Common use of Destruction Clause in Contracts

Destruction. 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 damage shall 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 the total amount of the proceeds of insurance policies carried or required to be carried by Landlord with respect to the 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 the Required Casualty Insurance being included in Triple Net Charges except as provided in Subparagraph 15.B. In such event, this Agreement shall continue in full force and effect, provided however that in the event such restoration is not substantially completed within twelve (12) months after the date of the casualty, and the Tenant cannot make effective use of the Premises for its business purposes by the end of that one year period, 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 Agreement, if Tenant fails to exercise such termination right within 10 business days following Landlord’s notice of the additional time for restoration.

Destruction. A. In If the event Project is totally or partially destroyed during ----------- the Term, rendering the Premises totally or the Improvements are damaged by any casualty which is covered under insurance carried (partially inaccessible or required by Subparagraph 8.C to be carried) by Landlordunusable, then, subject to Subparagraph 15.Bthe remainder of this Paragraph, such damage shall 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) Landlord shall restore the Project to substantially the same condition as it was in immediately before such restoration can be completed within twelve (12) months after the date of the casualtydestruction, and (ii) Landlord shall not be required to expend for 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 restoration more than excluded items being the total amount 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) the area of the Premises rendered unusable or inaccessible by 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 before the later of 60 days after such destruction or 60 days after Landlord's receipt of the proceeds from insurance maintained by Landlord, 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 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 policies carried or required proceeds relating to be carried 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 destruction, and (3) this Lease shall terminate 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) and 1933(4) or any successor statute with respect to any destruction of the 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 the Required Casualty Insurance being included in Triple Net Charges except as provided in Subparagraph 15.B. Premises. In such event, this Agreement shall continue in full force and effect, provided however that in the event Landlord restores the Premises following any such restoration is not substantially completed within twelve (12) months after the date of the casualtydestruction, Tenant shall immediately refixturize, re-equip, and restock the Tenant cannot make effective use of Premises and shall re-open the Premises for its business purposes by the end of that one year period, 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 as soon thereafter as 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 Agreement, if Tenant fails to exercise such termination right within 10 business days following Landlord’s notice of the additional time for restorationreasonably practicable.

Destruction. A. In the event the Premises are destroyed in whole or in part ----------- from any cause, Lessor may, at its option, (1.) rebuild or restore the Improvements are damaged by any casualty which is covered under insurance carried (or required by Subparagraph 8.C Premises to be carried) by Landlord, then, subject to Subparagraph 15.B, such damage shall be restored by Landlord to the their condition existing prior to the casualtydamage or destruction or (2.) terminate the Lease. If Lessor does not give Lessee notice in writing within thirty (30) days from the destruction of the Premises of its election either to rebuild and restore the Premises, if the Casualty occurs after the Commencement Date or to terminate this Lease, Lessor shall be deemed to have elected to rebuild or restore them, in which event Lessor agrees, at its expense, promptly to rebuild or restore the Required Delivery Condition, if the Casualty occurs Premises to its condition prior to the Commencement Date; provided damage or destruction. If Lessor 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 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 have the right to terminate this Lease by giving fifteen (15) 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. If Lessor reasonably estimates that the restoration referenced herein will require 180 days or more, which estimate shall be delivered to Lessee within nor more than thirty (i30) such restoration can be completed within twelve (12) months days after the date occurrence of the casualty, and (ii) Landlord Lessee shall be entitled to terminate this Lease effective upon written notice of such election to Lessor, provided Lessee is not be required to expend for such restoration more than the total amount cause of the proceeds of insurance policies carried said damage or required to be carried by Landlord with respect destruction. Unless this Lease is terminated pursuant to the 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 the Required Casualty Insurance being included in Triple Net Charges except as provided in Subparagraph 15.B. In such eventforegoing provisions, this Agreement Lease shall continue remain in full force and effect. Lessee hereby expressly waives the provisions of Section 1932, provided however that in Subdivision 2, and Section 1933, Subdivision 4, of the California Civil Code. In the event such restoration that the building in which the Premises are situated is damaged or destroyed to the extent of not substantially completed within twelve less than fifty (1250%) months after the date of the casualtyreplacement cost thereof, and the Tenant cannot make effective use of the Premises for its business purposes by the end of that one year period, 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 Lessor may elect to terminate this Lease, whether the Agreement, provided, that Tenant shall Premises be deemed to have waived its right to terminate this Agreement, if Tenant fails to exercise such termination right within 10 business days following Landlord’s notice of the additional time for restorationinjured or not.

Destruction. A. In the event the Premises are destroyed in whole or in part ----------- from any cause, Lessor may, at its option, (1.) rebuild or restore the Improvements are damaged by any casualty which is covered under insurance carried (or required by Subparagraph 8.C Premises to be carried) by Landlord, then, subject to Subparagraph 15.B, such damage shall be restored by Landlord to the their condition existing prior to the casualtydamage or destruction or (2.) terminate the Lease. If Lessor does not give Lessee notice in writing within thirty (30) days from the destruction of the Premises of its election either to rebuild and restore the Premises, if the Casualty occurs after the Commencement Date or to terminate this Lease, Lessor shall be deemed to have elected to rebuild or restore them, in which event Lessor agrees, at its expense, promptly to rebuild or restore the Required Delivery Condition, if the Casualty occurs Premises to its condition prior to the Commencement Date; provided damage or destruction. If Lessor 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 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 contractors or subcontractors due to such causes or other contingencies beyond control of Lessor), then Lessee shall have the right to terminate this Lease by giving fifteen (15) 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. If Lessor reasonably estimates that the restoration referenced herein will require 180 days or more, which estimate shall be delivered to Lessee within nor more than thirty (i30) such restoration can be completed within twelve (12) months days after the date occurrence of the casualty, and (ii) Landlord Lessee shall be entitled to terminate this Lease effective upon written notice of such election to Lessor, provided Lessee is not be required to expend for such restoration more than the total amount cause of the proceeds of insurance policies carried said damage or required to be carried by Landlord with respect destruction. Unless this Lease is terminated pursuant to the 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 the Required Casualty Insurance being included in Triple Net Charges except as provided in Subparagraph 15.B. In such eventforegoing provisions, this Agreement Lease shall continue remain in full force and effect. Lessee hereby expressly waives the provisions of Section 1932, provided however that in Subdivision 2, and Section 1933, Subdivision 4, of the California Civil Code. In the event such restoration that the building in which the Premises are situated is damaged or destroyed to the extent of not substantially completed within twelve less than fifty (1250%) months after the date of the casualtyreplacement cost thereof, and the Tenant cannot make effective use of the Premises for its business purposes by the end of that one year period, 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 Lessor may elect to terminate this Lease, whether the Agreement, provided, that Tenant shall Premises be deemed to have waived its right to terminate this Agreement, if Tenant fails to exercise such termination right within 10 business days following Landlord’s notice of the additional time for restorationinjured or not.

