Common use of Assignment or Subletting Clause in Contracts

Assignment or Subletting. All assignments of this Lease or sublease or subleases of the Premises by Tenant shall be subject to and in accordance with all of the provisions of this Section. Tenant may not assign this Lease or sublease the Premises, in whole or in part, to a wholly-owned corporation or controlled subsidiary of Tenant or to a party other than a wholly-owned corporation or controlled subsidiary of Tenant without first having obtained the written consent of Landlord, such consent not to be unreasonably withheld. Any assignment or sublease by Tenant shall be only for the purpose specified in Section 1.4, Use of Premises, and for no other purpose, and in no event shall any assignment or sublease of the Premises release or relieve Tenant from any obligations of this Lease. In the event that Tenant shall seek Landlord's permission to assign this Lease or sublet the Premises, Tenant shall provide to Landlord the name, address, financial statement and business experience resume for the immediately preceding Ten (10) years of the proposed assignee or subtenant and such other information concerning such proposed assignee or subtenant as Landlord may require. This information shall be in writing and shall be received by Landlord no less than Thirty (30) days prior to the effective date of the proposed assignment or sublease. It shall be a condition to any consent by Landlord to an assignment or sublease that Tenant shall pay to Landlord a processing fee in the amount of $125.00 or One Percent (1%) of the annual current value of this Lease, whichever is greater, as reimbursement to Landlord for any and all legally-related expenses in connection with the review and preparation of assignment or sublease-related documents which may be incurred by Landlord in connection therewith. Payment of such fee shall be submitted along with Tenant's request for Landlord's consent. Any consent by Landlord to any assignment or sublease, or to the operation of a concessionaire or licensee, shall not constitute a waiver or the necessity for such consent to any subsequent assignment or sublease, or operation by a concessionaire or licensee. If Tenant is a corporation and any transfer, sale, pledge or other disposition of more than Ten Percent (10%) of the common stock shall occur, or voting control or power to vote the majority of the outstanding capital stock be changed, such action shall be deemed an assignment under the terms of this Lease and shall be subject to all the terms and conditions thereof. Any breach of the assignment clause by Tenant will constitute a default under the terms of this Lease and Landlord shall have all rights and remedies available to it as set forth herein. In the event Tenant shall sublease the entire Premises for rentals in excess of those rentals payable hereunder, Tenant shall pay to Landlord, as Additional Rent hereunder, all such excess rentals. Any proposed assignee or subtenant of Tenant shall assume Tenant's obligations hereunder and deliver to Landlord an assumption agreement in form satisfactory to Landlord no less than Ten (10) days prior to the effective date of the proposed assignment. Notwithstanding any of the foregoing provisions, if Tenant is or has been at any time in default under any of the terms of this Lease, Tenant may not assign or sublet the Premises in whole or in part.

Assignment or Subletting. All assignments 21. Tenant agrees to use and occupy the Demised Premises throughout the entire term hereof for the purpose or purposes herein specified and for no other purposes, in the manner and to substantially the extent now intended, and not to transfer or assign this Lease or sublet said Demised Premises, or any part thereof, whether by voluntary act, operation of law, or otherwise, without obtaining the prior written consent of Landlord in each instance. Tenant shall seek such consent of Landlord by a written request therefor, setting forth such information as Landlord may deem necessary. Consent by Landlord to any assignment of this Lease or sublease or subleases to any subletting of the Demised Premises by Tenant shall be subject at Landlord’s sole discretion and shall not be a waiver of Landlord’s rights under this Article as to and in accordance with all of the provisions of this Sectionany subsequent assignment or subletting. Tenant may not Landlord’s rights to assign this Lease or sublease the Premises, in whole or in part, to a wholly-owned corporation or controlled subsidiary of Tenant or to a party other than a wholly-owned corporation or controlled subsidiary of Tenant without first having obtained the written consent of Landlord, are and shall remain unqualified. No such consent not to be unreasonably withheld. Any assignment or sublease by subleasing shall relieve the Tenant shall be only for the purpose specified from any of Tenant’s obligations in Section 1.4this Lease contained, Use of Premises, and for no other purpose, and in no event nor shall any assignment or sublease of the Premises release or relieve Tenant from any obligations of this Lease. In the event that Tenant shall seek Landlord's permission to assign this Lease or sublet the Premises, Tenant shall provide to Landlord the name, address, financial statement and business experience resume for the immediately preceding Ten (10) years of the proposed assignee or subtenant and such other information concerning such proposed assignee or subtenant as Landlord may require. This information shall be in writing and shall be received by Landlord no less than Thirty (30) days prior to the effective date of the proposed assignment or sublease. It shall be a condition to any consent by Landlord to an assignment or sublease that Tenant shall pay to Landlord a processing fee in the amount of $125.00 or One Percent (1%) of the annual current value of this Lease, whichever is greater, as reimbursement to Landlord for any and all legally-related expenses in connection with the review and preparation of assignment or sublease-related documents which may be incurred by Landlord in connection therewith. Payment of such fee shall be submitted along with Tenant's request for Landlord's consent. Any consent by Landlord to any assignment or sublease, or to the operation of a concessionaire or licensee, shall not constitute a waiver or the necessity for such consent to any subsequent assignment or sublease, or operation by a concessionaire or licensee. If Tenant is a corporation and any transfer, sale, pledge or other disposition of more than Ten Percent (10%) of the common stock shall occur, or voting control or power to vote the majority of the outstanding capital stock be changed, such action shall be deemed an assignment under the terms transfer of this Lease be effective unless the assignee, subtenant or transferee shall at the time of such assignment, sublease or transfer, assume in writing for the benefit of Landlord, its successors and shall be subject to assigns, all of the terms terms, covenants and conditions thereof. Any breach of the assignment clause by Tenant will constitute a default under the terms of this Lease thereafter to be performed by Tenant and Landlord shall have all rights and remedies available agree in writing to it as set forth hereinbe bound thereby. In the event Should Tenant shall sublease the entire Premises for rentals in excess of those rentals payable hereunder, Tenant shall pay to Landlord, as Additional Rent hereunder, all such excess rentals. Any proposed assignee or subtenant of Tenant shall assume Tenant's obligations hereunder and deliver to Landlord an assumption agreement in form satisfactory to Landlord no less than Ten (10) days prior to the effective date of the proposed assignment. Notwithstanding any of the foregoing provisions, if Tenant is or has been at any time in default under any of accordance with the terms of this Lease, any increase in rental received by Tenant may not assign or sublet over the Premises per square foot rental rate which is being paid by Tenant shall be forwarded to and retained by Landlord, which increase shall be in whole or in partaddition to the Base Rent and Additional Rent due Landlord under this Lease.

Assignment or Subletting. All Tenant agrees not to assign or in any manner transfer this Lease or any estate or interest therein without the prior written consent of the Landlord, and not to sublet said premises or any part or parts thereof or allow anyone to come in with, through or under it without the like consent of Landlord. Consent by Landlord to one or more assignments of this Lease or sublease to one or subleases more subletting of said leased premises shall not be deemed to be a waiver of the Premises by requirement to obtain Landlord's consent to any future subletting or assignment. Landlord's consent to a proposed assignment or subletting shall not be unreasonably withheld, but Landlord may reasonably refuse to approve a proposed assignment or sublease if the proposed Tenant's business usage is not compatible, in the sole judgement of Landlord, with the business activities of other retail tenants in the South State Street retail area within which the Building Complex is located, or if the proposed Tenant shall be subject is not, in the sole judgment of Landlord, financially able to and in accordance comply with all of the provisions of this SectionLease. It is specifically agreed by Landlord that Tenant may not assign this Lease or sublease to another tenant who will be using the PremisesBuilding for a use other than that permitted under paragraph 5(a), in whole or in part, and the Landlord may not withhold its consent to a wholly-owned corporation proposed sublease or controlled subsidiary of Tenant or assignment to a party tenant whose usage of the Building would not otherwise be permitted under paragraph 5(a) as long as such sublease or assignment meets the other than a wholly-owned corporation requirements set forth in this paragraph. Any sublease or controlled subsidiary assignment shall contain an express agreement of Tenant without first having obtained the written consent of Landlord, such consent not sublessee or assignee to be unreasonably withheldbound by all the terms and conditions of this Lease, specifically including the restrictive provisions contained in paragraph 5(b) hereof. Any assignment or sublease by Tenant subletting in violation of this section shall be only for deemed to be a default under the purpose specified in Section 1.4, Use of Premises, and for no other purpose, and in no event shall any assignment or sublease of the Premises release or relieve Tenant from any obligations terms of this Lease. In the event that Tenant shall seek Landlord's permission desires to assign this Lease or sublet sublease all or a portion of the PremisesBuilding Complex, Tenant shall provide Landlord with an executed copy of the proposed sublease or assignment, showing all of the terms and conditions of said sublease or assignment. Landlord may condition its consent to a proposed assignment or sublease upon an adjustment in the rental provisions of paragraph 2 in the event that, in the reasonable opinion of Landlord, the Percentage Rent under paragraph 2(b) would, or could be materially affected as a result of such assignment or sublease. Landlord may also condition its consent to an assignment of this Lease or a sublease of all or a portion of the name, address, financial statement and business experience resume for Building Complex upon an adjustment in the immediately preceding Ten (10) years rental provisions of paragraph 2 in the event that the base rent to be paid by the proposed assignee or subtenant and such other information concerning such proposed assignee exceeds the per square foot minimum rent payable under paragraph 2(a), it being the intent that any excess rent (determined on a per square footage basis) which the Tenant would receive as a result of the assignment or subtenant as Landlord may require. This information sublease shall be in writing and shall be received by paid to Landlord. In the event that the Tenant desires to assign this Lease or sublease the entire Building, the Landlord no less than Thirty may, within thirty (30) days prior from the date that the proposed sublease or assignment is presented to Landlord for its approval, elect, by written notice to Tenant, to terminate this Lease as of the effective date of the proposed assignment sublease or sublease. It shall be a condition to any consent by Landlord to an assignment or sublease that Tenant shall pay to Landlord a processing fee assignment, and in the amount of $125.00 or One Percent (1%) of the annual current value of this Leasesuch event, whichever is greater, as reimbursement to Landlord for any and all legally-related expenses in connection with the review and preparation of assignment or sublease-related documents which may be incurred by Landlord in connection therewith. Payment of such fee shall be submitted along with Tenant's request for Landlord's consent. Any consent by Landlord to any assignment or sublease, or to the operation of a concessionaire or licensee, shall not constitute a waiver or the necessity for such consent to any subsequent assignment or sublease, or operation by a concessionaire or licensee. If Tenant is a corporation and any transfer, sale, pledge or other disposition of more than Ten Percent (10%) of the common stock shall occur, or voting control or power to vote the majority of the outstanding capital stock be changed, such action shall be deemed an assignment under the terms of this Lease and shall be subject to all the terms and conditions thereof. Any breach of the assignment clause by Tenant will constitute a default under the terms of this Lease and Landlord neither party shall have all rights and remedies available to it as set forth herein. In the event Tenant shall sublease the entire Premises for rentals in excess of those rentals payable hereunder, Tenant shall pay to Landlord, as Additional Rent hereunder, all such excess rentals. Any proposed assignee or subtenant of Tenant shall assume Tenant's obligations hereunder and deliver to Landlord an assumption agreement in form satisfactory to Landlord no less than Ten (10) days prior to the effective date of the proposed assignment. Notwithstanding any of the foregoing provisions, if Tenant is or has been at any time in default under any of the terms of this Lease, Tenant may not assign or sublet the Premises in whole or in part.any

Assignment or Subletting. All assignments of Tenant agrees not to assign or in any manner transfer this Lease or sublease or subleases of the Premises by Tenant shall be subject to and any interest in accordance with all of the provisions of this Section. Tenant may not assign this Lease or sublease without the Premises, in whole or in part, to a wholly-owned corporation or controlled subsidiary of Tenant or to a party other than a wholly-owned corporation or controlled subsidiary of Tenant without first having obtained the previous written consent of Landlord, such consent and not to be unreasonably withheld. Any assignment sublet the Premises or sublease by Tenant shall be only for the purpose specified in Section 1.4, Use of Premises, and for no other purpose, and in no event shall any assignment or sublease part of the Premises or allow anyone to use or to come in, with, through or under it without like consent, which consent shall not be unreasonably withheld or delayed. Upon any attempted unconsented assignment or sublease, Landlord shall have the right to terminate this Lease. One such consent will not be deemed a consent to any subsequent assignment, subletting, occupation or use by any other person. Any sublease on the Premises executed by Tenant and a third party must terminate when the Term of this Lease expires. The acceptance of rent from an assignee, subtenant or occupant will not constitute a release or relieve of Tenant from any the further performance of the obligations of Tenant contained in this Lease. In the event that of any such assignment or sublease of all or any portion of the Premises where the rental or other consideration reserved in the sublease or by the assignment exceeds the rental or prorata portion of the rental, as the case may be, for such space reserved in this Lease, Tenant agrees to pay Landlord monthly, as additional rental, on the Rent Day, the excess of the rental or other consideration reserved in the sublease or assignment over the rental reserved in this Lease applicable to the subleased/assigned space. Notwithstanding the foregoing, Tenant shall seek Landlord's permission have the right to assign this Lease or sublet to sublease all or a portion of the PremisesLeased Premises without Landlord’s consent to (i) an entity resulting from a merger or consolidation with Tenant; (ii) any entity succeeding to all or substantially all of the business and assets of Tenant; or (iii) any direct subsidiary of Tenant. When Landlord’s consent to a sublease is required, Landlord shall, within fifteen (15) business days after Tenant shall provide submits to Landlord a written request for Landlord’s consent to a sublease, which request shall identify the name, address, financial statement proposed subtenant and generally describe the nature of such subtenant’s business experience resume for the immediately preceding Ten (10) years and clientele and be accompanied by a copy of the proposed assignee sublease, give Tenant written notice approving or subtenant and disapproving of such other information concerning sublease. If Landlord fails to give Tenant written notice either approving or disapproving of such proposed assignee or subtenant as sublease within such fifteen (15) business day period, Landlord may require. This information shall be in writing and shall be received by Landlord no less than Thirty (30) days prior to the effective date of the proposed assignment or sublease. It shall be a condition to any consent by Landlord to an assignment or sublease that Tenant shall pay to Landlord a processing fee in the amount of $125.00 or One Percent (1%) of the annual current value of this Lease, whichever is greater, as reimbursement to Landlord for any and all legally-related expenses in connection with the review and preparation of assignment or sublease-related documents which may be incurred by Landlord in connection therewith. Payment of such fee shall be submitted along with Tenant's request for Landlord's consent. Any consent by Landlord to any assignment or sublease, or to the operation of a concessionaire or licensee, shall not constitute a waiver or the necessity for such consent to any subsequent assignment or sublease, or operation by a concessionaire or licensee. If Tenant is a corporation and any transfer, sale, pledge or other disposition of more than Ten Percent (10%) of the common stock shall occur, or voting control or power to vote the majority of the outstanding capital stock be changed, such action shall be deemed an assignment under the terms of this Lease and shall be subject to all the terms and conditions thereof. Any breach of the assignment clause by Tenant will constitute a default under the terms of this Lease and Landlord shall have all rights and remedies available to it as set forth herein. In the event Tenant shall sublease the entire Premises for rentals in excess of those rentals payable hereunder, Tenant shall pay to Landlord, as Additional Rent hereunder, all approved such excess rentals. Any proposed assignee or subtenant of Tenant shall assume Tenant's obligations hereunder and deliver to Landlord an assumption agreement in form satisfactory to Landlord no less than Ten (10) days prior to the effective date of the proposed assignmentsublease. Notwithstanding any of the foregoing provisionsforegoing, if Tenant it is clearly understood that any type of embryonic research or has been at any time associated activities would not be an approved use in default under any of or on the terms of this Lease, Tenant may not assign or sublet the Premises in whole or in partPremises.

Assignment or Subletting. All assignments Notwithstanding any other provisions of this Lease or sublease or subleases of to the Premises by contrary, Tenant shall be subject to covenants and in accordance with all of the provisions of this Section. Tenant may agrees that it will not assign this Lease or sublease sublet (which term without limitation, shall include the Premisesgranting of concessions, in licenses, and the like) the whole or any part of the Demised Premises or mortgage, pledge, or encumber this Lease or any estate or interest therein without in part, to a wholly-owned corporation or controlled subsidiary of Tenant or to a party other than a wholly-owned corporation or controlled subsidiary of Tenant without each instance having first having obtained received the express prior written consent of Landlord, such consent not to be unreasonably withheld. Any assignment or sublease and only if an event of default by Tenant shall not have occurred and be only continuing. Landlord shall respond to any request by Tenant for permission to sublease or assign within thirty (30) days after receipt of written request. In any case where Landlord shall consent to such assignment or subletting, the Tenant named herein shall remain fully liable for the purpose specified in Section 1.4, Use of Premises, and for no other purpose, and in no event shall any assignment or sublease obligations of the Premises release or relieve Tenant from any obligations of hereunder, including, without limitation, the obligation to pay the rent and all other amounts provided under this Lease. In Further, in the event that Tenant sublets the whole or a part of the Demised Premises for an amount in excess of the Minimum Rent (or proportionate Minimum Rent applicable to the space covered by any sublease) payable by Tenant hereunder, Tenant shall seek Landlord's permission pay [***] of such excess amount to Landlord as Additional Rent. The provisions of this Section 5.4 prohibiting the right of Tenant to assign this Lease or sublet the PremisesDemised Premises without Landlord's prior consent shall not, however, be applicable to an assignment of this Lease by the Tenant shall provide to Landlord the namea subsidiary, addressaffiliate or controlling corporation of Tenant, financial statement provided (and business experience resume for the immediately preceding Ten (10) years of the proposed assignee or subtenant and such other information concerning such proposed assignee or subtenant as Landlord may require. This information shall be in writing and shall be received by Landlord no less than Thirty (30) days prior to the effective date of the proposed assignment or sublease. It it shall be a condition to any consent by Landlord to an assignment or sublease that Tenant shall pay to Landlord a processing fee in the amount of $125.00 or One Percent (1%) of the annual current value of this Lease, whichever is greater, as reimbursement to Landlord for any and all legally-related expenses in connection with the review and preparation of assignment or sublease-related documents which may be incurred by Landlord in connection therewith. Payment validity of such fee shall be submitted along with Tenant's request for Landlord's consent. Any consent by Landlord to any assignment assignment) that such subsidiary, affiliate or sublease, or to the operation of a concessionaire or licensee, shall not constitute a waiver or the necessity for such consent to any subsequent assignment or sublease, or operation by a concessionaire or licensee. If Tenant is a corporation and any transfer, sale, pledge or other disposition of more than Ten Percent (10%) of the common stock shall occur, or voting control or power to vote the majority of the outstanding capital stock be changed, such action shall be deemed an assignment under the terms of this Lease and shall be subject to all the terms and conditions thereof. Any breach of the assignment clause by Tenant will constitute a default under the terms of this Lease and Landlord shall have all rights and remedies available to it as set forth herein. In the event Tenant shall sublease the entire Premises for rentals in excess of those rentals payable hereunder, Tenant shall pay to Landlord, as Additional Rent hereunder, all such excess rentals. Any proposed assignee or subtenant of Tenant shall assume Tenant's obligations hereunder and deliver to Landlord an assumption agreement in form satisfactory to Landlord no less than Ten (10) days prior to the effective date of the proposed assignment. Notwithstanding any of the foregoing provisions, if Tenant is or has been at any time in default under any of the terms of this Lease, Tenant may not assign or sublet the Premises in whole or in partcontrolling *** Confidential treatment requested.

Assignment or Subletting. All assignments of this Lease or sublease or subleases of the Premises by Tenant shall not be subject entitled to assign this Lease. Tenant shall not be permitted to sublet the Residence or any portion thereof without the express prior written consent of Landlord and in accordance all parties comprising Tenant (the remaining Cotenants must approve any assignment or subletting by any individual comprising Tenant). In the event Landlord consents to any subletting, all subtenants shall be obligated to comply with all of the provisions of this Section. Tenant may not assign this Lease or sublease the Premises, in whole or in part, to a wholly-owned corporation or controlled subsidiary of Tenant or to a party other than a wholly-owned corporation or controlled subsidiary of Tenant without first having obtained the written consent of Landlord, such consent not to be unreasonably withheld. Any assignment or sublease by Tenant shall be only for the purpose specified in Section 1.4, Use of Premises, terms and for no other purpose, and in no event shall any assignment or sublease of the Premises release or relieve Tenant from any obligations of this Lease. In the event that Tenant shall seek Landlord's permission to assign this Lease or sublet the Premises, Tenant shall provide to Landlord the name, address, financial statement and business experience resume for the immediately preceding Ten (10) years of the proposed assignee or subtenant and such other information concerning such proposed assignee or subtenant as Landlord may require. This information shall be in writing and shall be received by Landlord no less than Thirty (30) days prior to the effective date of the proposed assignment or sublease. It shall be a condition to any consent by Landlord to an assignment or sublease that Tenant shall pay to Landlord a processing fee in the amount of $125.00 or One Percent (1%) of the annual current value conditions of this Lease, whichever is greater, as reimbursement and shall be primarily responsible to Landlord therefore. Tenant shall pay Landlord a non-refundable processing fee of $200.00 for each subletting application. Any subletting hereunder shall not relieve Tenant of any liability or obligation including, without limitation, the payment of Rent and all legally-related expenses in connection with the review and preparation of assignment or sublease-related documents which may be incurred by Landlord in connection therewith. Payment of such fee shall be submitted along with Tenant's request for Landlord's consentother sums, under this lease. Any consent by Landlord to any assignment or sublease, or to the operation of a concessionaire or licensee, subletting shall not constitute a novation, nor be a waiver of Landlord’s right to grant consent for or the necessity for such refuse consent to any subsequent assignment or subletting hereunder. Tenant acknowledges that any Security Deposit paid by tenant will remain with the Landlord in Escrow and will function as mentioned in Section 6 of this agreement. Any damages caused by a subtenant will be deducted from Tenant's Security Deposit. Landlord is not responsible for finding Tenant a subtenant. All parties comprising Tenant must complete all paperwork provided by Landlord relating to such sublease, or operation by a concessionaire or licenseeincluding executing Landlord’s standard form Sublease, and the permitted subtenant shall make all required deposits prior to being entitled to sublet the Residence. Tenant shall register with Landlord in writing each guest of Tenant who occupies the Residence for more than seven (7) days during the Lease Term. If any guest of Tenant is a corporation and any transfer, sale, pledge occupies all or other disposition part of the Residence for more than Ten Percent seven (10%7) of the common stock shall occurdays without Landlord approval, or voting control or power to vote the majority of the outstanding capital stock be changed, such action Tenant shall be deemed an assignment under the terms in default hereunder and, without limitation to any other remedy of this Lease and shall be subject to all the terms and conditions thereof. Any breach of the assignment clause by Tenant will constitute a default under the terms of this Lease and Landlord shall have all rights and remedies available to it as set forth herein. In the event Tenant shall sublease the entire Premises for rentals in excess of those rentals payable hereunderLandlord, Tenant shall pay Landlord on deemed damages equal to Landlord, as Additional Rent hereunder, all $100 per day of such excess rentals. Any proposed assignee or subtenant of Tenant shall assume Tenant's obligations hereunder and deliver to Landlord an assumption agreement in form satisfactory to Landlord no less than Ten (10) days prior to the effective date of the proposed assignment. Notwithstanding any of the foregoing provisions, if Tenant is or has been at any time in default under any of the terms of this Lease, Tenant may not assign or sublet the Premises in whole or in partoccupancy.

Assignment or Subletting. All assignments of Tenant shall not assign, pledge, mortgage or otherwise transfer or encumber this Lease Lease, nor sublet all or sublease or subleases any part of the Premises or permit the same to be occupied or used by anyone other than Tenant or its employees without Landlord’s prior written approval, which Landlord agrees not unreasonably to withhold. It will not be unreasonable for Landlord to withhold consent if, as reasonably determined by Landlord, the financial responsibility or business of a proposed assignee or subtenant is unsatisfactory to Landlord, or if Landlord deems such business not to be consonant with that of other tenants in the Building, or if the intended use by the proposed assignee or subtenant conflicts with any commitment made by Landlord to any other tenant in the Building. Tenant’s request for approval shall be in writing and contain the name, address, and description of the business of the proposed assignee or subtenant, its most recent financial statement and other reasonable evidence of financial responsibility, its intended use of the Premises, and the terms and conditions of the proposed assignment or subletting. Within ten (10) business days from receipt of such request Landlord shall either: (a) grant or refuse consent. Landlord shall have no recapture right. Each assignee or sublessee of Tenant’s interest hereunder shall assume and be deemed to have assumed this Lease and shall be and remain liable jointly and severally with Tenant for all payments and for the due performance of all terms, covenants, conditions and provisions herein contained on Tenant’s part to be observed and performed. No assignment shall be binding upon Landlord unless the assignee shall deliver to Landlord an instrument in recordable form containing a covenant of assumption by the assignee, but the failure or refusal of an assignee to execute the same shall not release assignee from its liability as set forth herein. Notwithstanding anything to the contrary contained in this Section 25, neither (i) an assignment or subletting of all or a portion of the Premises to (A) an entity which is controlled by, controls or is or under common control with Tenant or an Affiliate of Tenant, or (B) a purchaser of all or substantially all of the assets or a majority of stock or membership interests of Tenant, or of an entity which is controlled by, controls or is under common control with Tenant or an Affiliate of Tenant through a purchase, merger, consolidation or reorganization of Tenant by or with another entity (whether such acquisition takes the form of an asset sale, a stock sale or a combination thereof), nor (ii) transfer, by operation of law or otherwise, in connection with the merger, consolidation or other reorganization of Tenant or of an entity which is controlled by, controls or is under common control with Tenant or an Affiliate of Tenant (hereinafter, such entities, purchasers, and parties shall be referred to collectively or individually as an “Affiliate”), nor (iii) an initial public offering of Tenant’s or an Affiliate of Tenant’s capital stock, shall be subject to Landlord’s consent pursuant to this Section; provided, however, no sublease or assignment to an Affiliate shall release the Tenant named herein from any liability under this Lease. For purposes of this Lease, “control” shall mean the ownership of more than fifty-one percent (51%) of the outstanding equity securities of an entity or management control of such entity. Notwithstanding anything to the contrary contained in this Section 25 Tenant may, with written notice to Landlord but without Landlord’s consent, sublease, license or allow the use of a portion of the Premises to an entity that is (a) funded by Tenant or an Affiliate in connection with Tenant’s or the Affiliate’s business, or (b) engaged in a business transaction with Tenant or an Affiliate that requires Tenant or the Affiliate to provide office space, provided that the following conditions are all met: (i) such party and its agents, employees, licensees and invitees must either carry the insurance Tenant is required to carry under this Lease or Tenant’s insurance must provide the coverage to such party as though such party were the primary insured under Tenant’s insurance policy; and (ii) no demising wall shall be installed with respect thereto. In no event shall Tenant be released from liability under this Lease in accordance with all the case of any of the foregoing assignments. Any consent by Landlord hereunder shall not constitute a waiver of strict future compliance by Tenant of the provisions of this Section. Tenant may not assign this Lease Section 25 or sublease the Premises, in whole or in part, to a wholly-owned corporation or controlled subsidiary release of Tenant or to a party other than a wholly-owned corporation or controlled subsidiary of Tenant without first having obtained from the written consent of Landlord, such consent not to be unreasonably withheld. Any assignment or sublease full performance by Tenant shall be only for the purpose specified in Section 1.4, Use of Premises, and for no other purpose, and in no event shall any assignment or sublease of the Premises release or relieve Tenant from any obligations of this Lease. In the event that Tenant shall seek Landlord's permission to assign this Lease or sublet the Premises, Tenant shall provide to Landlord the name, address, financial statement and business experience resume for the immediately preceding Ten (10) years of the proposed assignee or subtenant and such other information concerning such proposed assignee or subtenant as Landlord may require. This information shall be in writing and shall be received by Landlord no less than Thirty (30) days prior to the effective date of the proposed assignment or sublease. It shall be a condition to any consent by Landlord to an assignment or sublease that Tenant shall pay to Landlord a processing fee in the amount of $125.00 or One Percent (1%) of the annual current value of this Lease, whichever is greater, as reimbursement to Landlord for any and all legally-related expenses in connection with the review and preparation of assignment or sublease-related documents which may be incurred by Landlord in connection therewith. Payment of such fee shall be submitted along with Tenant's request for Landlord's consent. Any consent by Landlord to any assignment or sublease, or to the operation of a concessionaire or licensee, shall not constitute a waiver or the necessity for such consent to any subsequent assignment or sublease, or operation by a concessionaire or licensee. If Tenant is a corporation and any transfer, sale, pledge or other disposition of more than Ten Percent (10%) of the common stock shall occur, or voting control or power to vote the majority of the outstanding capital stock be changed, such action shall be deemed an assignment under the terms of this Lease and shall be subject to all the terms and conditions thereof. Any breach of the assignment clause by Tenant will constitute a default under the terms of this Lease and Landlord shall have all rights and remedies available to it as set forth herein. In the event Tenant shall sublease the entire Premises for rentals in excess of those rentals payable hereunder, Tenant shall pay to Landlord, as Additional Rent hereunder, all such excess rentals. Any proposed assignee or subtenant of Tenant shall assume Tenant's obligations hereunder and deliver to Landlord an assumption agreement in form satisfactory to Landlord no less than Ten (10) days prior to the effective date of the proposed assignment. Notwithstanding any of the foregoing terms, covenants, provisions, if Tenant is or has been at any time conditions in default under any of the terms of this Lease, Tenant may not assign or sublet the Premises in whole or in partLease contained.

Assignment or Subletting. All assignments of this Lease or sublease or subleases of the Premises by Tenant shall not be subject entitled to assign this Lease. Tenant shall not be permitted to sublet the Residence or any portion thereof without the express prior written consent of Landlord and in accordance all parties comprising Tenant (the remaining Cotenants must approve any assignment or subletting by any individual comprising Tenant). In the event Landlord consents to any subletting, all subtenants shall be obligated to comply with all of the provisions of this Section. Tenant may not assign this Lease or sublease the Premises, in whole or in part, to a wholly-owned corporation or controlled subsidiary of Tenant or to a party other than a wholly-owned corporation or controlled subsidiary of Tenant without first having obtained the written consent of Landlord, such consent not to be unreasonably withheld. Any assignment or sublease by Tenant shall be only for the purpose specified in Section 1.4, Use of Premises, terms and for no other purpose, and in no event shall any assignment or sublease of the Premises release or relieve Tenant from any obligations of this Lease. In the event that Tenant shall seek Landlord's permission to assign this Lease or sublet the Premises, Tenant shall provide to Landlord the name, address, financial statement and business experience resume for the immediately preceding Ten (10) years of the proposed assignee or subtenant and such other information concerning such proposed assignee or subtenant as Landlord may require. This information shall be in writing and shall be received by Landlord no less than Thirty (30) days prior to the effective date of the proposed assignment or sublease. It shall be a condition to any consent by Landlord to an assignment or sublease that Tenant shall pay to Landlord a processing fee in the amount of $125.00 or One Percent (1%) of the annual current value conditions of this Lease, whichever is greater, as reimbursement and shall be primarily responsible to Landlord therefore. Tenant shall pay Landlord a non-­‐refundable processing fee of $75.00 for each subletting application. Any subletting hereunder shall not relieve Tenant of any liability or obligation including, without limitation, the payment of Rent and all legally-related expenses in connection with the review and preparation of assignment or sublease-related documents which may be incurred by Landlord in connection therewith. Payment of such fee shall be submitted along with Tenant's request for Landlord's consentother sums, under this lease. Any consent by Landlord to any assignment or sublease, or to the operation of a concessionaire or licensee, subletting shall not constitute a novation, nor be a waiver of Landlord’s right to grant consent for or the necessity for such refuse consent to any subsequent assignment or subletting hereunder. Landlord is not responsible for finding Tenant a subtenant. All parties comprising Tenant must complete all paperwork provided by Landlord relating to such sublease, or operation by a concessionaire or licenseeincluding executing Landlord’s standard form Sublease, and the permitted subtenant shall make all required deposits prior to being entitled to sublet the Residence. Tenant shall register with Landlord in writing each guest of Tenant who occupies the Residence for more than seven (7) days during the Lease Term. If any guest of Tenant is a corporation and any transfer, sale, pledge occupies all or other disposition part of the Residence for more than Ten Percent seven (10%7) of the common stock shall occurdays without Landlord approval, or voting control or power to vote the majority of the outstanding capital stock be changed, such action Tenant shall be deemed an assignment under the terms in default hereunder and, without limitation to any other remedy of this Lease and shall be subject to all the terms and conditions thereof. Any breach of the assignment clause by Tenant will constitute a default under the terms of this Lease and Landlord shall have all rights and remedies available to it as set forth herein. In the event Tenant shall sublease the entire Premises for rentals in excess of those rentals payable hereunderLandlord, Tenant shall pay Landlord on deemed damages equal to Landlord, as Additional Rent hereunder, all $100 per day of such excess rentals. Any proposed assignee or subtenant of Tenant shall assume Tenant's obligations hereunder and deliver to Landlord an assumption agreement in form satisfactory to Landlord no less than Ten (10) days prior to the effective date of the proposed assignment. Notwithstanding any of the foregoing provisions, if Tenant is or has been at any time in default under any of the terms of this Lease, Tenant may not assign or sublet the Premises in whole or in partoccupancy.

