Common use of Tenant’s Rights Clause in Contracts

Tenant’s Rights. In the event that Tenant reasonably determines that any Hazardous Materials are present on the Premises (other than any Hazardous Materials that may have been introduced upon the Premises by Tenant, its Representatives or Visitors and other than any Hazardous Materials that are allowed by MPCA to remain in the soil and groundwater of the Premises pursuant to the RAPs and the Declaration, including any such allowable Hazardous Materials which have been exacerbated by the actions of Tenant, its Representative or Visitors and vapors other than those contemplated in the RAPs that entered the Premises subsequent to Landlord’s completion of the actions required by the RAPs) and represent a material danger to persons or property on the Premises, Tenant shall notify Landlord of the same, and Landlord shall immediately take such steps as are required by MPCA with respect to such Hazardous Materials. If Landlord fails to do so within one hundred twenty (120) days after receipt of written notice from Tenant, Tenant, at its sole option, shall have the right to elect either of the following remedies by written notice to Landlord: (i) Tenant may take over such steps required by MPCA of Landlord, in which case Tenant shall have the right to recover from Landlord the reasonable costs incurred by Tenant to perform such steps required by MPCA, together with interest thereon at the Interest Rate, or (ii) Tenant may terminate this Lease, provided, however, to be effective, Tenant’s written notice to Landlord stating Tenant’s election either of said remedies in subparagraph (i) or (ii) above must be delivered to Landlord prior to Landlord’s completion of the MPCA required work. Notwithstanding the foregoing provisions to the contrary, Tenant shall not have the option to terminate this Lease unless the MPCA (or, if the MPCA fails to provide a timely response to inquiry of Landlord or Tenant, an environmental consultant reasonably acceptable to both Landlord or Tenant) shall determine that occupancy of the Premises creates material risk of illness or injury from such Hazardous Materials. Notwithstanding the foregoing provisions to the contrary, provided that Landlord promptly commences and diligently proceeds with the steps required by MPCA, Landlord shall have such additional time as may be reasonably necessary to complete such steps so long as in the reasonable judgment of Tenant the occupants of the Premises are reasonably able to continue to occupy the Premises without material risk of illness or injury from such Hazardous Materials. Landlord shall use reasonable efforts to minimize any interference with Tenant’s business caused by Landlord’s entry into the Premises. The obligations of Landlord and Tenant under subsections (e) and (f), respectively, shall survive the expiration or termination of this Lease.

Tenant’s Rights. In the event that Tenant reasonably determines that any Hazardous Materials are present on the Premises (other than any Hazardous Materials that may have been introduced upon the Premises by Tenant, its Representatives or Visitors and other than any Hazardous Materials that are allowed by MPCA to remain in the soil and groundwater of the Premises pursuant to the RAPs and the Declaration, including any such allowable Hazardous Materials which have been exacerbated by the actions of Tenant, its Representative or Visitors and vapors other than those contemplated in the RAPs that entered the Premises subsequent to Landlord’s 's completion of the actions required by the RAPs) and represent a material danger to persons or property on the Premises, Tenant shall notify Landlord of the same, and Landlord shall immediately take such steps as are required by MPCA with respect to such Hazardous Materials. If Landlord fails to do so within one hundred twenty (120) days after receipt of written notice from Tenant, Tenant, at its sole option, shall have the right to elect either of the following remedies by written notice to Landlord: (i) Tenant may take over such steps required by MPCA of Landlord, in which case Tenant shall have the right to recover from Landlord the reasonable costs incurred by Tenant to perform such steps required by MPCA, together with interest thereon at the Interest Rate, or (ii) Tenant may terminate this Lease, provided, however, to be effective, Tenant’s 's written notice to Landlord stating Tenant’s 's election either of said remedies in subparagraph (i) or (ii) above must be delivered to Landlord prior to Landlord’s 's completion of the MPCA required work. Notwithstanding the foregoing provisions to the contrary, Tenant shall not have the option to terminate this Lease unless the MPCA (or, if the MPCA fails to provide a timely response to inquiry of Landlord or Tenant, an environmental consultant reasonably acceptable to both Landlord or Tenant) shall determine that occupancy of the Premises creates material risk of illness or injury from such Hazardous Materials. Notwithstanding the foregoing provisions to the contrary, provided that Landlord promptly commences and diligently proceeds with the steps required by MPCA, Landlord shall have such additional time as may be reasonably necessary to complete such steps so long as in the reasonable judgment of Tenant the occupants of the Premises are reasonably able to continue to occupy the Premises without material risk of illness or injury from such Hazardous Materials. Landlord shall use reasonable efforts to minimize any interference with Tenant’s 's business caused by Landlord’s 's entry into the Premises. The obligations of Landlord and Tenant under subsections (e) and (f), respectively, shall survive the expiration or termination of this Lease.

Tenant’s Rights. In the event that Tenant reasonably determines that any Hazardous Materials are present on the Premises (other than any Hazardous Materials that may have been introduced upon the Premises by Tenant, its Representatives or Visitors and other than any Hazardous Materials that are allowed by MPCA to remain in the soil and groundwater of the Premises pursuant to the RAPs and the Declaration, including any such allowable Hazardous Materials which have been exacerbated by the actions of Tenant, its Representative or Visitors and vapors other than those contemplated in the RAPs that entered the Premises subsequent to Landlord’s completion of the actions required by the RAPs) and represent If a material danger to persons or property on portion of the Premises, the Underground Parking, essential Building mechanical services and/or access points to the Premises is damaged by Casualty such that Tenant shall notify Landlord of is prevented from conducting its business in the same, Premises in a manner reasonably comparable to that conducted immediately before such Casualty (a “Material Casualty”) and Landlord shall immediately take such steps as are required by MPCA with respect to such Hazardous Materials. If Landlord fails to do so estimates that the damage caused thereby cannot be repaired within one the earlier of three hundred twenty sixty-five (120365) days after receipt of written notice from Tenant, Tenant, at its sole option, shall have the right to elect either date of the following remedies by written notice to Landlord: Casualty or one hundred eighty (i180) Tenant may take over such steps required by MPCA days after the date of Landlordcommencement of the repair and restoration work (the “Repair Period”), in which case Tenant shall have the right to recover from Landlord the reasonable costs incurred by Tenant to perform such steps required by MPCA, together with interest thereon at the Interest Rate, or (ii) then Tenant may terminate this LeaseLease by delivering written notice to Landlord of its election to terminate within thirty (30) days after the Damage Notice has been delivered to Tenant. Similarly, if there is a Material Casualty that Landlord estimated would be repaired within the earlier of three hundred sixty-five (365) days after the date of the Casualty or one hundred eighty (180) days after the date of commencement of the repair and restoration work but the repairs are not completed within the earlier of three hundred sixty-five (365) days after the date of the Casualty or one hundred eighty (180) days after the date of commencement of the repair and restoration work, subject to extensions due to events of force majeure and Tenant Delay Days, then Tenant may terminate this Lease by delivering written notice to that effect to Landlord and stating the effective date of such termination which will be not less than thirty (30) days after the date of such notice; provided, however, if Landlord completes the repairs prior to be effectivethe termination date set forth in the notice, then Tenant’s written notice to Landlord stating Tenant’s election either of said remedies in subparagraph (i) or (ii) above must termination shall be delivered to Landlord prior to Landlord’s completion of the MPCA required work. Notwithstanding the foregoing provisions to the contrary, Tenant shall not have the option to terminate deemed rescinded and this Lease unless the MPCA (or, if the MPCA fails to provide a timely response to inquiry of Landlord or Tenant, an environmental consultant reasonably acceptable to both Landlord or Tenant) shall determine that occupancy of the Premises creates material risk of illness or injury from such Hazardous Materials. Notwithstanding the foregoing provisions to the contrary, provided that Landlord promptly commences remain in full force and diligently proceeds with the steps required by MPCA, Landlord shall have such additional time as may be reasonably necessary to complete such steps so long as in the reasonable judgment of Tenant the occupants of the Premises are reasonably able to continue to occupy the Premises without material risk of illness or injury from such Hazardous Materials. Landlord shall use reasonable efforts to minimize any interference with Tenant’s business caused by Landlord’s entry into the Premises. The obligations of Landlord and Tenant under subsections (e) and (f), respectively, shall survive the expiration or termination of this Leaseeffect.

