Common use of Damage by Fire or Other Casualty Clause in Contracts

Damage by Fire or Other Casualty. 13.1. If any fire or other casualty (whether insured or uninsured) renders all or a substantial portion of the Premises or the Building untenantable, Landlord will, with reasonable promptness not to exceed 45 days after the occurrence of such damage, estimate the length of time that will be required to substantially complete the repair and restoration and will by notice advise Tenant of such estimate (“Landlord’s Notice”). If Landlord estimates that the amount of time required to substantially complete such repair and restoration will exceed 180 days from the date such damage occurred, then Landlord, or Tenant (but with respect to Tenant only if all or a substantial portion of the Premises, or the Common Areas used to access the Premises, is rendered untenantable and the time period of in excess of 180 days relates to the repair of the Premises and Common Areas, if applicable), will have the right to terminate this Lease retroactively to the date of such damage upon giving written notice to the other at any time within 20 days after delivery of Landlord’s Notice, provided that if Landlord so chooses, Landlord’s Notice may also constitute such notice of termination. However, in the event (i) a fire or other casualty renders all or a substantial portion of the Premises or the Building untenantable prior to the First Phase Rent Commencement Date and (ii) if the estimated time to substantially complete the repair and restoration set forth in Landlord’s Notice exceeds 180 days from the anticipated First Phase Rent Commencement Date, then either party may terminate this Lease upon giving written notice to the other at any time within 20 days after delivery of Landlord’s Notice, provided that if Landlord so chooses, Landlord’s Notice may also constitute such notice of termination.

Damage by Fire or Other Casualty. 13.1. If any the Building shall be damaged or destroyed by fire or other casualty (whether insured casualty, Tenant shall promptly notify Landlord, and Landlord, subject to the conditions set forth in this Section 23, shall repair, rebuild or uninsured) renders all replace such damage and restore the Premises to substantially the same condition in which they were immediately prior to such damage or a substantial portion destruction, excluding, however, any of the Tenant Work, leasehold improvements, equipment, fixtures and other property installed or located in the Premises by Tenant and for any of Tenant’s Alterations, additions or improvements subsequently made (collectively, “Tenant’s Installations”); provided, however, that Landlord shall only be obligated to restore such damage which is covered by the Building untenantable, fire and other extended coverage insurance policies that Landlord will, with reasonable promptness not is obligated to exceed 45 days after the occurrence of such damage, estimate the length of time that will carry under this Lease. Tenant shall be required to substantially complete solely responsible for the repair and restoration of Tenant’s Installations, which shall be prosecuted with diligence and will shall be performed in a first class manner. The restoration and repair work shall be commenced promptly and completed with due diligence by notice advise Tenant of such estimate (“Landlord’s Notice”). If Landlord estimates that and/or Tenant, as the amount of case may be, taking into account the time required to effect a settlement with, and procure insurance proceeds from, the insurers, and for delays beyond a party’s reasonable control. If (i) Landlord fails to substantially complete such repair and Landlord’s restoration will exceed 180 work within two hundred seventy (270) days from the date such damage occurred, then Landlordof damage, or Tenant (but with respect ii) if less than one (1) year remains in the term from the date of damage, either party may terminate this Lease by notice to Tenant only if all or a substantial portion the other, such notice to be given within twenty (20) days after the end of the Premisestwo hundred seventy (270) day period, in the case of (i), or within sixty (60) days of the Common Areas used date of damage, in the case of (ii). The net amount of any insurance proceeds (excluding proceeds received pursuant to access a rental coverage endorsement) recovered by reason of the Premises, is rendered untenantable and damage or destruction of the time period of Building in excess of 180 days relates the cost of adjusting the insurance claim and collecting the insurance proceeds (such excess amount being hereinafter called the “net insurance proceeds”) shall be applied towards the reasonable cost of restoration. If in Landlord’s reasonable opinion the net insurance proceeds will not be adequate to the repair of the Premises and Common Areascomplete such restoration, if applicable), will Landlord shall have the right to terminate this Lease retroactively and all the obligations of the parties hereto thereafter arising by sending a written notice of such termination to Tenant, the notice to specify a termination date no less than ten (10) days after its transmission. If the net insurance proceeds are more than adequate, the amount by which the net insurance proceeds exceed the cost of restoration will be retained by Landlord or applied to repayment of any mortgage secured by the Building. Tenant will receive an abatement of its Base Rent and Additional Rent and other charges or payment made to or for the account of Landlord under this Lease to the date of such damage upon giving written notice to extent and during the other at any time within 20 days after delivery of Landlord’s Noticethe Premises, provided that if Landlord so chooses, Landlord’s Notice may also constitute such notice of termination. However, in the event (i) a fire or other casualty renders all or a substantial material portion of the Premises or the Building untenantable prior thereof, are rendered unusable for their intended purposes due to the First Phase Rent Commencement Date and (ii) if the estimated time to substantially complete the repair and restoration set forth in Landlord’s Notice exceeds 180 days from the anticipated First Phase Rent Commencement Date, then either party may terminate this Lease upon giving written notice to the other at any time within 20 days after delivery of Landlord’s Notice, provided that if Landlord so chooses, Landlord’s Notice may also constitute such notice of termination.casualty

Damage by Fire or Other Casualty. 13.1If fire or other casualty shall render the whole or any material portion of the Premises untenantable, and the Premises can reasonably be expected to be made tenantable within one hundred twenty (120) days from the date of such event, then Lessor shall repair and restore the Premises and the Office Complex to as near their condition prior to the fire or other casualty as is reasonably possible within such one hundred twenty (120) day period (subject to delays for causes beyond Lessor's reasonable control) and notify Lessee that it will be doing so, such notice to be mailed within thirty (30) days from the date of such damage or destruction, and this Lease shall remain in full force and effect, but the rent for the period during which the Premises are untenantable shall be abated pro rata (based upon the portion of the Premises which is untenantable). If Lessor is required to repair the Office Complex and/or the Premises, as aforesaid, said work shall be undertaken and prosecuted with all due diligence and speed. If fire or other casualty shall render the whole or any material part of the Premises untenantable and the Premises cannot reasonably be expected to be made tenantable within one hundred twenty (120) days from the date of such event, then either party, by notice in writing to the other mailed within thirty (30) days from the date of such damage or destruction, may terminate this Lease effective upon a date within thirty (30) days from the date of such notice. In the event that more than fifty percent (50%) of the value of the specific office structure of which the Premises is a part is damaged or destroyed by fire or other casualty, and irrespective of whether damage or destruction can be made tenantable within one hundred twenty (120) days thereafter, then at Lessor's option, by written notice to Lessee, mailed within forty-five (45) days from the date of such damage or destruction, Lessor may terminate this Lease effective upon a date within ninety (90) days from the date of such notice to Lessee. Further, if the foregoing damage or destruction results in a materially adverse effect on Lessee's use and enjoyment of the Premises, the Lessee shall have the same right to terminate as is provided to Lessor (and within the same time periods) in the foregoing sentence. If fire or other casualty shall render any material portion of the Premises or any material portion of the Office Complex untenantable and the insurance proceeds are not sufficient to make repairs, then Lessor may, by notice to Lessee, mailed within thirty (30) days from the date of such damages or destruction, terminate this Lease effective upon a date within thirty (30) days from the date of such notice. However, Lessee may within fifteen (15) days from Lessor's notice of termination elect to fund the repair cost shortfall and upon making such funds available to lessor or an independent escrowee within fifteen (15) days of Lessee's election notice, Lessor's termination election shall be rescinded, and Lessor shall proceed to repair or restore the Premises and the Office Complex. If the Premises or the Office Complex is damaged, and such damage is of the type insured against under the fire and special form property damage insurance maintained by Lessor hereunder, the cost of repairing said damage up to the amount of the deductible under said insurance policy shall be included as a part of the Operating Expenses. If the damage is not covered by such insurance policies and Lessor elects to repair the damage, then Lessee shall pay Lessor a pro rata share of the "deductible amount" (if any) under Lessor's insurance policies based on Lessee's percentage interest of the Premises and, if the damage was due to an act or omission of Lessee, Lessee shall pay Lessor the difference between the actual cost of repair and any insurance proceeds received by Lessor. If fire or other casualty shall render the whole or any material part of the Premises untenantable and the Premises cannot reasonably be expected to be made tenantable within one hundred twenty (120) days from the date of such event and neither party hereto terminates this Lease pursuant to its rights herein or in the event that more than fifty percent (50%) of the value of the Office Complex is damaged or destroyed by fire or other casualty, and Lessor does not terminate this Lease pursuant to its option granted herein, or in the event that fifty percent (50%) or less of the value of the Office Complex is damaged or destroyed by fire or other casualty and neither the whole nor any material portion of the Premises is rendered untenantable, then Lessor shall repair and restore the Premises and the Office Complex to as near their condition prior to the fire or other casualty as is reasonably possible with all due diligence and speed (subject to delays for causes beyond Lessor's reasonable control) and the rent for the period during which the Premises are untenantable shall be abated pro rata (based upon the portion of the Premises which is untenantable). In no event shall Lessor be obligated to repair or restore any special equipment or improvements installed by Lessee. Anything herein contained to the contrary notwithstanding, Lessor shall not be obligated to spend more than the net insurance proceeds received by Lessor on account of any fire or other casualty (whether insured in order to repair or uninsured) renders all or a substantial portion of restore the Premises or the Building untenantableOffice Complex following such casualty; provided, Landlord willhowever, with reasonable promptness not to exceed 45 days Lessor shall notify Lessee promptly after the occurrence casualty if Lessor is unwilling to expend more than the net insurance proceeds. In the event of such damage, estimate the length a termination of time that will be required to substantially complete the repair and restoration and will by notice advise Tenant of such estimate (“Landlord’s Notice”). If Landlord estimates that the amount of time required to substantially complete such repair and restoration will exceed 180 days from the date such damage occurred, then Landlord, or Tenant (but with respect to Tenant only if all or a substantial portion of the Premises, or the Common Areas used to access the Premises, is rendered untenantable and the time period of in excess of 180 days relates to the repair of the Premises and Common Areas, if applicable), will have the right to terminate this Lease retroactively pursuant to this Article XI, rent shall be apportioned on a per diem basis and paid to the date of such damage upon giving written notice to the other at any time within 20 days after delivery of Landlord’s Notice, provided that if Landlord so chooses, Landlord’s Notice may also constitute such notice of termination. However, in the event (i) a fire or other casualty renders all or a substantial portion of the Premises or the Building untenantable prior to the First Phase Rent Commencement Date and (ii) if the estimated time to substantially complete the repair and restoration set forth in Landlord’s Notice exceeds 180 days from the anticipated First Phase Rent Commencement Date, then either party may terminate this Lease upon giving written notice to the other at any time within 20 days after delivery of Landlord’s Notice, provided that if Landlord so chooses, Landlord’s Notice may also constitute such notice of terminationcasualty.

