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C'asonI ty Damage, (H) the Holder of any Security Inshamenl requires any insurance proceeds with respect to such Casualty Damage to be applied to
<br />the outstanding balance of the obligation secured by such Security Instrument, (iii) the cost of the Restm'adon is not fully covered by Insurance
<br />proceeds nvailuble to Landlord and/or payments received by Landlord from tenants, (iv) Tenant shall be entitled to an abatement of Rent under this
<br />Section 13.1 for a period of lime in excess of thirty-three percent (33%) of the remainder of the Term, or (v) such Casualty occurs during the lost
<br />eighteen (18) months orthe Tam (disregarding Extension Terms, if any). Such right of termination shall be exercisable by Landlord by delivery of
<br />written notice to Tenant tit any time following the Casualty until sixty (60) days following the later of: (A) delivery of die Damage Notice or (B)
<br />Landlord's discovery or determination of any of the events described in clauses (i) through (v) of the preceding sentence, and shell be effective upon
<br />delivery of such notice ohermilmdon (or ifTenant has not vacated the Premises, thirty (30) days thereafter).
<br />13.1.3 Waver. Landlord and Tenant agree that Ole provisions of this Section 13.1 and the remaining provisions of this Lease
<br />Shall exclusively govern the rights and obligations of the parties with respect to any and all damage to, or destruction of, all or any portion of the
<br />Premises or the Project, and Landlord and Tenant hereby waive and release each and all of their respective common law and statutory rights
<br />inconsistent herewith, whether now or hereinafter in effect (including, without limitation, Sections 1932(2) and 1933(4) of the California Civil Code,
<br />as amended from time to time).
<br />13,2 Taking. Ifthe whole or a material portion of Ole Premises, the Building or the Project shall be taken under the power ofeminent
<br />domain, or sold to prevent the exercise thereof (collectively, a "Taking"), this Lease shall automatically terminate as of Ole earlier of [he date of
<br />transfer of title resulting 6'om such Taking or the date of transfer of possession resulting from such Taking (the "Taking Date"). In the event of a
<br />Taking of such portion or the Project, the Building or Ole Premises as shall, in the opinion of Landlord, substantially interfere with Landlord's
<br />operation thereof, Landlord may terminate this Lease upon thirty (30) days written notice to Tenant given at any time within sixty (60) days
<br />following the Taking Dale. If a portion of the Premises is so taken and this Lease is not terminated: (a) Landlord shall, with reasonable diligence
<br />and at Landlord's cost (to the extent of the condemnation award received by Landlord), proceed to restore (to the extent permitted by Laws and
<br />covenants, conditions and restrictions then applicable to the Project) the Premises (other than Tenant's Personal Property and Leasehold
<br />Improvements that are not consistent with then Building Standards) to a complete, functioning unit and (b) the Base Rent payable hereunder shall be
<br />reduced proportionately based on the portion of the Premises so taken. Except as expressly provided otherwise in this Section 132, the entire award
<br />for any Taking shall belong to Landlord (without deduction for any estate or interest of Tenant), except that Tenant shall be entitled to independently
<br />Pursue u separate award for the loss of, or damage to, Tenant's Personal Property and Tenant's relocation costs directly associated with the Taking
<br />(but Tenant shall not otherwise assert any claim against Landlord or Vic condenwing authority). No Taking of any portion of the Premises, the
<br />Building or One Protect (or any portion thereof) for a period of less than two hundred seventy (270) days (a "Temporary Toldng") shall terminate
<br />this Lease or entitle Tenant to any abatement of the Rent payable to Landlord under this Lease; provided, however, that any award for any such
<br />Temporary Taking shall belong to Tenant, but only to the extent that the award applies to any time period during the Tenn of Oils Lease. This
<br />Section 13.2 shall be Tenant's sole and exclusive remedy in the event of a Taking. Each party hereby waives the provisions of Sections 1265.130
<br />and 1205.150 of the California Code of Civil Procedure and die provisions orally successor or otter law of like impot.
<br />ARTICLE 14—TNDEMNiFTCATION AND INSURANCE
<br />14A Waiver of Liability and Indannific Rion. Except to the extent expressly provided to the contrary herein, Tenant hereby waives
<br />all claims and causes of action against Landlord and all of the other Landlord Parties for any damage to persons or property (including, without
<br />limitation, loss ol'profits and intangible property) in any way relating to Tenant's use and occupancy of the Premises from any cause whatsoever,
<br />including, without limitation lire, explosion, falling plaster, steam, gas, air contaminants or emissions, electricity, electrical or electronic emanations
<br />or disturbance, water, rain or snow or leaks from any part the Building or fi,om die pipes, appliances, equipment or plumbing works or from the roof,
<br />street or sub -surface or from any other place or caused by dampness, vaudalisnh, malicious mischief, Tenant shall indemnify, defend, protect and
<br />hold hamhless Landlord and each of the Landlord Parties from and against any and all Claims that arise out of, are occasioned by or are in any way
<br />attributable to: (a) the use or occupancy of Ole Premises or ally portion of the Project by Tenant, (b) the acts or mmissions of Tenant or any Tenant
<br />Party, (c) any default of this Lease by Tenant, or (d) any litigation or other proceedings between Tenant and any third party; provided flint Tenant
<br />shall not be required to so indenulify, defend or hold Landlord or any of the other Landlord Parties harmless to the extent that any such Claims arise
<br />out of the gross ncgligenee or willful misconduct of Landlord, its agents or employees.
<br />14.2 Insurance. Al all times during the Tenn of this Lease, Tenant shall: (a) procure and maintain, at its sole expense, One insurance
<br />policies described in Exhibit "G", attached hereto and (b) otaenvise comply with each and all of Ole obligations and requirements set forth in Exhibit
<br />L2, Landlord makes no representation that die insurance coverage specified to be carried by Tenant pursuant to this Exhibit "G" is adequate to
<br />protect Tenant against Tenant's undertakings under the terms oflh(s Lease or otherwise, and if Tenant believes that such insurance coverage required
<br />under this Lease is insufficient, at its own expense, Tenant shall provide such additional insurance as Tenant Violas adequate,
<br />14.3 Wilk cr of Suhrocalion. Notwithstanding may provision of this Article 14 to the contrary, Landlord and Tenant intend dint their
<br />respective property damage loss risks shall be borne by their respective insurance carriers to the extent of the property damage insurance that each of
<br />Landlord and Tenant are required to carry under Exhibit "U, and except as expressly provided otherwise in this Lease, in the event of a properly
<br />loss. each or Landlord and 'renant hereby agree to look solely in, and seek recovery only from, their respective property danmge insurance carriers to
<br />the extentthat such property loss is of a type that is covered by the property damage insurance if is required to curry under Exhibit "G". As long as
<br />such waivers of subrogation are reasonably available, each of the parties hereto hereby waives all of its rights and claims against each of the other
<br />polies Ihcreto for such losses, and provided such waiver of subrogation shall not effect the right of' such party as the insured under its property
<br />damage policy (or policies) in recover (hereuuder, waives all of the rights of'subrugulion orite property damage insurers. The parties hereto further
<br />agree that, so long as no material additional premium is charged therefore, their respective property insurance policies are now, or shall be, endorsed
<br />such that [lie tineguing waiver ursubrugution shall not atlect the right of the insured to recover thereunder.
<br />ARTICLE) — Q'ICNTS OF DFFIULT1ND RF\I EDIES
<br />15.1 Eneats of Der nit it" Tenant. Tile occurrence of any of the rulluwing shall constitute a material delhull and breach or this
<br />Lease by 1 coast (:m "Even( of Uefnu ll" t
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