Tenant’s Rights. In Notwithstanding anything contained in this Lease to the event contrary, delivery of possession of the Initial Expansion Space, Additional Expansion Space, Lower Level Premises Expansion Space and Upper Level Premises Expansion Space (collectively, the "Expansion Space") to Tenant and commencement of Tenant's leasing thereof is and shall be subject to Landlord's obtaining possession from any prior tenant or occupant of the Building who holds over in the Expansion Space beyond the applicable lease expiration date. Landlord shall deliver possession of the Expansion Space to Tenant on or prior to the commencement date set forth in subsections (A), (B), (C) and (D) above, with respect to the particular Expansion Space in question (collectively, the "Expansion Space Commencement Date"); provided, however, that if Landlord is unable to deliver any portion of the Expansion Space to Tenant reasonably determines that any Hazardous Materials are present on the Premises applicable Expansion Space Commencement Date, (other than any Hazardous Materials that may have been introduced upon the Premises by Tenant, its Representatives or Visitors and other than any Hazardous Materials that are allowed by MPCA to remain in the soil and groundwater of the Premises pursuant to the RAPs and the Declaration, including any such allowable Hazardous Materials which have been exacerbated by the actions of Tenant, its Representative or Visitors and vapors other than those contemplated in the RAPs that entered the Premises subsequent to Landlord’s completion of the actions required by the RAPsi) and represent a material danger to persons or property on the Premises, Tenant shall notify Landlord of the same, and Landlord shall immediately take such steps as are required by MPCA not be obligated to pay any Rent with respect to such Hazardous Materials. If Landlord fails to do so within one hundred twenty (120) days after receipt of written notice from Tenant, Tenant, at its sole option, shall have the right to elect either portion of the following remedies Expansion Space until the date such portion of the Expansion Space is actually delivered by written notice to Landlord: (i) Tenant may take over such steps required by MPCA of Landlord, in which case Tenant shall have the right to recover from Landlord the reasonable costs incurred by Tenant to perform such steps required by MPCA, together with interest thereon at the Interest Rate, or ; (ii) the Expiration Date of this Lease shall not be affected thereby; and (iii) Landlord shall pay to Tenant may terminate this Lease, provided, however, to be effective, Tenant’s written notice to Landlord stating Tenant’s election either of said remedies in subparagraph (i) or (ii) above must be delivered to Landlord prior to Landlord’s completion the amount of the MPCA required workholdover rent actually received by Landlord for the tenant’s holdover in the applicable Expansion Space which exceeds the actual monthly base rent and additional rent payable by the holdover tenant during the last month of the tenant’s lease term, after Landlord deducts any reasonable, out-of-pocket expenses incurred by Landlord in conjunction with such holdover, including, but not limited to, reasonable attorneys’ fees and court costs, if any. Notwithstanding the foregoing provisions Except as otherwise expressly set forth in this Article 33 to the contrary, Tenant shall not have the option to terminate this Lease unless the MPCA (or, if the MPCA fails to provide a timely response to inquiry of Landlord or Tenant, an environmental consultant reasonably acceptable to both Landlord or Tenant) shall determine that occupancy accept possession of the Premises creates material risk Expansion Space and commence paying Rent therefor on the date of illness or injury from such Hazardous Materials. Notwithstanding the foregoing provisions to the contrary, provided that Landlord promptly commences and diligently proceeds with the steps required by MPCA, Landlord shall have such additional time as may be reasonably necessary to complete such steps so long as in the reasonable judgment delivery of Tenant the occupants of the Premises are reasonably able to continue to occupy the Premises without material risk of illness or injury from such Hazardous Materials. Landlord shall use reasonable efforts to minimize any interference with Tenant’s business caused possession thereof by Landlord’s entry into the Premises. The obligations of Landlord and Tenant under subsections (e) and (f), respectively, shall survive the expiration or termination of this Lease.

Tenant’s Rights. In If (i) a Self-Help Event occurs, (ii) Tenant gives Landlord notice thereof (which refers specifically to this Section 24.2), (iii) Landlord fails to remedy such Self-Help Event within thirty (30) days after Tenant gives Landlord notice thereof (or, to the event extent of an emergency, a 135 shorter period that is reasonable under the circumstances), except that if (x) such Self-Help Event cannot be remedied with reasonable diligence during such period of thirty (30) days (or such shorter period, as the case may be), (y) Landlord takes reasonable steps during such period of thirty (30) days (or such shorter period, as the case may be) to commence Landlord's remedying of such Self-Help Event, and (z) Landlord prosecutes diligently Landlord's remedying of such Self-Help Event to completion, then such period of thirty (30) days (or such shorter period, as the case may be) shall be extended for the period that Landlord reasonably requires to diligently prosecute such cure to completion, (iv) except in an emergency, such failure continues for an additional period of five (5) Business Days after the date that Tenant reasonably determines gives Landlord an additional notice to the effect that any Hazardous Materials are present on Landlord has failed to remedy such Self-Help Event, and (v) such Self-Help Event may be cured by actions taken solely within the Premises (other than any Hazardous Materials Premises, except that Tenant may have been introduced upon the Premises by Tenant, its Representatives or Visitors and other than any Hazardous Materials that are allowed by MPCA to remain in the soil and groundwater take actions outside of the Premises pursuant if required in connection with the performance of Landlord's Post-Delivery Work, then Tenant may (a) cure such Self-Help Event for the account of Landlord to the RAPs and the Declaration, including any extent that such allowable Hazardous Materials which have been exacerbated Self-Help Event can be cured by the actions of Tenant, its Representative or Visitors and vapors other than those contemplated in the RAPs that entered the Premises subsequent to Landlord’s completion of the actions required by the RAPs) and represent a material danger to persons or property on Tenant taken solely within the Premises, except that Tenant may take actions outside of the Premises if required in connection with the performance of Landlord's Post-Delivery Work, (b) pay any third party (in all circumstances where such Self-Help Event may be cured by the payment of a fixed sum to a third party) as may be required to effect the cure of the Self-Help Event, or (c) make any reasonable expenditure or incur any reasonable obligation for the payment of money, including, without limitation, reasonable attorneys' fees and disbursements, in instituting, prosecuting or defending any action or proceeding, in order to cure such Self-Help Event. Tenant shall notify Landlord incur only those costs and expenses that are reasonably necessary under the circumstances and shall receive no profit in connection with its performance of such work. Subject to the sameterms of this Section 24.2, and to the extent that Tenant incurs any Out-of-Pocket Costs in connection with curing a Self-Help Event as aforesaid, Landlord shall immediately take reimburse Tenant for such steps as are required by MPCA Out-of-Pocket Cost (with respect interest thereon at the Applicable Rate calculated from the date that Tenant incurs such cost), within thirty (30) days after Tenant's submission of an invoice therefor to such Hazardous MaterialsLandlord, together with reasonable supporting documentation for the charges set forth therein. If Subject to the terms of this Section 24.2, if Landlord fails to do so within one hundred twenty pay such amount to Tenant on or prior to the thirtieth (12030th) days day after receipt of written notice from Tenant, Tenant, at its sole option, shall have the right to elect either of the following remedies by written notice date that Tenant makes such submission to Landlord: (i) Tenant may take over such steps required by MPCA of Landlord, in which case then Tenant shall have the right to recover offset against the Rental thereafter due hereunder an amount equal to such payment due from Landlord the reasonable costs incurred to Tenant. The exercise by Tenant of its rights pursuant to perform such steps required by MPCA, together with interest thereon at this Article 24 shall not affect the Interest Rate, or (ii) rights that Tenant may terminate this Leasehave to a credit towards Fixed Rent or Escalation Rent as expressly provided in Section 6.2(F) hereof, providedSection 10.3 hereof or Section 11.2 hereof, howeveras the case may be, which credits shall continue to be effective, Tenant’s written notice to Landlord stating Tenant’s election either of said remedies accrue in subparagraph (i) or (ii) above must be delivered to Landlord prior to Landlord’s completion of the MPCA required work. Notwithstanding the foregoing provisions to the contrary, Tenant shall not have the option to terminate this Lease unless the MPCA (or, if the MPCA fails to provide a timely response to inquiry of Landlord or Tenant, an environmental consultant reasonably acceptable to both Landlord or Tenant) shall determine that occupancy of the Premises creates material risk of illness or injury from such Hazardous Materials. Notwithstanding the foregoing provisions to the contrary, provided that Landlord promptly commences and diligently proceeds accordance with the steps required by MPCA, Landlord shall have terms thereof until such additional time as may be reasonably necessary to complete such steps so long as in the reasonable judgment of Tenant the occupants of the Premises are reasonably able to continue to occupy the Premises without material risk of illness or injury from such Hazardous Materials. Landlord shall use reasonable efforts to minimize any interference with Tenant’s business caused by Landlord’s entry into the Premises. The obligations of Landlord and Tenant under subsections (e) and (f), respectively, shall survive the expiration or termination of this LeaseSelf-Help Event is remedied.

