due under this lease proceeds of all insurance carried by Lessee on its property and any other lease between Lessor and State. d) In the event the State remains in possession of the premises though partially destroyed, the rental as herein provided improvements shall be reduced held by the same ratio as parties in trust for the net square feet the State is thus precluded from occupying bears to the total net square feet in the leased premises. "Net square feet" shall mean actual inside dimensions purpose of said repair and shall not include public corridors, stairwells, elevators, and restroomsreplacement.

Destruction. a16.1 If for any reason other than Tenant's act, use, or occupation (i) If a partial destruction of the leased premises Leased Premises or the Building occurs during the Lease Term which requires repairs to either the Leased Premises or the Building or (ii) the Leased Premises or the Building are totally destroyed declared unsafe or unfit for occupancy by fire any public authority which declaration requires repairs to either the Leased Premises or other casualtythe Building, Landlord shall forthwith make such repairs, provided such repairs can be completed within 120 days (during normal working hours and without incurring overtime costs or expenses) under then currently applicable laws and regulations. In no event shall partial destruction (including any destruction necessary in order to make repairs required by any declaration) annul or void this lease Lease, except that Tenant shall terminatebe entitled to a proportionate reduction of rent while such repairs are being made to the extent to which the destruction and the making of repairs shall interfere with the business carried on by Tenant in the Leased Premises. If such casualty shall render ten (10) percent or less of the floor space of the leased premises unusable for the purpose intendedrepairs cannot be so completed within said 120 day period, Lessor shall effect restoration of the premises as quickly as is reasonably possible, but in any event within thirty (30) days. b) In the event such casualty shall render more than ten (10) percent of such floor space unusable but not constitute total destruction, Lessor shall forthwith give notice to State of the specific number of days required to repair the same. If Lessor under such circumstances shall not give such notice within fifteen (15) calendar days after such destruction, or if such notice shall specify that such repairs will require more than ninety (90) days to complete from date such notice is given, State, in either such eventLandlord may, at its option, make the same within a reasonable time, this lease continuing in full force and effect and the rent to be proportionately abated as provided in this section. In the event that Landlord does not so elect to make such repairs which cannot be so completed within said 120 day period or such repairs cannot be so completed under then currently applicable laws and regulations, this Lease may be terminated at the option of either party by giving notice thereof to the other party (the effective date of such notice being the effective date of termination of this Lease). 16.2 A total destruction (including any destruction required by any authorized public authority) of the Leased Premises shall terminate this lease or, upon Lease on notice to Lessor, may elect to undertake the repairs itself, deducting the cost thereof from Landlord to Tenant, the rental due to become due under this lease and any other lease between Lessor and Stateeffective date of such notice being the effective date of such termination. c) 16.3 In the event of any dispute between Landlord and Tenant relative to the provisions of this article, each may select an arbitrator, the two arbitrators so selected shall select a third arbitrator, and the three arbitrators so selected shall hear and determine the controversy and their decisions thereon shall be final and binding on both Landlord and Tenant who shall bear the cost of such destruction other than totalarbitration equally between them. Landlord shall not be required to repair or replace any property installed in the Leased Premises by Tenant. No damages, where the State has not terminated the lease as herein providedcompensation, or pursuant claims shall be payable by Landlord for Tenant's inconvenience, loss of business, or annoyance arising from any repair of any portion of the Leased Premises or of the Building except for the proportionate reduction of rent as provided herein. Tenant hereby waives any right under applicable laws inconsistent with the terms of this section. 16.4 Notwithstanding anything to the terms hereof has not elected contrary, in the event the holder of any indebtedness secured by a mortgage or deed of trust covering the premises requires that the insurance proceeds with respect to make the repairs itself, Lessor shall diligently prosecute the repair any partial destruction of the leased premises andLeased Premises or the Building be applied to such indebtedness, in any event, if repairs are not completed within the period of thirty (30) days for destruction aggregating ten (10) percent or less of the floor space, or within the period specified in Lessor's notice in connection with partial destruction aggregating more than ten (10) percent, the State Landlord shall have the option right to terminate this lease or complete the repairs itself, deducting the cost thereof from the rental due or Lease without liability to become due under this lease and any other lease between Lessor and State. d) In the event the State remains in possession Tenant by notice of the premises though partially destroyedtermination to Tenant, the rental as herein provided shall be reduced by effective date of such notice being the same ratio as the net square feet the State is thus precluded from occupying bears to the total net square feet in the leased premises. "Net square feet" shall mean actual inside dimensions and shall not include public corridors, stairwells, elevators, and restroomseffective date of such termination.

Destruction. In the event of (a) If the leased premises are totally destroyed by fire a partial or other casualty, this lease shall terminate. If such casualty shall render ten (10) percent or less of the floor space total destruction of the leased premises unusable or the building containing same during said term which requires repairs to either the leased premises or said building, or (b) the leased premises or said building being declared unsafe or unfit for occupancy by any authorized public authority for any reason other than Lessee's act, use or occupation which declaration requires repairs to either the purpose intendedleased premises or said building. Lessor shall forthwith make such repairs, including Lessee's Improvements and alterations (unless Lessee elects to make such repairs), provided such repairs can be made within one hundred twenty (120) days under the laws and regulation or authorized public authorities, but such destruction (including any destruction necessary in order to make repairs required by any such declaration) shall in no way annul or void this Lease, except that Lessee shall be entitled to a proportionate reduction of rent while such repairs are being made, such proportionate reduction to be based upon the extent to which the damage and making of such repairs shall interfere with the business carried on by Lessee on the leased premises; provided that in making such repairs, with regard to glazing Lessor shall be obligated to replace only such glazing as shall have been damaged by fire and other damaged glazing shall be replaced by Lessee. In making such repairs, Lessor shall effect restoration of the premises as quickly as is reasonably possiblebe entitled to all insurance proceeds from any policies hereunder, but in any event within thirty (30) days. b) In the event which are applicable to such casualty shall render more than ten (10) percent of such floor space unusable but not constitute total destruction, Lessor shall forthwith give notice to State of the specific number of days required to repair the samerepairs. If Lessor under such circumstances shall not give such notice within fifteen (15) calendar days after such destruction, or if such notice shall specify that such repairs will require more than ninety (90) days to complete from date such notice is given, State, in either such event, at its option, may terminate this lease or, upon notice to Lessor, may elect to undertake the repairs itself, deducting the cost thereof from the rental due to become due under this lease and any other lease between Lessor and State. c) In the event of any such destruction other than total, where the State has not terminated the lease as herein provided, or pursuant to the terms hereof has not elected to make the repairs itself, Lessor shall diligently prosecute the repair of the leased premises and, in any event, if repairs are not completed within the period of Within thirty (30) days from the date of such destruction if Lessor determines in good faith such repairs cannot be made within one hundred twenty (120) days, it shall so notify Lessee in writing and state the estimated number of days for destruction aggregating ten repair. Within seven (107) percent or less days after receipt of the floor space, or within the period specified in Lessor's notice Lessee may terminate the Lease upon thirty (30) days notice to Lessor if Lessee does not terminate the Lease in connection this manner, Lessor shall use its best efforts to make all repairs in the time set forth in its notice to Lessee. Notwithstanding the above, Lessor shall not be required to proceed with partial destruction aggregating more than ten (10) percent, the State repairs if there are not sufficient insurance proceeds to cover such repairs. In such event Lessee shall have the option right to (i) terminate this lease the Lease upon thirty (30) days notice to Lessor, (ii) continue the Lease without repair, or complete (iii) to pay for that portion of the repairs itself, deducting the cost thereof from the rental due or to become due under this lease and any other lease between Lessor and Statenot covered by insurance. d) In the event the State remains in possession of the premises though partially destroyed, the rental as herein provided shall be reduced by the same ratio as the net square feet the State is thus precluded from occupying bears to the total net square feet in the leased premises. "Net square feet" shall mean actual inside dimensions and shall not include public corridors, stairwells, elevators, and restrooms.

