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<br />effect of such releases and waivers is not limited by the amount of insurance carried or required, or by any deductibles applicable hereto. The Parties agree to have
<br />their respective property damage insurance carriers waive any right to subrogation that such companies may have against Lessor or Lessee, as the case maybe, so
<br />long as the insurance is not invalidated thereby.
<br />8.7 Indemnity. Except for Lessor's gross negligence or willful misconduct, Lessee shall indemnify, protect, defend and hold harmless the Premises, Lessor and
<br />its agents, Lessor's master or ground lessor, partners and Lenders, from and against any and all claims, loss of rents and/or damages, liens, judgments, penalties,
<br />attorneys' and consultants' fees, expenses and/or liabilities arising out of, involving, or in connection with, a Breach of the Lease by Lessee and/or the use and/or
<br />occupancy of the Premises and/or Project by Lessee and/or by Lessee's employees, contractors or invitees. If any action or proceeding is broughtagainst Lessor by
<br />reason of any of the foregoing matters, Lessee shall upon notice defend the same at Lessee's expense by counsel reasonably satisfactory to Lessor and Lessor shall
<br />cooperate with Lessee in such defense. Lessor need not have first paid any such claim in order to be defended or indemnified.
<br />8.8 Exemption of Lessor and its Agents from Liability. Notwithstanding the negligence or breach of this Lease by Lessor or its agents, neither Less or its
<br />agents shall be liable under any circumstances for: (i) injury or damage to the person or goods, wares, merchandise or other property of Lessee, Lessee' ployees,
<br />contractors, invitees, customers, or any other person in or about the Premises, whether such damage or injury is caused by or results from fire, steanafelecfNity, gas,
<br />water or rain, indoor air quality, the presence of mold or from the breakage, leakage, obstruction or other defects of pipes, fire sprinklers, wires, liances, p �bing,
<br />HVAC or lighting fixtures, or from any other cause, whether the said injury or damage results from conditions arising upon the Premises or upo other portions oAtpe
<br />building of which the Premises area part, or from other sources or places, (ii) any damages arising from any act or neglect of any other tenon fLes or from the
<br />failure of Lessor or its agents to enforce the provisions of any other lease in the Project, or (III) injury to Lessee's business or for any loss of into profit therefrom.
<br />Instead, it is intended that Lessee's sole recourse in the event ofsuch damages or injury be to file a claim on the insurance policy(ies) t Lessee is quired to
<br />maintain pursuant to the provisions of paragraph 8.
<br />8.9 Failure to Provide Insurance. Lessee acknowledges that any failure on its part to obtain or maintain the insurance re aired h ei ill a ose Lessor to
<br />risks and potentially cause Lessor to incur costs not contemplated by this Lease, the extent of which will be extremely difficu o as rtai Accordingly, for any month
<br />or portion thereof that Lesseedoesnot maintainthe requiredinsumnce and/ordoesnot provide Lessor with the require indersor erd atesevidencingthe
<br />existenceof therequired insurance, the Base Rentshall beautomatically increased, without any requirement for noticeto ee, m unt equal to 10%of the
<br />then existing Base Rent or $100, whichever isgreater. The parties agree that such increase m Base Rent represents iron ea able compensation for the
<br />additional risk/costs that Lessor will incurby reason of Lessee'sfailure to maintain the required insurance. Such
<br />red
<br />in se tshall in no event constitute a
<br />waiverof Lessee's Default or Breach with respectito the failure to maintain such insurance, prevent the exercise any of the her rights and remedies granted
<br />hereunder, nor relieve Lessee of its obligation to maintain the insurance specified in this Lease.
<br />9. Damage or Destruction.
<br />9.1 Definitions.
<br />(a) "Premises Partial Damage" shall mean damage or destruction to the improve Ants on the Premises, other than Lessee Owned Alterations and Utility
<br />Installations, which can reasonably be repaired in 6 months or less from the date of the da r destruction. Lessor shall notify Lessee in writing within 30 days
<br />from the date of the damage or destruction as to whether or not the damage is Partial or tat.
<br />(b) "Premises Total Destruction" shall mean damage or destruction to th remises, of than Lessee Owned Alterations and Utility Installations and
<br />Trade Fixtures, which cannot reasonably be repaired in 6 months or lessfrom the d e of the damage o7�destruction. Lessor shall notify Lessee in wridngwithin 30
<br />days from the date of the damage or destruction as to whether or not the damage art �r Total.