Damage by Fire or Other Casualty. 13.1. (a) If any the Premises or Common Areas shall be damaged or destroyed by fire or other casualty (whether insured or uninsured) renders all or a substantial portion of casualty, Tenant shall promptly notify Landlord, and Landlord, subject to the conditions set forth in this Section, shall repair such damage and restore the Premises or Common Areas to substantially the Building untenantablesame condition in which they were immediately prior to such damage or destruction, but not including the repair, restoration or replacement of the fixtures, equipment, or Alterations installed by or on behalf of Tenant. Landlord willshall notify Tenant, with reasonable promptness not to exceed 45 within 30 days after the occurrence date of such damagethe casualty, estimate the length of time that will be required to substantially complete the repair and restoration and will by notice advise Tenant of such estimate (“Landlord’s Notice”). If if Landlord estimates anticipates that the amount of time required to substantially complete such repair and restoration will exceed 180 take more than 240 days from the date of the casualty to complete; in such damage occurredevent, then Landlord, either Landlord or Tenant (but unless the damage was caused by Tenant) may terminate this Lease effective as of the date of casualty by giving notice to the other within 30 days after Landlord's notice. If Landlord terminates this Lease pursuant to the immediately preceding sentence, and Landlord Commences to Reconstruct the Building within 240 days after the casualty, then provided that (i) no Event of Default existed at the time of the casualty, (ii) Tenant has provided Landlord with respect to Tenant's then-current notice address in writing, and (iii) Tenant only if has not sublet or assigned all or a substantial portion any part of the Premises other than to an Affiliate of Tenant in accordance with this Lease, then Landlord shall promptly notify Tenant of the Commencement of Reconstruction of the Building in writing, and Tenant may, at Tenant's election, thereafter reinstate this Lease by delivering written notice thereof to Landlord within fifteen (15) days after Tenant's receipt of the aforementioned notice from Landlord. Tenant shall be permitted to retake possession of the Premises, or and the Common Areas used abatement of Rent shall cease, upon the substantial completion of the Premises (including access thereto and parking therefor) to access substantially the Premisescondition that existed prior to the casualty, is rendered untenantable including Tenant's fixtures, equipment and Alterations, provided Tenant uses diligent efforts to complete the installation and construction of such fixtures, equipment and Alterations. If Tenant fails to deliver notice of its desire to reinstate the Lease to Landlord within the time period of in excess of 180 days relates specified, Tenant shall be deemed to the repair of the Premises and Common Areas, if applicable), will have waived the right to terminate reinstate the Lease set forth in this Lease retroactively Section 15(a). As used in this Section 15(a), the phrase "Commences to Reconstruct the date Building", and words of such damage upon giving written notice similar import, shall mean that Landlord has mobilized personnel and materials on the Property and has commenced construction activities on the Property intended to the other at any time within 20 days after delivery of Landlord’s Noticerepair, provided that if Landlord so chooses, Landlord’s Notice may also constitute such notice of termination. However, in the event (i) a fire restore or other casualty renders all or a substantial portion of the Premises or reconstruct the Building untenantable to substantially the condition that existed prior to the First Phase Rent Commencement Date casualty, tenant fixtures, equipment and (ii) if the estimated time to substantially complete the repair and restoration set forth in Landlord’s Notice exceeds 180 days from the anticipated First Phase Rent Commencement Date, then either party may terminate this Lease upon giving written notice to the other at any time within 20 days after delivery of Landlord’s Notice, provided that if Landlord so chooses, Landlord’s Notice may also constitute such notice of terminationAlterations excepted.

Damage by Fire or Other Casualty. 13.1Following the date of any damage or destruction and during any period of repair or reconstruction, unless the damage or destruction is caused by any act, omission or negligence of Tenant or any Invitees of Tenant, all Aggregate Rent shall equitably xxxxx from the date of such damage until the date that Tenant is permitted to reoccupy the Premises. If Tenant shall immediately notify Landlord of any damage or destruction to the Premises. In the event that (A) by reason of any damage or destruction, in Tenant’s reasonable discretion, the Premises are rendered unusable for the Use of Premises, (B) the Premises are damaged as a result of a casualty or event which is not adequately covered by Landlord’s fire insurance, in an amount more than the aggregate sum of Minimum Rent for the Calendar Year in which the damage or other casualty destruction occurs, (whether insured C) the Premises is damaged in whole or uninsuredin part during the last twelve (12) renders all or a substantial portion months of the Lease Term or any extension or renewal thereof, (D) the Premises is damaged to the extent that the Restoration Cost equals or exceeds thirty percent (30%) of the Building untenantablemonetary value of such building at the time of such damage, then, in any of such events, Landlord will, with reasonable promptness not to exceed 45 days or Tenant may terminate this Lease by notice of termination delivered at any time after the occurrence of such damage, estimate whereupon this Lease shall expire upon the length of time date set forth in such notice, and Tenant shall vacate and surrender the Premises to Landlord on such date. In the event that will be required neither Landlord nor Tenant elect to substantially complete terminate this Lease pursuant to the repair and restoration and will by notice advise Tenant of such estimate (“Landlord’s Notice”). If Landlord estimates foregoing, or that the amount damage does not meet the criteria of time required to substantially complete such repair and restoration will exceed 180 days from the date such damage occurred(A) — (D) above, then Landlord, or Tenant (but with respect to Tenant only if all or a substantial portion Landlord shall promptly commence reconstruction of the Premises. Landlord and Tenant shall give written notice to the other of such election within sixty (60) days after the occurrence of such damage or destruction. In the event that neither Landlord nor Tenant elect to terminate this Lease pursuant to the foregoing, or that the Common Areas used to access damage does not meet the criteria of (A) — (D) above, Landlord shall promptly commence reconstruction of the Premises, is rendered untenantable and the time period of in excess of 180 days relates . Notwithstanding anything to the repair of the Premises and Common Areascontrary contained herein, if applicable), will Tenant shall have the right to terminate this Lease retroactively to the date of such damage upon giving with thirty (30) days’ prior written notice to the other at any time within 20 days after delivery of Landlord’s Notice, provided that if Landlord so chooses, Landlord’s Notice may also constitute such notice of termination. Howeverif, in Tenant’s reasonable judgment, the event (i) a fire or other casualty renders all or a substantial portion of the Premises or remaining cannot be reasonably utilized for the Building untenantable prior to the First Phase Rent Commencement Date and (ii) if the estimated time to substantially complete the repair and restoration set forth in Landlord’s Notice exceeds 180 days from the anticipated First Phase Rent Commencement Date, then either party may terminate this Lease upon giving written notice to the other at any time within 20 days after delivery Use of Landlord’s Notice, provided that if Landlord so chooses, Landlord’s Notice may also constitute such notice of terminationPremises.