Destruction. A. In the event If the Premises is totally or partially destroyed during the Improvements 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 damaged an integral part of the Premises and specifically covered by any casualty which is covered under insurance carried (or required by Subparagraph 8.C to be carried) proceeds received by Landlord, thensuch excluded items being the sole responsibility of Tenant to restore, subject to Subparagraph 15.B(iii) the destruction will not terminate this Lease, such damage shall and (iv) all obligations of Tenant under this Lease will remain in effect, except that the Basic Monthly Rent will be restored by Landlord to the condition existing prior to the casualtyabated or reduced, 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 between the date of the casualty, destruction and (ii) Landlord shall not be required to expend for such restoration more than the total amount of the proceeds of insurance policies carried or required to be carried by Landlord with respect to the 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 the Required Casualty Insurance being included in Triple Net Charges except as provided in Subparagraph 15.B. In such event, this Agreement shall continue in full force and effect, provided however that in the event such restoration is not substantially completed within twelve (12) months after the date of completion of restoration, by the casualty, and ratio of (a) the Tenant cannot make effective use area of the Premises for its business purposes rendered unusable or inaccessible by the end destruction to (b) the area of that one year periodthe Premises before the destruction. Notwithstanding the foregoing, Tenant shall have may terminate this Lease by so notifying Landlord in writing within 30 days after the option to terminate destruction if (x) then-existing laws do not permit such restoration, (y) the Agreement upon at least ten (10) days written notice. In addition, if destruction occurs during the initially estimated time for substantial completion last year of the restoration is less than one year after the onset of the casualty but it becomes apparent Term, or (z) Tenant reasonably establishes that substantial completion of the restoration will require at least thirty days more than not occur within 12 months after the originally estimated restoration perioddate of the destruction. Conversely, notwithstanding anything to the contrary in this Lease, Landlord shall give written notice there 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 Tenantthe destruction actually received by Landlord (excluding deductibles contemplated by the applicable insurance policy, if any). If Tenant or landlord terminates this Lease in accordance with this paragraph, then (1) Landlord has no obligation to restore the Premises, (2) Landlord retains all insurance proceeds relating to such destruction, and Tenant shall have (3) this Lease terminates as of 30 days after the right to elect to terminate the Agreement, provided, that Tenant shall be deemed to have waived its right to terminate this Agreement, if Tenant fails to exercise such termination right within 10 business days following Landlord’s notice of termination from Tenant or Landlord. If Landlord restores the additional time for restorationPremises as provided above, then Tenant waives the provisions of California Civil Code Sections 1932(2) and 1933(4) or any successor statute with respect to any destruction of the Premises.

Destruction. A. In If the event Building is totally or partially destroyed during the Term, rendering the Premises totally or the Improvements are damaged by any casualty which is covered under insurance carried (partially inaccessible or required by Subparagraph 8.C to be carried) by Landlordunusable, then, subject to Subparagraph 15.Bthe remainder of this Paragraph, such damage shall 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) 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 can be completed within twelve (12) months after the date of the casualtywork until completed, and (ii) Landlord shall not be required to expend 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) the Rentable Square Footage of the Premises rendered unusable or inaccessible by 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 restoration more than reconstruction, in which to complete such work, (2) such destruction (which is not de minimus in nature) occurs during the total amount last year of the Term, or (3) then-existing laws do not permit such restoration. Additionally, Landlord may, at its election, terminate this Lease 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 policies carried or required proceeds relating to be carried 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 destruction, and (z) this Lease shall terminate 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) and 1933(4) or any successor statute with respect to any destruction of the loss plus Premises. If Landlord restores the Premises following any sums contributed such destruction, Tenant shall immediately refixturize, re-equip, and (if applicable) restock the Premises and shall re-open the Premises for business as soon thereafter as is reasonably practicable. If Tenant does not intend to so reopen the Premises for business, it must notify Landlord in writing within 20 business days of such damage or destruction, 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 Tenant in its discretion 30 days’ written notice to Landlord delivered after such year (collectively, the “Available Loss Proceeds”), plus any other sums recovered by Landlord from third parties with respect to loss, with the deductible under the Required Casualty Insurance being included in Triple Net Charges except as provided in Subparagraph 15.B. In such event, this Agreement shall continue in full force and effect, provided however that in the event during which period of time such restoration is not substantially completed within twelve (12) months after the date of the casualtySubstantially Completed), and the Tenant cannot make effective use of the Premises for its business purposes by the end of that one year period, 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 Agreement, if Tenant fails to exercise such termination right within 10 business days following Landlord’s notice of the additional time for restorationLease.

Destruction. A. In If, during the event term of this Lease and any extension thereof,, the Premises are totally or partially destroyed from a risk covered by the Improvements are damaged by any casualty which is covered under insurance carried described in Paragraph 14.C., rendering the Premises totally or partially inaccessible or unusable, Lessor shall restore the Premises. The restoration work will commence as soon as reasonably practical after the destruction given the time constraints arising from the need for Lessor to collect proceeds for the reconstruction from its insurance carrier, obtain engineering studies and acceptable building plans and apply for and obtain permits. Such destruction shall not terminate this Lease provided, however, that: (or required by Subparagraph 8.C to be carried1) by Landlord, then, subject to Subparagraph 15.B, such damage shall be restored by Landlord to the condition existing prior to the casualtywork, if the Casualty occurs after the Commencement Date or to the Required Delivery Conditionthere is a total destruction, if the Casualty occurs prior to the Commencement Date; provided that (i) such restoration can must be completed within twelve six (126) months after from the date of the casualty, and event causing the destruction; or (ii2) Landlord shall not be required to expend for such restoration more than the total amount of the proceeds of insurance policies carried or required to be carried by Landlord with respect to the loss plus any sums contributed to the restoration by Tenant in its discretion (collectivelyif a partial destruction, the “Available Loss Proceeds”), plus any other sums recovered by Landlord from third parties with respect to loss, with the deductible under the Required Casualty Insurance being included in Triple Net Charges except as provided in Subparagraph 15.B. In such event, this Agreement shall continue in full force and effect, provided however that in the event such restoration is not substantially work must be completed within twelve nine (129) months after from the date of the casualty, and event causing the Tenant destruction. If Lessor cannot make effective use complete the rebuilding within the foregoing time limits or if laws in effect at the time of destruction do not permit such restoration, either party may terminate this Lease by giving written notice to the Premises for its business purposes by other party. If Lessor intends to rebuild the end of that one year periodPremises, 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 Lessor shall give written notice there of such fact to TenantLessee within forty-five (45) days of the event of destruction including, in said notice an estimate of when the rebuilding will be completed. If Lessee does not object in writing to the time estimates given by Lessor within fifteen (15) business days of receipt of the written notice from Lessor, this Lease will not terminated if, in , the work is substantially completed within thirty (30) days after the estimated date of completion and Tenant shall have Lessor delivers possession of the right damaged portion of the Building or the Premises, as applicable, to Lessee in the manner and pursuant to the same provisions as set forth in Paragraph 2.8 of this Lease. If the cost of the restoration exceeds the amount of proceeds received from the insurance required under Paragraph 14.C., Lessor may elect to terminate this Lease by giving written notice to Lessee within fifteen (15) days after determining that the Agreementrestoration cost will exceed the insurance proceeds. In the case of destruction to the Premises only, provided, that Tenant shall be deemed to have waived its right if Lessor elects to terminate this AgreementLease, if Tenant fails to exercise such termination right Lessee, within 10 fifteen (15) business days following Landlord’s after receiving Lessor's notice to terminate, may elect to pay to Lessor in cash or immediately available funds, at the time Lessee notifies Lessor of its election, the additional time for difference between the amount of insurance proceeds and the cost of restoration, in which case Lessor shall restore the Premises. Lessor shall give Lessee satisfactory evidence that all sums contributed by Lessee as provided in this Subparagraph have been expended by Lessor in paying the cost of restoration. If Lessor elects to terminate this Lease and Lessee does not elect to contribute toward the cost of restoration as provided in this subparagraph, this Lease shall terminate.

