Common use of Damage or Destruction Clause in Contracts

Damage or Destruction. 22.1. In the event of a partial destruction of the Building or the Project by fire or other perils covered by extended coverage insurance not exceeding twenty-five percent (25%) of the full insurable value thereof, and provided that (a) the damage thereto is such that the Building or the Project may be repaired, reconstructed or restored within a period of eight (8) months from the date of the happening of such casualty and (b) Landlord shall receive insurance proceeds sufficient to cover the cost of such repairs (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense), Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.2. In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effect. If Landlord elects not to repair the Building or the Project, as applicable, then this Lease shall terminate as of the date of such damage or destruction. 22.3. Within sixty (60) days following the date of damage or destruction, Landlord shall give written notice to Tenant either (a) of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.4. Upon any termination of this Lease under any of the provisions of this Section 22, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.5. In the event of repair, reconstruction and restoration as provided in this Section 22, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business. 22.6. Notwithstanding anything to the contrary contained in this Section 22, if the time required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destruction, then Tenant may terminate this Lease by written notice of termination given no later than sixty (60) days after Landlord notifies Tenant as to how much time will be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.7. If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction or restoration only with regard to those portions of the Premises, the Building or the Project that were originally provided at Landlord’s expense. The repair, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration of the Premises, the Building and the Project. 22.8. Notwithstanding anything to the contrary contained in this Section 22, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 occurs during the last twelve (12) months of the Term or any extension hereof.

Damage or Destruction. 22.1. In the event of a partial destruction of the Building or (a) If the Project is damaged or destroyed by fire or any other perils casualty, whether or not covered by extended coverage insurance not exceeding twenty-five percent (25%) of insurance, the full insurable value thereofDeveloper, and provided that (a) the damage thereto is such that the Building or the Project may be repaired, reconstructed or restored within a period of eight (8) months from the date of the happening of such casualty and (b) Landlord shall receive insurance proceeds sufficient to cover the cost of such repairs (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlordas promptly as practicable, shall constitute an Operating Expense), Landlord shall commence and proceed diligently with either (i) make the work of repair, reconstruction and restoration of the Building or the Project, as applicable, and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.2. In the event of any damage to or destruction of the Building or the Project other than as determination described in Section 22.19.1(f), Landlord may elect to or (ii) repair, reconstruct and restore restore, replace or rebuild the Building same so that upon completion of such repairs, restoration, replacement or rebuilding the Project, as applicable, in which case this Lease shall continue in full force and effect. If Landlord elects Project is of a value not to repair less than the Building or value thereof immediately before the Project, as applicable, then this Lease shall terminate as of the date occurrence of such damage or destruction. 22.3. Within sixty (60) days following destruction or, at the date of damage or destructionDeveloper’s option, Landlord shall give written notice to Tenant construct upon the Project Site new buildings and improvements thereafter together with all new machinery, equipment and fixtures that are either (a) of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required attached to complete or are to be used in connection with the repairoperation or maintenance thereof, reconstruction and/or restoration provided that (A) the value thereof shall not be less than the value of such destroyed or damaged Project immediately before the Premises and the parking facilities occurrence of the Project. 22.4. Upon any termination of this Lease under any of the provisions of this Section 22, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the such damage or destruction and (B) the nature of such new buildings, improvements, machinery, equipment and fixtures will not impair the character of the Project as a “project” permitted by the Act. If the Developer elects to construct any such new buildings and improvements, for all purposes of this Lease, any reference to the words “Project Improvements” shall be deemed to also include any such new buildings and improvements and all additions thereto and all replacements and alterations thereof. Unless the Developer makes the determination described in Section 9.1 (f), the Net Proceeds of casualty insurance required by Article VII received with respect to such damage or loss to the Project shall be used to pay the cost of repairing, restoring, replacing or rebuilding the Project or any part thereof, subject to the rights of the Lender under the Fee Deed of Trust and related Loan Documents. Subject to the provisions of the Fee Deed of Trust and related Loan Documents, insurance monies in an amount less than $100,000 may be paid to or retained by the Developer to be held in trust and used as provided herein. Subject to the provisions of the Fee Deed of Trust and related Loan Documents, insurance monies in an amount of $100,000 or more shall be (i) paid to the Trustee and deposited in the Project Fund and shall be disbursed as provided in Section 4.4 to pay the cost of repairing, restoring, replacing or rebuilding the Project or any part thereof, or (ii) if determined by the Owners of 100% in principal amount of the Bonds Outstanding, applied as directed by, or on behalf of, such Owners of 100% in principal amount of the Bonds Outstanding, subject to the rights of the Lender. If the Developer makes the determination described in Section 9.1 (f), the Net Proceeds shall be deposited with the Trustee and used to redeem Bonds as provided in Section 9.1 (f), subject to the rights of the Lender under the Fee Deed of Trust and related Loan Documents. (b) If any of the insurance monies paid by the insurance company as hereinabove provided remain after the completion of such repairs, restoration, replacement or rebuilding, and this Lease has not been terminated, the excess shall be deposited in the Bond Fund, subject to the rights of the Lender, any leasehold mortgagee or any other Financing Party. Completion of such repairs, restoration, replacement or rebuilding shall be evidenced by a certificate of completion provided to the City and the Trustee. If the Net Proceeds are insufficient to pay the entire cost of such repairs, restoration, replacement or rebuilding, the Developer shall pay the deficiency. (c) Except as otherwise provided in this Lease, in the event of any such damage by fire or any other casualty, the provisions of this Lease that, by their express terms, survive shall be unaffected and the expiration or earlier termination hereof. 22.5. In Developer shall remain and continue liable for the event payment of repair, reconstruction all Basic Rent and restoration as provided in this Section 22, Additional Rent and all Rent other charges required hereunder to be paid by Tenant the Developer, as though no damage by fire or any other casualty has occurred. (d) The Developer will prosecute or defend any action or proceeding arising out of, or for the collection of any insurance monies that may be due in the event of, any loss or damage. (e) The Developer agrees to give prompt written notice to the City, the Trustee and the Lender of all fires and any other casualties occurring in, on, at or about the Project Site. (f) If the Developer determines that rebuilding, repairing, restoring or replacing the Project is not practicable or desirable, or if the Developer does not have the right under the Fee Deed of Trust, any Leasehold Mortgage or any other Financing Document to use any Net Proceeds for repair or restoration of the Project, any Net Proceeds of casualty insurance required by Article VII received with respect to such damage or loss shall, after payment of all Additional Rent then due and payable, be paid into the Bond Fund and shall be used to redeem Bonds on the earliest practicable redemption date or to pay the principal of any Bonds as the same becomes due, all subject to rights of the Lender under the Loan Documents, any mortgagee under the Leasehold Mortgage (if any) and any Financing Party under the Financing Documents (if any). The Developer agrees to be reasonable in exercising its judgment pursuant to this subsection. Alternatively, if the Developer is the sole owner of the Bonds and it has determined that rebuilding, repairing, restoring or replacing the Project is not practicable or desirable, it may tender Bonds to the Trustee for cancellation in a principal amount equal to the Net Proceeds of the casualty insurance, and retain such proceeds for its own account. (g) The Developer shall not, by reason of its inability to use all or any part of the Project during any period in which the Project is damaged or destroyed or is being repaired, rebuilt, restored or replaced, nor by reason of the payment of the costs of such rebuilding, repairing, restoring or replacing, be entitled to any reimbursement from the City, the Trustee or the Owners or to any abatement or diminution of the rentals payable by the Developer under this Lease or of any other obligations of the Developer under this Lease except as expressly provided in this Section. (h) The rights of the City and the Trustee in and to any Net Proceeds are and will at all times be subject to the rights of the Lender with respect to such Net Proceeds. (i) Nothing herein shall be abated proportionately based deemed to authorize the Developer to allow an unsafe, dangerous, unhealthy or injurious condition to exist on the extent to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction Project or restoration, unless Landlord provides Tenant with other space during the period of repair thatany portion thereof, in Tenant’s reasonable opinionviolation of any applicable laws, is suitable for the temporary conduct of Tenant’s business. 22.6. Notwithstanding anything to the contrary contained in this Section 22, if the time required to complete the repair, reconstruction and/or restoration of the Premises codes and the parking facilities of the Project exceeds eight (8) months from the date of damage or destruction, then Tenant may terminate this Lease by written notice of termination given no later than sixty (60) days after Landlord notifies Tenant as to how much time will be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.7. If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction or restoration only with regard to those portions of the Premises, the Building or the Project that were originally provided at Landlord’s expense. The repair, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement ordinances due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration of the Premises, the Building and the Projecta fire or other casualty. 22.8. Notwithstanding anything to the contrary contained in this Section 22, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 occurs during the last twelve (12) months of the Term or any extension hereof.

Damage or Destruction. 22.124.1. In the event of a partial destruction of (a) the Building Premises, (b) the Building, (c) the Common Area or (d) the Project ((a)-(d) collectively, the “Affected Areas”) by fire or other perils covered by extended coverage insurance not exceeding twenty-five percent (25%) of the full insurable value thereof, and provided that (aw) the damage thereto is such that the Building or the Project Affected Areas may be repaired, reconstructed or restored within a period of eight six (8) 6) months from the date of the happening of such casualty and casualty, (bx) Landlord shall receive insurance proceeds from its insurer or Lender sufficient to cover the cost of such repairs repairs, reconstruction and restoration (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense), (y) the repair, reconstruction or restoration of the Affected Areas is permitted by all applicable Loan Documents or otherwise consented to by any and all Lenders whose consent is required thereunder and (z) such casualty was not intentionally caused by a Tenant Party, then Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, Affected Areas and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.224.2. In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.124.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effect. If Landlord elects not to repair repair, reconstruct and restore the Building or the Project, as applicable, (including, without limitation, any such election made pursuant to Section 24.6 or Section 24.8 below) then this Lease shall terminate as of the date of such damage or destruction. In the event of any damage or destruction (regardless of whether such damage is governed by Section 24.1 or this Section), if in Landlord’s determination as set forth in the Damage Repair Estimate (as defined below), the Affected Areas cannot be repaired, reconstructed or restored within twelve (12) months after the date of the Damage Repair Estimate, then Tenant shall have the right to terminate this Lease, effective as of the date of such damage or destruction, by delivering to Landlord its written notice of termination no later than fifteen (15) days after Landlord delivers to Tenant Landlord’s Damage Repair Estimate. 22.324.3. Within As soon as reasonably practicable, but in any event within sixty (60) days following the date of damage or destruction, Landlord shall notify Tenant of Landlord’s good faith estimate of the period of time in which the repairs, reconstruction and restoration will be completed (the “Damage Repair Estimate”), which estimate shall be based upon the opinion of a contractor reasonably selected by Landlord and experienced in comparable repair, reconstruction and restoration of similar buildings. Additionally, Landlord shall give written notice to Tenant either within sixty (a60) days following the date of damage or destruction of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.424.4. Upon any termination of this Lease under any of the provisions of this Section 22Article, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.524.5. In the event of repair, reconstruction and restoration as provided in this Section 22Article, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair repair, reconstruction and restoration that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business; provided, however, that the amount of such abatement shall be reduced by the amount of Rent that is received by Tenant as part of the business interruption or loss of rental income with respect to the Premises from the proceeds of business interruption or loss of rental income insurance. 22.624.6. Notwithstanding anything to the contrary contained in this Section 22Article, if the time (a) Landlord shall not be required to complete repair, reconstruct or restore any damage or destruction to the extent that Landlord is prohibited from doing so by any applicable Loan Document or any Lender whose consent is required thereunder withholds its consent, and (b) should Landlord be delayed or prevented from completing the repair, reconstruction and/or or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destructiondestruction to the Premises after the occurrence of such damage or destruction by Force Majeure or delays caused by a Lender or Tenant Party, then Tenant may terminate this Lease by written notice of termination given no later than sixty (60) days after the time for Landlord notifies Tenant as to how much time will be required to commence or complete the repairrepairs, reconstruction and/or and restoration shall be extended on a day-for-day basis; provided, however, that, at Landlord’s election, Landlord shall be relieved of the Premises its obligation to make such repairs, reconstruction and the parking facilities of the Projectrestoration. 22.724.7. If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repairrepairs, reconstruction or restoration only with regard to (a) those portions of the Premises, the Building or the Project Premises that were originally provided at Landlord’s expenseexpense and (b) the Common Area portion of the Affected Areas. The repairrepairs, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repairrepairs, reconstruction and restoration of the Premises, the Building and the Project. 22.824.8. Notwithstanding anything to the contrary contained in this Section 22Article, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 Article occurs during the last twelve twenty-four (1224) months of the Term or any extension hereofthereof, or to the extent that insurance proceeds are not available therefor. 24.9. Landlord’s obligation, should it elect or be obligated to repair, reconstruct or restore, shall be limited to the Affected Areas, and shall be conditioned upon Landlord receiving any permits or authorizations required by Applicable Laws. Tenant shall, at its expense, replace or fully repair all of Tenant’s personal property and any Alterations installed by Tenant existing at the time of such damage or destruction. If Affected Areas are to be repaired, reconstructed or restored in accordance with the foregoing, Landlord shall make available to Tenant any portion of insurance proceeds it receives that are allocable to the Alterations constructed by Tenant pursuant to this Lease; provided Tenant is not then in default under this Lease, and subject to the requirements of any Lender of Landlord.

Damage or Destruction. 22.1. 23.1 In the event of a partial destruction of the Building or the Project by fire or other perils covered by extended coverage insurance not exceeding twenty-five percent (25%) of the full insurable value thereof, and provided that (a) the damage thereto is such that the Building or the Project may be repaired, reconstructed or restored within a period of eight twelve (8) 12) months from the date of the happening of such casualty and (b) Landlord shall receive insurance proceeds sufficient to cover the cost of such repairs (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense), Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.2. 23.2 In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.123.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effect. If Landlord elects not to repair the Building or the Project, as applicable, then this Lease shall terminate as of the date of such damage or destruction. 22.3. Within 23.3 Landlord shall give written notice to Tenant within sixty (60) days following the date of damage or destruction, Landlord shall give written notice to Tenant either (a) destruction of its election not whether to repair, reconstruct or restore the Building or the Project, as applicable, or (b) and in such notice, Landlord shall indicate Landlord’s good faith estimate of the amount of time reasonably anticipated to be required to complete such repairs. If the repairexpected time to complete repairs exceeds twelve (12) months, reconstruction and/or restoration then Tenant may terminate this Lease upon written notice given to Landlord within thirty (30) days after receipt of the Premises and the parking facilities of the ProjectLandlord’s notice. 22.4. 23.4 Upon any termination of this Lease under any of the provisions of this Section 22Article 23, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. All property insurance proceeds (except with respect to Tenant’s personal property and removable equipment that Tenant purchased without any contribution from Landlord) shall be paid to Landlord. 22.5. 23.5 In the event of repair, reconstruction and restoration as provided in this Section 22Article 23, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord at its sole cost provides Tenant with other space during the period of repair that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business; provided, however, that the amount of such abatement shall be reduced by the proceeds of business interruption insurance actually received by Tenant with respect to the Premises. 22.6. 23.6 Notwithstanding anything to the contrary contained in this Section 22Article 23, if the time required to complete should Landlord be delayed or prevented from completing the repair, reconstruction and/or or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destructiondestruction to the Premises after the occurrence of such damage or destruction by Force Majeure, then Tenant may terminate this Lease by written notice of termination given no later than sixty (60) days after the time for Landlord notifies Tenant as to how much time will commence or complete repairs shall be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Projectextended on a day-for-day basis. 22.7. 23.7 If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction or restoration only with regard to those portions of the Premises, the Building or the Project Property that were originally provided at Landlord’s expense. The repair, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building StandardStandard (except with respect to improvements paid for out of the TI Allowance), unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration of the Premises, the Building and the Project. 22.8. 23.8 Notwithstanding anything to the contrary contained in this Section 22Article 23, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 Article 23 occurs during the last twelve (12) months of the Term or any extension hereof, or to the extent that insurance proceeds are not available therefor (provided Landlord carried insurance required under this Lease). Furthermore, if the damage resulting from any casualty covered under this Article 23 occurs during the last twelve (12) months of the Term or any extension hereof, Tenant shall be entitled to terminate this Lease upon written notice to Landlord. 23.9 Landlord’s obligation, should it elect or be obligated to repair or rebuild, shall be limited to the Property and the Building; provided that Tenant shall, at its expense, replace or fully repair all of Tenant’s personal property and any Alterations installed by Tenant existing at the time of such damage or destruction. If the Property or the Building is to be repaired in accordance with the foregoing, Landlord shall make available to Tenant any portion of insurance proceeds it receives that are allocable to the Alterations constructed by Tenant pursuant to this Lease, provided Tenant is not then in default beyond applicable notice and cure periods under this Lease.

Damage or Destruction. 22.1. 25.1 In the event of a partial destruction of the Building or the Project by fire or other perils covered by extended coverage insurance not exceeding twenty-five percent (25%) of the full insurable value thereof, and provided that (a) the damage thereto is such that the Building or the Project may be repaired, reconstructed or restored within a period of eight ninety (8) months 90) days from the date of the happening of such casualty and (b) Landlord shall receive insurance proceeds sufficient to cover the cost of such repairs (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense), Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.2. 25.2 In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.125.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effect, and Landlord shall notify Tenant in writing of such election, specifying the estimated time to completion such repairs, reconstruction and restoration. If Landlord estimates that the repairs, reconstruction and restoration will not be completed within ninety (90) days from the date of the happening of such casualty, or if such casualty occurs within the last six (6) months of the Term, Tenant shall have the right to terminate this Lease upon written notice to Landlord delivered within ten (10) business days after receipt of Landlord’s notice of Landlord’s election to repair. If Landlord elects not to repair the Building or the Project, as applicable, then this Lease shall terminate as of the date of such damage or destruction. 22.3. Within sixty 25.3 Landlord shall give written notice to Tenant within thirty (6030) days following the date of damage or destruction, Landlord shall give written notice to Tenant either (a) destruction of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.4. 25.4 Upon any termination of this Lease under any of the provisions of this Section 22Article 25, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.5. 25.5 In the event of repair, reconstruction and restoration as provided in this Section 22Article 25, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business; provided, however, that the amount of such abatement shall be reduced by the proceeds of business interruption or loss of rental income insurance actually received by Tenant with respect to the Premises. 22.6. 25.6 Notwithstanding anything to the contrary contained in this Section 22Article 25, if the time required to complete should Landlord be delayed or prevented from completing the repair, reconstruction and/or or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destructiondestruction to the Premises alter the occurrence of such damage or destruction by Force Majeure, then Tenant may terminate this Lease by written notice the time for Landlord to commence or complete repairs shall be extended on a day-for-day basis; provided, however, that, at Landlord’s election, Landlord shall be relieved of termination given no later than sixty (60) days after Landlord notifies Tenant as its obligation to how much time will be required to complete the make such repair, reconstruction and/or restoration of the Premises and the parking facilities of the Projector restoration. 22.7. 25.7 If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction or restoration only with regard to those portions of the Premises, the Building or the Project that were originally provided at Landlord’s expense. The repair, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration of the Premises, the Building and the Project. 22.8. 25.8 Notwithstanding anything to the contrary contained in this Section 22Article 25, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 Article 25 occurs during the last twelve six (126) months of the Term or any extension hereof, or to the extent that insurance proceeds are not available therefor. 25.9 Landlord’s obligation, should it elect or be obligated to repair or rebuild, shall be limited to the Property and the Building; provided that Tenant shall, at its expense, replace or fully repair all of Tenant’s personal property and any Alterations installed by Tenant existing at the time of such damage or destruction. If the Property or the Building is to be repaired in accordance with the foregoing, Landlord shall make available to Tenant any portion of insurance proceeds it receives that are allocable to the Alterations constructed by Tenant pursuant to this Lease, provided Tenant is not then in default under this Lease.

Damage or Destruction. 22.124.1. In the event of a partial destruction of (a) the Premises or (b) Common Area of the Building or the Project ((a) and (b) together, the “Affected Areas”) by fire or other perils covered by extended coverage insurance not exceeding twenty-five percent (25%) of the full insurable value thereof, and provided that (ax) the damage thereto is such that the Building or the Project Affected Areas may be repaired, reconstructed or restored within a period of eight six (8) 6) months from the date of the happening of such casualty and casualty, (by) Landlord shall receive insurance proceeds sufficient to cover the cost of such repairs repairs, reconstruction and restoration (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense)) and (z) such casualty was not intentionally caused by a Tenant Party, then Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, Affected Areas and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.224.2. In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.124.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effect. If Landlord elects not to repair repair, reconstruct and restore the Building or the Project, as applicable, then this Lease shall terminate as of the date of such damage or destruction. In the event of any damage or destruction (regardless of whether such damage is governed by Section 24.1 or this Section), if (a) in Landlord’s determination as set forth in the Damage Repair Estimate (as defined below), the Affected Areas cannot be repaired, reconstructed or restored within nine (9) months after the date of the Damage Repair Estimate, (b) subject to Section 24.6, the Affected Areas are not actually repaired, reconstructed and restored within twelve (12) months after the date of the Damage Repair Estimate, or (c) the damage and destruction occurs within the last twelve (12) months of the then-current Term, then Tenant shall have the right to terminate this Lease, effective as of the date of such damage or destruction, by delivering to Landlord its written notice of termination (a “Termination Notice”) (y) with respect to Subsections 24.2(a) and (c), no later than fifteen (15) days after Landlord delivers to Tenant Landlord’s Damage Repair Estimate and (z) with respect to Subsection 24.2(b), no later than fifteen (15) days after such twelve (12) month period (as the same may be extended pursuant to Section 24.6) expires. If Tenant provides Landlord with a Termination Notice pursuant to Subsection 24.2(z), Landlord shall have an additional thirty (30) days after receipt of such Termination Notice to complete the repair, reconstruction and restoration. If Landlord does not complete such repair, reconstruction and restoration within such thirty (30) day period, then Tenant may terminate this Lease by giving Landlord written notice within two (2) business days after the expiration of such thirty (30) day period. If Landlord does complete such repair, reconstruction and restoration within such thirty (30) day period, then this Lease shall continue in full force and effect. 22.324.3. Within As soon as reasonably practicable, but in any event within sixty (60) days following the date of damage or destruction, Landlord shall notify Tenant of Landlord’s good faith estimate of the period of time in which the repairs, reconstruction and restoration will be completed (the “Damage Repair Estimate”), which estimate shall be based upon the opinion of a contractor reasonably selected by Landlord and experienced in comparable repair, reconstruction and restoration of similar buildings. Additionally, Landlord shall give written notice to Tenant either within sixty (a60) days following the date of damage or destruction of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.424.4. Upon any termination of this Lease under any of the provisions of this Section 22Article, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.524.5. In the event of repair, reconstruction and restoration as provided in this Section 22Article, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair repair, reconstruction and restoration that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business; provided, however, that the amount of such abatement shall be reduced solely by the amount of business interruption proceeds actually received by Tenant which are expressly attributable to Tenant’s obligation to pay Rent under this Lease. 22.624.6. Notwithstanding anything to the contrary contained in this Section 22Article, if the time required to complete should Landlord be delayed or prevented from completing the repair, reconstruction and/or or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destructiondestruction to the Premises after the occurrence of such damage or destruction by Force Majeure or delays caused by a Tenant Party, then Tenant may terminate this Lease by written notice of termination given no later than sixty (60) days after the time for Landlord notifies Tenant as to how much time will be required to commence or complete the repairrepairs, reconstruction and/or and restoration shall be extended on a day-for-day basis; provided, however, that, at Landlord’s election, Landlord shall be relieved of its obligation to make such repairs, reconstruction and restoration if such delays exceed 180 days in the Premises and the parking facilities of the Projectaggregate. 22.724.7. If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repairrepairs, reconstruction or restoration only with regard to (a) those portions of the Premises, the Building or the Project Premises that were originally provided at Landlord’s expenseexpense and (b) the Common Area portion of the Affected Areas. The repairrepairs, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repairrepairs, reconstruction and restoration of the Premises, the Building and the Project. 22.824.8. Notwithstanding anything to the contrary contained in this Section 22Article, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 Article occurs during the last twelve twenty-four (1224) months of the Term or any extension hereofthereof, or to the extent that insurance proceeds are not available therefor. 24.9. Landlord’s obligation, should it elect or be obligated to repair, reconstruct or restore, shall be limited to the Affected Areas, and shall be conditioned upon Landlord receiving any permits or authorizations required by Applicable Laws. Tenant shall, at its expense, replace or fully repair all of Tenant’s personal property and any Alterations installed by Tenant existing at the time of such damage or destruction. If Affected Areas are to be repaired, reconstructed or restored in accordance with the foregoing, Landlord shall make available to Tenant any portion of insurance proceeds it receives that are allocable to the Alterations constructed by Tenant pursuant to this Lease; provided Tenant is not then in default under this Lease, and subject to the requirements of any Lender of Landlord. 24.10. This Article sets forth the terms and conditions upon which this Lease may terminate in the event of any damage or destruction. Accordingly, the parties hereby waive the provisions of California Civil Code Sections 1932(2) and 1933(4) (and any successor statutes) permitting the parties to terminate this Lease as a result of any damage or destruction.

Damage or Destruction. 22.124.1. In the event of a partial destruction of (a) the Premises or (b) Common Areas of the Building or the Project ((a) and (b) together, the “Affected Areas”) by fire or other perils covered by extended coverage insurance not exceeding twenty-five percent (25%) of the full insurable value thereof, and provided that (ax) the damage thereto is such that the Building or the Project Affected Areas may be repaired, reconstructed or restored within a period of eight six (8) 6) months from the date of the happening of such casualty and casualty, (by) Landlord shall receive insurance proceeds sufficient to cover the cost of such repairs repairs, reconstruction and restoration (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense)) and (z) such casualty was not intentionally caused by a Tenant Party, then Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, Affected Areas and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.224.2. In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.124.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effect. If Landlord elects not to repair repair, reconstruct and restore the Building or the Project, as applicable, then this Lease shall terminate as of the date of such damage or destruction. In the event of any damage or destruction (regardless of whether such damage is governed by Section 24.1 or this Section), if (a) in Landlord’s determination as set forth in the Damage Repair Estimate (as defined below), the Affected Areas cannot be repaired, reconstructed or restored within nine (9) months after the date of the Damage Repair Estimate, (b) subject to Section 24.6, the Affected Areas are not actually repaired, reconstructed and restored within ninety (90) days after the date set forth in the Damage Repair Estimate, or (c) the damage and destruction occurs within the last twelve (12) months of the then-current Term, then Tenant shall have the right to terminate this Lease, effective as of the date of such damage or destruction, by delivering to Landlord its written notice of termination (a “Termination Notice”) (y) with respect to Subsections 24.2(a) and (c), no later than fifteen (15) days after Landlord delivers to Tenant Landlord’s Damage Repair Estimate and (z) with respect to Subsection 24.2(b), no later than fifteen (15) days after such eighteen (18) month period (as the same may be extended pursuant to Section 24.6) expires. If Tenant provides Landlord with a Termination Notice pursuant to Subsection 24.2(z), Landlord shall have an additional thirty (30) days after receipt of such Termination Notice to complete the repair, reconstruction and restoration. If Landlord does not complete such repair, reconstruction and restoration within such thirty (30) day period, then Tenant may terminate this Lease by giving Landlord written notice within two (2) business days after the expiration of such thirty (30) day period. If Landlord does complete such repair, reconstruction and restoration within such thirty (30) day period, then this Lease shall continue in full force and effect. 22.324.3. Within As soon as reasonably practicable, but in any event within sixty (60) days following the date of damage or destruction, Landlord shall notify Tenant of Landlord’s good faith estimate of the period of time in which the repairs, reconstruction and restoration will be completed (the “Damage Repair Estimate”), which estimate shall be based upon the opinion of a contractor reasonably selected by Landlord and experienced in comparable repair, reconstruction and restoration of similar buildings. Additionally, Landlord shall give written notice to Tenant either within sixty (a60) days following the date of damage or destruction of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.424.4. Upon any termination of this Lease under any of the provisions of this Section 22Article, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.524.5. In the event of repair, reconstruction and restoration as provided in this Section 22Article, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair repair, reconstruction and restoration that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business; provided, however, that the amount of such abatement shall be reduced by the proceeds of business interruption or loss of rental income insurance actually received by Tenant with respect to the Premises. 22.624.6. Notwithstanding anything to the contrary contained in this Section 22Article, if the time required to complete should Landlord be delayed or prevented from completing the repair, reconstruction and/or or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destructiondestruction to the Premises after the occurrence of such damage or destruction by Force Majeure or delays caused by a Tenant Party, then Tenant may terminate this Lease by written notice of termination given no later than sixty (60) days after the time for Landlord notifies Tenant as to how much time will be required to commence or complete the repairrepairs, reconstruction and/or and restoration shall be extended on a day-for-day basis; provided, however, that, at Landlord’s election, Landlord shall be relieved of the Premises its obligation to make such repairs, reconstruction and the parking facilities of the Projectrestoration. 22.724.7. If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repairrepairs, reconstruction or restoration only with regard to (a) those portions of the Premises, the Building or the Project Premises that were originally provided at Landlord’s expenseexpense and (b) the Common Area portion of the Affected Areas. The repairrepairs, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repairrepairs, reconstruction and restoration of the Premises, the Building and the Project. 22.824.8. Notwithstanding anything to the contrary contained in this Section 22Article, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 Article occurs during the last twelve twenty-four (1224) months of the Term or any extension hereofthereof, or to the extent that insurance proceeds are not available therefor. 24.9. Landlord’s obligation, should it elect or be obligated to repair, reconstruct or restore, shall be limited to the Affected Areas. Tenant shall, at its expense, replace or fully repair all of Tenant’s personal property and any Alterations installed by Tenant existing at the time of such damage or destruction. If Affected Areas are to be repaired, reconstructed or restored in accordance with the foregoing, Landlord shall make available to Tenant any portion of insurance proceeds it receives that are allocable to the Alterations constructed by Tenant pursuant to this Lease; provided Tenant is not then in default under this Lease, and subject to the requirements of any Lender of Landlord. 24.10. This Article sets forth the terms and conditions upon which this Lease may terminate in the event of any damage or destruction. Accordingly, the parties hereby waive the provisions of California Civil Code Sections 1932(2) and 1933(4) (and any successor statutes permitting the parties to terminate this Lease as a result of any damage or destruction).

Damage or Destruction. 22.124.1. In the event of a partial destruction of (a) the Building Premises, (b) the Building, (c) the Common Area or (d) the Project ((a)-(d) collectively, the “Affected Areas”) by fire or other perils covered by extended coverage insurance not exceeding twenty-five percent (25%) of the full insurable value thereof, and provided that (aw) the damage thereto is such that the Building or the Project Affected Areas may be repaired, reconstructed or restored within a period of eight six (8) 6) months from the date of the happening of such casualty and casualty, (bx) Landlord shall receive insurance proceeds from its insurer or Lender sufficient to cover the cost of such repairs repairs, reconstruction and restoration (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense), (y) the repair, reconstruction or restoration of the Affected Areas is permitted by all applicable Loan Documents or otherwise consented to by any and all Lenders whose consent is required thereunder and (z) such casualty was not intentionally caused by a Tenant Party, then Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, Affected Areas and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.224.2. In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.124.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effect. If Landlord elects not to repair repair, reconstruct and restore the Building or the Project, as applicable, then this Lease shall terminate as of the date of such damage or destruction. In the event of any damage or destruction (regardless of whether such damage is governed by Section 24.1 or this Section), if (a) in Landlord’s determination as set forth in the Damage Repair Estimate (as defined below), the Affected Areas cannot be repaired, reconstructed or restored within twelve (12) months after the date of such casualty, (b) subject to Section 24.6, the Affected Areas are not actually repaired, reconstructed and restored within fifteen (15) months after the date of such casualty, (c) the damage and destruction occurs within the last twelve (12) months of the then-current Term, then Tenant shall have the right to terminate this Lease, effective as of the date of such damage or destruction, by delivering to Landlord its written notice of termination, or (d) Landlord notifies Tenant that its Lender will not release sufficient proceeds to Landlord to restore the Premises (a “Termination Notice”) (x) with respect to Subsections 24.2(a) and (c), no later than fifteen (15) days after Landlord delivers to Tenant Landlord’s Damage Repair Estimate and (y) with respect to Subsection 24.2(b), no later than fifteen (15) days after such twelve (12) month period (as the same may be extended pursuant to Section 24.6) expires and (z) with respect to Subsection 24.2(d), no later than fifteen (15) days after Landlord notifies Tenant that its Lender will not release sufficient proceeds to Landlord to restore the Premises. If Tenant provides Landlord with a Termination Notice pursuant to Subsection 24.2(z), Landlord shall have an additional thirty (30) days after receipt of such Termination Notice to complete the repair, reconstruction and restoration. If Landlord does not complete such repair, reconstruction and restoration within such thirty (30) day period, then Tenant may terminate this Lease by giving Landlord written notice within two (2) business days after the expiration of such thirty (30) day period. If Landlord does complete such repair, reconstruction and restoration within such thirty (30) day period, then this Lease shall continue in full force and effect. 22.324.3. Within As soon as reasonably practicable, but in any event within sixty (60) days following the date of damage or destruction, Landlord shall notify Tenant of Landlord’s good faith estimate of the period of time in which the repairs, reconstruction and restoration will be completed (the “Damage Repair Estimate”), which estimate shall be based upon the opinion of a contractor reasonably selected by Landlord and experienced in comparable repair, reconstruction and restoration of similar buildings. Additionally, Landlord shall give written notice to Tenant either within sixty (a60) days following the date of damage or destruction of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.424.4. Upon any termination of this Lease under any of the provisions of this Section 22Article, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.524.5. In the event of repair, reconstruction and restoration as provided in this Section 22Article, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair repair, reconstruction and restoration that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business; provided, however, that the amount of such abatement shall be reduced by the amount of Rent that is received by Tenant as part of the business interruption or loss of rental income with respect to the Premises from the proceeds of business interruption or loss of rental income insurance, after deducting from such proceeds the amount of any deductible and reasonable costs of collection of such insurance, not to exceed $50,000 during the Term. 22.624.6. Notwithstanding anything to the contrary contained in this Section 22Article, if the time (a) Landlord shall not be required to complete repair, reconstruct or restore any damage or destruction to the extent that Landlord is prohibited from doing so by any applicable Loan Document or any Lender whose consent is required thereunder withholds its consent, and (b) should Landlord be delayed or prevented from completing the repair, reconstruction and/or or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destructiondestruction to the Premises after the occurrence of such damage or destruction by Force Majeure or delays caused by a Lender or Tenant Party, then Tenant may terminate this Lease by written notice of termination given no later than sixty (60) days after the time for Landlord notifies Tenant as to how much time will be required to commence or complete the repairrepairs, reconstruction and/or and restoration shall be extended on a day-for-day basis; provided, however, that, at Landlord’s election, Landlord shall be relieved of the Premises its obligation to make such repairs, reconstruction and the parking facilities of the Projectrestoration. 22.724.7. If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repairrepairs, reconstruction or restoration only with regard to (a) those portions of the Premises, the Building or the Project Premises that were originally provided at Landlord’s expenseexpense and (b) the Common Area portion of the Affected Areas. The repairrepairs, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repairrepairs, reconstruction and restoration of the Premises, the Building and the Project. 22.824.8. Notwithstanding anything to the contrary contained in this Section 22Article, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 Article occurs during the last twelve eighteen (1218) months of the Term or any extension hereofthereof, or to the extent that insurance proceeds are not available therefor. 24.9. Landlord’s obligation, should it elect or be obligated to repair, reconstruct or restore, shall be limited to the Affected Areas, and shall be conditioned upon Landlord receiving any permits or authorizations required by Applicable Laws. Tenant shall, at its expense, replace or fully repair all of Tenant’s personal property and any Alterations installed by Tenant existing at the time of such damage or destruction. If Affected Areas are to be repaired, reconstructed or restored in accordance with the foregoing, Landlord shall make available to Tenant any portion of insurance proceeds it receives that are allocable to the Alterations constructed by Tenant pursuant to this Lease; provided Tenant is not then in default under this Lease, and subject to the requirements of any Lender of Landlord. 24.10. This Article sets forth the terms and conditions upon which this Lease may terminate in the event of any damage or destruction. Accordingly, the parties hereby waive the provisions of any Applicable Laws (and any successor statutes) permitting the parties to terminate this Lease as a result of any damage or destruction.

