KOTTINGER GARDENS PHASE 1 GROUND LEASE - MAR 2016

Section 11.2 Damage or Destruction Near End of Term. If. during the last seven (7) years of the Term, the Improvements shall be damaged by Casualty, then Lessee shall have the option, to be exercised within one hundred twenty (120) days after such Casualty: (a) to repair or restore the Improvements as hereinabove provided in this Article I I; or (b) subject to the rights and approval of Lenders, to terminate this Lease by notice to Lessor, which termination shall be deemed to be effective as of the date of Casualty. If Lessee terminates this Lease pursuant to this Section 11.2, Lessee shall surrender possession of the Leased Premises to Lessor immediately and assign to Lessor(or, if same has already been received by Lessee. pay to Lessor) all of its right, title and interest in and to the proceeds from Lessee's insurance upon the Leased Premises, subject to the prior rights of any Lender therein, as referenced in Section 11.3 below. Section 11.3 Distribution of Insurance Proceeds. In the event that this Lease is terminated pursuant to Sections 11.1 or 11.2 hereof, the insurance proceeds received as the result of such Casualty shall be distributed as follows: (a) first, if Leasehold Mortgage(s) are in place. to the Lenders to the extent of any indebtedness then owed to such Lender in order of the Lien priority of the Leasehold Mortgages; (b) second, the balance, if any. of such insurance proceeds shall be paid to Lessee or. as applicable pursuant to Sections 11.1 and 11.2 above. assigned or paid over to Lessor. Section 11.4 Insurance Requirements. Nothing in this Article I I does or shall be construed as permitting Lessee to maintain less than the minimum insurance requirements set forth in this Lease. ARTICLE 12. EVENTS OF DEFAULT Section 12.1 Events of Default. Each of the following shall be an "Event of Default" by Lessee hereunder: (a) failure by Lessee to pay any Rent or Additional Rent when due if such failure shall continue for a period of thirty (30) days after notice thereof has been given by Lessor to Lessee; (b) Lessee's default in the performance of any term, provision or covenant under this Lease (other than an obligation enumerated in this Section 12.1), and unless such provision specifies a shorter cure period for such default, the continuation of such default for thirty (30) days in the event of a monetary default or sixty (60) days in the event of a non- monetary default following the date upon which Lessor shall have given written notice of the default to Lessee, or if the nature of any such non-monetary default is such that it cannot be cured within sixty(60) days, Lessee's failure to commence to cure the default within sixty (60) days and thereafter prosecute the curing of such default with due diligence and in good faith, but in no event longer than one hundred twenty (120) days from receipt of the notice of default; 38 191A52V1656915.8 OAK 84834-9609-1684 vii