Destruction. A. In the event If the Premises is totally or partially destroyed during the Improvements 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, (ii) Landlord will not be required to restore Tenant's Alterations or Tenant's Personal Property unless they are damaged an integral part of the Premises and specifically covered by any casualty which is covered under insurance carried (or required by Subparagraph 8.C to be carried) proceeds received by Landlord, thensuch excluded items being the sole responsibility of Tenant to restore, subject to Subparagraph 15.B(iii) the destruction will not terminate this Lease, such damage shall be restored by Landlord and (iv) all obligations of Tenant under this Lease will remain in effect, except that, to the condition existing prior extent rental interruption insurance proceeds are paid to Landlord, the casualtyBasic Monthly Rent will be abated or reduced, 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 between the date of the casualty, destruction and (ii) Landlord shall not be required to expend for such restoration more than the total amount of the proceeds of insurance policies carried or required to be carried by Landlord with respect to the 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 the Required Casualty Insurance being included in Triple Net Charges except as provided in Subparagraph 15.B. In such event, this Agreement shall continue in full force and effect, provided however that in the event such restoration is not substantially completed within twelve (12) months after the date of completion of restoration, by the casualty, and ratio of (a) the Tenant cannot make effective use area of the Premises for its business purposes rendered unusable or inaccessible by the end destruction and not used by Tenant to (b) the area of that one year periodthe Premises before the destruction. Notwithstanding the foregoing, Tenant shall have may terminate this Lease by so notifying Landlord in writing within 30 days after the option to terminate destruction if (x) then-existing Applicable Regulations do not permit such restoration, (y) the Agreement upon at least ten (10) days written notice. In addition, if destruction occurs during the initially estimated time for substantial completion last year of the restoration is less than one year after the onset of the casualty but Term (as it becomes apparent may have been extended), or (z) Tenant establishes that substantial completion of the restoration will require at least thirty not occur within 9 months after the date of the destruction. Conversely, notwithstanding anything to the contrary in this Lease, Landlord may terminate this Lease by so notifying Tenant in writing on or before the later of 90 days after the destruction or 45 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 (as it may have been extended), (C) the destruction exceeds 50 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 by more than $100,000.00, unless Tenant funds such excess costs beyond the originally estimated restoration period$100,000.00 threshold. If Tenant or Landlord terminates this Lease in accordance with this paragraph, then (1) Landlord has no obligation to restore the Premises, (2) Landlord retains all insurance proceeds relating to such destruction, and (3) this Lease terminates as of 30 days after the notice of termination from Tenant or Landlord. If Landlord restores the Premises as provided above, then Tenant waives the provisions of California Civil Code Sections 1932(2) and 1933(4) or any successor statute with respect to any destruction of the Premises. Landlord and Tenant agree that the proceeds of the property insurance carried by Tenant pursuant to this Lease (other than for Tenant's Personal Property), so long as this Lease is in effect, shall give written notice there be used for the repair or replacement of the Tenant Improvements and Alterations so insured to the extent necessary to put the Premises in a usable condition generally consistent with the quality of such improvements prior to the loss or casualty giving rise to the repair or replacement. Upon a casualty giving rise to the termination of this Lease, the proceeds of insurance shall be paid to Landlord and Tenant, and Tenant shall have as their interests appear in the right to elect to terminate the Agreement, provided, that Tenant shall be deemed to have waived its right to terminate this Agreement, if Tenant fails to exercise such termination right within 10 business days following Landlord’s notice of the additional time for restorationinsured property.

Destruction. A. In If the event Project is totally or partially destroyed during the Term, rendering the Premises totally or the Improvements are damaged by any casualty which is covered under insurance carried (partially inaccessible or required by Subparagraph 8.C to be carried) by Landlordunusable, then, subject to Subparagraph 15.Bthe remainder of this Paragraph, such damage shall 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) Landlord shall restore the Project to substantially the same condition as it was in immediately before such restoration can be completed within twelve (12) months after the date of the casualtydestruction, and (ii) Landlord shall not be required to expend for restore Tenant’s Alterations or Tenant’s Personal Property, unless they are specifically covered by insurance proceeds received by Landlord, such restoration more than excluded items being the total amount 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) the Rentable Area of the Premises rendered unusable or inaccessible by the destruction, to (b) the Rentable 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 before the later of 120 days after such destruction or 60 days after Landlord’s receipt of the proceeds from insurance maintained by Landlord, 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 25 percent (25%) 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 policies carried or required proceeds relating to be carried 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 destruction, and (3) this Lease shall terminate as of 30 days after such notice of termination from Landlord to Tenant. Tenant waives the provisions of California Civil Code Sections 1932(2) and 1933(4) or any successor statute with respect to any destruction of the 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 the Required Casualty Insurance being included in Triple Net Charges except as provided in Subparagraph 15.B. Premises. In such event, this Agreement shall continue in full force and effect, provided however that in the event Landlord restores the Premises following any such restoration is not substantially completed within twelve (12) months after the date of the casualtydestruction, Tenant shall immediately refixturize, re-equip, and restock the Tenant cannot make effective use of Premises and shall re-open the Premises for its business purposes by the end of that one year period, 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 as soon thereafter as 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 Agreement, if Tenant fails to exercise such termination right within 10 business days following Landlord’s notice of the additional time for restorationreasonably practicable.