Assignment or Subletting. All assignments of Tenant shall not assign, mortgage, or encumber this Lease lease, nor sublet or sublease or subleases of permit the Premises or any part thereof to be used by Tenant shall be subject to and in accordance with all of others, without the provisions of this Section. Tenant may not assign this Lease or sublease the Premises, in whole or in part, to a wholly-owned corporation or controlled subsidiary of Tenant or to a party other than a wholly-owned corporation or controlled subsidiary of Tenant without first having obtained the prior written consent of Landlord, such consent which shall not to be unreasonably withheld, in each instance. Any assignment In connection with an assignment, sublease or sublease encumbrance Landlord may require the submittal of detailed financial information about the prospective subtenant or assignee, to be reviewed by Landlord, and may require a guarantee of the obligations of the prospective subtenant or assignee, and may require detailed financial information about the guarantor, to be reviewed by Landlord; and there may be alterations to this lease and alterations to the building which are necessary to consummate the transaction. The Landlord may require Tenant or the prospective assignee or sub-tenant to pay for all alterations to the building, and may require that Landlord perform same. Landlord may charge a reasonable fee not to exceed $500.00 as part of its consent to any assignment, sublease, or encumbrance. If this lease is assigned, or if the Premises or any part thereof is sublet, or occupied by anyone other than Tenant, Landlord may, after default by Tenant, collect rent from the assignee, sub-tenant, or occupant and apply the net amount collected against all rent herein reserved. No such assignment, subletting, occupancy, or collection shall be deemed a waiver of this covenant, or the acceptance of the assignee, sub-tenant, or occupant as tenant, or a release of Tenant from further performance by Tenant shall be only for the purpose specified in Section 1.4, Use of Premises, and for no other purpose, and in no event shall any assignment or sublease of the Premises release or relieve Tenant from any obligations of covenants in this Leaselease. In the event that Tenant shall seek Landlord's permission to assign this Lease or sublet the Premises, Tenant shall provide to Landlord the name, address, financial statement and business experience resume for the immediately preceding Ten (10) years of the proposed assignee or subtenant and such other information concerning such proposed assignee or subtenant as Landlord may require. This information shall be in writing and shall be received by Landlord no less than Thirty (30) days prior to the effective date of the proposed assignment or sublease. It shall be a condition to any The consent by Landlord to an assignment or subletting shall not be construed to relieve Tenant (or any subsequent tenant) from obtaining the consent in writing of Landlord to any further assignment or subletting. In the event Landlord consents to any sublease that Tenant shall pay to Landlord a processing fee in the amount of $125.00 or One Percent (1%) sublease of the annual current value Premises or to an assignment of this Lease, whichever is greaterand the amount of rental payable under said sublease or assignment, as reimbursement to Landlord for any on a per square foot basis, exceed the Base Rent and Additional Rent payable under this Lease, on a per square foot basis, the excess rental (that is, all legally-related sublease rental which, on a per square foot basis, exceeds the Base Rent and Additional Rent on a square foot basis payable under this Lease, after first deducting all costs and expenses that Tenant incurs in connection with the review such sublease, including, without limitation, brokerage fees, legal fees and preparation of assignment or sublease-related documents which may be incurred by Landlord in connection therewith. Payment of such fee expenses and alteration costs), shall be submitted along with Tenant's request for Landlord's consent. Any consent by Landlord to any assignment or sublease, or to the operation of a concessionaire or licensee, shall not constitute a waiver or the necessity for such consent to any subsequent assignment or sublease, or operation by a concessionaire or licensee. If divided equally between Tenant is a corporation and any transfer, sale, pledge or other disposition of more than Ten Percent (10%) of the common stock shall occur, or voting control or power to vote the majority of the outstanding capital stock be changed, such action shall be deemed an assignment under the terms of this Lease and shall be subject to all the terms and conditions thereof. Any breach of the assignment clause by Tenant will constitute a default under the terms of this Lease and Landlord shall have all rights and remedies available to it as set forth herein. In the event Tenant shall sublease the entire Premises for rentals in excess of those rentals payable hereunder, Tenant shall pay to Landlord, with the Landlord’s share thereof being paid over to Landlord as Additional Rent hereunder, all such excess rentals. Any proposed assignee or subtenant of Tenant shall assume Tenant's obligations hereunder and deliver to Landlord an assumption agreement in form satisfactory to Landlord no less than Ten (10) days prior to the effective date of the proposed assignment. Notwithstanding any of the foregoing provisions, if Tenant is or has been at any time in default due under any of the terms of this Lease, Tenant may not assign or sublet the Premises in whole or in part.

Assignment or Subletting. All assignments Tenant shall have the right to assign this Lease to (a) any affiliate of Tenant; (b) to the entity resulting from any corporate reorganization to which Tenant is a party; (c) any entity resulting from a merger; or (d) to an entity purchasing substantially all of the assets of Tenant, provided such an assignment shall not release Tenant from the covenant to pay rent or any other covenant owed by Tenant to Landlord under this Lease. Except as provided in (a), (b), (c) and (d) preceding, Tenant agrees not to sell, assign, mortgage, pledge or in any manner transfer this Lease or any estate or interest thereunder and not to sublet the Leased Premises or any part or parts thereof without the prior written consent of Landlord in each instance which consent shall not be unreasonably withheld, conditioned or delayed. Notwithstanding anything to the contrary set forth herein, Landlord hereby grants its consent to a sublease (the “Aldevron Sublease”) of all or any portion of the Leased Premises by Tenant, as sublessor, to Aldevron LLC, as sublessee. Landlord’s consent to the Aldevron Sublease does not constitute a consent to any subsequent subletting or assignment and does not relieve Tenant or any person claiming under or through Tenant of the obligation to obtain the consent of Landlord with respect to any future assignment or sublease. One hundred percent (100%) of any consideration paid to Tenant for a sublease or assignment that exceeds the amount Tenant must pay Landlord under this Lease (the “Excess Consideration”) shall be paid to Landlord. Where a part of the Leased Premises is subleased or assigned, there shall be a prorating of the rent payable under this Lease and the rent payable under the assignment or the sublease to determine whether Excess Consideration is payable to Landlord. Excess Consideration shall exclude reasonable leasing commissions paid by Tenant, payments attributable to the amortization of the cost of Tenant improvements made to the Leased Premises at Tenant’s cost for the assignee or subtenant, and other reasonable, actual cash out-of-pocket costs paid by Tenant, such as attorneys’ fees directly related to Tenant’s obtaining an assignee or sublease. Tenant shall pay this Excess Consideration to Landlord at the end of each calendar year during which Tenant collects any Excess Consideration. Each payment shall be sent with a detailed statement showing the total consideration paid by the subtenant or assignee and any exclusions from consideration permitted by this section. Consent by Landlord to one assignment of this Lease or sublease to one licensing or subleases subletting of the Leased Premises by Tenant shall not be subject a waiver of Landlord’s rights hereunder as to and in accordance with all of the provisions subsequent assignment or subletting, or act to release any guaranty of this Section. Tenant may not Lease, Landlord’s rights to assign this Lease or sublease the Premisesare and shall remain unqualified. Furthermore, in whole or in part, Landlord’s consent to a wholly-owned corporation or controlled subsidiary of Tenant or to a party other than a wholly-owned corporation or controlled subsidiary of Tenant without first having obtained the written consent of Landlord, such consent not to be unreasonably withheld. Any assignment or sublease by Tenant shall be only for the purpose specified in Section 1.4, Use of Premises, and for no other purpose, and in no event shall any assignment or sublease shall not, in the absence of the Premises release or relieve Tenant from any obligations of this Lease. In the event that Tenant shall seek Landlord's permission to assign this Lease or sublet the Premises, Tenant shall provide to Landlord the name, address, financial statement and business experience resume for the immediately preceding Ten (10) years of the proposed assignee or subtenant and such other information concerning such proposed assignee or subtenant as Landlord may require. This information shall be in writing and shall be received by Landlord no less than Thirty (30) days prior language to the effective date of the proposed assignment or sublease. It shall be a condition to any consent by Landlord to an assignment or sublease that Tenant shall pay to Landlord a processing fee in the amount of $125.00 or One Percent (1%) of the annual current value of this Lease, whichever is greater, as reimbursement to Landlord for any and all legally-related expenses in connection with the review and preparation of assignment or sublease-related documents which may be incurred by Landlord in connection therewith. Payment of such fee shall be submitted along with Tenant's request for Landlord's consent. Any consent by Landlord to any contrary contained within said assignment or sublease, release Tenant from the covenant to pay rent or to the operation of a concessionaire or licensee, shall not constitute a waiver or the necessity for such consent to any subsequent assignment or sublease, or operation by a concessionaire or licensee. If Tenant is a corporation and any transfer, sale, pledge or other disposition of more than Ten Percent (10%) of the common stock shall occur, or voting control or power to vote the majority of the outstanding capital stock be changed, such action shall be deemed an assignment under the terms of this Lease and shall be subject to all the terms and conditions thereof. Any breach of the assignment clause covenant owed by Tenant will constitute a default under the terms of this Lease and Landlord shall have all rights and remedies available to it as set forth herein. In the event Tenant shall sublease the entire Premises for rentals in excess of those rentals payable hereunder, Tenant shall pay to Landlord, as Additional Rent hereunder, all such excess rentals. Any proposed assignee or subtenant of Tenant shall assume Tenant's obligations hereunder and deliver to Landlord an assumption agreement in form satisfactory to Landlord no less than Ten (10) days prior to the effective date of the proposed assignment. Notwithstanding any of the foregoing provisions, if Tenant is or has been at any time in default under any of the terms of this Lease, Tenant may not assign or sublet the Premises in whole or in part.

Assignment or Subletting. All assignments 9.1 Except with the prior written consent of Sublandlord (and the Master Landlord if required by the Master Lease) and except as permitted otherwise by this Lease Section 9, Subtenant shall not voluntarily, involuntarily or sublease by operation of law (a) assign, convey or subleases mortgage this Sublease or any interest under it; (b) allow any transfer thereof or any lien upon Subtenant’s interest by operation of law; (c) further sublet the Sublease Premises or any part thereof; or (d) permit the occupancy of the Sublease Premises or any part thereof by Tenant anyone other than Subtenant (collectively, a “Transfer”). Subtenant shall provide Sublandlord with not less than thirty (30) days prior notice of a proposed Transfer. With any request for consent to a Transfer, Subtenant will submit a copy of the proposed Transfer document to Sublandlord and notify Sublandlord of the proposed effective date of the Transfer, the name of the proposed transferee (accompanied by evidence of the nature, character, ownership, business, and financial condition of the transferee and its business), all terms and conditions (including rental and other consideration) of or relating to the Transfer and a general description of any proposed alterations. Sublandlord shall grant or deny its consent to the proposed Transfer within thirty (30) days following submission of Subtenant’s request accompanied by the information required herein. Consent by Sublandlord to any Transfer shall not be a waiver of Sublandlord’s rights as to any subsequent Transfer. Any approved Transfer shall be expressly subject to the terms and conditions of the Master Lease. Upon Default while a Transfer is in effect, Sublandlord may collect directly from the transferee all sums becoming due to Subtenant under the Transfer and apply this amount against any sums due Sublandlord by Subtenant, and Subtenant hereby authorizes and directs any transferee to make payments directly to Sublandlord upon notice from Sublandlord. No direct collection by Sublandlord from any transferee shall constitute a novation or release of Subtenant, a consent to the Transfer or a waiver of the covenant prohibiting Transfers. Sublandlord, as Subtenant’s agent, may endorse any check, draft or other instrument payable to Subtenant for sums due under a Transfer, and apply the proceeds in accordance with all of the provisions of this Section. Tenant may not assign Sublease; this Lease or sublease the Premises, in whole or in part, to a wholly-owned corporation or controlled subsidiary of Tenant or to a party other than a wholly-owned corporation or controlled subsidiary of Tenant without first having obtained the written consent of Landlord, such consent not to be unreasonably withheld. Any assignment or sublease by Tenant shall be only for the purpose specified in Section 1.4, Use of Premises, agency is coupled with an interest and for no other purpose, and in no event shall any assignment or sublease of the Premises release or relieve Tenant from any obligations of this Leaseis irrevocable. In the event that Tenant Subtenant shall seek Landlord's permission request Sublandlord’s consent to assign this Lease or sublet the Premisesa Transfer, Tenant shall provide to Landlord the name, address, financial statement and business experience resume for the immediately preceding Ten (10) years of the proposed assignee or subtenant and such other information concerning such proposed assignee or subtenant as Landlord may require. This information shall be in writing and shall be received by Landlord no less than Thirty (30) days prior to the effective date of the proposed assignment or sublease. It shall be a condition to any consent by Landlord to an assignment or sublease that Tenant Subtenant shall pay to Landlord a Sublandlord’s reasonable processing fee costs and attorneys’ fees and costs incurred in the amount of $125.00 or One Percent (1%) of the annual current value of this Leasereviewing such request, whichever is greater, as reimbursement to Landlord for any and all legally-related expenses in connection together with the review fees and preparation costs of assignment or sublease-related documents which may be incurred by Master Landlord in connection therewith. Payment of such fee shall be submitted along accordance with Tenant's request for Landlord's consent. Any consent by Landlord to any assignment or sublease, or to the operation of a concessionaire or licensee, shall not constitute a waiver or the necessity for such consent to any subsequent assignment or sublease, or operation by a concessionaire or licensee. If Tenant is a corporation and any transfer, sale, pledge or other disposition of more than Ten Percent (10%) of the common stock shall occur, or voting control or power to vote the majority of the outstanding capital stock be changed, such action shall be deemed an assignment under the terms of this Lease and shall be subject to all the terms and conditions thereof. Any breach of the assignment clause by Tenant will constitute a default under the terms of this Lease and Landlord shall have all rights and remedies available to it as set forth herein. In the event Tenant shall sublease the entire Premises for rentals in excess of those rentals payable hereunder, Tenant shall pay to Landlord, as Additional Rent hereunder, all such excess rentals. Any proposed assignee or subtenant of Tenant shall assume Tenant's obligations hereunder and deliver to Landlord an assumption agreement in form satisfactory to Landlord no less than Ten (10) days prior to the effective date of the proposed assignment. Notwithstanding any of the foregoing provisions, if Tenant is or has been at any time in default under any of the terms of this Master Lease, Tenant may not assign or sublet the Premises in whole or in part.

Assignment or Subletting. All assignments of this Lease or sublease or subleases of the Premises by Tenant shall be subject to use and in accordance with all of occupy the provisions of this Section. Tenant may not assign this Lease or sublease Demised Premises throughout the Premises, in whole or in part, to a wholly-owned corporation or controlled subsidiary of Tenant or to a party other than a wholly-owned corporation or controlled subsidiary of Tenant without first having obtained the written consent of Landlord, such consent not to be unreasonably withheld. Any assignment or sublease by Tenant shall be entire Term only for the purpose purposes herein specified in Section 1.4, Use of Premises, and for no other purposepurposes, in the manner and substantially the extent now intended, and in no event shall any assignment not transfer or sublease of the Premises release or relieve Tenant from any obligations of this Lease. In the event that Tenant shall seek Landlord's permission to assign this Lease or sublet the Demised Premises, or any part thereof, whether by voluntary act, operation of law, or otherwise, without obtaining the prior consent of Landlord in each instance, which consent may be withheld by Landlord in its sole discretion, except however, Landlord shall not unreasonably withhold its consent to a sublease if the sublessee has a net worth greater than One Million Dollars . Tenant shall provide to seek such consent of Landlord the nameby a written request therefor, address, financial statement and business experience resume for the immediately preceding Ten (10) years of the proposed assignee or subtenant and setting forth such other information concerning such proposed assignee or subtenant as Landlord may requiredeem necessary, which if the consent requested is for a sublease with a sublessee purported to have a net worth greater than one million dollars must include a letter of intent and a current and complete financial statement certified by the sublessee or an officer of the sublessee if sublessee is an entity. This information shall be in writing and shall be received If a sublease approval by Landlord no less is for a sublessee having a net worth greater than Thirty (30) days prior to the effective date of the proposed assignment one million dollars, Landlord shall not disapprove a sublease or sublease. It shall be a condition to any consent by Landlord to an assignment or sublease terms thereof that Tenant shall pay to Landlord a processing fee in the amount of $125.00 or One Percent (1%) of the annual current value of this Lease, whichever is greater, as reimbursement to Landlord for any and all legally-related expenses in connection are consistent with the review and preparation letter of assignment or sublease-related documents which may be incurred by Landlord in connection therewithintent provided to Landlord. Payment of such fee shall be submitted along with Tenant's request for Landlord's consent. Any consent Consent by Landlord to any assignment or sublease, of this Lease or to any subletting of the operation of a concessionaire or licensee, Demised Premises shall not constitute be deemed a consent or waiver or the necessity for such consent of Landlord’s right under this Article as to any subsequent assignment or subleasesubletting. Sale, assignment, or operation by change of ownership of Tenant or a concessionaire sale of all or licensee. If Tenant is a corporation and any transfer, sale, pledge or other disposition of more than Ten Percent (10%) substantially all of the common stock shall occurassets of Tenant, or voting control or power will require Landlord consent, which consent may be withheld by Landlord in its sole discretion, unless Tenant provides to vote the majority of the outstanding capital stock be changed, such action shall be deemed an assignment under the terms of this Lease and shall be subject to all the terms and conditions thereof. Any breach of the assignment clause by Tenant will constitute a default under the terms of this Lease and Landlord shall have all rights and remedies available to it as set forth herein. In the event Tenant shall sublease the entire Premises for rentals in excess of those rentals payable hereunder, Tenant shall pay evidence satisfactory to Landlord, as Additional Rent hereunderincluding a financial statement certified by the purchaser, all such excess rentals. Any proposed assignee or subtenant successor owner evidencing the purchaser, assignee or successor owner has a net worth of Tenant shall assume not less than one million dollars and such purchaser, assignee or successor owner expressly assumes Tenant's ’s obligations hereunder and deliver to Landlord under this Lease by an assumption agreement assignment in form satisfactory to Landlord no less than Ten (10) days prior if such conditions are satisfied, herein a “Permitted Assignee”). Tenant shall provide notice to Landlord of any public offering of interests in Tenant and Landlord consent thereof shall not be required. Landlord’s right to assign this Lease is and shall remain unqualified upon any sale or transfer of the Building and, providing the purchaser succeeds to the effective date interest of Landlord under this Lease, Landlord shall thereupon be entirely freed of all obligations of the proposed assignmentLandlord hereunder, and shall not be subject to any liability resulting, from any act or omission or event occurring after such conveyance. Notwithstanding No such assignment or subleasing shall relieve the Tenant from any of Tenant’s obligations in this Lease contained, nor shall any assignment or sublease or other transfer of this Lease be effective unless the foregoing provisionsassignee, if subtenant or transferee shall at the time of such assignment, sublease or transfer, assume in writing for the benefit of Landlord, its successors or assigns, all of the terms, covenants, and conditions of this Lease thereafter to be performed by Tenant and such assumption is or has been at any time in default under any of form satisfactory to Landlord. Should Tenant sublease in accordance with the terms of this Lease, fifty percent (50%) of any increase in rental and other consideration received by Tenant may not assign or sublet over the Premises per square foot rental rate which is being paid by Tenant shall be forwarded to and retained by Landlord, which increase shall be in whole or in partaddition to the Base Rent and Additional Rent due Landlord under this Lease.

Assignment or Subletting. All assignments of 13.01 Provided there is no material default under this Lease or sublease or subleases of the Premises by beyond any applicable cure period, Tenant shall be subject to and in accordance with all of have the provisions of this Section. Tenant may not assign this Lease or sublease the Premises, in whole or in part, to a wholly-owned corporation or controlled subsidiary of Tenant or to a party other than a wholly-owned corporation or controlled subsidiary of Tenant without first having obtained the written consent of Landlord, such consent not to be unreasonably withheld. Any assignment or sublease by Tenant shall be only for the purpose specified in Section 1.4, Use of Premises, and for no other purpose, and in no event shall any assignment or sublease of the Premises release or relieve Tenant from any obligations of this Lease. In the event that Tenant shall seek Landlord's permission right to assign this Lease or to sublet the Premises or any part thereof without the consent of Landlord, provided that Tenant shall remain liable hereunder to comply with, perform and observe all terms and conditions hereof unless specifically released in writing. Any assignee or sublessee hereunder shall be entitled to all the benefits due or accruing to Tenant under this Lease, and Landlord agrees to accept the performance of Tenant's obligations hereunder from any such assignee or sublessee. Notwithstanding the foregoing, any such assignment by Tenant shall relieve Tenant of its obligations and liabilities arising under this Lease from and after the date of the assignment (but not those obligations and liabilities arising prior to such assignment) if and only if the assignee or sublessee has a minimum net worth of $500,000 and approval of the assignment and release of the Tenant by any mortgagee of the Landlord's interest in the Premises, which shall not be unreasonably withheld by the mortgagee. Any assignment of this Lease shall not become effective (whether or not Tenant shall provide to is released from its obligations or liabilities thereafter arising under this Lease) unless Landlord the namereceives, address, financial statement and business experience resume for the immediately preceding Ten (10) years of the proposed assignee or subtenant and such other information concerning such proposed assignee or subtenant as Landlord may require. This information shall be in writing and shall be received by Landlord no less than Thirty at least thirty (30) days prior to the effective date of the proposed assignment or sublease. It shall be assignment, a condition written agreement executed by the assignee, in a form reasonably acceptable to any consent by Landlord Landlord, pursuant to an assignment or sublease that Tenant shall pay which the assignee agrees to Landlord a processing fee in the amount of $125.00 or One Percent (1%) assume all of the annual current value of this Lease, whichever is greater, as reimbursement to Landlord for any and all legally-related expenses in connection with the review and preparation of assignment or sublease-related documents which may be incurred by Landlord in connection therewith. Payment of such fee shall be submitted along with Tenant's request for Landlord's consentobligations and liabilities under the Lease arising prior to or after such assignment (the "Assumption"). Any consent by Landlord to Regardless of any assignment or subleasesubletting by Tenant, or to the operation of a concessionaire or licensee, Landlord shall not constitute a waiver change, modify or the necessity for such consent to any subsequent assignment or sublease, or operation by a concessionaire or licensee. If Tenant is a corporation and any transfer, sale, pledge or other disposition of more than Ten Percent (10%) of the common stock shall occur, or voting control or power to vote the majority of the outstanding capital stock be changed, such action shall be deemed an assignment under the terms of amend this Lease and shall be subject to all without the terms and conditions thereof. Any breach of the assignment clause by Tenant will constitute a default under the terms of this Lease and Landlord shall have all rights and remedies available to it as set forth herein. In the event Tenant shall sublease the entire Premises for rentals in excess of those rentals payable hereunder, Tenant shall pay to Landlord, as Additional Rent hereunder, all such excess rentals. Any proposed assignee or subtenant prior written consent of Tenant shall assume Tenant's so long as Tenant remains liable hereunder if any such change, modification or amendment increases the liabilities or obligations hereunder and deliver to Landlord an assumption agreement in form satisfactory to Landlord no less than Ten (10) days prior to the effective date of the proposed assignment. Notwithstanding any of the foregoing provisionsTenant after such change, if Tenant is modification or has been at any time in default under any of the terms of this Lease, Tenant may not assign or sublet the Premises in whole or in partamendment becomes effective.

Assignment or Subletting. All assignments of Tenant shall not assign, mortgage, pledge, or otherwise transfer or encumber this Lease or sublease any interest therein, either voluntarily or subleases by operation of the Premises by Tenant shall be subject to and in accordance with all of the provisions of this Section. Tenant may not assign this Lease law or sublease the Premisesotherwise, in whole or in part, to a wholly-owned corporation or controlled subsidiary of Tenant or to a party other than a wholly-owned corporation or controlled subsidiary of Tenant without first having obtained the written consent of Landlord, such consent not to be unreasonably withheld. Any assignment or sublease by Tenant shall be only for the purpose specified in Section 1.4, Use of Premises, and for no other purpose, and in no event shall any assignment or sublease of the Premises release or relieve Tenant from any obligations of this Lease. In the event that Tenant shall seek Landlord's permission to assign this Lease or sublet the whole or any part of the Leased Premises, or permit occupancy by anyone else, without obtaining on each occasion Landlord’s prior written consent, which consent Landlord may deny, regardless of commercial reasonableness. In any assignment the assignee must assume this Lease in writing on Landlord’s form. Any request for Landlord’s consent to assignment or subletting shall be accompanied by payment of Landlord’s reasonable administrative and attorneys’ fees relating thereto. Notwithstanding an assignment or subletting or occupancy of the Leased Premises by anyone other than Tenant, Tenant shall provide to Landlord the namenot be released (nor shall any of Tenant’s constituents, addresspartners, financial statement and business experience resume for the immediately preceding Ten (10or members be released) years of the proposed assignee from any obligations, liabilities or subtenant and such other information concerning such proposed assignee or subtenant as Landlord may require. This information shall be in writing covenants under this Lease and shall be received by continue to remain responsible. Landlord no less than Thirty (30) days prior shall have the right to collect Rent from any assignee, subtenant or other occupant without releasing Tenant or waiving any right against Tenant for its default under this Article and without accepting the effective date of the proposed assignment or sublease. It shall be payor as a condition to any consent by Landlord to an assignment or sublease that Tenant shall pay to Landlord a processing fee in the amount of $125.00 or One Percent (1%) of the annual current value of this Lease, whichever is greater, as reimbursement to Landlord for any and all legally-related expenses in connection with the review and preparation of assignment or sublease-related documents which may be incurred by Landlord in connection therewith. Payment of such fee shall be submitted along with Tenant's request for Landlord's consentpermitted tenant. Any consent transfer of (i) any corporate stock of; (ii) any partnership interest in; or (iii) any membership interest in Tenant that is deemed by Landlord Federal Banking regulations with jurisdiction over Tenant to any assignment or subleaseconstitute a change in control under Federal Banking law, or to the a merger, consolidation or liquidation of or by Tenant, either voluntarily or by operation of a concessionaire or licenseelaw, shall not constitute a waiver or the necessity for such consent to any subsequent assignment or sublease, or operation by a concessionaire or licensee. If Tenant is a corporation and any transfer, sale, pledge or other disposition of more than Ten Percent (10%) of the common stock shall occur, or voting control or power to vote the majority of the outstanding capital stock be changed, such action shall be deemed an assignment under the terms and require Landlord’s consent as stated above. Under any circumstances, Landlord shall not be liable for any money damages to Tenant or Tenant’s proposed assignee, transferee or subtenant for refusal to consent to any assignment or transfer of this Lease and or transfer of Tenant’s corporate stock or sale of Tenants business or for refusal to consent to any subletting; Tenants sole remedy shall be subject to all the terms and conditions thereof. Any breach of the assignment clause by Tenant will constitute a default under the terms of this Lease and Landlord shall have all rights and remedies available to it as set forth herein. In the event Tenant shall sublease the entire Premises for rentals in excess of those rentals payable hereunder, Tenant shall pay to Landlord, as Additional Rent hereunder, all such excess rentals. Any proposed assignee or subtenant of Tenant shall assume Tenant's obligations hereunder and deliver to Landlord an assumption agreement in form satisfactory to Landlord no less than Ten (10) days prior to the effective date of the proposed assignment. Notwithstanding any of the foregoing provisions, if Tenant is or has been at any time in default under any of the terms of this Lease, Tenant may not assign or sublet the Premises in whole or in partspecific performance.

Assignment or Subletting. All assignments of Tenant acknowledges that Landlord has entered into this Lease or sublease or subleases because of the Premises by Tenant’s financial strength, goodwill, ability and expertise and that accordingly, this lease is personal to Tenant. Taking this into consideration, Tenant shall be subject to and in accordance with all of the provisions of not assign, mortgage, sublet, pledge or encumber this Section. Tenant may not assign this Lease or sublease the PremisesLease, in whole or in part, to a wholly-owned corporation or controlled subsidiary of Tenant or to a party other than a wholly-owned corporation or controlled subsidiary of Tenant without first having obtained except with the written consent of the Landlord, such consent which shall not to be unreasonably withheld, except that Tenant may assign this Lease or its interest therein or sublease the Premises to Tenant’s parent corporation, Tenant’s direct subsidiaries or entities under common control with Tenant or to Tenant’s successor by way of merger, consolidation, sale of assets, joint venture controlled by Tenant, or partnership of which Tenant is the sole general partner without the consent of Landlord. Any Tenant agrees that, in the event of any such assignment or sublease by subletting, Tenant and its assignee or sublessee shall be only nevertheless remain jointly and severally liable for the purpose specified in Section 1.4performance of all terms, Use of Premisescovenants, and for no other purpose, and in no event shall any assignment or sublease of the Premises release or relieve Tenant from any obligations conditions of this Lease. In the event that Tenant shall seek Landlord's permission ’s failure to assign this Lease or sublet the Premises, Tenant shall provide to Landlord the name, address, financial statement and business experience resume deny Tenant’s written request for the immediately preceding Ten (10) years of the proposed assignee or subtenant and such other information concerning such proposed assignee or subtenant as Landlord may require. This information shall be in writing and shall be received by Landlord no less than Thirty consent within thirty (30) days prior to the effective date of the proposed assignment or sublease. It shall be a condition to any consent by Landlord to an assignment or sublease that Tenant shall pay to Landlord a processing fee in the amount of $125.00 or One Percent (1%) of the annual current value of this Lease, whichever is greater, as reimbursement to Landlord for any and all legally-related expenses in connection with the review and preparation of assignment or sublease-related documents which may be incurred by Landlord in connection therewith. Payment of such fee shall be submitted along with Tenant's request for Landlord's consent. Any consent by Landlord to any assignment or sublease, or to the operation of a concessionaire or licensee, shall not constitute a waiver or the necessity for such consent to any subsequent assignment or sublease, or operation by a concessionaire or licensee. If Tenant is a corporation and any transfer, sale, pledge or other disposition of more than Ten Percent (10%) of the common stock shall occur, or voting control or power to vote the majority of the outstanding capital stock be changed, such action after receipt shall be deemed an assignment under the terms of this Lease and shall be subject a consent to all the terms and conditions thereof. Any breach of the assignment clause by Tenant will constitute a default under the terms of this Lease and Landlord shall have all rights and remedies available to it as set forth hereinsuch request. In the event the Landlord consents to an assignment of the Lease, any money additional rent or other consideration to be paid to Tenant for the assignment shall be paid to the Landlord as partial consideration for the Landlord’s consent to the assignment. In the event the Landlord consents to a sublease of the entire Premises for rentals in excess of those rentals payable hereunderPremises, or any portion thereof, Tenant shall pay to Landlordthe Landlord fifty percent (50%) of any money, as Additional Rent hereunder, all rent or other consideration paid to the Tenant by any subtenant in excess of the pro-rata portion of the rent for such excess rentals. Any proposed assignee or subtenant of space then being paid by Tenant shall assume Tenant's obligations hereunder and deliver to Landlord an assumption agreement in form satisfactory to Landlord no less than Ten (10) days prior to the effective date of the proposed assignment. Notwithstanding any of the foregoing provisions, if Tenant is or has been at any time in default under any of the terms of this Lease, less Tenant’s actual costs of such subletting. All sums payable hereunder by Tenant may not assign or sublet shall be paid to Landlord as additional rent immediately upon the Premises in whole or in partreceipt thereof by Tenant.