Damage or Destruction. 22.1. In the event of a partial destruction of the Building or the Project Premises by fire or other perils covered by extended coverage insurance not exceeding twenty-five thirty percent (2530%) of the full insurable value thereof, and provided that (a) the damage thereto is such that the Building or the Project Premises may be repaired, reconstructed or restored to substantially the same condition as existed immediately before such damage and destruction in accordance with Applicable Laws within a period of eight twelve (8) 12) months from the date of the happening of such casualty and (b) Landlord shall receive insurance proceeds sufficient to cover the cost of such repairs (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating ExpenseInsurance Cost), Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicablePremises, and the provisions of this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate effect except as otherwise provided in this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000)Article 22. 22.2. In the event of any damage to or destruction of the Building or the Project Premises other than as described in Section 22.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicable, Premises in which case the provisions of this Lease shall continue in full force and effecteffect except as otherwise provided in this Article 22. Landlord shall give written notice to Tenant of its election to repair, reconstruct or restore the Premises or to terminate this Lease within sixty (60) days following the date of damage or destruction (the “Landlord’s Restoration Notice”). Landlord shall include with the Landlord’s Restoration Notice a good faith estimate (the “Restoration Estimate”) prepared by Landlord’s architect or engineer of: (a) the time required to substantially complete the repair, reconstruction or restoration of the Premises to its original condition in compliance with Applicable Laws (the “Restoration Period”), and (b) the costs and expenses incurred or to be incurred in restoring such damage and destruction, including, without limitation, the design costs, project management costs, insurance costs and all other costs in connection with the repair, reconstruction or restoration of such damage or destruction (the “Restoration Costs”). If Landlord elects not to repair repair, reconstruct and restore the Building Premises but the estimated Restoration Period set forth in the Landlord’s Restoration Notice is greater than twenty-four (24) months, then Tenant shall have the right to terminate this Lease as of the date of such damage or destruction within twenty (20) business days following the Project, as applicabledate upon which Tenant receives the Landlord’s Restoration Notice. If Landlord elects to terminate this Lease, then this Lease shall terminate as of the date of such damage or destruction. 22.3. Within sixty ; provided, however, if Landlord elects to terminate this Lease, then Tenant may elect, within such twenty (6020) business days following the date upon which Tenant receives the Landlord’s Restoration Notice, to exercise the Purchase Option in accordance with Section 30.1(c)(ii), in which event Tenant shall receive any insurance proceeds resulting from such damage; and provided further, if the Restoration Period set forth in the Restoration Estimate is less than thirty-six (36) months, Tenant may elect, within such twenty (20) business days following the date upon which Tenant receives the Landlord’s Restoration Notice, to deposit with Landlord an amount that is sufficient to cover any shortfall between the amount of insurance proceeds Landlord expects to receive in connection with the damage or destructiondestruction and the expected Restoration Costs set forth in the Restoration Estimate (the “Restoration Deposit”), so long as Tenant: (1) reaffirms its intention to pay all Rent as such Rent becomes due and owing under this Lease; (2) waives any claim to offsets, defenses or abatement of such Rent as a consequence of such damage or destruction without regard to the duration of the Restoration Period; and (3) deposits with Landlord the Restoration Deposit, in which event this Lease shall remain in full force and effect and Landlord shall give written notice to Tenant either (a) of its election not to repair, reconstruct or restore such damage or destruction in accordance with the Building or terms and conditions of Section 22.6, and in the Projectevent Landlord thereafter notifies Tenant at any time that the expected Restoration Costs exceed the remaining Restoration Deposit and remaining insurance proceeds to be received by Landlord, as applicable, or Tenant shall within ten (b10) of days after such notice pay the amount of time reasonably anticipated such deficiency to be required Landlord. Landlord shall have the right to use the Restoration Deposit to cover all costs and expenses in excess of the insurance proceeds received by Landlord necessary to complete the repair, reconstruction and/or or restoration of such damage or destruction. In addition, if the Premises and actual cost of such repair, reconstruction or restoration exceeds the parking facilities amount of the ProjectRestoration Fund, Tenant shall promptly deposit with Landlord such excess to be included in the Restoration Fund. Any sum which remains in the Restoration Fund upon completion of the repair, reconstruction or restoration of such damage or destruction after the payment of all Restoration Costs shall be promptly refunded to Tenant. 22.422.3. Upon any termination of this Lease under any of the provisions of this Section 22Article 22 (and provided Tenant does not exercise the Purchase Option), the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.522.4. In Except as set forth in Section 22.2, in the event of repair, reconstruction and restoration as provided in this Section Article 22, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction or restoration; provided, unless Landlord provides however, that the amount of such abatement shall be reduced by the proceeds of lost rental income insurance actually received by Tenant with other space during respect to the period of repair that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s businessPremises. 22.622.5. Notwithstanding anything to the contrary contained in this Section Article 22, if the time required to complete should Landlord be delayed or prevented from completing the repair, reconstruction and/or or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destructiondestruction to the Premises after the occurrence of such damage or destruction by Force Majeure, then Tenant may terminate this Lease by written notice of termination given no later than sixty (60) days after the time for Landlord notifies Tenant as to how much time will commence or complete repairs shall be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Projectextended on a day-for-day basis. 22.722.6. If If, and solely to the extent, Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction or restoration only with regard to to: (a) those portions of the Premises, the Building or the Project Premises that were originally provided at Landlord’s expense, and (b) those portions of the Premises that are covered by the insurance Landlord is required to, or has elected to, obtain in accordance with Article 21. The Landlord shall not be obligated to repair, reconstruction reconstruct or restoration of restore improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess not covered by the insurance proceedsLandlord is required to, if receivedor has elected to, are adequate to provide such upgrades, obtain in addition to providing for basic repair, reconstruction and restoration of the Premises, the Building and the Projectaccordance with Article 21. 22.822.7. Notwithstanding anything to the contrary contained in this Section Article 22, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section Article 22 occurs during the last twelve twenty-four (1224) months of the Term unless Tenant exercises the Extension Option to extend, in which event Landlord shall not have any obligation to repair, reconstruct or restore the Premises if the damages resulting from any casualty covered under this Article 22 occurs during the last twenty-four (24) months of any extension hereof, or to the extent that insurance proceeds are not available therefor. 22.8. Landlord’s obligation, should it elect or be obligated to repair or rebuild, shall be limited to the Premises; provided that Tenant shall have the right but not the obligation, at its expense, to replace or fully repair all of Tenant’s personal property and any Tenant Improvements or Alterations installed by Tenant existing at the time of such damage or destruction. If the Premises are to be repaired in accordance with the foregoing, Landlord shall make available to Tenant any portion of insurance proceeds it receives that are allocable to the Tenant Improvements and Alterations constructed by Tenant pursuant to this Lease, provided Tenant is not then in monetary Default under this Lease.

Damage or Destruction. 22.124.1. In the event of a partial destruction of (a) the Building Premises, (b) the Building, (c) the Common Area or (d) the Project ((a)-(d) collectively, the “Affected Areas”) by fire or other perils covered by extended coverage insurance not exceeding twenty-five percent (25%) of the full insurable value thereof, and provided that (ax) the damage thereto is such that the Building or the Project Affected Areas may be repaired, reconstructed or restored within a period of eight six (8) 6) months from the date of the happening of such casualty and casualty, (by) Landlord shall receive insurance proceeds sufficient to cover the cost of such repairs repairs, reconstruction and restoration (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense)) and (z) such casualty was not intentionally caused by a Tenant Party, then Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, Affected Areas and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.224.2. In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.124.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effect. If Landlord elects not to repair repair, reconstruct and restore the Building or the Project, as applicable, then this Lease shall terminate as of the date of such damage or destruction. Notwithstanding the foregoing, in the event of any damage or destruction (regardless of whether such damage is governed by Section 24.1 or this Section), if (a) in Landlord’s determination as set forth in the Damage Repair Estimate (as defined below), the Affected Areas cannot be repaired, reconstructed or restored within twelve (12) months after the date of such casualty, (b) subject to Section 24.6, the Affected Areas are not actually repaired, reconstructed and restored within eighteen (18) months after the date of such casualty, or (c) the damage and destruction occurs within the last twelve (12) months of the then-current Term, then Tenant shall have the right to terminate this Lease, effective as of the date of such damage or destruction, by delivering to Landlord its written notice of termination (a “Termination Notice”) (y) with respect to Subsections 24.2(a) and (c), no later than fifteen (15) days after Landlord delivers to Tenant Landlord’s Damage Repair Estimate and (z) with respect to Subsection 24.2(b), no later than fifteen (15) days after such twelve (12) month period expires. If Tenant provides Landlord with a Termination Notice pursuant to Subsection 24.2(z), Landlord shall have an additional thirty (30) days after receipt of such Termination Notice to complete the repair, reconstruction and restoration. If Landlord does not complete such repair, reconstruction and restoration within such thirty (30) day period, then Tenant may terminate this Lease by giving Landlord written notice within two (2) business days after the expiration of such thirty (30) day period. If Landlord does complete such repair, reconstruction and restoration within such thirty (30) day period, then this Lease shall continue in full force and effect. 22.324.3. Within As soon as reasonably practicable, but in any event within sixty (60) days following the date of damage or destruction, Landlord shall notify Tenant of Landlord’s good faith estimate of the period of time in which the repairs, reconstruction and restoration will be completed (the “Damage Repair Estimate”), which estimate shall be based upon the opinion of a contractor reasonably selected by Landlord and experienced in comparable repair, reconstruction and restoration of similar buildings. Additionally, Landlord shall give written notice to Tenant either within sixty (a60) days following the date of damage or destruction of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.424.4. Upon any termination of this Lease under any of the provisions of this Section 22Article, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.524.5. In the event of repair, reconstruction and restoration as provided in this Section 22Article, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair repair, reconstruction and restoration that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business; provided, however, that the amount of such abatement shall be reduced by the amount of Rent that is received by Tenant as part of the business interruption or loss of rental income with respect to the Premises from the proceeds of business interruption or loss of rental income insurance. 22.624.6. Notwithstanding anything to the contrary contained in this Section 22Article, if the time required to complete should Landlord be delayed or prevented from completing the repair, reconstruction and/or or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destructiondestruction to the Premises after the occurrence of such damage or destruction by Force Majeure or delays caused by a Tenant Party, then Tenant may terminate this Lease by written notice of termination given no later than sixty (60) days after the time for Landlord notifies Tenant as to how much time will be required to commence or complete the repairrepairs, reconstruction and/or and restoration shall be extended on a day-for-day basis; provided, however, that, at Landlord’s election, Landlord shall be relieved of the Premises its obligation to make such repairs, reconstruction and the parking facilities of the Projectrestoration. 22.724.7. If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repairrepairs, reconstruction or restoration only with regard to (a) those portions of the Premises, the Building or the Project Premises that were originally provided at Landlord’s expenseexpense and (b) the Common Area portion of the Affected Areas. The repairrepairs, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repairrepairs, reconstruction and restoration of the Premises, the Building and the Project. 22.824.8. Notwithstanding anything to the contrary contained in this Section 22Article, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 Article occurs during the last twelve twenty-four (1224) months of the Term or any extension hereofthereof, or to the extent that insurance proceeds are not available therefor. 24.9. Landlord’s obligation, should it elect or be obligated to repair, reconstruct or restore, shall be limited to the Affected Areas, and shall be conditioned upon Landlord receiving any permits or authorizations required by Applicable Laws. Tenant shall, at its expense, replace or fully repair all of Tenant’s personal property and any Alterations installed by Tenant existing at the time of such damage or destruction. If Affected Areas are to be repaired, reconstructed or restored in accordance with the foregoing, Landlord shall make available to Tenant any portion of insurance proceeds it receives that are allocable to the Alterations constructed by Tenant pursuant to this Lease; provided Tenant has not received written notice of any default under this Lease, and subject to the requirements of any Lender of Landlord. 24.10. This Article sets forth the terms and conditions upon which this Lease may terminate in the event of any damage or destruction. Accordingly, the parties hereby waive the provisions of any Applicable Laws (and any successor statutes) permitting the parties to terminate this Lease as a result of any damage or destruction.

Damage or Destruction. 22.125.1. In Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, and this Lease shall continue in full force and effect in the event of a partial destruction of the Building or the Project by fire or other perils covered by extended coverage insurance not exceeding twenty-five percent (25%) of the full insurable value thereof, and ; provided that (a) the damage thereto is such that the Building or the Project may be repaired, reconstructed or restored within a period of eight twelve (8) 12) months from the date of the happening of such casualty and casualty, (b) Landlord shall receive insurance proceeds sufficient to cover the cost of such repairs (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense), Landlord shall commence and proceed diligently with Expense (unless the work of repair, reconstruction and restoration of the Building or the Project, as applicable, casualty is an earthquake and this Lease is terminated due to such earthquake)), and (c) in the event of an earthquake, Tenant’s Pro Rata Share of Operating Expenses for the insurance deductible shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds exceed Two Hundred Fifty Thousand Dollars ($250,000)200,000) per occurrence. 22.225.2. In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.125.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effecteffect and Landlord shall restore such damage as provided in Section 25.1; provided that (a) if the damage to the Property is minor (e.g., if the repair or restoration would cost less than ten percent (10%) of the replacement cost of the Property), Landlord shall restore such casualty damage as provided in Subsection 25.1(a) and (b) if Landlord actually restores such casualty damage, then Landlord shall not have the right to terminate this Lease. If Landlord elects not to repair the Building or the Project, as applicable, then this Lease shall terminate as of the date of such damage or destruction. 22.325.3. Within Landlord shall give written notice to Tenant within sixty (60) days following the date of damage or destruction, Landlord shall give written notice to Tenant either (a) destruction of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.425.4. Upon any termination of this Lease under any of the provisions of this Section 22Article 25, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.525.5. In the event of repair, reconstruction and restoration as provided in this Section 22Article 25, all Base Rent and Operating Expenses to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s businessbusiness (in which case Base Rent and Operating Expenses shall be abated to the extent such substitute space is smaller than the Premises). 22.625.6. Notwithstanding anything to the contrary contained in this Section 22Article 25, if the time required to complete should Landlord be delayed or prevented from completing the repair, reconstruction and/or or restoration of the damage or destruction to the Premises and after the parking facilities occurrence of such damage or destruction by Force Majeure, then the time for Landlord to commence or complete repairs shall be extended on a day-for-day basis. Notwithstanding the foregoing, if Landlord reasonably estimates that repair, reconstruction or restoration of the Project exceeds eight damage or destruction to the Premises will not be complete by the date that is twelve (8) 12) months from after the date of damage or destruction, then Tenant may terminate this Lease by delivering written notice of termination given no later than sixty thereof to Landlord within five (605) days after Landlord notifies delivers such estimate to Tenant, Tenant as shall be released from any obligations under this Lease (except with regard to how much time will be required to complete those provisions that, by their express terms, survive the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Projectexpiration or earlier termination hereof). 22.725.7. If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction or restoration only with regard to those portions of the Premises, the Building or the Project that were originally provided at Landlord’s expense. The repair, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building StandardStandard (except as part of the Tenant Improvements), Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration of the Premises, the Building and the Project. 22.825.8. Notwithstanding anything to the contrary contained in this Section 22Article 25, but subject to Subsection 25.2(b), Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the material damage resulting from any casualty covered under this Section 22 Article 25 occurs during the last twelve twenty-four (1224) months of the Term or any extension hereofhereof or immaterial damage resulting from any casualty covered under this Article 25 occurs during the last six (6) months of the Term or any extension hereof or, or to the extent that insurance proceeds are not available therefor. 25.9. Landlord’s obligation, should it elect or be obligated to repair or rebuild, shall be limited to the Property and the Building; provided that Tenant may, at its expense, replace or fully repair all of Tenant’s personal property installed by Tenant existing at the time of such damage or destruction; and provided, further that in no event shall Landlord be required to replace or repair any of Tenant’s personal property. If the Property or the Building is to be repaired in accordance with the foregoing, Landlord shall make available to Tenant any portion of insurance proceeds it receives that are allocable thereto; provided Tenant is not then in default under this Lease, and subject to the requirements of any Lender of Landlord.

Damage or Destruction. 22.1. A. In the event the Property is damaged by fire, earthquake, flood, hurricane, act of a partial destruction of God, the Building elements, or other casualty, then (unless this Lease is terminated pursuant to this Paragraph 11) Tenant shall forthwith repair the same, at its sole expense. In this event, Tenant shall be solely responsible for the loss, repair, and replacement ofits all equipment and leasehold improvements. B. Anything in subparagraph A to the contrary notwithstanding, neither Tenant nor Landlord shall have any obligation to repair or rebuild the Property or the Project by fire Building, as the case may be, following damage or destruction thereto ifthe damage or destruction is due to any cause or casualty other perils covered by extended coverage than one against which the responsible party is required to carry insurance not exceeding twenty-five or actually does carry insurance and such party reasonably estimates that the cost ofrepair or rebuilding exceeds ten percent (2510%) of the full insurable value thereof, and provided that (a) the damage thereto is such that the Building ofthe replacement cost ofthe Property or the Project may be repaired, reconstructed or restored within a period of eight (8) months from the date of the happening of such casualty and (b) Landlord shall receive insurance proceeds sufficient to cover the cost of such repairs (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense), Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the ProjectBuildings, as applicable, and this Lease shall continue in full force and effectthe case may be. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.2. In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effect. If Landlord Ifthe responsible party elects not to repair the Building or the Project, as applicable, then this Lease shall terminate as of the date of such damage or destruction. 22.3. Within sixty (60) days following the date of damage or destruction, Landlord shall give written notice to Tenant either (a) of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.4. Upon any termination of this Lease under any of the provisions of this Section 22, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of pursuant to this Lease thatprovision, by their express terms, survive such party shall give the expiration or earlier termination hereof. 22.5. In the event of repair, reconstruction and restoration as provided in this Section 22, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business. 22.6. Notwithstanding anything to the contrary contained in this Section 22, if the time required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destruction, then Tenant may terminate this Lease by written party notice of termination given no later than ofsuch election within sixty (60) days after Landlord notifies Tenant the date ofsuch damage or destruction; and this Lease shall terminate as to how much time will be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Projectofthe date ofsuch damage or destruction. 22.7. If Landlord C. Tenant hereby waives the provisions of California Civil Code Sections 1932 and 1933 and any other statutes now or hereafter in effect which relate to termination of a lease when leased property is obligated to damaged or elects to repair, reconstruct or restore as herein provided, then Landlord destroyed and agrees that such event shall be obligated to make such repair, reconstruction or restoration only with regard to those portions governed by the terms of the Premises, the Building or the Project that were originally provided at Landlord’s expense. The repair, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration of the Premises, the Building and the Projectthis Lease. 22.8. Notwithstanding anything to the contrary contained in this Section 22, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 occurs during the last twelve (12) months of the Term or any extension hereof.

Damage or Destruction. 22.124.1. In the event of a partial destruction of (a) the Premises or (b) Common Areas of the Building or the Project ((a) and (b) together, the “Affected Areas”) by fire or other perils covered by extended coverage insurance not exceeding twenty-five percent (25%) of the full insurable value thereof, and provided that (ax) the damage thereto is such that the Building or the Project Affected Areas may be repaired, reconstructed or restored within a period of eight six (8) 6) months from the date of the happening of such casualty and casualty, (by) Landlord shall receive insurance proceeds sufficient to cover the cost of such repairs repairs, reconstruction and restoration (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense)) and (z) such casualty was not intentionally caused by a Tenant Party, then Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, Affected Areas and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.224.2. In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.124.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effect. If Landlord elects not to repair repair, reconstruct and restore the Building or the Project, as applicable, then this Lease shall terminate as of the date of such damage or destruction. In the event of any damage or destruction (regardless of whether such damage is governed by Section 24.1 or this Section), if (a) in Landlord’s determination as set forth in the Damage Repair Estimate (as defined below), the Affected Areas cannot be repaired, reconstructed or restored within twelve (12) months after the date of the Damage Repair Estimate, (b) subject to Section 24.6, the Affected Areas are not actually repaired, reconstructed and restored within eighteen (18) months after the date of the Damage Repair Estimate, or (c) the damage and destruction occurs within the last six (6) months of the then-current Term, then Tenant shall have the right to terminate this Lease, effective as of the date of such damage or destruction, by delivering to Landlord its written notice of termination (a “Termination Notice”) (y) with respect to Subsections 24.2(a) and (c), no later than fifteen (15) days after Landlord delivers to Tenant Landlord’s Damage Repair Estimate and (z) with respect to Subsection 24.2(b), no later than fifteen (15) days after such twelve (12) month period (as the same may be extended pursuant to Section 24.6) expires. If Tenant provides Landlord with a Termination Notice pursuant to Subsection 24.2(z), Landlord shall have an additional thirty (30) days after receipt of such Termination Notice to complete the repair, reconstruction and restoration. If Landlord does not complete such repair, reconstruction and restoration within such thirty (30) day period, then Tenant may terminate this Lease by giving Landlord written notice within two (2) business days after the expiration of such thirty (30) day period. If Landlord does complete such repair, reconstruction and restoration within such thirty (30) day period, then this Lease shall continue in full force and effect. 22.324.3. Within Landlord shall give written notice to Tenant within sixty (60) days following the date of damage or destruction, Landlord shall give written notice to Tenant either (a) destruction of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.424.4. Upon any termination of this Lease under any of the provisions of this Section 22Article, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.524.5. In the event of repair, reconstruction and restoration as provided in damage to the Premises governed by this Section 22Article, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction or restorationdamage, unless Landlord provides Tenant with other space during the period of repair repair, reconstruction and restoration that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business. 22.624.6. Notwithstanding anything to the contrary contained in this Section 22Article, if the time required to complete should Landlord be delayed or prevented from completing the repair, reconstruction and/or or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destructiondestruction to the Premises after the occurrence of such damage or destruction by Force Majeure or delays caused by a Tenant Party, then Tenant may terminate this Lease by written notice of termination given no later than sixty (60) days after the time for Landlord notifies Tenant as to how much time will be required to commence or complete the repairrepairs, reconstruction and/or and restoration shall be extended on a day-for-day basis; provided, however, that, at Landlord’s election, Landlord shall be relieved of the Premises its obligation to make such repairs, reconstruction and the parking facilities of the Projectrestoration. 22.724.7. If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repairrepairs, reconstruction or restoration only with regard to (a) those portions of the Premises, the Building or the Project Premises that were originally provided at Landlord’s expenseexpense and (b) the Common Area portion of the Affected Areas. The repairrepairs, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repairrepairs, reconstruction and restoration of the Premises, the Building and the Project. 22.824.8. Notwithstanding anything to the contrary contained in this Section 22Article, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 Article occurs during the last twelve twenty-four (1224) months of the Term or any extension hereofthereof, or to the extent that insurance proceeds are not available therefor. 24.9. Landlord’s obligation, should it elect or be obligated to repair, reconstruct or restore, shall be limited to the Affected Areas. Tenant shall, at its expense, replace or fully repair all of Tenant’s personal property and any Alterations installed by Tenant existing at the time of such damage or destruction. If Affected Areas are to be repaired, reconstructed or restored in accordance with the foregoing, Landlord shall make available to Tenant any portion of insurance proceeds it receives that are allocable to the Alterations constructed by Tenant pursuant to this Lease; provided Tenant is not then in default under this Lease, and subject to the requirements of any Lender of Landlord.

Damage or Destruction. 22.124.1. In the event of a partial destruction of (a) the Premises or (b) Common Areas of the Building or the Project ((a) and (b) together, the “Affected Areas”) by fire or other perils covered by extended coverage insurance not exceeding twenty-five percent (25%) of the full insurable value thereof, and provided that (ax) the damage thereto is such that the Building or the Project Affected Areas may be repaired, reconstructed or restored within a period of eight six (8) 6) months from the date of the happening of such casualty and casualty, (by) Landlord shall receive insurance proceeds sufficient to cover the cost of such repairs (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense)) and (z) such casualty was not intentionally caused by Tenant or its employees, agents or contractors, then Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, Affected Areas and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.224.2. In the event of any damage to or destruction of the Building or the Project other more severe than as described in Section 22.124.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effect. If Landlord elects not to repair the Building or the Project, as applicable, then this Lease shall terminate as of the date of such damage or destruction. 22.324.3. Within Landlord shall give written notice to Tenant within sixty (60) days following the date of damage or destruction, Landlord shall give written notice to Tenant either (a) destruction of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.424.4. Upon any termination of this Lease under any of the provisions of this Section 22Article, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.524.5. In the event of repair, reconstruction and restoration as provided in this Section 22Article, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business; provided, however, that the amount of such abatement shall be reduced by the proceeds of business interruption or loss of rental income insurance actually received by Tenant with respect to the Premises. 22.624.6. Notwithstanding anything to the contrary contained in this Section 22Article, if the time required to complete should Landlord be delayed or prevented from completing the repair, reconstruction and/or or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destructiondestruction to the Premises after the occurrence of such damage or destruction by Force Majeure, then Tenant may terminate this Lease by written notice the time for Landlord to commence or complete repairs shall be extended on a day-for-day basis; provided, however, that, should any Force Majeure event endure for longer than ninety (90) days, at Landlord’s election, Landlord shall be relieved of termination given no later than sixty (60) days after Landlord notifies Tenant as its obligation to how much time will be required to complete the make such repair, reconstruction and/or restoration of the Premises and the parking facilities of the Projector restoration. 22.724.7. If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction or restoration only with regard to (a) those portions of the Premises, the Building or the Project Premises that were originally provided at Landlord’s expense, (b) those portions of the Premises constructed using the TI Allowance but only to the extent that insurance proceeds are received to repair, reconstruct or restore the same, and (c) the Common Area portion of the Affected Areas. The Except as otherwise provided in (b) above, the repair, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from those provided as part of the Building Standardinitial Tenant Improvements installed pursuant to the Work Letter, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standardportion of the Tenant Improvements paid for utilizing the TI Allowance, unless Tenant again elects to complete all of the initial Tenant Improvements or upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such for the repair and reconstruction of all of the initial Tenant Improvements or any further upgrades, in addition to providing for basic repair, reconstruction and restoration of the Premises, the Building and the Project. 22.824.8. Notwithstanding anything to the contrary contained in this Section 22Article, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 Article occurs during the last twelve twenty-four (1224) months of the Term or any extension hereof, or to the extent that insurance proceeds are not available therefor. 24.9. Landlord’s obligation, should it elect or be obligated to repair or rebuild, shall be limited to the Affected Areas. Tenant shall, at its expense, replace or fully repair all of Tenant’s personal property and any Alterations installed by Tenant existing at the time of such damage or destruction. If Affected Areas are to be repaired in accordance with the foregoing, Landlord shall make available to Tenant any portion of insurance proceeds it receives that are allocable to the Alterations constructed by Tenant pursuant to this Lease; provided Tenant is not then in default under this Lease, and subject to the requirements of any Lender of Landlord.

Damage or Destruction. 22.1(a) In the event of a total destruction of the 328 Building or the 330 Building, and related improvements during the term of the Lease of the 328 Premises or the term of the Lease of the 330 Premises from any cause, either party may elect to terminate the Lease of the Building destroyed effective as of the date of the casualty by giving written notice of termination to the other party within thirty (30) days after the casualty occurs. In A total destruction shall be deemed to have occurred for this purpose if either the 328 Building or the 330 Building, or both, and related improvements are destroyed to the extent of sixty-five percent (65%) or more of the replacement cost thereof. If this Lease is not terminated with respect to either or both of the 328 Building or the 330 Building, Lessor shall repair and restore the 328 Building and/or the 330 Building, or both, as applicable, and improvements in a diligent manner and this Lease shall continue in full force and effect with respect thereto, except that Monthly Base Rent and Additional Rent payable with respect to the affected premises shall be abated in accordance with Paragraph 25(f) below. (b) Subject to Paragraph 25(d), in the event of a partial destruction of the 328 Building or the Project by fire or other perils covered by extended coverage insurance not exceeding twenty330 Building and related improvements to an extent less than sixty-five percent (2565%) of the full insurable value thereof, replacement cost thereof and provided that (a) if the damage thereto is such that the Building or the Project may can be repaired, reconstructed reconstructed, or restored within a period of eight two hundred forty (8) months 240) days from the date of such casualty, and if the happening of casualty is from a cause which is insured (or required to be insured) under Lessor’s “all risk” property insurance, or is insured under any other coverage then carried by Lessor, Lessor receives such casualty insurance proceeds, and (b) Landlord shall receive insurance such proceeds are sufficient to cover the cost of such repairs (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense), Landlord shall commence and proceed diligently with the work of repair, reconstruction reconstruct and restoration of restore the Building or affected premises and improvements, Lessor shall forthwith repair the Project, as applicablesame, and this Lease shall continue in full force and effect, except that Monthly Base Rent and Additional Rent shall be abated in accordance with Paragraph 25(f) below. Notwithstanding If any of the foregoingforegoing conditions is not met, Landlord may not terminate Lessor shall have the option of either repairing and restoring the affected premises and improvements, or terminating this Lease pursuant with respect to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.2. In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effect. If Landlord elects not to repair the Building or the Project, as applicable, then this Lease shall terminate affected premises effective as of the date of such damage or destruction. 22.3. Within sixty the casualty by giving written notice of termination to Lessee within thirty (6030) days following after the date of damage or destructioncasualty, Landlord shall give written notice subject to Tenant either (a) of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.4. Upon any termination of this Lease under any of the provisions of this Section 22, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.5. In the event of repair, reconstruction and restoration as provided in this Section 22, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business. 22.6Paragraph 25(c). Notwithstanding anything to the contrary contained in this Section 22Paragraph 25, if except as set forth in Paragraph 25(d), Lessor shall not have the time required right to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destruction, then Tenant may terminate this Lease by written notice of termination given no later if the cost to repair the damage to the affected premises or improvements would be less than sixty five percent (605%) days after Landlord notifies Tenant as to how much time will be required to complete the repair, reconstruction and/or restoration of the Premises and replacement cost thereof, regardless of whether or not the parking facilities of the Project. 22.7. If Landlord casualty is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction or restoration only with regard to those portions of the Premises, the Building or the Project that were originally provided at Landlord’s expense. The repair, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration of the Premises, the Building and the Project. 22.8insured. Notwithstanding anything to the contrary contained in this Section 22Paragraph 25, Landlord if the cost to repair the damage to the affected premises and improvements exceeds five percent (5%) of the replacement cost thereof, and Lessor elects to terminate this Lease, Lessee may nullify the effect of such termination by giving Lessor written notice within ten (10) days after receipt by Lessee of Lessor’s notice of termination that Lessee elects to repair the damage to the affected premises and improvements at Lessee’s sole cost (to the extent the costs exceed the proceeds received by Lessor from Lessor’s property insurance), in which event this Lease shall remain in effect with respect to the affected premises, provided that rent abatement shall not have extend beyond the date that the restoration is substantially completed. (c) In the event of a partial destruction of the 328 Building or the 330 Building and improvements to an extent equal to or exceeding twenty-five percent (25%), but less than sixty-five percent (65%) of the replacement cost thereof, or in the event the damage thereto cannot be repaired, reconstructed, or restored within a period of one hundred eighty (180) days after the date of such casualty, Lessee may terminate this Lease with respect to the affected premises and improvements by giving written notice of termination to Lessor within thirty (30) days after the casualty. The foregoing shall not affect Lessor’s termination rights under subparagraph (b) above. Furthermore, if such casualty is from a cause which is not insured under Lessor’s “all risk” property insurance, or is not required by this Lease to be insured under any obligation whatsoever other insurance carried by Lessor or required hereunder to repairbe carried by Lessor, reconstruct or Lessor may elect to repair and restore the Premises affected premises and improvements (provided that Lessee has not elected to terminate this Lease pursuant to the first sentence of this Paragraph 25(c)), or Lessor may terminate this Lease effective as of the date of the casualty by giving written notice of termination to Lessee, subject to the limitations of Paragraph 25(b). Lessor’s election to repair and restore the affected premises and improvements or to terminate this Lease, shall be made and written notice thereof shall be given to Lessee within forty-five (45) days after the casualty. Notwithstanding the foregoing, (1) if Lessor has not obtained all necessary governmental permits for the damage resulting from restoration and commenced construction of the restoration within one hundred twenty (120) days after the casualty, Lessee may terminate this Lease with respect to the affected premises by written notice to Lessor given at any time prior to the actual commencement of construction of the restoration; or (2) if Lessor elects to repair and restore the affected premises and improvements under subparagraph (b) or (c) above, but the repairs and restoration are not substantially completed within one hundred eighty (180) days after the casualty covered under plus the period of any delays in the completion of the repairs and restoration caused by strikes, labor disputes, unavailability of materials, inclement weather, or acts of God (“force majeure delays”), Lessee may terminate this Section 22 occurs Lease by written notice to Lessor given within thirty (30) days after the expiration of said period of one hundred eighty (180) days after the casualty (plus the period of any force majeure delays, but not by more than thirty (30) additional days), provided that the work of repairs and restoration has not been commenced prior to the receipt of such notice by Lessor. (d) Notwithstanding anything to the contrary contained in this Paragraph 25, if at any time during the last twelve (12) months of the Term term of this Lease of the 328 Premises or the 330 Premises there is damage to the 328 Building, or the 330 Building or both, and improvements for which the cost to repair exceeds five percent (5%) of the replacement cost of the 328 Building, the 330 Building, or both, and improvements, whether or not an insured loss, Lessor may, at Lessor’s option, terminate this Lease effective sixty (60) days following the date of occurrence of such damage by giving written notice to Lessee of Lessor’s election to do so within thirty (30) days after the date of such damage; provided, however, that Lessee may nullify such termination by exercising its option to extend with respect to the premises affected prior to the expiration of the option exercise period if an option to extend is in effect with respect to the premises affected on the date Lessee receives such notice of termination. (e) If the Lease of the 328 Premises or the Lease of the 330 Premises is not terminated by Lessor or Lessee pursuant to the foregoing provisions, Lessor shall complete the repairs in a diligent manner and this Lease shall continue in full force and effect, except that Monthly Base Rent and Additional Rent shall be abated in accordance with Paragraph 25(f) below. (f) In the event of repair, reconstruction, or restoration as provided herein, the Monthly Base Rent and Additional Rent shall be abated proportionally in the ratio which the Lessee’s use of the affected premises is impaired during the period of such repair, reconstruction, or restoration, from the date of the casualty until such repair, reconstruction or restoration is completed. (g) With respect to any extension destruction of the 328 Building or the 330 Building and improvements which Lessor is obligated to repair, or may elect to repair, under the terms of this Paragraph 25, the provisions of Section 1932, Subdivision 2, and of Section 1933, Subdivision 4, of the Civil Code of the State of California are waived by the parties. Lessor’s time for completion of the repairs and restoration of the Building and improvements referred to above shall be extended by a period equal to any delays caused by strikes, labor disputes, unavailability of materials, inclement weather, or acts of God, but not by more than thirty (30) days. (h) In the event of termination of this Lease with respect to the 328 Premises or the 330 Premises or both pursuant to any of the provisions of this Paragraph 25, the Monthly Base Rent and Additional Rent shall be apportioned on a per diem basis and shall be paid to the date of the casualty. In no event shall Lessor be liable to Lessee for any damages resulting to Lessee from the occurrence of such casualty, or from the repairing or restoration of the 328 Premises or the 330 Premises and improvements, or from the termination of this Lease as provided herein, nor shall Lessee be relieved thereby from any of Lessee’s obligations hereunder, except to the extent and upon the conditions expressly set forth in this Paragraph 25, and except in the event of termination of this Lease by either party in which case Lessee shall be relieved of its obligations under this Lease that accrue from and after the date of such termination, except for obligations which survive the expiration or termination of this Lease by the express provisions hereof. (i) In the event of any termination of this Lease as to the 330 Premises pursuant to this ▇▇▇▇▇▇▇▇▇ ▇▇, ▇▇▇▇▇▇ shall also have the right to terminate this Lease as to the 328 Premises regardless of whether or not the 328 Premises have been damaged.

Damage or Destruction. 22.1. In Prior to the event Closing Date, the risk of a partial destruction loss of the Building or damage to the Project by fire reason of any insured or other perils covered uninsured casualty shall be borne by extended coverage insurance not exceeding twenty-five percent (25%) of the full insurable value thereof, and provided that Seller as follows: (a) the damage thereto is such that the Building or the Project may be repaired, reconstructed or restored within a period of eight (8) months from the date of the happening of such casualty and (b) Landlord shall receive insurance proceeds sufficient to cover the cost of such repairs (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense), Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.2. In the event of any damage to or destruction of the Building Project or any portion thereof (notice of which shall be given to Buyer by Seller promptly following its occurrence) prior to the Closing Date, which damage or destruction is covered by insurance and can, in Seller's reasonable judgment, be repaired or replaced for a cost not to exceed $10,000,000, then Buyer shall have the option to either (i) cause Seller to commence to repair or replace such damage to or destruction of the Project or the applicable portion thereof or (ii) proceed to Closing and accept the Project other than as described in Section 22.1it is together with the insurance proceeds, Landlord may elect if any, and the right to repairreceive same, reconstruct with a credit against the Purchase Price equal to the amount of the deductible under Seller's insurance policies. If the cost of such repair or replacement exceeds $10,000,000, Buyer may, at its option, by notice given within thirty (30) days after the date that the cost to repair or replace such damage is determined and restore the Building or parties are notified of the Projectsame, as applicableunilaterally terminate this Agreement, in which case event this Lease Agreement shall continue terminate immediately, the Deposit and all accrued interest thereon shall be returned to Buyer and thereafter neither party shall have any further rights or obligations hereunder, except as set forth in full force Sections 9(a), 13, 26 and effect34. If Landlord elects Buyer does not terminate this Agreement as provided in this Section 10(a), the parties shall be deemed to have elected to continue this Agreement and Seller shall assign to Buyer at the Closing any insurance proceeds payable in respect of such casualty; or (b) In the event of any uninsured damage to or destruction of the Project or any portion thereof (notice of which shall be given to Buyer by Seller promptly following its occurrence) prior to the Closing Date, which damage or destruction can, in Seller's reasonable judgment based upon the written advice of engineers and/or architect, be repaired or replaced for a cost not to exceed $2,000,000, at Buyer's option, Seller shall either (i) commence to repair or replace such damage to or destruction of the Building Project or the applicable portion thereof or (ii) proceed to Closing, whereupon Buyer will accept the Project as it is together with a reduction of the Purchase Price in the amount of the engineer/architect's estimate of the cost to replace the damaged portion of the Project. If the cost of such repair or replacement exceeds $2,000,000, then Seller may, at its option, by notice to Buyer given within thirty (30) days after the date that the cost to repair or replace such damage is determined, unilaterally terminate this Agreement, in which event this Agreement shall terminate immediately, the Deposit and all accrued interest thereon shall be returned to Buyer and thereafter neither party shall have any further rights or obligations hereunder, except as applicableset forth in Sections 9(a), 13, 26 and 34. If Seller does not elect to terminate this Agreement as provided in this Section 10(b), then this Lease Agreement shall terminate as of continue between Buyer and Seller and Buyer shall receive a credit, at Closing, in an amount equal to the date estimated cost of such damage or destruction. 22.3restoration as reasonably determined by an independent architect selected by Seller. Within sixty (60) days following the date of damage or destruction, Landlord shall give written notice to Tenant either (a) of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises The parties understand and the parking facilities of the Project. 22.4. Upon any termination of this Lease under any of agree that the provisions of this Section 22, 10 shall govern and supersede the parties shall be released thereby without further obligation to the other from the date possession provisions of Section 5-1311 of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.5. In the event of repair, reconstruction and restoration as provided in this Section 22, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use General Obligation Law of the Premises is impaired during the period State of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s businessNew York. 22.6. Notwithstanding anything to the contrary contained in this Section 22, if the time required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destruction, then Tenant may terminate this Lease by written notice of termination given no later than sixty (60) days after Landlord notifies Tenant as to how much time will be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.7. If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction or restoration only with regard to those portions of the Premises, the Building or the Project that were originally provided at Landlord’s expense. The repair, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration of the Premises, the Building and the Project. 22.8. Notwithstanding anything to the contrary contained in this Section 22, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 occurs during the last twelve (12) months of the Term or any extension hereof.