Destruction. A. In the event the Premises or the Improvements Building are damaged by any casualty which is fire or other perils covered under by insurance carried (or required by Subparagraph 8.C then in effect, Landlord agrees to repair such damage and this Lease shall remain in full force and effect, except that Tenant shall be entitled to a proportionate reduction of Monthly Rent while such repairs are being made, such proportionate reduction to be carried) based upon the extent to which the damage and/or the making of such repairs materially interferes with the business carried on by LandlordTenant in the Premises. Provided, then, subject to Subparagraph 15.B, such damage shall be restored by Landlord to the condition existing prior to the casualtyhowever, if the Casualty occurs after the Commencement Date or damage is due to the Required Delivery Conditionfault or neglect of Tenant or its employees, if agents or invitees, there shall be no abatement of rent. In the Casualty occurs prior event the Premises or the Building are damaged as a result of any cause other than the perils covered by insurance then in effect, then Landlord shall forthwith repair the same provided the extent of the destruction is less than five percent (5%) of the then full replacement cost of the Premises or the Building, as the case may be. In the event the destruction of the Premises or the Building is to an extent greater than five percent (5%) of the Commencement Date; provided that full replacement cost, then Landlord shall have the election to: (i) repair or restore such restoration can damage, this Lease continuing in full force and effect, but the Monthly Rent to be completed proportionately reduced as provided above; or (ii) give notice to Tenant at any time within twelve sixty (1260) months days after such damage terminating this Lease as of the date specified in such notice, which date shall be no less than thirty (30) and no more than sixty (60) days after the giving of such notice. In the event of giving such notice, this Lease shall terminate and all interest of Tenant in the Premises shall terminate on the date so specified in such notice. Monthly Rent, reduced by a proportionate amount based upon the extent, if any, to which such damage materially interferes with the business carried on by Tenant in the Premises, shall be paid up to the date of such termination. The provisions of this Section to the casualtycontrary notwithstanding: (i) Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises when the damage resulting from any casualty covered under this Section occurs during the last six (6) months of the term of this Lease or any extension thereof, and (ii) Landlord's obligation to repair and/or reconstruct the Premises shall not exceed Landlord's original construction obligations under this Lease, if any, which original construction obligations shall be deemed to exclude any construction done by Landlord on Tenant's behalf and at Tenant's cost. If existing laws do not permit the Premises to be restored to substantially the same condition as they were in immediately before destruction, either party can terminate this Lease by giving written notice to the other party within thirty (30) days after such destruction. Landlord shall not be required to expend repair any injury or damage by fire or other cause, or to make any repairs or replacements of any equipment, fixtures, furnishings or personal property of Tenant or any tenant improvements installed in the Premises by Tenant, all of which shall be Tenant's obligation to restore. Tenant shall not be entitled to any compensation or damages from Landlord for such restoration more than the total amount loss of the proceeds use of insurance policies carried the whole or required to any part of the Premises or Tenant's personal property, or for any inconvenience or annoyance occasioned by such damage, repair, reconstruction or restoration. The provisions of California Civil Code Sections 1932(2) and 1933(4), and any successor statutes, shall be carried by Landlord inapplicable with respect to the 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 the Required Casualty Insurance being included in Triple Net Charges except as provided in Subparagraph 15.B. In such event, this Agreement shall continue in full force and effect, provided however that in the event such restoration is not substantially completed within twelve (12) months after the date destruction of the casualty, and Building or the Tenant cannot make effective use of the Premises for its business purposes by the end of that one year period, 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 Agreement, if Tenant fails to exercise such termination right within 10 business days following Landlord’s notice of the additional time for restorationPremises.

Destruction. A. In If the event Building is totally or partially destroyed during the Term, rendering the Premises totally or the Improvements are damaged by any casualty which is covered under insurance carried (partially inaccessible or required by Subparagraph 8.C to be carried) by Landlordunusable, then, subject to Subparagraph 15.Bthe remainder of this Paragraph, such damage shall 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) 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 can be completed within twelve (12) months after the date of the casualtywork until completed, and (ii) Landlord shall not be required to expend 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) the Rentable Square Footage of the Premises rendered unusable or inaccessible by 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 (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 from obtaining all required permits for such restoration more than reconstruction, in which to complete such work, (2) such destruction (which is not de minimus in nature) occurs during the total amount last year of the Term, or (3) then-existing laws do not permit such restoration. Additionally, Landlord may, at its election, terminate this Lease by so notifying Tenant in writing on or before the later of sixty (60) days after such destruction or thirty (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 policies carried or required proceeds relating to be carried 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 destruction, and (z) this Lease shall terminate as of thirty (30) days after such notice of termination from Landlord to Tenant. Tenant hereby waives the provisions of California Civil Code Sections 1932(2) and 1933(4) or any successor statute with respect to any destruction of the loss plus Premises. If Landlord restores the Premises following any sums contributed such destruction, Tenant shall immediately refixturize, re-equip, and (if applicable) restock the Premises and shall re-open the Premises for business as soon thereafter as is reasonably practicable. If Tenant does not intend to so reopen the Premises for business, it must notify Landlord in writing within twenty (20) business days of such damage or destruction, 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 Tenant in its discretion thirty (collectively, the “Available Loss Proceeds”), plus any other sums recovered by 30) days’ written notice to Landlord from third parties with respect to loss, with the deductible under the Required Casualty Insurance being included in Triple Net Charges except as provided in Subparagraph 15.B. In delivered after such event, this Agreement shall continue in full force and effect, provided however that in the event year (during which period of time such restoration is not substantially completed within twelve (12) months after the date of the casualtycompleted), and the Tenant cannot make effective use of the Premises for its business purposes by the end of that one year period, 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 Agreement, if Lease. Landlord _______________ Tenant fails to exercise such termination right within 10 business days following Landlord’s notice of the additional time for restoration.______________

Destruction. A. In If the event the Leased Premises or the Improvements Building are damaged or destroyed by fire or other casualty (each a “Casualty”) so as to make the Leased Premises or any casualty material portion of the Leased Premises un-tenantable and Casualty cannot be repaired within ninety (90) days of the date of such Casualty, Lessee shall have the right to terminate the Lease as of the date of such Casualty by giving to Lessor written notice of an intention to do so within thirty (30) days after the date of such Casualty. If such notice is not given or if the damage can be repaired within ninety (90) such days, the Lessor shall at Lessor’s own expense, restore the Building EXECUTION VERSION 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 covered obligated to pay Lessor under insurance carried (this Lease shall xxxxx during such time the Leased Premises are un-tenantable or required by Subparagraph 8.C to be carried) by Landlordpartially un-tenantable, then, subject to Subparagraph 15.B, such damage shall be restored by Landlord in the proportion that the un-tenantable portion of the Leased Premises bears to the condition existing prior to the casualtyentire Leased Premises In addition, if the Casualty occurs after the Commencement Date or to the Required Delivery Condition, if the Casualty occurs less than two (2) years prior to the Commencement Date; provided that end of the Initial Term or less than two (i2) such years prior to the end of the Extended Term, Lessor may terminate this Lease, by written notice to Lessee, as of the Casualty if the restoration can may not reasonably be completed within twelve ninety (1290) months days after the date Casualty. Notwithstanding the preceding sentence, if Lessor notifies Lessee of Lessor’s decision to terminate this Lease in the last two (2) years prior to the end of the casualtyInitial Term, Lessor’s termination notice shall void if within thirty (30) days of receipt of the termination notice Lessee notifies Landlord of Lessee’s exercise of the Option. If a termination notice is not given, 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 (ii) Landlord the Base Rent and all other costs which Lessee is obligated to pay Lessor under this Lease shall not be required to expend for xxxxx during such restoration more than time the total amount Leased Premises are un-tenantable or partially un-tenantable, in the proportion that the un-tenantable portion of the proceeds of insurance policies carried or required to be carried by Landlord with respect Leased Premises bears to the loss plus any sums contributed to the restoration by Tenant in its discretion (collectivelyentire Leased Premises; provided, the “Available Loss Proceeds”)however, plus any other sums recovered by Landlord from third parties with respect to loss, with the deductible under the Required Casualty Insurance being included in Triple Net Charges except as provided in Subparagraph 15.B. In such event, this Agreement shall continue in full force and effect, provided however that in the event the Leased Premises are not so restored within ninety (90) such restoration is not substantially completed within twelve days, Lessee may upon the expiration of said ninety (1290) months after day period by notice to Lessor terminate this Lease as of the date of the casualty, and the Tenant cannot make effective use of the Premises for its business purposes by the end of that one year period, 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 Agreement, if Tenant fails to exercise such termination right within 10 business days following Landlord’s notice of the additional time for restorationCasualty.