Assignment or Subletting. All assignments of Tenant will not assign, mortgage, pledge, sell, or in any manner transfer this Lease or sublease any estate or subleases of interest hereunder, and will not sublet the Premises by Tenant shall be subject to and in accordance with all of the provisions of this Section. Tenant may not assign this Lease or sublease the Premisesany part or parts thereof, in whole or in part, to a wholly-owned corporation or controlled subsidiary of Tenant or to a party other than a wholly-owned corporation or controlled subsidiary of Tenant without first having obtained the express written consent of Landlord, such consent which will not to be unreasonably withheld, conditioned or delayed. Any assignment This Lease, and Tenant’s interest therein, will not be assignable by operation of law. Landlord’s right to assign this Lease is and will remain absolute and unqualified. Landlord will not be deemed unreasonable in the exercise of its discretion for withholding its consent to any proposed transfer under this section if (i) the occupancy resulting from such transfer will not be consistent with the general character of the business carried on by the tenants of the Building or violates any rights or options held by any other tenant of the Building; or (ii) the proposed occupant pursuant to the transfer does not have the financial strength and stability to perform its rental obligations or Landlord is unable to obtain guarantees from one or more affiliates of the proposed occupant in order to secure such financial obligations; or (iii) any proposed sublease does not incorporate this Lease in its entirety so as to be subject to this Lease’s terms, or any such sublease does not require the sublease to attorn to Landlord at Landlord’s option in the event of a default by Tenant shall be only under this Lease; or (iv) if Tenant does not execute an agreement with Landlord requiring Tenant to pay to Landlord, as Additional Rent, fifty percent (50%) of all moneys or other consideration received by Tenant from its transferee (whether paid to Tenant as consideration for Tenant’s transfer of property or other assets to the transferee or as consideration for the purpose specified in Section 1.4, Use of Premises, and for no other purpose, and in no event shall any assignment or sublease transferee’s occupancy of the Premises release or relieve Premises) in excess of the amounts owed by Tenant from any obligations of to Landlord under this Lease, which Additional Rent will be paid to Landlord as and when received by Tenant. In Notwithstanding anything contained herein to the event that contrary, Tenant shall seek Landlord's permission to may assign this Lease or sublet the PremisesPremises or any portion thereof, Tenant shall provide to Landlord the namewithout Landlord’s consent, address, financial statement and business experience resume for the immediately preceding Ten (10) years of the proposed assignee or subtenant and such other information concerning such proposed assignee or subtenant as Landlord may require. This information shall be in writing and shall be received by Landlord no less than Thirty (30) days prior to the effective date of the proposed assignment or sublease. It shall be a condition to any consent parent, subsidiary or affiliate corporation which controls, is controlled by Landlord to an assignment or sublease that Tenant shall pay to Landlord a processing fee in the amount of $125.00 or One Percent (1%) of the annual current value of this Lease, whichever is greater, as reimbursement to Landlord for any and all legally-related expenses in connection with the review and preparation of assignment or sublease-related documents which may be incurred by Landlord in connection therewith. Payment of such fee shall be submitted along under common control with Tenant's request for Landlord's consent. Any consent by Landlord to any assignment or sublease, or to any corporation resulting from a merger or consolidation with Tenant, or to any person or entity which acquires all or substantially all of the operation assets of Tenant’s business as a going concern. In the event of a concessionaire or licenseepermitted assignment by Tenant, shall not constitute a waiver or Tenant will remain liable for the necessity for such consent to any subsequent assignment or sublease, or operation by a concessionaire or licensee. If Tenant is a corporation and any transfer, sale, pledge or other disposition faithful performance of more than Ten Percent (10%) of the common stock shall occur, or voting control or power to vote the majority of the outstanding capital stock be changed, such action shall be deemed an assignment under the terms of this Lease and shall be subject to all the terms and conditions thereof. Any breach of the assignment clause by Tenant will constitute a default under the terms of in this Lease and Landlord shall have all rights and remedies available to it as set forth herein. In in the event Tenant shall sublease that the entire Premises for rentals assignee will default in excess of those rentals payable hereunder, Tenant shall pay to Landlord, as Additional Rent hereunder, all such excess rentals. Any proposed assignee or subtenant of Tenant shall assume Tenant's obligations hereunder and deliver to Landlord an assumption agreement in form satisfactory to Landlord no less than Ten (10) days prior to the effective date of the proposed assignment. Notwithstanding any of the foregoing provisions, if Tenant is or has been at any time in default under any performance of the terms of this Leaseand conditions, Tenant may not assign or sublet the Premises in whole or in partthe payment of the rent required thereby.

Assignment or Subletting. All assignments Tenant agrees to use and occupy the Demised Premises throughout the entire term hereof for the purpose herein specified and for no other purposes, in the manner and to substantially the extent now intended, and, except for any sublease of a portion of the Demised Premises to Enteromedics or Integ/Lifescan, Tenant agrees not to transfer or assign this Lease or sublet said Demised Premises, or any part thereof, whether by voluntary act, operation of law, or otherwise, without obtaining the prior consent of Landlord in each instance, which consent will not be unreasonably withheld. Tenant shall seek such consent of Landlord by a written request therefor, setting forth such information as Landlord may deem necessary. Consent by Landlord to any assignment of this Lease or sublease or subleases to any subletting of the Demised Premises by Tenant shall not be subject a waiver of Landlord’s right under this Article as to and in accordance with all of the provisions of this Sectionany subsequent assignment or subletting. Tenant may not Landlord’s rights to assign this Lease or sublease the Premises, in whole or in part, to a wholly-owned corporation or controlled subsidiary of Tenant or to a party other than a wholly-owned corporation or controlled subsidiary of Tenant without first having obtained the written consent of Landlord, are and shall remain unqualified. No such consent not to be unreasonably withheld. Any assignment or sublease by subleasing shall relieve the Tenant shall be only for the purpose specified from any of Tenant’s obligations in Section 1.4this Lease contained, Use of Premises, and for no other purpose, and in no event nor shall any assignment or sublease of the Premises release or relieve Tenant from any obligations of this Lease. In the event that Tenant shall seek Landlord's permission to assign this Lease or sublet the Premises, Tenant shall provide to Landlord the name, address, financial statement and business experience resume for the immediately preceding Ten (10) years of the proposed assignee or subtenant and such other information concerning such proposed assignee or subtenant as Landlord may require. This information shall be in writing and shall be received by Landlord no less than Thirty (30) days prior to the effective date of the proposed assignment or sublease. It shall be a condition to any consent by Landlord to an assignment or sublease that Tenant shall pay to Landlord a processing fee in the amount of $125.00 or One Percent (1%) of the annual current value of this Lease, whichever is greater, as reimbursement to Landlord for any and all legally-related expenses in connection with the review and preparation of assignment or sublease-related documents which may be incurred by Landlord in connection therewith. Payment of such fee shall be submitted along with Tenant's request for Landlord's consent. Any consent by Landlord to any assignment or sublease, or to the operation of a concessionaire or licensee, shall not constitute a waiver or the necessity for such consent to any subsequent assignment or sublease, or operation by a concessionaire or licensee. If Tenant is a corporation and any transfer, sale, pledge or other disposition of more than Ten Percent (10%) of the common stock shall occur, or voting control or power to vote the majority of the outstanding capital stock be changed, such action shall be deemed an assignment under the terms transfer of this Lease and be effective unless the assignee, subtenant or transferee shall be subject to at the time of such assignment, sublease or transfer, assume in writing for the benefit of Landlord, its successors or assigns, all of the terms terms, covenants, and conditions thereof. Any breach of the assignment clause by Tenant will constitute a default under the terms of this Lease thereafter to be performed by Landlord and Landlord shall have all rights and remedies available agree in writing to it as set forth hereinbe bound thereby. In the event Tenant shall Except for any sublease the entire Premises to Enteromedics or Integ/Lifescan (for rentals in excess of those rentals payable hereunder, Tenant shall pay to Landlord, as Additional Rent hereunder, all such excess rentals. Any proposed assignee or subtenant of Tenant shall assume Tenant's obligations hereunder and deliver to Landlord an assumption agreement in form satisfactory to Landlord no less than Ten (10) days prior to the effective date of the proposed assignment. Notwithstanding any of the foregoing provisions, if which Tenant is or has been at not responsible to share with Landlord any time rents received from said subtenants), should Tenant sublease in default under any of accordance with the terms of this Lease, fifty percent (50%) of any increase in rental received by Tenant may not assign or sublet over the Premises per square foot rental rate which is being paid by Tenant shall be forwarded to and retained by Landlord, which increase shall be in whole or in partaddition to the Base Rent and Additional Rent due Landlord under this Lease.

Assignment or Subletting. All assignments of this Lease or sublease or subleases of the Premises by Tenant shall not be subject entitled to assign this Lease. Tenant shall not be permitted to sublet the Residence or any portion thereof without the express prior written consent of Landlord and in accordance all parties comprising Tenant (the remaining Cotenants must approve any assignment or subletting by any individual comprising Tenant). In the event Landlord consents to any subletting, all subtenants shall be obligated to comply with all of the provisions of this Section. Tenant may not assign this Lease or sublease the Premises, in whole or in part, to a wholly-owned corporation or controlled subsidiary of Tenant or to a party other than a wholly-owned corporation or controlled subsidiary of Tenant without first having obtained the written consent of Landlord, such consent not to be unreasonably withheld. Any assignment or sublease by Tenant shall be only for the purpose specified in Section 1.4, Use of Premises, terms and for no other purpose, and in no event shall any assignment or sublease of the Premises release or relieve Tenant from any obligations of this Lease. In the event that Tenant shall seek Landlord's permission to assign this Lease or sublet the Premises, Tenant shall provide to Landlord the name, address, financial statement and business experience resume for the immediately preceding Ten (10) years of the proposed assignee or subtenant and such other information concerning such proposed assignee or subtenant as Landlord may require. This information shall be in writing and shall be received by Landlord no less than Thirty (30) days prior to the effective date of the proposed assignment or sublease. It shall be a condition to any consent by Landlord to an assignment or sublease that Tenant shall pay to Landlord a processing fee in the amount of $125.00 or One Percent (1%) of the annual current value conditions of this Lease, whichever is greater, as reimbursement and shall be primarily responsible to Landlord therefore. Tenant shall pay Landlord a non-refundable processing fee of $200.00 for each subletting application. Any subletting hereunder shall not relieve Tenant of any liability or obligation including, without limitation, the payment of Rent and all legally-related expenses in connection with the review and preparation of assignment or sublease-related documents which may be incurred by Landlord in connection therewith. Payment of such fee shall be submitted along with Tenant's request for Landlord's consentother sums, under this lease. Any consent by Landlord to any assignment or sublease, or to the operation of a concessionaire or licensee, subletting shall not constitute a novation, nor be a waiver of Landlord’s right to grant consent for or the necessity for such refuse consent to any subsequent assignment or subletting hereunder. Tenant acknowledges that any Security Deposit paid by tenant will remain with the Landlord in Escrow and will function as mentioned in Section 6 of this agreement. Any damages caused by a subtenant will be deducted from Tenant's Security Deposit. Xxxxxxxx is not responsible for finding Tenant a subtenant. All parties comprising Tenant must complete all paperwork provided by Landlord relating to such sublease, or operation by a concessionaire or licenseeincluding executing Landlord’s standard form Sublease, and the permitted subtenant shall make all required deposits prior to being entitled to sublet the Residence. Tenant shall register with Landlord in writing each guest of Tenant who occupies the Residence for more than seven (7) days during the Lease Term. If any guest of Tenant is a corporation and any transfer, sale, pledge occupies all or other disposition part of the Residence for more than Ten Percent seven (10%7) of the common stock shall occurdays without Landlord approval, or voting control or power to vote the majority of the outstanding capital stock be changed, such action Tenant shall be deemed an assignment under the terms in default hereunder and, without limitation to any other remedy of this Lease and shall be subject to all the terms and conditions thereof. Any breach of the assignment clause by Tenant will constitute a default under the terms of this Lease and Landlord shall have all rights and remedies available to it as set forth herein. In the event Tenant shall sublease the entire Premises for rentals in excess of those rentals payable hereunderLandlord, Tenant shall pay Landlord on deemed damages equal to Landlord, as Additional Rent hereunder, all $100 per day of such excess rentals. Any proposed assignee or subtenant of Tenant shall assume Tenant's obligations hereunder and deliver to Landlord an assumption agreement in form satisfactory to Landlord no less than Ten (10) days prior to the effective date of the proposed assignment. Notwithstanding any of the foregoing provisions, if Tenant is or has been at any time in default under any of the terms of this Lease, Tenant may not assign or sublet the Premises in whole or in partoccupancy.

Assignment or Subletting. All assignments of Tenant shall not assign, mortgage or encumber this Lease nor sublet or sublease permit the Leased Premises or subleases of any part thereof to be used by others, without the Premises by Tenant shall be subject to and in accordance with all of the provisions of this Section. Tenant may not assign this Lease or sublease the Premises, in whole or in part, to a wholly-owned corporation or controlled subsidiary of Tenant or to a party other than a wholly-owned corporation or controlled subsidiary of Tenant without first having obtained the prior written consent of LandlordLandlord in each instance, such which consent shall not to be unreasonably withheld, or delayed. Any The consent by Landlord to an assignment or sublease by Tenant subletting shall not be only for the purpose specified in Section 1.4, Use of Premises, and for no other purpose, and in no event shall any assignment or sublease of the Premises release or construed to relieve Tenant from obtaining the consent of the Landlord to any further assignment or subletting. The consent by Landlord will not be given unless: a) the subtenant or assignee assumes the Tenant's obligations under this Lease, and b) Tenant remains liable for all its obligations under this Lease, including extensions or renewals provided for herein. Nor will consent be given if Tenant is in default of this Lease. In the event that Tenant shall seek Landlord's permission to assign this Lease notify Landlord of the name of each proposed assignee or sublet the Premises, Tenant subtenant and shall provide information to Landlord pursuant to the name, address, financial statement and business experience resume for the immediately preceding Ten (10) years standing of the proposed assignee or subtenant and shall offer to surrender such space to Landlord. Any subtenant controlled rent or other information concerning gain or profit in excess of the base rent and additional rent then being paid by Tenant pursuant to this Lease realized by Tenant from such proposed assignee assignment or subtenant as Landlord may require. This information subletting shall be shared by Tenant - 50% and Landlord - 50% as additional rent, except in writing and the case of a sublease or assignment to an affiliate or subsidiary of Tenant, in which case Tenant shall be received by Landlord no less than Thirty (30) days prior retain 100% of any excess profit. Tenant shall have the absolute right without the consent of Landlord, but upon notice to Landlord, to assign all of its rights under the effective date of the proposed assignment or sublease. It shall be a condition Lease to any consent by Landlord to an parent, subsidiary and/or affiliate of Tenant so long as such assignment or sublease does not decrease the value of Tenant and provided that Tenant shall pay to Landlord a processing fee in remain liable for the amount full performance of $125.00 or One Percent (1%) all obligations of the annual current value of this Lease, whichever is greater, as reimbursement to Landlord for any and all legally-related expenses in connection with the review and preparation of assignment or sublease-related documents which may be incurred by Landlord in connection therewith. Payment of such fee shall be submitted along with Tenant's request for Landlord's consent. Any consent by Landlord to any assignment or sublease, or to the operation of a concessionaire or licensee, shall not constitute a waiver or the necessity for such consent to any subsequent assignment or sublease, or operation by a concessionaire or licensee. If Tenant is a corporation and any transfer, sale, pledge or other disposition of more than Ten Percent (10%) of the common stock shall occur, or voting control or power to vote the majority of the outstanding capital stock be changed, such action shall be deemed an assignment under the terms of this Lease and shall be subject to all the terms and conditions thereof. Any breach of the assignment clause by Tenant will constitute a default under the terms of this Lease and Landlord shall have all rights and remedies available to it as set forth herein. In the event Tenant shall sublease the entire Premises for rentals in excess of those rentals payable hereunder, Tenant shall pay to Landlord, as Additional Rent hereunder, all such excess rentals. Any proposed assignee or subtenant of Tenant shall assume Tenant's obligations hereunder and deliver to Landlord an assumption agreement in form satisfactory to Landlord no less than Ten (10) days prior to the effective date of the proposed assignment. Notwithstanding any of the foregoing provisions, if provided that Tenant is or has been at any time not in default under any of the terms of this Lease, Tenant may not assign or sublet the Premises in whole or in part.

Assignment or Subletting. All assignments Tenant agrees to use and occupy the Premises throughout the entire term hereof for no purpose or purposes other than those herein specified in the manner and to substantially the extent now intended, and, except as otherwise expressly provided in this Article with respect to Affiliates (as defined herein), not to transfer or assign this Lease or sublet said Premises, or any part thereof whether by voluntary act, operation of law, or otherwise, without obtaining the prior written consent of Landlord in each instance. Tenant shall seek such consent of Landlord by a written request therefor, setting forth such information as Landlord may deem reasonably necessary. Landlord agrees not to withhold or delay consent unreasonably. Landlord shall not be deemed to be acting unreasonably if its mortgagee has a right to provide or withhold consent and refuses to consent. Consent by Landlord to any assignment of this Lease or sublease or subleases to any subletting of the Premises by Tenant shall not be subject a waiver of Landlord’s rights under this Article as to and in accordance with all of the provisions of this Sectionany subsequent assignment or subletting. Tenant may not Landlord’s rights to assign this Lease or sublease the Premises, in whole or in part, to a wholly-owned corporation or controlled subsidiary of Tenant or to a party other than a wholly-owned corporation or controlled subsidiary of Tenant without first having obtained the written consent of Landlord, are and shall remain unqualified. No such consent not to be unreasonably withheld. Any assignment or sublease by subleasing shall relieve the Tenant shall be only for the purpose specified from any of Tenant’s obligations in Section 1.4this Lease contained, Use of Premises, and for no other purpose, and in no event nor shall any assignment or sublease or other transfer of this Lease be effective unless the assignee, subtenant or transferee, shall at the time of such assignment, sublease or transfer, assume in writing for the benefit of Landlord, its successors or assigns, all of the Premises release or relieve Tenant from any obligations terms, covenants and conditions of this LeaseLease thereafter to be performed by Tenant and shall agree in writing to be bound thereby. In Should Tenant assign or sublease in accordance with the event that Tenant shall seek Landlord's permission to assign terms of this Lease or sublet the Premisesto a non-affiliate third party, Tenant shall provide to Landlord the name, address, financial statement and business experience resume for the immediately preceding Ten fifty percent (10) years of the proposed assignee or subtenant and such other information concerning such proposed assignee or subtenant as Landlord may require. This information shall be in writing and shall be received by Landlord no less than Thirty (30) days prior to the effective date of the proposed assignment or sublease. It shall be a condition to any consent by Landlord to an assignment or sublease that Tenant shall pay to Landlord a processing fee in the amount of $125.00 or One Percent (150%) of the annual current value excess of any subrent or assignment consideration received by Tenant over the Base Rent payable by Tenant under this Lease (after Tenant has recouped its costs and expenses of obtaining such subtenant or assignee) shall be forwarded to and retained by Landlord, which increase shall be in addition to the Base Rent and Additional Rent due Landlord under this Lease, whichever is greater, as reimbursement to Landlord for any and all legally-related expenses in connection with the review and preparation of assignment or sublease-related documents which may be incurred by Landlord in connection therewith. Payment of such fee shall be submitted along with Tenant's request for Landlord's consent. Any consent by Landlord to any assignment or sublease, or to the operation of a concessionaire or licensee, shall not constitute a waiver or the necessity for such consent to any subsequent assignment or sublease, or operation by a concessionaire or licensee. If Tenant is a corporation and (other than a corporation whose shares are publicly traded), a limited liability entity, or a partnership, any transfer, sale, pledge transfer or other disposition series of transfers of the ownership interests of Tenant which results in more than Ten Percent (10%) 50% of such interests being held other than as held on the common stock shall occur, or voting control or power to vote the majority date of the outstanding capital stock be changed, such action this Lease shall be deemed an assignment under the terms of this Lease and which shall require Landlord’s consent, which consent shall not be subject to all the terms and conditions thereof. Any breach of the assignment clause by Tenant will constitute a default under the terms of this Lease and Landlord shall have all rights and remedies available to it as set forth herein. In the event Tenant shall sublease the entire Premises for rentals in excess of those rentals payable hereunder, Tenant shall pay to Landlord, as Additional Rent hereunder, all such excess rentals. Any proposed assignee or subtenant of Tenant shall assume Tenant's obligations hereunder and deliver to Landlord an assumption agreement in form satisfactory to Landlord no less than Ten (10) days prior to the effective date of the proposed assignment. Notwithstanding any of the foregoing provisions, if Tenant is or has been at any time in default under any of the terms of this Lease, Tenant may not assign or sublet the Premises in whole or in partunreasonably withheld.

Assignment or Subletting. All assignments Tenant agrees to use the Demised Premises throughout the entire term hereof for the purpose herein specified and for no other purposes, and, except as to an “Intracorporate Transfer” (as defined below), not to transfer or assign this Lease or sublet said Demised Premises, or any part thereof, whether by voluntary act, operation of law, or otherwise, without obtaining the prior consent of Landlord in each instance. Tenant shall seek such consent of Landlord by a written request therefor, setting forth such information as Landlord may reasonably deem necessary. Landlord agrees not to withhold, delay or condition consent unreasonably. Consent by Landlord to any assignment of this Lease or sublease or subleases to any subletting of the Demised Premises by Tenant shall not be subject a waiver of Landlord’s right under this Article as to and in accordance with all of the provisions of this Sectionany subsequent assignment or subletting. Tenant may not Landlord’s rights to assign this Lease or sublease the Premises, in whole or in part, to a wholly-owned corporation or controlled subsidiary of Tenant or to a party other than a wholly-owned corporation or controlled subsidiary of Tenant without first having obtained the written consent of Landlord, are and shall remain unqualified. No such consent not to be unreasonably withheld. Any assignment or sublease by subleasing shall relieve the Tenant shall be only for the purpose specified from any of Tenant’s obligations in Section 1.4this Lease contained, Use of Premises, and for no other purpose, and in no event nor shall any assignment or sublease or other transfer of this Lease be effective unless the assignee, subtenant or transferee shall at the time of such assignment, sublease or transfer, assume in writing for the benefit of Landlord, its successors or assigns, all of the Premises release or relieve terms, covenants, and conditions of this Lease thereafter to be performed by Tenant from any obligations and shall agree in writing to be bound thereby. Should Tenant sublease in accordance with the terms of this Lease. In , fifty percent (50%) of any increase in aggregate rental received by Tenant over the event that per square foot rental rate which is being paid by Tenant shall seek be forwarded to and retained by Landlord's permission , which increase shall be in addition to the Base Rent and Additional Rent due Landlord under this Lease. Notwithstanding the foregoing to the contrary, Tenant shall have the right, upon notice to but without the consent of Landlord, to assign this Lease or sublet the PremisesDemised Premises to a corporation, person or entity which: (i) is a corporation, person or entity in which Tenant, Tenant’s parent or an affiliate of Tenant shall provide to Landlord owns, or the nameshareholders of Tenant or Tenant’s parent corporation own, address, financial statement and business experience resume for the immediately preceding Ten in excess of fifty percent (10) years of the proposed assignee or subtenant and such other information concerning such proposed assignee or subtenant as Landlord may require. This information shall be in writing and shall be received by Landlord no less than Thirty (30) days prior to the effective date of the proposed assignment or sublease. It shall be a condition to any consent by Landlord to an assignment or sublease that Tenant shall pay to Landlord a processing fee in the amount of $125.00 or One Percent (150%) of the annual current value of this Lease, whichever is greater, as reimbursement to Landlord for any and all legally-related expenses in connection with the review and preparation of assignment or sublease-related documents which may be incurred by Landlord in connection therewith. Payment of such fee shall be submitted along with Tenant's request for Landlord's consent. Any consent by Landlord to any assignment or sublease, or to the operation of a concessionaire or licensee, shall not constitute a waiver or the necessity for such consent to any subsequent assignment or sublease, or operation by a concessionaire or licensee. If Tenant is a corporation and any transfer, sale, pledge or other disposition of more than Ten Percent (10%) of the common stock shall occur, or voting control or power to vote the majority of the outstanding capital stock be changedor ownership interest; or (ii) as a result of a consolidation, such action shall be deemed an assignment under the terms of this Lease and shall be subject to merger or other reorganization with Tenant and/or Tenant’s parent corporation; or (iii) acquires or is acquiring all the terms and conditions thereof. Any breach or substantially all of the assignment clause by Tenant will constitute a default under the terms of this Lease and Landlord shall have all rights and remedies available to it as set forth herein. In the event Tenant shall sublease the entire Premises for rentals in excess of those rentals payable hereunder, Tenant shall pay to Landlord, as Additional Rent hereunder, all such excess rentals. Any proposed assignee outstanding capital stock or subtenant assets of Tenant shall assume or Tenant's obligations hereunder and deliver to Landlord an assumption agreement in form satisfactory to Landlord no less than Ten ’s parent; or (10iv) days prior to the effective date as a result of a change of the proposed assignment. Notwithstanding any domicile of Tenant or the reincorporation of Tenant in another jurisdiction, shall own all or substantially all of the foregoing provisionsassets of Tenant (collectively, if Tenant is or has been at any time in default under any of the terms of this Lease, Tenant may not assign or sublet the Premises in whole or in partan “Intracorporate Transfer”).

Assignment or Subletting. All assignments of (a)Tenant agrees not to sell, assign, mortgage, pledge or in any manner transfer this Lease or sublease any estate or subleases interest hereunder, and not to sublet the Leased Premises or any part or parts thereof without the prior written consent of Landlord in each instance, which consent shall not be unreasonably withheld; provided, however, and notwithstanding anything to the Premises by contrary contained herein, Tenant shall be subject to and in accordance with all of the provisions of this Section. Tenant may not assign this Lease or sublease the Premises, in whole or in part, to a wholly-owned corporation or controlled subsidiary of Tenant or to a party other than a wholly-owned corporation or controlled subsidiary of Tenant without first having obtained the written consent of Landlord, such consent not to be unreasonably withheld. Any assignment or sublease by Tenant shall be only for the purpose specified in Section 1.4, Use of Premises, and for no other purpose, and in no event shall any assignment or sublease of the Premises release or relieve Tenant from any obligations of this Lease. In the event that Tenant shall seek Landlord's permission permitted to assign this Lease or sublet all or any portion of the Leased Premises, without the consent of Landlord, (i) to an entity into which Tenant may merge, which Tenant may acquire, or which Tenant may consolidate with, (ii) to any parent or subsidiary of Tenant, or (iii) to a purchaser of substantially all of Tenant’s assets or a controlling interest in the outstanding voting stock of Tenant. In connection with a request for Landlord's consent to sublease, Tenant shall provide to Landlord the name, address, financial statement and business experience resume for the immediately preceding Ten (10) years of with such information regarding the proposed assignee or subtenant and such other information concerning such proposed assignee or subtenant as Landlord may require. This information shall be in writing and shall be received by Landlord no less than Thirty (30) days prior to the effective date reasonably request, including without limitation a copy of the proposed assignment or sublease, the subtenant's financial statement, and a comprehensive description of the subtenant's proposed use of the Leased Premises. It shall be Landlord may withhold its consent to a condition change in Permitted Uses in its sole and absolute discretion. With respect to any consent portion of the Leased Premises sublet, in the event that the total rent and any other consideration received under any sublease by Landlord Tenant is greater than the Base Rent required to an assignment or sublease that be paid, from time to time, under this Lease, Tenant shall pay to Landlord a processing fee in the amount of $125.00 or One Percent 100% (1%less reasonable re-tenanting costs and real estate commissions) of the annual current value of such excess as may be received from any such subtenant and such amount shall be deemed Additional Rent under this Lease, whichever is greater, as reimbursement to Landlord for any and all legally-related expenses in connection with the review and preparation of assignment or sublease-related documents which may be incurred by Landlord in connection therewith. Payment of such fee shall be submitted along with Tenant's request for Landlord's consent. Any consent Consent by Landlord to any one assignment or sublease, of this Lease or to one subletting of the operation of a concessionaire or licensee, Leased Premises shall not constitute be a waiver or the necessity for such consent of Landlord's rights hereunder as to any a subsequent assignment or sublease, or operation subletting. No assignment by a concessionaire or licensee. If Tenant is a corporation and any transfer, sale, pledge or other disposition of more than Ten Percent (10%) of the common stock shall occur, or voting control or power to vote the majority of the outstanding capital stock be changed, such action shall be deemed an assignment under the terms of this Lease and shall be subject to all the terms and conditions thereof. Any breach relieve Tenant of the assignment clause by Tenant will constitute a default its obligations under the terms of this Lease and Landlord shall have all rights and remedies available to it as set forth herein. In the event Tenant shall sublease the entire Premises for rentals in excess of those rentals payable hereunder, Tenant shall pay to Landlord, as Additional Rent hereunder, all such excess rentals. Any proposed assignee or subtenant of Tenant shall assume Tenant's obligations hereunder and deliver to Landlord an assumption agreement in form satisfactory to Landlord no less than Ten (10) days prior to the effective date of the proposed assignment. Notwithstanding any of the foregoing provisions, if Tenant is or has been at any time in default under any of the terms of this Lease, Tenant may not assign or sublet the Premises in whole or in part.

Assignment or Subletting. All assignments of 14.01 Tenant agrees not to assign or in any manner transfer this Lease or sublease or subleases of the Premises by Tenant shall be subject to and any interest in accordance with all of the provisions of this Section. Tenant may not assign this Lease or sublease without the Premises, in whole or in part, to a wholly-owned corporation or controlled subsidiary of Tenant or to a party other than a wholly-owned corporation or controlled subsidiary of Tenant without first having obtained the previous written consent of Landlord, such consent and not to sublet the entire Premises or allow anyone to use or to come in with, through or under it without like consent, which consent will not be withheld unreasonably withheld. Any assignment if the proposed subtenant's or sublease by Tenant shall be only for the purpose specified in Section 1.4, Use of Premises, and for no other purpose, and in no event shall any assignment or sublease assignee's proposed use of the Premises does not violate the use clause of this Lease. In no event may Tenant assign or otherwise transfer this Lease or any interest in this Lease at any time while in default hereunder. One such consent will not be deemed a consent to any subsequent assignment, subletting, occupation or use by any other person. Notwithstanding the foregoing, Tenant may, however, assign this Lease after ten (10) days written notice to Landlord (but without Landlord's consent) to a corporation with which it may merge or consolidate, to any parent or subsidiary of Tenant or subsidiary of Tenant's parent, or to the purchaser of substantially all of Tenant's assets if the assignee executes an agreement reasonably acceptable to Landlord assuming Tenant's obligations hereunder and agrees to pay Landlord's reasonable attorneys' fees in reviewing and/or approving any such proposed assignment. The acceptance of rent from an assignee, subtenant or occupant will not release or relieve Tenant from any or alter the primary liability of Tenant to perform the obligations of Tenant contained in this Lease. In the event that Tenant shall seek Landlord's permission to assign this Lease or sublet the Premises, Tenant shall provide to Landlord the name, address, financial statement and business experience resume for the immediately preceding Ten (10) years of the proposed assignee or subtenant and such other information concerning such proposed assignee or subtenant as Landlord may require. This information shall be in writing and shall be received by Landlord no less than Thirty (30) days prior to the effective date of the proposed assignment or sublease. It shall be a condition to any consent by Landlord to an assignment or sublease that Tenant shall pay to Landlord a processing fee of all of the Premises where the rental or other consideration reserved in the amount of $125.00 sublease or One Percent (1%) by the assignment exceeds the rental or pro rata portion of the annual current value of this Lease, whichever is greaterrental, as reimbursement to Landlord for any and all legally-related expenses in connection with the review and preparation of assignment or sublease-related documents which case may be incurred by Landlord in connection therewith. Payment of such fee shall be submitted along with Tenant's request for Landlord's consent. Any consent by Landlord to any assignment or subleasebe, or to the operation of a concessionaire or licensee, shall not constitute a waiver or the necessity for such consent to any subsequent assignment or sublease, or operation by a concessionaire or licensee. If Tenant is a corporation and any transfer, sale, pledge or other disposition of more than Ten Percent (10%) of the common stock shall occur, or voting control or power to vote the majority of the outstanding capital stock be changed, such action shall be deemed an assignment under the terms of this Lease and shall be subject to all the terms and conditions thereof. Any breach of the assignment clause by Tenant will constitute a default under the terms of this Lease and Landlord shall have all rights and remedies available to it as set forth herein. In the event Tenant shall sublease the entire Premises for rentals space reserved in excess of those rentals payable hereunder, Tenant shall pay to Landlord, as Additional Rent hereunder, all such excess rentals. Any proposed assignee or subtenant of Tenant shall assume Tenant's obligations hereunder and deliver to Landlord an assumption agreement in form satisfactory to Landlord no less than Ten (10) days prior to the effective date of the proposed assignment. Notwithstanding any of the foregoing provisions, if Tenant is or has been at any time in default under any of the terms of this Lease, Tenant may not assign agrees to pay Landlord monthly, as additional rent, on the Rent Day, the excess of the rental or sublet other consideration reserved in the sublease or assignment over the rental reserved in this Lease applicable to the subleased/assigned space. Tenant acknowledges that Landlord selected Tenant in part on the basis of Tenant's proposed use and occupation of the Premises in whole and agrees that Landlord may withhold consent to any proposed sublease or in partassignment if the subtenant's or assignee's proposed use of the Premises would violate the use clause of this Lease.

