Agmt 2006 Mercy Housing California XXXIII (4)

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lOA Notice Required. In the event of material damage to or destruction of the Improvements, or any part thereof, Tenant shall promptly give Landlord notice of such occurrence and take all actions reasonably required to protect against hazards caused by such damage or destruction. For purposes of this Article 10, damage or destruction shall be deemed to be material if the estimated cost to repair equals or exceeds One Hundred Thousand Dollars ($100,000). 10.5 Removal of Debris. Ifthis Lease shall terminate following the occurrence of damage to or destruction ofthe Improvements and at a time when Tenant shall not have restored and rebuilt the Improvements, then Tenant shall, at its cost and expense after the use of any insurance proceeds released for such purpose, remove the debris and damaged portion of Improvements (including without limitation all foundations) and restore the Property and Improvements or the applicable portion thereof to a neat, clean and safe condition. 10.6 Tenant's Right to Terminate. Notwithstanding any contrary provision of this Article 10, Tenant shall have the option to terminate this Lease and be relieved ofthe obligation to restore the Improvements where all or substantially all of the Improvements are substantially damaged or destroyed and such damage or destruction resulted from a cause not insured against by Tenant nor required to be insured against by Tenant under this Lease (an "Uninsured Loss"), and where all of the following occur: 10.6.1 No more than one hundred twenty (120) days following the Uninsured Loss, Tenant shall notify Landlord of its election to terminate this Lease; to be effective, such notice must include both a copy of Tenant's notification to any Leasehold Mortgagee, of Tenant's intention to exercise the option to terminate set forth in this Section 10.6, and Tenant's certification under penalty of perjury that Tenant has delivered or mailed such notification to all Leasehold Mortgagees in accordance with this Section 10.6.1. Landlord shall be entitled to rely upon the foregoing notice and certification as conclusive evidence that Tenant has notified all Leasehold Mortgagees of Tenant's desire to terminate this Lease. 10.6.2 No more than sixty (60) days following the giving of the notice required by Section 10.6.1 or such longer time as may be reasonable under the circumstances, Tenant shall, at Tenant's expense after the use of any insurance proceeds released for such purpose, remove all debris and other rubble from the Land, secure the Property against trespassers, and at Landlord's election, remove all remaining Improvements on the Land. 10.6.3 No more than thirty (30) days following Tenant's termination notice, Tenant shall deliver to Landlord a quitclaim deed to the Property in recordable form, in form and content satisfactory to Landlord and/or with such other documentation as may be reasonably requested by Landlord or any title company on behalf of Landlord, terminating Tenant's interest in the Property. 10.6.4 Within ten (10) days following Landlord's receipt of the notice referred to Section 10.6.1, Landlord has not received both written notice from the Leasehold Mortgagee, if any, objecting to such termination and an agreement containing an effective assignment of Tenant's interest in this Lease to such Leasehold Mortgagee whereby such Leasehold Mortgagee 833368-4 17