Destruction. a) 15.1 If the leased premises Premises are totally destroyed damaged by fire or other casualtycasualty (a “Casualty”), this lease shall terminate. If Landlord shall, within ninety (90) days after such casualty shall render ten Casualty, deliver to Tenant a good faith estimate (10the “Damage Notice”) percent or less of the floor space time needed to repair the damage caused by such Casualty. 15.2 If a material portion of the leased premises unusable for Premises is damaged by Casualty such that Tenant is prevented from conducting its business in the purpose intendedPremises in a manner reasonably comparable to that conducted immediately before such Casualty and Landlord estimates that the damage caused thereby cannot be repaired within two hundred seventy (270) days after the commencement of repairs (the “Repair Period”), Lessor shall effect restoration then Tenant may terminate this Lease by delivering written notice to Landlord of the premises as quickly as is reasonably possible, but in any event its election to terminate within thirty (30) days. bdays after the Damage Notice has been delivered to Tenant; provided, however, that if such damage occurs within twelve (12) In the event such casualty shall render more than ten (10) percent of such floor space unusable but not constitute total destruction, Lessor shall forthwith give notice to State months of the specific number last day of days required the Term and the time estimated to substantially complete the repair the same. If Lessor under such circumstances shall not give such notice within fifteen exceeds one hundred eighty (15180) calendar days after such destructionthe commencement of repairs, or if such notice shall specify that such repairs will require more than ninety (90) days to complete from date such notice is given, State, in either such event, at its option, then Tenant may terminate this lease or, upon Lease by delivering written notice to Lessor, may elect Landlord of its election to undertake the repairs itself, deducting the cost thereof from the rental due to become due under this lease and any other lease between Lessor and State. c) In the event of any such destruction other than total, where the State has not terminated the lease as herein provided, or pursuant to the terms hereof has not elected to make the repairs itself, Lessor shall diligently prosecute the repair of the leased premises and, in any event, if repairs are not completed terminate within the period of thirty (30) days for destruction aggregating ten after the Damage Notice has been delivered to Tenant . 15.3 If a Casualty damages the Premises or a material portion thereof and (10a) Landlord estimates that the damage to the Premises cannot be repaired within the Repair Period, (b) the damage to the Premises exceeds fifty percent or less (50%) of the floor spacereplacement cost thereof (excluding foundations and footings), as estimated by Landlord, and such damage occurs during the last two (2) years of the Term, (c) regardless of the extent of damage to the Premises, the damage is not fully covered by Landlord’s insurance policies or Landlord makes a good faith determination that restoring the Premises would be uneconomical, or (d) Landlord is required to pay any insurance proceeds arising out of the Casualty to any beneficiary or mortgagee with a lien on the Premises, then Landlord may terminate this Lease by giving written notice of its election to terminate within thirty (30) days after the period specified in Lessor's notice in connection with partial destruction aggregating more than ten (10) percent, the State shall have the option Damage Notice has been delivered to Tenant. 15.4 If neither party elects to terminate this lease Lease following a Casualty, then Landlord shall, within a reasonable time after such Casualty, begin to repair the Premises and shall proceed with reasonable diligence to restore the Premises and the improvements thereon to substantially the same condition as they existed immediately before such Casualty; however, Landlord shall not be required to repair or complete replace any alterations or betterments within the repairs itselfPremises (which shall be promptly and with due diligence repaired and restored by Tenant at Tenant’s sole cost and expense) or any furniture, deducting equipment, trade fixtures or personal property of Tenant or others in the cost thereof Premises, and Landlord’s obligation to repair or restore the Premises shall be limited to the extent of the insurance proceeds actually received by Landlord for the Casualty in question. If this Lease is terminated under the provisions of this Section 15, Landlord shall be entitled to the full proceeds of the insurance policies providing coverage for all alterations, improvements and betterments in the Premises (and, if Tenant has failed to maintain insurance on such items as required by this Lease, Tenant shall pay Landlord an amount equal to the proceeds Landlord would have received had Tenant maintained insurance on such items as required by this Lease). 15.5 If the Premises are damaged by Casualty, Rent for the portion of the Premises rendered untenantable by Tenant for the permitted use set forth in the Basic Lease Terms by the damage shall be abated from the rental due date of the Casualty occurred until the completion of Landlord’s repairs (or until the date of termination of this Lease by Landlord or Tenant as provided above, as the case may be), unless Tenant or any of Tenant’s Parties caused such damage, in which case, Tenant shall continue to become due under this lease and any other lease between Lessor and Statepay Rent without abatement except to the extent that Landlord collects rent interruption insurance proceeds relating to such Casualty. d) In 15.6 This Section 15 shall provide Tenant’s sole and exclusive remedy in the event of damage or destruction to the State remains in possession Premises, and Tenant, as a material inducement to Landlord entering into this Lease, irrevocably waives and releases Tenant’s rights under California Civil Code Sections 1932(2), 1933(4), 1941 and 1942. No damages, compensation or claim shall be payable by Landlord for any inconvenience, any interruption or cessation of Tenant’s business, or any annoyance, arising from any damage to or destruction of all or any portion of the premises though partially destroyedPremises, except for the rental as herein abatement of rent provided shall be reduced by the same ratio as the net square feet the State is thus precluded from occupying bears in Section 15.5 above, except to the total net square feet in the leased premises. "Net square feet" shall mean actual inside dimensions and shall not include public corridors, stairwells, elevators, and restroomsextent Landlord is liable therefor pursuant to Section 13.3 above.

Destruction. a) If In the leased premises event the Premises are totally destroyed by fire in whole or other casualty, this lease shall terminate. If such casualty shall render ten (10) percent or less of the floor space of the leased premises unusable for the purpose intendedin part from any cause, Lessor shall effect restoration of may, at its option: A. Rebuild or restore the premises as quickly as is reasonably possible, but Premises to their condition prior to the damage or destruction; or B. Terminate the Lease. LESSOR SHALL give to Lessee notice in any event writing within thirty (30) days. bdays from the destruction of the Premises of its election to either rebuild and restore the Premises, or to terminate this Lease; IF Lessor shall have elected to rebuild or restore them, in which event Lessor agrees, at its expense, promptly to rebuild or restore the Premises to its condition prior to the damage or destruction. LESSOR AGREES TO PROVIDE LESSEE WITH ITS PROJECTED SCHEDULE OF SUCH REPAIRS WITH ITS TIMELY WRITTEN NOTICE TO LESSEE OF ITS ELECTION TO REBUILD. IF LESSOR ELECTS TO TERMINATE THIS LEASE, THE TERMINATION SHALL BE EFFECTIVE AS OF SUCH DATE OF DESTRUCTION AND ANY MONIES PAID BY LESSEE SUBSEQUENT TO THE DATE OF DESTRUCTION SHALL BE RETURNED TO LESSEE. IF LESSOR'S PROJECTED SCHEDULE ESTABLISHES THAT THE TIME TO REBUILD IS TO BE IN EXCESS OF ONE-HUNDRED EIGHTY (180) In DAYS, OR Lessor does not complete the event such casualty shall render more than ten rebuilding or restoration within one hundred eighty (10180) percent days following the date of such floor space unusable but not constitute total destruction, Lessor shall forthwith give notice (such period of time to State be extended for delays caused by the fault or neglect of Lessee or because of acts of God, acts of public agencies, labor disputes, strikes, fires, freight embargoes, rainy or stormy weather, inability to obtain materials, supplies or fuels, acts of contractors or subcontractors, or delay of the specific number contractors or subcontractors due to such causes or other contingencies beyond the control of days required Lessor), then Lessee shall have the right to repair the same. If Lessor under such circumstances shall not give such notice within terminate this Lease by giving fifteen (15) calendar days after such destruction, or if such notice shall specify that such repairs will require more than ninety (90) days to complete from date such notice is given, State, in either such event, at its option, may terminate this lease or, upon prior written notice to Lessor. Lessor's obligation to rebuild or restore shall not include restoration of Lessee's trade fixtures, equipment, merchandise, or any improvements, alterations or additions made by Lessee to the Premises. Unless this Lease is terminated pursuant to the foregoing provisions, this Lease shall remain in full force and effect. Lessee hereby expressly waives the provisions of Section 1932, Subdivision 2, and Section 1933, Subdivision 4, of the California Civil Code. In the event that the building in which the Premises are situated is damaged or destroyed to the extent of not less than 33-1/3 percent of the replacement cost thereof, Lessor may elect to undertake terminate this Lease, whether the repairs itselfPremises be injured or not. LESSOR AND LESSEE SHALL EACH HAVE THE RIGHTS TO TERMINATE THE LEASE IF (I) ANY DAMAGE TO THE PREMISES OCCURS DURING THE LAST YEAR OF THE TERM OF THE LEASE AND (II) IT IS ESTIMATED BY LESSOR THAT NECESSARY REPAIRS WILL NOT BE COMPLETED WITHIN SIXTY (60) DAYS FROM THE DATE OF SUCH DAMAGE, deducting the cost thereof from the rental due to become due under this lease and any other lease between Lessor and State. c) In the event of any such destruction other than total, where the State has not terminated the lease as herein provided, or pursuant to the terms hereof has not elected to make the repairs itself, Lessor shall diligently prosecute the repair of the leased premises and, in any event, if repairs are not completed within the period of thirty UNLESS LESSEE HAS AN OPTION TO EXTEND THE TERM OF THE LEASE AND LESSEE EXERCISES SUCH OPTION WITHIN THIRTY (30) days for destruction aggregating ten (10) percent or less of the floor space, or within the period specified in Lessor's notice in connection with partial destruction aggregating more than ten (10) percent, the State shall have the option to terminate this lease or complete the repairs itself, deducting the cost thereof from the rental due or to become due under this lease and any other lease between Lessor and StateDAYS OF THE DATE OF SUCH DAMAGE. d) In the event the State remains in possession of the premises though partially destroyed, the rental as herein provided shall be reduced by the same ratio as the net square feet the State is thus precluded from occupying bears to the total net square feet in the leased premises. "Net square feet" shall mean actual inside dimensions and shall not include public corridors, stairwells, elevators, and restrooms.