Assignment or Subletting. All assignments of this Lease or sublease or subleases of the Premises by 14.1. Tenant shall be subject not offer to assign or sublet this Lease, and in accordance with all of the provisions of this Section. Tenant may not assign this Lease or sublease the Premises, in whole or in part, to a wholly-owned corporation or controlled subsidiary of Tenant or to a party other than a wholly-owned corporation or controlled subsidiary of Tenant without first having obtained the written consent of Landlord, such consent not to be unreasonably withheld. Any assignment or sublease by Tenant shall be only for the purpose specified in Section 1.4, Use of Premises, and for no other purpose, and in no event shall any assignment or sublease of the Premises release or relieve Tenant from any obligations of this Lease. In the event that Tenant shall seek Landlord's permission to not assign this Lease or sublet the Premises, without the prior written consent of Landlord and any mortgagee of the Project. Any attempted assignment or subletting without consent shall be invalid. In the event of any permitted assignment or subletting, Tenant shall provide to remain fully responsible and liable for payment of Rent and performance of all of Tenant’s other covenants under this Lease. No assignment or subletting shall be permitted or be binding upon Landlord unless the name, address, financial statement and business experience resume for the immediately preceding Ten (10) years of the proposed assignee or subtenant shall deliver to Landlord an instrument acceptable to Landlord (in recordable form, if requested) containing, among other things, an agreement of assumption of all of Tenant’s obligations under this Lease accruing thereafter for the space so sublet or assigned and Landlord shall have received an instrument signed by each Guarantor, if any, in a form reasonably acceptable to Landlord containing, among other things, each Guarantor’s acknowledgement that such other information concerning such Guarantor remains liable under the Guaranty for the obligations under the Lease as assigned or sublet. Tenant agrees to pay all costs and expenses incurred by Landlord in connection with Landlord’s review of any proposed assignee assignment or subtenant as subletting (including charges for the time of Landlord’s internal personnel) not to exceed $1,500.00, and Landlord may require. This information shall be in writing and shall be received by require that Tenant deliver a deposit with Landlord no less than Thirty (30) days prior to the effective date Landlord’s review of the proposed assignment or subleasesubletting. It shall be a condition Upon the occurrence of an event of default, if all or any part of the Premises are then assigned or sublet, Landlord, in addition to any consent other remedies shall have the right, but not the obligation, to collect directly from the assignee or subtenant all Rent becoming due to Landlord. Any collection by Landlord to an assignment from the assignee or sublease that Tenant shall pay to Landlord a processing fee in the amount of $125.00 or One Percent (1%) of the annual current value of this Lease, whichever is greater, as reimbursement to Landlord for any and all legally-related expenses in connection with the review and preparation of assignment or sublease-related documents which may be incurred by Landlord in connection therewith. Payment of such fee shall be submitted along with Tenant's request for Landlord's consent. Any consent by Landlord to any assignment or sublease, or to the operation of a concessionaire or licensee, subtenant shall not constitute be construed as a waiver or release of Tenant from the necessity for such consent to any subsequent assignment or sublease, or operation by a concessionaire or licensee. If Tenant is a corporation and any transfer, sale, pledge or other disposition of more than Ten Percent (10%) further performance of the common stock shall occur, or voting control or power to vote the majority of the outstanding capital stock be changed, such action shall be deemed an assignment under the terms covenants of this Lease and shall be subject to all or the terms and conditions thereof. Any breach making of the assignment clause by Tenant will constitute a default under the terms of this Lease and Landlord shall have all rights and remedies available to it as set forth herein. In the event Tenant shall sublease the entire Premises for rentals in excess of those rentals payable hereunder, Tenant shall pay to Landlord, as Additional Rent hereunder, all new lease with such excess rentals. Any proposed assignee or subtenant of Tenant shall assume Tenant's obligations hereunder and deliver to Landlord an assumption agreement in form satisfactory to Landlord no less than Ten (10) days prior to the effective date of the proposed assignment. Notwithstanding any of the foregoing provisions, if Tenant is or has been at any time in default under any of the terms of this Lease, Tenant may not assign or sublet the Premises in whole or in partsubtenant.

Assignment or Subletting. All assignments of 3.1 The Tenant shall not sublet the Demised Premises nor any portion thereof, nor shall this Lease or sublease or subleases of be assigned by the Premises by Tenant shall be subject to and in accordance with all of the provisions of this Section. Tenant may not assign this Lease or sublease the Premises, in whole or in part, to a wholly-owned corporation or controlled subsidiary of Tenant or to a party other than a wholly-owned corporation or controlled subsidiary of Tenant without first having obtained the prior written consent of Landlordthe Landlord endorsed hereon, such which consent shall not to be unreasonably withheld. Any assignment or sublease by Tenant Tenant, however, upon advance notice to Landlord, shall be only for have the purpose specified in Section 1.4, Use of Premises, and for no other purpose, and in no event shall any assignment or sublease of the Premises release or relieve Tenant from any obligations of this Lease. In the event that Tenant shall seek Landlord's permission right to assign this Lease in the event of a corporate reorganization or merger to any new corporate entity of which OncoSec would be a part. Notwithstanding anything to the contrary contained herein, this Tenant shall have the right to sublet the PremisesDemised Premises under the following terms and conditions: if Tenant is intending to sublet the Demised Premises to a third party, Tenant shall provide must first present to the Landlord the name, address, financial statement terms and business experience resume for the immediately preceding Ten (10) years conditions of the proposed assignee or subtenant and such other information concerning such proposed assignee or subtenant as Landlord may requiresublease with the new Tenant. This information shall proposal must be delivered in writing and shall be received by to the Landlord no less than Thirty sixty (3060) days prior to the effective date on which the sublease is to take effect. Upon receipt, Landlord shall have the irrevocable right to recapture the Demised Premises presently leased to Tenant, which right must be exercised within ten (10) days of the proposed assignment or subleasereceipt of the written notice from Tenant herein. It If Lxxxxxxx agrees to recapture the Demised Premises, then in that event the Tenant shall be have no right to sublet the Demised Premises to a third party. However, if the Landlord opts not to recapture the space leased to Tenant, then the Tenant shall have the right to sublet the Demised Premises under the further condition to any consent by Landlord to an assignment or sublease that Tenant shall pay to Landlord a processing fee in the amount of $125.00 or One Percent (1%) of difference between the annual current value of this Lease, whichever is greater, as reimbursement to Landlord for any and all legally-related expenses in connection with the review and preparation of assignment or sublease-related documents which may be incurred by Landlord in connection therewith. Payment of such fee shall be submitted along with Tenant's request for Landlord's consent. Any consent by Landlord to any assignment or sublease, or rent Tenant currently pays to the operation of a concessionaire or licensee, shall not constitute a waiver or the necessity for such consent to any subsequent assignment or sublease, or operation by a concessionaire or licensee. If Tenant is a corporation and any transfer, sale, pledge or other disposition of more than Ten Percent (10%) of the common stock shall occur, or voting control or power to vote the majority of the outstanding capital stock be changed, such action shall be deemed an assignment Landlord under the terms and conditions of this Lease and the rent to be paid by the subtenant to Tenant. Additionally, should Landlord fail to respond within the said ten (10) day period to Tenant, then Tenant shall be subject have the right to all sublet the Demised Premises under the terms and conditions thereofset forth in this paragraph. Any breach Despite any sublease or assignment of the assignment clause by Tenant will constitute a default under the terms of this Lease and Landlord shall have all rights and remedies available to it as set forth herein. In the event Tenant shall sublease the entire Premises for rentals in excess of those rentals payable hereunderLease, Tenant shall pay to Landlord, as Additional Rent hereunder, all such excess rentals. Any proposed assignee or subtenant of Tenant shall assume Tenant's obligations hereunder and deliver to Landlord an assumption agreement in form satisfactory to Landlord no less than Ten (10) days prior to remain liable under the effective date of the proposed assignment. Notwithstanding any of the foregoing provisions, if Tenant is or has been at any time in default under any of the terms of this Lease, Tenant may not assign or sublet the Premises in whole or in part.

Assignment or Subletting. All assignments of 15.01 Tenant agrees not to assign or in any manner transfer this Lease or sublease or subleases of the Premises by Tenant shall be subject to and any interest in accordance with all of the provisions of this Section. Tenant may not assign this Lease or sublease without the Premises, in whole or in part, to a wholly-owned corporation or controlled subsidiary of Tenant or to a party other than a wholly-owned corporation or controlled subsidiary of Tenant without first having obtained the previous written consent of Landlord, such consent and not to be unreasonably withheld. Any assignment sublet the Premises or sublease by Tenant shall be only for the purpose specified in Section 1.4, Use of Premises, and for no other purpose, and in no event shall any assignment or sublease part of the Premises or allow anyone to use or to come in with, through or under it without like consent, which consent will not be withheld unreasonably. In no event may Tenant assign or otherwise transfer this Lease or any interest in this Lease at any time while in default thereunder. One such consent will not be deemed a consent to any subsequent assignment, subletting, occupation, or use by any other person. Tenant xxx, however, assign this Lease to a corporation with which it may merge or consolidate, to any parent or subsidiary of Tenant or subsidiary of Tenant's parent, or to a purchaser of substantially all of Tenant's assets if the assignee executes an agreement required by Landlord assuming Tenant's obligations. The acceptance of rent from an assignee, subTenant or occupant will not constitute a release or relieve of Tenant from any the further performance of the obligations of Tenant contained in this Lease. In the event that Tenant shall seek Landlord's permission to assign this Lease or sublet the Premises, Tenant shall provide to Landlord the name, address, financial statement and business experience resume for the immediately preceding Ten (10) years of the proposed assignee or subtenant and such other information concerning such proposed assignee or subtenant as Landlord may require. This information shall be in writing and shall be received by Landlord no less than Thirty (30) days prior to the effective date of the proposed assignment or sublease. It shall be a condition to any consent by Landlord to an assignment or sublease that Tenant shall pay to Landlord a processing fee of all or any portion of the Premises where the rental or other consideration reserved in the amount sublease or by the assignment exceeds the rental or prorata portion of $125.00 or One Percent the rental, as the case may be for such space reserved in this Lease, Tenant agrees to pay Landlord monthly as additional rent, on the Rent Day fifty percent (150%) of the annual current value excess of the rental or other consideration reserved in the sublease or assignment over the rental reserved in this Lease, whichever is greater, as reimbursement Lease applicable to the subleased/assigned space. Tenant acknowledges that Landlord for any and all legally-related expenses selected Tenant in connection with part on the review and preparation basis of assignment or sublease-related documents which may be incurred by Landlord in connection therewith. Payment of such fee shall be submitted along with Tenant's request for Landlord's consent. Any consent by proposed use and occupation of the premises, and agrees that Landlord to any assignment or sublease, or to the operation of a concessionaire or licensee, shall not constitute a waiver or the necessity for such may withhold consent to any subsequent proposed sublease or assignment if the subTenant's or sublease, assignee's business or operation by a concessionaire or licensee. If Tenant is a corporation and any transfer, sale, pledge or other disposition of more than Ten Percent (10%) proposed use of the common stock shall occur, Premises would be physically injurious to the Building or voting control or power to vote would detract from the majority reputation of the outstanding capital industrial park, if any, within which the Premises are located. Neither the transfer of stock be changed, such action shall be deemed an assignment under of Tenant nor the terms public offering of this Lease and shall be subject to all the terms and conditions thereof. Any breach stock of the assignment clause by Tenant will constitute a default under the terms of this Lease and Landlord shall have all rights and remedies available to it as set forth herein. In the event Tenant shall sublease the entire Premises for rentals in excess of those rentals payable constitute an assignment, subletting or transfer hereunder, Tenant shall pay to Landlord, as Additional Rent hereunder, all such excess rentals. Any proposed assignee or subtenant of Tenant shall assume Tenant's obligations hereunder and deliver to Landlord an assumption agreement in form satisfactory to Landlord no less than Ten (10) days prior to the effective date of the proposed assignment. Notwithstanding any of the foregoing provisions, if Tenant is or has been at any time in default under any of the terms of this Lease, Tenant may not assign or sublet the Premises in whole or in part.

Assignment or Subletting. All assignments of So long as Tenant is not in default under this Lease, Tenant may assign its interest in this Lease or sublease or subleases of sublet the entire Premises by Tenant shall be subject (but not a part thereof) to and in accordance with all of the provisions of this Section. Tenant may not assign this Lease or sublease the Premises, in whole or in part, to (i) a wholly-wholly owned corporation or controlled subsidiary of Tenant; or (ii) the parent corporation through which Tenant is authorized to operate its business. Tenant shall make no other assignment or to a party other than a wholly-owned corporation or controlled subsidiary of Tenant subletting without first having obtained the prior written consent of Landlord, and upon such consent not to terms and conditions as Landlord may approve. A change in ownership of Tenant shall be unreasonably withheldan assignment of this Lease for purposes of this Section. Any assignment or sublease by Tenant shall be only for the purpose specified in Section 1.4, Use of Premises, and for no other purpose, and in no event shall any assignment or sublease of the Premises not release or relieve Tenant from any obligations of this Lease. In the event that Tenant shall seek Landlord's permission to assign this Lease or sublet the Premises, Tenant shall provide to Landlord the name, address, financial statement and business experience resume for the immediately preceding Ten (10) years of the proposed assignee or subtenant and such other information concerning such proposed assignee or subtenant as Landlord may require. This information shall be in writing and shall be received by Landlord no less than Thirty (30) days prior to the effective date of the proposed assignment or sublease. It shall be a condition to any consent by Landlord to an assignment or sublease that Tenant shall pay to Landlord a processing fee in the amount of $125.00 or One Percent (1%) of the annual current value of this Lease, whichever is greater, as reimbursement to Landlord for any and all legally-related expenses in connection with the review and preparation of assignment or sublease-related documents which may be incurred by Landlord in connection therewith. Payment of such fee shall be submitted along with Tenant's request for Landlord's consent. Any consent by Landlord to any assignment or sublease, or to the operation of a concessionaire or licensee, shall not constitute a waiver or the necessity for such consent to any subsequent assignment or sublease, or operation by a concessionaire or licensee. If Tenant is a corporation and any transfer, sale, pledge or other disposition of more than Ten Percent (10%) of the common stock shall occur, or voting control or power to vote the majority of the outstanding capital stock be changed, such action shall be deemed an assignment under the terms of this Lease and shall be subject to all the terms and conditions thereof. Any breach of the assignment clause by Tenant will constitute a default under the terms of this Lease and Landlord shall have all rights and remedies available to it as set forth herein. In the event Tenant shall sublease the entire Premises for rentals in excess of those rentals payable hereunder, Tenant shall pay to Landlord, as Additional Rent Rent, the sum of $3,000.00 to cover Landlord's administrative costs, overhead and counsel fees, plus all out-of-pocket expenses above such amount, in connection with such assignment or subletting consented to by Landlord and any and all additional costs and expenses incurred hereunder, all such excess rentals. Any proposed assignee or subtenant of Tenant shall assume Tenant's obligations hereunder and shall deliver to Landlord an assignment and assumption agreement in form satisfactory to Landlord no less than Ten (10) within ten days prior to after the effective date of the proposed assignment. Notwithstanding the foregoing, regardless of Landlord's consent or the need under this Section to obtain Landlord's consent, no assignment or subletting shall release Tenant from this Lease. Acceptance of Rent from any other person shall not be deemed a waiver by Landlord of the foregoing provisions, if Tenant is or has been at any time in default under any of the terms provision of this Lease. Consent to one assignment or subletting shall not be deemed a consent to any subsequent assignment or subletting. In the event of any assignment or sublease involving rent in excess of the Base Rent or Additional Rent required under this Lease (“Excess Rent”), Landlord shall participate in the Excess Rent. Tenant may not assign shall promptly pay to Landlord, as additional rent, fifty percent (50%) of all such Excess Rent collected from the assignee or sublet subtenant, and shall supply Landlord with a true copy of each assignment or sublease, and in the Premises in whole or in partcase of the former, an originally executed assumption by the assignee of all of Tenant's obligations under this Lease.

Assignment or Subletting. All assignments of So long as Tenant is not in default under this Lease, Tenant may assign its interest in this Lease or sublease or subleases of sublet the entire Premises by Tenant shall be subject (but not a part thereof) to and in accordance with all of the provisions of this Section. Tenant may not assign this Lease or sublease the Premises, in whole or in part, to (i) a wholly-wholly owned corporation or controlled subsidiary of Tenant; or (ii) the parent corporation through which Tenant is authorized to operate its business. Tenant shall make no other assignment or to a party other than a wholly-owned corporation or controlled subsidiary of Tenant subletting without first having obtained the prior written consent of Landlord, and upon such consent not to terms and conditions as Landlord may approve. A change in ownership of Tenant shall be unreasonably withheldan assignment of this Lease for purposes of this Section. Any assignment or sublease by Tenant shall be only for the purpose specified in Section 1.4, Use of Premises, and for no other purpose, and in no event shall any assignment or sublease of the Premises not release or relieve Tenant from any obligations of this Lease. In the event that Tenant shall seek Landlord's permission to assign this Lease or sublet the Premises, Tenant shall provide to Landlord the name, address, financial statement and business experience resume for the immediately preceding Ten (10) years of the proposed assignee or subtenant and such other information concerning such proposed assignee or subtenant as Landlord may require. This information shall be in writing and shall be received by Landlord no less than Thirty (30) days prior to the effective date of the proposed assignment or sublease. It shall be a condition to any consent by Landlord to an assignment or sublease that Tenant shall pay to Landlord a processing fee in the amount of $125.00 or One Percent (1%) of the annual current value of this Lease, whichever is greater, as reimbursement to Landlord for any and all legally-related expenses in connection with the review and preparation of assignment or sublease-related documents which may be incurred by Landlord in connection therewith. Payment of such fee shall be submitted along with Tenant's request for Landlord's consent. Any consent by Landlord to any assignment or sublease, or to the operation of a concessionaire or licensee, shall not constitute a waiver or the necessity for such consent to any subsequent assignment or sublease, or operation by a concessionaire or licensee. If Tenant is a corporation and any transfer, sale, pledge or other disposition of more than Ten Percent (10%) of the common stock shall occur, or voting control or power to vote the majority of the outstanding capital stock be changed, such action shall be deemed an assignment under the terms of this Lease and shall be subject to all the terms and conditions thereof. Any breach of the assignment clause by Tenant will constitute a default under the terms of this Lease and Landlord shall have all rights and remedies available to it as set forth herein. In the event Tenant shall sublease the entire Premises for rentals in excess of those rentals payable hereunder, Tenant shall pay to Landlord, as Additional Rent Rent, the sum of $3,000.00 to cover Landlord's administrative costs, overhead and counsel fees, plus all out-of-pocket expenses above such amount, in connection with such assignment or subletting consented to by Landlord and any and all additional costs and expenses incurred hereunder, all such excess rentals. Any proposed assignee or subtenant of Tenant shall assume Tenant's obligations hereunder and shall deliver to Landlord an assignment and assumption agreement in form satisfactory to Landlord no less than Ten (10) within ten days prior to after the effective date of the proposed assignment. Notwithstanding the foregoing, regardless of Landlord's consent or the need under this Section to obtain Landlord's consent, no assignment or subletting shall release Tenant from this Lease. Acceptance of Rent from any other person shall not be deemed a waiver by Landlord of the foregoing provisions, if Tenant is or has been at any time in default under any of the terms provision of this Lease. Consent to one assignment or subletting shall not be deemed a consent to any subsequent assignment or subletting. In the event of any assignment or sublease involving rent in excess of the Base Rent or Additional Rent required under this Lease ("Excess Rent"), Landlord shall participate in the Excess Rent. Tenant may not assign shall promptly pay to Landlord, as additional rent, one hundred (100%) percent of all such Excess Rent collected from the assignee or sublet subtenant, and shall supply Landlord with a true copy of each assignment or sublease, and in the Premises in whole or in partcase of the former, an originally executed assumption by the assignee of all of Tenant's obligations under this Lease.

Assignment or Subletting. All assignments Tenant shall not assign, mortgage, pledge, or otherwise transfer or encumber this Lease or any interest therein, either voluntarily or by operation of law or otherwise, or sublet the whole or any part of the Leased Premises, or permit occupancy by anyone else, without obtaining on each occasion Landlord's prior written consent, which consent Landlord may deny, regardless of commercial reasonableness. Notwithstanding the foregoing, if Tenant requests Xxxxxxxx's consent to assign this Lease and Tenant has not been in monetary or other material default under the Lease at any time, Landlord shall not unreasonably withhold its consent to on assignment of the Lease to a new occupant of the Leased Premises who would use the Leased Premises for the purpose described in Article 1 (M). If Tenant requests Xxxxxxxx's consent to sublease the Leased Premises, and Tenant has not been in monetary or other material default under the Lease at any time. Landlord shall not unreasonably withhold its consent provided; (i) the sublessee uses the Leased Premises for the purpose described in Article 1 (M), and (ii) Tenant derives substantially all of its income with respect to the Leased Premises from subleasing substantially all of the Leased Premises, and (iii) the Sub Rent (as defined below) or other amounts received or accrued by Tenant from subleasing the Leased Premises is not based on the income or profits of the subtenant, excluding for this purpose the portion of Sub Rent, if any, based on a fixed percentage or percentages of gross receipts or gross sales of the subtenant. In the event Tenant obtains Landlord's consent to sublet the Leased Premises, and the amount of minimum rent and additional rent payable by the sublessee to Tenant under the sublease (the "Sub Rent") exceeds the aggregate of all Base Rent, Percentage Rent, Tax Rent, and Common Area Rent payable by Tenant to Landlord under this Lease for such period ("Lease Rent"), then Tenant shall promptly remit to Landlord each month, due and payable as additional Rent, the difference between the amount of Sub Rent and the amount of Lease Rent. In no event shall Tenant assign, convey, sell, pledge, mortgage, hypothecate or otherwise encumber, transfer or dispose of all or any part of this Lease or sublease Tenants leasehold estate hereunder (collectively referred to as a "Transfer") with or subleases to any person, or in any manner, which could cause any portion of the Rent received by Landlord pursuant to this Lease to fail to qualify as "rents from real property" within the meaning of section 856(d) of the Internal Revenue Code of 1986, as amended (the "Code"), or any similar or successor provision thereto or which would cause any other income of Landlord to fail to qualify as income described in section 856(c)(2) of the Code, and any such Transfer shall be void. In any assignment the assignee must assume this Lease in writing on Landlord's form. Any request for Xxxxxxxx's consent to assignment or subletting shall be accompanied by payment of Landlord's reasonable administrative and attorneys' fees relating thereto. Notwithstanding an assignment or subletting or occupancy of the Leased Premises by Tenant shall be subject to and in accordance with all of the provisions of this Section. Tenant may not assign this Lease or sublease the Premises, in whole or in part, to a wholly-owned corporation or controlled subsidiary of Tenant or to a party anyone other than a wholly-owned corporation or controlled subsidiary of Tenant without first having obtained the written consent of Landlord, such consent not to be unreasonably withheld. Any assignment or sublease by Tenant shall be only for the purpose specified in Section 1.4, Use of Premises, and for no other purpose, and in no event shall any assignment or sublease of the Premises release or relieve Tenant from any obligations of this Lease. In the event that Tenant shall seek Landlord's permission to assign this Lease or sublet the PremisesTenant, Tenant shall provide to Landlord the namenot be released (nor shall any of Tenant's constituents, addresspartners, financial statement and business experience resume for the immediately preceding Ten (10or members be released) years of the proposed assignee from any obligations, liabilities or subtenant and such other information concerning such proposed assignee or subtenant as Landlord may require. This information shall be in writing covenants under this Lease and shall be received by continue to remain responsible. Landlord no less than Thirty (30) days prior shall have the right to collect Rent from any assignee, subtenant or other occupant without releasing Tenant or waiving any right against Tenant for its default under this Article and without accepting the effective date of the proposed assignment or sublease. It shall be payor as a condition to any consent by Landlord to an assignment or sublease that Tenant shall pay to Landlord a processing fee in the amount of $125.00 or One Percent (1%) of the annual current value of this Lease, whichever is greater, as reimbursement to Landlord for any and all legally-related expenses in connection with the review and preparation of assignment or sublease-related documents which may be incurred by Landlord in connection therewith. Payment of such fee shall be submitted along with Tenant's request for Landlord's consentpermitted tenant. Any consent by Landlord to transfer of a controlling interest in (i) any assignment corporate stock of; (ii) any partnership interest in; or sublease(iii) any membership interest in Tenant, or to the a merger, consolidation or liquidation of or by Tenant, either voluntarily or by operation of a concessionaire or licenseelaw, shall not constitute a waiver or the necessity for such consent to any subsequent assignment or sublease, or operation by a concessionaire or licensee. If Tenant is a corporation and any transfer, sale, pledge or other disposition of more than Ten Percent (10%) of the common stock shall occur, or voting control or power to vote the majority of the outstanding capital stock be changed, such action shall be deemed an assignment under and require Landlord's consent as stated above. Notwithstanding the terms foregoing, a public offering of stock, or transfers of stock, on the NYSE, AMEX, NASDAQ stock exchanges, or other nationally recognized stock exchange where shares are publicly traded, shall not be deemed an assignment for purposes hereof. Under any circumstances, Landlord shall not be liable for any money damages to Tenant or Xxxxxx's proposed assignee, transferee or subtenant for refusal to consent to any assignment or transfer of this Lease and or transfer of Tenant's corporate stock or sale of Tenant's business or for refusal to consent to any subletting; Xxxxxx's sole remedy shall be subject to all the terms and conditions thereof. Any breach of the assignment clause by Tenant will constitute a default under the terms of this Lease and Landlord shall have all rights and remedies available to it as set forth herein. In the event Tenant shall sublease the entire Premises for rentals in excess of those rentals payable hereunder, Tenant shall pay to Landlord, as Additional Rent hereunder, all such excess rentals. Any proposed assignee or subtenant of Tenant shall assume Tenant's obligations hereunder and deliver to Landlord an assumption agreement in form satisfactory to Landlord no less than Ten (10) days prior to the effective date of the proposed assignment. Notwithstanding any of the foregoing provisions, if Tenant is or has been at any time in default under any of the terms of this Lease, Tenant may not assign or sublet the Premises in whole or in partspecific performance.

Assignment or Subletting. All assignments Tenant shall not assign, transfer, mortgage, pledge, hypothecate or encumber this Lease, or any interest therein, and Tenant shall not sublet the Premises or any part thereof, or any right or privilege appurtenant thereto, or suffer any other person to occupy or use the Premises, or any portion thereof, without the prior written consent of the Landlord, which consent shall not be unreasonably withheld. Without in any way limiting Landlord's right to refuse such consent, Landlord may refuse to give such consent unless Tenant remains fully liable during the unexpired term of the Lease and Landlord further may refuse to give such consent if in Landlord's reasonable opinion the quality of tenancy is or may be in any way adversely affected during the term of the Lease or the financial worth of the proposed new tenant is less than that of the Tenant executing this Lease. Tenant agrees to reimburse Landlord up to one thousand dollars ($1,000.00) for Landlord's reasonable attorney's fees and other costs incurred in conjunction with the processing and documentation of any such requested assignment, transfer, subletting, change of ownership or hypothecation of this Lease or sublease Tenant's interest in and to the Premises. Any assignment consented to by Landlord shall in no way relieve or subleases release Tenant from liability hereunder of from any of the Premises terms, covenants and obligations required to be performed by Tenant under this Lease. This Lease shall not, nor shall any interest herein, be subject to and in accordance with all of the provisions of this Section. Tenant may not assign this Lease or sublease the Premises, in whole or in part, to a wholly-owned corporation or controlled subsidiary assignable as an interest of Tenant or to a party other than a wholly-owned corporation or controlled subsidiary by operation of Tenant law, without first having obtained the prior written consent of Landlord, such consent not to be unreasonably withheld. Any assignment or sublease by Tenant shall be only for the purpose specified in Section 1.4, Use of Premises, and for no other purpose, and in no event shall any assignment or sublease of the Premises release or relieve Tenant profit recognized from any obligations of this Lease. In the event that Tenant shall seek Landlord's permission to assign this Lease or sublet the Premises, Tenant shall provide to Landlord the name, address, financial statement and business experience resume for the immediately preceding Ten (10) years of the proposed assignee or subtenant and such other information concerning such proposed assignee or subtenant as Landlord may require. This information shall be in writing and shall be received by Landlord no less than Thirty (30) days prior to the effective date of the proposed assignment or sublease. It shall be a condition to any consent by Landlord to an assignment or sublease that subletting shall be divided evenly between Tenant shall pay to Landlord a processing fee in and Landlord. Commensurate with the amount of $125.00 or One Percent (1%) of the annual current value signing of this Lease, whichever is greater, as reimbursement Landlord consents to Landlord Tenant entering into a sublease with AgencyWorks for any and all legally-related expenses in connection with the review and preparation of assignment or sublease-related documents which may be incurred by Landlord in connection therewith. Payment of such fee shall be submitted along with Tenant's request for Landlord's consent. Any consent by Landlord to any assignment or sublease, or to the operation of a concessionaire or licensee, shall not constitute a waiver or the necessity for such consent to any subsequent assignment or sublease, or operation by a concessionaire or licensee. If Tenant is a corporation and any transfer, sale, pledge or other disposition of more than Ten Percent (10%) portion of the common stock shall occur, or voting control or power to vote the majority of the outstanding capital stock be changed, such action shall be deemed an assignment under the terms of this Lease and shall be subject to all the terms and conditions thereofPremises. Any breach of the assignment clause by Tenant will constitute a default under the terms of this Lease and Landlord shall have all rights and remedies available to it as set forth herein. In the event Tenant shall sublease the entire Premises for rentals in excess of those rentals payable hereunder, Tenant shall pay to Landlord, as Additional Rent hereunder, all such excess rentals. Any proposed assignee or subtenant of Tenant shall assume Tenant's obligations hereunder and deliver to Landlord an assumption agreement in form satisfactory to Landlord no less than Ten (10) days prior to the effective date of the proposed assignment. Notwithstanding any of the foregoing provisions, if Tenant is or has been at any time in default under any of the terms of this Lease, Tenant may not assign or sublet the Premises in whole or in part7 14.