Tenant’s Rights. In the event that Tenant reasonably determines that any Hazardous Materials are present on the Premises (other than any Hazardous Materials that may have been introduced upon the Premises by Tenant, its Representatives or Visitors and other than any Hazardous Materials that are allowed by MPCA to remain in the soil and groundwater performance of the Premises pursuant to the RAPs and the DeclarationTenant Work, including any such allowable Hazardous Materials which have been exacerbated by the actions of Tenant, its Representative or Visitors and vapors other than those contemplated in the RAPs that entered the Premises subsequent to Landlord’s completion of the actions required by the RAPs) and represent a material danger to persons or property on the Premises, Tenant shall notify Landlord of the same, and Landlord shall immediately take such steps as are required by MPCA with respect to such Hazardous Materials. If Landlord fails to do so within one hundred twenty (120) days after receipt of written notice from Tenant, Tenant, at its sole option, shall have the right to elect either of the following remedies by written notice to Landlord: (i) Tenant may take over such steps required by MPCA of Landlord, in which case Tenant shall have the right to recover from take such actions and utilize such facilities as are customarily and reasonably taken and utilized in the construction of comparable space, subject to such customary and reasonable restrictions as Landlord may adopt in the reasonable costs incurred prudent management of the Buildings. Tenant shall not be charged for the use of utilities, elevators, loading docks, and similar Building facilities in the construction of the Tenant Work. No fees of any manner shall be charged by Landlord for its review of plans and drawings or any supervision or inspection of the Tenant Work. Landlord shall cause any of its contractors working in the Buildings to perform such steps required by MPCAwork in harmony with Tenant and the General Contractor, together and Landlord shall not knowingly permit any other contractors to interfere with interest thereon at the Interest Rateperformance of the Tenant Work. EXHIBIT "C-1" INSURANCE ADDENDUM This Insurance Addendum is a part of the Agreement between Owner and Contractor dated ____ July 1992. Notwithstanding anything to the contrary in the Agreement to which this Addendum is attached, or in any other agreement between Contractor, Owner and/or Architect, Landlord or their respective subcontractors, agents, employees or representatives, the parties hereto agree as follows: All general liability and umbrella liability insurance coverage required herein or in any other agreement between the parties shall be written on an "Occurrence Basis". Contractor shall at all times during the period in which this Contract is in force, provide, maintain and require all subcontractors to provide and maintain the following types of insurance protecting the interest of Landlord and Owner and Contractor with limits not less than those as set forth below: WORKER'S COMPENSATION INSURANCE (WC) to cover statutory limits of the Worker's Compensation Law of the State of Virginia, with Coverage B Employer's Liability coverage in limits not less than $500,000 COMMERCIAL GENERAL LIABILITY (GGL) insurance for hazards of (i) Premises Operations, (ii) Tenant may terminate this LeaseElevators and Escalators, provided(iii) Independent Contractors, however(iv) Coverage for explosion, collapse, and underground (X, C, U), (v) Products and Completed Operations coverage, (vi) Contractual Liability on a "Blanket" basis designating all written and oral contracts related to the work, (vii) Personal Injury Liability for groups of offenses A, B, and C (with exclusions pertaining to liability assumed by the insured under contract, and to personal injury sustained by any person as a result of an offense directly or indirectly related to the employment of each person by the named insured deleted), and (viii) Incidental Medical Malpractice coverage. Such Commercial General Liability Insurance must be effectiveendorsed with a Broad Form Property Damage Endorsement (including Complete Operations). The Contractual Liability coverage must be endorsed so that all exclusions relating to explosion, Tenant’s written notice collapse and underground hazards are deleted. The CGL insurance shall have primary coverage limits not less than following: 66 Insurance Addendum Page 2 BODILY INJURY LIABILITY/PROPERTY DAMAGE LIABILITY - $1,000,000 each occurrence, combined single limit. PERSONAL INJURY LIABILITY - $1,000,000 each person; AUTOMOBILE LIABILITY INSURANCE (Auto) covering all owned, leased, non-owned and hired automobiles used in connection with the Work with coverage limits not less than the following: BODILY INJURY LIABILITY/PROPERTY DAMAGE LIABILITY - $1,000,000 each person and each occurrence, combined single limit. COMPREHENSIVE CATASTROPHE LIABILITY INSURANCE (Umbrella) indemnifying for ultimate net loss sustained by reason of any liability whether imposed by law, assumed under contract, or otherwise incurred arising out of: BODILY INJURY, including personal injury, because of bodily injury, including death at any time resulting therefrom, sustained by any person or persons. PROPERTY DAMAGE, for losses due to damages to or destruction of tangible property, including loss of use of such property resulting therefrom. The Umbrella insurance shall set forth coverage limits with respect to each occurrence, except for the products hazard coverage which shall contain aggregate limits for each annual period. With regard to Contractor, the Umbrella insurance shall have coverage limits not less than FIVE MILLION DOLLARS AND 00/100 ($5,000,000) for each occurrence and in the aggregate as applicable in excess of the amount set forth in subparagraphs (WC), (CGL) & (AUTO) above. For each subcontractor employed in conjunction with the Work, the Umbrella insurance shall have coverage limits not less than TWO MILLION DOLLARS AND 00/100 ($2,000,000) for each occurrence and in the aggregate as applicable in excess of the amount set forth in subparagraphs (WC), (CGL) & (AUTO) above. In the event that Contractor or any subcontractors have or obtain insurance coverage in amounts in excess of those listed above, such additional insurance coverage shall also insure to the benefit of the Landlord and Owner. Contractor shall be liable to Landlord stating Tenant’s election either and Owner for the actions of said remedies Contractor, its subcontractors and their respective agents, servants and employees for any losses suffered by Landlord and Owner which would otherwise have been covered by any insurance required hereunder in subparagraph (i) or (ii) above must be delivered to Landlord prior to Landlord’s completion of the MPCA required work. Notwithstanding the foregoing provisions to the contrary, Tenant shall not have the option to terminate this Lease unless the MPCA (or, if the MPCA event Contractor fails to provide obtain any such addendum. (Any subcontractor working directly for Owner shall be deemed a timely response to inquiry of Landlord or Tenant, an environmental consultant reasonably acceptable to both Landlord or Tenant) shall determine that occupancy of the Premises creates material risk of illness or injury from such Hazardous Materials. Notwithstanding the foregoing provisions to the contrary, provided that Landlord promptly commences and diligently proceeds with the steps required by MPCA, Landlord shall have such additional time as may be reasonably necessary to complete such steps so long as in the reasonable judgment of Tenant the occupants of the Premises are reasonably able to continue to occupy the Premises without material risk of illness or injury from such Hazardous Materials. Landlord shall use reasonable efforts to minimize any interference with Tenant’s business caused by Landlord’s entry into the Premises. The obligations of Landlord and Tenant under subsections (e) and (f), respectively, shall survive the expiration or termination General Contractor for purposes of this Leaseaddendum and shall comply with all obligations herein required of Contractor).