Destruction. If the Project, the Building, the Common Areas or the Premises is totally or partially destroyed during the Term, rendering the Premises totally or partially inaccessible, untenantable or unusable, then, subject to the remainder of this Paragraph, (i) Sublessor shall restore the Project to substantially the same condition as it was in immediately before such destruction, (ii) Sublessor shall not be required to restore Subtenant’s Alterations or Subtenant’s Personal Property, unless they are an integral part of the Premises and specifically covered by insurance proceeds received by Sublessor, such excluded items being the sole responsibility of Subtenant to restore, (iii) such destruction shall not terminate this Sublease, and (iv) all obligations of Subtenant under this Sublease shall remain in effect, except that the Basic Monthly Rent shall be abated or reduced, between the date of such destruction and the date of completion of restoration, by the ratio of (a) If the leased premises are totally destroyed by fire or other casualty, this lease shall terminate. If such casualty shall render ten (10) percent or less area of the floor space Premises rendered unusable, untenantable or inaccessible by the destruction to (b) the area of the leased premises unusable for Premises prior to such destruction. Notwithstanding anything to the purpose intendedcontrary in this Sublease, Lessor shall effect restoration either Subtenant or Sublessor may, at its election, terminate this Sublease by so notifying the other in writing on or before the later of the premises as quickly as is reasonably possible, but in any event within thirty (30) days. b) In the event such casualty shall render more than ten (10) percent of such floor space unusable but not constitute total destruction, Lessor shall forthwith give notice to State of the specific number of days required to repair the same. If Lessor under such circumstances shall not give such notice within fifteen (15) calendar 120 days after such destruction or 60 days after Sublessor’s receipt of the proceeds from insurance maintained by Sublessor, if (A) then-existing laws do not permit such restoration, (B) such destruction occurs during the last year of the Term, (C) such destruction exceeds twenty-five percent (25%) of the then-replacement value of the Premises or the Building, or (D) Sublessor determines that the cost of such restoration exceeds the amount of insurance proceeds relating to such destruction actually received by Sublessor from insurance maintained by Sublessor. If Sublessor or Subtenant so terminates this Sublease, then (1) Sublessor shall have no obligation to restore the Project, (2) Sublessor shall retain all insurance proceeds relating to such destruction, or if and (3) this Sublease shall terminate as of 30 days after such notice shall specify that such repairs will require more than ninety (90of termination. Regardless of whether Sublessor restores the Premises as provided above, Subtenant waives the provisions of California Civil Code Sections 1932(2) days and 1933(4) or any successor statute with respect to complete from date such notice is given, State, in either such event, at its option, may terminate this lease or, upon notice to Lessor, may elect to undertake the repairs itself, deducting the cost thereof from the rental due to become due under this lease and any other lease between Lessor and State. c) In the event of any such destruction other than total, where the State has not terminated the lease as herein provided, or pursuant to the terms hereof has not elected to make the repairs itself, Lessor shall diligently prosecute the repair of the leased premises and, in any event, if repairs are not completed within the period of thirty (30) days for destruction aggregating ten (10) percent or less of the floor space, or within the period specified in Lessor's notice in connection with partial destruction aggregating more than ten (10) percent, the State shall have the option to terminate this lease or complete the repairs itself, deducting the cost thereof from the rental due or to become due under this lease and any other lease between Lessor and StatePremises. d) In the event the State remains in possession of the premises though partially destroyed, the rental as herein provided shall be reduced by the same ratio as the net square feet the State is thus precluded from occupying bears to the total net square feet in the leased premises. "Net square feet" shall mean actual inside dimensions and shall not include public corridors, stairwells, elevators, and restrooms.

Destruction. a) If the leased premises are totally destroyed Premises shall be partially damaged by fire or other casualtyany casualty insured against under Landlord’s insurance policy, this lease shall terminate. If such casualty shall render ten (10) percent or less Landlord shall, upon receipt of the floor space insurance proceeds, repair the Premises. Until any such repair is complete the Minimum Rent shall be abated proportionately as to that portion of the leased premises unusable for Premises rendered untenantable. Notwithstanding the purpose intendedforegoing, Lessor shall effect restoration if: (i) the Premises by reason of such occurrence are rendered wholly untenantable, or (ii) the Premises should be damaged as a result of a risk which is not covered by Landlord’s insurance, or (iii) that Premises should be damaged in whole or in part during the last three (3) years of the premises as quickly as term or of any renewal hereof, or (iv) the Premises or the building of which it is reasonably possiblea part, but in any event within thirty (30) days. b) In whether the event such casualty shall render more than ten (10) percent of such floor space unusable but not constitute total destructionPremises are damaged or not, Lessor shall forthwith give notice to State or all of the specific number buildings which then comprise the Shopping Center, should be damaged to the extent of days required to repair twenty-five percent (25%) or more of the same. If Lessor under such circumstances shall not give such notice within fifteen (15) calendar days after such destructionthen replacement cost of the improvements, or if (v) any or all of the buildings or common areas of the Shopping Center are damaged, whether or not the Premises are damaged, to such notice shall specify an extent that such repairs will require more than ninety (90) days to complete from date such notice is given, Statethe Shopping Center cannot, in either such eventthe sole judgment of Landlord, at its optionbe operated as an integral unit, may terminate this lease or, upon notice to Lessor, may elect to undertake or (vi) by reason of the repairs itself, deducting the cost thereof from the rental due to become due under this lease and any other lease between Lessor and State. c) In the event right of any such destruction other than total, where lender to retain or control the State has not terminated use of any insurance proceeds and the lease as herein provided, retention of proceeds or pursuant to the terms hereof has not elected to make the repairs itself, Lessor shall diligently prosecute exercise of control makes the repair of the leased premises andPremises impracticable in the sole judgment of Landlord, then and in any eventof such events, if repairs are not completed Landlord may either elect to repair the damage or may cancel this Lease by notice of cancellation within the period of thirty one hundred eighty (30180) days after such event and thereupon this Lease shall terminate, and Tenant shall vacate and surrender the Premises to Landlord. Tenant’s liability for destruction aggregating ten (10) percent or less rent upon the termination of this Lease shall cease as of the floor space, or within the period specified in Lessor's day following Landlord’s giving notice in connection with partial destruction aggregating more than ten (10) percent, the State of cancellation and Tenant shall have no further right or interest in the option to terminate this lease or complete the repairs itself, deducting the cost thereof from the rental due or to become due under this lease and any other lease between Lessor and State. d) Premises. In the event Landlord elects to repair any damage, any abatement of Minimum Rent shall end five (5) days after notice by Landlord to Tenant that the State remains Premises have been repaired. Nothing in possession this Article shall be construed to a▇▇▇▇ or affect Percentage Rent, provided that if Minimum Monthly Rent is abated pursuant to this Article, then “Minimum Monthly Rent” used to calculate the amount of Percentage Rent shall be the Minimum Monthly Rent as abated. If the damage is caused by the negligence of Tenant or its employees, agents, invitees, or concessionaires, there shall be no abatement of Minimum Monthly Rent. Landlord’s obligation to repair under this Article if undertaken, shall extend only to the construction of the premises though partially destroyedbasic building and store front and not to the repair or replacement of Tenant improvements. If such repair is undertaken by Landlord, the rental as herein provided Tenant shall be reduced by obligated to repair and re-fixture the same ratio as interior of the net square feet the State is thus precluded from occupying bears Premises in a manner and in at least a condition equal to that existing prior to the total net square feet destruction or casualty and the proceeds of all insurance carried by Tenant on its property and fixtures shall be held in trust by Tenant for the leased premises. "Net square feet" shall mean actual inside dimensions benefit of Landlord to assure fulfillment of Tenant’s repair and shall not include public corridors, stairwells, elevators, and restroomsreplacement obligations.