Assignment or Subletting. All assignments A. Assignment or Subletting by Tenant. Upon the prior written consent of this Lease ---------------------------------- Landlord, which shall not be unreasonably withheld or sublease or subleases of the Premises by Tenant shall be subject to and in accordance with all of the provisions of this Section. delayed, Tenant may not assign this Lease or sublease the PremisesPremises or any part thereof or mortgage, in whole pledge or in parthypothecate its leasehold interest (collectively, "transfer"). Notwithstanding the previous sentence, Tenant may transfer this Lease without Landlord's consent to a wholly-owned corporation any person which is the parent or controlled subsidiary of Tenant or controls or is controlled by Tenant, or to a party other than person resulting from any reorganization or merger to which Tenant or its parent or any of its subsidiaries or any person controlled by it is a wholly-owned corporation or controlled subsidiary party, provided that the transferee expressly assumes the obligations of Tenant without first having obtained the written consent of Landlord, such consent not to be unreasonably withheld. Any assignment or sublease by Tenant shall be only for the purpose specified in Section 1.4, Use of Premises, and for no other purpose, and in no event shall any assignment or sublease of the Premises release or relieve Tenant from any obligations of under this Lease. In the event that Tenant shall seek Landlord's permission Any attempt to assign transfer this Lease or sublet the Premises, Tenant shall provide to Landlord the name, address, financial statement and business experience resume for the immediately preceding Ten (10) years of the proposed assignee or subtenant and such other information concerning such proposed assignee or subtenant as Landlord may require. This information shall be in writing and shall be received by Landlord no less than Thirty (30) days prior to the effective date of the proposed assignment or sublease. It shall be a condition to any consent by Landlord to an assignment or sublease that Tenant shall pay to Landlord a processing fee in the amount of $125.00 or One Percent (1%) of the annual current value of this Lease, whichever is greater, as reimbursement to Landlord for any and all legally-related expenses in connection with the review and preparation of assignment or sublease-related documents which may be incurred by Landlord in connection therewith. Payment of such fee shall be submitted along with Tenant's request for without Landlord's consent. Any , where such consent by Landlord to any assignment or sublease, or to the operation of a concessionaire or licenseeis required, shall not constitute a waiver or the necessity for such consent to be void. Tenant shall notify Landlord in writing of any subsequent assignment or subleaseproposed transfer requiring Landlord's consent, or operation by a concessionaire or licensee. If Tenant is a corporation and any transfer, sale, pledge or other disposition of more than Ten Percent (10%) of the common stock shall occur, or voting control or power to vote the majority of the outstanding capital stock be changed, such action shall be deemed an assignment under the terms of this Lease and shall be subject to all the terms and conditions thereof. Any breach of the assignment clause by Tenant will constitute a default under the terms of this Lease and Landlord shall have all rights ten (10) business days following receipt of such notice and remedies available financial statements of the proposed transferee to it as set forth hereindisapprove of such transfer or Landlord's consent to such transfer shall be deemed given. In the event Notwithstanding any transfer by Tenant shall sublease the entire Premises for rentals in excess of those rentals payable hereunderor any consent which may be granted by Landlord, Tenant shall pay to Landlord, as Additional Rent remain liable for all sums and obligations due hereunder, all unless Landlord agrees in writing to release Tenant from such excess rentalsliability. Any proposed assignee Consent by Landlord to a particular transfer shall not be deemed a consent to any other or subtenant of Tenant shall assume Tenant's obligations hereunder and deliver to Landlord an assumption agreement in form satisfactory to Landlord no less than Ten (10) days prior to the effective date of the proposed assignment. Notwithstanding any of the foregoing provisions, if Tenant is or has been at any time in default under any of the terms of this Lease, Tenant may not assign or sublet the Premises in whole or in partsubsequent transfer.

Assignment or Subletting. All assignments of this Lease or sublease or subleases of the Premises by Tenant shall be subject to and in accordance with all of the provisions of this Section. Tenant may not assign this Lease or sublease the Premises, in whole or in part, to a wholly-owned corporation or controlled subsidiary of Tenant or to a party other than a wholly-owned corporation or controlled subsidiary of Tenant without first having obtained the written consent of Landlord, such consent not to be unreasonably withheld. Any assignment or sublease by Tenant shall be only for the purpose specified in Section 1.4, Use of Premises, and for no other purpose, and in no event shall any assignment or sublease of the Premises release or relieve Tenant from any obligations of this Lease. In the event that Tenant shall seek Landlord's permission to assign this Lease or sublet the Premises, Tenant shall provide to Landlord the name, address, financial statement and the business experience resume for the immediately preceding Ten ten (10) years of the proposed assignee or subtenant and such other information concerning certain such proposed assignee or subtenant as Landlord may require. This information shall be in writing and shall be received by Landlord no less than Thirty thirty (30) days prior to the effective date of the proposed assignment or sublease. It shall be a condition to any consent by Landlord to an assignment or sublease that Tenant shall pay to Landlord a processing fee in the amount of One Hundred Fifty and No/100 Dollars ($125.00 150.00) or One Percent one percent (1%10/o) of the annual current value of this LeaseRent, whichever is greater, as reimbursement to Landlord for any and all legally-related expenses in connection with the review and preparation of assignment or sublease-related documents which may be incurred by Landlord in connection therewith. Payment of such fee shall be submitted along with Tenant's request for Landlord's consent. Any consent by Landlord to any assignment or sublease, or to the operation of a concessionaire or licensee, shall not constitute a waiver or the necessity for such consent to any subsequent assignment or sublease, or operation by a concessionaire or licensee. If Tenant is a corporation and any transfer, sale, pledge or other disposition of more than Ten Percent ten percent (10%) of the common stock shall occur, or voting control or power to vote the majority of the outstanding capital stock be changed, such action shall be deemed an assignment under the terms of this Lease and shall be subject to all the terms and conditions thereof. Any breach of the assignment clause by Tenant will constitute a default under the terms of this Lease and Landlord shall have all rights and remedies available to it as set forth herein. In the event Tenant shall sublease the entire Premises for rentals in excess of those rentals payable hereunder, Tenant shall pay to Landlord, as Additional Rent hereunder, all such excess rentals. Any proposed assignee or subtenant of Tenant shall assume TenantT 's obligations hereunder and deliver to Landlord an assumption agreement in form satisfactory to Landlord no less than Ten ten (10) days prior to the effective date of the proposed assignment. Notwithstanding any of the foregoing provisions, if Tenant is or has been at any time in default under any of the terms of this Lease, Tenant may not assign or sublet the Premises in whole or in part.

Assignment or Subletting. All assignments of Tenant shall not assign, mortgage, or encumber this Lease nor sublet or sublease or subleases of permit the Premises or any part thereof to be used by Tenant shall be subject to and in accordance with all of others, without the provisions of this Section. Tenant may not assign this Lease or sublease the Premises, in whole or in part, to a wholly-owned corporation or controlled subsidiary of Tenant or to a party other than a wholly-owned corporation or controlled subsidiary of Tenant without first having obtained the prior written consent of Landlord, such consent not to Landlord which may be unreasonably withheldwithheld for any or no reason. Any assignment or sublease by Tenant agrees that any change in control of Tenant shall be only for the purpose specified in Section 1.4, Use of Premises, constitute and for no other purpose, and in no event shall any assignment or sublease of the Premises release or relieve Tenant from any obligations of this Lease. In For this purpose, a “change in control” occurs if more than fifty percent (50%) of the ownership interests in Tenant are transferred in any twenty-four (24) month period. The prior sentence will not apply to any publically traded company on the NYSE or the NASDAQ. If this Lease is assigned or if the Premises or any part thereof is sublet, or occupied other than by Tenant, Landlord, in the event that Tenant shall seek Landlord's permission of default by Tenant, may collect rent directly from the assignee, subtenant, or occupant and apply the amount collected to assign this Lease or sublet the Premises, Tenant shall provide to Landlord the name, address, financial statement and business experience resume for the immediately preceding Ten (10) years of the proposed assignee or subtenant and such other information concerning such proposed assignee or subtenant as Landlord may requirerent due from Tenant. This information shall be in writing and shall be received Such action by Landlord no less than Thirty (30) days prior to the effective date shall not constitute a waiver of the proposed assignment or subleasethis provision nor a release of Tenant from any obligation under this Lease. It shall be a condition to any The consent by of Landlord to an assignment or sublease that subletting shall not be construed to relieve Tenant from obtaining the written consent of Landlord to any further assignment or subletting and shall not relieve Tenant from liability hereunder. Any assignment or subletting under this Lease automatically cancels any options to extend the term of this Lease which may have been granted hereunder. In the event Tenant wishes to assign this Lease and Landlord consents to such assignment, Tenant shall pay to Landlord a processing fee in the amount of $125.00 or One Percent (1%) of the annual current value of this Lease, whichever is greater, as reimbursement to reimburse Landlord for any and all legallyout-related of-pocket costs and expenses (including reasonable attorneys’ fees, not exceeding $1,000 if the assignment is approved) Landlord may incur in preparing, review or approving such assignment, or in examining the information, financial statements, operating history, references, etc., necessary to effectuate same. Notwithstanding any provision herein to the contrary, Tenant shall have the absolute and unrestricted right to assign this Lease and any and all of its rights or entitlements hereunder or sublet all or any part of the Premises, without Landlord’s consent, to: (i) to an entity which controls, is controlled by, or under common control with, Tenant (an “Affiliate”), or (ii) in connection with the review and preparation merger, acquisition or reorganization of assignment Tenant or sublease-related documents which may be incurred by Landlord its Affiliate, sale of substantially all of Tenant’s assets, or in connection therewith. Payment with the issuance, redemption or transfer of such fee any portion of Tenant’s stock (a “Permitted Transfer”); provided however, that (i) no Permitted Transfer shall be submitted along with Tenant's request for Landlord's consent. Any consent by Landlord to relieve Tenant or Guarantor from obligation or liability hereunder (or under the Guaranty in the case of the Guarantor), (ii) any assignment assignee or sublease, or to the operation of occupant under a concessionaire or licenseePermitted Transfer, shall not constitute a waiver or the necessity for such consent agree to any subsequent assignment or sublease, or operation be bound by a concessionaire or licensee. If Tenant is a corporation and any transfer, sale, pledge or other disposition of more than Ten Percent (10%) of the common stock shall occur, or voting control or power to vote the majority of the outstanding capital stock be changed, such action shall be deemed an assignment under the terms of this Lease and shall be subject to all the terms and conditions thereof. Any breach of the assignment clause by Tenant will constitute a default under the terms of this Lease and Landlord shall have all rights and remedies available to it as set forth herein. In the event Tenant shall sublease the entire Premises for rentals in excess of those rentals payable hereunder, Tenant shall pay to Landlord, as Additional Rent hereunder, all such excess rentals. Any proposed assignee or subtenant of Tenant shall assume Tenant's obligations hereunder and deliver to Landlord an assumption agreement in form satisfactory to Landlord no less than Ten (10) days prior to the effective date of the proposed assignment. Notwithstanding any of the foregoing provisions, if Tenant is or has been at any time in default under any of the terms of this Lease, and (iii) Tenant may not assign or sublet shall promptly notify Landlord in writing of any such Permitted Transfer, unless prevented from doing during any “go dark period” as required by the Premises in whole or in partSecurities and Exchange Commission.

Assignment or Subletting. All assignments 21. Tenant agrees to use and occupy the Demised Premises throughout the entire term hereof for the purpose or purposes herein specified and for no other purposes, in the manner and to substantially the extent now intended. Tenant further agrees, with the exception of any related entities, affiliates or surviving mergers, not to transfer or assign this Lease or sublet said Demised Premises, or any part thereof, whether by voluntary act, operation of law, or otherwise, without obtaining the prior written consent of Landlord in each instance. Tenant shall seek such consent of Landlord by a written request therefore, setting forth such information as Landlord may reasonably deem necessary. Landlord agrees not to withhold consent unreasonably. Consent by Landlord to any assignment of this Lease or sublease or subleases to any subletting of the Demised Premises by Tenant shall not be subject a waiver of Landlord's rights under this Article as to and in accordance with all of the provisions of this Sectionany subsequent assignment or subletting. Tenant may not Landlord's rights to assign this Lease or sublease the Premises, in whole or in part, to a wholly-owned corporation or controlled subsidiary of Tenant or to a party other than a wholly-owned corporation or controlled subsidiary of Tenant without first having obtained the written consent of Landlord, are and shall remain unqualified. No such consent not to be unreasonably withheld. Any assignment or sublease by subleasing shall relieve the Tenant shall be only for the purpose specified from any of Tenant's obligations in Section 1.4this Lease contained, Use of Premises, and for no other purpose, and in no event nor shall any assignment or sublease of the Premises release or relieve Tenant from any obligations of this Lease. In the event that Tenant shall seek Landlord's permission to assign this Lease or sublet the Premises, Tenant shall provide to Landlord the name, address, financial statement and business experience resume for the immediately preceding Ten (10) years of the proposed assignee or subtenant and such other information concerning such proposed assignee or subtenant as Landlord may require. This information shall be in writing and shall be received by Landlord no less than Thirty (30) days prior to the effective date of the proposed assignment or sublease. It shall be a condition to any consent by Landlord to an assignment or sublease that Tenant shall pay to Landlord a processing fee in the amount of $125.00 or One Percent (1%) of the annual current value of this Lease, whichever is greater, as reimbursement to Landlord for any and all legally-related expenses in connection with the review and preparation of assignment or sublease-related documents which may be incurred by Landlord in connection therewith. Payment of such fee shall be submitted along with Tenant's request for Landlord's consent. Any consent by Landlord to any assignment or sublease, or to the operation of a concessionaire or licensee, shall not constitute a waiver or the necessity for such consent to any subsequent assignment or sublease, or operation by a concessionaire or licensee. If Tenant is a corporation and any transfer, sale, pledge or other disposition of more than Ten Percent (10%) of the common stock shall occur, or voting control or power to vote the majority of the outstanding capital stock be changed, such action shall be deemed an assignment under the terms transfer of this Lease and be effective unless the assignee, subtenant or transferee, shall be subject to at the time of such assignment, sublease or transfer, assume in writing for the benefit of Landlord, its successors or assigns, all of the terms terms, covenants and conditions thereof. Any breach of the assignment clause by Tenant will constitute a default under the terms of this Lease thereafter to be performed by Tenant and Landlord shall have all rights and remedies available agree in writing to it as set forth hereinbe bound thereby. In the event Should Tenant shall sublease the entire Premises for rentals in excess of those rentals payable hereunder, Tenant shall pay to Landlord, as Additional Rent hereunder, all such excess rentals. Any proposed assignee or subtenant of Tenant shall assume Tenant's obligations hereunder and deliver to Landlord an assumption agreement in form satisfactory to Landlord no less than Ten (10) days prior to the effective date of the proposed assignment. Notwithstanding any of the foregoing provisions, if Tenant is or has been at any time in default under any of accordance with the terms of this Lease, fifty percent (50%) of any increase in rental (net of costs incurred in negotiating and consummating the transaction, including, without limitation, marketing and advertising cost, tenant allowances, brokerage commissions and attorneys' fees) received by Tenant may not assign or sublet over the Premises per square foot rental rate which is being paid by Tenant shall be forwarded to and retained by Landlord, which increase shall be in whole or in partaddition to the Base Rent and Additional Rent due Landlord under this Lease.

Assignment or Subletting. All assignments of this Lease or sublease or subleases of the Premises by Tenant shall be subject to and in accordance with all of the provisions of this Section. Tenant may not assign this Lease or sublease the Premises, in whole or in part, to a wholly-owned corporation or controlled subsidiary of Tenant or to a party other than a wholly-owned corporation or controlled subsidiary of Tenant without first having obtained the written consent of Landlord, such which consent shall not to be unreasonably withheldwithheld or delayed. Any assignment or sublease by Tenant shall be only for the purpose specified in Section 1.41.1, Use Item 4 of Premisesthe Lease, and for no other purpose, without the prior written consent of Landlord, and in no event shall any assignment or sublease of the Premises release or relieve Tenant from any obligations of this Lease. In the event that Tenant shall seek Landlord's permission to assign this Lease or sublet the Premises, Tenant shall provide to Landlord the name, address, financial statement and business experience resume for the immediately preceding Ten (10) years of the proposed assignee or subtenant and such other information concerning such proposed assignee or subtenant as Landlord may require. This information shall be in writing and shall be received by Landlord no less than Thirty (30) days prior to the effective date of the proposed assignment or sublease. It shall be a condition to any consent by Landlord to an assignment or sublease that Tenant shall pay to Landlord a processing fee in the amount of One Thousand and 00/100 Dollars ($125.00 or One Percent (1%1,000.00) of the annual current value of this Lease, whichever is greater, as reimbursement to Landlord for any and all legally-related expenses in connection with the its review and preparation of assignment or sublease-related documents documents, which may be incurred by Landlord in connection therewith. Payment of such fee shall be submitted along with Tenant's ’s request for Landlord's ’s consent. Any consent by Landlord to any assignment or sublease, or to the operation of a concessionaire or licensee, shall not constitute a waiver or the necessity for such consent to any subsequent assignment or sublease, or operation by a concessionaire or licensee. If Tenant is a corporation and any transfer, sale, pledge or other disposition of more than Ten Percent (10%) of the common stock shall occur, or voting control or power to vote the majority of the outstanding capital stock be changed, such action shall be deemed an assignment under the terms of this Lease and shall be subject to all the terms and conditions thereof. Any breach of the assignment clause by Tenant will constitute a default under the terms of this Lease and Landlord shall have all rights and remedies available to it as set forth herein. In the event Tenant shall sublease any portion of the entire Premises for rentals in excess of those rentals the Rent payable hereunder on a per square foot basis higher than Tenant is paying hereunder, Tenant shall pay to Landlord, as Additional Rent hereunder, all fifty percent (50%) of such excess rentals. Any proposed assignee or subtenant of Tenant shall assume Tenant's ’s obligations hereunder and deliver to Landlord an assumption agreement in form satisfactory to Landlord no less than Ten ten (10) days prior to the effective date of the proposed assignment. Notwithstanding any of the foregoing provisions, if Tenant is or has been at any time in default under any of the terms of this LeaseLease beyond any notice and cure period, Tenant may not assign or sublet the Premises in whole or in part.

Assignment or Subletting. All assignments of this Lease or sublease or subleases of the Premises by Tenant shall be subject to and in accordance with all of the provisions of this SectionArticle 13.2. Tenant may not assign this Lease or sublease the Premises, in whole or in part, to a wholly-owned corporation or controlled subsidiary of Tenant or to a party other than a wholly-owned corporation or controlled subsidiary of Tenant part without first having obtained the written consent of Landlord, such consent not to be unreasonably withheld. Any assignment or sublease by Tenant shall be only for the purpose specified in Section 1.4, Use of Premises, Article 1.4 and for no other purposepurpose without the express written authorization of Landlord, and in no event shall any assignment or sublease of the Premises release or relieve Tenant from any obligations of this Lease. In the event that Tenant shall seek Landlord's permission to assign this Lease or sublet the Premises, Tenant shall provide to Landlord the name, address, financial statement and business experience resume for the immediately preceding Ten (10) years of the proposed assignee or subtenant and such other information concerning such proposed assignee or subtenant as Landlord may require. This information shall be in writing and shall be received by Landlord no less than Thirty (30) days prior to the effective date of the proposed assignment or sublease. It shall be a condition to any consent by Landlord to an assignment or sublease that Tenant shall pay to Landlord a processing fee in the amount of $125.00 or One Percent (1%) of the annual current value of this Lease, whichever is greater, as reimbursement to Landlord for any and all legally-related expenses in connection with the review and preparation of assignment or sublease-related documents which may be incurred by Landlord in connection therewith. Payment of such fee shall be submitted along with Tenant's request for Landlord's consent. Any consent by Landlord to any assignment or sublease, or to the operation of a concessionaire or licensee, shall not constitute a waiver or the necessity for such consent to any subsequent assignment or sublease, or operation by a concessionaire or licensee. If Tenant is a corporation and any transfer, sale, pledge or other disposition of more than Ten Percent (10%) of the common stock shall occur, or voting control or power to vote the majority of the outstanding capital stock be changed, such action shall be deemed an assignment under the terms of this Lease and shall be subject to all the terms and conditions thereof. Any breach of the assignment clause by Tenant will constitute a default under the terms of this Lease and Landlord shall have all rights and remedies available to it as set forth hereinhereof. In the event that Tenant shall sublease seek Xxxxxxxx's permission to assign this Lease or sublet the entire Premises for rentals in excess of those rentals payable hereunderPremises, Tenant shall pay provide to LandlordLandlord the name, address, financial statement and business experience resume of the proposed assignee or subtenant and such other information concerning such proposed assignee or subtenant as Additional Rent hereunder, all such excess rentalsLandlord may require. Any proposed and approved assignee or subtenant of Tenant shall assume TenantXxxxxx's obligations hereunder and deliver to Landlord an assumption agreement in form satisfactory to Landlord no less than Ten (10) 10 days prior to the effective date of the proposed assignment. Landlord may make additional requirements such as increased security deposit or require guaranties with regard to any assignment or sublease in its sole and absolute discretion. Notwithstanding any of the foregoing provisions, if Tenant is or has been at any time in default under any of the terms of this LeaseLease which has not been cured, Tenant may not assign or sublet the Premises in whole or in part. In the event of any sublease or assignment of all or any portion of the Premises where the rent in the sublease or assignment exceeds the rent or pro rata portion of the rent, as the case may be, for such space in the Lease, Tenant shall pay the Landlord monthly, as additional Rent, at the same time as the monthly installments of rent hereunder, one-half (1/2) of the excess rent paid for the sublease over the rent in this Lease applicable to the sublease space. Tenant shall pay Landlord’s reasonable attorney’s fees and administrative processing and review fees in connection with any proposed assignment or sublease, the payment of which shall be a condition for any proposed assignment or sublease. Notwithstanding anything to the contrary contained herein, Landlord may, in its sole discretion, require any approved assignee or subletee to enter into a new lease with Landlord with terms and conditions acceptable to Landlord.

Assignment or Subletting. All assignments of this Lease 13.01 Tenant shall not sublet or sublease assign the Premises or subleases permit the Premises to be used by any person other than the Tenant or employees or associates of the Premises by Tenant shall be subject to and in accordance with all of the provisions of this Section. Tenant may not assign this Lease or sublease the Premises, in whole or in part, to a wholly-owned corporation or controlled subsidiary of Tenant or to a party other than a wholly-owned corporation or controlled subsidiary of Tenant without first having obtained the prior written consent of Landlord, such Landlord which consent shall not to be unreasonably withheld. Any assignment or sublease by Tenant shall be only for the purpose specified in Section 1.4, Use of Premises, and for no other purpose, and in no event shall any assignment or sublease of the Premises release or relieve Tenant from any obligations of this Leasewitheld. In the event that Landlord consents to an assignment or subletting, Tenant shall seek remain fully liable for the remaining term as principal, and not as guarantor or surety, for the payment of Rent as well as the performance of all conditions and covenants of this Lease for which Tenant is now obligated, even if Landlord accepts Rent from the assignee or subtenant or in any other manner deals with them. 13.02 In order for Tenant to obtain Landlord's permission consent, Tenant shall give Landlord prompt written notice of its intention to assign this Lease or sublet the Premises, Tenant which notice shall provide include the proposed assignment or sublease documents which are to Landlord be executed and which shall contain detailed information concerning: (1) the name, address, financial statement and business experience resume for the immediately preceding Ten (10name(s) years of the proposed assignee or subtenant sublessee (and such other information concerning such if a private corporation, the names and percentage ownership of all stockholders); (2) the most recent financial statement of the proposed assignee or subtenant as Landlord may require. This information shall be in writing sublessee; (3) a description of the nature of the business of the proposed assignee or sublessee; and shall be received by Landlord no less than Thirty (304) days prior to the effective date a description of all terms and conditions of the proposed assignment or sublease. It is understood and agreed that Landlord shall be a condition entitled to any consent receive all monies paid to Tenant by sublessee or assignee in excess of the Rent due Landlord to from Tenant. 13.03 Any lawful levy or sale on execution or other legal processes shall be classified as an assignment or sublease that Tenant shall pay to Landlord a processing fee in within the amount of $125.00 or One Percent (1%) of the annual current value meaning of this Lease, whichever is greater, as reimbursement to Landlord for any and all legally-related expenses in connection with the review and preparation of assignment or sublease-related documents which may be incurred by Landlord in connection therewith. Payment of such fee shall be submitted along with Tenant's request for Landlord's consent. Any consent by Landlord to any assignment adjudication in bankruptcy, voluntary or subleaseinvoluntary, or to the operation an appointment of a concessionaire receiver by a State or licenseeFederal Court, shall not constitute a waiver or insolvency of the Tenant, or the necessity for such consent to any subsequent assignment or sublease, or operation by execution of a concessionaire or licensee. If Tenant is a corporation and any transfer, sale, pledge deed or other disposition instrument for the benefit of more than Ten Percent (10%) of the common stock shall occur, or voting control or power to vote the majority of the outstanding capital stock be changed, such action shall be deemed an assignment under the terms of this Lease and shall be subject to all the terms and conditions thereofcreditors. Any breach of the assignment clause by Tenant will constitute a default under the terms of this Lease and Landlord shall have all rights and remedies available to it as set forth herein. In the event Tenant shall sublease the entire Premises for rentals in excess of those rentals payable hereunder, Tenant shall pay to Landlord, as Additional Rent hereunder, all such excess rentals. Any proposed assignee or subtenant of Tenant shall assume Tenant's obligations hereunder and deliver to Landlord an assumption agreement in form satisfactory to Landlord no less than Ten (10) days prior to the effective date of the proposed assignment. Notwithstanding any of the foregoing provisions, if Tenant is or has been at any time in default under any of the terms of this Lease, Tenant may not assign or sublet the Premises in whole or in partARTICLE 14.

Assignment or Subletting. All assignments of Tenant shall have the right to sublease or assign its interest in this Lease with the consent of Landlord which consent shall not be unreasonably withheld, conditioned or sublease or subleases delayed so long as the use of the Demised Premises by Tenant shall be subject to and in accordance with all remains a commercial bank or other related business, the conduct of the provisions of this Sectionwhich is permitted for a Pennsylvania Commercial Bank, a national bank or a bank holding company. Tenant may not assign this Lease or sublease may, without the Premises, in whole or in part, to a wholly-owned corporation or controlled subsidiary of Tenant or to a party other than a wholly-owned corporation or controlled subsidiary of Tenant without first having obtained the written consent of Landlord, such consent not sublease or assign the Lease to a wholly owned subsidiary or affiliate of Tenant or on a one time basis only, to a successor by merger or acquisition of all or substantially all of the assets of Tenant. In the event of any assignment or subletting, Tenant shall continue to be unreasonably withheld. Any assignment primarily liable for all terms and conditions of this Lease throughout the entire term and any exercised renewal terms, Notwithstanding anything contained in this section to the contrary, Tenant shall not have the right to assign or sublease by this Lease if it is in monetary default beyond any applicable cure period. In any event, prior to entering into a sublease Tenant shall be only for first afford Landlord the purpose specified in Section 1.4, Use of right to recapture the Premises, which offer to recapture must be communicated to Landlord before entering into such sublease. Landlord shall have thirty (30) days in which to respond. Failure to respond that the Landlord wishes to recapture will be deemed a refusal to recapture and for no any failure of recapture shall not be deemed to be a waiver of any rights Landlord has to approve any other purposeelements of the sublease or any future sublease or to receive the excess rentals paid under the sublease as hereinafter provided. In the event of such recapture this Lease shall terminate thirty (30) days after Landlord's notice of desire to recapture and the Premises, and in no including all improvements thereto, shall become the property of Landlord. In the event shall any of an approved assignment or sublease of the Premises release or relieve Tenant from any obligations of this Lease. In the event that Tenant shall seek Landlord's permission to assign this Lease or sublet the Premises, Tenant shall provide to Landlord the name, address, financial statement and business experience resume for the immediately preceding Ten (10) years of the proposed assignee or subtenant and such other information concerning such proposed assignee or subtenant as Landlord may require. This information shall be in writing and shall be received by Landlord no less than Thirty (30) days prior to the effective date of the proposed assignment or sublease. It shall be a condition to any consent by Landlord to an assignment or sublease that Tenant shall pay to Landlord a processing fee in the amount of $125.00 or One Percent (1%) of the annual current value of this Lease, whichever is greaterany consideration received by Tenant, by way of sublease payments, assignment fees or any other type of consideration received by Tenant which are in excess of the Base Rent due hereunder shall be paid to Landlord, as reimbursement to Landlord for any and all legally-related expenses received by Tenant, in connection with the review and preparation consideration of assignment or sublease-related documents which may be incurred by Landlord in connection therewith. Payment of such fee shall be submitted along with Tenant's request for Landlord's consent. Any consent by Landlord agreement to any such assignment or sublease, or to it being the operation intent of a concessionaire or licensee, the parties that Tenant shall not constitute make a waiver or the necessity for profit on such consent to any subsequent assignment or sublease, or operation by a concessionaire or licensee. If Tenant is a corporation and any transfer, sale, pledge or other disposition of more than Ten Percent (10%) of the common stock shall occur, or voting control or power to vote the majority of the outstanding capital stock be changed, such action shall be deemed an assignment under the terms of this Lease and shall be subject to all the terms and conditions thereof. Any breach of the assignment clause by Tenant will constitute a default under the terms of this Lease and Landlord shall have all rights and remedies available to it as set forth herein. In the event Tenant shall sublease the entire Premises for rentals in excess of those rentals payable hereunder, Tenant shall pay to Landlord, as Additional Rent hereunder, all such excess rentals. Any proposed assignee or subtenant of Tenant shall assume Tenant's obligations hereunder and deliver to Landlord an assumption agreement in form satisfactory to Landlord no less than Ten (10) days prior to the effective date of the proposed assignment. Notwithstanding any of the foregoing provisions, if Tenant is or has been at any time in default under any of the terms of this Lease, Tenant may not assign or sublet the Premises in whole or in partsubletting.

Assignment or Subletting. All assignments of this Lease or sublease or subleases of Lessee agrees to use and occupy the Demised Premises by Tenant shall be subject to and in accordance with all of throughout the provisions of this Section. Tenant may not assign this Lease or sublease the Premises, in whole or in part, to a wholly-owned corporation or controlled subsidiary of Tenant or to a party other than a wholly-owned corporation or controlled subsidiary of Tenant without first having obtained the written consent of Landlord, such consent not to be unreasonably withheld. Any assignment or sublease by Tenant shall be only entire term hereof for the purpose herein specified in Section 1.4, Use of Premises, and for no other purposepurposes, in the manner and to substantially the extent intended, and in no event shall any assignment not to transfer or sublease of the Premises release or relieve Tenant from any obligations of this Lease. In the event that Tenant shall seek Landlord's permission to assign this Lease or sublet the said Demised Premises, Tenant or any part thereof, whether by voluntary act, operation of law, otherwise, without obtaining the prior consent of Lessor in each instance. Lessee shall provide seek such consent of Lessor by a written request thereof setting forth such information as Lessor may deem necessary. Lessor agrees not to Landlord the name, address, financial statement and business experience resume for the immediately preceding Ten (10) years of the proposed assignee or subtenant and such other information concerning such proposed assignee or subtenant as Landlord may requirewithhold consent unreasonably. This information shall be in writing and shall be received by Landlord no less than Thirty (30) days prior to the effective date of the proposed assignment or sublease. It shall be a condition to any consent by Landlord to an assignment or sublease that Tenant shall pay to Landlord a processing fee in the amount of $125.00 or One Percent (1%) of the annual current value of this Lease, whichever is greater, as reimbursement to Landlord for any and all legally-related expenses in connection with the review and preparation of assignment or sublease-related documents which may be incurred by Landlord in connection therewith. Payment of such fee shall be submitted along with Tenant's request for Landlord's consent. Any consent by Landlord Consent to any assignment or sublease, subletting shall not relieve Lessee of its obligations hereunder. Consent by Lessor to an assignment of this Lease or to any subletting of the operation of a concessionaire or licensee, shall Demised Premises should not constitute be a waiver or the necessity for such consent of Lessor's rights under this Article as to any subsequent assignment or sublease, subletting. Lessor's rights to assign this Lease are and should remain unqualified. No such assignment or operation by a concessionaire or licensee. If Tenant is a corporation and any transfer, sale, pledge sublease or other disposition of more than Ten Percent (10%) of the common stock shall occur, or voting control or power to vote the majority of the outstanding capital stock be changed, such action shall be deemed an assignment under the terms transfer of this Lease and shall be subject to effective unless the assignee, sublessee or transferee shall at the time of such assignment, sublease or transfer, assume in writing for the benefit of Lessor, its successors or assigns, all of the terms terms, covenants and conditions thereof. Any breach of the assignment clause by Tenant will constitute a default under the terms of this Lease thereafter to be performed by Lessee and Landlord shall have all rights and remedies available agree in writing to it as set forth hereinbe bound thereby. In the event Tenant shall Should Lessee sublease the entire Premises for rentals in excess of those rentals payable hereunder, Tenant shall pay to Landlord, as Additional Rent hereunder, all such excess rentals. Any proposed assignee or subtenant of Tenant shall assume Tenant's obligations hereunder and deliver to Landlord an assumption agreement in form satisfactory to Landlord no less than Ten (10) days prior to the effective date of the proposed assignment. Notwithstanding any of the foregoing provisions, if Tenant is or has been at any time in default under any of accordance with the terms of this Lease, Tenant may not assign or sublet fifty percent (50%) of any increase in rental received by Lessee over the Premises per square foot rental rate which is being paid by Lessee shall be forwarded to and retained by Lessor, which increase shall be in whole or in partaddition to the Base Rent and Additional Rent due Lessor under this Lease.