Tenant’s Rights. In the event If Landlord estimates that Tenant reasonably determines that any Hazardous Materials are present on the Premises will remain untenantable for in excess of three hundred sixty-five (other than any Hazardous Materials 365) days, then Tenant may elect to terminate this Lease by written notice delivered to Landlord within thirty (30) days following Landlord’s delivery to Tenant of the estimated duration that may have been introduced upon the Premises by Tenant, its Representatives or Visitors and other than any Hazardous Materials that are allowed by MPCA to will remain in the soil and groundwater of the Premises pursuant to the RAPs and the Declaration, including any such allowable Hazardous Materials which have been exacerbated by the actions of Tenant, its Representative or Visitors and vapors other than those contemplated in the RAPs that entered the Premises subsequent to Landlord’s completion of the actions required by the RAPs) and represent a material danger to persons or property on the Premises, Tenant shall notify Landlord of the same, and Landlord shall immediately take such steps as are required by MPCA with respect to such Hazardous Materialsuntenantable. If Landlord fails to do so within one estimated the duration that the Premises would remain untenantable at three hundred twenty sixty-five (120365) days after receipt or less, and following three hundred sixty-five (365) days’ from the date of written notice from Tenantcasualty the Premises remains untenantable, Tenant, at its sole option, shall have the right to elect either of the following remedies by written notice to Landlord: (i) then Tenant may take over such steps required by MPCA of Landlord, in which case Tenant shall have the right to recover from Landlord the reasonable costs incurred by Tenant to perform such steps required by MPCA, together with interest thereon at the Interest Rate, or (ii) Tenant may thereafter terminate this Lease, provided, however, to be effective, Tenant’s Lease upon ten (10) business days’ prior written notice to Landlord stating (and such termination shall be effective unless Landlord delivers the Premises in the required condition within said ten (10) business day period). If Landlord estimated the duration that the Premises would remain untenantable at more than three hundred sixty-five (365) days (but neither party elected to terminate this Lease), and the Premises remains untenantable for more than thirty (30) days following the estimated completion date (subject to extension for force majeure and delays caused by Tenant’s election either of said remedies in subparagraph ), then Tenant may thereafter terminate this Lease upon ten (i10) or (ii) above must be delivered business days’ prior written notice to Landlord prior to Landlord’s completion (and such termination shall be effective unless Landlord delivers the Premises in the required condition within said ten (10) business day period). If there is a casualty during the last twelve (12) months of the MPCA required work. Notwithstanding Term (as may be extended), and if due to such casualty Landlord estimates that the foregoing provisions to the contraryPremises shall remain untenantable for in excess of thirty (30) days, then Tenant shall not have the option may elect to terminate this Lease unless the MPCA by written notice delivered to Landlord within ten (or, if the MPCA fails 10) business days following Landlord’s delivery to provide a timely response to inquiry of Landlord or Tenant, an environmental consultant reasonably acceptable to both Landlord or Tenant) shall determine that occupancy Tenant of the Premises creates material risk of illness or injury from such Hazardous Materials. Notwithstanding the foregoing provisions to the contrary, provided estimated duration that Landlord promptly commences and diligently proceeds with the steps required by MPCA, Landlord shall have such additional time as may be reasonably necessary to complete such steps so long as in the reasonable judgment of Tenant the occupants of the Premises are reasonably able to continue to occupy the Premises without material risk of illness or injury from such Hazardous Materials. Landlord shall use reasonable efforts to minimize any interference with Tenant’s business caused by Landlord’s entry into the Premises. The obligations of Landlord and Tenant under subsections (e) and (f), respectively, shall survive the expiration or termination of this Leasewill remain untenantable.

Tenant’s Rights. In the event that Tenant reasonably determines that Should any Hazardous Materials are present on the Improvements or Premises (be wholly or partially destroyed or damaged by fire or any other than any Hazardous Materials that may have been introduced upon the Premises by Tenant, its Representatives or Visitors and other than any Hazardous Materials that are allowed by MPCA to remain in the soil and groundwater of the Premises pursuant casualty not due to the RAPs and the Declaration, including any such allowable Hazardous Materials which have been exacerbated by the actions intentional or negligent acts of Tenant, its Representative or Visitors and vapors other than those contemplated in the RAPs that entered the Premises subsequent to Landlord’s completion of the actions required by the RAPs) and represent a material danger to persons or property on the Premises, Tenant shall notify Landlord of the same, and Landlord shall immediately take such steps as are required by MPCA with respect to such Hazardous Materials. If Landlord fails to do so within one hundred twenty (120) days after receipt of written notice from Tenant, Tenant, at its sole option, shall have the right to elect either of the following remedies by written notice to Landlord: (i) Tenant may take over such steps required by MPCA of Landlord, in which case Tenant shall have the right to recover from Landlord restore and reconstruct the reasonable costs incurred by Tenant Improvements or Premises. Notwithstanding any provision of this Lease to perform such steps required by MPCAthe contrary, together with interest thereon at the Interest Rate, or (ii) Tenant may terminate whenever under any provision of this Lease, Tenant restores and reconstructs Improvements (other than Tenant Improvements), Tenant shall be entitled to use the proceeds of Landlord’s Property Coverage, if any, as this term is defined above in Section 9.1. If Tenant elects to restore and reconstruct such Improvements, then rent shall xxxxx to the degree the Premises are unusable for Tenant’s business purposes until such time as Tenant has fully restored and reconstructed such Improvements and the Premises are usable for Tenant’s business purposes. Notwithstanding anything to the contrary, if Xxxxxx has not completed restoration or reconstruction of the Improvements after two (2) years provided, however, that such two (2) year period shall be extended by any period of Force Majeure, as defined under Section 16.13 of this Lease, any rent abatement shall end and Tenant agrees to be effective, Tenant’s written notice to Landlord stating Tenant’s election either of said remedies in subparagraph (i) or (ii) above must be delivered to Landlord prior to Landlord’s completion of pay the MPCA required workfull then-applicable rental rate. Notwithstanding the foregoing provisions anything to the contrary, if any casualty occurs within in five (5) years after the Effective Date, Tenant 1) shall not have the option right to terminate pursuant to this Lease unless the MPCA (orSection 10.1 and 2) further covenants and agrees to use all insurance and other proceeds, if any, to rebuild the MPCA fails Improvements in the manner as originally contemplated by this Lease. Tenant may reconstruct any such building using Landlord’s insurance proceeds, if any. During the period of any reconstruction or repair pursuant to provide a timely response this paragraph, all rental shall xxxxx to inquiry of Landlord the degree the Premises are unusable for Tenant’s business purposes. Xxxxxx’s rent shall be abated proportionally until such time that it can use the Premises for the uses and purposes contemplated hereby and the reconstruction or Tenantrepair is finished. If the Premises is rendered wholly untenable it cannot be used by the Tenant for the use and purposes contemplated hereby, an environmental consultant reasonably acceptable to both Landlord or Tenant) shall determine that occupancy then rate will be abated in its entirety until such time as can fully operate is business out of the Premises creates material risk of illness or injury from such Hazardous Materials. Notwithstanding the foregoing provisions to the contrary, provided that Landlord promptly commences as intended and diligently proceeds with the steps required contemplated by MPCA, Landlord shall have such additional time as may be reasonably necessary to complete such steps so long as in the reasonable judgment of Tenant the occupants of the Premises are reasonably able to continue to occupy the Premises without material risk of illness or injury from such Hazardous Materials. Landlord shall use reasonable efforts to minimize any interference with Tenant’s business caused by Landlord’s entry into the Premises. The obligations of Landlord and Tenant under subsections (e) and (f), respectively, shall survive the expiration or termination of this Lease.