Destruction. If the Demised Premises shall be partially damaged by any casualty insurable under the Landlord’s insurance policy LANDLORD shall, upon receipt of the insurance proceeds, repair the same, and the minimum rent shall be abated proportionately as to that portion of the Demised Premises rendered untenantable. If the Demised Premises (a) If by reason of such occurrence is rendered wholly untenantable or (b) should be damaged as a result of a risk which is not covered by Landlord’s insurance or (c) should be damaged in whole or in part during the leased premises are totally destroyed last year of the term then or in any of such events, LANDLORD may either elect to repair the damage or may cancel this lease by fire or other casualty, notice of cancellation within one hundred eighty (180) days after such event and thereupon this lease shall terminateexpire, and TENANT shall vacate and surrender the Demised Premises to LANDLORD. Tenant’s liability for rent upon the termination of this lease shall cease as of the day following the event or damage. In the event LANDLORD elects to repair the damage insurable under Landlord’s policies, any abatement of rent shall end five (5) days after notice by LANDLORD to TENANT that the Demised Premises have been repaired. Nothing in this paragraph shall be construed to ▇▇▇▇▇ additional rents but the computation of such rent shall be based upon the revised minimum rent as the same may be abated. If such casualty the damage is caused by the negligence of TENANT or its employees, agents, invitees, concessionaires there shall render ten (10) percent or less be no abatement of rent. Unless this lease is terminated by LANDLORD, TENANT shall repair and refixture the interior of the floor space Demised Premises in manner and to at least a condition equal to that existing prior to its destruction or casualty and the proceeds of the leased premises unusable all insurance carried by TENANT on its property and improvements shall be held by TENANT for the purpose intended, Lessor shall effect restoration of the premises as quickly as is reasonably possible, but in any event within thirty (30) days. b) In the event such casualty shall render more than ten (10) percent of such floor space unusable but not constitute total destruction, Lessor shall forthwith give notice to State of the specific number of days required to said repair the same. If Lessor under such circumstances shall not give such notice within fifteen (15) calendar days after such destruction, or if such notice shall specify that such repairs will require more than ninety (90) days to complete from date such notice is given, State, in either such event, at its option, may terminate this lease or, upon notice to Lessor, may elect to undertake the repairs itself, deducting the cost thereof from the rental due to become due under this lease and any other lease between Lessor and State. c) In the event of any such destruction other than total, where the State has not terminated the lease as herein provided, or pursuant to the terms hereof has not elected to make the repairs itself, Lessor shall diligently prosecute the repair of the leased premises and, in any event, if repairs are not completed within the period of thirty (30) days for destruction aggregating ten (10) percent or less of the floor space, or within the period specified in Lessor's notice in connection with partial destruction aggregating more than ten (10) percent, the State shall have the option to terminate this lease or complete the repairs itself, deducting the cost thereof from the rental due or to become due under this lease and any other lease between Lessor and State. d) In the event the State remains in possession of the premises though partially destroyed, the rental as herein provided shall be reduced by the same ratio as the net square feet the State is thus precluded from occupying bears to the total net square feet in the leased premises. "Net square feet" shall mean actual inside dimensions and shall not include public corridors, stairwells, elevators, and restrooms.replacement

Destruction. (a) If the leased premises Premises are totally destroyed by fire or rendered unusable by any other casualtycause (hereinafter referred to as "Destruction"), this lease Lease shall terminateterminate if there is total Destruction of the Premises. If such casualty Destruction shall render ten percent (10%) percent or less of the floor space of the leased premises Premises unusable for the purpose intended, Lessor shall effect restoration of the premises Premises to substantially the same condition as they were immediately prior to the Destruction as quickly as is reasonably possible, but in any event within thirty (30) daysdays of the event of Destruction. (b) In the event such casualty Destruction shall render more than ten percent (10%) percent of such floor space unusable but not constitute total destructionunusable, Lessor shall forthwith within seven (7) calendar days of the event of Destruction give written notice to State Lessee of the specific number of days time required to repair the same. If Lessor under such circumstances shall does not give such written notice within fifteen seven (157) calendar days after such destruction, or if such notice shall specify that such repairs will require more than ninety (90) days to complete from the date such notice is given, StateLessee, in either such event, at its option, may terminate this lease Lease or, upon notice to Lessor, may elect to undertake the repairs itself, deducting the cost thereof from the rental due or to become due under this lease and or any other lease between Lessor and StateLessee. (c) In the event of any such destruction Destruction, other than total, where the State Lessee has not terminated the lease Lease as herein provided, provided or pursuant to the terms hereof has not elected to make the repairs itself, Lessor shall diligently prosecute the repair of the leased premises and, in said Premises and if for any event, if reason said repairs are not completed within the period of thirty (30) days for destruction Destruction aggregating ten percent (10%) percent or less of the floor spacespace or less, or within the period specified in Lessor's the notice in connection with partial destruction aggregating more than ten of repair from Lessor to Lessee pursuant to Paragraph (10) percentb), above, the State Lessee shall have the option to terminate this lease Lease or complete the repairs itself, deducting the cost thereof from the rental due or to become due under this lease and or any other lease between Lessor and StateLessee. (d) In the event of any such Destruction where the State Lessee remains in possession of the premises though partially destroyedsaid Premises, the rental as herein provided shall be reduced by the same ratio as the net square feet floor space the State Lessee is thus precluded from occupying bears to the total net square feet floor space of the Premises. (e) Notwithstanding anything to the contrary contained in this Paragraph 9, in the leased premises. "Net square feet" event such Destruction shall mean actual inside dimensions render more than ten percent (10%) of such floor space unusable and the damage occurs during the last six (6) months of the then current term of this Lease or any renewal period thereof, Lessor shall not include public corridorshave any obligation to repair, stairwellsrestore or reconstruct the Premises. Should Lessor elect not to repair, elevatorsrestore or reconstruct the Premises pursuant to this Paragraph 9(e), and restroomsit shall give written notice of this intent to Lessee within seven (7) days. Should Lessor elect not to repair, Lessee may immediately terminate this Lease with no further obligation whatsoever.

Destruction. a) If In the leased premises are totally destroyed event of a partial destruction of the Building during the term by fire or other casualtycause, Landlord shall repair the same, provided that in Landlord's reasonable estimation such repairs can be made within ninety (90) days (SUBJECT TO DELAYS BEYOND LANDLORD'S CONTROL AND DELAYS IN MAKING INSURANCE ADJUSTMENTS BY LANDLORD) and that full cost of such repairs is insured under Landlord's fire and extended coverage insurance; and in that event such partial destruction shall not annul or void this lease Lease except that the Tenant shall terminatebe entitled to a proportionate reduction of rent while such repairs are being made, such proportionate reduction to be based upon the extent to which the making of such repairs interferes with the business carried on by Tenant in the Premises. If such casualty repairs cannot be made within the above ninety (90) days, either Landlord or Tenant may terminate this Lease; or if the cost of such repairs is not insured as set forth above, Landlord may elect to terminate this Lease. In either event, such termination shall render ten (10) percent or less of be effected by giving notice to the floor space of the leased premises unusable for the purpose intended, Lessor shall effect restoration of the premises as quickly as is reasonably possible, but in any event other party within thirty (30) days. b) days after the damage occurs. If the Lease is not so terminated, Landlord shall make such repairs within a reasonable time with this Lease continuing in full force and effect and the rent proportionately reduced while repairs are being made. In the event such casualty shall render more the Building is destroyed to the extent of not less than ten (10) percent of such floor space unusable but not constitute total destruction, Lessor shall forthwith give notice to State one-third of the specific number then current replacement cost thereof (excluding foundation) Landlord may elect to terminate this Lease, regardless of days required to repair whether the same. If Lessor under such circumstances shall not give such notice Premises are damaged, whether the partial destruction is caused by a casualty which is covered by insurance or whether the repairs can be made within fifteen (15) calendar days after such destruction, or if such notice shall specify that such repairs will require more than ninety (90) days to complete from date such notice is given, State, in either such event, at its option, may days. A total destruction of the Building shall terminate this lease or, upon notice Lease. In respect to Lessor, any partial destruction which Landlord is obligated to repair or may elect to undertake repair under the repairs itselfterms of this paragraph and which can be made within ninety (90) days, deducting the cost thereof provisions of Section 1932, Subdivision 2, and of Section 1933, Subdivision 4, of the Civil Code of the State of California are waived by Tenant. Notwithstanding anything to the contrary contained in this Article, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises when the damage resulting from the rental due to become due any casualty covered under this lease and Article occurs during the last twelve (12) months of the term of this Lease or any extension thereof. Landlord shall not be required to repair any injury or damage by fire or other cause, or to make any repairs or replacements of any panels, decoration, office fixtures, railings, floor covering, partitions, or any other lease between Lessor and State. c) In property installed in the event of Premises by Tenant. Tenant shall not be entitled to any such destruction other than total, where the State has not terminated the lease as herein provided, compensation or pursuant to the terms hereof has not elected to make the repairs itself, Lessor shall diligently prosecute the repair damages from Landlord for loss of the leased premises and, in any event, if repairs are not completed within the period of thirty (30) days for destruction aggregating ten (10) percent or less use of the floor space, whole or within the period specified in Lessor's notice in connection with partial destruction aggregating more than ten (10) percent, the State shall have the option to terminate this lease or complete the repairs itself, deducting the cost thereof from the rental due or to become due under this lease and any other lease between Lessor and State. d) In the event the State remains in possession part of the premises though partially destroyedPremises. Tenant's personal property or any inconvenience or annoyance occasioned by such damage, the rental as herein provided shall be reduced by the same ratio as the net square feet the State is thus precluded from occupying bears to the total net square feet in the leased premises. "Net square feet" shall mean actual inside dimensions and shall not include public corridorsrepair, stairwells, elevators, and restroomsreconstruction or restoration.