Assignment or Subletting. All assignments of this Lease or sublease or subleases of the Premises by 14.1 Tenant shall be subject not offer to assign to sublet or this Lease, and in accordance with all of the provisions of this Section. Tenant may not assign this Lease or sublease the Premises, in whole or in part, to a wholly-owned corporation or controlled subsidiary of Tenant or to a party other than a wholly-owned corporation or controlled subsidiary of Tenant without first having obtained the written consent of Landlord, such consent not to be unreasonably withheld. Any assignment or sublease by Tenant shall be only for the purpose specified in Section 1.4, Use of Premises, and for no other purpose, and in no event shall any assignment or sublease of the Premises release or relieve Tenant from any obligations of this Lease. In the event that Tenant shall seek Landlord's permission to not assign this Lease or sublet the Premises, without the prior written consent of Landlord, which shall not be unreasonably withheld, conditioned or delayed, and of any mortgagee of the Premises if required. Any attempted assignment or subletting without consent shall be invalid. In the event of any permitted assignment or subletting, Tenant shall provide to remain fully responsible and liable for payment of Rent and performance of all of Tenant’s other covenants under this Lease. No assignment or subletting shall be permitted or be binding upon Landlord unless the name, address, financial statement and business experience resume for the immediately preceding Ten (10) years of the proposed assignee or subtenant shall deliver to Landlord an instrument acceptable to Landlord (in recordable form, if requested) containing, among other things, an agreement of assumption of all of Tenant’s obligations under this Lease accruing thereafter for the space so sublet or assigned. Tenant agrees to pay all reasonable costs and such other information concerning such expenses incurred by Landlord in connection with Landlord’s review of any proposed assignee assignment or subtenant as subletting (including charges for the time of Landlord’s internal personnel), and Landlord may require. This information shall be in writing and shall be received by require that Tenant deliver a deposit with Landlord no less than Thirty (30) days prior to the effective date Landlord’s review of the proposed assignment or subleasesubletting. It shall be a condition Upon the occurrence of an event of default, if all or any part of the Premises are then assigned or sublet, Landlord, in addition to any consent other remedies shall have the right, but not the obligation, to collect directly from the assignee or subtenant all Rent becoming due to Landlord. Any collection by Landlord to an assignment from the assignee or sublease that Tenant shall pay to Landlord a processing fee in the amount of $125.00 or One Percent (1%) of the annual current value of this Lease, whichever is greater, as reimbursement to Landlord for any and all legally-related expenses in connection with the review and preparation of assignment or sublease-related documents which may be incurred by Landlord in connection therewith. Payment of such fee shall be submitted along with Tenant's request for Landlord's consent. Any consent by Landlord to any assignment or sublease, or to the operation of a concessionaire or licensee, subtenant shall not constitute be construed as a waiver or release of Tenant from the necessity for such consent to any subsequent assignment or sublease, or operation by a concessionaire or licensee. If Tenant is a corporation and any transfer, sale, pledge or other disposition of more than Ten Percent (10%) further performance of the common stock shall occur, or voting control or power to vote the majority of the outstanding capital stock be changed, such action shall be deemed an assignment under the terms covenants of this Lease and shall be subject to all or the terms and conditions thereof. Any breach making of the assignment clause by Tenant will constitute a default under the terms of this Lease and Landlord shall have all rights and remedies available to it as set forth herein. In the event Tenant shall sublease the entire Premises for rentals in excess of those rentals payable hereunder, Tenant shall pay to Landlord, as Additional Rent hereunder, all new lease with such excess rentals. Any proposed assignee or subtenant of Tenant shall assume Tenant's obligations hereunder and deliver to Landlord an assumption agreement in form satisfactory to Landlord no less than Ten (10) days prior to the effective date of the proposed assignment. Notwithstanding any of the foregoing provisions, if Tenant is or has been at any time in default under any of the terms of this Lease, Tenant may not assign or sublet the Premises in whole or in partsubtenant.

Assignment or Subletting. All assignments of this Lease or sublease or subleases of Lessee agrees to use and occupy the Demised Premises by Tenant shall be subject to and in accordance with all of throughout the provisions of this Section. Tenant may not assign this Lease or sublease the Premises, in whole or in part, to a wholly-owned corporation or controlled subsidiary of Tenant or to a party other than a wholly-owned corporation or controlled subsidiary of Tenant without first having obtained the written consent of Landlord, such consent not to be unreasonably withheld. Any assignment or sublease by Tenant shall be only entire term hereof for the purpose herein specified in Section 1.4, Use of Premises, and for no other purposepurposes, in the manner and to substantially the extent intended, and in no event shall any assignment not to transfer or sublease of the Premises release or relieve Tenant from any obligations of this Lease. In the event that Tenant shall seek Landlord's permission to assign this Lease or sublet the said Demised Premises, Tenant or any part thereof, whether by voluntary act, operation of law, otherwise, without obtaining the prior consent of Lessor in each instance. Lessee shall provide seek such consent of Lessor by a written request thereof setting forth such information as Lessor may deem necessary. Lessor agrees not to Landlord the name, address, financial statement and business experience resume for the immediately preceding Ten (10) years of the proposed assignee or subtenant and such other information concerning such proposed assignee or subtenant as Landlord may requirewithhold consent unreasonably. This information shall be in writing and shall be received by Landlord no less than Thirty (30) days prior to the effective date of the proposed assignment or sublease. It shall be a condition to any consent by Landlord to an assignment or sublease that Tenant shall pay to Landlord a processing fee in the amount of $125.00 or One Percent (1%) of the annual current value of this Lease, whichever is greater, as reimbursement to Landlord for any and all legally-related expenses in connection with the review and preparation of assignment or sublease-related documents which may be incurred by Landlord in connection therewith. Payment of such fee shall be submitted along with Tenant's request for Landlord's consent. Any consent by Landlord Consent to any assignment or sublease, subletting shall not relieve Lessee of its obligations hereunder. Consent by Lessor to an assignment of this Lease or to any subletting of the operation of a concessionaire or licensee, shall Demised Premises should not constitute be a waiver or the necessity for such consent of Lessor's rights under this Article as to any subsequent assignment or sublease, subletting. Lessor's rights to assign this Lease are and should remain unqualified. No such assignment or operation by a concessionaire or licensee. If Tenant is a corporation and any transfer, sale, pledge sublease or other disposition of more than Ten Percent (10%) of the common stock shall occur, or voting control or power to vote the majority of the outstanding capital stock be changed, such action shall be deemed an assignment under the terms transfer of this Lease and shall be subject to effective unless the assignee, sublessee or 150 transferee shall at the time of such assignment, sublease or transfer, assume in writing for the benefit of Lessor, its successors or assigns, all of the terms terms, covenants and conditions thereof. Any breach of the assignment clause by Tenant will constitute a default under the terms of this Lease thereafter to be performed by Lessee and Landlord shall have all rights and remedies available agree in writing to it as set forth hereinbe bound thereby. In the event Tenant shall Should Lessee sublease the entire Premises for rentals in excess of those rentals payable hereunder, Tenant shall pay to Landlord, as Additional Rent hereunder, all such excess rentals. Any proposed assignee or subtenant of Tenant shall assume Tenant's obligations hereunder and deliver to Landlord an assumption agreement in form satisfactory to Landlord no less than Ten (10) days prior to the effective date of the proposed assignment. Notwithstanding any of the foregoing provisions, if Tenant is or has been at any time in default under any of accordance with the terms of this Lease, Tenant may not assign or sublet fifty percent (50%) of any increase in rental received by Lessee over the Premises per square foot rental rate which is being paid by Lessee shall be forwarded to and retained by Lessor, which increase shall be in whole or in partaddition to the Base Rent and Additional Rent due Lessor under this Lease.

Assignment or Subletting. All assignments of Tenant acknowledges that Landlord has entered into this Lease or sublease or subleases because of the Premises by Tenant’s financial strength, goodwill, ability and expertise and that accordingly, this Lease is personal to Tenant. Taking this into consideration, Tenant shall be subject to and in accordance with all of the provisions of not assign, mortgage, sublet, pledge or encumber this Section. Tenant may not assign this Lease or sublease the PremisesLease, in whole or in part, to a wholly-owned corporation or controlled subsidiary of Tenant or to a party other than a wholly-owned corporation or controlled subsidiary of Tenant without first having obtained except with the written consent of the Landlord, such consent which shall not to be unreasonably withheld, except that Tenant may assign this Lease or its interest therein or sublease the Premises to Tenant’s parent corporation, Tenant’s direct subsidiaries or entities under common control with Tenant or to Tenant’s successor by way of merger, consolidation, sale of assets, joint venture controlled by Tenant, or partnership of which Tenant is the sole general partner without the consent of Landlord. Any Tenant agrees that, in the event of any such assignment or sublease by subletting, Tenant and its assignee or sublessee shall be only nevertheless remain jointly and severally liable for the purpose specified in Section 1.4performance of all terms, Use of Premisescovenants, and for no other purpose, and in no event shall any assignment or sublease of the Premises release or relieve Tenant from any obligations conditions of this Lease. In the event that Tenant shall seek Landlord's permission ’s failure to assign this Lease or sublet the Premises, Tenant shall provide to Landlord the name, address, financial statement and business experience resume deny Tenant’s written request for the immediately preceding Ten consent within ten (10) years of the proposed assignee or subtenant and such other information concerning such proposed assignee or subtenant as Landlord may require. This information shall be in writing and shall be received by Landlord no less than Thirty (30) days prior to the effective date of the proposed assignment or sublease. It shall be a condition to any consent by Landlord to an assignment or sublease that Tenant shall pay to Landlord a processing fee in the amount of $125.00 or One Percent (1%) of the annual current value of this Lease, whichever is greater, as reimbursement to Landlord for any and all legally-related expenses in connection with the review and preparation of assignment or sublease-related documents which may be incurred by Landlord in connection therewith. Payment of such fee shall be submitted along with Tenant's request for Landlord's consent. Any consent by Landlord to any assignment or sublease, or to the operation of a concessionaire or licensee, shall not constitute a waiver or the necessity for such consent to any subsequent assignment or sublease, or operation by a concessionaire or licensee. If Tenant is a corporation and any transfer, sale, pledge or other disposition of more than Ten Percent (10%) of the common stock shall occur, or voting control or power to vote the majority of the outstanding capital stock be changed, such action after receipt shall be deemed an assignment under the terms of this Lease and shall be subject consent to all the terms and conditions thereof. Any breach of the assignment clause by Tenant will constitute a default under the terms of this Lease and Landlord shall have all rights and remedies available to it as set forth hereinsuch request. In the event the Landlord consents to an assignment of the Lease, any money, additional rent or other consideration to be paid to Tenant for the assignment shall be paid to the Landlord as partial consideration for the Landlord’s consent to the assignment. In the event the Landlord consents to a sublease of the entire Premises for rentals in excess of those rentals payable hereunderPremises, or any portion thereof, Tenant shall pay to Landlordthe Landlord fifty percent (50%) any money, as Additional Rent hereunder, all rent or other consideration paid to the Tenant by any subtenant in excess of the pro-rata portion of the rent for such excess rentals. Any proposed assignee or subtenant of space then being paid by Tenant shall assume Tenant's obligations hereunder and deliver to Landlord an assumption agreement in form satisfactory to Landlord no less than Ten (10) days prior to the effective date of the proposed assignment. Notwithstanding any of the foregoing provisions, if Tenant is or has been at any time in default under any of the terms of this Lease, less Tenant’s actual costs of such subletting. All sums payable hereunder by Tenant may not assign or sublet shall be paid to Landlord as additional rent immediately upon the Premises in whole or in partreceipt thereof by Tenant.

Assignment or Subletting. All assignments of this Lease or sublease or subleases of the Premises by Tenant shall be subject to and in accordance with all of the provisions of this Section. Tenant may not assign this Lease or sublease the Premises, in whole or in part, to a wholly-owned corporation nor sublet all or controlled subsidiary any part of Tenant or to a party other than a wholly-owned corporation or controlled subsidiary of Tenant the Premises, without first having obtained the prior written consent of Landlord, such consent not to be unreasonably withheld. Any assignment or sublease by Tenant shall be only for the purpose specified in Section 1.4, Use of Premises, and for no other purpose, and in no event shall any assignment or sublease of the Premises release or relieve Tenant from any obligations of this Lease. In the event that Tenant shall seek Landlord's permission to assign this Lease or sublet the Premises, Tenant shall provide to Landlord the name, address, financial statement and business experience resume for the immediately preceding Ten (10) years of the proposed assignee or subtenant and such other information concerning such proposed assignee or subtenant as Landlord may require. This information shall be in writing and shall be received by Landlord no less than Thirty (30) days prior to the effective date of the proposed assignment or sublease. It shall be a condition to any consent by Landlord to an assignment or sublease that Tenant shall pay to Landlord a processing fee in the amount of $125.00 or One Percent (1%) of the annual current value of this Lease, whichever is greater, as reimbursement to Landlord for any and all legally-related expenses in connection with the review and preparation of assignment or sublease-related documents which may be incurred by Landlord in connection therewith. Payment of such fee shall be submitted along with Tenant's request for Landlord's consent. Any The consent by Landlord to any assignment or sublease, or to the operation of a concessionaire or licensee, subletting shall not constitute a waiver or of the necessity for such consent to any subsequent assignment or subletting. This proh bition against assigning or subletting shall be construed to include a prohibition against any assignment or subletting by operation of law. If this Lease is assigned by Tenant, or if the Premises or any part thereof are sublet or occupied by any person or entity other than Tenant, Landlord may collect rent from the assignee, subtenant or occupant, and apply the net amount collected to the rent herein reserved, but no such assignment, subletting, occupancy or collection shall be deemed a waiver on the part of Landlord, or the acceptance of the assignee, subtenant or occupant as tenant, or a release of Tenant from the further performance by Tenant of covenants on the part of Tenant herein contained unless expressly made in writing by Landlord. Irrespective of any assignment or sublease, Tenant shall remain fully liable under this Lease and shall not be released from performing any of the terms, covenants and conditions of this Lease. It is agreed that Landlord will not be acting unreasonably in refusing to consent to an assignment or sublease if, in Landlord's opinion, the quality of the business operation by a concessionaire of the proposed assignee or licenseesubtenant is not equal to that of the Tenant, or such assignee or subtenant may adversely affect the business of the other tenants or the tenant mix at the Site, or if the net worth of such assignee or subtenant is less than that of Tenant, or for any other reason deemed aufficient in Landlord's judgment. If Tenant assigns this Lease or sublets the Premises to a third party who is not in any way affiliated or connected with Tenant by way of a merger, reorganization, consolidation or otherwise, any rent or additional rent paid to tenant in addition to the rent payable to Landlord as set forth in this Lease shall be paid by Tenant to Landlord as additional rent. If the Tenant is a corporation and any corporation, or is an unincorporated association or partnership, the transfer, saleassignment or hypothecation of any stock or interest in such corporation, pledge association or other disposition partnership in the aggregate in excess of more than Ten Percent forty-nine (1049%) of the common stock shall occur, or voting control or power to vote the majority of the outstanding capital stock be changed, such action percent shall be deemed an assignment under within the terms meaning and provisions of this Lease and Section. For any request to sublet Eight Hundred (800) square feet (gross) or more: Tenant shall be subject pay Landlord a nonrefundable processing fee of Five Hundred Dollars ($500.00) for each requested assignment or sublease to all the terms and conditions thereofcover Landlord's costs. Any breach of the This fee shall accompany any request for assignment clause by Tenant will constitute a default under the terms of this Lease and Landlord shall have all rights and remedies available to it as set forth hereinor sublease. In the event Tenant shall sublease the entire Premises for rentals in excess of those rentals payable hereunderaddition, Tenant shall pay all costs incurred by Landlord in connection with reviewing a request to consent to an assignment or sub-lease, including all of Landlord, as Additional Rent hereunder, all such excess rentals's attorney's and accountant's fees. Any proposed assignee or subtenant of Tenant shall assume Tenant's obligations hereunder and deliver For any request to Landlord an assumption agreement in form satisfactory to Landlord no sublet less than Ten Eight Hundred (10800) days prior to square feet (gross) Landlord shall waive the effective date of fees noted in the proposed assignment. Notwithstanding any of the foregoing provisions, if Tenant is or has been at any time in default under any of the terms of this Lease, Tenant may not assign or sublet the Premises in whole or in part.preceding paragraph

Assignment or Subletting. All assignments of this Lease or sublease or subleases of Tenant agrees to use and occupy the Premises by Tenant shall be subject to and in accordance with all of throughout the provisions of this Section. Tenant may not assign this Lease or sublease the Premises, in whole or in part, to a wholly-owned corporation or controlled subsidiary of Tenant or to a party other than a wholly-owned corporation or controlled subsidiary of Tenant without first having obtained the written consent of Landlord, such consent not to be unreasonably withheld. Any assignment or sublease by Tenant shall be only entire term hereof for the purpose herein specified in Section 1.4, Use of Premises, and for no other purposepurposes, in the manner and to substantially the extent now intended, and in no event shall any assignment not to transfer or sublease of the Premises release or relieve Tenant from any obligations of this Lease. In the event that Tenant shall seek Landlord's permission to assign this Lease or sublet the said Premises, or any part thereof, whether by voluntary act, operation of law, or otherwise, without obtaining the prior consent of Landlord in each instance. Except for an assignment to Tenant's Affiliate (as hereinafter defined), Tenant shall provide to will seek such consent of Landlord the nameby a written request therefore, address, financial statement and business experience resume for the immediately preceding Ten (10) years of the proposed assignee or subtenant and setting forth such other information concerning such proposed assignee or subtenant as Landlord may requiredeem necessary. This information shall be in writing and shall be received by Landlord no less than Thirty (30) days prior to For the effective date of the proposed assignment or sublease. It shall be a condition to any consent by Landlord to an assignment or sublease that Tenant shall pay to Landlord a processing fee in the amount of $125.00 or One Percent (1%) of the annual current value purposes of this Lease, whichever is greater"Tenant's Affiliate" means a corporation then owned or controlled by Tenant with financial wherewithal and net worth acceptable in all respects to Landlord. Tenant agrees to provide Landlord with prior written notice, as reimbursement to Landlord for a copy of any proposed assignment documentation and all legally-related expenses in connection with the review and preparation of assignment or sublease-related documents which may be incurred any other information requested by Landlord in connection therewith. Payment of such fee shall be submitted along with regarding Tenant's request for LandlordAffiliate prior to a transfer to Tenant's consentAffiliate. Any Landlord agrees not to withhold consent unreasonably. Consent by Landlord to any assignment or sublease, of this Lease or to any subletting of the operation of a concessionaire or licensee, shall Premises will not constitute be a waiver or the necessity for such consent of Landlord’s right under this Article as to any subsequent assignment or subleasesubletting. Landlord’s rights to assign this Lease are and will remain unqualified. No such assignment or subleasing will relieve the Tenant from any of Tenant’s obligations in this Lease contained, nor will any assignment or operation by a concessionaire or licensee. If Tenant is a corporation and any transfer, sale, pledge sublease or other disposition of more than Ten Percent (10%) of the common stock shall occur, or voting control or power to vote the majority of the outstanding capital stock be changed, such action shall be deemed an assignment under the terms transfer of this Lease and shall be subject to effective unless the assignee, subtenant or transferee at the time of such assignment, sublease or transfer, assumes in writing for the benefit of Landlord, its successors or assigns, all of the terms terms, covenants, and conditions thereof. Any breach of the assignment clause by Tenant will constitute a default under the terms of this Lease thereafter to be performed by Landlord and Landlord shall have all rights and remedies available agrees in writing to it as set forth hereinbe bound thereby. In the event Should Tenant shall sublease the entire Premises for rentals in excess of those rentals payable hereunder, Tenant shall pay to Landlord, as Additional Rent hereunder, all such excess rentals. Any proposed assignee or subtenant of Tenant shall assume Tenant's obligations hereunder and deliver to Landlord an assumption agreement in form satisfactory to Landlord no less than Ten (10) days prior to the effective date of the proposed assignment. Notwithstanding any of the foregoing provisions, if Tenant is or has been at any time in default under any of accordance with the terms of this Lease, fifty percent (50%) of any increase in rental received by Tenant may not assign or sublet over the Premises per square foot rental rate which is being paid by Tenant will be forwarded to and retained by Landlord, which increase will be in whole or in partaddition to the Base Rent and Additional Rent due Landlord under this Lease.

Assignment or Subletting. All assignments Tenant agrees to use and occupy the Premises throughout the entire term hereof for the purpose or purposes herein specified and for no other purposes, in the manner and to substantially the extent now intended, and not to assign, sublet, license, concession or otherwise transfer this Lease or Tenant’s rights in the Premises, or any part thereof, whether by voluntary act, operation of law, or otherwise, without obtaining the prior written consent of Landlord in each instance. Tenant shall seek such consent of Landlord by a written request therefor, setting forth such information as Landlord may reasonably deem necessary. Landlord agrees not to withhold consent unreasonably. Consent by Landlord to any assignment of this Lease or sublease or subleases to any subletting of the Premises by shall not be a waiver of Landlord’s rights under this Article as to any subsequent assignment or subletting. Tenant shall will be subject to responsible for Landlord’s reasonable attorney fees for review and in accordance with all approval of the provisions of this Sectionsublease document. Tenant may not Landlord’s rights to assign this Lease or sublease the Premises, in whole or in part, to a wholly-owned corporation or controlled subsidiary of Tenant or to a party other than a wholly-owned corporation or controlled subsidiary of Tenant without first having obtained the written consent of Landlord, are and shall remain unqualified. No such consent not to be unreasonably withheld. Any assignment or sublease by subleasing shall relieve Tenant shall be only for the purpose specified from any of Tenant’s obligations in Section 1.4this Lease contained, Use of Premises, and for no other purpose, and in no event nor shall any assignment or sublease of the Premises release or relieve Tenant from any obligations of this Lease. In the event that Tenant shall seek Landlord's permission to assign this Lease or sublet the Premises, Tenant shall provide to Landlord the name, address, financial statement and business experience resume for the immediately preceding Ten (10) years of the proposed assignee or subtenant and such other information concerning such proposed assignee or subtenant as Landlord may require. This information shall be in writing and shall be received by Landlord no less than Thirty (30) days prior to the effective date of the proposed assignment or sublease. It shall be a condition to any consent by Landlord to an assignment or sublease that Tenant shall pay to Landlord a processing fee in the amount of $125.00 or One Percent (1%) of the annual current value of this Lease, whichever is greater, as reimbursement to Landlord for any and all legally-related expenses in connection with the review and preparation of assignment or sublease-related documents which may be incurred by Landlord in connection therewith. Payment of such fee shall be submitted along with Tenant's request for Landlord's consent. Any consent by Landlord to any assignment or sublease, or to the operation of a concessionaire or licensee, shall not constitute a waiver or the necessity for such consent to any subsequent assignment or sublease, or operation by a concessionaire or licensee. If Tenant is a corporation and any transfer, sale, pledge or other disposition of more than Ten Percent (10%) of the common stock shall occur, or voting control or power to vote the majority of the outstanding capital stock be changed, such action shall be deemed an assignment under the terms transfer of this Lease and be effective unless the assignees, subtenant or transferee shall be subject to at the time of such assignment, sublease or transfer, assume in writing for the benefit of Landlord, its successors or assigns, all of the terms terms, covenants and conditions thereof. Any breach of the assignment clause by Tenant will constitute a default under the terms of this Lease thereafter to be performed by Tenant and Landlord shall have all rights and remedies available agree in writing to it as set forth hereinbe bound thereby. In the event Should Tenant shall sublease the entire Premises for rentals in excess of those rentals payable hereunder, Tenant shall pay to Landlord, as Additional Rent hereunder, all such excess rentals. Any proposed assignee or subtenant of Tenant shall assume Tenant's obligations hereunder and deliver to Landlord an assumption agreement in form satisfactory to Landlord no less than Ten (10) days prior to the effective date of the proposed assignment. Notwithstanding any of the foregoing provisions, if Tenant is or has been at any time in default under any of accordance with the terms of this Lease, fifty percent (50%) of any profit received by Tenant may not shall be forwarded to and retained by Landlord, which increase shall be in addition to the Base Rent and Additional Rent due Landlord under this Lease. Notwithstanding the foregoing, Tenant shall have the right to assign or sublet the Premises in whole without Landlord’s consent to any of the following (a “Permitted Transferee”): (i) any successor corporation or in partother entity resulting from the merger or consolidation of Tenant; or (ii) any entity that which controls, is controlled by, or is under common control with Tenant.

Assignment or Subletting. All assignments Tenant agrees to use and occupy the Demised Premises throughout the entire term hereof for the purpose or purposes herein specified and for no other purposes, in the manner and to substantially the extent now intended, and not to transfer or assign this Lease or sublet said Demised Premises, or any part thereof, whether by voluntary act, operation of law, or otherwise, without obtaining the prior written consent of Landlord in each instance which consent will not be unreasonably withheld, conditioned, denied or delayed. Tenant acknowledges that it shall be reasonable for Landlord to condition its consent on Tenant curing any then existing defaults under this Lease. Tenant shall seek such consent of Landlord by a written request therefor, setting forth such information as Landlord may reasonably deem necessary. In the event Tenant proposes to sublease all of the Demised Premises for the entire remaining term of the Lease or assign the Lease for the entire remaining term of the Lease, Landlord will have the option to terminate this Lease and enter into a direct lease with Tenant's proposed sublessee or assignee. In the event of such termination, Tenant shall have no further liability under this Lease. Consent by Landlord to any assignment of this Lease or sublease or subleases to any subletting of the Demised Premises by Tenant shall not be subject a waiver of Landlord's rights under this Article as to and in accordance with all of the provisions of this Sectionany subsequent assignment or subletting. Tenant may not Landlord's rights to assign this Lease or sublease the Premises, in whole or in part, are and shall remain unqualified provided assignee assumes Landlord's obligations hereunder excluding assignment to a wholly-owned corporation or controlled subsidiary of Tenant or to a party other than a wholly-owned corporation or controlled subsidiary of Tenant without first having obtained the written consent of Landlord, lender for security purposes. No such consent not to be unreasonably withheld. Any assignment or sublease by subleasing shall relieve the Tenant shall be only for the purpose specified from any of Tenant's obligations in Section 1.4this Lease contained, Use of Premises, and for no other purpose, and in no event nor shall any assignment or sublease of the Premises release or relieve Tenant from any obligations of this Lease. In the event that Tenant shall seek Landlord's permission to assign this Lease or sublet the Premises, Tenant shall provide to Landlord the name, address, financial statement and business experience resume for the immediately preceding Ten (10) years of the proposed assignee or subtenant and such other information concerning such proposed assignee or subtenant as Landlord may require. This information shall be in writing and shall be received by Landlord no less than Thirty (30) days prior to the effective date of the proposed assignment or sublease. It shall be a condition to any consent by Landlord to an assignment or sublease that Tenant shall pay to Landlord a processing fee in the amount of $125.00 or One Percent (1%) of the annual current value of this Lease, whichever is greater, as reimbursement to Landlord for any and all legally-related expenses in connection with the review and preparation of assignment or sublease-related documents which may be incurred by Landlord in connection therewith. Payment of such fee shall be submitted along with Tenant's request for Landlord's consent. Any consent by Landlord to any assignment or sublease, or to the operation of a concessionaire or licensee, shall not constitute a waiver or the necessity for such consent to any subsequent assignment or sublease, or operation by a concessionaire or licensee. If Tenant is a corporation and any transfer, sale, pledge or other disposition of more than Ten Percent (10%) of the common stock shall occur, or voting control or power to vote the majority of the outstanding capital stock be changed, such action shall be deemed an assignment under the terms transfer of this Lease be effective unless the assignee, subtenant or transferee shall at the time of such assignment, sublease or transfer, assume in writing for the benefit of Landlord, its successors and shall be subject to assigns, all of the terms terms, covenants and conditions thereof. Any breach of the assignment clause by Tenant will constitute a default under the terms of this Lease thereafter to be performed by Tenant and Landlord shall have agree in writing to be bound thereby. Should Tenant sublease all rights and remedies available to it as set forth herein. In or a portion of the event Tenant shall sublease the entire Demised Premises for rentals in excess of those rentals payable hereunder, Tenant shall pay to Landlord, as Additional Rent hereunder, all such excess rentals. Any proposed assignee or subtenant of Tenant shall assume Tenant's obligations hereunder and deliver to Landlord an assumption agreement in form satisfactory to Landlord no less than Ten (10) days prior to the effective date balance of the proposed assignment. Notwithstanding any of the foregoing provisions, if Tenant is or has been at any time lease term in default under any of accordance with the terms of this Lease, and if Landlord, at its option, releases Tenant may not assign or sublet from any further liability for the portion of the Demised Premises so subleased, the increase, after recovery in whole or full by Tenant of all reasonable costs associated with such sublease, in partrental received by Tenant over the per square foot rental rate which is being paid by Tenant shall be forwarded to and retained by Landlord, which increase shall be in addition to the Base Rent and Additional Rent due Landlord under this Lease. Should Tenant sublease under any other circumstances in accordance with the terms of this Lease, one-half of any increase, after recovery in full by Tenant of all costs associated with such sublease, in rental received by Tenant over the per square foot rental rate which is being paid by Tenant shall be forwarded to and retained by Landlord, which increase shall be in addition to the Base Rent and Additional Rent due Landlord under this Lease.