Destruction. A. In the event If the Premises are totally or partially destroyed during the Improvements are damaged by any casualty which is covered under insurance carried (Term, rendering the Premises totally or required by Subparagraph 8.C to be carried) by Landlordpartially inaccessible or unusable, then, subject to Subparagraph 15.B, such damage shall 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 then (i) Landlord shall restore the Premises, including the Tenant Improvements, to substantially the same condition as it was in immediately before such restoration can be completed within twelve (12) months after the date of the casualtydestruction, and (ii) Landlord shall not be required to expend for such restoration more than the total amount 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 insurance policies carried Tenant to restore, (iii) the destruction will not terminate this Lease, and (iv) all obligations of Tenant under this Lease shall remain in effect, except that the Basic Monthly Rent will be abated or required reduced, between the date of the destruction and the date of completion of restoration, by the ratio of (a) the area of the Premises rendered unusable or inaccessible by the destruction to be carried by Landlord with respect (b) the area of the Premises before the destruction, but only to the loss plus any sums contributed extent of Tenant’s Pro Rata Share of rental interruption insurance proceeds. Notwithstanding the foregoing, Tenant may terminate this Lease by so notifying Landlord in writing within 45 days after a material destruction of the Premises if (x) then-existing Laws do not permit (i) restoration of the Premises (including, but not limited to, the Tenant Improvements therein) to substantially the same condition they existed in prior to such destruction, (ii) restoration of Tenant’s Alterations or Tenant’s Personal Property in the Premises as required for Tenant’s business operations in the Premises prior to the restoration date of such destruction, or (iii) the continued use of the Premises for Tenant’s business operations, (y) the destruction occurs during the last year of the Term (as extended by Tenant in its discretion (collectively, the “Available Loss Proceeds”any then-exercised renewal option), plus any other sums recovered by Landlord from third parties with respect to loss, with or (z) substantial completion of the deductible under the Required Casualty Insurance being included in Triple Net Charges except as provided in Subparagraph 15.B. In such event, this Agreement shall continue in full force and effect, provided however that in the event such restoration is not substantially completed reasonably likely to occur within twelve (12) nine months after the date of the casualtydestruction; provided, however, that the 45-day period for Tenant’s right to elect termination pursuant to clause (z) shall run from the date that Landlord notifies Tenant of its reasonable estimate of the time for completing the repairs to the Premises. Conversely, notwithstanding anything to the contrary in this Lease, Landlord may terminate this Lease by so notifying Tenant in writing on or before the 90th day after the destruction if (A) then-existing Laws do not permit such restoration, (B) the destruction occurs during the last year of the Term (as extended by any then-exercised renewal option, including an exercise timely issued by Tenant after the destruction), (C) the destruction exceeds 25% of the then-replacement value of the Project or any Building in which any Premises are located, or (D) Landlord reasonably determines that the cost of the restoration exceeds (by more than $250,000) the amount of insurance proceeds relating to the destruction actually received by Landlord (with any application of insurance proceeds to any loan secured by the Project being deemed received by Landlord); provided that Tenant may negate Landlord’s termination right under clause (D) of the preceding sentence by electing to pay the amount in excess of $250,000 by which the cost of restoration exceeds the insurance proceeds of insurance received (or deemed received) by Landlord, by written notice delivered to Landlord not later than thirty (30) days after Tenant’s receipt of notice of Landlord’s decision to terminate the Lease. If Tenant or Landlord terminates this Lease under this paragraph, then (1) Landlord has no obligation to restore the Project, (2) Landlord retains all insurance proceeds relating to such destruction (although Tenant is entitled to the proceeds of Tenant’s insurance on its tangible personal property), and (3) this Lease terminates as of 30 days after the appropriate notice of termination. If Landlord restores the Premises as provided above, then Tenant cannot make effective use waives the provisions of California Civil Code Sections 1932(2) and 1933(4) or any successor statute with respect to any destruction of the Premises. If Landlord restores the Premises following any such destruction, Tenant shall immediately refixturize and re-equip the Premises and shall re-open the Premises for its business purposes by the end of that one year period, 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 as soon thereafter as 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 Agreement, if Tenant fails to exercise such termination right within 10 business days following Landlord’s notice of the additional time for restorationreasonably practicable.

Destruction. A. In the event If the Premises or the Improvements are damaged is more than 40% destroyed (based upon replacement cost) by any casualty which or rendered inaccessible or unusable by any casualty, or if more than 25% of the Premises is covered under insurance carried (or required destroyed during the last 12 months of the term of this Lease, Landlord may, in its sole discretion, terminate this Lease by Subparagraph 8.C delivery of notice to be carried) by Tenant within 30 days of such event without compensation to Tenant. If Landlord does not elect to terminate this Lease, and if, in Landlord’s reasonable estimation, then, subject to Subparagraph 15.B, such damage shall the Premises cannot be restored within 180 days following such destruction, the Landlord shall notify Tenant and Tenant may terminate this Lease by delivery of notice to Landlord within 30 days of receipt of Landlord’s notice. If this Lease is not terminated pursuant to the condition existing prior foregoing provision, then Landlord shall commence to restore the casualtyPremises, if the Casualty occurs after the Commencement Date or to the Required Delivery Conditionother than Betterments, if the Casualty occurs prior to the Commencement Date; provided that (i) and shall complete 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 the total amount of the proceeds of insurance policies carried or required to be carried by Landlord with respect to the 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 the Required Casualty Insurance being included in Triple Net Charges except as provided in Subparagraph 15.B. due diligence. In such event, this Agreement Lease shall continue remain in full force and effect, provided however that in the event such restoration is not substantially completed within twelve (12) months after but there shall be an abatement of Base Monthly Rent between the date of the casualty, destruction and the Tenant cannot make effective date of completion of restoration, based on the extent to which destruction interferes with Tenant’s use of the Premises for Premises; provided, there shall be no abatement to the extent such damage is the result of Tenant’s gross negligence or intentional wrongdoing. Tenant shall, at its business purposes expense, with due diligence restore all Betterments damaged by casualty unless this Lease is terminated due to such casualty. Except to the end of that one year periodextent covered by insurance, Tenant shall have the option not to terminate the Agreement upon at least ten (10) days written notice. In addition, if the initially estimated time be entitled to any damages or compensation from Landlord for substantial completion loss 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 Agreement, if Tenant fails to exercise such termination right within 10 business days following Landlord’s notice of the additional time for use or any inconvenience occasioned by damage or any repair or restoration.