Destruction. aA. If during the term of this Lease, or any extension thereof, any portion of the Premises or any building, structure or improvement thereof, thereon or therein, or appurtenant thereto, is damaged or destroyed by fire or other casualty as a result of a peril insured against pursuant to this Lease, Tenant shall forthwith give notice thereof to Landlord and then Landlord shall thereafter commence promptly, after adjustments of insurance, and building weather permitting, at its own cost, to repair, replace and rebuild the Premises, but to the extent only of proceeds received by Landlord from insurance and to the extent only of Landlord’s work prior to occupancy of the Premises by Tenant. In no event shall Landlord be obligated to expend a greater sum for the restoration of the Premises than the sum Landlord received as insurance proceeds due to said damage or destruction. Notwithstanding anything to the contrary, Landlord will commence making repairs immediately following such damage or destruction provided that Tenant advances the necessary funds to Landlord to cover the cost thereof. If Tenant, after obtaining Landlord’s permission, makes the necessary repairs, Landlord will make reimbursement to Tenant of the actual cost thereof, not to exceed the insurance proceeds received by Landlord. Nothing in this paragraph shall require Landlord to restore, replace or repair any inventory, furniture, chattels, signs, contents, fixtures, (including trade fixtures) or personal property of Tenant located, on, in, or about the Premises, or which serve the Premises or rebuild the Premises in the condition and state that existed before any such damage or destruction. B. Notwithstanding anything to the contrary contained in this Lease, in the event of any destruction of the building to the extent of more than fifty (50%) percent of the cost of total replacement thereof, at a time when less than two (2) years remain in the term hereof, Landlord may elect to terminate this lease on thirty (30) days notice to Tenant, given at any time within sixty (60) days after such damage or destruction, and in such case all proceeds shall be paid and belong to Landlord and upon such termination neither party ​ shall be thereafter under any obligation to the other for any liability under this Lease which shall thereafter accrue. C. Except to the extent Landlord receives rent insurance as hereinabove provided, neither the rent payable by Tenant nor any of Tenant’s other obligations under the other provisions of this Lease shall be affected by any damage to or destruction of the Premises, and Tenant expressly waives such additional rights as it might otherwise have under any law or statute by reason of damage or destruction of the Premises by fire or any other cause. D. If all or any portion of the leased premises are totally destroyed Premises shall be damaged or rendered untenantable by fire or other casualty, and Landlord has not terminated this lease shall terminate. If such casualty shall render ten Lease pursuant to Subsection (10B) percent or less and Landlord has not substantially completed the making of the floor space required repairs and restored and rebuilt the Premises and/or access thereto within six (6) months from the date of receipt of the leased premises unusable for the purpose intendedinsurance proceeds of insurance, Lessor shall effect restoration which date is subject to extension in accordance with Section 29 of the premises as quickly as is reasonably possiblethis Lease and by reason of Tenant Delay, but in any event Tenant may serve notice on Landlord of its intention to terminate this Lease, and, if within thirty (30) days. b) In days thereafter Landlord shall not have substantially completed the event such casualty making of the required repairs and restored and rebuilt the Premises, this Lease shall render more than ten (10) percent terminate on the expiration of such floor space unusable but not constitute total destruction, Lessor shall forthwith give notice to State of the specific number of days required to repair the same. If Lessor under such circumstances shall not give such notice within fifteen (15) calendar days after such destruction, or if such notice shall specify that such repairs will require more than ninety (90) days to complete from date such notice is given, State, in either such event, at its option, may terminate this lease or, upon notice to Lessor, may elect to undertake the repairs itself, deducting the cost thereof from the rental due to become due under this lease and any other lease between Lessor and State. c) In the event of any such destruction other than total, where the State has not terminated the lease as herein provided, or pursuant to the terms hereof has not elected to make the repairs itself, Lessor shall diligently prosecute the repair of the leased premises and, in any event, if repairs are not completed within the period of thirty (30) days day period as if such termination date were the Expiration Date, and, provided Tenant is not in default under the terms and conditions of this Lease, any prepaid portion of Base Rent and additional rent for destruction aggregating ten (10) percent any period after the date of such fire or less of the floor space, or within the period specified in Lessor's notice in connection with partial destruction aggregating more than ten (10) percent, the State shall have the option to terminate this lease or complete the repairs itself, deducting the cost thereof from the rental due or to become due under this lease and any other lease between Lessor and State. d) In the event the State remains in possession of the premises though partially destroyed, the rental as herein provided casualty shall be reduced refunded by the same ratio as the net square feet the State is thus precluded from occupying bears Landlord to the total net square feet in the leased premises. "Net square feet" shall mean actual inside dimensions and shall not include public corridors, stairwells, elevators, and restroomsTenant.

Destruction. a) If the leased premises Premises or the Building are totally destroyed damaged by fire or other casualty, Landlord shall forthwith repair the same, provided that such repairs can be made within one hundred eighty (180) days after the date of such damage under the laws and regulations of the federal, state and local governmental authorities having jurisdiction thereof. In such event, this lease Lease shall terminateremain in full force and effect except that Tenant shall be entitled to a proportionate reduction of Base Rent and Additional Charges while such repairs to be made hereunder by Landlord are being made. Such proportionate reduction shall be based upon the extent to which such damage and the making of such repairs by Landlord shall interfere with the business carried on by Tenant in the Premises. Within sixty (60) days after the date of such damage (or as soon as reasonably possible after such sixty (60) day period), Landlord shall notify Tenant whether or not such repairs can be made within one hundred eighty (180) days after the date of such damage and Landlord's determination thereof shall be binding on Tenant. If such casualty repairs cannot be made within one hundred eighty (180) days from the date of such damage, Landlord shall render ten (10) percent or less of have the floor space of the leased premises unusable for the purpose intendedoption, Lessor shall effect restoration of the premises as quickly as is reasonably possible, but in any event within thirty (30) days. b) In days after the event such casualty shall render more than ten (10) percent date of Landlord's notice to Tenant of such floor space unusable but not constitute total destruction, Lessor shall forthwith give notice to State determination either to: (i) notify Tenant of the specific number of days required Landlord's intention to repair the same. If Lessor under such circumstances shall not give damage and diligently prosecute such notice within fifteen (15) calendar days after such destruction, or if such notice shall specify that such repairs will require more than ninety (90) days to complete from date such notice is given, Staterepairs, in either such event, at its option, may which event this Lease shall continue in full force and effect and the Base Rent and Additional Charges shall be reduced as provided herein; or (ii) notify Tenant of Landlord's election to terminate this lease orLease as of a date specified in such notice, upon notice to Lessor, may elect to undertake the repairs itself, deducting the cost thereof from the rental due to become due under this lease and any other lease between Lessor and State. c) In the event of any such destruction other which date shall be not less than total, where the State has not terminated the lease as herein provided, or pursuant to the terms hereof has not elected to make the repairs itself, Lessor shall diligently prosecute the repair of the leased premises and, in any event, if repairs are not completed within the period of thirty (30) days for destruction aggregating ten (10) percent or less of the floor space, or within the period specified in Lessor's notice in connection with partial destruction aggregating nor more than ten sixty (1060) percent, the State shall have the option to terminate this lease or complete the repairs itself, deducting the cost thereof from the rental due or to become due under this lease and any other lease between Lessor and State. d) days after notice is given. In the event that such notice to terminate is given by Landlord, this Lease shall terminate on the State remains date specified in possession such notice. In case of the premises though partially destroyedtermination, the rental as herein provided Base Rent and Additional Charges shall be reduced by a proportionate amount based upon the same ratio as extent to which such damage interfered with the net square feet business carried on by Tenant in the State is thus precluded from occupying bears Premises, and Tenant shall pay such reduced Base Rent and Additional Charges up to the total net square feet date of termination based upon an estimate produced by Landlord, with a final settlement of Additional Charges to be completed after the end of the applicable Tax Year and/or Expense Year, in the leased premisesaccordance with Article 5 above. "Net square feet" shall mean actual inside dimensions Landlord agrees to refund to Tenant any Base Rent and Additional Charges previously paid for any period of time subsequent to such date of termination. The repairs to be made hereunder by Landlord shall not include public corridors, stairwells, elevatorsinclude, and restrooms.Landlord shall not be required to repair, any damage by fire or other cause to the property of Tenant or any damage caused by the negligence of Tenant, its contractors, agents, licensees or