Damage by Fire or Other Casualty. 13.1. If any the Leased Premises shall be damaged by fire or other casualty resulting from any fault, negligence, or willful act of Tenant, its agents, employees or invitees, such damage shall be repaired by and at the expense of Tenant under the direction and supervision of Landlord and rent shall continue without abatement. If in the last year of a Term or any Extension, if applicable, improvements on the Leased Premises should be so badly damaged by fire or other casualty as to make the Leased Premises untenantable, then, Landlord or Tenant shall have the option to terminate this Lease by written notice delivered to the other party within thirty (whether insured 30) days following the event of such damage or uninsured) renders all destruction, in which event neither party hereto shall thereafter have any further future obligations hereunder. In any other event, unless mutually agreed to the contrary, this Lease shall continue in force and effect, in which event Landlord shall promptly and diligently repair and restore the damaged or a substantial portion destroyed portions of the Leased Premises to substantially, the same condition existing prior to such damage or the Building untenantable, destruction. Should Landlord will, with reasonable promptness not fail to exceed 45 substantially complete repair or rebuilding of such improvements within 180 days after the occurrence of such damage, estimate the length of time that will be required to substantially complete the repair and restoration and will by notice advise Tenant of such estimate (“Landlord’s Notice”). If Landlord estimates that the amount of time required to substantially complete such repair and restoration will exceed 180 days from the date such damage occurred, then Landlord, or Tenant (but with respect to Tenant only if all or a substantial portion of the Premises, or the Common Areas used to access the Premises, is rendered untenantable and the time period of in excess of 180 days relates to the repair of the Premises and Common Areas, if applicable), will shall have the right to terminate this Lease retroactively by notice to Landlord within 30 days after such 180 days period. For the period beginning on the date that the Leased Premises were rendered untenantable to the date of such damage upon giving written notice to the other at any time within 20 days after delivery of Landlord’s Notice, provided that if Landlord so chooses, Landlord’s Notice may also constitute such notice of termination. However, in the event (i) a fire or other casualty renders all or a substantial portion restoration of the Leased Premises or to substantially the Building untenantable same condition existing prior to such damage, the First Phase Monthly Rent Commencement Date and (ii) if the estimated time to substantially complete the repair and restoration set forth in Landlord’s Notice exceeds 180 days from the anticipated First Phase Rent Commencement Date, then either party may terminate this Lease upon giving written notice to the other at any time within 20 days after delivery of Landlord’s Notice, provided that if Landlord so chooses, Landlord’s Notice may also constitute such notice of terminationpayable hereunder shall be proportionately abated.

Damage by Fire or Other Casualty. 13.1If fire or other casualty shall render the whole or any material portion of the Premises untenantable, and the Premises can reasonably be expected to be made tenantable within one hundred twenty (120) days from the date of such event, then Lessor shall repair and restore the Premises and the Complex to as near their condition prior to the fire or other casualty as is reasonably possible within such one hundred twenty (120) day period (subject to delays for causes beyond Lessor's reasonable control) and notify Lessee that it will be doing so, such notice to be mailed within thirty (30) days from the date of such damage or destruction, and this Lease shall remain in full force and effect, but the rent for the period during which the Premises are untenantable shall be abated pro rata (based upon the portion of the Premises which is untenantable). If Lessor is required to repair the Complex and/or the Premises, as aforesaid, said work shall be undertaken and prosecuted with all due diligence and speed. If fire or other casualty shall render the whole or any material part of the Premises untenantable and the Premises cannot reasonably be expected to be made tenantable within one hundred twenty (120) days from the date of such event, then either party, by notice in writing to the other mailed within thirty (30) days from the date of such damage or destruction, may terminate this Lease effective upon a date within thirty (30) days from the date of such notice. In the event that more than fifty percent (50%) of the value of the Complex is damaged or destroyed by fire or other casualty, and irrespective of whether damage or destruction can be made tenantable within one hundred twenty (120) days thereafter, then at Lessor's option, by written notice to Lessee, mailed within forty-five (45) days from the date of such damage or destruction, Lessor may terminate this Lease effective upon a date within ninety (90) days from the date of such notice to Lessee. If fire or other casualty shall render any portion of the Premises or any material portion of the Complex untenantable and the insurance proceeds are not sufficient to make repairs, then Lessor may, by notice to Lessee, mailed within thirty (30) days from the date of such damages or destruction, terminate this Lease effective upon a date within thirty (30) days from the date of such notice. If the Premises or the Complex is damaged, and such damage is of the type insured against under the fire and special form property damage insurance maintained by Lessor hereunder, the cost of repairing said damage up to the amount of the deductible under said insurance policy shall be included as a part of the Operating Expenses. If the damage is not covered by such insurance policies and Lessor elects to repair the damage, then Lessee shall pay Lessor a pro rata share of the "deductible amount" (if any) under Lessor's insurance policies based on Lessee's percentage interest of the Premises and, if the damage was due to an act or omission of Lessee, Lessee shall pay Lessor the difference between the actual cost of repair and any insurance proceeds received by Lessor. If fire or other casualty shall render the whole or any material part of the Premises untenantable and the Premises cannot reasonably be expected to be made tenantable within one hundred twenty (120) days from the date of such event and neither party hereto terminates this Lease pursuant to its rights herein or in the event that more than fifty percent (50%) of the value of the Complex is damaged or destroyed by fire or other casualty, and Lessor does not terminate this Lease pursuant to its option granted herein, or in the event that fifty percent (50%) or less of the value of the Complex is damaged or destroyed by fire or other casualty and neither the whole nor any material portion of the Premises is rendered untenantable, then Lessor shall repair and restore the Premises and the Complex to as near their condition prior to the fire or other casualty as is reasonably possible with all due diligence and speed (subject to delays for causes beyond Lessor's reasonable control) and the rent for the period during which the Premises are untenantable shall be abated pro rata (based upon the portion of the Premises which is untenantable). In no event shall Lessor be obligated to repair or restore any special equipment or improvements installed by Lessee. Anything herein contained to the contrary notwithstanding, Lessor shall not be obligated to spend more than the net insurance proceeds available to Lessor on account of any fire or other casualty (whether insured in order to repair or uninsured) renders all or a substantial portion of restore the Premises or the Building untenantableComplex following such casualty; provided, Landlord willhowever, with reasonable promptness not to exceed 45 days Lessor shall notify Lessee promptly after the occurrence casualty if Lessor is unwilling to expend more than available net insurance proceeds. In the event of such damage, estimate the length a termination of time that will be required to substantially complete the repair and restoration and will by notice advise Tenant of such estimate (“Landlord’s Notice”). If Landlord estimates that the amount of time required to substantially complete such repair and restoration will exceed 180 days from the date such damage occurred, then Landlord, or Tenant (but with respect to Tenant only if all or a substantial portion of the Premises, or the Common Areas used to access the Premises, is rendered untenantable and the time period of in excess of 180 days relates to the repair of the Premises and Common Areas, if applicable), will have the right to terminate this Lease retroactively pursuant to this Article, rent shall be apportioned on a per diem basis and paid to the date of such damage upon giving written notice to the other at any time within 20 days after delivery of Landlord’s Notice, provided that if Landlord so chooses, Landlord’s Notice may also constitute such notice of termination. However, in the event (i) a fire or other casualty renders all or a substantial portion of the Premises or the Building untenantable prior to the First Phase Rent Commencement Date and (ii) if the estimated time to substantially complete the repair and restoration set forth in Landlord’s Notice exceeds 180 days from the anticipated First Phase Rent Commencement Date, then either party may terminate this Lease upon giving written notice to the other at any time within 20 days after delivery of Landlord’s Notice, provided that if Landlord so chooses, Landlord’s Notice may also constitute such notice of terminationcasualty.