Damage or Destruction. 22.1. In the event of a partial destruction of that the Building Property should be damaged or the Project destroyed by fire fire, tornado or other perils covered by extended coverage insurance not exceeding twenty-five percent (25%) of the full insurable value thereof, and provided that (a) the damage thereto is such that the Building or the Project may be repaired, reconstructed or restored casualty then Lessor shall within a period of eight (8) months from the date of the happening of such casualty and (b) Landlord shall receive insurance proceeds sufficient to cover the cost of such repairs (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense), Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.2. In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effect. If Landlord elects not to repair the Building or the Project, as applicable, then this Lease shall terminate as of the date of such damage or destruction. 22.3. Within sixty (60) days following the date of damage or destruction, Landlord shall give written notice to Tenant either (a) of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.4. Upon any termination of this Lease under any of the provisions of this Section 22, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.5. In the event of repair, reconstruction and restoration as provided in this Section 22, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business. 22.6. Notwithstanding anything to the contrary contained in this Section 22, if the time required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destruction, then Tenant may terminate this Lease by written notice of termination given no later than sixty (60) days after Landlord notifies Tenant as the date of such damage, commence to how much time will rebuild or repair the Property and shall proceed with reasonable diligence to restore the Property to substantially the same condition in which it was immediately prior to the happening of the casualty, except that Lessor shall not be required to complete the repairrebuild, reconstruction and/or restoration repair or replace any part of the Premises furniture, equipment, fixtures and other improvements which may have been placed by Lessee or others within the parking facilities of the Project. 22.7. If Landlord is obligated Property, and in any event Lessor's obligation to or elects to repair, reconstruct or restore as herein provided, then Landlord repair shall be obligated to make such repair, reconstruction or restoration only with regard to those portions of the Premises, the Building or the Project that were originally provided at Landlord’s expense. The repair, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except limited to the extent proceeds of insurance are available for such purpose. Lessor shall, unless such damage is the result of any negligence or willful misconduct of Lessee or Lessee's employees or invitees, allow Lessee a fair diminution of rent during the time that excess insurance proceeds, if received, are adequate to provide such upgradesthe Property is unfit for occupancy. Notwithstanding any of the foregoing, in addition the event any mortgagee, under a deed of trust, security agreement or mortgage on the Property, should require that the insurance proceeds be used to providing retire the mortgage debt, Lessor shall have no obligation to rebuild and this Lease shall terminate upon notice to Lessee. Any insurance which may be carried by Lessor or Lessee against loss or damage to the Property shall be for basic repair, reconstruction and restoration the sole benefit of the Premises, the Building Lessor and the Project. 22.8under its sole control. Notwithstanding anything to the contrary contained above, in this Section 22, Landlord shall not have any obligation whatsoever to repair, reconstruct the event such damage or restore the Premises if the damage resulting from any casualty covered under this Section 22 destruction occurs during in the last twelve (12) months two years of the Initial Term or any extension hereofExtended Term, either Lessor or Lessee may, at their option elect to terminate this Lease.

Damage or Destruction. 22.1. In (a) If the event of a partial destruction of Hotel or any portion thereof shall be damaged or destroyed at any time or times during the Building Term by fire, casualty or the Project any other cause commonly covered by fire or other perils covered by and extended coverage insurance and the cost of repairing such damage and restoring the Hotel to substantially its condition immediately prior to such damage or destruction, as reasonably estimated by Owner based upon estimates Owner receives from contractors and other reasonable and customary evidence, will not exceeding twenty-five percent (25%) exceed the sum of $1,000,000 plus adjustments to reflect increases in the CPI for each Fiscal Year after 2016 exclusive of the full insurable value thereofcost of the foundation and footings ("Minimum Cost"), Owner will, at its own cost and provided expense (subject to Owner's receipt of insurance proceeds sufficient to pay such costs and expenses) and with due diligence repair and/or restore the Hotel so that after such repair and/or restoration, the Hotel shall be in substantially the same condition as it was immediately prior to such damage or destruction. (ab) If the cost of such repair and/or restoration will, as so reasonably estimated by Owner, exceed the Minimum Cost, then Owner shall, within one hundred twenty (120) days after such damage thereto is or destruction, elect by notice to Manager either (x) to carry out such that repair and/or restoration, in which case Owner shall complete such repair and/or restoration pursuant to the Building last sentence of Section 15.1(a) or (y) to terminate this Agreement; should Owner so elect to terminate this Agreement. Upon the Project may termination of this Agreement pursuant to this paragraph, Operator shall be repaired, reconstructed or restored within entitled to a Reinstatement Right for a period of eight (8) 24 months from the date of termination. (c) In the happening case of such casualty and (b) Landlord shall receive insurance proceeds sufficient to cover damage or destruction which Owner is required by the cost of such repairs (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense), Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) preceding provisions of this Section 22.1 unless the cost of 15.1 to repair or restore or where Owner has not elected under said preceding provisions to terminate this Agreement, Owner shall undertake to so repair and/or restore such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.2. In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.1, Landlord may elect and neither Owner nor Manager shall have a right to repair, reconstruct and restore the Building or the Project, as applicable, in which case terminate this Lease shall continue in full force and effect. If Landlord elects not to repair the Building or the Project, as applicable, then this Lease shall terminate as of the date Agreement on account of such damage or destruction. 22.3. Within sixty (60) days following the date of damage or destruction, Landlord shall give written notice to Tenant either (a) of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.4. Upon any termination of this Lease under any of the provisions of this Section 22, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.5. In the event of repair, reconstruction and restoration as provided in this Section 22, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business. 22.6. Notwithstanding anything to the contrary contained in this Section 22, if the time required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destruction, then Tenant may terminate this Lease by written notice of termination given no later than sixty (60) days after Landlord notifies Tenant as to how much time will be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.7. If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction or restoration only with regard to those portions of the Premises, the Building or the Project that were originally provided at Landlord’s expense. The repair, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration of the Premises, the Building and the Project. 22.8. Notwithstanding anything to the contrary contained in this Section 22, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 occurs during the last twelve (12) months of the Term or any extension hereof.

Damage or Destruction. 22.124.1. In the event of a partial destruction of (a) the Premises or (b) Common Areas of the Building or the Project ((a) and (b) together, the “Affected Areas”) by fire or other perils covered by extended coverage insurance not exceeding twenty-five percent (25%) of the full insurable value thereof, and provided that (ax) the damage thereto is such that the Building or the Project Affected Areas may be repaired, reconstructed or restored within a period of eight six (8) 6) months from the date of the happening of such casualty and casualty, (by) Landlord shall receive insurance proceeds sufficient to cover the cost of such repairs repairs, reconstruction and restoration (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense)) and (z) such casualty was not intentionally caused by a Tenant Party, then Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, Affected Areas and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs except that Rent shall be prorated as set forth in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000)Article 24.5. 22.224.2. In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.124.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effect, except that Rent shall be prorated as set forth in Article 24.5. If Landlord elects not to repair repair, reconstruct and restore the Building or the Project, as applicable, then this Lease shall terminate as of the date of such damage or destruction. 22.324.3. Within Landlord shall give written notice to Tenant within sixty (60) days following the date of damage or destruction, Landlord shall give written notice to Tenant either (a) destruction of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.424.4. Upon any termination of this Lease under any of the provisions of this Section 22Article, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.524.5. In the event of repair, reconstruction and restoration as provided in this Section 22Article, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair repair, reconstruction and restoration that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business; provided, however, that the amount of such abatement shall be reduced by the proceeds of business interruption or loss of rental income insurance actually received by Tenant with respect to the Premises. 22.624.6. Notwithstanding anything to the contrary contained in this Section 22Article, if the time required to complete should Landlord be delayed or prevented from completing the repair, reconstruction and/or or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destructiondestruction to the Premises after the occurrence of such damage or destruction by Force Majeure or delays caused by a Tenant Party, then Tenant may terminate this Lease by written notice of termination given no later than sixty (60) days after the time for Landlord notifies Tenant as to how much time will be required to commence or complete the repairrepairs, reconstruction and/or and restoration shall be extended on a day-for-day basis; provided, however, that, at Landlord’s election, Landlord shall be relieved of the Premises its obligation to make such repairs, reconstruction and the parking facilities of the Projectrestoration. 22.724.7. If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repairrepairs, reconstruction or restoration only with regard to (a) those portions of the Premises, the Building or the Project Premises that were originally provided at Landlord’s expenseexpense and (b) the Common Area portion of the Affected Areas. The repairrepairs, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repairrepairs, reconstruction and restoration of the Premises, the Building and the Project. 22.824.8. Notwithstanding anything to the contrary contained in this Section 22Article, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 Article occurs during the last twelve (12) months of the Term or any extension hereofthereof, or to the extent that insurance proceeds are not available therefor. 24.9. Landlord’s obligation, should it elect or be obligated to repair, reconstruct or restore, shall be limited to the Affected Areas. Tenant shall, at its expense, replace or fully repair all of Tenant’s personal property and any Alterations installed by Tenant existing at the time of such damage or destruction. If Affected Areas are to be repaired, reconstructed or restored in accordance with the foregoing, Landlord shall make available to Tenant any portion of insurance proceeds it receives that are allocable to the Alterations constructed by Tenant pursuant to this Lease; provided Tenant is not then in default under this Lease, and subject to the requirements of any Lender of Landlord.

Damage or Destruction. 22.1. In the event of a partial destruction of the Building or the Project by fire or other perils covered by extended coverage insurance not exceeding twenty-five percent (25%) of the full insurable value thereof, and provided that (a) the damage thereto is such that the Building or the Project may be repaired, reconstructed or restored within a period of eight two hundred ten (8) months 210) days from the date of the happening of such casualty and (b) Landlord shall receive insurance proceeds sufficient to cover the cost of such repairs (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense), Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.2. In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effect. If Landlord elects not to repair the Building or the Project, as applicable, then this Lease shall terminate as of the date of such damage or destruction. 22.3. Within Landlord shall give written notice to Tenant within sixty (60) days following the date of damage or destruction, Landlord shall give written notice to Tenant either destruction of (a) of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or and (b) Landlord’s good faith estimate of the amount of time reasonably anticipated to that will be required to complete the repair, reconstruction and/or restoration of reconstruct and restore the Premises and the parking facilities of the ProjectPremises. If such estimated repair period exceeds two hundred ten (210) days, Tenant may terminate this Lease at its sole option by delivering written notice thereof to Landlord within fifteen (15) days after Tenant receives such notice from Landlord. 22.4. Upon any termination of this Lease under any of the provisions of this Section Article 22, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.5. In the event of repair, reconstruction and restoration as provided in this Section Article 22, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business; provided, however, that the amount of such abatement shall be reduced by the proceeds of lost rental income insurance actually received by Tenant with respect to the Premises. 22.6. Notwithstanding anything to the contrary contained in this Section Article 22, if the time required to complete should Landlord be delayed or prevented from completing the repair, reconstruction and/or or restoration of the damage or destruction to the Premises and after the parking facilities occurrence of such damage or destruction by Force Majeure, then the Project exceeds eight time for Landlord to commence or complete repairs shall be extended on a day-for-day basis; provided, however, that, at Landlord’s election, Landlord shall be relieved of its obligation to make such repair, reconstruction or restoration. Tenant shall be released from any obligations under this Lease (8) except with regard to those provisions that, by their express terms, survive the expiration or earlier termination hereof) if, on the date that is fifteen (15) months from after the date of damage or destruction, then Tenant may terminate this Lease by written notice of termination given no later than sixty (60) days after Landlord notifies Tenant as to how much time will be required to complete the repair, reconstruction and/or or restoration required to be performed by Landlord to provide Tenant use of the Premises and the parking facilities of the Projectis not then Substantially Completed. 22.7. If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction or restoration only with regard to those portions of the Premises, the Building or the Project that were originally provided at Landlord’s expense. The repair, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration of the Premises, the Building and the Project. 22.8. Notwithstanding anything to the contrary contained in this Section Article 22, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section Article 22 occurs during the last twelve (12) months of the Term or any extension hereof, or to the extent that insurance proceeds are not available therefor, in which case this Lease shall be terminated as of the date of destruction. 22.9. Landlord’s obligation, should it elect or be obligated to repair or rebuild, shall be limited to the Property and the Building; provided that Tenant shall, at its expense, replace or fully repair all of Tenant’s personal property and any Alterations installed by Tenant existing at the time of such damage or destruction. If the Property or the Building is to be repaired in accordance with the foregoing, Landlord shall make available to Tenant any portion of insurance proceeds it receives that are allocable to the Alterations constructed by Tenant pursuant to this Lease, provided Tenant is not then in default under this Lease.

Damage or Destruction. 22.1. 24.1 In the event of a partial destruction of (a) the Building Premises, (b) the Building, (c) the Common Area or (d) the Project ((a)-(d) collectively, the “Affected Areas”) by fire or other perils covered by extended coverage insurance not exceeding twenty-five percent (25%) of the full insurable value thereof, and provided that (aw) the damage thereto is such that the Building or the Project Affected Areas may be repaired, reconstructed or restored within a period of eight six (8) 6) months from the date of the happening of such casualty and casualty, (bx) Landlord shall receive insurance proceeds from its insurer or Lender sufficient to cover the cost of such repairs repairs, reconstruction and restoration (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense), (y) the repair, reconstruction or restoration of the Affected Areas is permitted by all applicable Loan Documents or otherwise consented to by any and all Lenders whose consent is required thereunder and (z) such casualty was not intentionally caused by a Tenant Party, then Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, Affected Areas and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.2. 24.2 In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.124.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effect. If Landlord elects not to repair repair, reconstruct and restore the Building or the Project, as applicable, then this Lease shall terminate as of the date of such damage or destruction. In the event of any damage or destruction (regardless of whether such damage is governed by Section 24.1 or this Section), if (a) in Landlord’s determination as set forth in the Damage Repair Estimate (as defined below), the Affected Areas cannot be repaired, reconstructed or restored within twelve (12) months after the date of the Damage Repair Estimate, (b) subject to Section 24.6, the Affected Areas are not actually repaired, reconstructed and restored within eighteen (18) months after the date of the Damage Repair Estimate, or (c) the damage and destruction occurs within the last twelve (12) months of the then-current Term, then Tenant shall have the right to terminate this Lease, effective as of the date of such damage or destruction, by delivering to Landlord its written notice of termination (a “Termination Notice”) (y) with respect to Subsections 24.2(a) and (c), no later than fifteen (15) days after Landlord delivers to Tenant Landlord’s Damage Repair Estimate and (z) with respect to Subsection 24.2(b), no later than fifteen (15) days after such eighteen (18) month period (as the same may be extended pursuant to Section 24.6) expires. If Tenant provides Landlord with a Termination Notice pursuant to Subsection 24.2(z), Landlord shall have an additional thirty (30) days after receipt of such Termination Notice to complete the repair, reconstruction and restoration. If Landlord does not complete such repair, reconstruction and restoration within such thirty (30) day period, then Tenant may terminate this Lease by giving Landlord written notice within two (2) business days after the expiration of such thirty (30) day period. If Landlord does complete such repair, reconstruction and restoration within such thirty (30) day period, then this Lease shall continue in full force and effect. 22.3. Within 24.3 As soon as reasonably practicable, but in any event within sixty (60) days following the date of damage or destruction, Landlord shall notify Tenant of Landlord’s good faith estimate of the period of time in which the repairs, reconstruction and restoration will be completed (the “Damage Repair Estimate”), which estimate shall be based upon the opinion of a contractor reasonably selected by Landlord and experienced in comparable repair, reconstruction and restoration of similar buildings. Additionally, Landlord shall give written notice to Tenant either as soon as reasonably practicable, but in any event within sixty (a60) days following the date of damage or destruction, of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.4. 24.4 Upon any termination of this Lease under any of the provisions of this Section 22Article, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.5. 24.5 In the event of repair, reconstruction and restoration as provided in this Section 22Article, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Premises is impaired during the period of time commencing on the date of the damage or destruction and continuing until the substantial completion of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair repair, reconstruction and restoration that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business; provided, however, that the amount of such abatement shall be reduced by the amount of Rent that is received by Tenant as part of the business interruption or loss of rental income with respect to the Premises from the proceeds of business interruption or loss of rental income insurance. 22.6. 24.6 Notwithstanding anything to the contrary contained in this Section 22Article, if the time (a) Landlord shall not be required to complete repair, reconstruct or restore any damage or destruction to the extent that Landlord is prohibited from doing so by any applicable Loan Document or any Lender whose consent is required thereunder withholds its consent, and (b) should Landlord be delayed or prevented from completing the repair, reconstruction and/or or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destructiondestruction to the Premises after the occurrence of such damage or destruction by Force Majeure or delays caused by a Lender or Tenant Party, then Tenant may terminate this Lease by written notice of termination given no later than sixty (60) days after the time for Landlord notifies Tenant as to how much time will be required to commence or complete the repairrepairs, reconstruction and/or and restoration shall be extended on a day-for-day basis; provided, however, that, at Landlord’s election, Landlord shall be relieved of the Premises its obligation to make such repairs, reconstruction and the parking facilities of the Projectrestoration. 22.7. 24.7 If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repairrepairs, reconstruction or restoration only with regard to (a) those portions of the Premises, the Building or the Project Premises that were originally provided at Landlord’s expenseexpense and (b) the Common Area portion of the Affected Areas. The repairrepairs, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repairrepairs, reconstruction and restoration of the Premises, the Building and the Project. 22.8. 24.8 Notwithstanding anything to the contrary contained in this Section 22Article, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 Article occurs during the last twelve twenty-four (1224) months of the Term or any extension hereofthereof, or to the extent that insurance proceeds are not available therefor. 24.9 Landlord’s obligation, should it elect or be obligated to repair, reconstruct or restore, shall be limited to the Affected Areas, and shall be conditioned upon Landlord receiving any permits or authorizations required by Applicable Laws. Tenant shall, at its expense, replace or fully repair all of Tenant’s personal property and any Alterations installed by Tenant existing at the time of such damage or destruction. If Affected Areas are to be repaired, reconstructed or restored in accordance with the foregoing, Landlord shall make available to Tenant any portion of insurance proceeds it receives that are allocable to the Alterations constructed by Tenant pursuant to this Lease; provided Tenant is not then in default under this Lease, and subject to the requirements of any Lender of Landlord. 24.10 This Article sets forth the terms and conditions upon which this Lease may terminate in the event of any damage or destruction. Accordingly, the parties hereby waive the provisions of California Civil Code Sections 1932(2) and 1933(4) (and any successor statutes) permitting the parties to terminate this Lease as a result of any damage or destruction.

Damage or Destruction. 22.1. In (a) If the event of a partial destruction of Hotel or any portion thereof shall be damaged or destroyed at any time or times during the Building Term by fire, casualty or the Project any other cause commonly covered by fire or other perils covered by and extended coverage insurance and the cost of repairing such damage and restoring the Hotel to substantially its condition immediately prior to such damage or destruction, as reasonably estimated by Owner based upon estimates Owner receives from contractors and other reasonable and customary evidence, will not exceeding twenty-five percent (25%) exceed the sum of $1,000,000 plus adjustments to reflect increases in the CPI for each Fiscal Year after 2018 exclusive of the full insurable value thereofcost of the foundation and footings ("Minimum Cost"), Owner will, at its own cost and provided expense (subject to Owner's receipt of insurance proceeds sufficient to pay such costs and expenses) and with due diligence repair and/or restore the Hotel so that after such repair and/or restoration, the Hotel shall be in substantially the same condition as it was immediately prior to such damage or destruction. (ab) If the cost of such repair and/or restoration will, as so reasonably estimated by Owner, exceed the Minimum Cost, then Owner shall, within one hundred twenty (120) days after such damage thereto is or destruction, elect by notice to Manager either (x) to carry out such that repair and/or restoration, in which case Owner shall complete such repair and/or restoration pursuant to the Building last sentence of Section 15.1(a) or (y) to terminate this Agreement; should Owner so elect to terminate this Agreement. Upon the Project may termination of this Agreement pursuant to this paragraph, Operator shall be repaired, reconstructed or restored within entitled to a Reinstatement Right for a period of eight (8) 24 months from the date of termination. (c) In the happening case of such casualty and (b) Landlord shall receive insurance proceeds sufficient to cover damage or destruction which Owner is required by the cost of such repairs (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense), Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) preceding provisions of this Section 22.1 unless the cost of 15.1 to repair or restore or where Owner has not elected under said preceding provisions to terminate this Agreement, Owner shall undertake to so repair and/or restore such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.2. In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.1, Landlord may elect and neither Owner nor Manager shall have a right to repair, reconstruct and restore the Building or the Project, as applicable, in which case terminate this Lease shall continue in full force and effect. If Landlord elects not to repair the Building or the Project, as applicable, then this Lease shall terminate as of the date Agreement on account of such damage or destruction. 22.3. Within sixty (60) days following the date of damage or destruction, Landlord shall give written notice to Tenant either (a) of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.4. Upon any termination of this Lease under any of the provisions of this Section 22, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.5. In the event of repair, reconstruction and restoration as provided in this Section 22, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business. 22.6. Notwithstanding anything to the contrary contained in this Section 22, if the time required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destruction, then Tenant may terminate this Lease by written notice of termination given no later than sixty (60) days after Landlord notifies Tenant as to how much time will be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.7. If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction or restoration only with regard to those portions of the Premises, the Building or the Project that were originally provided at Landlord’s expense. The repair, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration of the Premises, the Building and the Project. 22.8. Notwithstanding anything to the contrary contained in this Section 22, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 occurs during the last twelve (12) months of the Term or any extension hereof.

Damage or Destruction. 22.123.1. In the event of a partial destruction of (a) the Premises or (b) Common Area of the Building or the Project Property ((a) and (b) together, the “Affected Areas”) by fire or other perils covered by extended coverage insurance not exceeding twenty-five percent (25%) of the full insurable value thereofof the Premises or the Building, and provided that (ax) the damage thereto is such that the Building or the Project Affected Areas may be repaired, reconstructed or restored within a period of eight six (8) 6) months from the date of the happening of such casualty and casualty, (by) Landlord shall receive insurance proceeds sufficient to cover the cost of such repairs repairs, reconstruction and restoration (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, Landlord shall constitute an Operating Expense)) and (z) such casualty was not intentionally caused by a Tenant Party, then Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, Affected Areas and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.223.2. In the event of any damage to or destruction of the Building or the Project Property other than as described in Section 22.123.1, Landlord may elect to repair, reconstruct and restore the Building or the ProjectProperty, as applicable, in which case this Lease shall continue in full force and effect. If Landlord elects not to repair repair, reconstruct and restore the Building or the ProjectProperty, as applicable, then then, at Landlord’s election by written notice to Tenant, this Lease shall terminate as of the date of such damage or destructionnotice from Landlord. 22.3. Within sixty (60) days following the date of damage or destruction, Landlord shall give written notice to Tenant either (a) of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.423.3. Upon any termination of this Lease under any of the provisions of this Section 22Article, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring and obligations accruing prior to the damage or destruction destruction, and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.523.4. In the event of repair, reconstruction and restoration as provided in this Section 22Article, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair repair, reconstruction and restoration that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business; provided, however, that the amount of such abatement shall be reduced by the amount of Rent that is received by Tenant as part of the business interruption or loss of rental income with respect to the Premises from the proceeds of business interruption or loss of rental income insurance. 22.6. Notwithstanding anything to the contrary contained in this Section 22, if the time required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destruction, then Tenant may terminate this Lease by written notice of termination given no later than sixty (60) days after Landlord notifies Tenant as to how much time will be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.723.5. If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repairrepairs, reconstruction or restoration only with regard to (a) those portions of the Premises, the Building or the Project Premises that were originally provided at Landlord’s expenseexpense and (b) the Common Area portion of the Affected Areas. The repairrepairs, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense expense, including, but not limited to, any Alterations, shall be the obligation of Tenant. In the event Tenant has elected Landlord’s obligation, should it elect or be obligated to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration of the Premisesreconstruct or restore, the Building and the Projectshall be conditioned upon Landlord receiving any permits or authorizations required by Applicable Laws. 22.823.6. Notwithstanding anything to the contrary contained in this Section 22Article, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 Article occurs during the last twelve twenty-four (1224) months of the Term or any extension hereofthereof, or to the extent that insurance proceeds are not available therefor. 23.7. Tenant shall, at its expense, replace or fully repair all of Tenant’s personal property, all improvements not originally provided by Landlord or at Landlord’s expense, and any Alterations installed by Tenant existing at the time of such damage or destruction. If Affected Areas are to be repaired, reconstructed or restored in accordance with the foregoing, Landlord shall make available to Tenant any portion of insurance proceeds it receives that are allocable to the improvements not originally provided by Landlord or at Landlord’s expense and Alterations constructed by Tenant pursuant to this Lease; provided Tenant is not then in default under this Lease, and subject to the requirements of any Lender or mortgagee of Landlord. If any casualty event results in a hazardous condition at the Affected Areas due to Tenant’s activities at or use of the Premises, including radioactive or biological contamination, then Tenant shall be responsible for addressing such hazardous condition at its sole expense and making the Affected Areas safe for Landlord and its employees, agents and contractors, and Landlord’s restoration obligations or any abatement of Rent resulting from such casualty shall be tolled until the Affected Areas are safe for Landlord and its employees, agents and contractors to commence restoration work in the Affected Areas. 23.8. This Article sets forth the terms and conditions upon which this Lease may terminate in the event of any damage or destruction. Accordingly, the parties hereby waive the provisions of any Applicable Laws (and any successor statutes) permitting the parties to terminate this Lease as a result of any damage or destruction.

Damage or Destruction. 22.124.1. In the event of a partial destruction of the Building or the Project Premises by fire or other perils covered by extended coverage insurance not exceeding twenty-five percent (25%) of the full insurable value thereof, and provided that (a) the damage thereto is such that the Building or the Project Premises may be repaired, reconstructed or restored within a period of eight six (8) 6) months from the date of the happening of such casualty and casualty, (b) Landlord shall receive insurance proceeds sufficient to cover the cost of such repairs repairs, reconstruction and restoration (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating ExpenseInsurance Cost), and (c) such casualty was not intentionally caused by a Tenant Party, then Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicablePremises, and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.224.2. In the event of any damage to or destruction of the Building or the Project Premises other than as described in Section 22.124.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicablePremises, in which case this Lease shall continue in full force and effect. If Landlord elects not to repair repair, reconstruct and restore the Building or the Project, as applicablePremises, then this Lease shall terminate as of the date of such damage or destruction. 22.324.3. Within Landlord shall give written notice to Tenant within sixty (60) days following the date of damage or destruction, Landlord shall give written notice to Tenant either (a) destruction of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the ProjectPremises. 22.424.4. Upon any termination of this Lease under any of the provisions of this Section 22Article, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.524.5. In the event of repair, reconstruction and restoration as provided in this Section 22Article, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair repair, reconstruction and restoration that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business; provided, however, that the amount of such abatement shall be reduced by the proceeds of business interruption or loss of rental income insurance actually received by Tenant with respect to the Premises. 22.624.6. Notwithstanding anything to the contrary contained in this Section 22Article, if the time required to complete should Landlord be delayed or prevented from completing the repair, reconstruction and/or or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destructiondestruction to the Premises after the occurrence of such damage or destruction by Force Majeure or delays caused by a Tenant Party, then Tenant may terminate this Lease by written notice of termination given no later the time for Landlord to commence or complete repairs, reconstruction and restoration shall be extended on a day-for-day basis; provided, however, that, if such delay continues for more than sixty ninety (6090) days after in the aggregate, then, at Landlord’s election, Landlord notifies Tenant as shall be relieved of its obligation to how much time will be required to complete the repairmake such repairs, reconstruction and/or restoration of the Premises and the parking facilities of the Projectrestoration. 22.724.7. If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repairrepairs, reconstruction or restoration only with regard to those portions of the Premises, the Building or the Project Premises that were originally provided at Landlord’s expense. The repairrepairs, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant; provided that, the Tenant Improvements that are made a part of or are permanently affixed to the Building shall be deemed to have been provided by Landlord. In the event Tenant has elected to upgrade certain improvements from Landlord’s building standards (the “Building Standard”), Landlord shall, upon the need for replacement due to an insured loss, provide only the Building StandardStandard (except that with respect to insured Tenant Improvements that are made a part of or are permanently affixed to the Building, Landlord shall, upon the need for replacement due to an insured loss, provide building standards substantially similar to such initial Tenant Improvements), unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repairrepairs, reconstruction and restoration of the Premises, the Building and the Project. 22.824.8. Notwithstanding anything to the contrary contained in this Section 22Article, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 Article occurs during the last twelve twenty-four (1224) months of the Term or any extension hereofthereof, or to the extent that insurance proceeds are not available therefor (other than due to Landlord’s failure to maintain the insurance required of Landlord by this Lease). 24.9. Landlord’s obligation, should it elect or be obligated to repair, reconstruct or restore, shall be limited to the Premises (including the Tenant Improvements that are made a part of or are permanently affixed to the Building, as set forth above). Tenant shall, at its expense, replace or fully repair all of Tenant’s personal property and any Alterations installed by Tenant existing at the time of such damage or destruction. If the Premises are to be repaired, reconstructed or restored in accordance with the foregoing, Landlord shall make available to Tenant any portion of insurance proceeds it receives that are allocable to the Alterations constructed by Tenant pursuant to this Lease; provided Tenant is not then in default under this Lease, and subject to the requirements of any Lender of Landlord.

Damage or Destruction. 22.121.1. In the event of a partial destruction of the Building or the Project Premises by fire or other perils covered by extended coverage insurance not exceeding twenty-five percent (25%) 50% of the full insurable value thereof, and provided that (a) the damage thereto is such that the Building or the Project Premises may be repaired, reconstructed or restored within a period of eight (8) 12 months from the date of the happening of such casualty and (b) Landlord shall receive insurance proceeds sufficient to cover the cost of such repairs (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense), casualty. Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicablePremises, and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.221.2. In the event of any damage to or destruction of the Building or the Project Premises other than as described in Section 22.121.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicablePremises, in which case this Lease shall continue in full force and effect. If Landlord elects not to repair the Building or the Project, as applicablePremises, then this Lease shall terminate as of the date of such damage or destruction. 22.321.3. Within Landlord shall give written notice to Tenant of its election not to repair, reconstruct or restore the Premises within sixty (60) days following the date of damage or destruction, Landlord shall give written notice to Tenant either (a) of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.421.4. Upon any termination of this Lease under any of the provisions of this Section 2221, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.521.5. In the event of repair, reconstruction and restoration as provided in this Section 2221, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business. 22.621.6. Notwithstanding anything to the contrary contained in this Section 2221, if the time required to complete should Landlord be delayed or prevented from completing the repair, reconstruction and/or or restoration of the damage or destruction to the Premises and after the parking facilities occurrence of such damage or destruction by Force Majeure, then the Project exceeds eight time for Landlord to commence or complete repairs shall be extended on a day-for-day basis; provided, however, that, if such Force Majeure event continues for more than 120 days, Tenant shall have the right to terminate this Lease. Tenant shall be released from any obligations under this Lease (8) except with regard to those provisions that, by their express terms, survive the expiration or earlier termination hereof) if, on the date that is 12 months from after the date of damage or destruction, then Tenant may terminate this Lease by written notice of termination given no later than sixty (60) days after Landlord notifies Tenant as to how much time will be required to complete the repair, reconstruction and/or or restoration required to be performed by Landlord to provide Tenant use of the Premises and the parking facilities of the Projectis not then Substantially Completed. 22.721.7. If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction or restoration only with regard to those portions of the Premises, the Building or the Project Premises that were originally provided at Landlord’s expense. The repair, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration of the Premises, the Building and the Project. 22.821.8. Notwithstanding anything to the contrary contained in this Section 2221, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 21 occurs during the last twelve eighteen (1218) months of the Term or any extension hereof, or to the extent that insurance proceeds are not available therefore, unless such lack of availability is due to Landlord’s failure to maintain insurance in accordance with this Lease. 21.9. Landlord’s obligation, should it elect or be obligated to repair or rebuild, shall be limited to the Premises; provided that Tenant shall, at its expense, replace or fully repair all of Tenant’s personal property. If the Premises are to be repaired in accordance with the foregoing, Landlord shall make available to Tenant any portion of insurance proceeds it receives that are allocable to the alterations constructed by Tenant pursuant to this Lease, provided Tenant is not then in default under this Lease.

Damage or Destruction. 22.1. 23.1 In the event of a partial destruction of (a) the Building Premises or (b) Common Areas of the Buildings or the Project ((a) and (b) together, the "Affected Areas") by fire or other perils covered by extended coverage insurance not exceeding twenty-five percent (25%) of the full insurable value thereof, and provided that (ax) the damage thereto is such that the Building or the Project Affected Areas may be repaired, reconstructed or restored within a period of eight one hundred twenty (8) months 120) days from the date of the happening of such casualty and casualty, (by) Landlord shall receive insurance proceeds sufficient to cover the cost of such repairs (except for any deductible amount provided by Landlord’s 's policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense)) and (z) such casualty was not intentionally caused by Tenant or its employees, agents or contractors, then Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, Affected Areas and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.2. 23.2 In the event of any damage to or destruction of the Building Buildings or the Project other than as described in Section 22.123.1, Landlord may elect to repair, reconstruct and restore the Building Buildings or the Project, as applicable, in which case this Lease shall continue in full force and effecteffect (subject to Tenant's right to terminate this Lease as described in Section 23.10 below). If Landlord elects not to repair the Building Buildings or the Project, as applicable, then this Lease shall terminate as of the date of such damage or destruction. 22.3. Within 23.3 Landlord shall give written notice to Tenant within sixty (60) days following the date of damage or destruction, Landlord shall give written notice to Tenant either (a) destruction of its election not to repair, reconstruct or restore the Building Buildings or the Project, as applicable. Within sixty (60) days after the date Landlord learns of the necessity for repairs as a result of damage, or Landlord shall notify Tenant (b"Damage Repair Estimate") of Landlord's estimated assessment of the amount period of time in which the repairs will be completed, which assessment shall be based upon the opinion of a contractor reasonably anticipated selected by Landlord and experienced in comparable repairs of comparable buildings. If Landlord does not elect to terminate this Lease pursuant to Landlord's termination right as provided above, and the Damage Repair Estimate indicates that repairs cannot be required completed within one hundred eighty (180) days after being commenced, Tenant may elect, not later than thirty (30) days after Tenant's receipt of the Damage Repair Estimate, to complete terminate this Lease by written notice to Landlord effective as of the repairdate specified in Tenant's notice. Notwithstanding the foregoing, reconstruction and/or if the restoration of the Premises and/or Building is not completed within one hundred eighty (180) days from commencement of repairs as such date shall be extended due to Force Majeure delays and Tenant delays, Tenant may cancel the parking facilities of Lease at any time after the Projectone hundred eightieth (180th) day. 22.4. 23.4 Upon any termination of this Lease under any of the provisions of this Section 22Article, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.5. 23.5 In the event of repair, reconstruction and restoration as provided in this Section 22Article, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s 's use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair that, in Tenant’s reasonable opinion, that is suitable for the temporary conduct of Tenant’s 's business. 22.6. 23.6 Notwithstanding anything to the contrary contained in this Section 22Article, if the time required to complete should Landlord be delayed or prevented from completing the repair, reconstruction and/or or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destructiondestruction to the Premises after the occurrence of such damage or destruction by Force Majeure, then Tenant may terminate this Lease by written notice the time for Landlord to commence or complete repairs shall be extended on a day-for-day basis; provided, however, that, at Landlord's election, Landlord shall be relieved of termination given no later than sixty (60) days after Landlord notifies Tenant as its obligation to how much time will be required to complete the make such repair, reconstruction and/or restoration of the Premises and the parking facilities of the Projector restoration, in which case this Lease shall terminate. 22.7. 23.7 If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction or restoration only with regard to (a) those portions of the Premises, the Building or the Project Premises that were originally provided at Landlord’s expense's expense and (b) the Common Area portion of the Affected Areas. The repair, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s 's expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration of the Premises, the Building Buildings and the Project. Landlord confirms that the Premises, as improved by the Tenant Improvements, does not exceed the Building Standard. 22.8. 23.8 Notwithstanding anything to the contrary contained in this Section 22Article, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 Article occurs during the last twelve (12) months of the Term or any extension hereof, or to the extent that insurance proceeds are not available therefor. 23.9 Landlord's obligation, should it elect or be obligated to repair or rebuild, shall be limited to the Affected Areas. Tenant shall, at its expense, replace or fully repair all of Tenant's personal property and any Alterations installed by Tenant existing at the time of such damage or destruction (subject, however, to any modifications to such Alterations with Tenant having the right to modify the scope and extent of the Alterations restoration requirement as reasonably approved by Landlord). If Affected Areas are to be repaired in accordance with the foregoing, Landlord shall make available to Tenant any portion of insurance proceeds it receives that are allocable to the Alterations constructed by Tenant pursuant to this Lease; provided Tenant is not then in Default under this Lease, and subject to the requirements of any Lender of Landlord. 23.10 Notwithstanding anything to the contrary contained in this Article, in the event that Tenant's Permitted Use of the Premises is substantially impaired during the last six (6) months of the Term as a direct result of any damage or destruction covered by this Article, then, Tenant shall have the right to terminate this Lease by written notice to Landlord within ten (10) business days following such substantial impairment. 23.11 The provisions of this Lease, including this Article 23, constitute an express agreement between Landlord and Tenant with respect to any and all damage to, or destruction of, all or any part of the Premises, the Building or the Project, and any statute or regulation of the State of California, including, without limitation, Sections 1932(2) and 1933(4) of the California Civil Code, with respect to any rights or obligations concerning damage or destruction in the absence of an express agreement between the parties, and any other statute or regulation, now or hereafter in effect, shall have no application to this Lease or any damage or destruction to all or any part of the Premises, the Building or the Project.