Destruction. In the event the Premises are destroyed in whole or in part from any cause, except for routine maintenance and repairs and incidental damage and destruction caused from vandalism and accidents for which Tenant is responsible for under Paragraph 10. Landlord may, at its option: (a) If Rebuild or restore the leased premises are totally destroyed by fire Premises to their condition prior to the damage or other casualtydestruction, or (b) Terminate this lease shall terminateLease (providing that the Premises is damaged to the extent of 33 1/3% of the replacement cost). If such casualty shall render ten (10) percent or less of the floor space of the leased premises unusable for the purpose intended, Lessor shall effect restoration of the premises as quickly as is reasonably possible, but Landlord does not give Tenant notice in any event writing within thirty (30) days. b) In days from the event such casualty shall render more than ten (10) percent of such floor space unusable but not constitute total destruction, Lessor shall forthwith give notice to State destruction of the specific number Premises of days required its election to either rebuild and restore them, or to terminate this Lease, Landlord shall be deemed to have elected to rebuild or restore them, in which event Landlord agrees, at its expense, promptly to rebuild or restore the Premises to their condition prior to the damage or destruction. Tenant shall be entitled to a reduction in rent while such repair is being made in the sameproportion that the area of the Premises rendered untenantable by such damage bears to the total area of the Premises. If Lessor under Landlord initially estimates that the rebuilding or restoration will exceed 180 days or if Landlord does not complete the rebuilding or restoration within one hundred eighty (180) days following the date of destruction (such circumstances period of time to be extended for delays caused by the fault or neglect of Tenant or because of Acts of God, acts of public agencies, labor disputes, strikes, fires, freight embargoes, rainy or stormy weather, inability to obtain materials, supplies or fuels, acts of contractors or subcontractors, or delay of the contractors or subcontractors due to such causes or other contingencies beyond the control of Landlord), then Tenant shall not give such notice within have the right to terminate this Lease by giving fifteen (15) calendar days after such destruction, or if such notice shall specify that such repairs will require more than ninety (90) days to complete from date such notice is given, State, in either such event, at its option, may terminate this lease or, upon prior written notice to Lessor, may elect to undertake the repairs itself, deducting the cost thereof from the rental due to become due under this lease and any other lease between Lessor and State. c) In the event of any such destruction other than total, where the State has not terminated the lease as Landlord. Notwithstanding anything herein provided, or pursuant to the terms hereof has not elected contrary, Landlord's obligation to make rebuild or restore shall be limited to the repairs itself, Lessor shall diligently prosecute the repair building and interior improvements constructed by Landlord as they existed as of the leased premises and, in any event, if repairs are not completed within the period of thirty (30) days for destruction aggregating ten (10) percent or less commencement date of the floor space, or within the period specified in Lessor's notice in connection with partial destruction aggregating more than ten (10) percent, the State shall have the option to terminate this lease or complete the repairs itself, deducting the cost thereof from the rental due or to become due under this lease and any other lease between Lessor and State. d) In the event the State remains in possession of the premises though partially destroyed, the rental as herein provided shall be reduced by the same ratio as the net square feet the State is thus precluded from occupying bears to the total net square feet in the leased premises. "Net square feet" shall mean actual inside dimensions Lease and shall not include public corridorsrestoration of Tenant's trade fixtures, stairwellsequipment, elevatorsmerchandise, or any improvements, alterations or additions made by Tenant to the Premises, which Tenant shall forthwith replace or fully repair at Tenant's sole cost and restroomsexpense provided this Lease is not cancelled according to the provisions above. Unless this Lease is terminated pursuant to the foregoing provisions, this Lease shall remain in full force and effect. Tenant hereby expressly waives the provisions of Section 1932, Subdivision 2, in Section 1933, Subdivision 4 of the California Civil Code. In the event that the building in which the Premises are situated is damaged or destroyed to the extent of not less than 33 1/3% of the replacement cost thereof, Landlord may elect to terminate this Lease, whether the Premises be injured or not.

Destruction. a) If In the leased premises are event the Building is totally or partially destroyed by fire or other casualty, this lease shall terminate. If such casualty shall render ten (10) percent or less of the floor space of the leased premises unusable for the purpose intended, Lessor shall effect restoration of the premises as quickly as is reasonably possible, but in any event within thirty (30) days. b) In the event such casualty shall render more than ten (10) percent of such floor space unusable but not constitute total destruction, Lessor shall forthwith give notice to State of the specific number of days required to repair the same. If Lessor under such circumstances shall not give such notice within fifteen (15) calendar days after such destruction, or if such notice shall specify that such repairs will require more than ninety (90) days to complete from date such notice is given, State, in either such eventLandlord, at its sole option, may terminate this lease or, upon Lease by notice to Lessor, may elect to undertake the repairs itself, deducting the cost thereof from the rental due to become due under this lease and any other lease between Lessor and State. c) In the event of any such destruction other than total, where the State has not terminated the lease as herein provided, or pursuant in writing to the terms hereof has not elected Tenant whereupon the Tenant shall immediately surrender the Leased Premises and all its interest therein to make the repairs itself, Lessor shall diligently prosecute the repair of the leased premises and, in any event, if repairs are not completed within the period of thirty (30) days for destruction aggregating ten (10) percent or less of the floor space, or within the period specified in Lessor's notice in connection with partial destruction aggregating more than ten (10) percent, the State shall have the option to terminate this lease or complete the repairs itself, deducting the cost thereof from the rental due or to become due under this lease and any other lease between Lessor and State. d) Landlord. In the event the State remains Landlord does not elect to terminate this Lease, the Landlord covenants lo repair and restore the Leased Premises, provided that the Landlord shall only be required to repair and restore the Leased Premises to a condition similar to the condition the Leased Premises were in possession at the commencement of the premises though partially Term and the Tenant shall be responsible to repair and restore all of the leasehold improvements to the condition they existed at the lime of such destruction and to repair and restore all of the Tenant’s trade fixtures, equipment, decorations or any other work done by the Tenant in the Leased Premises after the commencement of the Term. If the Leased Premises is rendered wholly unusable (as certified by the Landlord), then Rent shall ▇▇▇▇▇ for such period of time as the Leased Premises is unusable. The Tenant agrees that in the event of damage or destruction to the Leased Premises or any part thereof covered by insurance carried by the Tenant, the Tenant shall use the proceeds of any such insurance for the purpose of repairing or restoring such damage or destruction, including the leasehold improvements. Provided however, in the event of damage to or destruction of the Leased Premises or the Building entitling the Landlord to terminate this Lease as set-out above, then, if the Leased Premises or any part thereof have been damaged or destroyed, the rental as herein provided Tenant shall be reduced by the same ratio as the net square feet the State is thus precluded from occupying bears pay to the total net square feet Landlord, or irrevocably assign to the Landlord, all of the Tenant’s insurance proceeds relating to any leasehold improvements in the leased premises. "Net square feet" Leased Premises and if the Leased Premises have not been damaged or destroyed, the terms of Section 14 shall mean actual inside dimensions and shall not include public corridorsapply in relation to the delivery or removal of the leasehold improvements, stairwells, elevators, and restroomsin the Landlord’s discretion.