Damage by Fire or Other Casualty. 13.1. (a) If any the Premises or Building shall be damaged or destroyed by fire or other casualty (whether insured casualty, Tenant promptly shall notify Landlord and Landlord, subject to the conditions set forth in this Section 12, shall repair such damage and restore the Premises to substantially the same condition in which they were immediately prior to such damage or uninsured) renders all destruction, but not including the repair, restoration or a substantial portion replacement of the Premises fixtures or the Building untenantablealterations installed by Tenant. Landlord shall notify Tenant in writing, Landlord will, with reasonable promptness not to exceed 45 within 30 days after the occurrence date of the casualty, if Landlord anticipates that the restoration will take more than 180 days from the date of the casualty to complete; in such damageevent, estimate Tenant may terminate this Lease effective as of the length date of time casualty by giving written notice to Landlord within 10 days after Landlord’s notice. Notwithstanding anything to the contrary contained in this Subsection, in the event Landlord (i) does not notify Tenant that will be required to substantially complete the such repair and restoration and will by notice advise is anticipated to take more than 180 days to complete, or (ii) notifies Tenant of such estimate (“Landlord’s Notice”). If Landlord estimates that the amount of time required to substantially complete such repair and restoration will exceed require more than 180 days from the date to complete and Tenant does not terminate this Lease as provided above, and such damage occurredrestoration is not, in fact, substantially completed within said time period, as said time period shall be extended for Force Majeure (defined below) and Tenant Delay (defined below), then Landlord, or Tenant (but with respect to Tenant only if all or a substantial portion of the Premises, or the Common Areas used to access the Premises, is rendered untenantable and the time period of in excess of 180 days relates to the repair of the Premises and Common Areas, if applicable), will shall have the right option to terminate this Lease retroactively on 30 days prior written notice by giving Landlord notice of such termination within 10 days after expiration of such time period, provided, however, that if Tenant gives such notice of termination pursuant to this paragraph and Landlord then substantially completes the restoration and repair with such 30 day period, then Tenant’s notice of termination shall be deemed revoked and this Lease shall continue in full force and effect. Further, if a casualty to a material portion of the Building occurs during the last 12 months of the Term or any extension thereof, Landlord or Tenant may cancel this Lease unless Tenant has the right to extend the Term for at least 3 more years and does so within 30 days after the date of such damage upon giving written notice to the other at any time within 20 days after delivery of Landlord’s Notice, provided that if Landlord so chooses, Landlord’s Notice may also constitute such notice of termination. However, in the event (i) a fire or other casualty renders all or a substantial portion of the Premises or the Building untenantable prior to the First Phase Rent Commencement Date and (ii) if the estimated time to substantially complete the repair and restoration set forth in Landlord’s Notice exceeds 180 days from the anticipated First Phase Rent Commencement Date, then either party may terminate this Lease upon giving written notice to the other at any time within 20 days after delivery of Landlord’s Notice, provided that if Landlord so chooses, Landlord’s Notice may also constitute such notice of terminationcasualty.

Damage by Fire or Other Casualty. 13.1. If any fire or other casualty shall render the whole or any material portion of the Premises untenantable, and the Premises can reasonably be expected to be made tenantable within one hundred twenty (120) days from the date of such event, then Lessor shall repair and restore the Premises and the Office Complex to as near their condition prior to the fire or other casualty as is reasonably possible within such one hundred twenty (120) day period (subject to delays for causes beyond Lessor's reasonable control) and notify Lessee that it will be doing so, such notice to be mailed within thirty (30) days from If fire or other casualty shall render the whole or any material part of the Premises untenantable and the Premises cannot reasonably be expected to be made tenantable within one hundred twenty (120) days from the date of such event, then either party, by notice in writing to the other mailed within thirty (30) days from the date of such damage or destruction, may terminate this Lease effective upon a date within thirty (30) days from the date of such notice. In the event that more than fifty percent (50%) of the value of the specific office structure of which the Premises is a part is damaged or destroyed by fire or other casualty, and irrespective of whether insured damage or uninsureddestruction can be made tenantable within one hundred twenty (120) renders all days thereafter, then at Lessor's option, by written notice to Lessee, mailed within forty-five (45) days from the date of such damage or destruction, Lessor may terminate this Lease effective upon a substantial date within ninety (90) days from the date of such notice to Lessee. If fire or other casualty shall render any portion of the Premises or any material portion of the Building untenantableOffice Complex untenantable and the insurance proceeds are not sufficient to make repairs, Landlord willthen Lessor may, with reasonable promptness not to exceed 45 days after the occurrence of such damage, estimate the length of time that will be required to substantially complete the repair and restoration and will by notice advise Tenant of such estimate to Lessee, mailed within thirty (“Landlord’s Notice”). If Landlord estimates that the amount of time required to substantially complete such repair and restoration will exceed 180 30) days from the date of such damages or destruction, terminate this Lease effective upon a date within thirty (30) days from the date of such notice. If the Premises or the Office Complex is damaged, and such damage occurredis of the type insured against under the fire and special form property damage insurance maintained by Lessor hereunder, the cost of repairing said damage up to the amount of the deductible under said insurance policy shall be included as a part of the Operating Expenses. If the damage is not covered by such insurance policies and Lessor elects to repair the damage, then LandlordLessee shall pay Lessor a pro rata share of the "deductible amount" (if any) under Lessor's insurance policies based on Lessee's percentage interest of the Premises and, if the damage was due to an act or omission of Lessee, Lessee shall pay Lessor the difference between the actual cost of repair and any insurance proceeds received by Lessor. If fire or other casualty shall render the whole or any material part of the Premises untenantable and the Premises cannot reasonably be expected to be made tenantable within one hundred twenty (120) days from the date of such event and neither party hereto terminates this Lease pursuant to its rights herein or in the event that more than fifty percent (50%) of the value of the Office Complex is damaged or destroyed by fire or other casualty, and Lessor does not terminate this Lease pursuant to its option granted herein, or Tenant in the event that fifty percent (but with respect to Tenant only if all 50%) or a substantial less of the value of the Office Complex is damaged or destroyed by fire or other casualty and neither the whole nor any material portion of the Premises, or the Common Areas used to access the Premises, Premises is rendered untenantable untenantable, then Lessor shall repair and restore the Premises and the time period of in excess of 180 days relates Office Complex to as near their condition prior to the repair fire or other casualty as is reasonably possible with all due diligence and speed (subject to delays for causes beyond Lessor's reasonable control) and the rent for the period during which the Premises are untenantable shall be abated pro rata (based upon the portion of the Premises and Common Areas, if applicablewhich is untenantable), will have . In no event shall Lessor be obligated to repair or restore any special equipment or improvements installed by Lessee. In the right to terminate event of a termination of this Lease retroactively pursuant to this Article XI, rent shall be apportioned on a per diem basis and paid to the date of such damage upon giving written notice to the other at any time within 20 days after delivery of Landlord’s Notice, provided that if Landlord so chooses, Landlord’s Notice may also constitute such notice of termination. However, in the event (i) a fire or other casualty renders all or a substantial portion of the Premises or the Building untenantable prior to the First Phase Rent Commencement Date and (ii) if the estimated time to substantially complete the repair and restoration set forth in Landlord’s Notice exceeds 180 days from the anticipated First Phase Rent Commencement Date, then either party may terminate this Lease upon giving written notice to the other at any time within 20 days after delivery of Landlord’s Notice, provided that if Landlord so chooses, Landlord’s Notice may also constitute such notice of terminationcasualty.

Damage by Fire or Other Casualty. 13.1. If any the Leased Premises shall be damaged by fire or other casualty insured against by Landlord’s fire and extended coverage insurance policy covering the Leased Premises can be fully repaired, in Landlord’s opinion, within one hundred and twenty (whether insured or uninsured120) renders all or a substantial portion of days from the Premises or the Building untenantable, Landlord will, with reasonable promptness not to exceed 45 days after the occurrence date of such damage, estimate the length of time that will be required to substantially complete the repair and restoration and will by notice advise Tenant of such estimate (“Landlord, at Landlord’s Notice”). If Landlord estimates that the amount of time required to substantially complete such sole cost and expense, shall repair and restoration will exceed 180 days from the date such damage occurredto Tenant’s satisfaction. Except as otherwise provided herein, then Landlorduntil the repairs to the Leased Premises are substantially completed, or Tenant (but with respect to Tenant only if all or a substantial portion the Rent and Ancillary Services Charge shall xxxxx pro-rata based on the part of the Leased Premises which is unusable by Tenant. If, however, the Leased Premises are rendered wholly untenable by fire or other cause as determined by the local fire marshal having jurisdiction over the Leased Premises, or such other duly-authorized governmental individual or entity having jurisdiction over said matters, including the Common Areas used to access the Premises, is rendered untenantable Landlord’s Board of Education and the time period Landlord shall decide not to rebuild the same, or if the entire Leased Premises be so damaged that Landlord shall decide to demolish it or not to rebuild it, then or in any of in excess of 180 days relates to the repair of the Premises such events, Landlord may, at its option, cancel and Common Areas, if applicable), will have the right to terminate this Lease retroactively by giving Tenant notice in writing, within thirty (30) days of the occurrence of the event causing the damage, of its intention to cancel this Lease, whereupon the date term of such damage this Lease shall terminate upon giving written notice to the other at any time within 20 days thirtieth (30th) day after delivery of Landlord’s Notice, provided that if Landlord so chooses, Landlord’s Notice may also constitute such notice of termination. However, in is given and Tenant shall vacate the event (i) a fire or other casualty renders all or a substantial portion of Leased Premises and surrender the Premises or the Building untenantable prior same to the First Phase Rent Commencement Date and (ii) if the estimated time to substantially complete the repair and restoration set forth in Landlord’s Notice exceeds 180 days from the anticipated First Phase Rent Commencement Date, then either party may terminate this Lease upon giving written notice to the other at any time within 20 days after delivery of Landlord’s Notice, provided that if Landlord so chooses, Landlord’s Notice may also constitute such notice of termination.