Destruction. A. In If the event Building is totally or partially destroyed during the Term, rendering the Premises totally or the Improvements are damaged by any casualty which is covered under insurance carried (partially inaccessible or required by Subparagraph 8.C to be carried) by Landlordunusable, then, subject to Subparagraph 15.Bthe remainder of this Paragraph, such damage shall 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) 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 can be completed within twelve (12) months after the date of the casualtywork until completed, and (ii) Landlord shall not be required to expend 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) the Rentable Square Footage of the Premises rendered unusable or inaccessible by 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 restoration more than reconstruction, in which to complete such work, (2) such destruction (which is not de minimus in nature) occurs during the total amount last year of the Term, or (3) then-existing laws do not permit such restoration. Additionally, Landlord may, at its election, terminate this Lease 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 policies carried or required proceeds relating to be carried 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 destruction, and (z) this Lease shall terminate 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) and 1933(4) or any successor statute with respect to any destruction of the loss plus Premises. If Landlord restores the Premises following any sums contributed such destruction, Tenant shall immediately refixturize, re-equip, and (if applicable) restock the Premises and shall re-open the Premises for business as soon thereafter as is reasonably practicable, not to exceed 60 days. If Tenant does not intend to so reopen the Premises for business, it must notify Landlord in writing within 20 business days of such damage or destruction, 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 Tenant in its discretion 30 days’ written notice to Landlord delivered after such year (collectively, the “Available Loss Proceeds”), plus any other sums recovered by Landlord from third parties with respect to loss, with the deductible under the Required Casualty Insurance being included in Triple Net Charges except as provided in Subparagraph 15.B. In such event, this Agreement shall continue in full force and effect, provided however that in the event during which period of time such restoration is not substantially completed within twelve (12) months after the date of the casualtySubstantially Completed), and the Tenant cannot make effective use of the Premises for its business purposes by the end of that one year period, 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 Agreement, if Tenant fails to exercise such termination right within 10 business days following Landlord’s notice of the additional time for restorationLease.

Destruction. A. In If the event Building is totally or partially destroyed during the Lease Term, rendering the Premises totally or the Improvements are damaged by any casualty which is covered under insurance carried (partially inaccessible or required by Subparagraph 8.C to be carried) by Landlordunusable, then, subject to Subparagraph 15.Bthe remainder of this Paragraph, such damage shall 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) 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 can be completed within twelve (12) months after the date of the casualtywork until completed, and (ii) Landlord shall not be required to expend 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) the Rentable Square Footage of the Premises rendered unusable or inaccessible by 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) 270 days following the date of such casualty, or (B) 180 days from obtaining all required permits for such restoration more than reconstruction, in which to complete such work, (2) such destruction (which is not de minimus in nature) occurs during the total amount last year of the Lease Term, or (3) then-existing laws do not permit such restoration. Additionally, Landlord may, at its election, terminate this Lease 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 policies carried or required proceeds relating to be carried 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 destruction, and (z) this Lease shall terminate 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) and 1933(4) or any successor statute with respect to any destruction of the loss plus Premises. If Landlord restores the Premises following any sums contributed such destruction, Tenant shall immediately refixturize, re-equip, and (if applicable) restock the Premises and shall re-open the Premises for business as soon thereafter as is reasonably practicable. If Tenant does not intend to so reopen the Premises for business, it must notify Landlord in writing within 20 business days of such damage or destruction, 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 Tenant in its discretion 30 days’ written notice to Landlord delivered after such year (collectively, the “Available Loss Proceeds”), plus any other sums recovered by Landlord from third parties with respect to loss, with the deductible under the Required Casualty Insurance being included in Triple Net Charges except as provided in Subparagraph 15.B. In such event, this Agreement shall continue in full force and effect, provided however that in the event during which period of time such restoration is not substantially completed within twelve (12) months after the date of the casualtySubstantially Completed), and the Tenant cannot make effective use of the Premises for its business purposes by the end of that one year period, 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 Agreement, if Tenant fails to exercise such termination right within 10 business days following Landlord’s notice of the additional time for restorationLease.

Destruction. A. In If the event Building is totally or partially destroyed during the Lease Term, rendering the Premises totally or the Improvements are damaged by any casualty which is covered under insurance carried (partially inaccessible or required by Subparagraph 8.C to be carried) by Landlordunusable, then, subject to Subparagraph 15.Bthe remainder of this Paragraph, such damage shall 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) 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 can be completed within twelve (12) months after the date of the casualtywork until completed, and (ii) Landlord shall not be required to expend 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) the Rentable Square Footage of the Premises rendered unusable or inaccessible by 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) 250 days following the date of such casualty, or (B) 180 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 two years of the Lease Term, or (3) then-existing laws do not permit such restoration. Additionally, Landlord may, at its election, terminate this Lease by so notifying Tenant in writing on or before the later of 60 days after such destruction if (I) such destruction exceeds 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 (or likely to be available) 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 total amount of Project , (y) Landlord shall retain all insurance proceeds relating to such destruction (except the proceeds of any insurance policies carried maintained by Tenant, unless Tenant or required its agents, employees or contractors are found to be carried by legally liable for the destruction, in which case Landlord shall be entitled to recover from Tenant any insurance proceeds paid or payable to Tenant to the extent necessary to pay the reasonable cost of restoration), and (z) this Lease shall terminate as of 30 days after such notice of termination from Landlord or Tenant, as applicable. Tenant hereby waives the provisions of any successor statute with respect to any destruction of the loss plus Premises. If Landlord fails to Substantially Complete 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 the Required Casualty Insurance being included in Triple Net Charges except as provided in Subparagraph 15.B. In such event, this Agreement shall continue in full force and effect, provided however that in the event such restoration is not substantially completed work within twelve (12) six months after the date occurrence of the casualtydamage or destruction, and Tenant may, by 30 days’ written notice to Landlord delivered after the Tenant cannot make effective use expiration of the Premises for its business purposes by the end of that one year such six-month period, 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 Agreement, if Tenant fails to exercise such termination right within 10 business days following Landlord’s notice of the additional time for restorationLease.