Destruction. If, during the Base Term of this Lease or any extension thereof, the Leased Premises is: (a) If the leased premises are totally destroyed by fire or any other casualtycasualty whatsoever, this lease shall terminate. If or; (b) partially destroyed so as to render the Premises unfit for occupancy or Lessee's reasonable beneficial use and enjoyment or conduct of Lessee's usual business therein, or; (c) destroyed by a casualty which is not covered by Lessor's insurance, or if such casualty shall render ten (10) percent is covered by Lessor's insurance but a mortgagee of Lessor or less of the floor space of the leased premises unusable other party entitled to insurance proceeds fails to make such proceeds available to Lessor in an amount sufficient for the purpose intended, Lessor shall effect restoration of the premises Leased Premises (provided, however, that Lessor agrees to make a good faith effort to have such mortgagee make such proceeds available for full restoration or rebuilding); then Lessor shall make its reasonable determination as quickly as is reasonably possible, but in any event to the length of time to complete such repairs within thirty (30) days. b) days of the casualty and shall notify Lessee of same as provided herein. In the event such casualty shall render restoration is reasonably estimated by Lessor to take more than ten one hundred twenty (10120) percent of such floor space unusable but not constitute total destruction, Lessor shall forthwith give notice to State days from the date of the specific number of days required to repair the same. If Lessor under such circumstances shall not give such notice within fifteen (15) calendar days after such destructiondestruction or casualty, or if such notice in the event the above described destruction or casualty should occur within the last two (2) years of the Base Term or extension thereof, then Lessor or Lessee shall specify that such repairs will require more than ninety (90) days have the right to complete from date such notice is given, State, in either such event, at its option, may terminate this lease or, upon notice to Lessor, may elect to undertake the repairs itself, deducting the cost thereof from the rental due to become due under this lease and any other lease between Lessor and State. c) Lease. In the event of any such destruction other than totalthat the Lease is terminated in accordance with the foregoing provisions, where the State has not terminated the lease as herein provided, or pursuant to the terms hereof has not elected to make the repairs itself, Lessor Lessee shall diligently prosecute the repair of the leased premises and, in any event, if repairs are not completed surrender within the period of thirty (30) days for of notification the Leased Premises and interest therein, and Lessee shall pay rent only to the time of such destruction aggregating ten (10) percent or less casualty. In case of the floor spacetotal or partial damage or destruction to the Leased Premises, Lessor shall re-enter and repossess the same or any part thereof for the purpose of removing or repairing the loss or damage and shall proceed with due diligence to the repair of same unless, under the foregoing provisions of this Article XII, the Lease shall have been terminated. The Rent during the period of such repairs shall be wholly abated if all of the Premises have been thus repossessed by Lessor or otherwise made unavailable to Lessee for Lessee's reasonable beneficial use and enjoyment or Lessee's conduct of Lessee's usual business therein for the purpose of repair for the period that Lessee has been dispossessed; and if only a portion of the Premises is thus repossessed or otherwise unavailable to Lessee for Lessee's reasonable beneficial use and enjoyment or Lessee's conduct of Lessee's usual business therein, the Rent shall be abated for such dispossession or unavailability pro rata, based on the portion of the Leased Premises thus repossessed or rendered unavailable during the period of repossession or unavailability. Any Rent abatement under this Article XII shall commence as of the date of the destruction. Lessor shall not be required to rebuild, repair, or replace any part of the personal property , furniture, equipment, fixtures, and other improvements which may have been placed by Lessee or other lessees within Building or Leased Premises, unless the period specified in damage thereto is caused by the sole negligence or willful act or omission or default hereunder of Lessor or Lessor's notice agents, employees, subtenants, assignees, or independent contractors. Any insurance which may be carried by Lessor or Lessee for damage to the Building or to the Leased Premises or to any personal property, fixtures, and related items therein shall be for the sole benefit of the party carrying such insurance and under its sole control; provided, however, Lessor shall carry insurance for the benefit of Lessor and Lessee sufficient to cover the full replacement cost of the shell of the Leased Premises and an amount equal to the initial Lessee improvements and related allowances set forth in connection with partial destruction aggregating more than ten (10) percentArticle VII of this Lease as well as insurance sufficient to cover Lessee's furniture, the State equipment, fixtures, personal property, and other improvement that Lessor shall have liability therefor under Article VII. Should Building or the option Premises be destroyed or damaged by fire or other casualty that is due to terminate this lease the direct negligence or complete the repairs itselfwillful or wanton conduct of Lessee or Lessee's agents, deducting the cost thereof from the rental due employees, subtenants, assignees or to become due under this lease independent contractors, Lessor may repair such damage, and any other lease between Lessor and State. d) In the event the State remains in possession of the premises though partially destroyed, the rental as herein provided there shall be reduced by the same ratio as the net square feet the State is thus precluded from occupying bears to the total net square feet in the leased premises. "Net square feet" shall mean actual inside dimensions and shall not include public corridors, stairwells, elevators, and restroomsno apportionment or abatement of Rent.

Destruction. If all or any portion of the Property is damaged by a fire, any other casualty or any other cause ("Destruction"), then Seller shall promptly notify Buyer in writing thereof if the cost of repair is reasonably likely to exceed Three Million Dollars ($3,000,000). Additionally: (a) If the leased premises are totally destroyed by fire cost to repair any Destruction is reasonably likely to be less than Thirty Million Dollars ($30,000,000), then the parties will proceed to Closing (with no delay in the Closing Date or other casualtyreduction in the Purchase Price) and, this lease at Buyer's option: (i) Seller shall terminate. If diligently pursue the repair of such casualty shall render ten Destruction to completion (10) percent with Buyer granting Seller or less of its representatives, agents and contractors access to the floor space of Premises after the leased premises unusable Closing Date for the purpose intended, Lessor of effecting repairs) and retain all insurance proceeds resulting therefrom or (ii) Seller shall effect restoration assign any and all resulting insurance proceeds to Buyer without repairing the damage. Buyer shall make the foregoing election within twenty (20) days of Seller's written notice of the premises as quickly as Destruction to Buyer. If Buyer fails to make an election within this time period, Buyer will be deemed to have elected to receive the insurance proceeds in lieu of Seller making repairs. (b) If the cost to repair any Destruction is reasonably possiblelikely to be equal to or greater than Thirty Million Dollars ($30,000,000), but in any event then, within thirty twenty (3020) days. b) In the event such casualty shall render more than ten (10) percent days of being notified by Seller of such floor space unusable but not constitute total destructionDestruction, Lessor shall forthwith give notice to State of the specific number of days required to repair the same. If Lessor under such circumstances shall not give such notice within fifteen (15) calendar days after such destruction, or if such notice shall specify that such repairs will require more than ninety (90) days to complete from date such notice is given, State, in either such eventBuyer, at its option, may terminate this lease orshall either (i) proceed to Closing without any delay in the Closing Date or reduction in the Purchase Price, upon notice with Buyer to Lessor, may elect to undertake the repairs itself, deducting the cost thereof from the rental due to become due under this lease be assigned any and any other lease between Lessor and State. c) In the event of any such destruction other than total, where the State has not terminated the lease as herein provided, or pursuant to the terms hereof has not elected to make the repairs itself, Lessor shall diligently prosecute the repair of the leased premises and, in any event, if repairs are not completed within the period of thirty (30) days for destruction aggregating ten (10) percent or less of the floor space, or within the period specified in Lessor's notice all resulting insurance proceeds payable in connection with partial destruction aggregating more the Destruction, or (ii) terminate this Agreement by written notice to Seller given within twenty (20) days of Buyer's receipt of Seller's notice of the Destruction. (However, if there are less than ten twenty (1020) percentdays before the Closing Date, the State Buyer shall (i). Upon Seller's receipt of Buyer's timely notice of termination under Section 9.01(b)(ii), this Agreement shall cease and terminate and be of no further force or effect and neither party shall have the option to terminate this lease any rights against or complete the repairs itself, deducting the cost thereof from the rental due or to become due under this lease and any other lease between Lessor and State. d) In the event the State remains in possession of the premises though partially destroyed, the rental as herein provided shall be reduced by the same ratio as the net square feet the State is thus precluded from occupying bears obligations to the total net square feet in the leased premises. "Net square feet" shall mean actual inside dimensions and shall not include public corridors, stairwells, elevatorsother by reason of this Agreement and/or such termination, and restroomsthe Escrow Agent shall return the Deposit to Buyer, less one-half (1/2) of Escrow Agent's fees and expenses.