Tenant’s Rights. In (a) Provided that at the time the current tenant of the twenty-third (23rd) floor of the Building surrenders possession of such floor to Landlord (i) there then exists no Event of Default (or any monetary default of which Landlord has given Tenant notice), (ii) this Lease is then in full force and effect, and (iii) the Occupancy Requirement is satisfied, Landlord shall divide and improve the portion of such 23rd floor not constituting the Automatic Expansion Space into two separate pre-built units (the “23rd Floor Unit 1 Expansion Space” and the “23rd Floor Unit 2 Expansion Space”, respectively), provided that in the event that Tenant reasonably determines that any Hazardous Materials the 23rd Floor Suite A Automatic Expansion Space is the Automatic Expansion Space, Landlord shall also either (1) demise and improve the RamiusB Space into a third pre-built unit (the “23rd Floor Unit 3 Expansion Space”; the 23rd Floor Unit 1 Expansion Space, the 23rd Floor Unit 2 Expansion Space and, if applicable, the 23rd Floor Unit 3 Expansion Space are present sometimes individually and collectively referred to as “23rd Floor Expansion Space”) or (2) incorporate the RamiusB Space into the 23rd Floor Unit 2 Expansion Space. The demising plan and rentable areas of the 23rd Floor Unit 1 Expansion Space and the 23rd Floor Unit 2 Expansion Space are tentatively shown on the Premises (other than any Hazardous Materials that may have been introduced upon the Premises by Tenant, its Representatives or Visitors and other than any Hazardous Materials that are allowed by MPCA to remain in the soil and groundwater floor plan of the Premises pursuant to twenty-third (23rd) floor of the RAPs Building annexed hereto as part of Exhibit B as Unit 1 and Unit 2, respectively. If any of the Declarationforegoing conditions (i), including any (ii) or (iii) shall not be satisfied at the time the current tenant of the twenty-third (23rd) floor of the Building surrenders possession of such allowable Hazardous Materials which have been exacerbated by the actions of Tenant, its Representative or Visitors and vapors other than those contemplated in the RAPs that entered the Premises subsequent floor to Landlord’s completion , this Article 24 shall be void and of the actions required by the RAPs) and represent a material danger to persons or property on the Premises, Tenant shall notify Landlord of the same, and Landlord shall immediately take such steps as are required by MPCA with respect to such Hazardous Materialsno effect. If Landlord fails is obligated to do so within one hundred twenty (120) days after receipt of written notice from Tenant, Tenant, at its sole option, shall have demise and improve the right to elect either of the following remedies by written notice to Landlord: (i) Tenant may take over such steps required by MPCA of Landlord, in which case Tenant shall have the right to recover from Landlord the reasonable costs incurred by Tenant to perform such steps required by MPCA, together with interest thereon at the Interest Rate, or (ii) Tenant may terminate this Lease, provided, however, to be effective, Tenant’s written notice to Landlord stating Tenant’s election either of said remedies in subparagraph (i) or (ii) above must be delivered to Landlord prior to Landlord’s completion of the MPCA required work. Notwithstanding the foregoing provisions to the contrary, Tenant shall not have the option to terminate this Lease unless the MPCA (or, if the MPCA fails to provide a timely response to inquiry of Landlord or Tenant, an environmental consultant reasonably acceptable to both Landlord or Tenant) shall determine that occupancy of the Premises creates material risk of illness or injury from such Hazardous Materials. Notwithstanding the foregoing provisions to the contrary, provided that Landlord promptly commences and diligently proceeds with the steps required by MPCA23rd Floor Expansion Space as aforesaid, Landlord shall have such additional time as may be reasonably necessary to complete such steps so long as in the reasonable judgment of Tenant the occupants of the Premises are reasonably able to continue to occupy the Premises without material risk of illness or injury from such Hazardous Materials. Landlord shall use reasonable efforts to minimize any interference with Tenant’s business caused by Landlord’s entry into the Premises. The obligations of Landlord and Tenant under subsections (e) and (f), respectively, shall survive the expiration or termination of this Lease.right:

Tenant’s Rights. In Notwithstanding anything to the event that contrary contained herein or the Mortgage, Tenant reasonably determines that may assert any Hazardous Materials are present on claims for rental abatement, offsets and rent credits permitted under the Premises (other than any Hazardous Materials that may have been introduced upon the Premises by Tenant, its Representatives or Visitors and other than any Hazardous Materials that are allowed by MPCA to remain in the soil and groundwater terms of the Premises pursuant to Tenant's Rights Sections (as hereinafter defined) whether arising on, before or after the RAPs and the Declaration, including any such allowable Hazardous Materials which have been exacerbated by the actions of Tenant, its Representative or Visitors and vapors other than those contemplated in the RAPs that entered the Premises subsequent to Landlord’s completion of the actions required by the RAPs) and represent a material danger to persons or property on the Premises, Tenant shall notify Landlord of the same, and Landlord shall immediately take such steps as are required by MPCA with respect to such Hazardous Materials. If Landlord fails to do so within one hundred twenty (120) days after receipt of written notice from Tenant, Tenant, at its sole option, shall have the right to elect either of the following remedies by written notice to Landlord: Succession Date (i) Tenant may take over such steps required by MPCA of Landlord, in which case Tenant shall have the right to recover from against Former Landlord the reasonable costs incurred by Tenant to perform such steps required by MPCA, together with interest thereon at the Interest Rate, or and (ii) Tenant may terminate to the extent such rent credits, offsets or abatements have not been fully exhausted as of the Succession Date or continue to accrue after the Succession Date, against Mortgagee or any Successor Landlord; and the foregoing shall not be construed to relieve Successor Landlord of liability under the Lease first arising and accruing after the Succession Date; and provided further for purposes of clarity, it is hereby acknowledged and agreed that as of the Succession Date, subject to the terms of this Agreement, Mortgagee and any Successor Landlord shall be bound by all of the terms, covenants and conditions of the Lease for the balance of the term thereof remaining, including but not limited to the following obligations, each to the extent expressly required under the Lease, ; provided, however, in no event shall Mortgagee or Successor Landlord incur any liability beyond Mortgagee or Successor Landlord's then equity interest, if any, in the Property, and Tenant shall look exclusively to such equity interest of Lender, if any, in the Property for the payment and discharge of any obligations or liability imposed upon Mortgagee hereunder or under the Lease: (w) the balance of Tenant's Contribution or Tenant's Expansion Premises Contribution to the extent delivered by Tenant to Former Landlord and not applied, as applicable toLandlord's Work or Landlord's Expansion Premises' Work but only to the extent Mortgagee or Successor Landlord actually receives Tenant's Contribution or Tenant's Expansion Premises Contribution; (x) any rent credits, offsets, abatements or reductions of Rent to which Tenant may be effectiveentitled as set forth in is expressly set forth in the Lease, Tenant’s written notice to Landlord stating Tenant’s election either including, without limitation, the abatement of said remedies in subparagraph Rent through the Rent Commencement Date (i) or (ii) above must be delivered to Landlord prior to Landlord’s completion andany extension of the MPCA required workRent Commencement Date pursuant to Section 4.2), rent credits, offsets, refunds, abatements of or reduction of Rent set forth in Section 4.2(e), Section 4.2(f), Section 5.1(d)(iii), Section S.l(d)(iv), , Section 7.2(b), Section 7.4(a), Section 8.1(e), Section 10.1 J(b), Section 11.3, Section 12.l(b), Section 12.3, Section 26.18(c), Section 26.19(b), Section 26.22(a), Section 3 I .2, Section 32.4, Section 32.8, and Section 33.8 which, in any case, have not yet been fully applied, credited, offset or exhausted against amounts payable by Tenant under the Lease as of the Succession Date (collectively referred to as the "Tenant's ights Sections"); and (y) any options or rights ofTenant under the Lease to the Expansion Premises and any Renewal Terms. 6. Exculpation o[Successor Landlord. Notwithstanding the foregoing provisions anything to the contrarycontrary in this Agreement or the Lease, upon any attornment pursuant to this Agreement, the Lease shall be deemed to have been automatically amended to provide that Successor Landlord's obligations and liability under the Lease shall never extend beyond Successor Landlord's (or its successors' or assigns') interest, if any, in the ·Leased Premises from time to time, including insurance and condemnation proceeds, security deposits, escrows, Successor Landlord's interest in the Lease, and the proceeds from any sale, lease or other disposition of the Property (or any portion thereof) by Successor Landlord (collectively, the "Successor Landlord's Interest"). Tenant shall look exclusively to Successor Landlord's Interest (or that of its successors and assigns) for payment or discharge of any obligations of Successor Landlord under the Lease as affected by this Agreement. If Tenant obtains any money judgment against Successor Landlord with . respect to the Lease or the relationship between Successor Landlord and Tenant, then Tenant shall look solely to Successor Landlord's Interest (or that of its successors and assigns) to collect such judgment. Tenant shall not have the option collect or attempt to terminate this Lease unless the MPCA (or, if the MPCA fails to provide a timely response to inquiry collect any such judgment out of Landlord or Tenant, an environmental consultant reasonably acceptable to both Landlord or Tenant) shall determine that occupancy any other assets of the Premises creates material risk of illness or injury from such Hazardous MaterialsSuccessor Landlord. Notwithstanding the foregoing provisions to the contrary, provided that Landlord promptly commences and diligently proceeds with the steps required by MPCA, Landlord shall have such additional time as may be reasonably necessary to complete such steps so long as in the reasonable judgment of Tenant the occupants of the Premises are reasonably able to continue to occupy the Premises without material risk of illness or injury from such Hazardous Materials. Landlord shall use reasonable efforts to minimize any interference with Tenant’s business caused by Landlord’s entry into the Premises. The obligations of Landlord and Tenant under subsections (e) and (f), respectively, shall survive the expiration or termination of this Lease.16100912_3

Tenant’s Rights. In If (i) the event Damage Notice reflects that Tenant reasonably determines that any Hazardous Materials are present on the Premises (other than any Hazardous Materials that may have been introduced upon the Premises by Tenanta Material Casualty Event has occurred and states that, its Representatives or Visitors and other than any Hazardous Materials that are allowed by MPCA to remain in the soil and groundwater professional opinion of such third party engineer or architect, such Material Casualty Event will take longer than three hundred sixty-five (365) days after the date of the Premises pursuant Casualty to repair (the RAPs and the Declaration“Repair Period”), including any such allowable Hazardous Materials which have been exacerbated by the actions of Tenant, its Representative or Visitors and vapors other than those contemplated in the RAPs that entered the Premises subsequent to Landlord’s completion of the actions required by the RAPs(ii) and represent a material danger to persons or property on the Premises, Tenant shall notify Landlord of the same, and Landlord shall immediately take such steps as are required by MPCA with respect to such Hazardous Materials. If Landlord fails to do so deliver the Damage Notice by the date that is ninety (90) days after such Casualty and thereafter fails to remedy such failure within one hundred twenty ten (12010) days after receipt of written notice from Tenant, Tenant, at its sole option, shall have the right to elect either of the following remedies by written notice to Landlord: (i) Tenant may take over such steps required by MPCA of Landlord, in which case Tenant shall have the right to recover from Landlord the reasonable costs incurred by Tenant to perform such steps required by MPCA, together with interest thereon at the Interest Rate, or (ii) then Tenant may terminate this Lease, provided, however, to be effective, Tenant’s Lease by delivering written notice to Landlord stating Tenant’s of its election either of said remedies in subparagraph to terminate within thirty (i30) or (ii) above must be days after the Damage Notice has been delivered to Landlord prior to Landlord’s completion of the MPCA required work. Notwithstanding the foregoing provisions to the contrary, Tenant shall not have the option to terminate this Lease unless the MPCA (or, if no Damage Notice is delivered, within thirty (30) days after the MPCA fails to provide a timely response to inquiry of Landlord or Tenant, an environmental consultant reasonably acceptable to both Landlord or Tenant) shall determine that occupancy expiration of the ten (10)-day period), with such termination effective as of the date of termination specified in such termination notice which shall in no event be earlier than thirty (30) days after the date of such termination notice, and no later than ninety (90) days after the date of such termination notice, to allow the parties sufficient time to comply with the provisions of this Lease regarding surrender of the Premises. Alternately, Tenant may, by delivery of written notice to Landlord with thirty (30) days after Txxxxx’s receipt of a Damage Notice reflecting a Material Casualty Event and Repair Period longer than three hundred sixty-five (365) days, elect to undertake the repair of such Casualty damage and restore the Premises creates material risk of illness or injury from such Hazardous Materials. Notwithstanding the foregoing provisions to the contrary, at Tenant’s cost and expense; provided that Landlord promptly commences and diligently shall reimburse Tenant an amount equal to the insurance proceeds with actually received by Landlord in respect of such Casualty damage (or would have received if Landlord maintained the steps insurance required by MPCA, Landlord shall have such additional time as may be reasonably necessary pursuant to complete such steps so long as in the reasonable judgment of Tenant the occupants of the Premises are reasonably able to continue to occupy the Premises without material risk of illness or injury from such Hazardous Materials. Landlord shall use reasonable efforts to minimize any interference with Tenant’s business caused by Landlord’s entry into the Premises. The obligations of Landlord and Tenant under subsections (e) and (f), respectively, shall survive the expiration or termination terms of this Lease, all as the same may have been reduced by amounts required to be paid towards deductibles and to Landlord’s current Mortgagee without the ability to use such proceeds towards the repair or restoration of the Premises). If Tenant elects to restore the Premises pursuant to the preceding sentence, such election shall be non-revocable, and such restoration shall become and be a Tenant obligation under this Lease.