Damage by Fire or Other Casualty. 13.1. If any fire or other casualty (whether insured shall render the whole or uninsured) renders all or a substantial any material portion of the Premises or the Building untenantable, Landlord will, with reasonable promptness not and the Premises can reasonably be expected to exceed 45 days after the occurrence of such damage, estimate the length of time that will be required to substantially complete the repair and restoration and will by notice advise Tenant of such estimate made tenantable within one hundred twenty (“Landlord’s Notice”). If Landlord estimates that the amount of time required to substantially complete such repair and restoration will exceed 180 120) days from the date of such damage occurredevent, then Landlord, or Tenant (but with respect to Tenant only if all or a substantial portion of the Premises, or the Common Areas used to access the Premises, is rendered untenantable Lessor shall repair and the time period of in excess of 180 days relates to the repair of restore the Premises and Common Areasthe Office/Warehouse Complex to as near their condition prior to the fire or other casualty as is reasonably possible within such one hundred twenty (120) day period (subject to delays for causes beyond Lessor's reasonable control) and notify Lessee that it will be doing so, if applicable), will have the right such notice to terminate this Lease retroactively to be mailed within thirty (30) days from the date of such damage or destruction, and this Lease shall remain in full force and effect, but the rent (Base Rent and Additional Rent) for the period during which the Premises are untenantable shall be abated pro rata (based upon giving written notice the portion of the Premises which is untenantable). If Lessor is required to repair the other at any time within 20 days after delivery of Landlord’s NoticeOffice/Warehouse Complex and/or the Premises, provided that if Landlord so choosesas aforesaid, Landlord’s Notice may also constitute such notice of terminationsaid work shall be undertaken and prosecuted with all due diligence and speed. However, in the event (i) a If fire or other casualty renders all shall render the whole or any material part of the Premises untenantable and the Premises cannot reasonably be expected to be made tenantable within one hundred twenty (120) days from the date of such event, then either party, by notice in writing to the other mailed within thirty (30) days from the date of such damage or destruction, may terminate this Lease effective upon a substantial date within thirty (30) days from the date of such notice. In the event that more than fifty percent(50%) of the value of the Office/Warehouse Complex is damaged or destroyed by fire or other casualty, and irrespective of whether the Office/Warehouse Complex or Premises can be made tenantable within one hundred twenty (120) days thereafter, then at Lessor's option, by written notice to Lessee, mailed within forty-five (45) days from the date of such damage or destruction, Lessor may terminate this Lease effective upon a date within ninety (90) days from the date of such notice to Lessee. If fire or other casualty shall render the whole or any material part of the Premises untenantable and the Premises cannot reasonably be expected to be made tenantable within one hundred twenty (120) days from the date of such event and neither party hereto terminates this Lease pursuant to its rights herein or in the event that more than fifty percent (50%) of the value of the Office/Warehouse Complex is damaged or destroyed by fire or other casualty, and Lessor does not terminate this Lease pursuant to its option granted herein, or in the event that fifty percent (50%) or less of the value of the Office/Warehouse Complex is damaged or destroyed by fire or other casualty and neither the whole nor any material portion of the Premises or is rendered untenantable, then Lessor shall repair and restore the Building untenantable Premises and the Office/Warehouse Complex to as near their condition prior to the First Phase Rent Commencement Date fire or other casualty as is reasonably possible with all due diligence and speed (iisubject to delays for causes beyond Lessor's reasonable control) if and the estimated time rent for the period during which the Premises are untenantable shall be abated pro rata (based upon the portion of the Premises which is untenantable). In no event shall Lessor be obligated to substantially complete repair or restore any special equipment or improvements installed by Lessee at Lessee's expense; provided, however, this sentence shall not apply to any improvements listed in Exhibit D. In the repair and restoration set forth in Landlord’s Notice exceeds 180 days from the anticipated First Phase Rent Commencement Date, then either party may terminate event of a termination of this Lease upon giving written notice pursuant to this Article, rent shall be apportioned on a per diem basis and paid to the date of the fire or other at any time within 20 days after delivery of Landlord’s Notice, provided that if Landlord so chooses, Landlord’s Notice may also constitute such notice of terminationcasualty.

Damage by Fire or Other Casualty. 13.1. If any fire or other casualty (whether insured shall render the whole or uninsured) renders all or a substantial any material portion of the Premises or the Building untenantable, Landlord will, with reasonable promptness not and the Premises can reasonably be expected to exceed 45 days after the occurrence of such damage, estimate the length of time that will be required to substantially complete the repair and restoration and will by notice advise Tenant of such estimate made tenantable within one hundred twenty (“Landlord’s Notice”). If Landlord estimates that the amount of time required to substantially complete such repair and restoration will exceed 180 120) days from the date of such damage occurredevent, then Landlord, or Tenant (but with respect to Tenant only if all or a substantial portion of the Premises, or the Common Areas used to access the Premises, is rendered untenantable Lessor shall repair and the time period of in excess of 180 days relates to the repair of restore the Premises and Common Areasthe Office/Warehouse Complex to as near their condition prior to the fire or other casualty as is reasonably possible within such one hundred twenty (120) day period (subject to delays for causes beyond Lessor's reasonable control) and notify Lessee that it will be doing so, if applicable), will have the right such notice to terminate this Lease retroactively to be mailed within thirty (30) days from the date of such damage or destruction, and this Lease shall remain in full force and effect, but the rent for the period during which the Premises are untenantable shall be abated pro rata (based upon giving written notice the portion of the Premises which is untenantable). If Lessor is required to repair the other at any time within 20 days after delivery of Landlord’s NoticeOffice/Warehouse Complex and/or the Premises, provided that if Landlord so choosesas aforesaid, Landlord’s Notice may also constitute such notice of terminationsaid work shall be undertaken and prosecuted with all due diligence and speed. However, in the event (i) a If fire or other casualty renders all shall render the whole or any material part of the Premises untenantable and the Premises cannot reasonably be expected to be made tenantable within one hundred twenty (120) days from the date of such event, then either party, by notice in writing to the other mailed within thirty (30) days from the date of such damage or destruction, may terminate this Lease effective upon a substantial date within thirty (30) days from the date of such notice. In the event that more than fifty percent (50%) of the value of the Office/Warehouse Complex is damaged or destroyed by fire or other casualty, and irrespective of whether the Office/Warehouse Complex or Premises can be made tenantable within one hundred twenty (120) days thereafter, then at Lessor's option, by written notice to Lessee, mailed within forty-five (45) days from the date of such damage or destruction, Lessor may terminate this Lease effective upon a date within ninety (90) days from the date of such notice to Lessee. If fire or other casualty shall render the whole or any material part of the Premises untenantable and the Premises cannot reasonably be expected to be made tenantable within one hundred twenty (120) days from the date of such event and neither party hereto terminates this Lease pursuant to its rights herein or in the event that more than fifty percent (50%) of the value of the Office/Warehouse Complex is damaged or destroyed by fire or other casualty, and Lessor does not terminate this Lease pursuant to its option granted herein, or in the event that fifty percent (50%) or less of the value of the Office/Warehouse Complex is damaged or destroyed by fire or other casualty and neither the whole nor any material portion of the Premises or is rendered untenantable, then Lessor shall repair and restore the Building untenantable Premises and the Office/Warehouse Complex to as near their condition prior to the First Phase Rent Commencement Date fire or other casualty as is reasonably possible with all due diligence and speed (iisubject to delays for causes beyond Lessor's reasonable control) if and the estimated time rent for the period during which the Premises are untenantable shall be abated pro rata (based upon the portion of the Premises which is untenantable). In no event shall Lessor be obligated to substantially complete repair or restore any special equipment or improvements installed by Lessee at Lessee's expense. In the repair and restoration set forth in Landlord’s Notice exceeds 180 days from the anticipated First Phase Rent Commencement Date, then either party may terminate event of a termination of this Lease upon giving written notice pursuant to this Article, rent shall be apportioned on a per diem basis and paid to the date of the fire or other at any time within 20 days after delivery of Landlord’s Notice, provided that if Landlord so chooses, Landlord’s Notice may also constitute such notice of terminationcasualty.