Assignment or Subletting. All Tenant shall not either voluntarily or by operation of law assign, sell, encumber, pledge or otherwise transfer all or any part of Tenant’s leasehold estate hereunder, or permit the Premises to be occupied by anyone other than Tenant or Tenant’s employees, or sublet the Premises, or any portion thereof, without obtaining, in each such instance, Landlord’s prior written consent. Any such assignment or other transfer or subletting shall be subject in each instance to the recapture option of Landlord’s consent shall not be unreasonably withheld. Landlord’s subjective determination of the financial soundness of the proposed assignee shall be conclusive. Consent by Landlord to one or more assignments of this Lease or sublease to one or subleases more sublettings of the Premises by Tenant shall be subject not operate to and in accordance with all of the provisions of exhaust Landlord’s rights under this SectionArticle. Tenant may not assign agrees to reimburse Landlord for Landlord’s reasonable cost and attorneys’ fees incurred in conjunction with the processing and documentation of any assignment or subletting under this Lease or sublease Tenant’s interest in and to the Premises, in whole or in part, to a wholly-owned corporation or controlled subsidiary of . If Tenant or to a party other than a wholly-owned corporation or controlled subsidiary of Tenant without first having obtained the written consent of Landlord, such consent not to be unreasonably withheld. Any assignment or sublease by Tenant shall be only for the purpose specified in Section 1.4, Use of Premises, and for no other purpose, and in no event shall desires at any assignment or sublease of the Premises release or relieve Tenant from any obligations of this Lease. In the event that Tenant shall seek Landlord's permission time to assign this Lease or to sublet the PremisesPremises or any portion thereof, Tenant it shall provide first notify Landlord of its desire to do so and shall submit in writing to Landlord (i) the name, address, financial statement and business experience resume for the immediately preceding Ten (10) years name of the proposed assignee subtenant or subtenant assignee; (ii) the nature of the proposed subtenant’s or assignee’s business to be carried on the premises; (iii) the terms and provisions of the Provisions of the proposed sublease or assignment; and (iv) such other reasonable financial information concerning such proposed assignee or subtenant as Landlord may require. This information shall be in writing and shall be received by Landlord no less than Thirty (30) days prior to the effective date of request concerning the proposed assignment subtenant or subleaseassignee. It shall be a condition to any consent by Landlord to an assignment or sublease that Tenant shall pay to Landlord a processing fee in the amount of $125.00 or One Percent (1%) of the annual current value of this Lease, whichever is greater, as reimbursement to Landlord for any and all legally-related expenses in connection with the review and preparation of assignment or sublease-related documents which may be incurred by Landlord in connection therewith. Payment of such fee shall be submitted along with Tenant's Any request for Landlord's consent’s approval or a sublease or assignment shall be accompanied with a check in such reasonable amount as Landlord shall advise for the cost of initial review and/or preparation of any documents relating to such proposed transfer but in no event less than $200.00. Any No subletting or assignment, even with the consent of Landlord, shall relieve Tenant of its obligation to pay rent and perform all other obligations to be performed by Tenant hereunder. The acceptance of rent by Landlord from any other person shall not be deemed to be a waiver by Landlord of any provision of this Lease or to be consent to any assignment or sublease, or to the operation of a concessionaire or licensee, shall not constitute a waiver or the necessity for such consent to any subsequent assignment or sublease, or operation by a concessionaire or licensee. If Tenant is a corporation and any transfer, sale, pledge or other disposition of more than Ten Percent (10%) of the common stock shall occur, or voting control or power to vote the majority of the outstanding capital stock be changed, such action shall be deemed an assignment under the terms of this Lease and shall be subject to all the terms and conditions thereof. Any breach of the assignment clause by Tenant will constitute a default under the terms of this Lease and Landlord shall have all rights and remedies available to it as set forth herein. In the event Tenant shall sublease the entire Premises for rentals in excess of those rentals payable hereunder, Tenant shall pay to Landlord, as Additional Rent hereunder, all such excess rentals. Any proposed assignee or subtenant of Tenant shall assume Tenant's obligations hereunder and deliver to Landlord an assumption agreement in form satisfactory to Landlord no less than Ten (10) days prior to the effective date of the proposed assignment. Notwithstanding any of the foregoing provisions, if Tenant is or has been at any time in default under any of the terms of this Lease, Tenant may not assign or sublet the Premises in whole or in partsubletting.

Assignment or Subletting. All assignments Any activity with respect to this Sublease which could be construed to be covered by the "Assignment and Subletting" provisions of this Lease or sublease or subleases Section 17 of the Premises Master Lease (as modified by Tenant this Sublease) shall be subject to and the consent of Sublandlord in accordance with all addition to the consent of Landlord, as set forth in Section 17 of the provisions Master Lease and shall be subject Landlord's rights pursuant to Section 17.5 of the Master Lease to receive fifty percent (50%) of the amount by which Base Rent and all other consideration paid or payable hereunder exceeds Base Rent (allocable to the Premises) payable under the Master Lease for the Term of this SectionSublease. Tenant may Subtenant shall not assign this Lease Sublease or sublease further sublet the Premises, in whole Premises (or in part, any portion thereof) to a wholly-owned corporation or controlled subsidiary of Tenant or to a any party other than a wholly-owned corporation or controlled subsidiary of Tenant Subtenant without first having obtained the prior written consent of LandlordSublandlord, such which consent not to may be unreasonably withheldwithheld in Sublandlord's sole and absolute discretion. Any assignment or sublease by Tenant shall be only for the purpose specified in Section 1.4, Use of Premises, and for no other purpose, and in no event shall Notwithstanding any assignment or further sublease of the Premises release (or relieve Tenant from any obligations part thereof) by Subtenant or assignment of this Lease. In the event that Tenant Sublease, Subtenant shall seek Landlord's permission to assign this Lease or sublet the Premises, Tenant shall provide to Landlord the name, address, financial statement and business experience resume at all times remain liable for the immediately preceding Ten payment of Rent and any other charges payable by Subtenant pursuant to this Sublease and for compliance with all of Subtenant's other obligations under this Sublease. For purposes of this Sublease, any change or transfer of more than fifty percent (10) years of the proposed assignee or subtenant and such other information concerning such proposed assignee or subtenant as Landlord may require. This information shall be in writing and shall be received by Landlord no less than Thirty (30) days prior to the effective date of the proposed assignment or sublease. It shall be a condition to any consent by Landlord to an assignment or sublease that Tenant shall pay to Landlord a processing fee in the amount of $125.00 or One Percent (150%) of the annual current value voting stock of this Lease, whichever is greater, as reimbursement to Landlord for any and Subtenant or transfer of substantially all legally-related expenses in connection with of the review and preparation assets of assignment or sublease-related documents which may be incurred by Landlord in connection therewith. Payment of such fee Subtenant shall be submitted along with Tenantconsidered an assignment requiring Sublandlord's request for Landlord's prior written consent. Any consent by Landlord to any assignment other change or sublease, or to the operation of a concessionaire or licensee, shall not constitute a waiver or the necessity for such consent to any subsequent assignment or sublease, or operation by a concessionaire or licensee. If Tenant is a corporation and any transfer, sale, pledge or other disposition transfer of more than Ten Percent fifty percent (1050%) of the common voting stock shall occur, of Subtenant or voting control or power to vote the majority transfer of substantially all of the outstanding capital stock be changed, such action assets of Subtenant shall be deemed considered an assignment under the terms of this Lease and shall be subject to all the terms and conditions thereof. Any breach of the assignment clause by Tenant will constitute a default under the terms of this Lease and Landlord shall have all rights and remedies available to it as set forth herein. In the event Tenant shall sublease the entire Premises for rentals in excess of those rentals payable hereunder, Tenant shall pay to Landlord, as Additional Rent hereunder, all such excess rentals. Any proposed assignee or subtenant of Tenant shall assume Tenantrequiring Sublandlord's obligations hereunder and deliver to Landlord an assumption agreement in form satisfactory to Landlord no less than Ten (10) days prior to the effective date of the proposed assignment. Notwithstanding any of the foregoing provisions, if Tenant is or has been at any time in default under any of the terms of this Lease, Tenant may not assign or sublet the Premises in whole or in partwritten consent.

Assignment or Subletting. All assignments of this Lease or sublease or subleases of the Premises by Tenant shall be subject to and in accordance with all of the provisions of this Section. Tenant may not assign this Lease or sublease the Premises, in whole or in part, to a wholly-owned corporation or controlled subsidiary of Tenant or to a party other than a wholly-owned corporation or controlled subsidiary of Tenant without first having obtained the written consent of Landlord, such consent not to be unreasonably withheld. Any assignment or sublease by Tenant shall be only for the purpose specified in Section 1.4, Use of Premises, and for no other purpose, and in no event shall any assignment or sublease of the Premises release or relieve Tenant from any obligations of this Lease. In the event that Tenant shall seek Landlord's permission to assign this Lease or sublet the Premises, Tenant shall provide to Landlord the name, address, financial statement and the business experience resume for the immediately preceding Ten ten (10) years of the proposed assignee or subtenant and such other information concerning such proposed assignee or subtenant as Landlord may require. This information shall be in writing and shall be received by Landlord no less than Thirty thirty (30) days prior to the effective date of the proposed assignment or sublease. It shall be a condition to any consent by Landlord to an assignment or sublease that Tenant shall pay to Landlord a processing fee in the amount of One Hundred Fifty and No/100 Dollars ($125.00 150.00) or One Percent one percent (1%) of the annual current value of this LeaseRent, whichever is greater, as reimbursement to Landlord for any and all legally-related expenses in connection with the review and preparation of assignment or sublease-related documents which may be incurred by Landlord in connection therewith. Payment of such fee shall be submitted along with Tenant's request for Landlord's consent. Any consent by Landlord to any assignment or sublease, or to the operation of a concessionaire or licensee, shall not constitute a waiver or the necessity for such consent to any subsequent assignment or sublease, or operation by a concessionaire or licensee. If Tenant is a corporation and any transfer, sale, pledge or other disposition of more than Ten Percent ten percent (10%) of the common stock shall occur, or voting control or power to vote the majority of the outstanding capital stock be changed, such action shall be deemed an assignment under the terms of this Lease and shall be subject to all the terms and conditions thereof. Any breach of the assignment clause by Tenant will constitute a default under tinder the terms of this Lease and Landlord shall have all rights and remedies available to it as set forth herein. In the event Tenant shall sublease the entire Premises for rentals in excess of those rentals payable hereunder, Tenant shall pay to Landlord, as Additional Rent hereunder, all such excess rentals. Any proposed assignee or subtenant of Tenant shall assume Tenant's obligations hereunder and deliver to Landlord an assumption agreement in form satisfactory to Landlord no less than Ten ten (10) days prior to the effective date of the proposed assignment. Notwithstanding any of the foregoing provisions, if Tenant is or has been at any time in default under any of the terms of this Lease, Tenant may not assign or sublet the Premises in whole or in part.

Assignment or Subletting. All assignments A. Tenant shall not (i) assign, convey or mortgage this Sublease or any interest under it; (ii) allow any transfer thereof or any lien upon Tenant’s interest by operation of this Lease law; (iii) further sublet the Premises or sublease any part thereof; or subleases (iv) permit the occupancy of the Premises or any part thereof by anyone other than Tenant. Landlord’s consent to an assignment of this Sublease or a further sublease of the Premises shall not be unreasonably withheld, and if Landlord consents thereto, Landlord shall use reasonable efforts to obtain the consent of Prime Landlord provided that Landlord shall have no liability to Tenant for the failure to obtain such consent under any circumstances and Landlord shall not be obligated to expend any funds in order to obtain such consent. Any cost of obtaining Prime Landlord’s consent shall be borne by Tenant. Any permitted sublease or assignment shall be subject to and in accordance with all of the terms and provisions of this SectionSection 14.1 of the Prime Lease; provided however, that Landlord shall not have any termination rights under Section 14.1(C) of the Prime Lease. Subject to the terms and provisions of Section 14.1(D) of the Prime Lease, if Tenant may not assign this Lease or sublease sublets any part of the Premises, in whole or in part, to a wholly-owned corporation or controlled subsidiary of Tenant or to a party other than a wholly-owned corporation or controlled subsidiary of Tenant without first having obtained the written consent of Landlord, such consent not to be unreasonably withheld. Any assignment or sublease by Tenant shall be only for the purpose specified in Section 1.4, Use of Premises, and for no other purpose, and in no event shall any assignment or sublease of the Premises release or relieve Tenant from any obligations of this Lease. In the event that Tenant shall seek Landlord's permission to assign this Lease or sublet the Premises, Tenant shall provide to Landlord the name, address, financial statement and business experience resume for the immediately preceding Ten (10) years of the proposed assignee or subtenant and such other information concerning such proposed assignee or subtenant as Landlord may require. This information shall be in writing and shall be received by Landlord no less than Thirty (30) days prior then with respect to the effective date of the proposed assignment or sublease. It shall be a condition to any consent by Landlord to an assignment or sublease that space so subleased, Tenant shall pay to Landlord a processing fee in the amount of $125.00 or One Percent fifty percent (150%) of the annual current value positive difference, if any, between (i) all Subrent (as defined in the Prime Lease) paid by the subtenant to Tenant, less (ii) the sum of this all Rent and additional rent allocable to the space sublet and all Permitted Transfer Costs (as defined in the Prime Lease, whichever is greater, as reimbursement ) related to such sublease. Such amount shall be paid to Landlord for on the same basis, whether periodic or in lump sum, that such Subrent is paid to Tenant by its subtenant. In calculating Landlord's share of any and periodic payments, all legally-related expenses in connection with the review and preparation of assignment or sublease-related documents which may be incurred by Landlord in connection therewith. Payment of such fee Permitted Transfer Costs shall be submitted along with first recovered by Tenant's request for Landlord's consent. Any consent by Landlord to any assignment or sublease, or to the operation of a concessionaire or licensee, shall not constitute a waiver or the necessity for such consent to any subsequent assignment or sublease, or operation by a concessionaire or licensee. If Tenant is a corporation and any transfer, sale, pledge or other disposition of more than Ten Percent (10%) of the common stock shall occur, or voting control or power to vote the majority of the outstanding capital stock be changed, such action shall be deemed an assignment under the terms of this Lease and shall be subject to all the terms and conditions thereof. Any breach of the assignment clause by Tenant will constitute a default under the terms of this Lease and Landlord shall have all rights and remedies available to it as set forth herein. In the event Tenant shall sublease the entire Premises for rentals in excess of those rentals payable hereunder, Tenant shall pay to Landlord, as Additional Rent hereunder, all such excess rentals. Any proposed assignee or subtenant of Tenant shall assume Tenant's obligations hereunder and deliver to Landlord an assumption agreement in form satisfactory to Landlord no less than Ten (10) days prior to the effective date of the proposed assignment. Notwithstanding any of the foregoing provisions, if Tenant is or has been at any time in default under any of the terms of this Lease, Tenant may not assign or sublet the Premises in whole or in part.

Assignment or Subletting. All assignments A. Subtenant shall not, without the prior written consent of Sublandlord and Prime Landlord, (i) assign, convey or mortgage this Lease Sublease or sublease any interest under it; (ii) allow any transfer thereof or subleases any lien upon Subtenant's interest by operation of law; (iii) further sublet the Premises or any part thereof; or (iv) permit the occupancy of the Premises or any part thereof by Tenant anyone other than Subtenant. Transfers of fifty percent (50%) or more of the stock or other ownership interests in Subtenant, whether in one transaction or in the aggregate, shall be subject deemed to be an assignment of this Sublease for which prior notice to Sublandlord must be provided (however, Sublandlord's consent shall not be required therefor). Notwithstanding the foregoing, Subtenant shall have the same rights with respect to "Permitted Transfers" that Sublandlord has under the Prime Lease, with the Prime Lease definition of "Permitted Transfers" (and the provisions of Section 13.4 of the Prime Lease) incorporated herein by reference with references to Prime Landlord referring to Sublandlord and references to Sublandlord referring to Subtenant. If Subtenant desires to assign its interest in accordance with this Sublease, or further sublet all or part of the Premises, then Subtenant shall submit a written request to Sublandlord accompanied by such financial and other information concerning the proposed assignee or subtenant, and the terms of the assignment or further sublease, as Sublandlord may reasonably request. Except for Permitted Transfers, any such request made by Subtenant to assign this Sublease or enter into a further sublease of all or any portion of the Premises shall be deemed an offer by Subtenant which shall be irrevocable for a period of thirty (30) days to surrender all of the provisions Premises to Sublandlord. If such offer is accepted, such surrender shall be effective as of the date that the proposed assignment or further sublease would have commenced. Subtenant shall quit and surrender the Premises as if this Sublease by its terms expired on such date, and the Base Rent and Additional Rent under Section 8 shall be apportioned as of such date. If Subtenant's offer to surrender the Premises in connection with a proposed assignment or further sublease of all or a portion of the Premises is not accepted by Sublandlord within thirty (30) days, or if Sublandlord declines such offer, then Sublandlord's consent to such an assignment of this Section. Tenant may Sublease or such a further sublease of the Premises shall not assign this Lease or sublease the Premises, in whole or in part, to a wholly-owned corporation or controlled subsidiary of Tenant or to a party other than a wholly-owned corporation or controlled subsidiary of Tenant without first having obtained the written consent of Landlord, such consent not to be unreasonably withheld. Any assignment or sublease by Tenant Notwithstanding the foregoing, Sublandlord shall not in any event be only for the purpose specified in Section 1.4, Use of Premises, and for no other purpose, and in no event shall obligated to consent to any assignment or sublease of the Premises release or relieve Tenant from any obligations of this Lease. In the event that Tenant shall seek Landlord's permission to assign this Lease or sublet the Premises, Tenant shall provide to Landlord the name, address, financial statement and business experience resume for the immediately preceding Ten (10) years of the proposed assignee or subtenant and such other information concerning such proposed assignee or subtenant as Landlord may require. This information shall be in writing and shall be received by Landlord no less than Thirty (30) days prior to the effective date of the proposed assignment or sublease. It shall be a condition to any consent by Landlord to an assignment or sublease that Tenant shall pay to Landlord a processing fee in the amount of $125.00 or One Percent (1%) of the annual current value of this Lease, whichever is greater, as reimbursement to Landlord for any and all legally-related expenses in connection with the review and preparation of assignment or sublease-related documents which may be incurred by Landlord in connection therewith. Payment of such fee shall be submitted along with Tenant's request for Landlord's consent. Any consent by Landlord to any assignment or sublease, or to the operation of a concessionaire or licensee, shall not constitute a waiver or the necessity for such consent to any subsequent assignment or sublease, or operation by a concessionaire or licensee. If Tenant is a corporation and any transfer, sale, pledge or other disposition of more than Ten Percent (10%) of the common stock shall occur, or voting control or power to vote the majority of the outstanding capital stock be changed, such action shall be deemed an assignment under the terms of this Lease and shall be subject to all the terms and conditions thereof. Any breach of the assignment clause by Tenant will constitute a default under the terms of this Lease and Landlord shall have all rights and remedies available to it as set forth herein. In the event Tenant shall sublease the entire Premises for rentals in excess of those rentals payable hereunder, Tenant shall pay to Landlord, as Additional Rent hereunder, all such excess rentals. Any proposed assignee or subtenant of Tenant shall assume Tenant's obligations hereunder and deliver to Landlord an assumption agreement in form satisfactory to Landlord no less than Ten (10) days prior to the effective date of the proposed assignment. Notwithstanding any of the foregoing provisions, if Tenant is or has been at any time in default under any of the terms of this Lease, Tenant may not assign or sublet the Premises in whole or in part.further subletting unless:

Assignment or Subletting. All assignments of Tenant shall not assign, mortgage, pledge, or otherwise transfer or encumber this Lease or sublease any interest therein, either voluntarily or subleases by operation of law or otherwise, or sublet the whole or any part of the Premises Leased Premises, or permit occupancy by anyone else, without obtaining on each occasion Landlord's prior written consent, which consent Landlord may deny, regardless of commercial reasonableness. Notwithstanding the foregoing, if Tenant requests Landlord's consent to an assignment and Tenant has not been in monetary or other material default under the Lease at any time, Landlord shall be subject not unreasonably withhold its consent to and in accordance with all an assignment of the provisions of this Section. Tenant may not assign this Lease or sublease a new occupant of the Premises, in whole or in part, to a wholly-owned corporation or controlled subsidiary of Tenant or to a party other than a wholly-owned corporation or controlled subsidiary of Tenant without first having obtained Leased Premises who would use the written consent of Landlord, such consent not to be unreasonably withheld. Any assignment or sublease by Tenant shall be only Leased Premises for the purpose specified described in Section 1.4, Use of Premises, and for no other purpose, and in no event shall Article 1(M). In any assignment or sublease of the Premises release or relieve Tenant from any obligations of assignee must assume this Lease. In the event that Tenant shall seek Lease in writing on Landlord's permission to assign this Lease or sublet the Premises, Tenant shall provide to Landlord the name, address, financial statement and business experience resume for the immediately preceding Ten (10) years of the proposed assignee or subtenant and such other information concerning such proposed assignee or subtenant as Landlord may requireform. This information shall be in writing and shall be received by Landlord no less than Thirty (30) days prior to the effective date of the proposed assignment or sublease. It shall be a condition to any consent by Landlord to an assignment or sublease that Tenant shall pay to Landlord a processing fee in the amount of $125.00 or One Percent (1%) of the annual current value of this Lease, whichever is greater, as reimbursement to Landlord for any and all legally-related expenses in connection with the review and preparation of assignment or sublease-related documents which may be incurred by Landlord in connection therewith. Payment of such fee shall be submitted along with Tenant's Any request for Landlord's consentconsent to assignment or subletting shall be accompanied by payment of Landlord's reasonable administrative and attorneys' fees relating thereto. Notwithstanding an assignment or subletting or occupancy of the Leased Premises by anyone other than Tenant, Tenant shall not be released (nor shall any of Tenant's constituents, partners, or members be released) from any obligations, liabilities or covenants under this Lease and shall continue to remain responsible. Landlord shall have the right to collect Rent from any assignee, subtenant or other Occupant without releasing Tenant or waiving any right against Tenant for its default under this Article and without accepting the payor as a permitted tenant. Any consent by Landlord to transfer of the controlling interest of (i) any assignment corporate stock of the controlling interest of; (ii) any partnership interest in; or sublease(iii) any membership interest in Tenant, or to the a merger, consolidation or liquidation of or by Tenant, either voluntarily or by operation of a concessionaire or licenseelaw, shall not constitute a waiver or the necessity for such consent to any subsequent assignment or sublease, or operation by a concessionaire or licensee. If Tenant is a corporation and any transfer, sale, pledge or other disposition of more than Ten Percent (10%) of the common stock shall occur, or voting control or power to vote the majority of the outstanding capital stock be changed, such action shall be deemed an assignment under the terms and require Landlord's consent as stated above. Under any circumstances, Landlord shall not be liable for any money damages to Tenant or Tenant's proposed assignee, transferee or subtenant for refusal to consent to any assignment or transfer of this Lease and or transfer of Tenant's corporate stock or sale of Tenant's business or for refusal to consent to any subletting; Tenant's sole remedy shall be subject to all the terms and conditions thereof. Any breach of the assignment clause by Tenant will constitute a default under the terms of this Lease and Landlord shall have all rights and remedies available to it as set forth herein. In the event Tenant shall sublease the entire Premises for rentals in excess of those rentals payable hereunder, Tenant shall pay to Landlord, as Additional Rent hereunder, all such excess rentals. Any proposed assignee or subtenant of Tenant shall assume Tenant's obligations hereunder and deliver to Landlord an assumption agreement in form satisfactory to Landlord no less than Ten (10) days prior to the effective date of the proposed assignment. Notwithstanding any of the foregoing provisions, if Tenant is or has been at any time in default under any of the terms of this Lease, Tenant may not assign or sublet the Premises in whole or in partspecific performance.

Assignment or Subletting. All assignments of a. Sublessee shall not assign, sell, mortgage, pledge or in any manner transfer this Lease Sublease or sublease any interest in this Sublease, or subleases the Term or estate granted or the rentals under this Sublease, or sublet the Subleased Premises or any part of the Subleased Premises, or grant any concession or license or otherwise permit occupancy of all or any part of the Subleased Premises by Tenant shall be subject to any person or take any action or undertake any transaction without the prior written consent of Sublessor and Prime Lessor in accordance with Article 13 of the Prime Lease. Neither the consent of Sublessor or Prime Lessor to an assignment, subletting, concession, or license, nor the references in this Sublease to assignees, subtenants, concessionaires or licensees, shall in any way be construed to relieve Sublessee or any assignee, subtenant or sub-subtenant of the requirement of obtaining the consent of Sublessor and Prime Lessor to any further assignment or subletting or to the making of any assignment, subletting, concession or license for all or any part of the Subleased Premises, Sublessee and any such assignee, subtenant or sub-subtenant under this Sublease agreeing to be bound by the provisions of this Sublease and the Prime Lease as to any further assignment, subleasing or other arrangement for which consent is required under this Sublease or the Prime Lease. Notwithstanding any assignment or subletting, including, without limitation, any assignment or subletting permitted or consented to, the original Sublessee named in this Sublease and any other person(s) who at any time was or were Sublessee shall remain fully liable under this Sublease, and all acts and omissions of any assignee or subtenant or anyone claiming under or through any assignee or subtenant that shall be in conflict with the terms of this Sublease shall constitute a breach by Sublessee under this Sublease. If this Sublease is assigned, or if the Subleased Premises or any part of the Subleased Premises is underlet or occupied by any person or entity other than Sublessee, Sublessor may, after default by Sublessee, following notice and the expiration of any applicable cure period, collect rent from the assignee, undertenant or occupant, and apply the net amount collected to the Rent payable by Sublessee under this Sublease, but no assignment, underletting, occupancy or collection shall be deemed a waiver of the provisions of this Section. Tenant may not assign Sublease, the acceptance of the assignee, undertenant or occupant as tenant, or a release of Sublessee from the further performance by Sublessee of the covenants under this Lease or sublease the Premises, in whole or in part, to a wholly-owned corporation or controlled subsidiary of Tenant or to a party other than a wholly-owned corporation or controlled subsidiary of Tenant without first having obtained the written consent of Landlord, such consent not Sublease to be unreasonably withheldperformed on the part of Sublessee. Any attempted assignment or sublease by Tenant shall be only for the purpose specified in Section 1.4, Use of Premises, and for no other purpose, and in no event shall any assignment or sublease of the Premises release or relieve Tenant from any obligations of this Lease. In the event that Tenant shall seek Landlord's permission to assign this Lease or sublet the Premises, Tenant shall provide to Landlord the name, address, financial statement and business experience resume for the immediately preceding Ten (10) years of the proposed assignee or subtenant and such other information concerning such proposed assignee or subtenant as Landlord may require. This information shall be in writing and shall be received by Landlord no less than Thirty (30) days prior to the effective date of the proposed assignment or sublease. It shall be a condition to any consent by Landlord to an assignment or sublease that Tenant shall pay to Landlord a processing fee in the amount of $125.00 or One Percent (1%) of the annual current value of this Lease, whichever is greater, as reimbursement to Landlord for any and all legally-related expenses in connection with the review and preparation of assignment or sublease-related documents which may be incurred by Landlord in connection therewith. Payment of such fee shall be submitted along with Tenant's request for Landlord's consent. Any consent by Landlord to any assignment or sublease, or to the operation of a concessionaire or licensee, shall not constitute a waiver or the necessity for such consent to any subsequent assignment or sublease, or operation by a concessionaire or licensee. If Tenant is a corporation and any transfer, sale, pledge subletting or other disposition of more than Ten Percent (10%) of the common stock shall occurarrangement, whether by Sublessee or voting control or power to vote the majority of the outstanding capital stock be changed, such action shall be deemed an assignment under the terms of this Lease and shall be subject to all the terms and conditions thereof. Any breach of the assignment clause by Tenant will constitute a default under the terms of this Lease and Landlord shall have all rights and remedies available to it as set forth herein. In the event Tenant shall sublease the entire Premises for rentals in excess of those rentals payable hereunder, Tenant shall pay to Landlord, as Additional Rent hereunder, all such excess rentals. Any proposed any assignee or subtenant of Tenant shall assume Tenant's obligations hereunder and deliver to Landlord an assumption agreement in form satisfactory to Landlord no less than Ten (10) days Sublessee, without the prior to the effective date written consent of the proposed assignment. Notwithstanding any of the foregoing provisions, if Tenant is or has been at any time in default under any of the terms of this Lease, Tenant may not assign or sublet the Premises in whole or in partSublessor and Prime Lessor shall be void.

Assignment or Subletting. All assignments Tenant may not transfer any of its rights under this Lease, voluntarily or involuntarily, whether by merger, consolidation, dissolution, operation of law, or any other manner, without the prior written approval of Landlord, which consent shall not be unreasonably withheld or delayed. Without limiting the generality of the foregoing, Tenant may not sublease, assign, mortgage, encumber, permit the transfer of ownership or control of the business entity comprising Tenant, or permit any portion of the Premises to be occupied by third parties without the prior written approval of Landlord, which consent shall not be unreasonably withheld or delayed . Consent by Landlord to a transfer shall not relieve Tenant from the obligation to obtain Landlord’s prior written consent to any further transfer. Tenant and Guarantor shall remain fully liable for all obligations under this Lease following any such transfer. The joint and several liability of Tenant, Guarantor, and any successor in interest of Tenant (by assignment or otherwise) under this Lease shall not in any way be affected by any agreement that modifies any of the rights or obligations of the parties under this Lease or sublease any waiver of, or subleases of the Premises by Tenant shall be subject failure to and in accordance with all of the provisions of this Section. Tenant may not assign this Lease or sublease the Premisesenforce, in whole or in part, to a wholly-owned corporation or controlled subsidiary of Tenant or to a party other than a wholly-owned corporation or controlled subsidiary of Tenant without first having obtained the written consent of Landlord, such consent not to be unreasonably withheld. Any assignment or sublease by Tenant shall be only for the purpose specified in Section 1.4, Use of Premises, and for no other purpose, and in no event shall any assignment or sublease of the Premises release or relieve Tenant from any obligations of obligation under this Lease. In Any transfer by Tenant in violation of this article shall, at Landlord’s option, be void. Landlord shall be permitted to assign the Lease to any party, including a successor owner of the Unit in the event that Landlord elects to sell or convey the Unit provided that: (a) Landlord notifies Tenant of such transfer and all relevant information to serve notices to the successor in interest; and (b) Upon such assignment, all liabilities and obligations on the part of the Landlord under this Lease accruing thereafter shall terminate, and thereupon all such liabilities and obligations shall be binding upon the new owner. Tenant agrees to attorn to such new owner. Notwithstanding anything to the contrary contained herein, provided Tenant is not in default hereunder beyond any applicable notice or cure period, Tenant shall seek have the right, upon giving prompt written notice to Landlord's permission , to assign this Lease or sublet all or any portion of the PremisesPremises to any Affiliate (as hereinafter defined); provided, however, no such assignment or subletting shall relieve Tenant shall provide or Guarantor of their obligations to Landlord the name, address, financial statement and business experience resume for the immediately preceding Ten (10) years hereunder. The term "Affiliate" shall mean any parent company or any subsidiary which controls or is controlled by Tenant. The term "control" shall mean ownership of not less than fifty-one percent of the proposed assignee or subtenant and such other information concerning such proposed assignee or subtenant as Landlord may require. This information shall be in writing and shall be received by Landlord no less than Thirty (30) days prior voting rights attributable to the effective date shares of the proposed assignment or sublease. It shall be a condition to any consent by Landlord to an assignment or sublease that Tenant shall pay to Landlord a processing fee in the amount of $125.00 or One Percent (1%) of the annual current value of this Lease, whichever is greater, as reimbursement to Landlord for any and all legally-related expenses in connection with the review and preparation of assignment or sublease-related documents which may be incurred by Landlord in connection therewith. Payment of such fee shall be submitted along with Tenant's request for Landlord's consent. Any consent by Landlord to any assignment or sublease, or to the operation of a concessionaire or licensee, shall not constitute a waiver or the necessity for such consent to any subsequent assignment or sublease, or operation by a concessionaire or licensee. If Tenant is a corporation and any transfer, sale, pledge or other disposition of more than Ten Percent (10%) of the common stock shall occur, or voting control or power to vote the majority of the outstanding capital stock be changed, such action shall be deemed an assignment under the terms of this Lease and shall be subject to all the terms and conditions thereof. Any breach of the assignment clause by Tenant will constitute a default under the terms of this Lease and Landlord shall have all rights and remedies available to it as set forth herein. In the event Tenant shall sublease the entire Premises for rentals in excess of those rentals payable hereunder, Tenant shall pay to Landlord, as Additional Rent hereunder, all such excess rentals. Any proposed assignee or subtenant of Tenant shall assume Tenant's obligations hereunder and deliver to Landlord an assumption agreement in form satisfactory to Landlord no less than Ten (10) days prior to the effective date of the proposed assignment. Notwithstanding any of the foregoing provisions, if Tenant is or has been at any time in default under any of the terms of this Lease, Tenant may not assign or sublet the Premises in whole or in partcontrolled company.