Destruction. a) If the leased premises are totally destroyed by fire or other casualty, this lease shall terminate. If such casualty shall render ten (10) percent or less of the floor space of the leased premises unusable for the purpose intended, Lessor shall effect restoration of the premises as quickly as is reasonably possible, but in any event within thirty (30) days. b) In the event such casualty shall render more than ten (10) percent of such floor space unusable but not constitute total destructionthe Premises are destroyed in whole or in part from any cause, Lessor shall forthwith give notice to State of the specific number of days required to repair the same. If Lessor except for routine maintenance and repairs and incidental damage and destruction caused from vandalism and accidents for which Tenant is responsible under such circumstances shall not give such notice within fifteen (15) calendar days after such destructionPara▇▇▇▇▇ ▇, or if such notice shall specify that such repairs will require more than ninety (90) days to complete from date such notice is given, State, in either such event▇▇▇▇▇▇▇▇ ▇▇▇, at its option, may terminate this lease or, upon notice : (a) Rebuild or restore the Premises to Lessor, may elect to undertake the repairs itself, deducting the cost thereof from the rental due to become due under this lease and any other lease between Lessor and State. c) In the event of any such destruction other than total, where the State has not terminated the lease as herein provided, or pursuant their condition prior to the terms hereof has damage or destruction, or (b) Terminate this Lease. If Landlord does not elected to make the repairs itself, Lessor shall diligently prosecute the repair of the leased premises and, give Tenant notice in any event, if repairs are not completed writing within the period of thirty THIRTY (30) days for DAYS from the destruction aggregating ten (10) percent or less of the floor spacePremises of its election to either rebuild and restore them, or within the period specified in Lessor's notice in connection with partial destruction aggregating more than ten (10) percent, the State shall have the option to terminate this lease Lease, Landlord shall be deemed to have elected to rebuild or complete restore them, in which event Landlord agrees, at its expense, promptly to rebuild or restore the repairs itself, deducting Premises to their condition prior to the cost thereof from damage or destruction. Tenant shall be entitled to a reduction in rent while such repair is being made in the rental due or to become due under this lease and any other lease between Lessor and State. d) In proportion that the event the State remains in possession area of the premises though partially destroyed, the rental as herein provided shall be reduced Premises rendered untenantable by the same ratio as the net square feet the State is thus precluded from occupying such damage bears to the total net square feet in area of the leased premisesPremises. "Net square feet" If Landlord does not complete the rebuilding or restoration within ONE HUNDRED EIGHTY (180) days following the date of destruction (such period of time to be extended for delays caused by the fault or neglect of Tenant or because of Acts of God, acts of public agencies, labor disputes, strikes, fires, freight embargoes, rainy or stormy weather, inability to obtain materials, supplies or fuels, acts of contractors or subcontractors, or delay of the contractors or subcontractors due to such causes or other contingencies beyond the control of Landlord), then Tenant shall mean actual inside dimensions have the right to terminate this Lease by giving FIFTEEN (15) DAYS' prior written notice to Landlord. Notwithstanding anything herein to the contrary, Landlord's obligation to rebuild or restore shall be limited to the building and interior improvements constructed by Landlord as they existed as of the commencement date of the Lease and shall not include public corridorsrestoration of Tenant's trade fixture, stairwellsequipment, elevatorsmerchandise, or any improvements, alterations or additions made by Tenant to the Premises, which Tenant shall forthwith replace or fully repair at Tenant's sole cost and restroomsexpense provided this Lease is not cancelled according to the provisions above. Unless this Lease is terminated pursuant to the foregoing provisions, this Lease shall remain in full force and effect. Tenant hereby expressly waives the provisions of Section 1932, Subdivision 2, in Section 1933, Subdivision 4 of the California Civil Code. In the event that the building in which the Premises are situated is damaged or destroyed to the extent of not less than 33-1/3% of the replacement cost thereof, Landlord may elect to terminate this Lease, whether the Premises be injured or not. In the event Tenant causes the destruction of the Premises, Tenant shall pay the deductible portion of Landlord's insurance proceeds.

Destruction. a) If In the leased premises are event the Building is totally or partially destroyed by fire or other casualty, this lease shall terminate. If such casualty shall render ten (10) percent or less of the floor space of the leased premises unusable for the purpose intended, Lessor shall effect restoration of the premises as quickly as is reasonably possible, but in any event within thirty (30) days. b) In the event such casualty shall render more than ten (10) percent of such floor space unusable but not constitute total destruction, Lessor shall forthwith give notice to State of the specific number of days required to repair the same. If Lessor under such circumstances shall not give such notice within fifteen (15) calendar days after such destruction, or if such notice shall specify that such repairs will require more than ninety (90) days to complete from date such notice is given, State, in either such eventLandlord, at its sole option, may terminate this lease or, upon Lease by notice to Lessor, may elect to undertake the repairs itself, deducting the cost thereof from the rental due to become due under this lease and any other lease between Lessor and State. c) In the event of any such destruction other than total, where the State has not terminated the lease as herein provided, or pursuant in writing to the terms hereof has not elected Tenant whereupon the Tenant shall immediately surrender the Leased Premises and all its interest therein to make the repairs itself, Lessor shall diligently prosecute the repair of the leased premises and, in any event, if repairs are not completed within the period of thirty (30) days for destruction aggregating ten (10) percent or less of the floor space, or within the period specified in Lessor's notice in connection with partial destruction aggregating more than ten (10) percent, the State shall have the option to terminate this lease or complete the repairs itself, deducting the cost thereof from the rental due or to become due under this lease and any other lease between Lessor and State. d) Landlord. In the event the State remains Landlord does not elect to terminate this Lease, the Landlord covenants to repair and restore the Leased Premises, provided that the Landlord shall only be required to repair and restore the Leased Premises to a condition similar to the condition the Leased Premises were in possession at the commencement of the premises though partially Term and the Tenant shall be responsible to repair and restore all of the leasehold improvements to the condition they existed at the time of such destruction and to repair and restore all of the Tenant’s trade fixtures, equipment, decorations or any other work done by the Tenant in the Leased Premises after the commencement of the Term. If the Leased Premises is rendered wholly unusable (as certified by the Landlord), then Rent shall a▇▇▇▇ for such period of time as the Leased Premises is unusable. The Tenant agrees that in the event of damage or destruction to the Leased Premises or any part thereof covered by insurance carried by the Tenant, the Tenant shall use the proceeds of any such insurance for the purpose of repairing or restoring such damage or destruction, including the leasehold improvements. Provided however, in the event of damage to or destruction of the Leased Premises or the Building entitling the Landlord to terminate this Lease as set-out above, then, if the Leased Premises or any part thereof have been damaged or destroyed, the rental as herein provided Tenant shall be reduced by the same ratio as the net square feet the State is thus precluded from occupying bears pay to the total net square feet Landlord, or irrevocably assign to the Landlord, all of the Tenant’s insurance proceeds relating to any leasehold improvements in the leased premises. "Net square feet" Leased Premises and if the Leased Premises have not been damaged or destroyed, the terms of Section 14 shall mean actual inside dimensions and shall not include public corridorsapply in relation to the delivery or removal of the leasehold improvements, stairwells, elevators, and restroomsin the Landlord’s discretion.

Destruction. a) If the leased premises are totally destroyed by fire or other casualty, this lease shall terminate. If such casualty shall render ten (10) percent or less of the floor space of the leased premises unusable for the purpose intended, Lessor shall effect restoration of the premises as quickly as is reasonably possible, but in any event within thirty (30) days. b) In the event such casualty shall render more than ten (10) percent of such floor space unusable but not constitute total destruction, Lessor shall forthwith give notice to State TTU of the specific number of days required to repair the same. If Lessor under such circumstances shall not give such notice within fifteen (15) calendar days after such destruction, or if such notice shall specify that such repairs will require more than ninety (90) days to complete from date such notice is given, State, in either such event, at its option, may terminate this lease or, upon notice to Lessor, may elect to undertake the repairs itself, deducting the cost thereof from the rental due to become due under this lease and any other lease between Lessor and State.ninety c) In the event of any such destruction other than total, where the State TTU has not terminated the lease as herein provided, or pursuant to the terms hereof has not elected to make the repairs itself, Lessor shall diligently prosecute the repair of the leased premises and, in any event, if repairs are not completed within the period of thirty (30) days for destruction aggregating ten (10) percent or less of the floor space, or within the period specified in Lessor's notice in connection with partial destruction aggregating more than ten (10) percent, the State TTU shall have the option to terminate this lease or complete the repairs itself, deducting the cost thereof from the rental due or to become due under this lease and any other lease between Lessor and StateTTU. d) In the event the State TTU remains in possession of the premises though partially destroyed, the rental as herein provided shall be reduced by the same ratio as the net square feet the State TTU is thus precluded from occupying bears to the total net square feet in the leased premises. "Net square feet" shall mean actual inside dimensions and shall not include public corridors, stairwells, elevators, and restrooms.