Damage by Fire or Other Casualty. 13.1. If any fire or other casualty (whether insured shall render the whole or uninsured) renders all or a substantial any material portion of the Premises or untenable, and the Building untenantable, Landlord will, with reasonable promptness not Premises can reasonably be expected to exceed 45 days after the occurrence of such damage, estimate the length of time that will be required to substantially complete the repair and restoration and will by notice advise Tenant of such estimate made tenantable within one hundred twenty (“Landlord’s Notice”). If Landlord estimates that the amount of time required to substantially complete such repair and restoration will exceed 180 120) days from the date of such event, then Lessor shall repair and restore the Premises and the Complex to as near their condition prior to the fire or other casualty as is reasonably possible within such one hundred twenty (120) day period (subject to delays for causes beyond Lessor's reasonable control) and notify Lessee that it will be doing so, such notice to be mailed within thirty (30) days from the date of such damage occurredor destruction, then Landlordand this Lease shall remain in full force and effect, or Tenant but the rent for the period during which the Premises are untenantable shall be abated pro rata (but with respect to Tenant only if all or a substantial based upon the portion of the PremisesPremises which is untenantable); provided however, or if such casualty occurs within the Common Areas used to access the Premises, is rendered untenantable and the time period of in excess of 180 days relates to the repair last two (2) years of the Premises and Common Areas, if applicableterm of this Lease (as the same may be extended), will Lessee shall have the right to terminate this Lease retroactively by notice given to Lessor within thirty (30) days of the casualty and such termination shall be effective thirty (30) days after said notice. If Lessor is required to repair the Complex and/or the Premises, as aforesaid, said work shall be undertaken and prosecuted with all due diligence and speed. It fire or other casualty shall render the whole or any material part of the Premises untenantable and the Premises cannot reasonably be expected to be made tenantable within one hundred twenty (120) days from the date of such event, then either party, by notice in writing to the other mailed within 16 thirty (30) days from the date of such damage or destruction, may terminate this Lease effective upon giving a date within thirty (30) days from the date of such notice. In the event that more than fifty percent (50%) of the value of the Complex is damaged or destroyed by fire or other casualty, and irrespective of whether damage or destruction can be made tenantable within one hundred twenty (120) days thereafter, then at Lessor's option, by written notice to Lessee, mailed within forty-five (45) days from the other at any time date of such damage or destruction, Lessor may terminate this Lease effective upon a date within 20 thirty (30) days after delivery from the date of Landlord’s Notice, provided that if Landlord so chooses, Landlord’s Notice may also constitute such notice of terminationto Lessee. However, in the event (i) a If fire or other casualty renders all or a substantial shall render any portion of the Premises or any material portion of the Building Complex untenantable and the insurance proceeds are not sufficient to make repairs, then Lessor may, by notice to Lessee, mailed within thirty (30) days from the date of such damages or destruction, terminate this Lease effective upon a date within thirty (30) days from the date of such notice. If the Premises or the Complex is damaged, and such damage is of the type insured against under the fire and special form property damage insurance maintained by Lessor hereunder, the cost of repairing said damage up to the amount of the deductible under said insurance policy shall be included as a part of the Operating Expenses. If the damage was due to an act or omission of Lessee, Lessee shall pay Lessor the difference between the actual cost of repair and any insurance proceeds received by Lessor. If fire or other casualty shall render the whole or any material part of the Premises untenantable and the Premises cannot reasonably be expected to be made tenantable within one hundred twenty (120) days from the date of such event and neither party hereto terminates this Lease pursuant to its rights herein or in the event that more than fifty percent (50%) of the value of the Complex is damaged or destroyed by fire or other casualty, and Lessor does not terminate this Lease pursuant to its option granted herein, or in the event that fifty percent (50%) or less of the value of the Complex is damaged or destroyed by fire or other casualty and neither the whole nor any material portion of the Premises is rendered untenantable, then Lessor shall repair and restore the Premises and the Complex to as near their condition prior to the First Phase Rent Commencement Date fire or other casualty as is reasonably possible with all due diligence and speed (iisubject to delays for causes beyond Lessor's reasonable control) and the rent for the period during which the Premises are untenantable shall be abated pro rata (based upon the portion of the Premises which is untenantable). In no event shall Lessor be obligated to repair or restore any special equipment or improvements installed by Lessee. Anything herein contained to the contrary notwithstanding, Lessor shall not be obligated to spend more than the net insurance proceeds available to Lessor on account of any fire or other casualty in order to repair or restore the Premises or the Complex following such casualty; provided, however, Lessor shall notify Lessee promptly after the casualty if Lessor is unwilling to expend more than available net insurance proceeds. In the estimated time to substantially complete the repair and restoration set forth in Landlord’s Notice exceeds 180 days from the anticipated First Phase Rent Commencement Date, then either party may terminate event of a termination of this Lease upon giving written notice pursuant to this Article, rent shall be apportioned on a per them basis and paid to the date of the fire or other at any time within 20 days after delivery of Landlord’s Notice, provided that if Landlord so chooses, Landlord’s Notice may also constitute such notice of terminationcasualty.

Damage by Fire or Other Casualty. 13.1. (a) If any the Premises or Building shall be damaged or destroyed by fire or other casualty (whether insured casualty, Tenant promptly shall notify Landlord and Landlord, subject to the conditions set forth in this Section 12, shall repair such damage and restore the Premises to substantially the same condition in which they were immediately prior to such damage or uninsured) renders all destruction, but not including the repair, restoration or a substantial portion replacement of the Premises Initial Tenant Improvements or the Building untenantableof other fixtures or alterations installed by Tenant. Landlord shall notify Tenant in writing, Landlord will, with reasonable promptness not to exceed 45 within 30 days after the occurrence date of such damagethe casualty, estimate the length of time that will be required to substantially complete the repair and restoration and will by notice advise Tenant of such estimate (“Landlord’s Notice”). If if Landlord estimates anticipates that the amount of time required to substantially complete such repair and restoration will exceed take more than 180 days from the date of the casualty to complete; in such damage occurredevent, then Landlord, either Landlord or Tenant (but with respect to Tenant only if all or a substantial portion of the Premises, or the Common Areas used to access the Premises, is rendered untenantable and the time period of in excess of 180 days relates to the repair of the Premises and Common Areas, if applicable), will have the right to may terminate this Lease retroactively to lease effective as of the date of such damage upon casualty by giving written notice to the other at any time within 20 10 days after delivery of Landlord’s Notice's notice. Moreover, provided that if Landlord so chooses, Landlord’s Notice may also constitute such does not give Tenant notice of termination. However, in that Landlord anticipates that the event (i) a fire or other casualty renders all or a substantial portion of the Premises or the Building untenantable prior to the First Phase Rent Commencement Date and (ii) if the estimated time to substantially complete the repair and restoration set forth in Landlord’s Notice exceeds will take more than 180 days from the anticipated First Phase Rent Commencement Datedate of the casualty to complete, but the actual restoration nevertheless exceeds 180 days, then either party Tenant may give Landlord written notice of Tenant's intent to terminate this Lease upon giving lease; if Landlord fails to substantially complete Landlord's repair and restoration obligations within 30 days following Tenant's notice, Tenant may, by further written notice given before substantial completion of Landlord's repair and restoration, terminate this lease. Further, if a casualty occurs during the last 12 months of the Term or any extension thereof, Landlord or Tenant may cancel this lease unless Tenant has the right to extend the other Term for at any time least 3 more years and does so within 20 30 days after delivery the date of Landlord’s Notice, provided that if Landlord so chooses, Landlord’s Notice may also constitute such notice of terminationthe casualty.

Damage by Fire or Other Casualty. 13.1. If any the Premises or Common Areas shall be damaged or destroyed by fire or other casualty (whether insured or uninsured) renders all or a substantial portion of casualty, Tenant shall promptly notify Landlord, and Landlord, subject to the conditions set forth in this Section, shall repair such damage and restore the Premises or Common Areas to substantially the Building untenantablesame condition in which they were immediately prior to such damage or destruction, but not including the repair, restoration or replacement of the fixtures, equipment, or Alterations installed by or on behalf of Tenant. Landlord willshall notify Tenant, with reasonable promptness not to exceed 45 within thirty (30) days after the occurrence date of the casualty, if Landlord anticipates that the restoration will take more than one hundred eighty (180) days from the date of the casualty to complete; in such damageevent, estimate either Landlord or Tenant (unless the length damage was caused by Tenant or Tenant’s Agents) may terminate this Lease effective as of time that will be the date of casualty by giving notice to the other within ten (10) Business Days after Xxxxxxxx’s notice. If a casualty occurs during the last twelve (12) months of the Term, Landlord may terminate this Lease 126390.00400/118481426v.4 04/15/2019 05:55 A4P4 unless Xxxxxx has the right to extend the Term for at least three (3) more years and does so within thirty (30) days after the date of the casualty. Moreover, Landlord may terminate this Lease if the loss is not covered by the insurance required to be maintained by Landlord under this Lease. Notwithstanding the foregoing, if Xxxxxx was entitled to but elected not to exercise its right to terminate this Lease and Landlord does not substantially complete the repair and restoration and will by notice advise Tenant of such estimate (“Landlord’s Notice”). If Landlord estimates that the amount of time required to substantially complete such repair and restoration will exceed 180 days from the date such damage occurred, then Landlord, or Tenant (but with respect to Tenant only if all or a substantial portion of the Premises, or the Common Areas used to access the Premises, is rendered untenantable and the time period of in excess of 180 days relates to the repair of the Premises and Common Areas, if applicable), will have within two (2) months after the right to terminate this Lease retroactively to the date of such damage upon giving written notice to the other at any time within 20 days after delivery of Landlord’s Notice, provided that if Landlord so chooses, Landlord’s Notice may also constitute such notice of termination. However, in the event (i) a fire or other casualty renders all or a substantial portion expiration of the Premises or the Building untenantable prior to the First Phase Rent Commencement Date and (ii) if the estimated period of time to substantially complete the repair and restoration set forth in Landlord’s Notice exceeds 180 days from Repair Notice, which period shall be extended to the anticipated First Phase Rent Commencement Dateextent of any delays caused by Xxxxxx, then either party Tenant may terminate this Lease upon giving by written notice to the other at any time Landlord within 20 thirty (30) days after delivery the expiration of such period, as the same may be so extended. Tenant will receive an abatement of Minimum Annual Rent and Annual Operating Expenses to the extent the Premises (or any material portion) are rendered unusable as a result of the casualty, except if caused by Tenant or Tenant’s Agents and not covered by Landlord’s Notice, provided that if Landlord so chooses, Landlord’s Notice may also constitute such notice of terminationinsurance proceeds.

