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16. Indemnification/Hold Harmless. Sublessor, its partners, representatives, agents,
<br />and their respective officers and employees, shall not be liable to Subtenant, its officers,
<br />directors, shareholders, agents, servants, employees, customers or invitees, for any
<br />damage to person or property (including without limitation death or disfigurement)
<br />occurring on the Land caused by or attributable to any act, omission or neglect of
<br />Subtenant or its agents, employees or invitees. Subtenant agrees to indemnify and hoid
<br />harmless Sublessor from all damages, claims, costs and expenses (including without
<br />limitation, attomey's fees and other legai costs) as they are incurred and finally awarded,
<br />arising out of or in any way attributable to any such act, omission or neg2ect of any kind
<br />or nature. Subtenant, its agents, employees or invitees and their respective officers,
<br />directors and shareholders and employees shall not be liable to Sublessor or to
<br />Sublessor's employees, agents, or invitees for any damage to person or property caused
<br />solely and exclusively by any act, omission or neglect of Sublessor, its employees or
<br />agents and Subiessor agrees to indemnify and hold harmless Subtenant from all claims
<br />for such claims.
<br />17. Casualtv. If the Building or any systems serving the Building or the Premises are
<br />damaged by fire or other casuaity, Sublessor shall, within forty five (45) business days of
<br />such casualty, notify Subtenant (the "Sublessor's Notice") whether or not in the
<br />reasonable determination of Sublessor, the damage can be repaired within 180 days of
<br />such notice (the "Restoration Period"). If repairs and restoration cannot be completed
<br />within the Restoration Period either party may, at its option, within 90 days of receipt of
<br />the Landlord's Notice, terminate this Sublease effective as of the date of the other party's
<br />receipt of such notice of tetmination (but Subtenant shall be afforded a reasonable period
<br />of time (not to exceed 30 days) to vacate the Premises) and all Rent, Additional Rent or
<br />other sums due, abated in proportion to the portion of the Premises rendered unsuitable
<br />for use as provided below, shall be prorated as of that date. If the repairs and resioration
<br />can be accomplished within the Restoration Period, or if the repairs cannot be done
<br />within the Restoration Period and neither party chooses to terminate this Sublease,
<br />Sublessor shalt, within 30 days after the date of Sublessor's Notice, commence the
<br />repairs and restoration and proceed with all due diligence to restore the Building or the
<br />Premises to substantially the same condition in which it was immediately prior to the
<br />happening of the casualty. As soon after Sublessor commences the repairs and
<br />restoration as is practical, Subtenant shall commence and pursue to completion the repair
<br />and restoration or replacement of SubtenanYs fixtures and personal property. Each party
<br />shall proceed with their respective work in a timely and diligent manner using the same
<br />or better quality materials as existing prior to the casualty, and they shall use their best
<br />efforts not to interfere with, annoy or inconvenience the other party. For such period of
<br />time as Subtenant cannot conduct its business from the Premises in a reasonable, prudent
<br />and businesslike manner as a result of the condition of the Building or Premises, the
<br />services to the Building, or caused by an interruption thereof because ofreconstruction
<br />activities, all Rent and Additional Rent shall abate. To the extent and during the time that
<br />only a portion of the Premises is tenantable and to the extent that Subtenant is able to
<br />conduct its business therefrom in a reasonable, prudent and businesslike manner,
<br />Subtenant shall receive a fair diminution of Rent based on an estimated percentage of
<br />unusabie space in the Premises.
<br />C~-~y
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