Damage or Destruction. 22.1. 22.1 In the event of a partial damage to or destruction of all or any portion of the Premises or the Building or the Project by fire or other perils (collectively, “improvements”) arising from a risk substantially covered by extended coverage the insurance not exceeding twenty-five percent described in Section 21.2, Landlord shall within a reasonable time commence and proceed diligently to repair, reconstruct and restore (25%) of the full insurable value thereofcollectively, and provided that (a“restore”) the damage thereto is such that Premises and/or the Building to substantially the same condition as they were in immediately prior to the casualty, whether or not the Project may be repaired, reconstructed or restored within a period of eight (8) months from the date of the happening of such casualty and (b) Landlord shall receive insurance proceeds are sufficient to cover the actual cost of such repairs (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense), restoration. Landlord shall commence and proceed diligently with the work be responsible for all costs of repair, reconstruction and restoration of the Premises and/or Building or the Projectin excess of insurance proceeds. Except as expressly set forth below, as applicable, and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of notwithstanding such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000)damage or destruction. 22.2. 22.2 In the event of any damage to or destruction of all or any portion of the Premises or the Building or arising from a risk which is not substantially covered by the Project other than as insurance described in Section 22.121.2, Landlord may elect shall within a reasonable time, at its expense, commence and proceed diligently to repair, reconstruct and restore the Premises and/or the Building or to substantially the Project, same condition as applicable, they were in which case this immediately prior to the casualty. This Lease shall continue in full force and effect. If Landlord elects not to repair the Building or the Project, as applicable, then this Lease shall terminate as of the date of effect notwithstanding such damage or destruction; provided, however, that if the damage or destruction occurs during the last year of the term and the expense of restoration exceeds $ 100,000, then either Landlord or Tenant may, at its election, by written notice to the other, terminate the Lease; provided further, that if the damage or destruction occurs at any other time and the expense of restoration exceeds $500,000, then Landlord may, at its election, by written notice to Tenant, terminate the Lease. 22.322.3 In satisfying its obligations under this Article 22, Landlord shall not be required to fulfill its restoration responsibilities with improvements identical to those which were damaged or destroyed; rather, with the consent of Tenant, which consent will not be unreasonably withheld or delayed, Landlord may restore the damage or destruction with improvements reasonably equivalent to those damaged or destroyed. 22.4 In the event of damage, destruction and/or restoration as herein provided, there shall be no abatement of Rent, and Tenant shall not be entitled to any compensation or damages occasioned by any such damage, destruction or restoration. Within Notwithstanding the foregoing, in the event restoration of the Premises and/or the Building cannot reasonably be completed within six (6) months following the damage or destruction, Landlord will give notice thereof to Tenant within sixty (60) days following the date of such damage or destruction, Landlord shall give and Tenant at its election may by written notice to Tenant either (a) of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the ProjectLandlord terminate this Lease. 22.4. Upon any termination of this Lease under any of the provisions of this Section 22, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.5. In the event of repair, reconstruction and restoration as provided in this Section 22, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business. 22.6. 22.5 Notwithstanding anything to the contrary contained in this Section 22Article, if should Landlord be delayed or prevented from completing the time required to complete the repair, reconstruction and/or restoration of the Premises and improvements after the parking facilities occurrence of the Project exceeds eight (8) months from the date of such damage or destructiondestruction by reason of acts of God, then Tenant may terminate this Lease by written notice war, government restrictions, inability to procure the necessary labor or materials, strikes, or other causes beyond the control of termination given no later than sixty Landlord (60) days after but excluding economic conditions or financial inability to perform), the time for Landlord notifies Tenant to commence or complete restoration shall be extended for the time reasonably required as to how much time will be required to complete the repair, reconstruction and/or restoration a result of the Premises and the parking facilities of the Projectsuch causes. 22.7. If Landlord is obligated to 22.6 Tenant waives the provisions of Civil Code Section 1932(2) and 1933(4) or elects to repair, reconstruct any similar statute now existing or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction or restoration only with regard to those portions hereafter adopted governing destruction of the Premises, so that the Building parties’ rights and obligations in the event of damage or the Project that were originally provided at Landlord’s expense. The repair, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense destruction shall be governed by the obligation provisions of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration of the Premises, the Building and the Projectthis Lease. 22.8. Notwithstanding anything to the contrary contained in this Section 22, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 occurs during the last twelve (12) months of the Term or any extension hereof.

Damage or Destruction. 22.1. In the event of a partial destruction of the Building or (a) If the Project shall be damaged or destroyed by fire or any other perils casualty, whether or not covered by extended coverage insurance insurance, the Company, as promptly as practicable, shall either (i) make the determination described in subsection (f) below, or (ii) repair, restore, replace or rebuild the same so that upon completion of such repairs, restoration, replacement or rebuilding such Project shall be of a value not exceeding twenty-five percent (25%) less than the value thereof immediately prior to the occurrence of such damage or destruction or, at the full insurable value Company's option, shall construct upon the Project Site new buildings and improvements thereafter together with all new machinery, equipment and fixtures which are either to be attached to or are to be used in connection with the operation or maintenance thereof, and provided that (aA) the value thereof shall not be less than the value of such destroyed or damaged Project Improvements and/or Project Equipment immediately prior to the occurrence of such damage thereto is or destruction and (B) the nature of such that new buildings, improvements, machinery, equipment and fixtures will not impair the Building or character of the Project as an enterprise permitted by the Act. If the Company shall elect to construct any such new buildings and improvements, for all purposes of this Lease, any reference to the words "Project Improvements" shall be deemed to also include any such new buildings and improvements and all additions thereto and all replacements and alterations thereof and any reference to the words "Project Equipment" shall be deemed to include any such new machinery, equipment and fixtures which are either attached to or are used in connection with the operation or maintenance of such new buildings and improvements and all additions or replacements thereof. Unless the Company makes the determination described in subsection (f) below, the Net Proceeds of casualty insurance required by Article VII hereof received with respect to such damage or loss to the Project shall be used to pay the cost of repairing, restoring, replacing or rebuilding the Project or any part thereof. Insurance monies in an amount less than $5,000,000 may be repairedpaid to or retained by the Company to be paid for such costs. Insurance monies in an amount of $5,000,000 or more shall be paid to the Trustee to be used as provided herein. If the Company makes the determination described in subsection (f) below, reconstructed or restored within a period of eight the Net Proceeds shall be deposited with the Trustee and used to redeem Bonds as provided in subsection (8) months from the date of the happening of such casualty and f). (b) Landlord If any of the insurance monies paid by the insurance company as hereinabove provided shall receive insurance proceeds sufficient to cover remain after the cost completion of such repairs (except for any deductible amount provided by Landlord’s policyrepairs, which deductible amountrestoration, if paid by Landlord, shall constitute an Operating Expense), Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building replacement or the Project, as applicablerebuilding, and this Lease shall continue not have terminated, the excess shall be deposited in full force and effect. Notwithstanding the foregoingBond Fund, Landlord may not terminate this Lease subject to the rights pursuant to clause (b) of this Section 22.1 unless any Leasehold Mortgage or Financing Document. If the Net Proceeds shall be insufficient to pay the entire cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore repairs, restoration, replacement or rebuilding, the Building and other improvements on Company shall pay the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000)deficiency. 22.2. In (c) Except as otherwise provided in this Lease, in the event of any such damage to by fire or destruction any other casualty, the provisions of the Building or the Project other than as described in Section 22.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicable, in which case this Lease shall be unaffected and the Company shall remain and continue in full force liable for the payment of all Basic Rent and effect. If Landlord elects not Additional Rental and all other charges required hereunder to repair be paid by the Building or the ProjectCompany, as applicablethough no damage by fire or any other casualty has occurred. (d) The City and the Company agree that they will cooperate with each other, then this Lease shall terminate to such extent as such other party may reasonably require, in connection with the prosecution or defense, at the expense of the date Company, of such damage any action or destruction. 22.3. Within sixty (60) days following the date of damage or destruction, Landlord shall give written notice to Tenant either (a) of its election not to repair, reconstruct or restore the Building or the Project, as applicableproceeding arising out of, or (b) for the collection of any insurance monies that may be due in the amount of time reasonably anticipated event of, any loss or damage, and that they will execute and deliver to such other parties such instruments as may be required to complete facilitate the repairrecovery of any insurance monies. (e) The Company agrees to give prompt notice to the City, reconstruction and/or restoration of the Premises Trustee, the mortgagee under the Leasehold Mortgage (if any) and the parking facilities of Financing Party under the Financing Document (if any) with respect to all fires and any other casualties occurring in, on, at or about the Project. 22.4(f) If the Company shall determine that rebuilding, repairing, restoring or replacing the Project is not practicable and desirable, any Net Proceeds of casualty insurance required by Article VII hereof received with respect to such damage or loss shall, after payment of all Additional Rent then due and payable, be paid into the Bond Fund and shall be used, at the option of the Company, to redeem Bonds on the earliest practicable redemption date or to pay the principal of any Bonds as the same become due, all subject to rights of the mortgagee under the Leasehold Mortgage (if any) and the Financing Party under the Financing Documents (if any). Upon The Company agrees to be reasonable in exercising its judgment pursuant to this subsection (f). (g) The Company shall not, by reason of its inability to use all or any termination part of the Project during any period in which the Project is damaged or destroyed or is being repaired, rebuilt, restored or replaced, nor by reason of the payment of the costs of such rebuilding, repairing, restoring or replacing, be entitled to any reimbursement from the City, the Trustee or the Bondowners or to any abatement or diminution of the rentals payable by the Company under this Lease under or of any other obligations of the provisions of this Section 22, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of Company under this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.5. In the event of repair, reconstruction and restoration except as expressly provided in this Section 22, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s businessSection. 22.6. Notwithstanding anything to the contrary contained in this Section 22, if the time required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destruction, then Tenant may terminate this Lease by written notice of termination given no later than sixty (60) days after Landlord notifies Tenant as to how much time will be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.7. If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction or restoration only with regard to those portions of the Premises, the Building or the Project that were originally provided at Landlord’s expense. The repair, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration of the Premises, the Building and the Project. 22.8. Notwithstanding anything to the contrary contained in this Section 22, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 occurs during the last twelve (12) months of the Term or any extension hereof.

Damage or Destruction. 22.124.1. In the event of a partial destruction of (a) the Premises or (b) Common Areas of the Building or the Project ((a) and (b) together, the “Affected Areas”) by fire or other perils covered by extended coverage insurance not exceeding twenty-five percent (25%) of the full insurable value thereof, and provided that (ax) the damage thereto is such that the Building or the Project Affected Areas may be repaired, reconstructed or restored within a period of eight nine (8) 9) months from the date of the happening of such casualty and casualty, (by) Landlord shall receive insurance proceeds sufficient to cover the cost of such repairs repairs, reconstruction and restoration (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense)) and (z) such casualty was not intentionally caused by a Tenant Party, then Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, Affected Areas and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.224.2. In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.124.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effect. If Landlord elects not to repair repair, reconstruct and restore the Building or the Project, as applicable, then this Lease shall terminate as of the date of such damage or destruction. SMRH:418641349.9 38 24.3. In the event of any damage or destruction (regardless of whether such damage is governed by Section 24.1 or this Section), if (a) in Landlord’s determination as set forth in the Damage Repair Estimate (as defined below), the Affected Areas cannot be repaired, reconstructed or restored within twelve (12) months after the date of the Damage Repair Estimate, (b) subject to Section 24.7, the Affected Areas are not actually repaired, reconstructed and restored within eighteen (18) months after the date of the Damage Repair Estimate, or (c) the damage and destruction occurs within the last twelve (12) months of the then-current Term, then Tenant shall have the right to terminate this Lease, effective as of the date of such damage or destruction, by delivering to Landlord its written notice of termination (a “Termination Notice”) (y) with respect to Subsections 24.3(a) and 24.3(c), no later than fifteen (15) days after Landlord delivers to Tenant Landlord’s Damage Repair Estimate and (z) with respect to Subsection 24.3(b), no later than fifteen (15) days after such twelve (12) month period (as the same may be extended pursuant to Section 24.7) expires. If Tenant provides Landlord with a Termination Notice pursuant to Subsection 24.3(z), Landlord shall have an additional thirty (30) days after receipt of such Termination Notice to complete the repair, reconstruction and restoration. If Landlord does not complete such repair, reconstruction and restoration within such thirty (30) day period, then Tenant may terminate this Lease by giving Landlord written notice within two (2) business days after the expiration of such thirty (30) day period. If Landlord does complete such repair, reconstruction and restoration within such thirty (30) day period, then this Lease shall continue in full force and effect. 22.324.4. Within As soon as reasonably practicable, but in any event within sixty (60) days following the date of damage or destruction, Landlord shall notify Tenant of Landlord’s good faith estimate of the period of time in which the repairs, reconstruction and restoration will be completed (the “Damage Repair Estimate”), which estimate shall be based upon the opinion of a contractor reasonably selected by Landlord and experienced in comparable repair, reconstruction and restoration of similar buildings. Additionally, Landlord shall give written notice to Tenant either within sixty (a60) days following the date of damage or destruction of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.424.5. Upon any termination of this Lease under any of the provisions of this Section 22Article, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.524.6. In the event of repair, reconstruction and restoration as provided in this Section 22Article, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair repair, reconstruction and restoration that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business.; provided, however, that the amount of such abatement shall be reduced by the proceeds of business interruption or loss of rental income insurance actually received by Tenant and designated as rental proceeds with respect to the Premises. SMRH:418641349.9 39 22.624.7. Notwithstanding anything to the contrary contained in this Section 22Article, if the time required to complete should Landlord be delayed or prevented from completing the repair, reconstruction and/or or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destructiondestruction to the Premises after the occurrence of such damage or destruction by Force Majeure or delays caused by a Tenant Party, then Tenant the time for Landlord to commence or complete repairs, reconstruction and restoration shall be extended on a day-for-day basis; provided, however, that at Landlord’s election, Landlord may terminate this the Lease by written notice of termination given no later than sixty (60) days after Landlord notifies to Tenant as to how much time will be required to complete in the event that any such delays would cause the repair, reconstruction and/or or restoration of the Premises and Affected Areas to not be completed within twelve (12) months after the parking facilities date of the Projectoriginal casualty event, and upon any such election to terminate, Landlord shall be relieved of its obligation to make such repairs, reconstruction and restoration. 22.724.8. If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repairrepairs, reconstruction or restoration only with regard to (a) those portions of the Premises, the Building or the Project Premises that were originally provided at Landlord’s expenseexpense and (b) the Common Area portion of the Affected Areas. The repairrepairs, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repairrepairs, reconstruction and restoration of the Premises, the Building and the Project. 22.824.9. Notwithstanding anything to the contrary contained in this Section 22Article, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 Article occurs during the last twelve twenty-four (1224) months of the Term or any extension hereofthereof, or to the extent that insurance proceeds are not available therefor. 24.10. Landlord’s obligation, should it elect or be obligated to repair, reconstruct or restore, shall be limited to the Affected Areas. Tenant shall, at its expense, replace or fully repair all of Tenant’s personal property and any Alterations installed by Tenant existing at the time of such damage or destruction. If Affected Areas are to be repaired, reconstructed or restored in accordance with the foregoing, Landlord shall make available to Tenant any portion of insurance proceeds it receives that are allocable to the Alterations constructed by Tenant pursuant to this Lease; provided Tenant is not then in monetary default or material non-monetary default under this Lease, and subject to the requirements of any Lender of Landlord. 24.11. This Article sets forth the terms and conditions upon which this Lease may terminate in the event of any damage or destruction. Accordingly, the parties hereby waive the provisions of California Civil Code Sections 1932(2) and 1933(4) (and any successor statutes permitting the parties to terminate this Lease as a result of any damage or destruction). SMRH:418641349.9 40

Damage or Destruction. 22.1. 21.1 In the event of a partial destruction of the Building or the Project by fire or other perils covered by extended coverage insurance not exceeding twenty-five percent (25%) of the full insurable value thereof, and provided that (a) the damage thereto is such that the Building or the Project may which can be repaired, reconstructed or restored within a period of eight six (8) 6) months from the date of the happening of such casualty and (b) Landlord shall receive insurance proceeds sufficient to cover the cost of such repairs (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense)casualty, Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.2. 21.2 In the event of any damage to or destruction of the Building or the Project Building, other than as described provided in Section 22.121.1, either Landlord or Tenant may, at its option, upon written notice to the other party given within sixty (60) days after the occurrence of such damage or destruction elect to terminate this Lease as of the date of occurrence of the damage or destruction. In the event neither Landlord nor Tenant shall elect to terminate this Lease, Landlord may elect to shall repair, reconstruct and restore the Building or the Project, as applicableBuilding, in which case this Lease lease shall continue in full force and effect. If Landlord elects not to repair the Building or the Project, as applicable, then this Lease shall terminate as . 21.3 Within thirty (30) days of the date of such damage or destruction. 22.3. Within sixty (60) days following occurrence of the date of damage or destruction, Landlord shall give written notice to Tenant either (a) of its election not to repair, reconstruct determination of whether the damage or restore destruction can be completed within six (6) months from the Building or the Project, as applicable, or (b) date of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Projectdamage or destruction. 22.4. 21.4 Upon any termination of this Lease under any of the provisions of this Section 22Article, the parties shall be released thereby without further obligation to of the other from the date possession of the Demised Premises is surrendered to the Landlord, Landlord except with regard to (a) for items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereofwhich have theretofore occurred. 22.5. 21.5 In the event of repair, reconstruction and restoration as herein provided, the rental provided in this Section 22, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s 's use of the Demised Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business. 22.6. 21.6 Notwithstanding anything to the contrary contained in this Section 22Article, if should Landlord be delayed or prevented from completing the time required to complete the repair, reconstruction and/or repair or restoration of the damage to the Demised Premises and after the parking facilities occurrence of such damage or destruction by reason of acts of God or war, governmental restrictions, inability to procure the necessary labor or materials, strikes, or other uses beyond the control of the Project exceeds Landlord, the time for Landlord to commence or complete repairs shall be extended, provided, at the election of Landlord, Landlord shall be relieved of its obligation to make such repairs or restoration and Tenant shall be released from its obligation under this Lease as of the end of eight (8) months from the date of damage or destruction, then Tenant may terminate this Lease by written notice of termination given no later than sixty (60) days after Landlord notifies Tenant as to how much time will be if repairs required to complete the repair, reconstruction and/or restoration provide Tenant use of the Demised Premises and the parking facilities of the Projectare not then substantially complete. 22.7. 21.7 If Landlord is obligated to or elects to repair, reconstruct repair or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction repairs or restoration only with regard to of those portions of the Premises, Building and the Building or the Project that Demised Premises which were originally provided at Landlord’s 's expense. The repair, reconstruction or ; the repair and restoration of improvements items not originally provided by Landlord or at Landlord’s 's expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standardstandard normally provided by Landlord, Landlord shall, shall upon the need for replacement due to an insured loss, provide only the Building Standard, standard Landlord improvements unless Tenant shall elect to again elects to upgrade such improvements and pay any incremental costs related theretoadditional cost of such upgrades, except to the such extent that excess as insurance proceedsproceeds which, if received, the excess proceeds are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration of the Premises, the Building and the Projectstandard improvement. 22.8. 21.8 Notwithstanding anything to the contrary contained in this Section 22Article, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Demised Premises if when the damage resulting from any casualty covered under this Section 22 Article occurs during the last twelve twenty-four (1224) months of the Term term of this Lease or any extension hereof, or to the extent that insurance proceeds are not available therefor. If Landlord makes such election, Tenant shall have the right to terminate this Lease as of the date of the occurrence of the damage or destruction upon written notice to Landlord within sixty (60) days after the occurrence of the damage or destruction.

Damage or Destruction. 22.1Tenant shall give prompt notice to Landlord of any damage by fire or other casualty (a "CASUALTY") to the Premises or any portion thereof. In the event of a partial destruction of that the Building Premises, or the Project by fire or other perils covered by extended coverage insurance not exceeding twenty-five percent (25%) of the full insurable value any part thereof, and provided that (a) the damage thereto is such or access thereto, shall be so damaged or destroyed by a Casualty that the Building Tenant shall not have reasonably convenient access to the Premises or the Project may be repaired, reconstructed or restored within a period of eight (8) months from the date of the happening of such casualty and (b) Landlord shall receive insurance proceeds sufficient to cover the cost of such repairs (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense), Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.2. In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effect. If Landlord elects not to repair the Building or the Project, as applicable, then this Lease shall terminate as of the date of such damage or destruction. 22.3. Within sixty (60) days following the date of damage or destruction, Landlord shall give written notice to Tenant either (a) of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration portion of the Premises shall thereby be otherwise rendered unfit for use and occupancy by the parking facilities Tenant for the purposes set forth in Section 7.01, and if in the judgment of the Project. 22.4. Upon any termination of this Lease under any of the provisions of this Section 22Landlord's architect or engineer, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and may be repaired within two hundred ten (b210) provisions of this Lease that, by their express terms, survive days after the expiration or earlier termination hereof. 22.5. In the event of repair, reconstruction and restoration as provided in this Section 22, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use elapse of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business. 22.6. Notwithstanding anything to the contrary contained in this Section 22, if the time required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destructionNotice Period, then the Landlord shall so notify the Tenant may terminate this Lease by written notice of termination given no later than within sixty (60) days after Landlord notifies Tenant as to how much time will be required to complete the repair, reconstruction and/or restoration occurrence of the Premises damage or destruction (the "NOTICE PERIOD") and the parking facilities of the Project. 22.7. If Landlord is obligated shall repair such damage or destruction (except damage or destruction to Tenant's Property or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction or restoration only Tenant's Alterations) with regard to those portions of the Premises, the Building or the Project that were originally provided at Landlord’s expense. The repair, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenantreasonable diligence. In the event that the Landlord shall not complete such repairs within two hundred ten (210) days after the elapse of the Notice Period, then the Tenant has elected shall have the right to upgrade certain improvements from terminate the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade term of this lease by giving written notice of such improvements and pay any incremental costs related thereto, except termination to the extent Landlord within twenty (20) days after the end of such two hundred ten (210) day period; provided, however, that excess insurance proceedsin the event that the completion of repairs shall be delayed by causes beyond the Landlord's control, if receivedincluding those events described in Section 16.13 hereof, are adequate the time for completion shall be extended by the period of such delay (not to provide such upgradesexceed an additional ninety (90) days). If in the judgment of Landlord' architect or engineer, in addition to providing for basic repair, reconstruction and restoration of the Premises, or means of access thereto, cannot be repaired within two hundred ten (210) days after the Building and elapse of the Project. 22.8. Notwithstanding anything Notice Period or the Landlord does not deliver the Tenant notice of its decision to repair such damage within sixty (60) days after the occurrence of the Casualty, then either party shall have the right to terminate the Term by giving written notice of such termination to the contrary contained in other party within the period of sixty (60) to seventy-five (75) days after the occurrence of the Casualty. If neither party gives such notice of intention to terminate this Section 22Lease, then the Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if repair the damage resulting from any casualty covered under this Section 22 occurs during or destruction with reasonable diligence and Tenant shall be deemed to have waived its termination rights with respect to the last twelve (12) months of the Term or any extension hereofCasualty.

Damage or Destruction. 22.1a. In the event the building and/or the Premises is damaged by fire or other perils covered by Landlord's insurance, Landlord shall: (1) In the event of total destruction, at Landlord's option, as soon as reasonably possible thereafter, commence repair, reconstruction and restoration of the building and/or the Premises and prosecute the same diligently to completion, in which event this Lease shall remain in full force and effect; or within ninety (90) days after such damage, elect not to so repair, reconstruct or restore the building and/or the Premises, in which event this Lease shall terminate. In either event, Landlord shall give Tenant written notice of its intention within said ninety (90) day period. In the event Landlord elects not to restore the building, and/or the Premises, this Lease shall be deemed to have terminated as of the date of such total destruction. (2) In the event of a partial destruction of the Building or building and/or the Project by fire or other perils covered by extended coverage insurance Premises, to an extent not exceeding twenty-five percent (25%) of the full insurable value thereof, and provided that (a) if the damage thereto is such that the Building or building and/or the Project Premises may be repaired, reconstructed or restored within a period of eight ninety (8) months 90) days from the date of the happening of such casualty casualty, and (b) if Landlord shall will receive insurance proceeds sufficient to cover the cost of such repairs (except for any deductible amount provided by Landlord’s policyrepairs, which deductible amount, if paid by Landlord, shall constitute an Operating Expense), then Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, and this Lease shall continue in full force and effect. Notwithstanding the foregoingIf such work of repair, Landlord may not terminate this Lease pursuant to clause reconstruction and restoration shall require a period longer than ninety (b90) days or exceeds twenty-five percent (25%) of this Section 22.1 unless the full insurable value thereof, or if said insurance proceeds will not be sufficient to cover the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.2. In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.1repairs, then Landlord either may elect to so repair, reconstruct or restore and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effect. If effect or Landlord elects not to repair may elect not; repair, reconstruct or restore and the Building or the Project, as applicable, then this Lease shall terminate as then terminate. Under any of the date conditions of such damage or destruction. 22.3. Within sixty (60) days following the date of damage or destructionthis Subparagraph 23.a(2), Landlord shall give written notice to Tenant either (a) of its election intention within said ninety (90) day period. In the event Landlord elects not to repair, reconstruct or restore the Building or building and/or the ProjectPremises, this Lease shall be deemed to have terminated as applicable, or (b) of the amount date of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Projectsuch partial destruction. 22.4. b. Upon any termination of this Lease under any of the provisions of this Section 22Paragraph 23, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, Landlord except with regard to (a) for items occurring prior to the damage or destruction which have therefore accrued and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereofare then unpaid. 22.5. c. In the event of repair, reconstruction and restoration by Landlord as provided in this Section 22herein provided, all Rent to be paid by Tenant the rental payable under this Lease lease shall be abated proportionately based on with the extent degree to which Tenant’s 's use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during ; provided that there shall be no abatement of rent if such damage is the period of repair that, in Tenant’s reasonable opinion, is suitable for the temporary conduct result of Tenant’s business's negligence or intentional wrongdoing. Tenant shall not be entitled to any compensation or damages for loss in the use of the whole or any part of the Premises and/or any inconvenience or annoyance occasioned by such damage, repair, reconstruction or restoration. 22.6d. Tenant shall not be released from any of its obligations under this Lease except to the extent and upon the conditions expressly stated in this Paragraph 23. Notwithstanding anything to the contrary contained in this Section 22Paragraph 23, if Landlord is delayed or prevented from repairing or restoring the time required to complete damaged Premises within one (1) year after the repair, reconstruction and/or restoration occurrence of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of such damage or destructiondestruction by reason of acts of God, then Tenant war, governmental restrictions, inability to procure the necessary labor or materials, or other cause beyond the control of Landlord, Landlord, at its option, may terminate this Lease, whereupon Landlord shall be relieved of its obligation to make such repairs or restoration and Tenant shall be released from its obligations under this Lease by written notice of termination given no later than sixty (60) days after Landlord notifies Tenant as to how much time will be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities end of the Projectsaid one year period. 22.7. e. If damage is due to any cause other than fire or other peril covered by extended coverage insurance, Landlord may elect to terminate this Lease. f. If Landlord is obligated to or elects to repair, reconstruct repair or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction repair or restoration only with regard to of those portions of the Premises, building and the Building or the Project that Premises which were originally provided at Landlord’s 's expense. The repair, reconstruction or and the repair and restoration of improvements items not originally provided by Landlord or at Landlord’s Landlords expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration of the Premises, the Building and the Project. 22.8. g. Notwithstanding anything to the contrary contained in this Section 22P▇▇▇▇▇▇▇▇ ▇▇, Landlord ▇▇▇▇▇▇▇▇ shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if when the damage resulting from any casualty covered under this Section 22 Paragraph 23 occurs during the last twelve (12) months of the Term term of this Lease or any extension hereof. h. Landlord and Tenant hereby waive the provisions of any statutes or court decisions which relate to the abatement or termination of leases when leased property is damaged or destroyed and agree that such event shall be exclusively governed by the terms of this Lease.

Damage or Destruction. 22.1(a) If the Project, Building, or the Premises is damaged by fire or other perils, Landlord shall: (i) In the event of total destruction, at Landlord’s option, (x) as soon as reasonably possible after receipt of all insurance proceeds, approval by local authorities of any and all required final building plans and specifications and issuance of all required building permits and licenses, commence repair, reconstruction and restoration of the Project, Building, or the Premises and prosecute the same diligently to completion, in which event this Lease shall remain in full force, or (y) within the later of (a) the date of final insurance adjustment or (b) ninety (90) days after such damage, elect not to so repair, reconstruct or restore the Project, Building, or the Premises, in which latter event this Lease shall be deemed to have terminated as of the date of such total destruction. In either event, Landlord shall give Tenant written notice of its intention within ninety (90) days after the date of total destruction. (ii) In the event of a partial destruction of the Project or Building or the Project by fire or other perils covered by extended coverage insurance to an extent not exceeding twenty-five percent (25%) of the full insurable value thereofof the Project or Building or the Premises, and provided that (a) if the damage thereto is such that the Building Project, Building, or the Project Premises may be repaired, reconstructed or restored within a period of eight ninety (8) months 90) days from the date of the happening of such casualty casualty, and (b) if Landlord shall receive has received insurance proceeds sufficient to cover the cost of such repairs (except for any deductible amount provided by Landlord’s policyrepairs, which deductible amount, if paid by Landlord, shall constitute an Operating Expense), then Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, Premises and this Lease shall continue in full force (it being understood and effectagreed that Landlord shall not be required to repair, reconstruct, or restore the other portions of the Project unless Tenant’s use of or access to the Premises will be materially affected by Landlord’s election to not repair, reconstruct or restore the damaged portion of the Project). Notwithstanding If (i) such work of repair, reconstruction and restoration shall require a period longer than ninety (90) days after the foregoing, Landlord may not terminate this Lease pursuant to clause date of the casualty or exceeds twenty-five percent (b25%) of this Section 22.1 unless the full insurable value of the Building, (ii) such partial destruction is not insured, or (iii) insurance proceeds will not be sufficient to cover the entire cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.2. In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.1repairs, then Landlord either may elect to so repair, reconstruct or restore and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effect. If or Landlord elects may elect not to repair repair, reconstruct or restore and the Building or the Project, as applicable, then this Lease shall terminate be deemed to have terminated as of the date of such damage or partial destruction. 22.3. Within sixty (60) days following Under any of the date conditions of damage or destructionthis Subparagraph 23(a)(ii), Landlord shall give written notice to Tenant either of its intention within the later of (a) the date of its election not to repair, reconstruct or restore the Building or the Project, as applicable, final insurance adjustment or (b) ninety (90) days after the date of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities partial destruction of the Project, Building, or Premises. 22.4. Upon (b) Except as provided otherwise in this Lease, upon any termination of this Lease under any of the provisions of this Section 22Paragraph 23, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, Landlord except with regard to (a) for items occurring prior to the damage or destruction which have previously accrued and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereofare then unpaid. 22.5. (c) In the event of repair, reconstruction and or restoration by Landlord as provided in this Section 22Paragraph 23, all Rent to be paid by Tenant the rent payable under this Lease shall be abated proportionately based on to the extent degree to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction or restoration only to the extent Landlord receives proceeds from any rent abatement insurance that may be carried by Landlord or business interruption insurance carried by Tenant; provided that there shall be no abatement of rent if such damage is the result of the negligence or intentional wrongdoing of Tenant or its agents, employees, contractors or invitees. Tenant shall not be entitled to any compensation or damages for (i) loss in the use of the whole or any part of the Premises or (ii) any inconvenience or annoyance occasioned by such damage, repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business. 22.6(d) Tenant shall not be released from any of its obligations under this Lease except to the extent and upon the conditions expressly stated in this Paragraph 23. Notwithstanding anything to the contrary contained in this Section 22Paragraph 23, if Landlord is delayed or prevented from repairing or restoring the time required to complete damaged Premises more than one (1) year after the repair, reconstruction and/or restoration occurrence of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of such damage or destructiondestruction by reason of acts of God, then Tenant war, governmental restrictions, inability to procure the necessary labor or materials, or other cause beyond the control of Landlord, Landlord, at its option, may terminate this Lease, whereupon Landlord shall be relieved of its obligation to make such repairs or restoration and Tenant shall be released from its obligations under this Lease by written notice of termination given no later than sixty (60) days after Landlord notifies Tenant as to how much time will be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities end of the Projectone- year period. 22.7. (e) If Landlord is obligated to or elects to repair, reconstruct repair or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction repair or restoration only with regard to of those portions of the Premises, the Building or the Project that Premises which were originally provided at Landlord’s expense. The repair, reconstruction or and the repair and restoration of improvements items not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration of the Premises, the Building and the Project. 22.8. (f) Notwithstanding anything to the contrary contained in this Section 22P▇▇▇▇▇▇▇▇ ▇▇, Landlord ▇▇▇▇▇▇▇▇ shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if when the damage resulting from any casualty covered under this Section 22 Paragraph 23 occurs during the last twelve (12) months of the Term Term. In the event Landlord elects not to repair any such damage or destruction occurring during the last twelve (12) months of the Term, then this Lease and the parties’ respective obligations hereunder (other than those that by their nature survive Lease termination) shall terminate. (g) The provisions of Civil Code Section 1932, Subsection 2, and Section 1933, Subsection 4, which permit termination of a lease upon destruction of the leased premises, are hereby waived by Tenant, and the provisions of this Lease shall govern in case of such destruction. Except as provided otherwise in this Lease, Tenant shall not be released from any of its obligations under this Lease, the rent and other expenses payable by Tenant under this Lease shall not a▇▇▇▇, and Landlord shall have no liability to Tenant for any damage or destruction to the Premises or the Building or any extension hereofinconvenience or injury to Tenant by reason of any maintenance, repairs, alterations, decoration, additions or improvements to the Premises, Building, or Project.