Destruction. A. In the event If the Premises or the Improvements Property are damaged in whole or in part by any casualty which is covered under insurance carried (or required by Subparagraph 8.C so as to render the Premises untenantable, and if the damages cannot be carried) by Landlord, then, subject to Subparagraph 15.B, such damage shall be restored repaired as reasonably determined by Landlord to within two hundred seventy (270) days from the condition existing prior to the date of said casualty, if this Lease shall terminate as of the Casualty occurs after date of such casualty. If the Commencement Date or to the Required Delivery Condition, if the Casualty occurs prior to the Commencement Date; provided that (i) such restoration damages can be completed repaired within twelve said two hundred seventy (12270) months days, and Landlord does not elect within 90 days after the date of such casualty to repair same, then either party may terminate this Lease by written notice served upon the casualty, and other within ten (ii10) Landlord shall not be required to expend for such restoration more than days after the total amount last day of the proceeds 90-day period. In the event of insurance policies carried or required to be carried by Landlord with respect any such termination, the parties shall have no further obligations to the loss plus any sums contributed other, except for those obligations accrued through the effective date of such termination; and, upon such termination, Tenant shall immediately surrender possession of the Premises to the restoration by Tenant in its discretion (collectively, the “Available Loss Proceeds”), plus any other sums recovered by Landlord. Should Landlord from third parties with respect elect to loss, with the deductible under the Required Casualty Insurance being included in Triple Net Charges except as provided in Subparagraph 15.B. In make such eventrepairs, this Agreement Lease shall continue remain in full force and effect, provided however and Landlord shall proceed with all due diligence to repair and restore the Premises to a condition substantially similar to that in condition which existed prior to such casualty (excluding Tenant’s Alterations, trade fixtures, equipment and personal property, which Tenant shall be required to restore). In the event such the repair and restoration is not substantially completed within twelve of the Premises extends beyond two hundred seventy (12270) months days after the date of such casualty due to causes beyond the casualtycontrol of Landlord, this Lease shall remain in full force and effect, and the Tenant cannot make effective use of the Premises for its business purposes by the end of that one year period, 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 not be liable therefor; but Landlord shall continue to Tenantcomplete such repairs and restoration with all due diligence; provided, and however, Tenant shall have the right to elect terminate this Lease if such failure is not a result of force majeure or the act or omission of Tenant or any of Tenant’s Parties. Xxxxxxxx and Xxxxxx acknowledge and agree that Rent shall xxxxx during the period the Premises is untenantable due to terminate a casualty loss under this Paragraph 10. In the Agreementevent only a portion of the Premises are untenantable, provided, that Tenant Tenant’s Rent shall be deemed equitably abated in proportion to have waived its right to terminate this Agreement, if Tenant fails to exercise such termination right within 10 business days following Landlord’s notice that portion of the additional time for restorationPremises which are so unfit.

Destruction. A. In the event If the Premises is totally or partially destroyed during the Improvements are damaged by any casualty which is covered under insurance carried (Term, rendering the Premises totally or required by Subparagraph 8.C to be carried) by Landlordpartially inaccessible or unusable, then, subject to Subparagraph 15.B, such damage shall 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 then (i) such restoration can be completed Landlord shall, within twelve (12) months after the date of the casualty, and (ii) Landlord shall not be required to expend for such restoration more than the total amount of the proceeds of insurance policies carried or required to be carried by Landlord with respect to the 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 the Required Casualty Insurance being included in Triple Net Charges except as provided in Subparagraph 15.B. In such event, this Agreement shall continue in full force and effect, provided however that in the event such restoration is not substantially completed within twelve (12) months after the date of the casualty, and the Tenant cannot make effective use of the Premises for its business purposes by the end of that one year period, Tenant shall have the option to terminate the Agreement upon at least ten (10) days after such damage, notify Tenant in writing ("Landlord's Damage Notice") of the estimated time (which estimate shall be based on a certification from a reputable, duly licensed contractor) required to substantially complete the repair of such damage (ii) Landlord shall, unless Tenant has elected to terminate this Lease as provided below, restore the Premises to substantially the same condition as it was in immediately before such destruction, (iii) Landlord will not be required to restore Tenant's Alterations (including the Tenant's Work) or Tenant's Personal Property, such excluded items being the sole responsibility of Tenant to restore, (iv) the destruction will not (except as otherwise provided below) terminate this Lease, and (v) all obligations of Tenant under this Lease will (except as otherwise provided below) 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 Landlord's and Tenant's restoration, by the ratio of (a) the area of the Premises rendered unusable or inaccessible by the destruction to (b) the area of the Premises before the destruction. Notwithstanding anything above to the contrary, in the event that Landlord's Damage Notice indicates that the repair of such damage cannot be completed within one hundred eighty (180) days from the date of such damage, then Tenant may elect to terminate this Lease by delivering written noticenotice to Landlord within ten (10) days after Tenant's receipt of Landlord's Damage Notice. In additionNotwithstanding anything to the contrary in this Lease, Landlord may terminate this Lease by so notifying Tenant in writing on or before the earlier of thirty (30) days after the destruction or thirty (30) days after Landlord's receipt of the proceeds from insurance maintained by Landlord (or maintained by Tenant if Tenant elects to maintain such insurance as provided above), if (A) then existing laws do not permit such restoration, (B) Tenant does not commit to continue the initially estimated time Term for substantial at least two years after the expected completion of reconstruction where the destruction exceeds twenty-five percent (25%) of the then replacement value of the shell improvements on the Premises, (C) the destruction exceeds twenty-five percent (25%) of the then replacement value of the shell improvements on the Premises, or (D) Landlord determines that the cost of the restoration is less exceeds, by more than one year Two Hundred Fifty Thousand Dollars ($250,000.00), the amount of insurance proceeds relating to the destruction actually received by Landlord from insurance maintained by Landlord (or would have received if Landlord were carrying the insurance required to be maintained by Landlord hereunder) and Tenant has elected (in its sole discretion) not to contribute funds toward uninsured costs to repair the destruction in excess of such amount. If either Landlord or Tenant terminate this Lease as provided above, then (1) Landlord has no obligation to restore the Premises, (2) each party shall retain their respective insurance proceeds relating to such destruction, and (3) this Lease terminates as of thirty (30) days after the onset notice of termination from the terminating party to the other party. If Landlord restores the Premises as provided above, then Tenant waives the provisions of California Civil Code Sections 1932(2) and 1933(4) or any successor statute with respect to any destruction 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 Agreement, if Tenant fails to exercise such termination right within 10 business days following Landlord’s notice of the additional time for restorationPremises.