Tenant’s Rights. In the event that Tenant reasonably determines that Should any Hazardous Materials are present on the Improvements or Premises (be wholly or partially destroyed or damaged by fire or any other than any Hazardous Materials that may have been introduced upon the Premises by Tenant, its Representatives or Visitors and other than any Hazardous Materials that are allowed by MPCA to remain in the soil and groundwater of the Premises pursuant casualty not due to the RAPs and the Declaration, including any such allowable Hazardous Materials which have been exacerbated by the actions intentional or negligent acts of Tenant, its Representative or Visitors and vapors other than those contemplated in the RAPs that entered the Premises subsequent to Landlord’s completion of the actions required by the RAPs) and represent a material danger to persons or property on the Premises, Tenant shall notify Landlord of the same, and Landlord shall immediately take such steps as are required by MPCA with respect to such Hazardous Materials. If Landlord fails to do so within one hundred twenty (120) days after receipt of written notice from Tenant, Tenant, at its sole option, shall have the right to elect either of the following remedies by written notice to Landlord: (i) Tenant may take over such steps required by MPCA of Landlord, in which case Tenant shall have the right to recover from Landlord restore and reconstruct the reasonable costs incurred by Tenant Improvements or Premises. Notwithstanding any provision of this Lease to perform such steps required by MPCAthe contrary, together with interest thereon at the Interest Rate, or (ii) Tenant may terminate whenever under any provision of this Lease, Tenant restores and reconstructs Improvements (other than Tenant Improvements), Tenant shall be entitled to use the proceeds of Landlord’s Property Coverage, if any, as this term is defined above in Section 9.1. If Tenant elects to restore and reconstruct such Improvements, then rent shall xxxxx to the degree the Premises are unusable for Tenant’s business purposes until such time as Tenant has fully restored and reconstructed such Improvements and the Premises are usable for Tenant’s business purposes. Notwithstanding anything to the contrary, if Tenant has not completed restoration or reconstruction of the Improvements after two (2) years provided, however, that such two (2) year period shall be extended by any period of Force Majeure, as defined under Section 16.13 of this Lease, any rent abatement shall end and Tenant agrees to be effective, Tenant’s written notice to Landlord stating Tenant’s election either of said remedies in subparagraph (i) or (ii) above must be delivered to Landlord prior to Landlord’s completion of pay the MPCA required workfull then-applicable rental rate. Notwithstanding the foregoing provisions anything to the contrary, if any casualty occurs within in five (5) years after the Effective Date, Tenant 1) shall not have the option right to terminate pursuant to this Lease unless the MPCA (orSection 10.1 and 2) further covenants and agrees to use all insurance and other proceeds, if any, to rebuild the MPCA fails Improvements in the manner as originally contemplated by this Lease. Tenant may reconstruct any such building using Landlord’s insurance proceeds, if any. During the period of any reconstruction or repair pursuant to provide a timely response this paragraph, all rental shall xxxxx to inquiry of Landlord the degree the Premises are unusable for Tenant’s business purposes. Tenant’s rent shall be abated proportionally until such time that it can use the Premises for the uses and purposes contemplated hereby and the reconstruction or Tenantrepair is finished. If the Premises is rendered wholly untenable it cannot be used by the Tenant for the use and purposes contemplated hereby, an environmental consultant reasonably acceptable to both Landlord or Tenant) shall determine that occupancy then rate will be abated in its entirety until such time as can fully operate is business out of the Premises creates material risk of illness or injury from such Hazardous Materials. Notwithstanding the foregoing provisions to the contrary, provided that Landlord promptly commences as intended and diligently proceeds with the steps required contemplated by MPCA, Landlord shall have such additional time as may be reasonably necessary to complete such steps so long as in the reasonable judgment of Tenant the occupants of the Premises are reasonably able to continue to occupy the Premises without material risk of illness or injury from such Hazardous Materials. Landlord shall use reasonable efforts to minimize any interference with Tenant’s business caused by Landlord’s entry into the Premises. The obligations of Landlord and Tenant under subsections (e) and (f), respectively, shall survive the expiration or termination of this Lease.

Tenant’s Rights. In Notwithstanding the event that Tenant reasonably determines that any Hazardous Materials are present on the Premises (other than any Hazardous Materials that may have been introduced upon the Premises by Tenantforegoing, its Representatives or Visitors and other than any Hazardous Materials that are allowed by MPCA if Landlord does not elect to remain in the soil and groundwater of the Premises pursuant to the RAPs and the Declaration, including any such allowable Hazardous Materials which have been exacerbated by the actions of Tenant, its Representative or Visitors and vapors other than those contemplated in the RAPs that entered the Premises subsequent to Landlord’s completion of the actions required by the RAPs) and represent a material danger to persons or property on the Premisesterminate this Lease, Tenant shall notify Landlord of the same, and Landlord shall immediately take such steps as are required by MPCA with respect to such Hazardous Materials. If Landlord fails to do so within one hundred twenty (120) days after receipt of written notice from Tenant, Tenant, at its sole option, shall have the right to elect may terminate this Lease if either of the following remedies by written notice to Landlord: (i) Landlord notifies Tenant may take over that in its good faith determination such steps required by MPCA repair or restoration cannot be completed within two hundred seventy (270) days from the date of Landlord, in which case Tenant shall have the right to recover from Landlord the reasonable costs incurred by Tenant to perform such steps required by MPCA, together with interest thereon at the Interest Ratecasualty, or (ii) the damage or destruction occurs within the last fifteen (15) months of the Term, unless Tenant’s gross negligence or willful misconduct was the sole cause of the damage. If Tenant has the right to terminate the Lease in accordance with the above provisions, Tenant may terminate this Lease, provided, however, to be effective, Tenant’s so elect by written notice to Landlord stating Tenantwhich must be given within thirty (30) days after the date Landlord delivers its initial notice of the estimate of the duration of the repairs Upon Landlord’s election either receipt of said remedies any such notice from Tenant under this Section 11(B), the termination shall be effective as of the date the destruction occurred, and Tenant shall have a reasonable period thereafter to move out of the Premises. There shall be an abatement of rent by reason of damage to or destruction of the Premises or the Building, or any portion thereof, to the extent that (i) Landlord receives insurance proceeds for loss of rental income attributable to the Premises and (ii) the floor area of the Premises cannot be reasonably used by Tenant for conduct of its business, in subparagraph which event the Base Rent shall xxxxx proportionately according to (i) or (ii) above must be delivered above, as appropriate, commencing on the date that the damage to Landlord prior to Landlord’s completion or destruction of the MPCA required workPremises or Building has occurred, and except that, if Landlord or Tenant elects to terminate this Lease as provided in Paragraph 11(B) above, no obligation shall accrue under this Lease after such termination. Notwithstanding the foregoing provisions of this Section, if Landlord’s insurance refuses to pay for a portion of abatement or Landlord lacks coverage and the cause of the damage was due to the contrarygross negligence or willful misconduct of Tenant or its employees, agents or contractors, Tenant shall not have the option be entitled to terminate this Lease unless the MPCA (or, if the MPCA fails to provide a timely response to inquiry of Landlord or Tenant, an environmental consultant reasonably acceptable to both Landlord or Tenant) shall determine that occupancy of the Premises creates material risk of illness or injury from such Hazardous Materials. Notwithstanding the foregoing provisions to the contrary, provided that Landlord promptly commences and diligently proceeds with the steps required by MPCA, Landlord shall have such additional time as may be reasonably necessary to complete such steps so long as in the reasonable judgment of Tenant the occupants of the Premises are reasonably able to continue to occupy the Premises without material risk of illness or injury from such Hazardous Materials. Landlord shall use reasonable efforts to minimize any interference with Tenant’s business caused by Landlord’s entry into the Premises. The obligations of Landlord and Tenant under subsections (e) and (f), respectively, shall survive the expiration or termination of this Leaseabatement.

