(III) OF THIS LEASE WHICH PERTAIN TO THE
REPAIR AND RESTORATION OF THE TENANT IMPROVEMENTS AND ALTERATIONS, AND LANDLORD
SHALL REPAIR ANY INJURY OR DAMAGE TO THE TENANT IMPROVEMENTS AND ALTERATIONS
INSTALLED IN THE PREMISES AND SHALL RETURN SUCH TENANT IMPROVEMENTS AND
ALTERATIONS TO THEIR ORIGINAL CONDITION; PROVIDED THAT (I) THE COST OF SUCH
REPAIR BY LANDLORD OF SUCH TENANT IMPROVEMENTS AND ALTERATIONS (BASED ON
COMPETITIVE PRICING BY ALL CONTRACTORS AND SUBCONTRACTORS AND WITHOUT ANY PROFIT
MARK-UP OR SUPERVISION FEES TO LANDLORD) EXCEEDS THE AMOUNT OF INSURANCE
PROCEEDS RECEIVED BY LANDLORD FROM TENANT'S INSURANCE CARRIER, THE INCREMENTAL
COST DIFFERENTIAL OF SUCH REPAIRS SHALL BE PAID BY TENANT TO LANDLORD ON A
PROGRESS PAYMENT BASIS DURING LANDLORD'S REPAIR AND REPLACEMENT WORK (AFTER
EXHAUSTION OF INSURANCE PROCEEDS), AND (II) TENANT'S INSURANCE PROCEEDS SHALL BE
DISBURSED FOR ALL COSTS AND EXPENSES INCURRED BY LANDLORD IN CONNECTION WITH THE
REPAIR OF ANY SUCH DAMAGE TO THE TENANT IMPROVEMENTS AND ALTERATIONS
38
PURSUANT TO A DISBURSEMENT PROCEDURE MUTUALLY APPROVED BY LANDLORD AND TENANT.
SUBJECT TO SECTION 10.6 ABOVE, AS LONG AS THE DAMAGED TENANT IMPROVEMENTS AND
ALTERATIONS IN THE PREMISES ARE REPAIRED AND/OR RESTORED, TENANT SHALL BE
ENTITLED TO RETAIN ANY PORTION OF THE PROCEEDS OF THE INSURANCE DESCRIBED IN
SECTIONS 10.3.2 (II) AND (III) IN EXCESS OF THE COST OF SUCH REPAIRS AND/OR
RESTORATION.
11.1.3
IN CONNECTION WITH SUCH REPAIRS AND REPLACEMENTS, TENANT SHALL,
PRIOR TO THE COMMENCEMENT OF CONSTRUCTION, SUBMIT TO LANDLORD, FOR LANDLORD'S
REVIEW AND APPROVAL (WHICH APPROVAL SHALL NOT BE WITHHELD UNLESS A DESIGN
PROBLEM EXISTS), ALL PLANS, SPECIFICATIONS AND WORKING DRAWINGS RELATING
THERETO, AND LANDLORD SHALL SELECT THE CONTRACTORS TO PERFORM SUCH IMPROVEMENT
WORK PURSUANT TO LANDLORD'S STANDARD COMPETITIVE BIDDING PROCEDURES.
LANDLORD
SHALL NOT BE LIABLE FOR ANY INCONVENIENCE OR ANNOYANCE TO TENANT OR ITS
VISITORS, OR INJURY TO TENANT'S BUSINESS RESULTING IN ANY WAY FROM SUCH DAMAGE
OR THE REPAIR THEREOF; PROVIDED HOWEVER, THAT IF SUCH FIRE OR OTHER CASUALTY
SHALL HAVE DAMAGED THE PREMISES OR COMMON AREAS NECESSARY TO TENANT'S OCCUPANCY
TO SUCH A DEGREE THAT TENANT IS PREVENTED FROM USING, AND DOES NOT USE, ALL OR
ANY PART OF THE PREMISES AS A RESULT THEREOF, THEN LANDLORD SHALL ALLOW TENANT A
PROPORTIONATE ABATEMENT OF BASE RENT AND TENANT'S SHARE OF INCREASES IN
OPERATING EXPENSES, TAX EXPENSES AND UTILITIES COSTS DURING THE TIME AND TO THE
EXTENT TENANT IS SO PREVENTED FROM USING AND DOES NOT USE THE PREMISES AS A
RESULT THEREOF; PROVIDED, HOWEVER, THAT IF LESS THAN ALL, BUT A SUBSTANTIAL
PORTION, OF THE PREMISES IS UNFIT FOR OCCUPANCY AND THE REMAINDER OF THE
PREMISES IS NOT SUFFICIENT TO ALLOW TENANT TO EFFECTIVELY CONDUCT ITS BUSINESS
THEREIN, AND IF TENANT DOES NOT CONDUCT ITS BUSINESS FROM THE PORTION OF THE
PREMISES SO DAMAGED AND SUCH REMAINING PORTION, THEN THE BASE RENT AND TENANT'S
SHARE OF INCREASES IN OPERATING EXPENSES, TAX EXPENSES AND UTILITIES COSTS FOR
THE ENTIRE PREMISES SHALL BE ABATED FOR SUCH PERIOD THAT TENANT CONTINUES TO BE
SO PREVENTED FROM USING, AND DOES