Damage or Destruction. 22.1..11.1. In If, during the event of a partial destruction term, the Premises are totally or partially destroyed, or any other portion of the Building or the Project by fire or other perils covered by extended coverage insurance not exceeding twenty-five percent (25%) of the full insurable value thereof, and provided is damaged in such a way that (a) the damage thereto is such that the Building or the Project may be repaired, reconstructed or restored within a period of eight (8) months from the date of the happening of such casualty and (b) Landlord shall receive insurance proceeds sufficient to cover the cost of such repairs (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense), Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.2. In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effect. If Landlord elects not to repair the Building or the Project, as applicable, then this Lease shall terminate as of the date of such damage or destruction. 22.3. Within sixty (60) days following the date of damage or destruction, Landlord shall give written notice to Tenant either (a) of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.4. Upon any termination of this Lease under any of the provisions of this Section 22, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.5. In the event of repair, reconstruction and restoration as provided in this Section 22, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Premises is impaired during the period of such repairmaterially interfered with, reconstruction or restoration, unless Landlord provides Tenant with (other space during the period of repair that, in Tenant’s reasonable opinion, is suitable for the temporary conduct than as a result of Tenant’s business. 22.6. Notwithstanding anything willful misconduct), from a risk which is wholly covered by insurance proceeds made available to Landlord for such purpose, Landlord shall proceed with reasonable diligence to repair the contrary contained damage or destruction and this Lease shall not be terminated; provided, however, that if in this Section 22, if the time required to complete opinion of Landlord’s architect or contractor the repair, reconstruction and/or restoration work of the Premises and the parking facilities of the Project exceeds eight repair cannot be completed in ninety (8) months from the date of 90) days following such damage or destruction, then Landlord or Tenant may at their election terminate this Lease by written notice of termination given no later than sixty to the other within thirty (6030) days after Landlord notifies Tenant following the event or such longer period as may reasonably be necessary to how much time will be required to complete obtain information from its architect or contractor. ..11.2. If, during the repairterm, reconstruction and/or restoration the Premises are totally or partially destroyed, or any other portion of the Building is damaged in such a way that Tenant’s use of the Premises and is materially interfered with, from a risk which is not wholly covered by insurance proceeds made available to Landlord for repair or reconstruction, Landlord may, at its election, with notice to Tenant given within thirty (30) days following the parking facilities of event or such longer period as may reasonably be necessary for Landlord to obtain information from its architect or contractor, either restore the ProjectPremises or terminate this Lease. 22.7..11.3. If Landlord is obligated to In case of destruction or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction or restoration only damage which materially interferes with regard to those portions ▇▇▇▇▇▇’s use of the Premises, the Building or the Project that were originally provided at Landlord’s expense. The repairif this Lease is not terminated as above provided, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense rent shall be abated during the obligation period required for the work of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, repair based upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration degree of interference with ▇▇▇▇▇▇’s use of the Premises. Except for abatement of rent, the Building and the Project. 22.8. Notwithstanding anything Tenant shall have no claim against Landlord for any loss suffered by Tenant due to the contrary contained in this Section 22, Landlord shall not have any obligation whatsoever to repair, reconstruct damage or restore destruction of the Premises if the damage resulting from any casualty covered under this Section 22 occurs during the last twelve (12) months of the Term or any extension hereofwork of repair undertaken as herein provided.

Damage or Destruction. 22.123.1. In the event of a partial destruction of the Building or the Project Premises by fire or other perils covered by extended coverage insurance not exceeding twenty-five percent (25%) of the full insurable value thereof, and provided that (a) the damage thereto is such that the Building or the Project Premises may be repaired, reconstructed or restored within a period of eight twelve (8) 12) months from the date of the happening of such casualty and casualty, (b) Landlord shall receive insurance proceeds from its insurer or Lender sufficient to cover the cost of such repairs repairs, reconstruction and restoration (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense)Insurance Cost, (c) the repair, reconstruction or restoration of the damage or destruction is permitted by all applicable Loan Documents or otherwise consented to by any and all Lenders whose consent is required thereunder and (d) such casualty was not intentionally caused by a Tenant Party, then Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicablePremises, and this Lease shall continue in full force and effect. Notwithstanding In the foregoingevent of any damage or destruction (regardless of whether such damage is governed by Section 23.1 or this Article 23), Landlord may if (a) the damage and destruction occurs within the last twenty-four (24) months of the then-current Term, and in Landlord’s determination as set forth in the Damage Repair Estimate (as defined below), the Affected Areas cannot terminate this Lease pursuant to clause be repaired, reconstructed or restored within twelve (12) months after the date of such casualty, or (b) the damage and destruction occurs within the last twelve (12) months of the then-current Term, then Tenant shall have the right to terminate this Section 22.1 unless Lease, effective as of the cost date of such repairs in excess damage or destruction, by delivering to Landlord its written notice of any deductible amount and any available insurance proceeds termination (a “Termination Notice”) no later than fifteen (15) days after Landlord delivers to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000)Tenant Landlord’s Damage Repair Estimate. 22.223.2. In the event of any damage to or destruction of the Building or the Project Premises other than as described in Section 22.123.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicablePremises, in which case this Lease shall continue in full force and effect. If Landlord elects not to repair repair, reconstruct and restore the Building or the Project, as applicablePremises, then this Lease shall terminate as of the date of such damage or destruction. 22.3. Within As soon as reasonably practicable, but in any event within sixty (60) days following the date of damage or destruction, Landlord shall notify Tenant of Landlord’s good faith estimate of the period of time in which the repairs, reconstruction and restoration will be completed (the “Damage Repair Estimate”), which estimate shall be based upon the opinion of a contractor reasonably selected by Landlord and experienced in comparable repair, reconstruction and restoration of similar buildings. Additionally, Landlord shall give written notice to Tenant either within sixty (a60) days following the date of damage or destruction of its election not to repair, reconstruct or restore the Building or the Project, as applicable, . 23.3. Landlord shall give written notice to Tenant within sixty (60) days following the date of damage or (b) destruction of the amount of time reasonably anticipated its election not to be required to complete the repair, reconstruction and/or restoration of reconstruct or restore the Premises and the parking facilities of the ProjectPremises. 22.423.4. Upon any termination of this Lease under any of the provisions of this Section 22Article, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.523.5. In the event of repair, reconstruction and restoration as provided in this Section 22Article, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair repair, reconstruction and restoration that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business; provided, however, that the amount of such abatement shall be reduced by the amount of Rent that is received by Tenant as part of the business interruption or loss of rental income with respect to the Premises from the proceeds of business interruption or loss of rental income insurance. 22.623.6. Notwithstanding anything to the contrary contained in this Section 22Article, if the time (a) Landlord shall not be required to complete repair, reconstruct or restore any damage or destruction to the extent that Landlord is prohibited from doing so by any applicable Loan Document or any Lender whose consent is required thereunder withholds its consent, and (b) should Landlord be delayed or prevented from completing the repair, reconstruction and/or or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destructiondestruction to the Premises after the occurrence of such damage or destruction by Force Majeure (as defined below) or delays caused by a Lender or Tenant Party, then Tenant may terminate this Lease by written notice of termination given no later than sixty (60) days after the time for Landlord notifies Tenant as to how much time will be required to commence or complete the repairrepairs, reconstruction and/or and restoration shall be extended on a day-for-day basis; provided, however, that, at Landlord’s election, Landlord shall be relieved of the Premises its obligation to make such repairs, reconstruction and the parking facilities of the Projectrestoration. 22.723.7. If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repairrepairs, reconstruction or restoration only with regard to those portions of the Premises, the Building or the Project Premises that were originally provided at Landlord’s expense. The repairrepairs, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from Landlord’s building standards (the “Building Standard”), Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repairrepairs, reconstruction and restoration of the Premises, the Building and the Project. 22.823.8. Notwithstanding anything to the contrary contained in this Section 22Article, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 Article occurs during the last twelve twenty-four (1224) months of the Term or any extension hereofthereof, or to the extent that insurance proceeds are not available therefor. 23.9. Landlord’s obligation, should it elect or be obligated to repair, reconstruct or restore, shall be limited to the Premises, and shall be conditioned upon Landlord receiving any permits or authorizations required by Applicable Laws. Tenant shall, at its expense, replace or fully repair all of Tenant’s personal property and any Alterations installed by Tenant existing at the time of such damage or destruction. If the Premises are to be repaired, reconstructed or restored in accordance with the foregoing, Landlord shall make available to Tenant any portion of insurance proceeds it receives that are allocable to the Alterations constructed by Tenant pursuant to this Lease; provided Tenant is not then in default under this Lease, and subject to the requirements of any Lender of Landlord. 23.10. This Article sets forth the terms and conditions upon which this Lease may terminate in the event of any damage or destruction. Accordingly, the parties hereby waive the provisions of any Applicable Laws (and any successor statutes) permitting the parties to terminate this Lease as a result of any damage or destruction. Tenant waives the benefit of New Jersey Revised Statutes, Title 46, Chapter 8, Sections 6 and 7, and agrees that Tenant will not be relieved of its obligation to pay Rent in case of any damage or destruction described in this Article, except as may be expressly provided in this Article.

Damage or Destruction. 22.1. 17.1 The LESSOR and the LESSEE, respectively, shall be liable for damages to the Leased Property caused by their own fault or negligence, or that of their representatives, employees or visitors. 17.2 In the event of a partial destruction the LESSEE is hindered, whether completely or partially, with regards to the use of the Building Leased Property due to damages caused by fire, Act of God or Force Majeure, or due to any other cause that leads to the Project by fire or other perils covered by extended coverage insurance not exceeding twenty-five percent (25%) hindrance of its business operations, the rent shall be reduced in proportion to the part of the full insurable value thereofLeased Property where use is hindered. If the LESSEE was hindered from using the Leased Property in its entirety, the rent shall not be paid during such period in which the LESSOR Improvements may not be used. In such case, and provided that (a) the damage thereto is such that the Building or the Project may be repaired, reconstructed or restored within a period of 20 days following the catastrophe, the LESSOR shall swiftly proceed, at its expense, and with funds coming from the insurance stated in clause eight (8) months from hereinbefore, to begin repairs, restoration or reconstruction of said LESSOR Improvements to the date extent it is deemed necessary to provide the LESSEE with a property of equal quality, design, materials and construction than the one existing prior to the occurrence of damages, within a period that shall be agreed upon by both parties, and which should not exceed a period of three (3) months. 17.3 Notwithstanding the aforementioned, in the event such damages or destruction are total, or exceed 75% of the happening of such casualty and (b) Landlord shall receive insurance proceeds sufficient to cover the cost of such repairs (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense), Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration total insurable value of the Building or the Project, as applicableLESSOR Improvements, and this Lease shall continue in full force the LESSOR and effect. Notwithstanding LESSEE determine, within a period of ten (10) days following the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.2. In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effect. If Landlord elects not to repair the Building or the Project, as applicable, then this Lease shall terminate as of the date of such damage or destruction. 22.3. Within sixty , that the repairs, restoration or reconstruction may not be performed within a period of ninety (6090) days following the damage or destruction, then the LESSEE shall have the right in any of these causes, and at its choice, to terminate this agreement through written notice furnished to the LESSOR within thirty (30) days following the date of damage or destruction, Landlord shall give written notice to Tenant either (a) of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.4. Upon any termination of this Lease under any of the provisions of this Section 22, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except damages with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.5no responsibility whatsoever. In the event this agreement is terminated according to the provisions stated in this clause, the rent payable by the LESSEE in compliance with this agreement shall no longer be demandable in its entirety on the date of repairdamages or destruction, reconstruction and restoration the LESSOR shall reimburse LESSEE with any amount received as advance payment for rent or guarantee deposit. 17.4 The percentage of the insurable value referred to in the preceding paragraph shall be determined by an insurance adjuster and the insurance company with which the insurance provided in this Section 22, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business. 22.6. Notwithstanding anything to the contrary contained in this Section 22, if the time required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project exceeds clause eight (8) months from the date of damage or destruction, then Tenant may terminate this Lease by written notice of termination given no later than sixty (60) days after Landlord notifies Tenant as to how much time will be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Projecthereof was contracted. 22.7. 17.5 If Landlord is obligated all obstacles to or elects use the LESSOR Improvements are imputable to repairthe LESSEE, reconstruct or restore as herein providedits representatives, then Landlord shall be obligated to make such repairemployees, reconstruction or restoration only with regard to those portions of the Premisesand visitors, the Building or LESSEE shall continue to pay the Project that rent as if it were originally provided at Landlord’s expense. The repair, reconstruction or restoration still making use of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration of the Premises, the Building and the Projectsaid shell. 22.8. Notwithstanding anything to the contrary contained in this Section 22, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 occurs during the last twelve (12) months of the Term or any extension hereof.

Damage or Destruction. 22.1(a) The damage, destruction or partial destruction of any building or other improvement on the Premises shall not release Tenant from any obligation under this Lease. In the event of a partial destruction of the Building such damage or the Project by fire or other perils covered by extended coverage insurance not exceeding twenty-five percent (25%) of the full insurable value thereofdestruction, Tenant shall, at its own cost and provided that (a) the damage thereto is such that the Building or the Project may be repairedexpense, reconstructed or restored within a period of eight (8) months from the date of the happening of such casualty and (b) Landlord shall receive insurance proceeds sufficient to cover the cost of such repairs (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense), Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.2. In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.1, Landlord may elect to repair, reconstruct promptly repair and restore the Building same to a condition as good or better than that which existed prior to the Project, as applicable, in which case this Lease shall continue in full force and effect. If Landlord elects not to repair the Building or the Project, as applicable, then this Lease shall terminate as of the date of such damage or destruction. 22.3. Within sixty (60) days following the date of damage or destruction, Landlord shall give written notice to Tenant either (a) of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) If, at any time during the last five (5) years of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.4. Upon any termination remaining term of this Lease under any of the provisions of this Section 22Lease, the parties leased Premises shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlordsubstantially damaged or destroyed, except with regard to in whole or in part (a) items occurring prior to the which shall mean damage or destruction and in an amount equivalent to fifty (b50%) provisions percent or more of this Lease thatthe then actual replacement value thereof, by their express termsbut without deducting physical depreciation, survive the expiration or earlier termination hereof. 22.5. In the event of repair, reconstruction and restoration as provided in this Section 22, all Rent to be paid by Tenant under this Lease a lesser extent if such a portion thereof shall be abated proportionately based on the extent damaged or destroyed so as to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction make it imprudent or restoration, unless Landlord provides Tenant with other space during the period of repair thatunreasonable, in Tenant’s reasonable opinion, is suitable to use the remaining portion for the temporary conduct of Tenant’s business. 22.6. Notwithstanding anything to the contrary contained in this Section 22, if the time required to complete the repair, reconstruction and/or restoration operations of the Premises type and the parking facilities of the Project exceeds eight (8) months from the date of class immediately preceding such damage or destruction), then by fire, collision by aircraft, act of God or other cause beyond the reasonable control of the Tenant, and whether or not insured, in whole or in part against any such cause, the Tenant may may, at its option, terminate this Lease by written notice of termination given no later than within sixty (60) days after Landlord notifies Tenant as to how much the extent of such damage or destruction has been determined by serving upon the Landlord, at any time will be required to complete the repairwithin said sixty (60) day period, reconstruction and/or restoration a ten (10) day written notice of the Premises and the parking facilities Tenant’s election to so terminate, without any liability of the Project. 22.7. If Landlord is obligated Tenant to the Landlord, except for the payment of rent, if any, accrued to the date of such termination and full performance, at Tenant’s sole cost and expense, of the work of demolition or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction or restoration only with regard to those removal of the remaining portions of the buildings, structures or other improvements so damaged or destroyed and removal of all debris from the leased Premises, the Building or the Project that were originally provided at Landlord’s expense. The repair, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except this Lease shall be terminated pursuant to the extent that excess provisions of this paragraph, the insurance proceeds, if receivedany, are adequate recovered on account of such damage or destruction under insurance policies shall be paid to provide such upgradesthe Landlord and retained by the Tenant, in addition to providing as the case may be, after paying or reimbursing Tenant for basic repair, reconstruction and restoration the demolition or removal of the Premisesremaining portion of the buildings, the Building structures or other improvements so damaged or destroyed and the Project. 22.8. Notwithstanding anything removal of all debris from the leased Premises as follows: the Tenant shall pay to the contrary contained Landlord such proportion thereof as the number of full lease years immediately preceding the Lease year in this Section 22which such damage or destruction shall occur bears to eighty- five (85) years, Landlord and the balance of any such remaining proceeds shall not have any obligation whatsoever to repair, reconstruct or restore be retained by the Premises if the damage resulting from any casualty covered under this Section 22 occurs during the last twelve (12) months of the Term or any extension hereofTenant.

Damage or Destruction. 22.124.1. In the event of a partial destruction of (a) the Premises or (b) Common Areas of the Building or the Project ((a) and (b) together, the “Affected Areas”) by fire or other perils covered by extended coverage insurance not exceeding twenty-five percent (25%) of the full insurable value thereof, and provided that (ax) the damage thereto is such that the Building or the Project Affected Areas may be repaired, reconstructed or restored within a period of eight six (8) 6) months from the date of the happening of such casualty and casualty, (by) Landlord shall receive insurance proceeds sufficient to cover the cost of such repairs repairs, reconstruction and restoration (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense)) and (z) such casualty was not intentionally caused by a Tenant Party, then Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, Affected Areas and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.224.2. In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.124.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effect. If Landlord elects not to repair repair, reconstruct and restore the Building or the Project, as applicable, then this Lease shall terminate as of the date of such damage or destruction. 22.324.3. Within Landlord shall give written notice to Tenant within sixty (60) days following the date of damage or destruction, Landlord shall give written notice to Tenant either (a) destruction of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.424.4. Upon any termination of this Lease under any of the provisions of this Section 22Article, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.524.5. In the event of repair, reconstruction and restoration as provided in this Section 22Article, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair repair, reconstruction and restoration that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business; provided, however, that the amount of such abatement shall be reduced by the proceeds of business interruption or loss of rental income insurance actually received by Tenant with respect to the Premises. 22.624.6. Notwithstanding anything to the contrary contained in this Section 22Article, if the time required to complete should Landlord be delayed or prevented from completing the repair, reconstruction and/or or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destruction, then Tenant may terminate this Lease destruction to the Premises after the occurrence of such damage or destruction by written notice of termination given no later than sixty Force Majeure (60) days after Landlord notifies Tenant as provided that the casualty giving rise to how much time will be required to complete the need for repair, reconstruction and/or or restoration shall not, in and of itself, constitute Force Majeure) or delays caused by a Tenant Party, then the Premises time for Landlord to commence or complete repairs, reconstruction and the parking facilities restoration shall be extended on a day-for-day basis; provided, however, that, at Landlord’s election, Landlord shall be relieved of the Projectits obligation to make such repairs, reconstruction and restoration. 22.724.7. If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repairrepairs, reconstruction or restoration only with regard to (a) those portions of the Premises, the Building or the Project Premises that were originally provided at Landlord’s expense. expense and (b) the Common Area portion of the Affected Areas, and Landlord shall diligently pursue and complete all such repairs, reconstruction or restoration within one hundred eighty (180) days following the commencement thereof; provided, however, if such completion cannot reasonably be achieved within said one hundred eighty (180) day period, then Landlord shall have such additional time as is reasonably necessary to complete such work of repair, reconstruction or restoration, as long as Landlord is diligently pursuing completion of the same.. The repairrepairs, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration of the Premises, the Building and the Project. 22.824.8. Notwithstanding anything to the contrary contained in this Section 22Article, either party shall have the right to terminate this Lease, and Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises Premises, if the damage resulting from any casualty covered under this Section 22 Article occurs during the last twelve (12) months of the Term or any extension hereofthereof. 24.9. Landlord’s obligation, should it elect or be obligated to repair, reconstruct or restore, shall be limited to the Affected Areas. Tenant shall, at its expense, replace or fully repair all of Tenant’s personal property and any Alterations installed by Tenant existing at the time of such damage or destruction. If Affected Areas are to be repaired, reconstructed or restored in accordance with the foregoing, Landlord shall make available to Tenant any portion of insurance proceeds it receives that are allocable to the Alterations constructed by Tenant pursuant to this Lease, provided that Tenant is not then in default under this Lease beyond applicable notice and cure periods.

Damage or Destruction. 22.1. In the event of 22.1 Upon a partial destruction of the Building or the Project by fire or other perils covered by extended coverage insurance insurance, not exceeding twenty-five percent (25%) of the full insurable value replacement cost thereof, and provided that (a) if the damage thereto is such that the Building or the Project building may be repaired, reconstructed or restored within a period of eight six (8) 6) months from the date of the happening of such casualty and (b) provided Landlord shall receive receives insurance proceeds sufficient to cover the cost of such repairs (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense)repairs, Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.2. In the event of 22.2 Upon any damage to or destruction of the Building or the Project Building, other than as described provided in Section 22.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicableBuilding, in which case this Lease shall continue in full force and effect. If Landlord elects not to repair the Building or the Project, as applicable, then this Lease shall terminate as of the date of such damage or destruction. 22.3. Within sixty (60) days following the date of damage or destruction, 22.3 Landlord shall give written notice to Tenant either (a) of its election not to repair, reconstruct or restore the Building within the 60 day period following the date of damage or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Projectdestruction. 22.4. 22.4 Upon any termination of this Lease under any of the provisions of this Section 22the Article, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to Landlord except for items which have theretofore occurred or any obligations which specifically survive the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions termination of this Lease that, by their express terms, survive the expiration or earlier termination hereofas provided in this Lease. 22.5. In the event of 22.5 During any repair, reconstruction and restoration as herein provided, the rental provided in this Section 22, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s 's use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair thatrepair, which in Tenant’s 's reasonable opinion, opinion is suitable for the temporary conduct of Tenant’s 's business. 22.6. 22.6 Notwithstanding anything to the contrary contained in this Section Article 22, if should Landlord be delayed or prevented from completing the time required to complete the repair, reconstruction and/or repair or restoration of the damage to the Premises after the occurrence of such damage or destruction by reason of acts of God, war, governmental restrictions, inability to procure the necessary labor or materials, strikes, or other causes beyond the control of Landlord, the time for Landlord to commence or complete repairs shall be extended, provided, at the election of Landlord, Landlord shall be relieved of its obligation to make such repairs or restoration and the parking facilities Tenant shall be released from its obligation under this Lease as of the Project exceeds end of eight (8) months from the date of damage or destruction, then Tenant may terminate this Lease by written notice of termination given no later than sixty (60) days after Landlord notifies Tenant as to how much time will be if repairs required to complete the repair, reconstruction and/or restoration provide Tenant use of the Premises and the parking facilities of the Projectare not then substantially complete. 22.7. 22.7 If Landlord is obligated to or elects to repair, reconstruct repair or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction repairs or restoration only with regard to of those portions of the Premises, building and the Building or the Project that Premises which were originally provided at Landlord’s 's expense. The repair, reconstruction or ; the repair and restoration of improvements items not originally provided by Landlord or at Landlord’s 's expense shall be the obligation of Tenant. In the event If Tenant has elected to upgrade certain improvements from the Building Standardstandard normally provided by Landlord, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, standard Landlord improvements unless Tenant shall elect to again elects to upgrade such improvements and pay any incremental costs related theretoadditional cost of such upgrades, except to the such extent that excess as insurance proceedsproceeds which, if received, the excess proceeds are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration of the Premises, the Building and the Projectstandard improvements. 22.8. 22.8 Notwithstanding anything to the contrary contained in this Section 22Article, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if when the damage resulting from any casualty covered under this Section 22 Article occurs during the last twelve (12) 24 months of the Term Term, or any extension hereofto the extent insurance proceeds are not available therefore.

Damage or Destruction. 22.125.1. In the event of a partial destruction of the Building or the Project by fire or other perils covered by extended coverage insurance not exceeding twenty-five percent (25%) of the full insurable value thereof, and provided that (a) the damage thereto is such that the Building or the Project may be repaired, reconstructed or restored within a period of eight twelve (8) 12) months from the date of the happening of such casualty and (b) Landlord shall receive insurance proceeds sufficient to cover the cost of such repairs (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating ExpenseExpense if the date of destruction is after the Term Commencement Date), Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.225.2. In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.125.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effect. If Landlord elects not to repair the Building or the Project, as applicable, then this Lease shall terminate as of the date of such damage or destruction. In the event Landlord elects to terminate this Lease, Tenant shall have the right within thirty (30) days of receipt of Landlord’s notice of termination to (a) notify Landlord that Tenant elects to repair the Premises (except the Building’s shell and core, which Landlord shall repair) and (b) demonstrate to Landlord’s satisfaction that Tenant has (i) sufficient financial resources reasonably dedicated to pay its share of the cost of repair and (ii) the expertise and experience to ensure the repairs will occur in a manner and result in Premises satisfactory to Landlord, in which event this Lease shall continue in full force and effect; provided, however, that (x) Tenant may only make such repairs if Tenant agrees to lease the entire Building for a minimum of five (5) years following completion of such repairs, on terms mutually agreeable to Landlord and Tenant, (y) Tenant shall have no right to terminate the Lease thereafter related to such damage or destruction and (z) Tenant’s right to make such repairs shall be subject to the rights of any Lender of Landlord. Tenant shall proceed to make such repairs in a manner reasonably acceptable to Landlord and at Tenant’s sole cost and expense, and subject to such conditions as Landlord may reasonably impose, except that Landlord shall pay over and assign to Tenant all insurance proceeds with respect to such damage and restoration, subject to the rights of any Lenders of Landlord. 22.325.3. Within Landlord shall give written notice to Tenant within sixty (60) days following the date of damage or destruction, Landlord shall give written notice destruction of the estimated time to Tenant either repair the Premises (a“Repair Notice”) of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.425.4. Upon any termination of this Lease under any of the provisions of this Section 22Article 25, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.525.5. In the event of repair, reconstruction and restoration as provided in this Section 22Article 25, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business; provided, however, that the amount of such abatement shall be reduced by the proceeds of lost rental income insurance actually received by Tenant with respect to the Premises. 22.625.6. Notwithstanding anything to the contrary contained in this Section 22Article 25, if the time required to complete should Landlord be delayed or prevented from completing the repair, reconstruction and/or or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destructiondestruction to the Premises after the occurrence of such damage or destruction by Force Majeure, then Tenant may terminate this Lease by written notice the time for Landlord to commence or complete repairs shall be extended on a day-for-day basis; provided, however, that, at Landlord’s election, Landlord shall be relieved of termination given no later than sixty (60) days after Landlord notifies Tenant as its obligation to how much time will be required to complete the make such repair, reconstruction and/or restoration of the Premises and the parking facilities of the Projector restoration. 22.725.7. If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction or restoration only with regard to those portions of the Premises, the Building Premises or the Project that were originally provided at Landlord’s expenseexpense (including the Tenant Improvements). The After the Term Commencement Date, the repair, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration of the Premises, the Building Premises and the Project. 22.825.8. Notwithstanding anything to the contrary contained in this Section 22Article 25, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 Article 25 occurs during the last twenty-four (24) months of the Term or any extension hereof, or to the extent that insurance proceeds are not available therefor. 25.9. Landlord’s obligation, should it elect or be obligated to repair or rebuild, shall be limited to the Property and the Building; provided that Tenant shall, at its expense, replace or fully repair all of Tenant’s personal property and any Alterations installed by Tenant existing at the time of such damage or destruction. If the Property or the Building is to be repaired in accordance with the foregoing, Landlord shall make available to Tenant any portion of insurance proceeds it receives that are allocable to the Alterations constructed by Tenant pursuant to this Lease; provided Tenant is not then in default (other than as a result of a change in control that constitutes a default under Section 30.1) under this Lease (and provided that, if Tenant cures such default within the cure period (if any) permitted under this Lease, Landlord shall no longer be permitted to withhold such proceeds from Tenant), and subject to the requirements of any Lender of Landlord. 25.10. Notwithstanding the foregoing, Tenant may terminate this Lease upon thirty (30) days’ prior written notice (which notice shall be delivered to Landlord, if at all, no later than fifteen (15) days after Landlord delivers the Repair Notice to Tenant) if Landlord is required to or elects to perform such repair or restoration and either (a) the Repair Period exceeds twelve (12) months (as the same may be extended due to a Tenant-caused delay or Force Majeure) or (b) the damage or destruction occurs within the last twelve (12) months of the Term. 25.11. Notwithstanding anything to the contrary set forth in this Section 25, in the event of a casualty occurring prior to the Term Commencement Date, (a) any costs or expenses incurred in connection with repairing any extension hereofdamage or restoring the Property and Premises as a result of such casualty shall not be included in TI Costs or Excess TI Costs and (b) Tenant shall not have any responsibility to restore the Premises or Property.

Damage or Destruction. 22.1. 24.1 In the event of a partial destruction of (a) the Building Premises, (b) the Building, (c) the Common Area or (d) the Project ((a)-(d) collectively, the “Affected Areas”) by fire or other perils covered by extended coverage insurance not exceeding twenty-five percent (25%) of the full insurable value thereof, and provided that (av) the damage thereto is such that the Building or the Project Affected Areas may be repaired, reconstructed or restored within a period of eight six (8) 6) months from the date of the happening of such casualty and casualty, (bw) Landlord shall receive insurance proceeds from its insurer or Lender sufficient to cover the cost of such repairs repairs, reconstruction and restoration (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense), (x) the repair, reconstruction or restoration of the Affected Areas is permitted by all applicable Loan Documents or otherwise consented to by any and all Lenders whose consent is required thereunder or consented to by Ground Lessor, (y) the Ground Lease is not terminated as a result of such casualty, and (z) such casualty was not intentionally caused by a Tenant Party, then Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, Affected Areas and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.2. 24.2 In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.124.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effect. If Landlord elects not to repair repair, reconstruct and restore the Building or the Project, as applicable, then this Lease shall terminate as of the date of such damage or destruction. In the event of any damage or destruction (regardless of whether such damage is governed by Section 24.1 or this Section), if (a) in Landlord’s determination as set forth in the Damage Repair Estimate (as defined below), the Affected Areas cannot be repaired, reconstructed or restored within twelve (12) months after the date of the Damage Repair Estimate, (b) subject to Section 24.6, the Affected Areas are not actually repaired, reconstructed and restored within eighteen (18) months after the date of the Damage Repair Estimate, or (c) the damage and destruction occurs within the last twelve (12) months of the then-current Term, then Tenant shall have the right to terminate this Lease, effective as of the date of such damage or destruction, by delivering to Landlord its written notice of termination (a “Termination Notice”) (y) with respect to Subsections 24.2(a) and (c), no later than fifteen (15) days after Landlord delivers to Tenant Landlord’s Damage Repair Estimate and (z) with respect to Subsection 24.2(b), no later than fifteen (15) days after such eighteen (18) month period (as the same may be extended pursuant to Section 24.6) expires. If Tenant provides Landlord with a Termination Notice pursuant to Subsection 24.2(z), Landlord shall have an additional thirty (30) days after receipt of such Termination Notice to complete the repair, reconstruction and restoration. If Landlord does not complete such repair, reconstruction and restoration within such thirty (30) day period, then Tenant may terminate this Lease by giving Landlord written notice within two (2) business days after the expiration of such thirty (30) day period. If Landlord does complete such repair, reconstruction and restoration within such thirty (30) day period, then this Lease shall continue in full force and effect. 22.3. Within 24.3 As soon as reasonably practicable, but in any event within sixty (60) days following the date of damage or destruction, Landlord shall notify Tenant of Landlord’s good faith estimate of the period of time in which the repairs, reconstruction and restoration will be completed (the “Damage Repair Estimate”), which estimate shall be based upon the opinion of a contractor reasonably selected by Landlord and experienced in comparable repair, reconstruction and restoration of similar buildings. Additionally, Landlord shall give written notice to Tenant either within sixty (a60) days following the date of damage or destruction of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.4. 24.4 Upon any termination of this Lease under any of the provisions of this Section 22Article, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.5. 24.5 In the event of repair, reconstruction and restoration as provided in this Section 22Article, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant▇▇▇▇▇▇’s use of the Premises is impaired during the period commencing on the date of the damage or destruction and continuing until the completion of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair repair, reconstruction and restoration that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant▇▇▇▇▇▇’s business; provided, however, that the amount of such abatement shall be reduced by the amount of Rent that is received by Tenant as part of the business interruption or loss of rental income with respect to the Premises from the proceeds of business interruption or loss of rental income insurance. 22.6. 24.6 Notwithstanding anything to the contrary contained in this Section 22Article, if the time (a) Landlord shall not be required to complete repair, reconstruct or restore any damage or destruction to the extent that Landlord is prohibited from doing so by the Ground Lease or any applicable Loan Document or because Ground Lessor or any Lender whose consent is required withholds its consent, and (b) should Landlord be delayed or prevented from completing the repair, reconstruction and/or or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destructiondestruction to the Premises after the occurrence of such damage or destruction by Force Majeure (as defined below) or delays caused by a Lender or Tenant Party, then Tenant may terminate this Lease by written notice of termination given no later than sixty (60) days after the time for Landlord notifies Tenant as to how much time will be required to commence or complete the repairrepairs, reconstruction and/or and restoration shall be extended on a day-for-day basis; provided, however, that, at Landlord’s election, Landlord shall be relieved of the Premises its obligation to make such repairs, reconstruction and the parking facilities of the Projectrestoration. 22.7. 24.7 If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repairrepairs, reconstruction or restoration only with regard to (a) those portions of the Premises, the Building or the Project Premises that were originally provided at Landlord’s expenseexpense and (b) the Common Area portion of the Affected Areas. The repairrepairs, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant ▇▇▇▇▇▇ has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repairrepairs, reconstruction and restoration of the Premises, the Building and the Project. 22.8. 24.8 Notwithstanding anything to the contrary contained in this Section 22Article, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 Article occurs (a) during the thirteenth (13th) through the twenty-fourth (24th) months prior to the expiration of the Term and the Damage Repair Estimate indicates that more than six (6) months will be required for such repair, reconstruction or restoration, (b) during the last twelve (12) months of the Term or (c) to the extent that insurance proceeds are not available therefor. 24.9 Landlord’s obligation, should it elect or be obligated to repair, reconstruct or restore, shall be limited to the Affected Areas, and shall be conditioned upon Landlord receiving any extension hereofpermits or authorizations required by Applicable Laws or the Ground Lease. Tenant shall, at its expense, replace or fully repair all of Tenant’s personal property and any Alterations installed by Tenant existing at the time of such damage or destruction. If Affected Areas are to be repaired, reconstructed or restored in accordance with the foregoing, Landlord shall make available to Tenant any portion of insurance proceeds it receives that are allocable to the Alterations constructed by Tenant pursuant to this Lease; provided Tenant is not then in default under this Lease, and subject to the requirements of the Ground Lessor and any Lender of Landlord. 24.10 This Article sets forth the terms and conditions upon which this Lease may terminate in the event of any damage or destruction. Accordingly, the parties hereby waive the provisions of California Civil Code Sections 1932(2) and 1933(4) (and any successor statutes) permitting the parties to terminate this Lease as a result of any damage or destruction.

Damage or Destruction. 22.124.1. In the event of a partial destruction of (a) the Premises or (b) Common Area of the Building or the Project ((a) and (b) together, the “Affected Areas”) by fire or other perils covered by extended coverage special form insurance not exceeding twenty-five percent (25%) of the full insurable value thereof, and provided that (ax) the damage thereto is such that the Building or the Project Affected Areas may be repaired, reconstructed or restored within a period of eight twelve (8) 12) months from the date of the happening of such casualty and casualty, (by) Landlord shall receive insurance proceeds sufficient to cover the cost of such repairs repairs, reconstruction and restoration (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense)) and (z) such casualty was not intentionally caused by a Tenant Party, then Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, Affected Areas and this Lease shall continue in full force and effect. Notwithstanding To the foregoingextent reasonably practicable, Landlord may not terminate this Lease pursuant to clause shall commence the work or repair, reconstruction and restoration of the Affected Areas within two (b2) months after the date of the Damage Repair Estimate (as defined below); provided that, for purposes of this Section 22.1 unless Section, preparing requests for proposals, obtaining estimates or signing contracts with designers or contractors shall constitute commencement of the cost work or repair, reconstruction and restoration of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000)Affected Areas. 22.224.2. In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.124.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effect. If Landlord elects not to repair repair, reconstruct and restore the Building or the Project, as applicable, then this Lease shall terminate as of the date of such damage or destruction. In the event of any damage or destruction (regardless of whether such damage is governed by Section 24.1 or this Section), if (a) in Landlord’s determination as set forth in the Damage Repair Estimate (as defined below), the Affected Areas cannot be repaired, reconstructed or restored within twelve (12) months after the date of the Damage Repair Estimate, or (b) the Affected Areas are not actually repaired, reconstructed and restored within the longer of (i) twelve (12) months after the Damage Repair Estimate or (ii) the period estimated for repair, reconstruction or restoration as set forth in the Damage Repair Estimate, then Tenant shall have the right to terminate this Lease by delivering written notice thereof (the “Casualty Termination Notice”) (y) with respect to Subsection 24.2(a), no later than fifteen (15) days after Landlord delivers to Tenant the Damage Repair Estimate, and (z) with respect to Subsection 24.2(b), no later than fifteen (15) days after such period expires. If Tenant provides Landlord with a Casualty Termination Notice pursuant to Subsection 24.2(z), Landlord shall have an additional thirty (30) days after receipt of such Casualty Termination Notice to substantially complete the repair, reconstruction or restoration of the Affected Areas. If Landlord does not substantially complete the repair, reconstruction and restoration of the Affected Areas within such thirty (30) day period, then this Lease shall be terminated upon the expiration of such thirty (30) day period, except as to any provisions that expressly survive the termination of this Lease. 22.324.3. Within Landlord shall give written notice to Tenant within sixty (60) days following the date of damage or destruction, Landlord shall give written notice to Tenant either (a) destruction of its election not to repair, reconstruct or restore the Building or the Project, as applicable. In addition, as soon as reasonably practicable, but in any event within sixty (60) days following the date of damage or (b) destruction, Landlord shall notify Tenant of Landlord’s good faith estimate of the amount period of time in which the repairs, reconstruction and restoration will be completed (the “Damage Repair Estimate”), which estimate shall be based upon the opinion of a contractor reasonably anticipated to be required to complete the selected by Landlord and experienced in comparable repair, reconstruction and/or and restoration of similar buildings. Additionally, Landlord shall give written notice to Tenant within sixty (60) days following the Premises and date of damage or destruction of its election not to repair, reconstruct or restore the parking facilities of Building or the ProjectProperty, as applicable. 22.424.4. Upon any termination of this Lease under any of the provisions of this Section 22Article, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. Notwithstanding the foregoing, any Rent that has been paid and is attributable to any period after the effective date of such termination shall be reimbursed to Tenant within thirty (30) days after demand by Tenant. 22.524.5. In the event of repair, reconstruction and restoration as provided in this Section 22Article, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space in the Project during the period of repair repair, reconstruction and restoration that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business; provided, however, that the amount of such abatement shall be reduced by the proceeds of business interruption insurance actually received by Tenant with respect to the Premises. 22.624.6. Notwithstanding anything to the contrary contained in this Section 22Article, if the time required to complete should Landlord be delayed or prevented from completing the repair, reconstruction and/or or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destructiondestruction to the Premises after the occurrence of such damage or destruction by Force Majeure or delays caused by a Tenant Party, then Tenant may terminate this Lease by written notice of termination given no later than sixty (60) days after the time for Landlord notifies Tenant as to how much time will be required to commence or complete the repairrepairs, reconstruction and/or and restoration of the Premises and the parking facilities of the Projectshall be extended on a day-for-day basis. 22.724.7. If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repairrepairs, reconstruction or restoration only with regard to (a) those portions of the Premises, the Building or the Project Premises that were originally provided at Landlord’s expenseexpense and (b) the Common Area portion of the Affected Areas. The repairrepairs, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. Tenant shall be entitled to settle, adjust and receive the proceeds of any insurance policies held by Tenant, and to use the proceeds thereof as Tenant deems appropriate. In the event Tenant has elected to upgrade certain improvements from Landlord’s building standard (the “Building Standard”), Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repairrepairs, reconstruction and restoration of the Premises, the Building and the Project. 22.824.8. Notwithstanding anything to the contrary contained in this Section 22Article, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 Article occurs during the last twelve twenty-four (1224) months of the Term or any extension hereofthereof, or to the extent that insurance proceeds are not available therefor. In either event, Landlord shall promptly notify Tenant and, unless Tenant decides to exercise an available extension option under this Lease within fifteen (15) days after the receipt of such notice, then either party shall have the right to terminate this Lease by notice to the other. 24.9. Landlord’s obligation, should it elect or be obligated to repair, reconstruct or restore, shall be limited to the Affected Areas. Tenant shall, at its expense, replace or fully repair all of Tenant’s personal property and any Alterations installed by Tenant existing at the time of such damage or destruction. If Affected Areas are to be repaired, reconstructed or restored in accordance with the foregoing, Landlord shall make available to Tenant any portion of insurance proceeds it receives that are allocable to the Alterations constructed by Tenant pursuant to this Lease; provided Tenant is not then in default (a) of any non-monetary obligation under this Lease of which Landlord has delivered notice to Tenant, and (b) of any monetary obligation under this Lease, and subject to the requirements of any Lender of Landlord. 24.10. This Article sets forth the terms and conditions upon which this Lease may terminate in the event of any damage or destruction. Accordingly, the parties hereby waive the provisions of any Applicable Laws (and any successor statutes) permitting the parties to terminate this Lease as a result of any damage or destruction.

