UNTIL THE RESTORATION IN QUESTION IS COMPLETED AND
SHALL BE DELIVERED TO LANDLORD NOT LESS THAN 30 DAYS PRIOR TO THE EXPIRATION OF
THE THEN CURRENT LETTER OF CREDIT, FAILING WHICH LANDLORD MAY PRESENT THE THEN
CURRENT LETTER OF CREDIT FOR PAYMENT.
UPON (A) THE COMPLETION OF THE
RESTORATION IN ACCORDANCE WITH THE TERMS OF THIS ARTICLE 10 AND (B) THE
SUBMISSION TO LANDLORD OF THE ITEMS DESCRIBED IN CLAUSES (X), (Y) AND (Z) OF
SECTION 10.2(B), THE SECURITY DEPOSITED WITH LANDLORD (OR THE BALANCE OF THE
PROCEEDS THEREOF, IF LANDLORD HAS DRAWN ON THE SAME) SHALL BE RETURNED TO
TENANT.
UPON TENANT'S FAILURE PROPERLY TO PERFORM, COMPLETE AND FULLY PAY FOR
THE RESTORATION, AS REASONABLY DETERMINED BY LANDLORD, LANDLORD MAY, UPON NOTICE
TO TENANT, DRAW ON THE SECURITY DEPOSITED UNDER THIS SECTION 10.4(B) TO THE
EXTENT LANDLORD DEEMS REASONABLY NECESSARY IN CONNECTION WITH THE RESTORATION
AND/OR PROTECTION OF THE PREMISES OR THE PROPERTY AND THE PAYMENT OF ANY COSTS,
DAMAGES OR EXPENSES RESULTING THEREFROM.
(II)
TO THE EXTENT THAT LANDLORD SHALL BE HOLDING ANY SUCH SECURITY,
LANDLORD SHALL HAVE THE RIGHT FROM TIME-TO-TIME, SUBJECT TO THE $1 MILLION LIMIT
OF SECTION 10.4(B)(I) ABOVE, TO REQUIRE TENANT TO DEPOSIT ADDITIONAL SECURITY AS
IT PERTAINS TO ANY AND ALL ALTERATIONS MADE BY TENANT WHICH TENANT SHALL BE
OBLIGATED TO RESTORE UNDER THIS ARTICLE 10, IF LANDLORD SHALL REASONABLY
ESTABLISH THAT THE SECURITY THEN HELD BY LANDLORD WITH RESPECT TO ANY AND ALL
SUCH ALTERATIONS WILL BE INADEQUATE FOR THEIR INTENDED PURPOSES.
ANY DISPUTE
REGARDING THE SUFFICIENCY OF ANY SECURITY DEPOSITED WITH LANDLORD WHICH THE
PARTIES SHALL BE UNABLE TO RESOLVE WITHIN FIFTEEN (15) DAYS AFTER ONE PARTY
SHALL HAVE NOTIFIED THE OTHER PARTY THAT SUCH A BONA FIDE DISPUTE EXISTS AND
SHALL BE RESOLVED BY ARBITRATION IN ACCORDANCE WITH SECTION 18.4.
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(III)
TO THE EXTENT THAT LANDLORD SHALL BE HOLDING ANY SUCH SECURITY,
LANDLORD SHALL BE PERMITTED TO USE SUCH SECURITY TO COMPLETE TENANT'S OBLIGATION
TO RESTORE THE ALTERATION WITH RESPECT TO WHICH SUCH SECURITY HAS BEEN DEPOSITED
BY TENANT IF TENANT SHALL DEFAULT IN TENANT'S OBLIGATION TO RESTORE THE
APPLICABLE ALTERATION.
IF AT ANY TIME LANDLORD SHALL NOTIFY TENANT THAT
LANDLORD OR ITS CONSULTANTS SHALL HAVE CONCLUDED THAT THERE IS A SUBSTANTIAL
LIKELIHOOD THAT ANY ALTERATION THAT TENANT IS OBLIGATED TO RESTORE OR ANY
TURNOVER ALTERATION WILL NOT BE COMPLETED BY THE DATE BY WHICH IT SHALL BE
REQUIRED TO BE COMPLETED HEREUNDER, THEN FOR THE PERIOD OF THIRTY (30) DAYS
FOLLOWING SUCH NOTIFICATION BY LANDLORD TO TENANT, LANDLORD AND TENANT AND THEIR
RESPECTIVE ARCHITECTS AND/OR ENGINEERS SHALL ENDEAVOR TO RESOLVE THE MATTER.
IF
THE PARTIES SHALL BE UNABLE TO RESOLVE THE MATTER, THEN AT ANY TIME AFTER THE
EXPIRATION OF SUCH THIRTY (30) DAY PERIOD, EITHER PARTY MAY SUBMIT THE MATTER TO
ARBITRATION UNDER SECTION 18.4 HEREOF, WITH THE SOLE QUESTION TO BE DETERMINED
BY SUCH ARBITRATION BEING WHETHER OR NOT THERE IS A SUBSTANTIAL LIKELIHOOD THAT
ANY SUCH ALTERATION WILL NOT BE COMPLETED BY THE DATE