<br />(c) "Insured Loss" shall mean damage or destruction to improvements o N
<br />Premises, other than Lessee Owned Alterations and Utility Installations and
<br />Trade Fixtures, which was caused by an event required to be covered bythe nce de It
<br />in Paragraph 8.3(a), irrespective of anydeductible amounts or
<br />coverage limits involved.
<br />(d) "Replacement Cost" shall mean the cost to repair o uild t provements owned by Lessor at the time of the occurrence to their condition
<br />existing immediately priorthereto, including demolition, debris efioval Ad uprading required by the operation of Applicable Requirements, and without deduction
<br />for depreciation.
<br />(e) "Hazardous Substance Condition" shall mean th cc en discovery of a condition involving the presence of, or a contamination by, a
<br />Hazardous Substance, in, on, or under the Premises whipefeciMnesr oration.
<br />9.2 Partial Damage - Insured Loss. If a Premi Parti)th
<br />Be at is an Insured Loss occurs, then Lessor shall, at Lessor's expense, repair such damage (but
<br />not Lessee's Trade Fixtures or Lessee Owned Alteratio and stallations) as soon as reasonably possible and this Lease shall continue in full force and effect;
<br />provided, however, that Lessee shall, at Lessor's election, apair ofanydamage ordestruction thetotalcost torepair ofwhich is $30,000or less,and, in such
<br />event, Lessor shall make anyapplicable insurance proceedsto Lessee ona reasonable basisfor that purpose. Notwithstanding the foregoing, ifthe required
<br />insurancewas notin forceorthe insurance proceeds are nott to effect such repair, the Insuring Party shall promptly contribute the shortage in proceeds
<br />(except as to the deductible which is see's responsibility) as and when required to complete said repairs. In the event, however, such shortage was due to the fact
<br />that, by reason of the unique natur of the improvements, full replacement cost insurance coverage was not commercially reasonable and available, Lessor shall have
<br />no obligation to pay for the sho gensurance proceeds or to fully restore the unique aspects of the Premises unless Lessee provides Lessor with the funds to cover
<br />same, or adequate assuranc_Vhereof, wi in 10 days following receipt of written notice of such shortage and request therefor. If Lessor receives said funds or
<br />adequate assurance ther (within said SO period, the party responsible for making the repairs shall complete [hem as soon as reasonably possible and this Lease
<br />shall remain in full fort nd eff . If such funds or assurance are not received, Lessor may nevertheless elect by written notice to Lessee within 10 days thereafter
<br />to: (i) make such restorati repair as is commercially reasonable with Lessor paying any shortage in proceeds, in which case this Lease shot remain in full force
<br />and effect, or(ii) this Le terminate 30 daysthereaher. Lessee shall not be entitled to reimbursement of any funds contributed by lessee to repair any such
<br />damage or destru o . is artial Damage due to flood or earthquake shall be subjen to Paragraph 9.3, notwithstanding that there may he some insurance
<br />coverage, but the t p ee f any such insurance shall be made available for the repairs if made by either Party.
<br />9. alD age - Uninsured Loss. If a Premises Partial Damage that is not an Insured Lossoccurs, unless caused bya negligent orwillful actof Lessee (in
<br />whit vent Le
<br />ee s II make the repairs at Lessee's expense), Lessor may either: (i) repair such damage as soon as reasonably possible at Lessor's expense, in which
<br />event 's Le c ntinue in full force and effect, or (ii) terminate this Lease by giving written notice to Lessee within 30 days after receipt by Lessor of knowledge
<br />pf oc ence of such damage. Such termination shall be effective 60 days following the date of such notice. In the event Lessor elects to terminate this Lease,
<br />Lessee al ve the right within 10 days after receipt of the termination notice to give written notice to Lessor of Lessee's commitment to pay for the repair of such
<br />damage Jithout reimbursement from Lessor. Lessee shall provide Lessor with said funds or satisfactory assurance thereof within 30 days after making such
<br />COMMIT 2nt. In such event this Lease shall continue in full force and effect, and Lessor shall proceed to make such repairs as soon as reasonably possible after the
<br />air funds are available. If Lessee does not make the required commitment, this Lease shall terminate as of the date specified in the termination notice.
<br />.4 Total Destruction. Notwithstanding any other provision hereof, if a Premises Total Destruction occurs, this Lease shall terminate 60days following such
<br />Destruction. If the damage or destruction was caused by the gross negligence or willful misconduct of Lessee, Lessor shall have the right to recover Lessor's damages
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<br />Oc 2019AIR CRE. All Rights Reserved. Last Edited: 4/30/20204:53 PM
<br />STN-27.30, Revised 11-25-2019 65 B —72 Page 7 of 16
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