Damage or Destruction. 22.1a. In the event the building and/or the Premises is damaged by fire or other perils covered by Landlord's insurance, Landlord shall: (1) In the event of total destruction, at Landlord's option, as soon as reasonably possible thereafter, commence repair, reconstruction and restoration of the building and/or the Premises and prosecute the same diligently to completion, in which event this Lease shall remain in full force and effect; or within ninety (90) days after such damage, elect not to so repair, reconstruct or restore the building and/or the Premises, in which event this Lease shall terminate. In either event, Landlord shall give Tenant written notice of its intention within said ninety (90) day period. In the event Landlord elects not to restore the building, and/or the Premises, this Lease shall be deemed to have terminated as of the date of such total destruction. (2) In the event of a partial destruction of the Building or building and/or the Project by fire or other perils covered by extended coverage insurance Premises, to an extent not exceeding twenty-five percent (25%) of the full insurable value thereof, and provided that (a) if the damage thereto is such that the Building or building and/or the Project Premises may be repaired, reconstructed or restored within a period of eight ninety (8) months 90) days from the date of the happening of such casualty casualty, and (b) if Landlord shall will receive insurance proceeds sufficient to cover the cost of such repairs (except for any deductible amount provided by Landlord’s policyrepairs, which deductible amount, if paid by Landlord, shall constitute an Operating Expense), then Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, and this Lease shall continue in full force and effect. Notwithstanding the foregoingIf such work of repair, Landlord may not terminate this Lease pursuant to clause reconstruction and restoration shall require a period longer than ninety (b90) days or exceeds twenty-five percent (25%) of this Section 22.1 unless the full insurable value thereof, or if said insurance proceeds will not be sufficient to cover the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.2. In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.1repairs, then Landlord either may elect to so repair, reconstruct or restore and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effect. If effect or Landlord elects not to repair the Building or the Project, as applicable, then this Lease shall terminate as of the date of such damage or destruction. 22.3. Within sixty (60) days following the date of damage or destruction, Landlord shall give written notice to Tenant either (a) of its election may elect not to repair, reconstruct or restore and the Building or the Project, as applicable, or (b) Lease shall then terminate. Under any of the amount conditions of time reasonably anticipated this ▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇ (▇), ▇▇▇▇▇▇▇▇ shall give written notice to Tenant of its intention within said ninety (90) day period. In the event Landlord elects not to restore the building and/or the Premises, this Lease shall be required deemed to complete the repair, reconstruction and/or restoration have terminated as of the Premises and the parking facilities date of the Projectsuch partial destruction. 22.4. b. Upon any termination of this Lease under any of the provisions of this Section 22Paragraph 23, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, Landlord except with regard to (a) for items occurring prior to the damage or destruction which have therefore accrued and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereofare then unpaid. 22.5. c. In the event of repair, reconstruction and restoration by Landlord as provided in this Section 22herein provided, all Rent to be paid by Tenant the rental payable under this Lease shall be abated proportionately based on with the extent degree to which Tenant’s 's use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during ; provided that there shall be no abatement of rent if such damage is the period of repair that, in Tenant’s reasonable opinion, is suitable for the temporary conduct result of Tenant’s business's negligence or intentional wrongdoing. Tenant shall not be entitled to any compensation or damages for loss in the use of the whole or any part of the Premises and/or any inconvenience or annoyance occasioned by such damage, repair, reconstruction or restoration. 22.6d. Tenant shall not be released from any of its obligations under this Lease except to the extent and upon the conditions expressly stated in this Paragraph 23. Notwithstanding anything to the contrary contained in this Section 22Paragraph 23, if Landlord is delayed or prevented from repairing or restoring the time required to complete damaged Premises within one (1) year after the repair, reconstruction and/or restoration occurrence of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of such damage or destructiondestruction by reason of acts of God, then Tenant war, governmental restrictions, inability to procure the necessary labor or materials, or other cause beyond the control of Landlord, Landlord, at its option, may terminate this Lease, whereupon Landlord shall be relieved of its obligation to make such repairs or restoration and Tenant shall be released from its obligations under this Lease by written notice of termination given no later than sixty (60) days after Landlord notifies Tenant as to how much time will be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities end of the Projectsaid one year period. 22.7. e. If damage is due to any cause other than fire or other peril covered by extended coverage insurance, Landlord may elect to terminate this Lease. f. If Landlord is obligated to or elects to repair, reconstruct repair or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction repair or restoration only with regard to of those portions of the Premises, building and the Building or the Project that Premises which were originally provided at Landlord’s 's expense. The repair, reconstruction or and the repair and restoration of improvements items not originally provided by Landlord or at Landlord’s 's expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration of the Premises, the Building and the Project. 22.8. g. Notwithstanding anything to the contrary contained in this Section 22▇▇▇▇▇▇▇▇▇ ▇▇, Landlord ▇▇▇▇▇▇▇▇ shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if when the damage resulting from any casualty covered under this Section 22 Paragraph 23 occurs during the last twelve (12) months of the Term term of this Lease or any extension hereof. h. Landlord and Tenant hereby waive the provisions of any statues or court decisions which relate to the abatement or termination of leases when property is damaged or destroyed and agree that such event shall be exclusively governed by the terms of this Lease.

Damage or Destruction. 22.124.1. In the event of a partial destruction of (a) the Building Premises or (b) Common Areas of the Project ((a) and (b) together, the “Affected Areas”) by fire or other perils covered by extended coverage insurance not exceeding twenty-five percent (25%) of the full insurable value thereof, and provided that (ax) the damage thereto is such that the Building or the Project Affected Areas may be repaired, reconstructed or restored within a period of eight six (8) 6) months from the date of the happening of such casualty and casualty, (by) Landlord shall receive insurance proceeds sufficient to cover the cost of such repairs (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense)) and (z) such casualty was not intentionally caused by Tenant or its employees, agents or contractors, then Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, Affected Areas and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.224.2. In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.124.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effect. If Landlord elects not to repair the Building or the Project, as applicable, then this Lease shall terminate as of the date of such damage or destruction. 22.324.3. Within Landlord shall give written notice to Tenant within sixty (60) days following the date of damage or destruction, Landlord shall give written notice to Tenant either (a) destruction of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.424.4. Upon any termination of this Lease under any of the provisions of this Section 22Article, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.524.5. In the event of repair, reconstruction and restoration as provided in this Section 22Article, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business; provided, however, that the amount of such abatement shall be reduced by the proceeds of business interruption or loss of rental income insurance actually received by Tenant with respect to the Premises. 22.624.6. Notwithstanding anything to the contrary contained in this Section 22Article, if the time required to complete should Landlord be delayed or prevented from completing the repair, reconstruction and/or or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destructiondestruction to the Premises after the occurrence of such damage or destruction by Force Majeure, then Tenant may terminate this Lease by written notice the time for Landlord to commence or complete repairs shall be extended on a day-for-day basis; provided, however, that, at Landlord’s election, Landlord shall be relieved of termination given no later than sixty (60) days after Landlord notifies Tenant as its obligation to how much time will be required to complete the make such repair, reconstruction and/or restoration of the Premises and the parking facilities of the Projector restoration. 22.724.7. If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction or restoration only with regard to (a) those portions of the Premises, the Building or the Project Premises that were originally provided at Landlord’s expenseexpense and (b) the Common Area portion of the Affected Areas. The repair, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration of the Premises, the Building Premises and the Project. 22.824.8. Notwithstanding anything to the contrary contained in this Section 22Article, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 Article occurs during the last twelve twenty-four (1224) months of the Term or any extension hereof, or to the extent that insurance proceeds are not available therefor. 24.9. Landlord’s obligation, should it elect or be obligated to repair or rebuild, shall be limited to the Affected Areas. Tenant shall, at its expense, replace or fully repair all of Tenant’s personal property and any Alterations installed by Tenant existing at the time of such damage or destruction. If Affected Areas are to be repaired in accordance with the foregoing, Landlord shall make available to Tenant any portion of insurance proceeds it receives that are allocable to the Alterations constructed by Tenant pursuant to this Lease; provided Tenant is not then in default under this Lease, and subject to the requirements of any Lender of Landlord.

Damage or Destruction. 22.1. 18.1 In the event of a partial destruction that any portion of the Building is partially or completely damaged or destroyed or declared unsafe or unfit for occupancy by any authorized public authority for any reason other than Lessee's act, use or occupation, which declaration required repairs to the Project by fire or other perils covered by extended coverage insurance not exceeding twenty-five percent (25%) Building, the rights and obligations of the full insurable value thereof, Lessee and provided that (a) Lessor shall be as follows: 18.1.1 If the damage thereto is covered under insurance carried by Lessor or Lessee, Lessor shall repair such that the Building or the Project may be repaired, reconstructed or restored within a period of eight (8) months from the date of the happening of such casualty and (b) Landlord shall receive insurance proceeds sufficient to cover the cost of such repairs (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense), Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, damage as applicable, soon as is reasonably possible and this Lease shall continue in full force and effect. ; 18.1.2 In the event that such damage is not covered by insurance carried by Lessor or Lessee, Lessor shall repair such damage, provided that, such damage or destruction does not exceed twenty percent (20%) of the then replacement value of the improvements, exclusive of trade fixtures, equipment or machinery; 18.1.3 Notwithstanding anything contained herein above, (i) if the foregoingPremises are damaged or destroyed to any extent during the last Lease year, Landlord may not (ii) if the uninsured portion of such damage exceeds twenty percent (20%) of the then replacement value of the improvements, or (iii) over twenty percent (20%) of the Building shall be damaged or destroyed at any time, Lessor may, at Lessor's option, cancel and terminate this Lease pursuant by delivery of written notice to clause Lessee to so terminate. Said written notice shall be made within thirty (b30) days after the date of this Section 22.1 unless the cost occurrence of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.2. In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effect. If Landlord elects not to repair the Building or the Project, as applicable, then this Lease shall terminate be effective as of the date of such damage or destruction. 22.3notice. Within sixty If notice is not given within thirty (6030) days following the date of damage or destructiondays, Landlord shall give written notice to Tenant either (a) of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.4. Upon any termination of this Lease under any of the provisions of this Section 22, the parties Lessor shall be released thereby without further obligation deemed to the other from the date possession of the Premises is surrendered have elected to the Landlord, except with regard to (a) items occurring prior to restore the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereofshall repair such damage as soon as reasonably possibly. 22.5. In the event of repair18.2 If Lessor elects or is required to make repairs, reconstruction and restoration as provided in this Section 22, all Rent to be paid by Tenant under this Lease Lessee shall be abated proportionately based on entitled to a reduction in rent during the time in which the repairs are being made to the extent to which Tenant’s Lessee's use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s businessimpaired. 22.6. Notwithstanding anything to the contrary contained in this Section 22, if the time required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destruction, then Tenant may terminate this Lease by written notice of termination given no later than sixty (60) days after Landlord notifies Tenant as to how much time will be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.7. If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction or restoration only with regard to those portions of the Premises, the Building or the Project that were originally provided at Landlord’s expense. The repair, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration of the Premises, the Building and the Project. 22.8. Notwithstanding anything to the contrary contained in this Section 22, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 occurs during the last twelve (12) months of the Term or any extension hereof.

Damage or Destruction. 22.1If any of the Premises, or a substantial part of the building in which the Premises are located, shall be damaged or destroyed by fire or other insured casualty, and repair of the damage can not be completed within one hundred eighty (180) days, following receipt by Lessor of actual notice of such damage or destruction Lessor shall have the option either (a) to repair or rebuild within a reasonable time utilizing the insurance proceeds to effect such repair, or (b) not to repair or rebuild, and to cancel this Lease on thirty (30) days notice. If Lessor fails to give Lessee written notice of its election within thirty (30) days from the date of damage, or if the restoration of the Premises cannot be completed within one hundred eighty (180) days from date of notice, Lessee may cancel this Lease at its option on three (3) days notice. During the period of untenantability, rent shall ▇▇▇▇▇ in the same ratio as the portion of the Premises rendered untenantable bears to the whole of the Premises; provided that if the damage is due to the fault or neglect of Lessee, there shall be no abatement of rent. If the Premises or the building in which the Premises are located shall be damaged or destroyed by fire or other insured casualty, and repair of the damage can be completed within one hundred eighty (180) days, Lessor shall repair or rebuild within a reasonable time utilizing the insurance proceeds to effect such repair. If any part of the Premises or the building in which the Premises are located shall be damaged or destroyed by an uninsured casualty Lessor shall have the option either (a) to repair or rebuild within a reasonable time, or (b) not to repair or rebuild, and to cancel this Lease on thirty (30) days notice. In the event of cancellation by Lessor as a partial destruction result of an uninsured casualty, Lessee shall have the Building or the Project right, within five (5) days following Lessor’s notice of cancellation, to override such cancellation by fire or other perils covered by extended coverage insurance not exceeding twenty-five percent (25%) of the full insurable value thereof, and provided that (a) the damage thereto is such that the Building or the Project may be repaired, reconstructed or restored within a period of eight (8) months from the date of the happening of such casualty and (b) Landlord shall receive insurance proceeds sufficient to cover the cost of such repairs (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense), Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.2. In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effect. If Landlord elects not agreeing to repair the Building damage at Lessee’s sole cost and expense. In such event, the Lessee shall repair or rebuild within a reasonable time following the Project, as applicable, then this Lease shall terminate as of the date of such damage or destruction. 22.3. Within sixty (60) days following the date of damage or destruction, Landlord shall give written notice to Tenant either (a) of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.4. Upon any termination of this Lease under any of the provisions of this Section 22, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.5. In the event of repair, reconstruction and restoration as provided in this Section 22, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business. 22.6. Notwithstanding anything to the contrary contained in this Section 22, if the time required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destruction, then Tenant may terminate this Lease by written notice of termination given no later than sixty (60) days after Landlord notifies Tenant as to how much time will be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.7. If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction or restoration only with regard to those portions of the Premises, the Building or the Project that were originally provided at Landlord’s expense. The repair, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration of the Premises, the Building and the Project. 22.8. Notwithstanding anything to the contrary contained in this Section 22, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 occurs during the last twelve (12) months of the Term or any extension hereof.

Damage or Destruction. 22.121.1. In Landlord shall promptly commence and proceed diligently with the event work of a repair, reconstruction and restoration of the Building and this Lease shall continue in full force and effect if there is partial destruction of the Building or the Project (i) by fire or other perils covered by extended coverage insurance not exceeding (x) twenty-five percent (25%) of the full insurable value thereof, and or (y) so long as at least five (5) years will remain in the Term (as may have been extended pursuant to the terms of Section 39, provided that Tenant shall have the right to exercise its Extension Right within 30 days of the occurrence of such casualty) as of the date of completion of reconstruction, seventy-five percent (a75%) of the full insurable value thereof; (ii) the damage thereto is such that the Building or the Project may be repaired, reconstructed reconstructed, or restored within a period of eight six (8) 6) months from the date of the happening of such casualty casualty; and (biii) Landlord shall will receive insurance proceeds sufficient to cover the cost of such repairs (except for any deductible amount provided by Landlord’s policy, which deductible amount, amount if paid by Landlord, Landlord shall constitute be an Operating Expense), . Landlord shall commence use commercially reasonable efforts to complete the restoration and proceed diligently with the work of repair, reconstruction and restoration repair of the Building or within six (6) months from the Project, as applicable, and this Lease shall continue in full force and effect. Notwithstanding date of the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost happening of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000)casualty. 22.221.2. In Subject to the provisions of Section 21.7, in the event of any damage to or destruction of the Building or the Project Building, other than as described provided in Section 22.121.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicableBuilding, in which case this Lease shall continue in full force and effect. If Landlord elects not to repair the Building or the Project, as applicablerepair, then this Lease shall terminate as of the date of destruction. If Landlord elects to repair, Landlord shall promptly commence such damage or destructionrepairs and shall diligently pursue such repairs to completion. 22.321.3. Within Landlord shall give written notice to Tenant of its election not to repair, reconstruct or restore the Building within sixty (60) days following the date of damage or destruction, Landlord shall give written notice to Tenant either (a) of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.4. Upon any termination of this Lease under any of the provisions of this Section 22, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.521.4. In the event of repair, reconstruction and restoration as herein provided, the rental provided in this Section 22, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Demised Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair thatrepair, which in Tenant’s reasonable opinion, opinion is suitable for the temporary conduct of Tenant’s business. 22.621.5. Notwithstanding anything to the contrary contained in this Section 22Article, if should Landlord be delayed or prevented from completing the time required to complete the repair, reconstruction and/or repair or restoration of the damage to the Demised Premises and after the parking facilities occurrence of the Project exceeds eight (8) months from the date of such damage or destructiondestruction by any Force-Majeure Delay, then Tenant may terminate this Lease the time for Landlord to commence or complete repairs shall be extended; provided, at the election of either party exercisable by the delivery of written notice of termination given no to the other party not later than sixty (60) days after Landlord notifies Tenant as to how much time will be required of Landlord’s inability to complete the repair, reconstruction and/or restoration repairs by the end of the Premises eight (8th) month following such damage as a result of a Force-Majeure Delay, Landlord shall be relieved of its obligation to make such repairs or restoration and the parking facilities Tenant shall be released from its obligation under this Lease effective as of the Projectdate of the receipt of such written notice. 22.721.6. If Landlord is obligated to or elects to repair, reconstruct repair or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction repairs or restoration only with regard to of those portions of the Premises, Building and the Building or the Project that Demised Premises which were originally provided at Landlord’s expense. The repair, reconstruction or repair and restoration of improvements items not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected elects to upgrade certain improvements from the Building StandardTenant Improvements, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, Tenant Improvements unless Tenant shall elect to again elects to upgrade such improvements and pay any incremental costs related theretoadditional cost of such upgrades, except to the such extent that excess as insurance proceedsproceeds which, if received, the excess proceeds are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration of the Premises, the Building and the ProjectTenant Improvements. 22.821.7. Notwithstanding anything to the contrary contained in this Section 22Article, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Demised Premises if (i) to the extent that insurance proceeds are not available therefor, or (ii) when the damage resulting from any casualty covered under this Section 22 Article occurs during the last twelve twenty-four (1224) months of the Term term of this Lease or any extension hereofhereof and the cost to repair such damage exceeds $250,000, unless with respect to this clause (ii) Tenant shall, within thirty (30) days of the occurrence of such damage, exercise its Extension Right pursuant to Article 39. 21.8. Upon any termination of this Lease under any of the provisions of this Article, the parties shall be released thereby without further obligation to the other from the date Tenant surrenders possession of the Demised Premises to the Landlord, except for items which have theretofore occurred.

Damage or Destruction. 22.1. 22.1 In the event of a partial destruction (i.e., destruction of less than all or substantially all) of the Building or the Project Premises by fire or other perils covered by extended coverage insurance not exceeding twenty-five percent (25%) of the full insurable value thereofinsurance, and provided that (a) the damage thereto is such that the Building or the Project may be repaired, reconstructed or restored within a period of eight (8) months from the date of the happening of such casualty and (b) if Landlord shall receive has received insurance proceeds sufficient to cover the cost of such repairs (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense)therefor, Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicablePremises, and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any Any deductible amount and paid by Landlord related to any available insurance proceeds such destruction shall constitute an Insurance Cost up to restore the Building and other improvements on the Property exceeds a maximum of Two Hundred Fifty Twenty Thousand Dollars ($250,000)220,000) per year and only if this Lease is not terminated as a result of such damage and Landlord restores such damage. 22.2. 22.2 In the event of any damage to or destruction of the Building or the Project Premises other than as described in Section 22.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicablePremises, in which case this Lease shall continue in full force and effect. If Landlord elects not to repair the Building or the Project, as applicablePremises, then this Lease shall terminate as of the date of such damage or destruction. Landlord shall not have the right to terminate this Lease if the damage to the Building is relatively minor (e.g., if the repair or restoration would cost less than ten percent (10%) of the replacement cost of the Building). In addition to the foregoing, Tenant shall have the right, following a casualty, to keep this Lease in effect and provide Landlord with funds sufficient to pay the costs in excess of ten percent (10%) of the replacement cost of the Building (less any insurance proceeds (less deductibles) actually collected by Landlord) to restore the Premises to their then-current or equivalent condition, in which event Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Premises and this Lease shall not terminate. 22.3. Within 22.3 Landlord shall give written notice to Tenant of its election not to repair, reconstruct or restore the Premises within sixty (60) days following the date of damage or destruction, Landlord shall give written notice to Tenant either (a) of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.4. 22.4 Upon any termination of this Lease under any of the provisions of this Section 22, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.5. 22.5 In the event of repair, reconstruction and restoration as provided in this Section 22, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business. 22.6. 22.6 Notwithstanding anything to the contrary contained in this Section 22, if the time required to complete should Landlord be delayed or prevented from completing the repair, reconstruction and/or or restoration of the damage or destruction to the Premises and after the parking facilities occurrence of such damage or destruction by Force Majeure, then the Project exceeds eight time for Landlord to commence or complete repairs shall be extended on a day-for-day basis. Notwithstanding the foregoing, by delivering written notice thereof to Landlord, Tenant shall be released from any obligations under this Lease (8) except with regard to those provisions that, by their express terms, survive the expiration or earlier termination hereof) if, on the date that is twelve (12) months from after the date of damage or destruction, then Tenant may terminate this Lease by written notice of termination given no later than sixty (60) days after Landlord notifies Tenant as to how much time will be required to complete the repair, reconstruction and/or or restoration required to be performed by Landlord to provide Tenant use of the Premises and is not then Substantially Completed or Landlord reasonably estimates that the parking facilities restoration cannot be substantially completed on or before the date that is twelve (12) months after the date of the Projectdamage or destruction. 22.7. 22.7 If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction or restoration only with regard to those portions of the Premises, the Building or the Project Premises that were originally provided at Landlord’s expense; provided, however, that Landlord shall also restore all Tenant Improvements and Alterations (to the extent that such Alterations are affixed to or constitute a portion of the Building (but specifically excluding any personal property of Tenant)). The repair, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense or constituting Tenant Improvements and Alterations shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects upgrades to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration of the Premises, the Building and the Projectimprovements. 22.8. 22.8 Notwithstanding anything to the contrary contained in this Section 22, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 occurs during the last twelve six (126) months of the Term or any extension hereof. 22.9 Landlord’s obligation, should it elect or be obligated to repair or rebuild, shall be limited to the Premises; provided that Tenant may, at its expense, replace or fully repair all of Tenant’s personal property installed by Tenant existing at the time of such damage or destruction. If the Premises are to be repaired in accordance with the foregoing, Landlord shall make available to Tenant any portion of insurance proceeds it receives that are allocable thereto, provided Tenant is not then in default beyond applicable notice and cure periods under this Lease.

Damage or Destruction. 22.1(a) In the event of a total destruction of Building #18 and the Improvements during the lease term from any cause, either party may elect to terminate this Lease by giving written notice of termination to the other party within thirty (30) days after the casualty occurs. A total destruction shall be deemed to have occurred for this purpose if the Building #18 or the Premises are destroyed to the extent of seventy-five percent (75%) or more of the replacement cost thereof. If the Lease is not terminated, Lessor shall repair and restore the Building #18 or the Premises in a diligent manner and this Lease shall continue in full force and effect, except that Monthly Rent and Additional Rent shall be abated in accordance with Paragraph 21(d) below. (b) In the event of a partial destruction of Building #18, the Building Improvements, or the Project by fire or other perils covered by extended coverage insurance Premises which are the subject of this Lease to an extent not exceeding twentyseventy-five percent (2575%) of the full insurable value thereof, replacement cost thereof and provided that (a) if the damage thereto is such that the Building or the Project may can be repaired, reconstructed reconstructed, or restored within a period of eight two hundred seventy (8) months 270) days from the date of such casualty, and if the happening of such casualty and (b) Landlord is from a cause which is insured under Lessor’s “all risk” property insurance, or is insured under any other coverage then carried by Lessor, Lessor shall receive insurance proceeds sufficient to cover forthwith repair the cost of such repairs (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense), Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicablesame, and this Lease shall continue in full force and effect, except that Monthly Rent and Additional Rent shall be abated in accordance with Paragraph 21(d) below. If any of the foregoing conditions is not met, Lessor shall have the option of either repairing and restoring the Building #18 and the Improvements or the Premises, or terminating this Lease by giving written notice of termination to Lessee within thirty (30) days after the casualty, subject to the provisions of Paragraph 21(c). Notwithstanding anything to the contrary contained in this Paragraph 21, Lessor shall not have the right to terminate this Lease if the cost to repair the damage to the Building #18 or to restore the Building #18 or the Premises would cost less than five percent (5%) of the replacement cost of the Building #18, regardless of whether or not the casualty is insured. Notwithstanding anything to the contrary contained in this Paragraph 21, if the cost to restore the Premises damaged exceeds five percent (5%) of the replacement cost, and Lessor elects to terminate this Lease, Lessee may nullify the effect of such termination by giving Lessor written notice within ten (10) days after receipt by Lessee of Lessor’s notice of termination that Lessee elects to restore the Premises damaged at Lessee’s sole cost (to the extent the costs exceed Lessor’s insurance proceeds), in which event this Lease shall remain in effect, provided that rent abatement shall not extend beyond the date that the restoration is completed, or two hundred seventy (270) days after the casualty, whichever occurs first. (c) In the event of a partial destruction of Building #18, the Improvements or the Premises, to an extent equal to or exceeding twenty-five percent (25%) but less than seventy-five percent (75%) of the replacement cost thereof, or if the damage thereto cannot be repaired, reconstructed, or restored within a period of one hundred twenty (120) days from the date of such casualty, Lessee may terminate this Lease by giving written notice of termination to Lessor within thirty (30) days after the casualty. The foregoing shall not affect Lessor’s termination rights under subparagraph (b) above. Furthermore, if such casualty is from a cause which is not insured under Lessor’s “all risk” property insurance, or is not insured under any other insurance carried by Lessor, Lessor may elect to repair and restore the building and related improvements (provided that Lessee has not elected to terminate this Lease pursuant to the first sentence of this Paragraph 21(c)), or Lessor may terminate this Lease by giving written notice of termination to Lessee, subject to the limitations of Paragraph 21(b). Lessor’s election to repair and restore the building and related improvements or to terminate this Lease shall be made and written notice thereof shall be given to Lessee within thirty (30) days after the casualty. Notwithstanding the foregoing, Landlord (1) if Lessor has not obtained all necessary governmental permits for the restoration and commenced construction of the restoration within one hundred twenty (120) days after the casualty, Lessee may not terminate this Lease pursuant by written notice to clause Lessor given at any time prior to the actual commencement of construction of the restoration; or (2) if Lessor elects to repair and restore the building and related improvements under subparagraph (b) or (c) above, but the repairs and restoration are not substantially completed within one hundred eighty (180) days after the casualty, Lessee may terminate this Lease by written notice to Lessor given within thirty (30) days after the expiration of said period of one hundred eighty (180) days after the casualty. If this Section 22.1 unless Lease is not terminated by Lessor or Lessee pursuant to the cost of such foregoing provisions, Lessor shall complete the repairs in excess of any deductible amount a diligent manner and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.2. In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effect. If Landlord elects not to repair the Building or the Project, as applicable, then this Lease except that Monthly Rent and Additional Rent shall terminate as of the date of such damage or destructionbe abated in accordance with Paragraph 21(d) below. 22.3. Within sixty (60d) days following Subject to the date of damage or destruction, Landlord shall give written notice limitation in Paragraph 21(b) above which applies if Lessee elects to Tenant either (a) of its election not to repair, reconstruct or restore the Building #18 or the ProjectPremises at Lessee’s expense, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.4. Upon any termination of this Lease under any of the provisions of this Section 22, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.5. In in the event of repair, reconstruction and reconstruction, or restoration as provided in this Section 22herein, all the Monthly Rent to be paid by Tenant under this Lease and Additional Rent shall be abated proportionately based on proportionally in the extent to ratio which Tenantthe Lessee’s use of the Premises is impaired during the period of such repair, reconstruction reconstruction, or restoration, unless Landlord provides Tenant with other space during the period of repair that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business. 22.6. Notwithstanding anything to the contrary contained in this Section 22, if the time required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destruction, then Tenant may terminate this Lease by written notice of termination given no later than sixty (60) days after Landlord notifies Tenant as to how much time will be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.7. If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make casualty until such repair, reconstruction or restoration only with regard is completed. (e) With respect to those portions any destruction of the PremisesPremises which Lessor is obligated to repair, or may elect to repair, under the terms of this Paragraph 21, the Building provisions of Section 1932, Subdivision 2, and of Section 1933, Subdivision 4, of the Civil Code of the State of California are waived by the parties. Lessor’s obligation to repair and restore such premises shall include the tenant improvement work referred to in Paragraph 13. Lessor shall also repair and restore any other leasehold improvements constructed thereafter by Lessor or by Lessee with Lessor’s prior written consent. Lessor’s time for completion of the Project that were originally provided at Landlord’s expenserepairs and restoration of the Premises referred to above shall be extended by a period equal to any delays caused by strikes, labor disputes, unavailability of materials, inclement weather, or acts of God, but not by more than forty-five (45) days. (f) In the event of termination of this Lease pursuant to any of the provisions of this Paragraph 21, the Monthly Rent and Additional Rent shall be apportioned on a per diem basis and shall be paid to the date of the casualty. The repairIn no event shall Lessor be liable to Lessee for any damages resulting to Lessee from the occurrence of such casualty, reconstruction or from the repairing or restoration of improvements not originally provided by Landlord the Building #18, or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standardtermination of this Lease as provided herein, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay nor shall Lessee be relieved thereby from any incremental costs related theretoof Lessee’s obligations hereunder, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration of upon the Premises, the Building and the Project. 22.8. Notwithstanding anything to the contrary contained conditions expressly set forth in this Section 22, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 occurs during the last twelve (12) months of the Term or any extension hereofParagraph 21.

Damage or Destruction. 22.1. In the event of a partial destruction of the Building or (a) If the Project or any portion thereof is damaged by fire or other perils covered by extended coverage insurance maintained by Landlord to an extent not exceeding twenty-five percent (25%) of the full insurable value thereof, thereof and provided that (a) if the damage thereto is such that the Building repair or the Project may restoration thereof may, in Landlord's reasonable opinion, be repaired, reconstructed or restored completed within a period of eight ninety (8) months from 90) days after the date of the happening of such casualty and (b) Landlord shall will receive insurance proceeds sufficient to cover the entire cost of such repairs (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense)repair and restoration, Landlord shall commence and proceed diligently with the work of repair, reconstruction repair and restoration of the Building or the Project, as applicable, and this Lease shall continue in full force and effect. Notwithstanding If such work of repair and restoration requires a period longer than ninety (90) days to complete, in landlord's reasonable opinion, or exceeds twenty-five percent (25%) of the foregoingfull insurable value of the Project, or if said insurance proceeds will not be sufficient to cover the entire cost of such repairs, or such damage is the result of a cause other than fire or another peril covered by Landlord's insurance, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.2. In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.1, Landlord may either elect to repair, reconstruct so repair and restore the Building or the Project, as applicable, in which case Project and this Lease shall continue in full force and effect, or Landlord may elect not to so repair and restore the Project and this Lease shall in such event terminate. Under any of the conditions contained in this Section 11.4 a , Landlord shall give written notice (the "Restoration Notice") to Tenant of its intention within forty-five (45) days after the date of such event of damage or destruction. If Landlord elects not to repair the Building or restore the Project, as applicable, then this Lease shall terminate as of the date of such damage or destruction. 22.3. Within sixty (60) days following the date of damage or destruction, Landlord shall give written notice to Tenant either (a) of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.4. Upon any termination of this Lease under any of the provisions of this Section 22, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.5. In the event of repair, reconstruction and restoration as provided in this Section 22, all Rent to be paid by Tenant under this Lease shall be abated proportionately based deemed to have to the amount of proceeds of tic insurance which tenant is required to maintain under s t on the extent 13 a that are paid to which Tenant’s landlord, in no event shall tenant be entitled to any compensation or damages for loss in the(degree) use of the Premises is impaired during whole or any part of the period of premises and/or any inconvenience or annoyance occasioned by such repairdamage, reconstruction repair or restoration, unless Landlord provides Tenant with other space during the period of repair that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business. 22.6. Notwithstanding anything to the contrary contained in this Section 22, if the time required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destruction, then Tenant may terminate this Lease by written notice of termination given no later than sixty (60) days after Landlord notifies Tenant as to how much time will be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.7. If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction or restoration only with regard to those portions of the Premises, the Building or the Project that were originally provided at Landlord’s expense. The repair, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration of the Premises, the Building and the Project. 22.8. Notwithstanding anything to the contrary contained in this Section 22, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 occurs during the last twelve (12) months of the Term or any extension hereof.