Damage by Fire or Other Casualty. 13.1If fire or other casualty shall render the whole or any material portion of the Premises untenantable, and the Premises can reasonably be expected to be made tenantable within one hundred twenty (120) days from the date of such event, then Lessor shall repair and restore the Premises and the Office Complex to as near their condition prior to the fire or other casualty as is reasonably possible within such one hundred twenty (120) day period (subject to delays for causes beyond Lessor's reasonable control) and notify Lessee that it will be doing so, such notice to be mailed within thirty (30) days from the date of such damage or destruction, and this Lease shall remain in full force and effect, but the rent for the period during which the Premises or a material portion thereof are untenantable shall be abated pro rata (based upon the portion of the Premises which is untenantable). If Lessor is required to repair the Office Complex and/or the Premises, as aforesaid, said work shall be undertaken and prosecuted with all due diligence and speed. If fire or other casualty shall render the whole or any material part of the Premises untenantable and the Premises cannot reasonably be expected to be made tenantable within one hundred twenty (120) days from the date of such event, then either party, by notice in writing to the other mailed within thirty (30) days from the date of such damage or destruction, may terminate this Lease effective upon a date within thirty (30) days from the date of such notice. In the event that more than fifty percent (50%) of the value of the specific office structure of which the Premises is a part or fifty percent (50%) of the square footage of the Premises is damaged or destroyed by fire or other casualty, and irrespective of whether damage or destruction can be made tenantable within one hundred twenty (120) days thereafter, then at either party's option, by written notice to the other party, mailed within forty-five (45) days from the date of such damage or destruction, such party may terminate this Lease effective upon a date within ninety (90) days from the date of such notice to the other party. 37 If fire or other casualty shall render any portion of the Premises or any material portion of the Office Complex untenantable and the insurance proceeds are not sufficient to make repairs, then Lessor may, by notice to Lessee, mailed within thirty (30) days from the date of such damages or destruction, terminate this Lease effective upon a date within thirty (30) days from the date of such notice. If the Premises or the Office Complex is damaged, and such damage is of the type insured against under the fire and special form property damage insurance maintained by Lessor hereunder, the cost of repairing said damage up to the amount of the deductible under said insurance policy shall be included as a part of the Operating Expenses. If the damage is not covered by such insurance policies and Lessor elects to repair the damage, then Lessee shall pay Lessor a pro rata share of the "deductible amount" (if any) under Lessor's insurance policies based on Lessee's percentage interest of the Office Complex and, if the damage was due to an act or omission of Lessee, Lessee shall pay Lessor the difference between the actual cost of repair and any insurance proceeds received by Lessor. If fire or other casualty shall render the whole or any material part of the Premises untenantable and the Premises cannot reasonably be expected to be made tenantable within one hundred twenty (120) days from the date of such event and neither party -38- hereto terminates this Lease pursuant to its rights herein or in the event that more than fifty percent (50%) of the value of the Office Complex is damaged or destroyed by fire or other casualty, and Lessor does not terminate this Lease pursuant to its option granted herein, or in the event that fifty percent (50%) or less of the value of the Office Complex is damaged or destroyed by fire or other casualty and neither the whole nor any material portion of the Premises is rendered untenantable, then Lessor shall repair and restore the Premises and the Office Complex to as near their condition prior to the fire or other casualty as is reasonably possible with all due diligence and speed (subject to delays for causes beyond Lessor's reasonable control) and the rent for the period during which the Premises are untenantable shall be abated pro rata (based upon the portion of the Premises which is untenantable). In no event shall Lessor be obligated to repair or restore any special equipment or improvements installed by Lessee. Anything herein contained to the contrary notwithstanding, Lessor shall not be obligated to spend more than the net insurance proceeds received by Lessor on account of any fire or other casualty (whether insured in order to repair or uninsured) renders all or a substantial portion of restore the Premises or the Building untenantableOffice Complex following such casualty; provided, Landlord willhowever, with reasonable promptness not to exceed 45 days Lessor shall notify Lessee promptly after the occurrence casualty if such proceeds are insufficient and if Lessor is unwilling to expend more than the net insurance proceeds. In the event of such damage, estimate the length a termination of time that will be required to substantially complete the repair and restoration and will by notice advise Tenant of such estimate (“Landlord’s Notice”). If Landlord estimates that the amount of time required to substantially complete such repair and restoration will exceed 180 days from the date such damage occurred, then Landlord, or Tenant (but with respect to Tenant only if all or a substantial portion of the Premises, or the Common Areas used to access the Premises, is rendered untenantable and the time period of in excess of 180 days relates to the repair of the Premises and Common Areas, if applicable), will have the right to terminate this Lease retroactively pursuant to this Article XI, rent shall be apportioned on a per diem basis and paid to the date of such damage upon giving written notice to the other at any time within 20 days after delivery of Landlord’s Notice, provided that if Landlord so chooses, Landlord’s Notice may also constitute such notice of termination. However, in the event (i) a fire or other casualty renders all or a substantial portion of the Premises or the Building untenantable prior to the First Phase Rent Commencement Date and (ii) if the estimated time to substantially complete the repair and restoration set forth in Landlord’s Notice exceeds 180 days from the anticipated First Phase Rent Commencement Date, then either party may terminate this Lease upon giving written notice to the other at any time within 20 days after delivery of Landlord’s Notice, provided that if Landlord so chooses, Landlord’s Notice may also constitute such notice of terminationcasualty.

Damage by Fire or Other Casualty. 13.1. If In the event the Premises or the Building, or any part thereof, shall be damaged by fire or other casualty during the Term, Landlord agrees that it will restore the same to the extent that the damage affects the use of the Premises, with reasonable dispatch, to substantially the same condition in which Landlord was required to deliver it at the commencement of the Term (whether insured excluding any alterations or uninsuredimprovements constructed by Tenant), insofar as the proceeds from Landlord’s insurance permit. If the Premises are rendered wholly or partially untenantable as a result of such damage, the Minimum Rent payable hereunder shall be equitably abated (according to the loss of use) renders all or a substantial portion during the period intervening between the date of such damage and the date which is the earlier of (a) ninety (90) days after Landlord completes its required restoration of the Premises or (b) the Building untenantabledate Tenant substantially completes it restoration work and reopens the Premises for business. Anything in the foregoing to the contrary notwithstanding, if such damage occurs during the last two (2) years of the Term, and if such damage exceeds fifty percent (50%) of the then insurable value of the Premises or if the reconstruction of the Premises will take longer than one hundred twenty (120) days from the date of the damage, either Landlord will, with reasonable promptness not to exceed 45 days after or Tenant may terminate this Lease effective as of the occurrence date of such damage, estimate by giving to the length other written notice of time that will be required its intention to substantially complete the repair and restoration and will by notice advise Tenant of such estimate do so within thirty (“Landlord’s Notice”). If Landlord estimates that the amount of time required to substantially complete such repair and restoration will exceed 180 30) days from after the date such damage occurredoccurs; provided, then Landlordhowever, or that if this Lease gives Tenant an option to extend the Term and Tenant extends the Term of this Lease for at least five (but with respect 5) years by exercising such option within fifteen (15) days after Tenant receives a notice from Landlord of its intention to terminate this Lease, neither Landlord nor Tenant only if all or a substantial portion of shall have the Premisesright to cancel this Lease and any cancellation by Landlord shall be deeded revoked. In addition, or the Common Areas used to access the Premises, is rendered untenantable and the time period of in excess of 180 days relates to the repair of the Premises and Common Areas, if applicable), will Landlord shall have the right to terminate this Lease retroactively by written notice to Tenant if there occurs a fire or other damage to the Building at any time during the Term and the cost of restoration exceeds forty percent (40%) of the insurable value of the Building (above foundations) and Landlord elects not to restore the Building. If this Lease is terminated pursuant to this Section, the Rent payable hereunder shall be abated as of the date of such damage upon giving written notice to damage, and Tenant shall remove all of Tenant’s property from the other at any time Premises within 20 thirty (30) days after delivery of Landlord’s Notice, provided that if Landlord so chooses, Landlord’s Notice may also constitute such the notice of termination. However, in the event (i) a fire or other casualty renders all or a substantial portion of the Premises or the Building untenantable prior to the First Phase Rent Commencement Date and (ii) if the estimated time to substantially complete the repair and restoration set forth in Landlord’s Notice exceeds 180 days from the anticipated First Phase Rent Commencement Date, then either party may terminate this Lease upon giving written notice to the other at any time within 20 days after delivery of Landlord’s Notice, provided that if Landlord so chooses, Landlord’s Notice may also constitute such notice of terminationtermination is given.