Destruction. A. In the event If the Premises is totally or partially destroyed during the Improvements 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, (ii) Landlord will not be required to restore Tenant’s Alterations or Tenant’s Personal Property unless they are damaged an integral part of the Premises and specifically covered by any casualty which is covered under insurance carried (or required by Subparagraph 8.C to be carried) proceeds received by Landlord, thensuch excluded items being the sole responsibility of Tenant to restore, subject to Subparagraph 15.B(iii) the destruction will not terminate this Lease, such damage shall and (iv) all obligations of Tenant under this Lease will remain in effect, except that the Basic Monthly Rent will be restored by Landlord to the condition existing prior to the casualtyabated or reduced, 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 between the date of the casualtydestruction and the date of completion of restoration, by the ratio of (a) the area of the Premises rendered unusable or inaccessible by the destruction to (b) the area of the Premises before the destruction. Notwithstanding anything to the contrary in this Lease, Landlord or Tenant may terminate this Lease by so notifying the other in writing on or before the 30th day after the destruction, if (A) then-existing laws do not permit restoration of the Premises to substantially similar premises, (B) the destruction occurs during the last year of the Term, (C) restoration will require more than nine months after the destruction. Additionally, Landlord may terminate this Lease by so notifying Tenant in writing on or before the 60th day after Landlord’s receipt of the proceeds from insurance maintained by Landlord, if (x) the destruction exceeds 25 percent of the then replacement value of the Premises, or (y) Landlord determines that the cost of the restoration exceeds the amount of insurance proceeds relating to the destruction actually received by Landlord from insurance maintained by Landlord (unless Tenant funds the shortfall without any right or reimbursement or offset). If Landlord or Tenant so terminates this Lease, then (1) Landlord has no obligation to restore the Premises, (2) Landlord retains all insurance proceeds relating to such destruction (except for proceeds on account of Tenant’s Personal Property or proceeds allocated by the applicable insurance policy specifically and solely for Tenant relocation costs or proceeds of Tenant’s own business interruption insurance), and (ii3) this Lease terminates as of 30 days after the notice of termination from Landlord shall not be required or Tenant to expend for such restoration more than the total amount other. If Landlord restores the Premises as provided above, then Tenant waives the provisions of the proceeds of insurance policies carried California Civil Code Sections 1932(2) and 1933(4) or required to be carried by Landlord any successor statute with respect to the 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 the Required Casualty Insurance being included in Triple Net Charges except as provided in Subparagraph 15.B. In such event, this Agreement shall continue in full force and effect, provided however that in the event such restoration is not substantially completed within twelve (12) months after the date destruction of the casualty, and the Tenant cannot make effective use of the Premises for its business purposes by the end of that one year period, 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 Agreement, if Tenant fails to exercise such termination right within 10 business days following Landlord’s notice of the additional time for restorationPremises.

Destruction. A. In If the event Building is totally or partially destroyed during the Term, rendering the Premises totally or the Improvements are damaged by any casualty which is covered under insurance carried (partially inaccessible or required by Subparagraph 8.C to be carried) by Landlordunusable, then, subject to Subparagraph 15.Bthe remainder of this Paragraph, such damage shall 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) Landlord shall promptly commence work necessary to restore the Building (including the initial tenant improvements constructed pursuant to the terms of Exhibit "C" attached hereto) to substantially the same condition as it was in immediately before such destruction and shall diligently prosecute such restoration can be completed within twelve (12) months after the date of the casualtywork until completed, and (ii) Landlord shall not be required to expend 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) the Rentable Square Footage of the Premises rendered unusable or inaccessible by the destruction or in which Tenant is unable to operate its business as of result of the destruction, as reasonably determined by Landlord, 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 reasonably determines that (1) it will likely take more than either (A) 270 days following the date of such casualty, or (B) 210 days from obtaining all required permits for such restoration more than reconstruction, in which to complete such work, (2) such destruction (which is not de minimus in nature) occurs during the total amount last year of the Term, or (3) then-existing laws do not permit such restoration. Additionally, Landlord may, at its election, terminate this Lease 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 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 policies carried or required proceeds relating to be carried 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 destruction, and (z) this Lease shall terminate as of 30 days after such notice of termination from Landlord to Tenant. Landlord's right to terminate this Lease as set forth in the immediately preceding sentence shall be conditioned upon Landlord also terminating the leases of all similarly affected tenants in the Project. Tenant hereby waives the provisions of California Civil Code Sections 1932(2) and 1933(4) or any successor statute with respect to any destruction of the loss plus any sums contributed Premises.. Additionally, if Landlord fails to the Substantially Complete such restoration work within 270 days of such damage or destruction, Tenant may, by Tenant in its discretion 30 days' written notice to Landlord delivered after such period (collectively, the “Available Loss Proceeds”), plus any other sums recovered by Landlord from third parties with respect to loss, with the deductible under the Required Casualty Insurance being included in Triple Net Charges except as provided in Subparagraph 15.B. In such event, this Agreement shall continue in full force and effect, provided however that in the event during which period of time such restoration is not substantially completed within twelve (12) months after the date of the casualtySubstantially Completed), and the Tenant cannot make effective use of the Premises for its business purposes by the end of that one year period, 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 Agreement, if Tenant fails to exercise such termination right within 10 business days following Landlord’s notice of the additional time for restorationLease.

Destruction. A. In the event 17.1 If the Premises are rendered totally or partially inaccessible or unusable by fire or other casualty, then Landlord shall, at its sole expense, diligently restore the Improvements are damaged by Premises and the Building to substantially the same condition they were in prior to such casualty, except that if in Landlord’s reasonable judgment such restoration cannot be completed within one hundred eighty (180) days after the occurrence of such casualty (taking into account the time needed for effecting a settlement with any casualty which is covered under insurance carried company, removal of debris, preparation of plans and issuance of all required governmental permits), then either Landlord or Tenant shall have the right to terminate the Lease Term upon sixty (or required by Subparagraph 8.C to be carried60) days prior written notice provided: (i) by Landlord, thenwithin forty-five (45) days after the occurrence of such casualty, subject to Subparagraph 15.Bor (ii) by Tenant, such damage within thirty (30) days following Tenant’s receipt of written notice from Landlord that the restoration cannot be completed with one hundred eighty (180) days (which notice shall be restored provided 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 within thirty (i30) such restoration can be completed within twelve (12) months after days following the date of such casualty). If this Lease is not terminated pursuant to this Article, then until such restoration of the Premises are substantially complete Tenant shall be required to pay the Base Rent for only the portion of the Premises that in Landlord’s reasonable judgment is usable for Tenant’s purposes while such restoration is being made, except that if such casualty was caused by the act or omission of Tenant or an Invitee, then Tenant shall not be entitled to any rent reduction. After receipt of the insurance proceeds (including proceeds of any insurance maintained by Tenant), Landlord shall restore the Premises and the Building, except that (a) if such casualty was caused by the act or omission of Tenant or an Invitee, then Tenant shall pay the amount by which such expenses exceed any property insurance proceeds actually received by Landlord on account of such casualty, and (iib) Landlord shall not be required to expend for such restoration more than the total amount repair or restore any Alteration previously made by Tenant or any of the proceeds of insurance policies carried Tenant’s trade fixtures, furnishings, equipment or required to be carried by Landlord with respect personal property. Anything to the 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 the Required Casualty Insurance being included in Triple Net Charges except as provided in Subparagraph 15.B. In such event, this Agreement shall continue in full force and effect, provided however that in the event such restoration is not substantially completed within twelve (12) months after the date of the casualty, and the Tenant cannot make effective use of the Premises for its business purposes by the end of that one year period, 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 periodcontrary notwithstanding, 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 AgreementLease if (l) insurance proceeds are insufficient to pay the full cost of such restoration, if Tenant fails to exercise (2) any Mortgage holder does not make such termination right within 10 business days following Landlord’s notice proceeds available for such restoration, (3) zoning or other Laws do not permit such restoration, or (4) restoration costs exceed twenty-five percent (25%) of the additional time for restorationBuilding’s replacement value.