Damage or Destruction. 22.124.1. In the event of a partial destruction of (a) the Building Premises or (b) Common Areas ((a) and (b) together, the Project "Affected Areas") by fire or other perils covered by extended coverage insurance not exceeding twenty-five percent (25%) of the full insurable value thereof, and provided that (ax) the damage thereto is such that the Building or the Project Affected Areas may be repaired, reconstructed or restored within a period of eight twelve (8) 12) months from the date of the happening of such casualty and casualty, (by) Landlord shall receive insurance proceeds sufficient to cover the cost of such repairs (except for any deductible amount provided by Landlord’s 's policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense), and (z) such casualty was not intentionally caused by Tenant or its employees, then Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, Affected Areas and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.224.2. In the event of any damage to or destruction of the Building Premises or the Project Common Areas other than as described in Section 22.124.1, Landlord may elect to repair, reconstruct and restore the Building Premises or the ProjectCommon Areas, as applicable, in which case this Lease shall continue in full force and effect. If Landlord elects not to repair the Building or the Project, as applicable, then this Lease shall terminate as of the date of such damage or destruction. 22.324.3. Within Landlord shall give written notice to Tenant within sixty (60) days following the date of damage or destruction, Landlord shall give written notice to Tenant either (a) destruction of its election not to repair, reconstruct or restore the Building or the Project, as applicable, subject to the terms of this Lease. 24.4. Notwithstanding anything to the contrary contained in this Article, in the event of any damage to or destruction of (a) the Building that materially and adversely affects Tenant's operations within the Premises; (b) the Common Areas that materially and adversely impairs Tenant's access to the Premises; or (c) twenty-five percent (25%) of Tenant's lab space or fifty percent (50%) of Tenant's office space in the Premises, as determined by Landlord's architect (each, a "Material Loss"), and the Premises cannot be made reasonably tenantable for Tenant's operations or access to the Premises cannot be reasonably restored within one year after date of such damage or destruction, as reasonably estimated by Landlord within ninety (90) days after such damage or destruction occurred, then Tenant shall have the right to terminate the Lease as of the amount date of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Projectsuch damage or destruction. 22.424.5. Upon any termination of this Lease under any of the provisions of this Section 22Article, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.524.6. In the event of repair, reconstruction and restoration as provided in this Section 22Article, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s 's use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair that, in Tenant’s 's reasonable opinion, is suitable for the temporary conduct of Tenant’s 's business; provided, however, that the amount of such abatement shall be reduced by the proceeds of business interruption or loss of rental income insurance actually received by Tenant with respect to the Premises. 22.624.7. Notwithstanding anything to the contrary contained in this Section 22Article, if the time required to complete should Landlord be delayed or prevented from completing the repair, reconstruction and/or or restoration of the damage or destruction to the Premises after the occurrence of such damage or destruction by Force Majeure, then the time for Landlord to commence or complete repairs shall be extended on a day-for-day basis; provided, however, after one hundred eighty (180) days of such delay, that, at Landlord's election, Landlord shall be relieved of its obligation to make such repair, reconstruction or restoration. If Landlord elects not to make such repair, reconstruction or restoration and the parking facilities such damage or destruction constitutes a Material Loss, then Tenant shall have a right to terminate this Lease as of the Project exceeds eight (8) months from the date of such damage or destruction, then Tenant may terminate this Lease by written notice of termination given no later than sixty (60) days after Landlord notifies Tenant as to how much time will be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.724.8. If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction or restoration only with regard to (a) those portions of the Premises, the Building or the Project Premises that were originally provided at Landlord’s expense's expense or in existence at the Commencement Date and (b) the Common Area portion of the Affected Areas. The repair, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s 's expense or in existence as of the Commencement Date shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration of the Premises, the Building and the Project. 22.824.9. Notwithstanding anything to the contrary contained in this Section 22Article, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 Article occurs during the last twelve eighteen (1218) months of the Term or any extension hereofhereof or to the extent that insurance proceeds are not available; provided, however, if Landlord elects not ot make such repair, reconstruction or restoration and such damage or destruction constitutes a Material Loss, then Tenant shall have the right to terminate this Lease as of the date of such damage or destruction. Notwithstanding anything to the contrary contained in this Article, in the event that any Material Loss occurs during the last eighteen (18) months of the Term and the Premises cannot be reasonably restored within six (6) months after the date of such damage or destruction, as reasonably estimated by Landlord within ninety (90) days after such damage or destruction occurred, then Tenant shall have the right to terminate the Lease as of the date of such damage or destruction. 24.10. Landlord's obligation, should it elect or be obligated to repair or rebuild, shall be limited to the Affected Areas. Tenant shall, at its expense, replace or fully repair all of Tenant's personal property and any Alterations installed by Tenant existing at the time of such damage or destruction. If Affected Areas are to be repaired in accordance with the foregoing, Landlord shall make available to Tenant any portion of insurance proceeds it receives that are allocable to the Alterations constructed by Tenant pursuant to this Lease; provided Tenant is not then in default under this Lease, and subject to the requirements of any Lender of Landlord.

Damage or Destruction. 22.123.1. In the event of a partial destruction of (a) the Building Premises or (b) Common Areas of the Buildings or the Project ((a) and (b) together, the “Affected Areas”) by fire or other perils covered by extended coverage insurance not exceeding twenty-five percent (25%) of the full insurable value thereof, and provided that (ax) the damage thereto is such that the Building or the Project Affected Areas may be repaired, reconstructed or restored within a period of eight one hundred twenty (8) months 120) days from the date of the happening of such casualty and casualty, (by) Landlord shall receive insurance proceeds sufficient to cover the cost of such repairs (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense)) and (z) such casualty was not intentionally caused by Tenant or its employees, agents or contractors, then Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, Affected Areas and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.223.2. In the event of any damage to or destruction of the Building Buildings or the Project other than as described in Section 22.123.1, Landlord may elect to repair, reconstruct and restore the Building Buildings or the Project, as applicable, in which case this Lease shall continue in full force and effecteffect (subject to Tenant’s right to terminate this Lease as described in Section 23.10 below). If Landlord elects not to repair the Building Buildings or the Project, as applicable, then this Lease shall terminate as of the date of such damage or destruction. 22.323.3. Within Landlord shall give written notice to Tenant within sixty (60) days following the date of damage or destruction, Landlord shall give written notice to Tenant either (a) destruction of its election not to repair, reconstruct or restore the Building Buildings or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.423.4. Upon any termination of this Lease under any of the provisions of this Section 22Article, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.523.5. In the event of repair, reconstruction and restoration as provided in this Section 22Article, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business; provided, however, that the amount of such abatement shall be reduced by the proceeds of business interruption or loss of rental income insurance actually received by Tenant with respect to the Premises. 22.623.6. Notwithstanding anything to the contrary contained in this Section 22Article, if the time required to complete should Landlord be delayed or prevented from completing the repair, reconstruction and/or or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destructiondestruction to the Premises after the occurrence of such damage or destruction by Force Majeure, then Tenant may terminate this Lease by written notice the time for Landlord to commence or complete repairs shall be extended on a day-for-day basis; provided, however, that, at Landlord’s election, Landlord shall be relieved of termination given no later than sixty (60) days after Landlord notifies Tenant as its obligation to how much time will be required to complete the make such repair, reconstruction and/or restoration of the Premises and the parking facilities of the Projector restoration. 22.723.7. If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction or restoration only with regard to (a) those portions of the Premises, the Building or the Project Premises that were originally provided at Landlord’s expenseexpense and (b) the Common Area portion of the Affected Areas. The repair, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration of the Premises, the Building Buildings and the Project. 22.823.8. Notwithstanding anything to the contrary contained in this Section 22Article, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 Article occurs during the last twelve (12) months of the Term or any extension hereof, or to the extent that insurance proceeds are not available therefor. 23.9. Landlord’s obligation, should it elect or be obligated to repair or rebuild, shall be limited to the Affected Areas. Tenant shall, at its expense, replace or fully repair all of Tenant’s personal property and any Alterations installed by Tenant existing at the time of such damage or destruction. If Affected Areas are to be repaired in accordance with the foregoing, Landlord shall make available to Tenant any portion of insurance proceeds it receives that are allocable to the Alterations constructed by Tenant pursuant to this Lease; provided Tenant is not then in default under this Lease, and subject to the requirements of any Lender of Landlord. 23.10. Notwithstanding anything to the contrary contained in this Article, in the event that Tenant’s Permitted Use of the Premises is substantially impaired (a) for a period of more than nine (9) consecutive months after the date of any damage or destruction covered by this Article or (b) during the last six (6) months of the Term as a direct result of any damage or destruction covered by this Article, then, in each case, Tenant shall have the right to terminate this Lease by written notice to Landlord at any time thereafter until the Premises is substantially restored such that it may be used for the Permitted Use, at which point, Tenant’s right to terminate shall cease and be of no further force or effect.

Damage or Destruction. 22.1(a) In the event of a total destruction of the Building and improvements during the initial term from any cause, either party may elect to terminate this Lease by giving written notice of termination to the other party within thirty (30) days after the casualty occurs. A total destruction shall be deemed to have occurred for this purpose if the Building or the Complex are destroyed to the extent of seventy-five percent (75%) or more of the full replacement cost thereof. If the Lease is not terminated, Lessor shall repair and restore the Premises in a diligent manner and this Lease shall continue in full force and effect, except that Monthly Base Rent and Additional Rent shall be abated in accordance with Paragraph 20(d) below. (b) In the event of a partial destruction of the Building or the Project by fire or other perils covered by extended coverage insurance Complex to an extent not exceeding twenty-five percent (25%) of the full insurable value thereof, replacement cost thereof and provided that (a) if the damage thereto is such that the Building or the Project may can be repaired, reconstructed reconstructed, or restored within a period of eight one hundred twenty (8) months 120) days from the date of such casualty, and if the happening casualty is from a cause which is required to be insured under Lessor’s property insurance coverage, or is insured under any other coverage then carried by Lessor, and Lessor receives proceeds of such casualty and (b) Landlord shall receive insurance proceeds together with the deductible sufficient to cover the cost of such repairs (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense), Landlord shall commence repair and proceed diligently with the work of repair, reconstruction and restoration of restore the Building or and improvements, Lessor shall forthwith repair the Project, as applicablesame, and this Lease shall continue in full force and effect, except that Monthly Base Rent and Additional Rent shall be abated in accordance with Paragraph 20(d) below. If any of the foregoing conditions is not met, Lessor shall have the option of either repairing and restoring the Building and improvements, or terminating this Lease by giving written notice of termination to Lessee within thirty (30) days after the casualty, subject to the provisions of Paragraph 20(c). (c) In the event of a partial destruction of the Building and improvements of the Complex to an extent equal to or exceeding twenty-five percent (25%) but less than seventy-five percent (75%) of the replacement cost thereof, or if the damage thereto cannot be repaired, reconstructed, or restored within a period of one hundred twenty (120) days from the date of such casualty, either Lessor or Lessee may terminate this Lease by giving written notice of termination to the other within thirty (30) days after the casualty. Furthermore, if such casualty is from a cause which is not required to be insured under Lessor’s property insurance coverage, or is not insured under any other insurance carried by Lessor, or if the proceeds of insurance received by Lessor are not sufficient (or would not have been sufficient if required insurance were carried) to repair and restore the Building and improvements, Lessor may elect to repair and restore the Building and improvements (provided that Lessee has not elected to terminate this Lease pursuant to the first sentence of this Paragraph 20(c)), or Lessor may terminate this Lease by giving written notice of termination to Lessee. Lessor’s election to repair and restore the Building and improvements or to terminate this Lease, shall be made and written notice thereof shall be given to Lessee within thirty (30) days after the casualty. Notwithstanding the foregoing, Landlord (1) if Lessor has not obtained all necessary governmental permits for the restoration and commenced construction of the restoration within one hundred twenty (120) days after the casualty, Lessee may not terminate this Lease pursuant by written notice to clause Lessor given at any time prior to the actual commencement of construction of the restoration; or (b2) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount if Lessor elect to repair and any available insurance proceeds to restore the Building and other improvements on under subparagraph (b) or (c) above, but the Property exceeds Two Hundred Fifty Thousand Dollars repairs and restoration are not substantially completed within one hundred eighty ($250,000). 22.2180) days after the casualty, Lessee may terminate this Lease by written notice to Lessor given within thirty (30) days after the expiration of said period of one hundred eighty (180) days after the casualty. In If this Lease is not terminated by Lessor or Lessee pursuant to the event of any damage to or destruction of foregoing provisions, Lessor shall complete the Building or the Project other than as described repairs in Section 22.1, Landlord may elect to repair, reconstruct a diligent manner and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effect. If Landlord elects not to repair the Building or the Project, as applicable, then this Lease except that Monthly Base Rent and Additional Rent shall terminate as of the date of such damage or destructionbe abated in accordance with Paragraph 20(d) below. 22.3. Within sixty (60d) days following the date of damage or destruction, Landlord shall give written notice to Tenant either (a) of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.4. Upon any termination of this Lease under any of the provisions of this Section 22, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.5. In the event of repair, reconstruction and reconstruction, or restoration as provided in this Section 22herein, all the Monthly Base Rent to be paid by Tenant under this Lease and Additional Rent shall be abated proportionately based on proportionally in the extent to ratio which Tenantthe Lessee’s use of the Premises is impaired during the period of such repair, reconstruction reconstruction, or restoration, unless Landlord provides Tenant with other space during the period of repair that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business. 22.6. Notwithstanding anything to the contrary contained in this Section 22, if the time required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destruction, then Tenant may terminate this Lease by written notice of termination given no later than sixty (60) days after Landlord notifies Tenant as to how much time will be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.7. If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make casualty until such repair, reconstruction or restoration only with regard is completed. (e) With respect to those portions any destruction of the PremisesComplex which Lessor are obligated to repair, or may elect to repair, under the terms of this Paragraph 20, the Building or provisions of Section 1932, Subdivision 2, and of Section 1933, Subdivision 4, of the Project that were Civil Code of the State of California are waived by the parties. Lessor’s obligation to repair and restore the Complex shall be limited to the improvements originally provided constructed by Lessor at LandlordLessor’s expense. The repairLessee shall repair or replace, reconstruction at Lessee’s expense, all leasehold improvements, fixtures, and equipment installed by Lessee or paid for by Lessee, plus Lessor’s furniture listed on Exhibit “C.” (f) In the event of termination of this Lease pursuant to any of the provisions of this Paragraph 20, the monthly rent shall be apportioned on a per diem basis and shall be paid to the date of the casualty. In no event shall Lessor be liable to Lessee for any damages resulting to Lessee from the occurrence of such casualty, or from the repairing or restoration of improvements not originally provided by Landlord the Building and improvements, or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standardtermination of this Lease as provided herein, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay nor shall Lessee be relieved thereby from any incremental costs related theretoof Lessee’s obligations hereunder, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration of upon the Premises, the Building and the Project. 22.8. Notwithstanding anything to the contrary contained conditions expressly set forth in this Section 22, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 occurs during the last twelve (12) months of the Term or any extension hereofParagraph 20.

Damage or Destruction. 22.123.1. In the event of a partial destruction of (a) the Premises or (b) Common Areas of the Building or the Project ((a) and (b) together, the “Affected Areas”) by fire or other perils covered by extended coverage insurance not exceeding twenty-five percent (25%) of the full insurable value thereof, and provided that (ax) the damage thereto is such that the Building or the Project Affected Areas may be repaired, reconstructed or restored within a period of eight one hundred twenty (8) months 120) days from the date of the happening of such casualty and casualty, (by) Landlord shall receive insurance proceeds sufficient to cover the cost of such repairs (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense)) and (z) such casualty was not intentionally caused by Tenant or its employees, agents or contractors, then Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, Affected Areas and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.223.2. In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.123.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effecteffect (subject to Tenant’s right to terminate this Lease as described in Section 23.10 below). If Landlord elects not to repair the Building or the Project, as applicable, then this Lease shall terminate as of the date of such damage or destruction. 22.323.3. Within Landlord shall give written notice to Tenant within sixty (60) days following the date of damage or destruction, Landlord shall give written notice to Tenant either (a) destruction of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.423.4. Upon any termination of this Lease under any of the provisions of this Section 22Article, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.523.5. In the event of repair, reconstruction and restoration as provided in this Section 22Article, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business; provided, however, that the amount of such abatement shall be reduced by the proceeds of business interruption or loss of rental income insurance actually received by Tenant with respect to the Premises. 22.623.6. Notwithstanding anything to the contrary contained in this Section 22Article, if the time required to complete should Landlord be delayed or prevented from completing the repair, reconstruction and/or or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destructiondestruction to the Premises after the occurrence of such damage or destruction by Force Majeure, then Tenant may terminate this Lease by written notice the time for Landlord to commence or complete repairs shall be extended on a day-for-day basis; provided, however, that, at Landlord’s election, Landlord shall be relieved of termination given no later than sixty (60) days after Landlord notifies Tenant as its obligation to how much time will be required to complete the make such repair, reconstruction and/or restoration of the Premises and the parking facilities of the Projector restoration. 22.723.7. If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction or restoration only with regard to (a) those portions of the Premises, the Building or the Project Premises that were originally provided at Landlord’s expenseexpense and (b) the Common Area portion of the Affected Areas. The repair, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration of the Premises, the Building and the Project. 22.823.8. Notwithstanding anything to the contrary contained in this Section 22Article, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 Article occurs during the last twelve (12) months of the Term or any extension hereof, or to the extent that insurance proceeds are not available therefor. 23.9. Landlord’s obligation, should it elect or be obligated to repair or rebuild, shall be limited to the Affected Areas. Tenant shall, at its expense, replace or fully repair all of Tenant’s personal property and any Alterations installed by Tenant existing at the time of such damage or destruction. If Affected Areas are to be repaired in accordance with the foregoing, Landlord shall make available to Tenant any portion of insurance proceeds it receives that are allocable to the Alterations constructed by Tenant pursuant to this Lease; provided Tenant is not then in default under this Lease, and subject to the requirements of any Lender of Landlord. 23.10. Notwithstanding anything to the contrary contained in this Article, in the event that Tenant’s Permitted Use of the Premises is substantially impaired (a) for a period of more than nine (9) consecutive months after the date of any damage or destruction covered by this Article or (b) during the last six (6) months of the Term as a direct result of any damage or destruction covered by this Article, then, in each case, Tenant shall have the right to terminate this Lease by written notice to Landlord at any time thereafter until the Premises is substantially restored such that it may be used for the Permitted Use, at which point, Tenant’s right to terminate shall cease and be of no further force or effect.

Damage or Destruction. 22.124.1. In the event of a partial destruction of (a) the Building Premises, (b) a Building, (c) the Common Area or (d) the Project ((a)-(d) collectively, the “Affected Areas”) by fire or other perils covered by extended coverage insurance not exceeding twenty-five percent (25%) of the full insurable value thereof, and provided that (aw) the damage thereto is such that the Building or the Project Affected Areas may be repaired, reconstructed or restored within a period of eight nine (8) 9) months from the date of the happening of such casualty and casualty, (bx) Landlord shall receive insurance proceeds sufficient to cover the cost of such repairs (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense), Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000).the 22.224.2. In the event of any damage to or destruction of the a Building or the Project other than as described in Section 22.124.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effect. If Landlord elects not to repair repair, reconstruct and restore the Building or the Project, as applicable, then this Lease shall terminate as of the date of such damage or destruction. In the event of any damage or destruction (regardless of whether such damage is governed by Section 24.1 or this Section), if (a) in Landlord’s determination as set forth in the Damage Repair Estimate (as defined below), the Affected Areas cannot be repaired, reconstructed or restored within twelve (12) months after the date of the Damage Repair Estimate, (b) subject to Section 24.6, the Affected Areas are not actually repaired, reconstructed and restored within sixteen (16) months after the date of the Damage Repair Estimate, or (c) the damage and destruction occurs within the last twelve (12) months of the then-current Term and will take over one month to repair, then Tenant shall have the right to terminate this Lease, effective as of the date of such damage or destruction, by delivering to Landlord its written notice of termination (a “Termination Notice”) (y) with respect to Subsections 24.2(a) and (c), no later than fifteen (15) days after Landlord delivers to Tenant Landlord’s Damage Repair Estimate and (z) with respect to Subsection 24.2(b), no later than fifteen (15) days after such sixteen (16) month period (as the same may be extended pursuant to Section 24.6) expires. If Tenant provides Landlord with a Termination Notice pursuant to Subsection 24.2(z), Landlord shall have an additional thirty (30) days after receipt of such Termination Notice to complete the repair, reconstruction and restoration. If Landlord does not complete such repair, reconstruction and restoration within such thirty (30) day period, then Tenant may terminate this Lease by giving Landlord written notice within five (5) business days after the expiration of such thirty (30) day period. If Landlord does complete such repair, reconstruction and restoration within such thirty (30) day period, then this Lease shall continue in full force and effect. In the event that (i) damage or destruction of a Building provides Landlord and/or Tenant the right to terminate this Lease pursuant to Section 24.2 above, and (ii) such damage or destruction was limited to only one (1) Building (and not any other Building), then both Landlord’s and Tenant’s rights to terminate this Lease pursuant to Section 24.2 above shall only apply to the portion of the Premises located in the Building that was damaged or destroyed (i.e., if either party exercises its option to terminate pursuant to Section 24.2 above, then this Lease shall be terminated in accordance therewith only with respect to the portion of the Premises located in the Building that was damaged or destroyed, and this Lease shall not be terminated with respect to the portion of the Premises located in any other Building). 22.324.3. Within As soon as reasonably practicable, but in any event within sixty (60) days following the date of damage or destruction, Landlord shall give written notice to notify Tenant either (a) of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) Landlord’s good faith estimate of the amount period of time reasonably anticipated to be required to complete in which the repairrepairs, reconstruction and/or and restoration will be completed (the “Damage Repair Estimate”), which estimate shall be based upon the opinion of the Premises and the parking facilities of the Project.a contractor 22.424.4. Upon any termination of this Lease under any of the provisions of this Section 22Article, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.524.5. In the event of repair, reconstruction and restoration as provided in this Section 22Article, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction or restoration; provided, unless Landlord provides however, that the amount of such abatement shall be reduced by the amount of Rent that is received by Tenant as part of the business interruption or loss of rental income with other space during respect to the period Premises from the proceeds of repair that, in Tenant’s reasonable opinion, is suitable for the temporary conduct business interruption or loss of Tenant’s businessrental income insurance. 22.624.6. Notwithstanding anything to the contrary contained in this Section 22Article, if the time required to complete should Landlord be delayed or prevented from completing the repair, reconstruction and/or or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destructiondestruction to the Premises after the occurrence of such damage or destruction by Force Majeure (as defined below) or delays caused by a Lender or Tenant Party, then Tenant may terminate this Lease by written notice of termination given no later than sixty (60) days after the time for Landlord notifies Tenant as to how much time will be required to commence or complete the repairrepairs, reconstruction and/or and restoration of the Premises and the parking facilities of the Projectshall be extended on a day-for-day basis. 22.724.7. If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repairrepairs, reconstruction or restoration only with regard to (a) those portions of the Premises, the Building or the Project Premises that were originally provided at Landlord’s expenseexpense or that Landlord is required to insure pursuant to this Lease and (b) the Common Area portion of the Affected Areas. The repairrepairs, reconstruction or restoration of improvements in the Premises (or outside the Premises and exclusively serving the Premises) not originally provided by Landlord or at Landlord’s expense or required to be insured by Landlord pursuant to this Lease shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain install specialized improvements from the Building Standardwhich are unique to Tenant’s use as opposed to typical lab and office improvements, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade install such specialized improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgradesspecialized improvements, in addition to providing for basic repairrepairs, reconstruction and restoration of the Premises, the Building and the Project. 22.824.8. Notwithstanding anything to the contrary contained in this Section 22Article, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 Article occurs during the last twelve (12) months of the Term or any extension hereofthereof (and the Damage Repair Estimate indicates that more than sixty (60) days will be required for such repair, reconstruction or restoration).

Damage or Destruction. 22.1. In (a) Notwithstanding the event provisions of a partial destruction Section 7.1, if any portion of the Building Project is damaged or the Project destroyed by fire or any other perils casualty, whether or not covered by extended coverage insurance not exceeding twenty-five percent insurance, Valent, as promptly as practicable, shall either (25%1) make the determination described in subsection (f) below, or (2) repair, restore or replace the same so that upon completion of such repairs, restoration or replacement such portion of the full insurable Project is of a value thereof, and provided that (a) not less than the damage thereto is such that value thereof immediately prior to the Building or the Project may be repaired, reconstructed or restored within a period of eight (8) months from the date of the happening of such casualty and (b) Landlord shall receive insurance proceeds sufficient to cover the cost of such repairs (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense), Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.2. In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effect. If Landlord elects not to repair the Building or the Project, as applicable, then this Lease shall terminate as of the date occurrence of such damage or destruction. 22.3. Within sixty (60) days following the date of damage or destruction, Landlord shall give written notice to Tenant either (a) of its election not If Valent elects to repair, reconstruct restore or restore the Building or replace the Project, any reference to the words “Project” shall be deemed to include any such new machinery, equipment and fixtures. Unless Valent makes the determination described in subsection (f) below, the Net Proceeds of casualty insurance required by Article VI hereof received with respect to such damage or loss to the Project shall be used to pay the cost of repairing, restoring or replacing the Project or any part thereof. Insurance monies in an amount less than $1,000,000 may be paid to or retained by Valent to be held in trust and used as applicableprovided herein. Insurance monies in any amount of $1,000,000 or more shall be (1) paid to WCIC, which will in turn pay such funds to the Trustee for deposit in the Project Fund, or (2) applied as directed by, or on behalf of, the Owners of 100% in principal amount of the Bonds outstanding. If Valent makes the determination described in subsection (f) below, the Net Proceeds shall be paid to WCIC and deposited with the Trustee and used to redeem Bonds as provided in subsection (f). (b) If any of the amount insurance monies paid by the insurance company as hereinabove provided remain after the completion of time reasonably anticipated such repairs, restoration or replacement, and this Sublease has not been terminated, the excess shall be paid to be required WCIC and deposited in the Bond Fund, subject to complete the repair, reconstruction and/or restoration rights of the Premises secured party under the Leasehold Mortgage and any other Financing Party. Completion of such repairs, restoration or replacement shall be evidenced to WCIC by a certificate signed by the Authorized Company Representative stating (1) that the purchase and installation of the Project has been completed and the parking facilities date thereof, and (2) that all costs and expenses of the Projectpurchasing and installing the Project have been incurred. If the Net Proceeds are insufficient to pay the entire cost of such repairs, restoration or replacement, Valent shall pay the deficiency, unless Valent makes the determination described in subsection (f) below. 22.4. Upon (c) Except as otherwise provided in this Sublease, in the event of any termination of this Lease under such damage by fire or any of other casualty, the provisions of this Section 22, the parties Sublease shall be released thereby without further obligation to unaffected and Valent shall remain and continue liable for the payment of all Basic Rent and Additional Rent and all other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.5. In the event of repair, reconstruction and restoration as provided in this Section 22, all Rent charges required hereunder to be paid by Tenant under this Lease Valent, as though no damage by fire or any other casualty has occurred. (d) WCIC and Valent agree that they will cooperate with each other, to such extent as such other party may reasonably require, in connection with the prosecution or defense of any action or proceeding arising out of, or for the collection of any insurance monies that may be due in the event of, any loss or damage, and that they will execute and deliver to such other parties such instruments as may be required to facilitate the recovery of any insurance monies. (e) Valent agrees to give prompt written notice to WCIC with respect to all fires and any other casualties occurring in, on, at or about the Project Site. (f) If Valent determines that repairing, replacing or restoring the Project is not practicable or desirable, any Net Proceeds of casualty insurance required by Article VI hereof received with respect to such damage or loss shall, after payment of all Additional Rent then due and payable, be paid to WCIC, which will pay such funds into the Bond Fund and the same shall be abated proportionately based used to redeem Bonds on the extent earliest practicable redemption date or to which Tenant’s use pay the principal of any Bonds as the same become due, all subject to rights of the Premises is impaired during secured party under the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with Leasehold Mortgage and any other space during the period of repair that, Financing Party under any Financing Documents (if any). Valent agrees to be reasonable in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s businessexercising its judgment pursuant to this subsection (f). 22.6. Notwithstanding anything (g) Valent shall not, by reason of its inability to the contrary contained in this Section 22, if the time required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities use all or any part of the Project exceeds eight (8) months during any period in which the Project is damaged or destroyed or is being repaired, replaced or restored, nor by reason of the payment of the costs of such repairing, restoring or replacing, be entitled to any reimbursement from the date of damage City, the Trustee or destruction, then Tenant may terminate this Lease by written notice of termination given no later than sixty (60) days after Landlord notifies Tenant as the Owners or to how much time will be required to complete the repair, reconstruction and/or restoration any abatement or diminution of the Premises and the parking facilities rentals payable by Valent under this Sublease or of the Project. 22.7. If Landlord is obligated to or elects to repair, reconstruct or restore any other obligations of Valent under this Sublease except as herein provided, then Landlord shall be obligated to make such repair, reconstruction or restoration only with regard to those portions of the Premises, the Building or the Project that were originally expressly provided at Landlord’s expense. The repair, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration of the Premises, the Building and the Project. 22.8. Notwithstanding anything to the contrary contained in this Section 22, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 occurs during the last twelve (12) months of the Term or any extension hereofSection.

Damage or Destruction. 22.124.1. In the event of a partial destruction of (a) the Premises or (b) Common Areas of the Building or the Project ((a) and (b) together, the “Affected Areas”) by fire or other perils covered by extended coverage insurance not exceeding twenty-five percent (25%) of the full insurable value thereof, and provided that (ax) the damage thereto is such that the Building or the Project Affected Areas may be repaired, reconstructed or restored within a period of eight six (8) 6) months from the date of the happening of such casualty and casualty, (by) Landlord shall receive insurance proceeds sufficient to cover the cost of such repairs repairs, reconstruction and restoration (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense)) and (z) such casualty was not intentionally caused by a Tenant Party, then Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, Affected Areas and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.224.2. In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.124.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effect. If Landlord elects not to repair repair, reconstruct and restore the Building or the Project, as applicable, then this Lease shall terminate as of the date of such damage or destruction. 22.324.3. Within Landlord shall give written notice to Tenant within sixty (60) days following the date of damage or destruction, Landlord shall give written notice to Tenant either (a) destruction of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.424.4. Upon any termination of this Lease under any of the provisions of this Section 22Article, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.524.5. In the event of repair, reconstruction and restoration as provided in this Section 22Article, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair repair, reconstruction and restoration that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business; provided, however, that the amount of such abatement shall be reduced by the proceeds of business interruption or loss of rental income insurance actually received by Tenant with respect to the Premises. 22.624.6. Notwithstanding anything to the contrary contained in this Section 22Article, if the time required to complete should Landlord be delayed or prevented from completing the repair, reconstruction and/or or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destructiondestruction to the Premises after the occurrence of such damage or destruction by Force Majeure or delays caused by a Tenant Party, then Tenant may terminate this Lease by written notice of termination given no later than sixty (60) days after the time for Landlord notifies Tenant as to how much time will be required to commence or complete the repairrepairs, reconstruction and/or and restoration shall be extended on a day-for-day basis; provided, however, that, at Landlord’s election, Landlord shall be relieved of the Premises its obligation to make such repairs, reconstruction and the parking facilities of the Projectrestoration. 22.724.7. If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repairrepairs, reconstruction or restoration only with regard to (a) those portions of the Premises, the Building or the Project Premises that were originally provided at Landlord’s expenseexpense and (b) the Common Area portion of the Affected Areas. The repairrepairs, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repairrepairs, reconstruction and restoration of the Premises, the Building and the Project. 22.824.8. Notwithstanding anything to the contrary contained in this Section 22Article, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 Article occurs during the last twelve twenty-four (1224) months of the Term or any extension hereofthereof, or to the extent that insurance proceeds are not available therefor. 24.9. Landlord’s obligation, should it elect or be obligated to repair, reconstruct or restore, shall be limited to the Affected Areas. Tenant shall, at its expense, replace or fully repair all of Tenant’s personal property and any Alterations installed by Tenant existing at the time of such damage or destruction. If Affected Areas are to be repaired, reconstructed or restored in accordance with the foregoing, Landlord shall make available to Tenant any portion of insurance proceeds it receives that are allocable to the Alterations constructed by Tenant pursuant to this Lease; provided Tenant is not then in default under this Lease, and subject to the requirements of any Lender of Landlord.

Damage or Destruction. 22.1.11.1. In If, during the event of a partial destruction term, the Premises are totally or partially destroyed, or any other portion of the Building or the Project by fire or other perils covered by extended coverage insurance not exceeding twenty-five percent (25%) of the full insurable value thereof, and provided is damaged in such a way that (a) the damage thereto is such that the Building or the Project may be repaired, reconstructed or restored within a period of eight (8) months from the date of the happening of such casualty and (b) Landlord shall receive insurance proceeds sufficient to cover the cost of such repairs (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense), Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.2. In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effect. If Landlord elects not to repair the Building or the Project, as applicable, then this Lease shall terminate as of the date of such damage or destruction. 22.3. Within sixty (60) days following the date of damage or destruction, Landlord shall give written notice to Tenant either (a) of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.4. Upon any termination of this Lease under any of the provisions of this Section 22, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.5. In the event of repair, reconstruction and restoration as provided in this Section 22, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Premises is impaired during the period of such repairmaterially interfered with, reconstruction or restoration, unless Landlord provides Tenant with (other space during the period of repair that, in Tenant’s reasonable opinion, is suitable for the temporary conduct than as a result of Tenant’s business. 22.6. Notwithstanding anything willful misconduct), from a risk which is wholly covered by insurance proceeds made available to Landlord for such purpose, Landlord shall proceed with reasonable diligence to repair the contrary contained damage or destruction and this Lease shall not be terminated; provided, however, that if in this Section 22, if the time required to complete opinion of ▇▇▇▇▇▇▇▇’s architect or contractor the repair, reconstruction and/or restoration work of the Premises and the parking facilities of the Project exceeds eight repair cannot be completed in ninety (8) months from the date of 90) days following such damage or destruction, then Landlord or Tenant may at their election terminate this Lease by written notice of termination given no later than sixty to the other within thirty (6030) days after Landlord notifies Tenant following the event or such longer period as may reasonably be necessary to how much time will be required to complete obtain information from its architect or contractor. .11.2. If, during the repairterm, reconstruction and/or restoration the Premises are totally or partially destroyed, or any other portion of the Building is damaged in such a way that Tenant’s use of the Premises and is materially interfered with, from a risk which is not wholly covered by insurance proceeds made available to Landlord for repair or reconstruction, Landlord may, at its election, with notice to Tenant given within thirty (30) days following the parking facilities event or such longer period as may reasonably be necessary for Landlord to obtain information from its architect or contractor, either .11.3. In case of the Project. 22.7. If Landlord is obligated to destruction or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction or restoration only damage which materially interferes with regard to those portions ▇▇▇▇▇▇’s use of the Premises, the Building or the Project that were originally provided at Landlord’s expense. The repairif this Lease is not terminated as above provided, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense rent shall be abated during the obligation period required for the work of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, repair based upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration degree of interference with ▇▇▇▇▇▇’s use of the Premises. Except for abatement of rent, the Building and the Project. 22.8. Notwithstanding anything Tenant shall have no claim against Landlord for any loss suffered by Tenant due to the contrary contained in this Section 22, Landlord shall not have any obligation whatsoever to repair, reconstruct damage or restore destruction of the Premises if the damage resulting from any casualty covered under this Section 22 occurs during the last twelve (12) months of the Term or any extension hereofwork of repair undertaken as herein provided.

Damage or Destruction. 22.1. In the event of a partial destruction of the Building or (A) If the Project Facility shall be damaged or destroyed, in whole or in part: (1) the Agency shall have no obligation to replace, repair, rebuild or restore the Project Facility; (2) there shall be no abatement or reduction in the amounts payable by fire the Company under this Lease Agreement (whether or other perils covered by extended coverage insurance not exceeding twenty-five percent the Project Facility is replaced, rebuilt or restored); (25%3) the Company shall promptly give notice thereof to the Agency; and (4) except as otherwise provided in subsection (B) of the full insurable value thereofthis Section 7.1, and provided that (a) the damage thereto is such that the Building Company shall promptly replace, repair, rebuild or restore the Project may be repaired, reconstructed or restored within a period of eight (8) months from Facility to substantially the date of the happening of such casualty same condition and (b) Landlord shall receive insurance proceeds sufficient value as an operating entity as existed prior to cover the cost of such repairs (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense), Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.2. In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effect. If Landlord elects not to repair the Building or the Project, as applicable, then this Lease shall terminate as of the date of such damage or destruction. 22.3. Within sixty , with such changes, alterations and modifications as may be desired by the Company and consented to in writing by the Agency, provided that such changes, alterations or modifications do not so change the nature of the Project Facility that it does not constitute a “project”, as such quoted term is defined in the Act, or change the use of the Project Facility as specified in Section 3.2 hereof without the prior written consent of the Agency, and (60b)(1) days following the date Agency shall make available to the Company (from the Net Proceeds of damage or destructionany insurance settlement relating to the Project Facility, Landlord shall give written notice if any, on deposit with the Agency) such moneys as may be necessary to Tenant either (a) pay the costs of its election not to the replacement, repair, reconstruct rebuilding or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises Project Facility, and in the parking facilities event that the funds from the Net Proceeds of any insurance settlement provided by the Project. 22.4. Upon any termination of this Lease under any of the provisions of this Section 22, the parties shall be released thereby without further obligation Agency to the other from Company are not sufficient to pay in full the date possession costs of the Premises is surrendered to the Landlordsuch replacement, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.5. In the event of repair, reconstruction and restoration as provided in this Section 22, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction rebuilding or restoration, unless Landlord provides Tenant with other space during the period Company shall nonetheless complete such work and shall pay from its own moneys that portion of repair thatthe costs thereof in excess of such funds, in Tenant’s reasonable opinion, is suitable for and (2) any balance of such funds from the temporary conduct Net Proceeds of Tenant’s business. 22.6. Notwithstanding anything any insurance settlement relating to the contrary contained in this Section 22Project Facility, if any, remaining on deposit with the time required to complete Agency after payment of all of the costs of such replacement, repair, reconstruction and/or rebuilding or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destruction, then Tenant may terminate this Lease by written notice of termination given no later than sixty (60) days after Landlord notifies Tenant as to how much time will be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.7. If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction or restoration only with regard to those portions of the Premises, the Building or the Project that were originally provided at Landlord’s expense. The repair, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except paid to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing Company for basic repair, reconstruction and restoration of the Premises, the Building and the Projectits own purposes. 22.8. Notwithstanding anything to the contrary contained in this Section 22, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 occurs during the last twelve (12) months of the Term or any extension hereof.