Tenant’s Rights. In the event that Tenant reasonably determines that If any Hazardous Materials are present on the Premises (other than any Hazardous Materials that may have been introduced upon the Premises by Tenant, its Representatives or Visitors and other than any Hazardous Materials that are allowed by MPCA to remain in the soil and groundwater portion of the Premises pursuant is to taken by condemnation, Tenant may elect to terminate this Lease if the RAPs portion of the Premises taken is of such extent and nature as substantially to handicap, impede or permanently impair Tenant's use of the Declaration, including any such allowable Hazardous Materials which balance of the Premises. Tenant must exercise its right to terminate by giving notice to Landlord within thirty (30) days after the nature and extent of the taking have been exacerbated by the actions of Tenant, its Representative or Visitors and vapors other than those contemplated in the RAPs that entered the Premises subsequent finally determined. If Tenant elects to Landlord’s completion of the actions required by the RAPs) and represent a material danger to persons or property on the Premisesterminate this Lease, Tenant shall also notify Landlord of the samedate of termination, which date shall not be earlier than thirty (30) days nor later than ninety (90) days after Tenant has notified Landlord of its election to terminate, except that this Lease shall terminate on the date of taking if the date of taking falls on any date before the date of termination designated by Tenant. If the material damage to the Premises by fire or other casualty or by action of public or other authority in consequence thereof is of such extent and nature as substantially to handicap or impede Tenant's use of the balance of the Premises, and Landlord shall immediately take estimates that the amount of time required to repair any such steps as are required by MPCA with respect to such Hazardous Materials. If Landlord fails to do so within one hundred twenty damage exceeds sixty (12060) days after receipt of written notice from Tenantdays, Tenant, at its sole option, shall have the right to elect either of the following remedies by written notice to Landlord: (i) Tenant may take over such steps required by MPCA of Landlord, in which case Tenant shall have the right to recover from Landlord the reasonable costs incurred by Tenant to perform such steps required by MPCA, together with interest thereon at the Interest Rate, or (ii) then Tenant may terminate this Lease, Lease by giving notice to Landlord within thirty (30) days after Landlord has notified Tenant of Landlord's estimate of the amount of time that will be required to repair such damage; provided, however, to be effective, Tenant’s written notice to Landlord stating Tenant’s election either of said remedies in subparagraph (i) or (ii) above must be delivered to Landlord prior to Landlord’s completion of the MPCA required work. Notwithstanding the foregoing provisions to the contrary, that Tenant shall not have the option to terminate this Lease unless the MPCA (or, if the MPCA fails to provide a timely response to inquiry of Landlord or Tenant, an environmental consultant reasonably acceptable to both Landlord or Tenant) shall determine that occupancy such termination rights of the Premises creates material risk of illness fire or injury from such Hazardous Materials. Notwithstanding the foregoing provisions to the contrary, provided that Landlord promptly commences and diligently proceeds with the steps required by MPCA, Landlord shall have such additional time as may be reasonably necessary to complete such steps so long as in the reasonable judgment of Tenant the occupants of the Premises are reasonably able to continue to occupy the Premises without material risk of illness or injury from such Hazardous Materials. Landlord shall use reasonable efforts to minimize any interference with Tenant’s business casualty was caused by Landlord’s entry into the PremisesTenant or its agents. The obligations of Landlord and Tenant under subsections (e) and (f), respectively, shall survive the expiration or Following any termination of this LeaseLease pursuant to this Section 12.2, Tenant shall be entitled to a refund of a prorata portion of the rental paid to Landlord pursuant to Section 3.1 representing the portion of the year for which rental has been paid in advance following the termination.

Tenant’s Rights. In If Owner shall default under this Lease or any Mortgage or Superior Lease, Tenant may remedy the event that Tenant reasonably determines that any Hazardous Materials are present on default for the Premises account of Owner (other than any Hazardous Materials that may have been introduced upon the Premises by Tenant, its Representatives or Visitors a) immediately and other than any Hazardous Materials that are allowed by MPCA to remain without notice in the soil and groundwater case of the Premises pursuant to the RAPs and the Declarationan emergency, including any such allowable Hazardous Materials which have been exacerbated by the actions of Tenant, its Representative or Visitors and vapors other than those contemplated in the RAPs that entered the Premises subsequent to Landlord’s completion of the actions required by the RAPs(b) and represent a material danger to persons or property on the Premises, Tenant shall notify Landlord of the same, and Landlord shall immediately take such steps as are required by MPCA with respect to such Hazardous Materials. If Landlord fails a Mortgage or Superior Lease, if Owner shall fail to do so within one hundred twenty remedy the default for five (1205) days after receipt Tenant’s notice to Owner that Tenant shall remedy such default, or (c) in any other case, if Owner shall fail to remedy the default for twenty (20) Business Days (in the case of written notice from Tenant, Tenant, at its sole option, the failure to pay Tenant a sum of money) or thirty (30) days (in the case of any other Owner Default) in both cases after Tenant shall have the right to elect either notified Owner of the following remedies by written default, or if the default is not the failure to pay a sum of money and is not reasonably capable of cure within thirty (30) days then if Owner shall fail to commence to remedy the default within thirty (30) days after Tenant’s notice and thereafter diligently pursue the curing of the default. Notwithstanding the foregoing, with respect to Landlord: Owner’s failure to (i) pay Base Taxes or any other Real Estate Taxes required to be paid by Owner, the twenty (20) Business Day period in clause (b) shall be five (5) Business Days or (ii) substantially complete any portion of Owner’s Work by the dates set forth in Owner’s Work Schedule (subject to extension due to Tenant may take over such steps required by MPCA of LandlordDelays and Unavoidable Delays), in which case Tenant shall have the right to recover from Landlord exercise Tenant’s right under this Section (1) on the reasonable costs incurred by Tenant later of ten (10) Business Days after the date in question or three (3) Business Days after Tenant’s notice to perform such steps required by MPCA, together with interest thereon at Owner of the Interest Rate, failure or (ii2) if Owner’s failure is due to Owner’s inability to pay for Owner’s Work, on ten (10) days notice to Owner. If Tenant may terminate this Lease, provided, however, to be effective, shall exercise Tenant’s written notice right to Landlord stating complete any portion of Owner’s Work, then Owner shall not be required to pay any amounts pursuant to Section 5.1 which would have accrued as a result of that failure following the date Owner would have substantially completed that portion of Owner’s Work but for Tenant exercising Tenant’s election either of said remedies in subparagraph right (i) or (ii) above must and any dispute with respect to that date shall be delivered to Landlord prior to Landlord’s completion of the MPCA required work. Notwithstanding the foregoing provisions to the contrary, Tenant shall not have the option to terminate this Lease unless the MPCA (or, if the MPCA fails to provide a timely response to inquiry of Landlord or Tenant, an environmental consultant reasonably acceptable to both Landlord or Tenant) shall determine that occupancy of the Premises creates material risk of illness or injury from such Hazardous Materials. Notwithstanding the foregoing provisions to the contrary, provided that Landlord promptly commences and diligently proceeds with the steps required resolved by MPCA, Landlord shall have such additional time as may be reasonably necessary to complete such steps so long as in the reasonable judgment of Tenant the occupants of the Premises are reasonably able to continue to occupy the Premises without material risk of illness or injury from such Hazardous Materials. Landlord shall use reasonable efforts to minimize any interference with Tenant’s business caused by Landlord’s entry into the Premises. The obligations of Landlord and Tenant under subsections (e) and (fConstruction Arbitration), respectively, shall survive the expiration or termination of this Lease.