Damage by Fire or Other Casualty. 13.1. If any the Premises or the Building (including machinery and equipment used in its operation) shall be destroyed or damaged by fire or other casualty and if the Premises or Building may be repaired and restored within one hundred twenty (whether insured 120) days (plus such additional time during which Landlord may be prevented or uninsureddelayed from completing the repairs for causes beyond its reasonable control and for insurance adjustments) after such damage then Landlord shall have the option by notifying Tenant to: (a) repair and restore the same with reasonable promptness; or (b) elect to demolish the Building, or cease its operation, in which event this Lease shall automatically be canceled and terminated as of the date of such damage. In the event any such damage not caused by the act or neglect of Tenant, its agents, servants, employees, guests, licensees or invitees renders all the Premises untenantable and if this Lease shall not be canceled and terminated by reason on such damage, then rent shall abate during the periox xxxinning with the date of such fire or a substantial other casualty and ending with the date when Landlord's work in the Premises is substantially completed, such abatement to be in an amount bearing the same ratio to the total amount of rent for such period as the untenantable portion of the Premises bears to the entire Premises. Landlord's work shall not include the repair, replacement or restoration of Tenant's fixtures or tenant improvements, including, but not limited to, special wall and floor coverings, special lighting fixtures, built-in cabinets and bookshelves. If such damage renders the Premises or the Building untenantable, in whole or in part, and if, in Landlord's judgment, such damage cannot reasonably be repaired and restored within one hundred twenty (120) days (plus such additional time during which Landlord willmay be prevented from completing the repairs for causes beyond its reasonable control), with reasonable promptness not either party shall have the right to exceed 45 days after cancel and terminate this Lease as of the occurrence date of such damage, estimate the length of time provided, however, that will be required to substantially complete the repair and restoration and will by notice advise Tenant of such estimate (“Landlord’s Notice”). If Landlord estimates that the amount of time required to substantially complete such repair and restoration will exceed 180 days from the date such damage occurred, then Landlord, or Tenant (but with respect to Tenant only if all or a substantial portion of the Premises, or the Common Areas used to access the Premises, is rendered untenantable and the time period of in excess of 180 days relates to the repair of the Premises and Common Areas, if applicable), will have the right may not elect to terminate this Lease retroactively to the date of if such damage upon giving was caused by the act or neglect of Tenant, its agents, servants, employees, guests, licensees or invitees. Any right to terminate or any other option provided for any party in this Paragraph 12 must be exercised by written notice to the other at any time party served within 20 one hundred thirty (130) days after delivery of Landlord’s Notice, provided that if Landlord so chooses, Landlord’s Notice may also constitute such notice of termination. However, in the event (i) a fire or other casualty renders all or a substantial portion of the Premises or the Building untenantable prior to the First Phase Rent Commencement Date and (ii) if the estimated time to substantially complete the repair and restoration set forth in Landlord’s Notice exceeds 180 days from the anticipated First Phase Rent Commencement Date, then either party may terminate this Lease upon giving written notice to the other at any time within 20 days after delivery of Landlord’s Notice, provided that if Landlord so chooses, Landlord’s Notice may also constitute such notice of terminationdamage shall have occurred.

Damage by Fire or Other Casualty. 13.1. If any fire or other casualty (whether insured or uninsured) renders all or a substantial portion of the Premises or the Building untenantableCommon Areas shall be damaged or destroyed by fire or other casualty, Tenant shall promptly notify Landlord, and Landlord, subject to the conditions set forth in this Section 15, shall repair such damage and restore the Premises or Common Areas to substantially the same condition in which they were immediately prior to such damage or destruction, but not including the repair, restoration or replacement of the fixtures, equipment, or Alterations installed by or on behalf of Tenant. Landlord willshall notify Tenant, with reasonable promptness not to exceed 45 within sixty (60) days after the occurrence date of such damage, estimate the casualty of the length of time it anticipates that the restoration will be required to substantially complete the repair and restoration and will by notice advise Tenant of such estimate (“Landlord’s Notice”)take. If Landlord estimates anticipates that the amount of time required to substantially complete such repair and restoration will exceed 180 days take more than twenty-four (24) months from the date such damage occurred, then Landlord, or Tenant (but with respect to Tenant only if all or a substantial portion of the Premisesdate of the casualty, or and if Tenant, in Tenant’s good faith judgment, (i) is reasonably unable to conduct its business, in the Common Areas used to access the Premisesordinary course, is rendered untenantable and the time period of in excess of 180 days relates to the repair more than fifty percent (50%) of the Premises (based on square footage) due to such damage, or (ii) is unable to reasonably and Common Areaslawfully conduct the pharmacological or biological operations that Tenant conducts in the Phase 1-A area of the Building as a result of the casualty, if applicable)then in either such event either Landlord or Tenant may terminate this Lease effective as of the date of casualty by giving notice to the other within thirty (30) days after Landlord’s notice. If Landlord advises Tenant that the casualty is not expected to take more than twenty-four (24) months from the date of casualty to fully repair and restore, will but in fact takes more than twenty-four (24) months from casualty date to repair and restore, then Tenant shall have the right to terminate this Lease retroactively to the date of such damage upon giving written ninety (90) days’ notice to the other at any time within 20 days after delivery of Landlord’s Notice, provided that if unless Landlord so chooses, Landlord’s Notice may also constitute such notice of termination. However, in the event (i) a fire or other casualty renders all or a substantial portion of the Premises or the Building untenantable prior to the First Phase Rent Commencement Date and (ii) if the estimated time to substantially shall complete the its repair and restoration set forth within such ninety (90) day period, in Landlordwhich event Tenant’s Notice exceeds 180 days from notice of termination shall be void. In addition, if a casualty occurs during the anticipated First Phase Rent Commencement Datelast twelve (12) months of the Term, then and the cost to restore such damage shall exceed $2,000,000 Constant Dollars, either party may terminate this Lease; provided, however, that Landlord shall not have the right to terminate this Lease upon giving written notice if Tenant has the right to extend the Term for at least three (3) more years and does so timely pursuant to the other requirements of this Lease, but in any event within sixty (60) days following such casualty. Moreover, Landlord may terminate this Lease if the loss is not covered by the insurance required to be maintained by Landlord under this Lease. If this Lease is not terminated as set forth above, Tenant will receive an abatement of Minimum Annual Rent and Annual Operating Expenses to the extent, and for so long, as the Premises are rendered untenantable as a result of the casualty. Landlord shall obtain the agreement of any Mortgagee now or hereafter encumbering the Building to re-advance insurance proceeds for restoration of the Building so long as (A) the restoration can reasonably be completed at any least one (1) year before maturity of the mortgage loan, (B) Tenant is not in monetary default beyond applicable notice and cure periods under the Lease at the time within 20 days after delivery of the casualty, (C) Tenant continues to have at least 66.67% of the Building under Lease, and (D) Tenant shall have at least three (3) years remaining under this Lease or agrees to exercise its option to extend the Term. Alternatively, Landlord, Tenant and Landlord’s Noticelender may agree on alternative provisions for the release of insurance proceeds in an SNDA or other agreement among the parties. Landlord shall restore the Building (including the Tenant’s Work) to an architectural whole in substantially the same configuration and condition as existed immediately prior to the happening of such casualty, provided subject to the availability of insurance proceeds for such restoration; provided, however, that if Landlord so chooseshas failed to carry the insurance required under this Lease, and such damage would have been covered by such insurance, such requirement to restore shall be irrespective of whether insurance proceeds advanced to Landlord are sufficient for same. Tenant agrees that promptly after completing of such work by Landlord, it will proceed with reasonable diligence and at its sole cost and expense, to rebuild, repair, and restore Tenant’s Alterations and Tenant’s signs, furniture, trade fixtures, equipment and other personal property. It is hereby acknowledged and agreed that Landlord’s Notice may also constitute lender may, as a condition to disbursing insurance proceeds for restoration, require that Landlord and Tenant demonstrate access to, and provide reserves for, sufficient liquid assets to fund the above-described restoration in the event of any shortfall in insurance proceeds for such notice of terminationwork, and each party agrees to comply with such requirements.