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extent such approval is required pursuant to Section 10.1); (iii) subject to the rights of a <br />Leasehold Mortgagee to hold and disburse such funds, Tenant shall, if the reasonably <br />estimated cost of repair and restoration shall be or exceed One Million Dollars ($1,000,000) <br />and if required by Landlord, deposit into an interest -bearing escrow account sufficient funds <br />to finance such repair and restoration and such funds shall be disbursed from the escrow to <br />Tenant in such progress payments as Landlord may reasonably approve over the course of <br />reconstruction; and (iv) such repair and restoration shall be commenced in good faith and <br />with all reasonable diligence within a reasonable period of time following the casualty and <br />shall thereafter be completed with due diligence. Any funds so deposited in escrow shall be <br />held in an interest -bearing account and any interest so earned shall be deemed to be part of <br />the funds for reconstruction. Any such funds which are in excess of the costs of repair and <br />restoration shall be paid from the escrow to Tenant within a reasonable period of time <br />following lien -free completion of reconstruction (including lien -free completion of all punch - <br />list items). <br />Section 11.3 Termination won Uninsured Casualty <br />Subject to the provisions of Article XXIV of this Lease, if the Premises or the <br />Improvements, or any part thereof, are damaged or destroyed by any casualty or occurrence <br />not required to be insured against under this Lease and not otherwise insured against, and <br />Tenant elects not to repair or restore said damage or destruction as provided in Section 11.2, <br />this Lease shall terminate upon Landlord's receipt of written notice of termination from <br />Tenant given no later than one hundred eighty (180) days following the occurrence of such <br />LEASE BETWEEN CITY OF SAN LEANDRO <br />AND SAN FRANCISCO BAY CONFERENCE RESORT PAGE 43 <br />2574001\313983.8 <br />