Damage or Destruction. 22.1. In the event of a partial destruction of the Building or the Project by fire or other perils covered by extended coverage insurance not exceeding twenty-five percent (25%) of the full insurable value thereof, and provided that (a) the damage thereto is such that the Building or the Project may be repaired, reconstructed or restored within a period of eight six (8) 6) months from the date of the happening of such casualty and (b) Landlord shall receive insurance proceeds sufficient to cover the cost of such repairs (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense), Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.2. In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effect. If Landlord elects not to repair the Building or the Project, as applicable, then this Lease shall terminate as of the date of such damage or destruction. 22.3. Within Landlord shall give written notice to Tenant of its determination pursuant to Section 22.2 (a) not to repair or (b) to reconstruct or restore the Building or the Project, as applicable, within sixty (60) days following the date of damage or destruction. If such notice estimates a restoration period for the Premises longer than twelve (12) months, or if Landlord shall give fails to deliver such notice or fails to state the estimated restoration period, Tenant may elect to terminate this Lease as of the date that is seventy-five (75) days after the date of such damage or destruction by written notice to Tenant either (a) of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the ProjectLandlord. 22.4. Upon any termination of this Lease under any of the provisions of this Section 22, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.5. In the event of repair, reconstruction and restoration as provided in this Section 22, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business. 22.6. Notwithstanding anything to the contrary contained in this Section 22, if the time required to complete should Landlord be delayed or prevented from completing the repair, reconstruction and/or or restoration of the damage or destruction to the Premises and after the parking facilities occurrence of such damage or destruction by Force Majeure, then the Project exceeds eight time for Landlord to commence or complete repairs shall be extended on a day-for-day basis; provided, however, that, at Landlord’s election, Landlord shall be relieved of its obligation to make such repair, reconstruction or restoration. Tenant shall be released from any obligations under this Lease (8) except with regard to those provisions that, by their express terms, survive the expiration or earlier termination hereof) if, on the date that is twelve (12) months from after the date of damage or destruction, then Tenant may terminate this Lease by written notice of termination given no later than sixty (60) days after Landlord notifies Tenant as to how much time will be required to complete the repair, reconstruction and/or or restoration required to be performed by Landlord to provide Tenant use of the Premises and the parking facilities of the Projectis not then substantially completed. 22.7. If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction or restoration only with regard to those portions of the Premises, the Building or the Project that were originally provided at Landlord’s expense. The repair, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration of the Premises, the Building and the Project. 22.8. Notwithstanding anything to the contrary contained in this Section 22, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 occurs during the last twelve twenty-four (1224) months of the Term or any extension hereof, or to the extent that insurance proceeds are not available therefor. 22.9. Landlord’s obligation, should it elect or be obligated to repair or rebuild, shall be limited to the Property and the Building; provided that Tenant shall, at its expense, replace or fully repair all of Tenant’s personal property and any alterations installed by Tenant existing at the time of such damage or destruction. If the Property or the Building is to be repaired in accordance with the foregoing, Landlord shall make available to Tenant any portion of insurance proceeds it receives that are allocable to the alterations constructed by Tenant pursuant to this Lease, provided Tenant is not then in default under this Lease.

Damage or Destruction. 22.1(a) In the event the Building and/or the Premises is damaged by fire or other perils covered by Landlord's extended coverage insurance, Landlord shall: (1) In the event of total destruction, at Landlord's option within a period of ninety (90) days thereafter, commence repair, reconstruction and restoration of said Building and/or Premises and prosecute the same diligently to completion in which event this Lease shall remain in full force and effect; or within said ninety (90)-day period elect not to so repair, reconstruct or restore, said Building and/or Premises, in which event this Lease shall terminate. In either event, Landlord shall give Tenant written notice of its intention within said ninety (90)-day period. In the event Landlord elects not to restore said Building and/or Premises, this Lease shall be deemed to have terminated as of the date of such total destruction. (2) In the event of a partial destruction of the Building or and/or the Project by fire or other perils covered by extended coverage insurance Premises, to an extent not exceeding twenty-five percent (25%) of the full insurable value thereof, thereof and provided that (a) if the damage thereto is such that the Building or and/or the Project Premises may be repaired, reconstructed or restored within a period of eight ninety (8) months 90) days from the date of the happening of such casualty and (b) Landlord shall will receive insurance proceeds sufficient to cover the cost of such repairs (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense)repairs, Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of and the Building or the Project, as applicable, and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.2. In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effect. If such work of repair, reconstruction and restoration is such as to require a period longer than ninety (90) days or exceeds twenty-five percent (25%) of the full insurable value thereof, or if said insurance proceeds will not be sufficient to cover the cost of such repairs, Landlord elects either may elect to so repair, reconstruct or restore and the Lease shall continue in full force and effect or Landlord may elect not to repair repair, reconstruct or restore and the Building or the Project, as applicable, then this Lease shall terminate as in such event terminate. Under any of the date conditions of such damage or destruction. 22.3. Within sixty (60) days following the date of damage or destructionthis Subparagraph 23(a)(2), Landlord shall give written notice to Tenant either (a) of its election intention within said ninety (90)-day period. In the event Landlord elects not to repairrestore said Building and/or Premises, reconstruct or this Lease shall be deemed to have terminated as of the date of such partial destruction. In the event Landlord elects to restore said Building and/or Premises, Landlord shall endeavor to complete the Building or work within one hundred eighty (180) days after the Project, as applicable, or commencement thereof. (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.4. Upon any termination of this Lease under any of the provisions of this Section 22Paragraph 23, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, Landlord except with regard for items which have theretofore accrued and are then unpaid and/or for insurance and indemnity obligations pertaining to (a) items events occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereoflease termination. 22.5. (c) In the event of repair, reconstruction and restoration by Landlord as herein provided, the rental provided in this Section 22, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on with the extent to which Tenant’s degree of objective interference with the reasonable use of the Premises is impaired Premises, during the period of such repair, reconstruction or restoration. Tenant shall not be entitled to any compensation or damages for loss in the use of the whole or any part of the Premises and/or any inconvenience or annoyance occasioned by such damage, unless Landlord provides Tenant with other space during the period of repair thatrepair, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s businessreconstruction or restoration. 22.6(d) Tenant shall not be released from any of its obligations under this Lease except to the extent and upon the conditions expressly stated in this Paragraph 23. Notwithstanding anything to the contrary contained in this Section 22Paragraph 23, should Landlord be delayed or prevented from repairing or restoring the damaged Premises within one (1) year after the occurrence of such damage or destruction by reason of acts of God, war, governmental restrictions, inability to procure the necessary labor or materials, or other cause beyond the control of Landlord, Landlord shall be relieved of its obligation to make such repairs or restoration and this lease shall be deemed terminated as of the end of said one (1) year period. (e) In the event the Premises or the Building are damaged by a risk not covered by Landlord's insurance, then Landlord shall have the option either to (1) repair or restore such damage, this Lease continuing in full force and effect, but the rent to be proportionately abated as hereinabove provided, or (2) give notice to Tenant at any time within ninety (90) days after such damage terminating this Lease. In the event of the giving of such notice of termination, this Lease shall expire and all interest of Tenant in the Premises shall terminate and the rent, reduced by any proportionate reduction based upon the extent, if any, to which said damage interfered WITH the time required use and occupancy of Tenant, shall be paid to the date of such termination. In the event Landlord elects to restore said Building and/or Allowance Work, Landlord shall endeavor to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project exceeds eight work within one hundred eighty (8) months from the date of damage or destruction, then Tenant may terminate this Lease by written notice of termination given no later than sixty (60180) days after the commencement thereof. Landlord notifies agrees to refund the Tenant as any rent theretofore paid in advance for any period of time subsequent to how much time will be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Projectsuch date. 22.7. If (f) It is hereby understood that if Landlord is obligated to or elects to repair, reconstruct repair or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction repairs or restoration only with regard to of those portions of the Premises, the Building or the Project that were originally provided at Landlord’s expense. The repair, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration of the Premises, the Building and the ProjectPremises which were insured by Landlord pursuant to paragraph 22(d). 22.8. (g) Notwithstanding anything to the contrary contained in this Section 22Paragraph 23, Landlord shall not have any obligation whatsoever ha▇▇ ▇▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇soever to repair, reconstruct or restore the Premises if when the damage resulting from any casualty covered under this Section 22 Paragraph 23 occurs during the last twelve (12) months of the Term term of this Lease or any extension hereof. (h) Landlord and Tenant each hereby waive the provisions of California Civil Code Sections 1932(2) and 1933(4), and any other applicable existing or future law, ordinance or regulation with respect to damage or destruction of leased premises or with respect to the termination of a lease AGREEMENT in the event of such damage or destruction.

Damage or Destruction. 22.1If any of the Premises, or a substantial part of the building in which the Premises are located, shall be damaged or destroyed by fire or other insured casualty, and repair of the damage can not be completed within one hundred twenty (120) days, following receipt by Lessor of actual notice of such damage or destruction Lessor shall have the option either (a) to repair or rebuild within a reasonable time utilizing the insurance proceeds to effect such repair, or (b) not to repair or rebuild, and to cancel this Lease on thirty (30) days notice. If Lessor fails to give Lessee written notice of its election within thirty (30) days from the date of damage, or if the restoration of the Premises cannot be completed within one hundred twenty (120) days from date of notice, Lessee may cancel this Lease at its option on twenty (20) days notice. During the period of untenantability, rent shall ▇▇▇▇▇ in the same ratio as the portion of the Premises rendered untenantable bears to the whole of the Premises; provided that if the damage is due to the fault or neglect of Lessee, there shall be no abatement of rent. If the Premises or the building in which the Premises are located shall be damaged or destroyed by fire or other insured casualty, and repair of the damage can be completed within one hundred twenty (120) days, Lessor shall repair or rebuild within a reasonable time utilizing the insurance proceeds to effect such repair. If any part of the Premises or the building in which the Premises are located shall be damaged or destroyed by an uninsured casualty Lessor shall have the option either (a) to repair or rebuild within a reasonable time, or (b) not to repair or rebuild, and to cancel this Lease on thirty (30) days notice. In the event of cancellation by Lessor as a partial destruction result of an uninsured casualty, Lessee shall have the Building or the Project right, within five (5) days following Lessor's notice of cancellation, to override such cancellation by fire or other perils covered by extended coverage insurance not exceeding twenty-five percent (25%) of the full insurable value thereof, and provided that (a) the damage thereto is such that the Building or the Project may be repaired, reconstructed or restored within a period of eight (8) months from the date of the happening of such casualty and (b) Landlord shall receive insurance proceeds sufficient to cover the cost of such repairs (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense), Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.2. In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effect. If Landlord elects not agreeing to repair the Building damage at Lessee's sole cost and expense. In such event, the Lessee shall repair or rebuild within a reasonable time following the Project, as applicable, then this Lease shall terminate as of the date of such damage or destruction. 22.3. Within sixty (60) days following the date of damage or destruction, Landlord shall give written notice to Tenant either (a) of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.4. Upon any termination of this Lease under any of the provisions of this Section 22, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.5. In the event of repair, reconstruction and restoration as provided in this Section 22, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business. 22.6. Notwithstanding anything to the contrary contained in this Section 22, if the time required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destruction, then Tenant may terminate this Lease by written notice of termination given no later than sixty (60) days after Landlord notifies Tenant as to how much time will be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.7. If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction or restoration only with regard to those portions of the Premises, the Building or the Project that were originally provided at Landlord’s expense. The repair, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration of the Premises, the Building and the Project. 22.8. Notwithstanding anything to the contrary contained in this Section 22, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 occurs during the last twelve (12) months of the Term or any extension hereof.

Damage or Destruction. 22.1. In (a) If either Facility shall be damaged or destroyed (in whole or in part) at any time during the event 2017 Contract Term or the 2019 Contract Term, as applicable: (i) there shall be no abatement or reduction in the amounts payable by the Company under this Loan Agreement (whether or not such Facility is replaced, repaired, rebuilt, restored or relocated); (ii) the Company shall promptly give notice thereof to the Trustee; and (iii) upon the occurrence of such damage or destruction resulting in Net Proceeds derived from the insurance in excess of $500,000, such Net Proceeds shall be paid to the Trustee and deposited in the Renewal Fund, and the Company shall, at its option: (A) replace, repair, rebuild, restore or relocate such Facility, (B) if the Company exercises its option to terminate the Loan Agreement pursuant to Section 11.1(a) hereof, redeem the Bonds Outstanding in full, or (C) if such damage or destruction does not, in the Company's opinion, materially adversely affect the continued operations of such Facility at a partial destruction level at least equal to the level of operations existing prior to such damage or destruction, redeem a principal amount of the Building or Bonds equal to the Project by fire or other perils covered by extended coverage Net Proceeds of the insurance not exceeding twenty-five percent (25%claim, in accordance with Section 3.01(b) of the full insurable value thereof, and provided that (a) the damage thereto is such that the Building or the Project may be repaired, reconstructed or restored within a period of eight (8) months from the date of the happening of such casualty and Indenture. (b) Landlord If the Company replaces, repairs, rebuilds, restores or relocates such Facility, the Trustee shall receive insurance proceeds sufficient disburse the Net Proceeds from the Renewal Fund in the manner set forth in Section 4.07 of the Indenture to cover pay or reimburse the Company for the cost of such repairs replacement, repair, rebuilding, restoration or relocation. Any such replacements, repairs, rebuilding, restorations or relocations shall be subject to the following conditions: (except i) such Facility shall be at least in substantially the same condition and value as an operating entity as existed prior to the damage or destruction; (ii) such Facility shall continue to constitute “economic development facilities” as such term is defined in the Act, and the Company shall furnish to the Issuer and the Trustee with an opinion of Bond Counsel that the exclusion from gross income for any deductible amount provided by Landlord’s policyFederal income tax purposes of the interest on the Series 2017A Bonds or the Series 2020A Bonds, which deductible amount, if paid by Landlordas applicable, shall constitute an Operating Expense)not be adversely affected; (iii) such Facility will be subject to no Liens, Landlord other than Permitted Liens; (iv) all such repair, replacement, rebuilding, restoration or relocation of such Facility shall commence be effected with due diligence in a good workmanlike manner in compliance with all applicable legal requirements and proceed diligently the Company shall cause payment to be promptly and fully paid in accordance with the work of repair, reconstruction and restoration terms of the Building applicable contracts; and (v) if the amount of insurance proceeds exceeds $500,000, the Company must obtain (A) contracts showing repair or replacement can be completed within funds available (from insurance or otherwise) and (B) a Consultant's report that no monetary default will occur prior to completion of repair or replacement. If the insurance proceeds are less than $500,000 and the Company receives a Consultant's report that the 2017 Project or the 2020 Project, as applicable, can continue to operate with less than full repair, replacement, etc., of damage caused by casualty and this Lease shall can continue to satisfy the Financial Covenants, then insurance proceeds may be paid to the Company for its own use, subject to Bond Counsel opinion. (c) In the event such Net Proceeds are not sufficient to pay in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost costs of such repairs replacement, repair, rebuilding, restoration or relocation, the Company shall nonetheless complete the work and pay from its own moneys that portion of the costs thereof in excess of any deductible amount and any available insurance proceeds such Net Proceeds. All such replacements, repairs, rebuilding, restoration or relocation made pursuant to restore this Section, whether or not requiring the Building and other improvements on expenditure of the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000)Company's own money, shall automatically become a part of such Facility as if the same were specifically described herein. 22.2. In (d) Any balance of such Net Proceeds remaining in the event of any Renewal Fund arising from damage to or destruction of such Facility after the Building Trustee’s receipt of the certificate required by Section 4.07(e) of the Indenture, shall, subject to any rebate required to be made to the Federal government pursuant to the Indenture or the Project other than as described in Section 22.1, Landlord may elect to repair, reconstruct and restore the Building 2017 Tax Compliance Agreement or the Project2020 Tax Compliance Agreement, as applicable, be deposited into the Bond Fund for payment of Debt Service on the Bonds or paid to the Company, so long as no Event of Default has occurred or is continuing hereunder and the Company is meeting its Financial Covenants. (e) If the Company shall exercise its option to terminate this Loan Agreement pursuant to Section 11.1 hereof, such Net Proceeds shall be applied to the payment of the amounts required to be paid by Section 11.2 hereof. If an Event of Default hereunder shall have occurred and the Trustee shall have exercised its remedies under Section 10.2 hereof, such Net Proceeds shall be applied in which case this Lease shall continue accordance with Section 8.05 of the Indenture. (f) After the entire principal amount of, premium, if any, and interest on, the Bonds has been fully paid, or provision therefor has been made in accordance with the Indenture, and after the fees, charges, expenses and other amounts due to the Issuer and the Trustee hereunder or under the Indenture have been paid in full force and effect. If Landlord elects not or adequately provided for, all remaining Net Proceeds shall be paid to repair the Building or the Project, as applicable, then this Lease shall terminate as of the date of such damage or destructionCompany. 22.3. Within sixty (60g) days following Unless an Event of Default has occurred and is continuing, the date Company shall have the right to settle and adjust all claims under any policies of damage or destruction, Landlord shall give written notice to Tenant either (ainsurance required by Section 6.3(a) of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.4. Upon any termination of this Lease under any of the provisions of this Section 22, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.5. In the event of repair, reconstruction and restoration as provided in this Section 22, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business. 22.6. Notwithstanding anything to the contrary contained in this Section 22, if the time required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destruction, then Tenant may terminate this Lease by written notice of termination given no later than sixty (60) days after Landlord notifies Tenant as to how much time will be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.7. If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction or restoration only with regard to those portions of the Premises, the Building or the Project that were originally provided at Landlord’s expense. The repair, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration of the Premises, the Building and the Project. 22.8. Notwithstanding anything to the contrary contained in this Section 22, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 occurs during the last twelve (12) months of the Term or any extension hereof.

Damage or Destruction. 22.118.01. In the event of a partial destruction of the premises or the Building or of which the Project premises are a part are damaged by fire or other perils covered by extended coverage insurance not exceeding twenty-five percent (25%) of insurance, Landlord agrees, to the full insurable value thereof, and provided that (a) the damage thereto is such that the Building or the Project may be repaired, reconstructed or restored within a period of eight (8) months from the date of the happening of such casualty and (b) Landlord shall receive extent insurance proceeds sufficient actually paid and received allow, to cover forthwith repair the cost of such repairs (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense), Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicablesame, and this Lease lease shall continue remain in full force and effect. Notwithstanding , except that Tenant shall be entitled to a proportionate reduction of the foregoingrent while such repairs are being made, Landlord may not terminate this Lease pursuant such proportionate reduction to clause (b) of this Section 22.1 unless be based upon the cost extent to which the making of such repairs materially interferes with the business carried on by Tenant in excess the premises. If, however, the damage is due in whole or in substantial part to the fault or neglect of any deductible Tenant or its officers, agents, employees, contractors (independent or otherwise), permittees, licensees, guests, visitors or invitees, there shall be no abatement of rent. 18.02. In the event the premises or the Building are damaged in an amount and any available exceeding the insurance proceeds to restore or by perils not covered by fire and extended coverage insurance, Landlord shall forthwith repair the Building and other improvements on same, provided the Property exceeds Two Hundred Fifty extent of the total destruction is no greater than the lesser of Seventy-Five Thousand Dollars ($250,00075,000) Dollars or ten percent (10%) of the then full replacement cost of the premises (such lesser figure shall be referred to herein as "Landlord's Repair Obligation Limit"). 22.2. In the event the destruction is to an extent greater than Landlord's Repair Obligation Limit, then Landlord shall have the option (1) to repair or restore such damage, this lease continuing in full force and effect, but the rent to be proportionately reduced to the same extent and subject to the same conditions as hereinabove provided in Section 18.01 of this Article; or (2) give notice to Tenant at any time within sixty (60) days after such damage terminating this lease as of the date specified in such notice, which date shall be no less than thirty (30) and no more than sixty (60) days after the giving of such notice. In the event of any damage to or destruction giving such notice, this lease shall expire and all interest of the Building or Tenant in the Project other than premises shall terminate on the date so specified in such notice and the rent, proportionately reduced to the same extent and subject to the same conditions as described hereinabove provided in Section 22.118.01 of this Article, Landlord may elect shall be paid up to repair, reconstruct and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effect. If Landlord elects not to repair the Building or the Project, as applicable, then this Lease shall terminate as of the date of such damage or destructiontermination. 22.3. Within sixty (60) days following the date of damage or destruction, Landlord shall give written notice to Tenant either (a) of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.4. Upon any termination of this Lease under any of the provisions of this Section 22, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.5. In the event of repair, reconstruction and restoration as provided in this Section 22, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business. 22.618.03. Notwithstanding anything to the contrary contained in this Section 22, if the time required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destruction, then Tenant may terminate this Lease by written notice of termination given no later than sixty (60) days after Landlord notifies Tenant as to how much time will be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.7. If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction or restoration only with regard to those portions of the Premises, the Building or the Project that were originally provided at Landlord’s expense. The repair, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration of the Premises, the Building and the Project. 22.8. Notwithstanding anything to the contrary contained in this Section 22Article, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if premises when the damage resulting from any casualty covered under this Section 22 Article occurs during the last twelve (12) months of the Term term of this lease or any extension hereofthereof. 18.04. Landlord shall not be required to repair any injury or damage by fire or other cause to, or to make repairs or replacement of any property installed in the premises by or at the request or direction of Tenant, including without limitation panels, decoration, office fixtures, railings, floor covering, and partitions. Furthermore, in no event, and without regard to whomsoever installed such property, shall Landlord be required to repair any injury or damage, or to make any repairs or replacement of property installed in the premises to the extent the aggregate cost of such repairs or replacements totals an amount in excess of basic tenant improvements allowed to Tenant by Landlord. 18.05. Tenant shall not be entitled to any compensation or damages from Landlord for loss of the use of the whole or any part of the premises, Tenant's personal property or any inconvenience or annoyance occasioned by such damage, repair, reconstruction or restoration. 18.06. Tenant waives the provisions of Civil Code Section 1932(2) and Civil Code Section 1933(4) with respect to the destruction of the premises, and the building in which such premises are located.

Damage or Destruction. 22.1▇▇.▇. In ▇▇ the event of a partial destruction of (a) the Premises or (b) Common Area of the Building or the Project Property ((a) and (b) together, the “Affected Areas”) by fire or other perils covered by extended coverage insurance not exceeding twenty-five percent (25%) of the full insurable value thereofof the Premises or the Building, and provided that (ax) the damage thereto is such that the Building or the Project Affected Areas may be repaired, reconstructed or restored within a period of eight six (8) 6) months from the date of the happening of such casualty and casualty, (by) Landlord shall receive insurance proceeds sufficient to cover the cost of such repairs repairs, reconstruction and restoration (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense)) and (z) such casualty was not intentionally caused by a Tenant Party, then Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, Affected Areas and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.2▇▇.▇. In ▇▇ the event of any damage to or destruction of the Building or the Project Property other than as described in Section 22.123.1, Landlord may elect to repair, reconstruct and restore the Building or the ProjectProperty, as applicable, in which case this Lease shall continue in full force and effect. If Landlord elects not to repair repair, reconstruct and restore the Building or the ProjectProperty, as applicable, then then, at Landlord’s election by written notice to Tenant, this Lease shall terminate as of the date of such damage or destructionnotice from Landlord. 22.3. Within sixty (60) days following the date of damage or destruction, Landlord shall give written notice to Tenant either (a) of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.423.3. Upon any termination of this Lease under any of the provisions of this Section 22Article, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring and obligations accruing prior to the damage or destruction destruction, and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.5▇▇.▇. In ▇▇ the event of repair, reconstruction and restoration as provided in this Section 22Article, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant▇▇▇▇▇▇’s use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair repair, reconstruction and restoration that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business; provided, however, that the amount of such abatement shall be reduced by the amount of Rent that is received by Tenant as part of the business interruption or loss of rental income with respect to the Premises from the proceeds of business interruption or loss of rental income insurance. 22.6. Notwithstanding anything to the contrary contained in this Section 22, if the time required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destruction, then Tenant may terminate this Lease by written notice of termination given no later than sixty (60) days after Landlord notifies Tenant as to how much time will be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.723.5. If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repairrepairs, reconstruction or restoration only with regard to (a) those portions of the Premises, the Building or the Project Premises that were originally provided at Landlord’s expenseexpense and (b) the Common Area portion of the Affected Areas. The repairrepairs, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense expense, including, but not limited to, any Alterations, shall be the obligation of Tenant. In the event Tenant has elected Landlord’s obligation, should it elect or be obligated to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repair, reconstruction and restoration of the Premisesreconstruct or restore, the Building and the Projectshall be conditioned upon Landlord receiving any permits or authorizations required by Applicable Laws. 22.823.6. Notwithstanding anything to the contrary contained in this Section 22Article, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 Article occurs during the last twelve twenty-four (1224) months of the Term or any extension hereofthereof, or to the extent that insurance proceeds are not available therefor. 23.7. Tenant shall, at its expense, replace or fully repair all of Tenant’s personal property, all improvements not originally provided by Landlord or at Landlord’s expense, and any Alterations installed by Tenant existing at the time of such damage or destruction. If Affected Areas are to be repaired, reconstructed or restored in accordance with the foregoing, Landlord shall make available to Tenant any portion of insurance proceeds it receives that are allocable to the improvements not originally provided by Landlord or at Landlord’s expense and Alterations constructed by Tenant pursuant to this Lease; provided Tenant is not then in default under this Lease, and subject to the requirements of any Lender or mortgagee of Landlord. If any casualty event results in a hazardous condition at the Affected Areas due to Tenant’s activities at or use of the Premises, including radioactive or biological contamination, then Tenant shall be responsible for addressing such hazardous condition at its sole expense and making the Affected Areas safe for Landlord and its employees, agents and contractors, and Landlord’s restoration obligations or any abatement of Rent resulting from such casualty shall be tolled until the Affected Areas are safe for Landlord and its employees, agents and contractors to commence restoration work in the Affected Areas. 23.8. This Article sets forth the terms and conditions upon which this Lease may terminate in the event of any damage or destruction. Accordingly, the parties hereby waive the provisions of any Applicable Laws (and any successor statutes) permitting the parties to terminate this Lease as a result of any damage or destruction.

Damage or Destruction. 22.125.1. In the event of a partial destruction of the Building or the Project by fire or other perils covered by extended coverage insurance not exceeding twenty-five percent (25%) of the full insurable value thereof, and provided that (a) the damage thereto is such that the Building or the Project may be repaired, reconstructed or restored within a period of eight six (8) 6) months from the date of the happening of such casualty and (b) Landlord shall receive insurance proceeds sufficient to cover the cost of such repairs (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense), Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.225.2. In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.125.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effect. If If, however, (a) Landlord estimates (in its reasonable discretion) that such repairs cannot be completed within twelve (12) months from the date of the happening of the casualty or (b) Landlord elects not to repair the Building or the Project, as applicable, then Tenant shall have the right to terminate this Lease shall terminate (except for those provisions that, by their express terms, survive the expiration or earlier termination hereof) in whole or as to the equitable portion of the Premises and use of the Common Areas affected by such damage or destruction, without any payment of a Termination Fee, upon written notice to Landlord delivered no later than ten (10) business days after Tenant receives Landlord’s notice of (y) the estimate of time required to rebuild or (z) Landlord’s election not to rebuild, with such termination to be effective as of the date of Landlord’s receipt of such damage or destructionnotice. 22.325.3. Within Landlord shall give written notice to Tenant within sixty (60) days following the date of damage or destruction, Landlord shall give written notice to Tenant either destruction of (a) of whether Landlord can and will complete repairs within the twelve (12) month period set forth in Section 26.1 or (b) its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.425.4. Upon any termination of this Lease under any of the provisions of this Section 22Article 25, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.525.5. In the event of repair, reconstruction and restoration as provided in this Section 22Article 25, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on in proportion to the extent to which Tenant’s use of the Premises for the Permitted Use is impaired during the period of such repair, reconstruction or restoration, or is prohibited by Applicable Laws, unless Landlord provides Tenant with other space during the period of repair that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s businessbusiness for the Permitted Use. 22.625.6. Notwithstanding anything to the contrary contained in this Section 22Article 25, if the time required to complete should Landlord be delayed or prevented from completing the repair, reconstruction and/or or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destructiondestruction to the Premises after the occurrence of such damage or destruction by Force Majeure (other than the Force Majeure event constituting the original casualty), then Tenant may terminate this Lease by written notice the time for Landlord to commence or complete repairs shall be extended on a day-for-day basis; provided, however, that, at Landlord’s election, Landlord shall be relieved of termination given no later than sixty (60) days after Landlord notifies Tenant as its obligation to how much time will be required to complete the make such repair, reconstruction and/or restoration of the Premises and the parking facilities of the Projector restoration. 22.725.7. If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repair, reconstruction or restoration only with regard to those portions of the Premises, the Building or the Project that were originally provided at Landlord’s expenseexpense (including the Tenant Improvements). The repair, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, is addressed in addition to providing for basic repair, reconstruction and restoration of the Premises, the Building and the ProjectSection 25.9. 22.825.8. Notwithstanding anything to the contrary contained in this Section 22Article 25, if there is a casualty during the last twenty-four (24) months of the Term or any extension hereof such that a majority of the Premises is not usable for the Permitted Use, then either party can elect to terminate this Lease in connection with such casualty (except for those provisions that, by their express terms, survive the expiration or earlier termination hereof), and Tenant shall have no obligation to pay a Termination Fee in connection therewith, and Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if Premises. 25.9. Landlord’s obligation, should it elect or be obligated to repair or rebuild, shall be limited to the Property, the Building and the Tenant Improvements; provided that Tenant shall, at its expense, replace or fully repair all of Tenant’s personal property and any Alterations installed by Tenant existing at the time of such damage resulting from or destruction. If the Property or the Building is to be repaired in accordance with the foregoing, Landlord shall make available to Tenant any casualty covered portion of insurance proceeds it receives that are allocable to the Alterations constructed by Tenant pursuant to this Lease, provided Tenant is not then in default under this Section 22 occurs during Lease, and subject to the last twelve (12) months requirements of the Term or any extension hereofLender of Landlord.

Damage or Destruction. 22.1. 24.1 In the event of a partial destruction of (a) the Premises or (b) Common Area of the Building or the Project ((a) and (b) together, the “Affected Areas”) by fire or other perils covered by extended coverage insurance not exceeding twenty-five percent (25%) of the full insurable value thereof, and provided that (ax) the damage thereto is such that the Building or the Project Affected Areas may be repaired, reconstructed or restored within a period of eight six (8) 6) months from the date of the happening of such casualty and casualty, (by) Landlord shall receive insurance proceeds sufficient to cover the cost of such repairs repairs, reconstruction and restoration (except for any deductible amount provided by Landlord’s policy, which deductible amount, if paid by Landlord, shall constitute an Operating Expense)) and (z) such casualty was not intentionally caused by a Tenant Party, then Landlord shall commence and proceed diligently with the work of repair, reconstruction and restoration of the Building or the Project, as applicable, Affected Areas and this Lease shall continue in full force and effect. Notwithstanding the foregoing, Landlord may not terminate this Lease pursuant to clause (b) of this Section 22.1 unless the cost of such repairs in excess of any deductible amount and any available insurance proceeds to restore the Building and other improvements on the Property exceeds Two Hundred Fifty Thousand Dollars ($250,000). 22.2. 24.2 In the event of any damage to or destruction of the Building or the Project other than as described in Section 22.124.1, Landlord may elect to repair, reconstruct and restore the Building or the Project, as applicable, in which case this Lease shall continue in full force and effect. If Landlord elects not to repair repair, reconstruct and restore the Building or the Project, as applicable, including an election by Landlord not to repair, reconstruct and restore as provided in Section 24.6 below, then this Lease shall terminate as of the date of such damage or destruction. Notwithstanding the foregoing, in the event of any damage or destruction (regardless of whether such damage is governed by Section 24.1 or this Section), if (a) in Landlord’s determination as set forth in the Damage Repair Estimate (as defined below), the Affected Areas cannot be repaired, reconstructed or restored within twelve (12) months after the date of such casualty, (b) subject to Section 24.6, the Affected Areas are not actually repaired, reconstructed and restored within eighteen (18) months after the date of such casualty, or (c) the damage and destruction occurs within the last twelve (12) months of the then-current Term, then Tenant shall have the right to terminate this Lease, effective as of the date of such damage or destruction, by delivering to Landlord its written notice of termination (a “Termination Notice”) (y) with respect to Subsections 24.2(a) and (c), no later than fifteen (15) days after Landlord delivers to Tenant Landlord’s Damage Repair Estimate and (z) with respect to Subsection 24.2(b), no later than fifteen (15) days after such twelve (12) month period expires. If Tenant provides Landlord with a Termination Notice pursuant to Subsection 24.2(z), Landlord shall have an additional thirty (30) days after receipt of such Termination Notice to complete the repair, reconstruction and restoration. If Landlord does not complete such repair, reconstruction and restoration within such thirty (30) day period, then Tenant may terminate this Lease by giving Landlord written notice within two (2) business days after the expiration of such thirty (30) day period. If Landlord does complete such repair, reconstruction and restoration within such thirty (30) day period, then this Lease shall continue in full force and effect. 22.3. Within 24.3 As soon as reasonably practicable, but in any event within sixty (60) days following the date of damage or destruction, Landlord shall notify Tenant of Landlord’s good faith estimate of the period of time in which the repairs, reconstruction and restoration will be completed (the “Damage Repair Estimate”), which estimate shall be based upon the opinion of a contractor reasonably selected by Landlord and experienced in comparable repair, reconstruction and restoration of similar buildings. Additionally, Landlord shall give written notice to Tenant either within sixty (a60) days following the date of damage or destruction of its election not to repair, reconstruct or restore the Building or the Project, as applicable, or (b) of the amount of time reasonably anticipated to be required to complete the repair, reconstruction and/or restoration of the Premises and the parking facilities of the Project. 22.4. 24.4 Upon any termination of this Lease under any of the provisions of this Section 22Article, the parties shall be released thereby without further obligation to the other from the date possession of the Premises is surrendered to the Landlord, except with regard to (a) items occurring prior to the damage or destruction and (b) provisions of this Lease that, by their express terms, survive the expiration or earlier termination hereof. 22.5. 24.5 In the event of repair, reconstruction and restoration as provided in this Section 22Article, all Rent to be paid by Tenant under this Lease shall be abated proportionately based on the extent to which Tenant’s use of the Premises is impaired during the period of such repair, reconstruction or restoration, unless Landlord provides Tenant with other space during the period of repair repair, reconstruction and restoration that, in Tenant’s reasonable opinion, is suitable for the temporary conduct of Tenant’s business; provided, however, that the amount of such abatement shall be reduced by the amount of Rent that is received by Tenant as part of the business interruption or loss of rental income with respect to the Premises from the proceeds of business interruption or loss of rental income insurance. 22.6. 24.6 Notwithstanding anything to the contrary contained in this Section 22Article, if the time required to complete should Landlord be delayed or prevented from completing the repair, reconstruction and/or or restoration of the Premises and the parking facilities of the Project exceeds eight (8) months from the date of damage or destructiondestruction to the Premises after the occurrence of such damage or destruction by Force Majeure or delays caused by a Tenant Party, then Tenant may terminate this Lease by written notice of termination given no later than sixty (60) days after the time for Landlord notifies Tenant as to how much time will be required to commence or complete the repairrepairs, reconstruction and/or and restoration shall be extended on a day-for-day basis; provided, however, that at Landlord’s election, Landlord shall be relieved of the Premises its obligation to make such repairs, reconstruction and the parking facilities of the Projectrestoration. 22.7. 24.7 If Landlord is obligated to or elects to repair, reconstruct or restore as herein provided, then Landlord shall be obligated to make such repairrepairs, reconstruction or restoration only with regard to (a) those portions of the Premises, the Building or the Project Premises that were originally provided at Landlord’s expenseexpense and (b) the Common Area portion of the Affected Areas. The repairrepairs, reconstruction or restoration of improvements not originally provided by Landlord or at Landlord’s expense shall be the obligation of Tenant. In the event Tenant has elected to upgrade certain improvements from the Building Standard, Landlord shall, upon the need for replacement due to an insured loss, provide only the Building Standard, unless Tenant again elects to upgrade such improvements and pay any incremental costs related thereto, except to the extent that excess insurance proceeds, if received, are adequate to provide such upgrades, in addition to providing for basic repairrepairs, reconstruction and restoration of the Premises, the Building and the Project. 22.8. 24.8 Notwithstanding anything to the contrary contained in this Section 22Article, Landlord shall not have any obligation whatsoever to repair, reconstruct or restore the Premises if the damage resulting from any casualty covered under this Section 22 Article occurs during the last twelve twenty-four (1224) months of the Term or any extension hereofthereof, or to the extent that insurance proceeds are not available therefor. 24.9 Landlord’s obligation, should it elect or be obligated to repair, reconstruct or restore, shall be limited to the Affected Areas, and shall be conditioned upon Landlord receiving any permits or authorizations required by Applicable Laws. Tenant shall, at its expense, replace or fully repair all of Tenant’s personal property and any Alterations installed by Tenant existing at the time of such damage or destruction. If Affected Areas are to be repaired, reconstructed or restored in accordance with the foregoing, Landlord shall make available to Tenant any portion of insurance proceeds it receives that are allocable to the Alterations constructed by Tenant pursuant to this Lease; provided Tenant is not then in default under this Lease, and subject to the requirements of any Lender of Landlord. 24.10 This Article sets forth the terms and conditions upon which this Lease may terminate in the event of any damage or destruction. Accordingly, the parties hereby waive the provisions of any Applicable Laws (and any successor statutes) permitting the parties to terminate this Lease as a result of any damage or destruction to the extent inconsistent with the rights set forth in this Article.