Assignment or Subletting. All assignments Lessee covenants that he or she will not allow anyone to share said Property, keep roomers or boarders, not assign, sublet, or transfer said Property or any part thereof without Lessor's prior written consent. Lessee expressly agrees that in the event of a default by Lessee hereunder, Lessor may, but shall be under no obligation to do so, sublet the Property for the account of Lessee in which event Lessor will apply the proceeds of such subletting, first, to the cost of such subletting, including advertising and commissions, second, to the repair of damages which exist in the Property, and third, to the rental obligations otherwise owed by Lessee, Lessee remaining fully responsible for the balance of the Lease term as though Lessee had himself or herself relet said Property. No Lessee substitutes will be accepted for less than five months and without appropriate written and signed sublease form and in the event of any attempted substitution without appropriate written and signed sublease form, Lessor may declare the Lease in default. Lessor shall charge an administrative fee of $600.00 for each Sub-Lease transaction making application for a Sublease Agreement and $300 for adding an additional person to the Lease or deleting a person from the Lease. Acceptance of Rent by Lessor from any assignee, sub-tenant, grantee, successor in interest to Lessee with or without notice shall not relieve Lessee from any obligation to pay Rent or other charges herein provided for. Lessee’s Security Deposit will be held until the terms of this Lease or sublease or subleases have been fulfilled. Lessees further agree that if any one of them decides to move out of the Premises by Tenant shall be subject Property prior to and in accordance with all the end of the provisions Lease term, that the Lessee wanting to move out will continue to pay their full share of this Sectionall rents and expenses or find a replacement Lessee who is acceptable to the other Lessees. Tenant may not assign this Lease or sublease Said replacement must be willing and able to assume the Premises, in whole or in part, to a wholly-owned corporation or controlled subsidiary of Tenant or to a party other than a wholly-owned corporation or controlled subsidiary of Tenant without first having obtained full responsibilities including signing on the written consent of Landlord, such consent not to be unreasonably withheld. Any assignment or sublease by Tenant shall be only for the purpose specified in Section 1.4, Use of Premisesoriginal Lease, and for no other purpose, and in no event shall to provide any assignment or sublease of the Premises release or relieve Tenant from any obligations of this Leaseguaranty that may be required by Lessor. In the event that Tenant shall seek Landlord's permission to assign this Lease or sublet the Premises, Tenant shall provide to Landlord the name, address, financial statement and business experience resume for the immediately preceding Ten (10) years Lessee moves out of the proposed assignee or subtenant Property and such other information concerning such proposed assignee or subtenant as Landlord may requiredoes not find a replacement, it is agreed that Lessee moving out will continue to pay rent, utility fees, expenses, etc. This information shall Subletting will not be in writing accepted by Lessor until all amounts outstanding on original Lessee(s)’ accounts are brought current and shall be received by Landlord no less than Thirty (30) days prior to all parties have signed the effective date Sublease Agreement on page 10 of this lease. The execution of subletting is the sole responsibility of the proposed assignment or subleaseoriginal Lessee(s) and Sub-Lessee(s). It shall be a condition to any consent by Landlord to an assignment or sublease that Tenant shall pay to Landlord a processing fee in the amount of $125.00 or One Percent (1%) of the annual current value of this Lease, whichever Renter’s Insurance is greater, as reimbursement to Landlord for any and all legally-related expenses in connection with the review and preparation of assignment or sublease-related documents which may be incurred by Landlord in connection therewith. Payment of such fee shall be submitted along with Tenant's request for Landlord's consent. Any consent by Landlord to any assignment or sublease, or to the operation of a concessionaire or licensee, shall not constitute a waiver or the necessity for such consent to any subsequent assignment or sublease, or operation by a concessionaire or licensee. If Tenant is a corporation and any transfer, sale, pledge or other disposition of more than Ten Percent (10%) of the common stock shall occur, or voting control or power to vote the majority of the outstanding capital stock be changed, such action shall be deemed an assignment under the terms of this Lease and shall be subject to all the terms and conditions thereof. Any breach of the assignment clause by Tenant will constitute a default under the terms of this Lease and Landlord shall have all rights and remedies available to it as set forth herein. In the event Tenant shall sublease the entire Premises for rentals in excess of those rentals payable hereunder, Tenant shall pay to Landlord, as Additional Rent hereunder, all such excess rentals. Any proposed assignee or subtenant of Tenant shall assume Tenant's obligations hereunder and deliver to Landlord an assumption agreement in form satisfactory to Landlord no less than Ten (10) days prior to the effective date of the proposed assignment. Notwithstanding any of the foregoing provisions, if Tenant is or has been at any time in default under any of the terms of this Lease, Tenant may not assign or sublet the Premises in whole or in part.required

Assignment or Subletting. All assignments A. Tenant shall not (i) assign, convey or mortgage this Sublease or any interest under it; (ii) allow any transfer thereof or any lien upon Tenant's interest by operation of this Lease law; (iii) further sublet the Premises or sublease any part thereof; or subleases (iv) permit the occupancy of the Premises or any part thereof by anyone other than Tenant. Landlord's consent to an assignment of this Sublease or a further sublease of the Premises shall not be unreasonably withheld, and if Landlord consents thereto, Landlord shall use reasonable efforts to obtain the consent of Prime Landlord provided that Landlord shall have no liability to Tenant for the failure to obtain such consent under any circumstances and Landlord shall not be obligated to expend any funds in order to obtain such consent. Any cost of obtaining Prime Landlord's consent shall be borne by Tenant. Any permitted sublease or assignment shall be subject to and in accordance with all of the terms and provisions of this SectionSection 14.1 of the Prime Lease; provided however, that Landlord shall not have any termination rights under Section 14.1(C) of the Prime Lease. Subject to the terms and provisions of Section 14.1(D) of the Prime Lease, if Tenant may not assign this Lease or sublease sublets any part of the Premises, in whole or in part, to a wholly-owned corporation or controlled subsidiary of Tenant or to a party other than a wholly-owned corporation or controlled subsidiary of Tenant without first having obtained the written consent of Landlord, such consent not to be unreasonably withheld. Any assignment or sublease by Tenant shall be only for the purpose specified in Section 1.4, Use of Premises, and for no other purpose, and in no event shall any assignment or sublease of the Premises release or relieve Tenant from any obligations of this Lease. In the event that Tenant shall seek Landlord's permission to assign this Lease or sublet the Premises, Tenant shall provide to Landlord the name, address, financial statement and business experience resume for the immediately preceding Ten (10) years of the proposed assignee or subtenant and such other information concerning such proposed assignee or subtenant as Landlord may require. This information shall be in writing and shall be received by Landlord no less than Thirty (30) days prior then with respect to the effective date of the proposed assignment or sublease. It shall be a condition to any consent by Landlord to an assignment or sublease that space so subleased, Tenant shall pay to Landlord a processing fee in the amount of $125.00 or One Percent fifty percent (150%) of the annual current value positive difference, if any, between (i) all Subrent (as defined in the Prime Lease) paid by the subtenant to Tenant, less (ii) the sum of this all Rent and additional rent allocable to the space sublet and all Permitted Transfer Costs (as defined in the Prime Lease, whichever is greater, as reimbursement ) related to such sublease. Such amount shall be paid to Landlord for on the same basis, whether periodic or in lump sum, that such Subrent is paid to Tenant by its subtenant. In calculating Landlord's share of any and periodic payments, all legally-related expenses in connection with the review and preparation of assignment or sublease-related documents which may be incurred by Landlord in connection therewith. Payment of such fee Permitted Transfer Costs shall be submitted along with first recovered by Tenant's request for Landlord's consent. Any consent by Landlord to any assignment or sublease, or to the operation of a concessionaire or licensee, shall not constitute a waiver or the necessity for such consent to any subsequent assignment or sublease, or operation by a concessionaire or licensee. If Tenant is a corporation and any transfer, sale, pledge or other disposition of more than Ten Percent (10%) of the common stock shall occur, or voting control or power to vote the majority of the outstanding capital stock be changed, such action shall be deemed an assignment under the terms of this Lease and shall be subject to all the terms and conditions thereof. Any breach of the assignment clause by Tenant will constitute a default under the terms of this Lease and Landlord shall have all rights and remedies available to it as set forth herein. In the event Tenant shall sublease the entire Premises for rentals in excess of those rentals payable hereunder, Tenant shall pay to Landlord, as Additional Rent hereunder, all such excess rentals. Any proposed assignee or subtenant of Tenant shall assume Tenant's obligations hereunder and deliver to Landlord an assumption agreement in form satisfactory to Landlord no less than Ten (10) days prior to the effective date of the proposed assignment. Notwithstanding any of the foregoing provisions, if Tenant is or has been at any time in default under any of the terms of this Lease, Tenant may not assign or sublet the Premises in whole or in part.

Assignment or Subletting. All assignments Tenant shall have the right ------------------------ to make or permit an assignment of this Lease, a sublease of all or any part of the Demised Premises or any assignment, sublease, transfer, mortgage, pledge or encumbrance of all or any part of Tenant's interest under this Lease or sublease in the Demised Premises, by operation of law or subleases otherwise, or the use or occupancy of all or any part of the Demised Premises by anyone other than Tenant shall be subject to and in accordance with all (any of the provisions of this Section. foregoing events are herein after referred to as "Transfer by Tenant"), provided Tenant may obtains Landlord's prior written consent, which consent shall not assign this Lease or sublease the Premises, in whole or in part, to a wholly-owned corporation or controlled subsidiary of Tenant or to a party other than a wholly-owned corporation or controlled subsidiary of Tenant without first having obtained the written consent of Landlord, such consent not to be unreasonably withheld. Any assignment or sublease such Transfer by Tenant without Landlord's prior written consent shall be only for the purpose specified in Section 1.4, Use of Premises, void and for no other purpose, and in no event shall any assignment or sublease of the Premises release or relieve Tenant from any obligations of constitute a default under this Lease. In the event that Tenant shall seek Landlord's permission Landlord consents to assign this Lease or sublet the Premisesany Transfer by Tenant, Tenant shall provide not be relieved of its obligations under this Lease and Tenant shall remain liable, jointly and severally and as a principal, and not as a guarantor or surety, under this Lease, to the same extent as though no Transfer by Tenant had been made, unless specifically provided to the contrary in Landlord's prior written consent. The acceptance of rent by Landlord the name, address, financial statement and business experience resume for the immediately preceding Ten (10) years from any person other than Tenant shall not be deemed to be a waiver by Landlord of the proposed assignee provisions of this Section or subtenant of any other provision of this Lease and such other information concerning such proposed assignee or subtenant as Landlord may require. This information shall be in writing and shall be received by Landlord no less than Thirty (30) days prior to the effective date of the proposed assignment or sublease. It shall be a condition to any consent by Landlord to an assignment or sublease that Transfer by Tenant shall pay to Landlord not be deemed a processing fee in the amount of $125.00 or One Percent (1%) of the annual current value of this Lease, whichever is greater, as reimbursement to Landlord for any and all legally-related expenses in connection with the review and preparation of assignment or sublease-related documents which may be incurred by Landlord in connection therewith. Payment of such fee shall be submitted along with Tenant's request for Landlord's consent. Any consent by Landlord to any assignment or sublease, or to the operation of a concessionaire or licensee, shall not constitute a waiver or the necessity for such consent to any subsequent assignment or sublease, or operation Transfer by a concessionaire or licensee. If Tenant is a corporation and any transfer, sale, pledge or other disposition of more than Ten Percent (10%) of the common stock shall occur, or voting control or power to vote the majority of the outstanding capital stock be changed, such action shall be deemed an assignment under the terms of this Lease and shall be subject to all the terms and conditions thereof. Any breach of the assignment clause by Tenant will constitute a default under the terms of this Lease and Landlord shall have all rights and remedies available to it as set forth hereinTenant. In the event that rents paid pursuant to a Transfer by Tenant exceed Tenant's rental obligations hereunder, Landlord and Tenant shall sublease share equally the entire excess amount. It is understood and agreed that in the event Tenant has vendors or contractors occupying portions of the Premises pursuant to contracts or on-going business of the Tenant, for rentals purposes of this provision it will not be considered an assignment or sublease. Notwithstanding the foregoing, Landlord shall, at Landlord's option, have the right in excess lieu of those rentals payable hereunderconsenting to a Transfer by Tenant, Tenant shall pay to Landlord, terminate this Lease as Additional Rent hereunder, all such excess rentals. Any proposed assignee or subtenant of Tenant shall assume Tenant's obligations hereunder and deliver to Landlord an assumption agreement in form satisfactory to Landlord no less than Ten (10) days prior to the effective date portion of the Demised Premises as is subject to the proposed assignmentTransfer by Tenant and to enter into a new lease with the proposed transferee and receive directly with the proposed transferee the consideration agreed to be given by such transferee to Tenant for the Transfer by Tenant. Notwithstanding In the event Landlord consents to a Transfer by Tenant, any of option to renew this Lease or right to extend the foregoing provisions, if Tenant is or has been at any time Lease Term shall automatically terminate unless otherwise agreed in default under any of the terms of this Lease, Tenant may not assign or sublet the Premises in whole or in partwriting by Landlord.

Assignment or Subletting. All assignments Tenant shall not, without the prior written consent of Landlord, and the Mortgagee (if required by any mortgage which may encumber the Property), have the right to assign this Lease Agreement, or sublet, or encumber the Leased Premises in whole or in part, or permit any other person or entity to occupy or use same (such consent not to be unreasonably withheld). No attempted assignment or subletting, whether with the appropriate consent(s) or in violation of this Section 21, shall relieve Tenant from liability for payment of rent or other sums due hereunder, or from being bound by any of the terms, conditions, covenants and agreements of this Lease Agreement. Any subletting or sublease or subleases of the Premises assignment by Tenant shall be subject to and in accordance with all of conditioned upon the provisions of this Section. Tenant may not assign this Lease or sublease the Premises, in whole or in part, to a wholly-owned corporation or controlled subsidiary of Tenant or to a party other than a wholly-owned corporation or controlled subsidiary of Tenant without first having obtained the written consent of Landlord, such consent not to be unreasonably withheld. Any assignment or sublease by following: (i) Tenant shall not be only for the purpose specified in Section 1.4, Use of Premises, and for no other purpose, and in no event shall any assignment or sublease of the Premises release or relieve Tenant from any obligations of this Lease. In the event that Tenant shall seek Landlord's permission to assign this Lease or sublet the Premises, Tenant shall provide to Landlord the name, address, financial statement and business experience resume for the immediately preceding Ten (10) years of the proposed assignee or subtenant and such other information concerning such proposed assignee or subtenant as Landlord may require. This information shall be in writing and shall be received by Landlord no less than Thirty (30) days prior to the effective date of the proposed assignment or sublease. It shall be a condition to any consent by Landlord to an assignment or sublease that Tenant shall pay to Landlord a processing fee in the amount of $125.00 or One Percent (1%) of the annual current value of this Lease, whichever is greater, as reimbursement to Landlord for any and all legally-related expenses in connection with the review and preparation of assignment or sublease-related documents which may be incurred by Landlord in connection therewith. Payment of such fee shall be submitted along with Tenant's request for Landlord's consent. Any consent by Landlord to any assignment or sublease, or to the operation of a concessionaire or licensee, shall not constitute a waiver or the necessity for such consent to any subsequent assignment or sublease, or operation by a concessionaire or licensee. If Tenant is a corporation and any transfer, sale, pledge or other disposition of more than Ten Percent (10%) of the common stock shall occur, or voting control or power to vote the majority of the outstanding capital stock be changed, such action shall be deemed an assignment under the terms of this Lease and shall be subject to all the terms and conditions thereof. Any breach of the assignment clause by Tenant will constitute a default under the terms of this Lease and Landlord shall have all rights and remedies available to it as set forth herein. In the event Tenant shall sublease the entire Premises for rentals in excess of those rentals payable hereunder, Tenant shall pay to Landlord, as Additional Rent hereunder, all such excess rentals. Any proposed assignee or subtenant of Tenant shall assume Tenant's obligations hereunder and deliver to Landlord an assumption agreement in form satisfactory to Landlord no less than Ten (10) days prior to the effective date of the proposed assignment. Notwithstanding any of the foregoing provisions, if Tenant is or has been at any time in default under any of the terms of this LeaseLease Agreement; (ii) Tenant shall pay to Landlord all of the amounts paid by any assignee and any rentals in excess of the rent payable hereunder which are paid under any Sublease and (iii) Tenant shall deliver to Landlord a fully executed counterpart of the written assignment or sublease. Acceptance of rent from any other person or entity shall not be deemed a waiver of any of the provisions of this Lease Agreement or a consent to the assignment of this Lease Agreement or to the subletting, encumbrance or use or occupancy by another of the Leased Premises. In the event that Landlord and/or any Mortgagee consent(s) to any proposed assignment, subletting, encumbrance, or granting of a right of use or occupancy, such consent shall not be deemed to be a consent to any other or further assignment, subletting, encumbrance or granting of a right of use or occupancy. Landlord agrees to attempt in good faith to mitigate its damages in the event of a Tenant may default hereunder, but Landlord shall not assign or sublet be deemed to have failed to attempt to mitigate such damages if Landlord leases other space in the Premises in whole Building, or in partany other building, prior to attempting to relet the Leased Premises.

Assignment or Subletting. All assignments of 13.01 Tenant agrees not to assign or in any manner transfer this Lease or sublease or subleases of the Premises by Tenant shall be subject to and any interest in accordance with all of the provisions of this Section. Tenant may not assign this Lease or sublease without the Premises, in whole or in part, to a wholly-owned corporation or controlled subsidiary of Tenant or to a party other than a wholly-owned corporation or controlled subsidiary of Tenant without first having obtained the prior written consent of Landlord, such which consent shall not be unreasonably withheld or delayed, and not to be unreasonably withheld. Any assignment sublet the Premises or sublease by Tenant shall be only for the purpose specified in Section 1.4, Use of Premises, and for no other purpose, and in no event shall any assignment or sublease part of the Premises release or relieve Tenant from to allow anyone to use or to come in, through or under the Premises without Landlord's consent, which consent shall not be unreasonably withheld or delayed. Any attempted subletting or assignment without Landlord's consent shall be voidable in Landlord's sole discretion and, at Landlord's option, shall grant Landlord the right to terminate this Lease or to exercise any of the other rights or remedies it may have hereunder. If consented to, no assignment or subletting shall be binding upon Landlord unless the sublessee or assignee shall deliver to Landlord an instrument (in recordable form, if Landlord so requests) containing an agreement of assumption of all of Tenant's obligations of under this Lease. In the no event that may Tenant shall seek Landlord's permission to assign assign, sublet or otherwise transfer this Lease or sublet any interest in this Lease at any time while an Event of Default exists hereunder. Landlord may, in its sole discretion, refuse to give its consent to any proposed subletting or assignment or exercise its other rights hereunder for any reason, including, but not limited to, the Premisesfinancial condition, Tenant shall provide to Landlord the name, address, financial statement and creditworthiness or business experience resume for the immediately preceding Ten (10) years reputation of the proposed assignee sublessee or subtenant assignee, the prevailing market or quoted rental rates for space in the Building or other comparable buildings, and such other information concerning such the proposed assignee use of the Premises by, or subtenant as Landlord may requirebusiness of, the proposed sublessee or assignee. This information shall be in writing and shall be received One consent by Landlord no less to a subletting or assignment will not be deemed a consent to any subsequent assignment, subletting, occupation or use by any other person. Neither the consent to any assignment or subletting nor the acceptance of rent from an assignee, subtenant or occupant will constitute a release of Tenant from the further performance of the obligations of Tenant contained in this Lease. A dissolution, merger, consolidation, or other reorganization of Tenant and the issuance or transfer of twenty (20%) percent or more of the voting capital of Tenant to persons other than Thirty shareholders as of the beginning of such period within any twelve (3012) month period, shall each be deemed to be an assignment of this Lease, and as such, prohibited without Landlord's prior written consent. Notwithstanding anything in this paragraph to the contrary, Landlord shall allow the occupancy of the Premises by Tenant's parent company or a subsidiary or an affiliate which is wholly owned by Tenant (the "Related Entity"), or the assignment of this Lease or the subletting of all or a portion of the Premises to a Related Entity provided that: (i) Tenant shall give written notice to Landlord at least sixty (60) days prior to the effective date of the said proposed occupancy, assignment or sublease. It shall be a condition to subletting setting forth the terms thereof together with such financial and other information Landlord may request; and (ii) any consent by Landlord to an such occupancy, assignment or sublease that Tenant shall pay to Landlord a processing fee in the amount of $125.00 or One Percent (1%) of the annual current value of this Lease, whichever is greater, as reimbursement to Landlord for any and all legally-related expenses in connection with the review and preparation of assignment or sublease-related documents which may be incurred by Landlord in connection therewith. Payment of such fee shall be submitted along with Tenant's request for Landlord's consent. Any consent by Landlord to any assignment or sublease, or to the operation of a concessionaire or licensee, subletting shall not constitute a waiver or release of Tenant from the necessity for further performance of the obligations of Tenant contained in this Lease; and (iii) any such consent to any subsequent occupancy, assignment or sublease, or operation by a concessionaire or licensee. If Tenant is a corporation and any transfer, sale, pledge or other disposition of more than Ten Percent (10%) of the common stock shall occur, or voting control or power to vote the majority of the outstanding capital stock be changed, such action shall be deemed an assignment under the terms of this Lease and subletting shall be subject to all the terms Sections 13.03 and conditions thereof. Any breach of the assignment clause by Tenant will constitute a default under the terms of this Lease and Landlord shall have all rights and remedies available to it as set forth herein. In the event Tenant shall sublease the entire Premises for rentals in excess of those rentals payable hereunder, Tenant shall pay to Landlord, as Additional Rent hereunder, all such excess rentals. Any proposed assignee or subtenant of Tenant shall assume Tenant's obligations hereunder and deliver to Landlord an assumption agreement in form satisfactory to Landlord no less than Ten (10) days prior to the effective date of the proposed assignment. Notwithstanding any of the foregoing provisions, if Tenant is or has been at any time in default under any of the terms of this Lease, Tenant may not assign or sublet the Premises in whole or in part13.04.

Assignment or Subletting. All assignments Tenant shall not assign, transfer, mortgage, pledge, hypothecate or encumber this Lease, or any interest therein, and Tenant shall not sublet the Premises or any part thereof, or any right or privilege appurtenant thereto, or suffer any other person to occupy or use the Premises, or any portion thereof, without the prior written consent of the Landlord, which consent will not be unreasonably withheld. Without in any way limiting Landlord's right to refuse such consent in Xxxxxxxx's sole discretion, Landlord may refuse to give such consent unless Xxxxxx remains fully liable during the unexpired term of the Lease and Landlord further may refuse to give such consent if in Xxxxxxxx's sole discretion and opinion the quality of tenancy is or may be in any way adversely affected during the term of the Lease or the financial worth of the proposed new tenant is less than that of the Tenant executing this Lease. Xxxxxx agrees to reimburse Landlord for Landlord's reasonable attorney's fees and other costs incurred in conjunction with the processing and documentation of any such requested assignment, transfer, subletting, change of ownership or hypothecation of this Lease or sublease Xxxxxx's interest in and to the Premises. Any assignment consented to by Landlord shall in no way relieve or subleases release Tenant from liability hereunder or from any of the Premises terms, covenants and obligations required to be performed by Tenant under this Lease. This Lease shall not, nor shall any interest herein, be subject to and in accordance with all of the provisions of this Section. Tenant may not assign this Lease or sublease the Premises, in whole or in part, to a wholly-owned corporation or controlled subsidiary assignable as an interest of Tenant or to a party other than a wholly-owned corporation or controlled subsidiary by operation of Tenant law, without first having obtained the prior written consent of Landlord, such consent not to be unreasonably withheld. Any assignment or sublease by Tenant shall be only for the purpose specified in Section 1.4, Use of Premises, and for no other purpose, and in no event shall any assignment or sublease of the Premises release or relieve Tenant from any obligations of this Lease. In the event that Tenant shall seek Landlord's permission to assign this Lease or sublet the Premisespremises should be sublet, Tenant shall provide to Landlord the nameas herein provided, addressat an increased rental, financial statement and business experience resume for the immediately preceding Ten fifty percent (10) years of the proposed assignee or subtenant and such other information concerning such proposed assignee or subtenant as Landlord may require. This information shall be in writing and shall be received by Landlord no less than Thirty (30) days prior to the effective date of the proposed assignment or sublease. It shall be a condition to any consent by Landlord to an assignment or sublease that Tenant shall pay to Landlord a processing fee in the amount of $125.00 or One Percent (150%) of the annual current value of this Lease, whichever is greater, as reimbursement said increase shall be paid to Landlord for any and all legally-related expenses in connection with the review and preparation of assignment or sublease-related documents which may be incurred by Landlord in connection therewith. Payment of such fee shall be submitted along with Tenant's request for Landlord's consent. Any consent by Landlord to any assignment or sublease, or to the operation of a concessionaire or licensee, shall not constitute a waiver or the necessity for such consent to any subsequent assignment or sublease, or operation by a concessionaire or licensee. If Tenant is a corporation and any transfer, sale, pledge or other disposition of more than Ten Percent (10%) of the common stock shall occur, or voting control or power to vote the majority of the outstanding capital stock be changed, such action shall be deemed an assignment under the terms of this Lease and shall be subject to all the terms and conditions thereof. Any breach of the assignment clause by Tenant will constitute a default under the terms of this Lease and Landlord shall have all rights and remedies available to it as set forth herein. In the event Tenant shall sublease the entire Premises for rentals in excess of those rentals payable hereunder, Tenant shall pay to Landlord, as Additional Rent hereunder, all such excess rentals. Any proposed assignee or subtenant of Tenant shall assume Tenant's obligations hereunder and deliver to Landlord an assumption agreement in form satisfactory to Landlord no less than Ten (10) days prior to the effective date of the proposed assignment. Notwithstanding any of the foregoing provisions, if Tenant is or has been at any time in default under any of the terms of this Lease, Tenant may not assign or sublet the Premises in whole or in partadditional rental 20.

Assignment or Subletting. All assignments of this Lease or sublease or subleases of the Premises by Tenant shall not be subject entitled to assign this Lease. Tenant shall not be permitted to sublet the Residence or any portion thereof without the express prior written consent of Landlord and in accordance all parties comprising Tenant (the remaining Cotenants must approve any assignment or subletting by any individual comprising Tenant). In the event Landlord consents to any subletting, all subtenants shall be obligated to comply with all of the provisions of this Section. Tenant may not assign this Lease or sublease the Premises, in whole or in part, to a wholly-owned corporation or controlled subsidiary of Tenant or to a party other than a wholly-owned corporation or controlled subsidiary of Tenant without first having obtained the written consent of Landlord, such consent not to be unreasonably withheld. Any assignment or sublease by Tenant shall be only for the purpose specified in Section 1.4, Use of Premises, terms and for no other purpose, and in no event shall any assignment or sublease of the Premises release or relieve Tenant from any obligations of this Lease. In the event that Tenant shall seek Landlord's permission to assign this Lease or sublet the Premises, Tenant shall provide to Landlord the name, address, financial statement and business experience resume for the immediately preceding Ten (10) years of the proposed assignee or subtenant and such other information concerning such proposed assignee or subtenant as Landlord may require. This information shall be in writing and shall be received by Landlord no less than Thirty (30) days prior to the effective date of the proposed assignment or sublease. It shall be a condition to any consent by Landlord to an assignment or sublease that Tenant shall pay to Landlord a processing fee in the amount of $125.00 or One Percent (1%) of the annual current value conditions of this Lease, whichever is greater, as reimbursement and shall be primarily responsible to Landlord therefore. Tenant shall pay Landlord a non-refundable processing fee of $75.00 for each subletting application. Any subletting hereunder shall not relieve Tenant of any liability or obligation including, without limitation, the payment of Rent and all legally-related expenses in connection with the review and preparation of assignment or sublease-related documents which may be incurred by Landlord in connection therewith. Payment of such fee shall be submitted along with Tenant's request for Landlord's consentother sums, under this lease. Any consent by Landlord to any assignment or sublease, or to the operation of a concessionaire or licensee, subletting shall not constitute a novation, nor be a waiver of Landlord’s right to grant consent for or the necessity for such refuse consent to any subsequent assignment or subletting hereunder. Tenant acknowledges that any Security Deposit paid by tenant will remain with the Landlord in Escrow and will function as mentioned in Section 6 of this agreement. Any damages caused by a subtenant will be deducted from Tenant's Security Deposit. Landlord is not responsible for finding Tenant a subtenant. All parties comprising Tenant must complete all paperwork provided by Landlord relating to such sublease, or operation by a concessionaire or licenseeincluding executing Landlord’s standard form Sublease, and the permitted subtenant shall make all required deposits prior to being entitled to sublet the Residence. Tenant shall register with Landlord in writing each guest of Tenant who occupies the Residence for more than seven (7) days during the Lease Term. If any guest of Tenant is a corporation and any transfer, sale, pledge occupies all or other disposition part of the Residence for more than Ten Percent seven (10%7) of the common stock shall occurdays without Landlord approval, or voting control or power to vote the majority of the outstanding capital stock be changed, such action Tenant shall be deemed an assignment under the terms in default hereunder and, without limitation to any other remedy of this Lease and shall be subject to all the terms and conditions thereof. Any breach of the assignment clause by Tenant will constitute a default under the terms of this Lease and Landlord shall have all rights and remedies available to it as set forth herein. In the event Tenant shall sublease the entire Premises for rentals in excess of those rentals payable hereunderLandlord, Tenant shall pay Landlord on deemed damages equal to Landlord, as Additional Rent hereunder, all $100 per day of such excess rentals. Any proposed assignee or subtenant of Tenant shall assume Tenant's obligations hereunder and deliver to Landlord an assumption agreement in form satisfactory to Landlord no less than Ten (10) days prior to the effective date of the proposed assignment. Notwithstanding any of the foregoing provisions, if Tenant is or has been at any time in default under any of the terms of this Lease, Tenant may not assign or sublet the Premises in whole or in partoccupancy.

Assignment or Subletting. All assignments Lessee covenants that he or she will not allow anyone to share said Property, keep roomers or boarders, not assign, sublet, or transfer said Property or any part thereof without Xxxxxx's prior written consent. Lessee expressly agrees that in the event of a default by Lessee hereunder, Lessor may, but shall be under no obligation to do so, sublet the Property for the account of Lessee in which event Lessor will apply the proceeds of such subletting, first, to the cost of such subletting, including advertising and commissions, second, to the repair of damages which exist in the Property, and third, to the rental obligations otherwise owed by Xxxxxx, Lessee remaining fully responsible for the balance of the Lease term as though Xxxxxx had himself or herself xxxxx said Property. No Lessee substitutes will be accepted without appropriate written and signed sublease form and in the event of any attempted substitution without appropriate written and signed sublease form, Lessor may declare the Lease in default. Lessor shall charge an administrative fee of $100.00 for each Lessee making application for a Sublease Agreement, or for adding an additional person to the Lease or deleting a person from the Lease. Acceptance of Rent by Xxxxxx from any assignee, sub-tenant, grantee, successor in interest to Xxxxxx with or without notice shall not relieve Lessee from any obligation to pay Rent or other charges herein provided for. Xxxxxx’s Security Deposit will be held until the terms of this Lease or sublease or subleases have been fulfilled. Xxxxxxx further agree that if any one of them decides to move out of the Premises by Tenant shall be subject Property prior to and in accordance with all the end of the provisions Lease term, that the Lessee wanting to move out will continue to pay their full share of this Sectionall rents and expenses or find a replacement Lessee who is acceptable to the other Lessees. Tenant may not assign this Lease or sublease Said replacement must be willing and able to assume the Premises, in whole or in part, to a wholly-owned corporation or controlled subsidiary of Tenant or to a party other than a wholly-owned corporation or controlled subsidiary of Tenant without first having obtained full responsibilities including signing on the written consent of Landlord, such consent not to be unreasonably withheld. Any assignment or sublease by Tenant shall be only for the purpose specified in Section 1.4, Use of Premisesoriginal Lease, and for no other purpose, and in no event shall to provide any assignment or sublease of the Premises release or relieve Tenant from any obligations of this Leaseguaranty that may be required by Xxxxxx. In the event that Tenant shall seek Landlord's permission to assign this Lease or sublet the Premises, Tenant shall provide to Landlord the name, address, financial statement and business experience resume for the immediately preceding Ten (10) years Lessee moves out of the proposed assignee or subtenant Property and such other information concerning such proposed assignee or subtenant as Landlord may requiredoes not find a replacement, it is agreed that Xxxxxx moving out will continue to pay rent, utility fees, expenses, etc. This information shall Subletting will not be in writing accepted by Lessor until all amounts outstanding on original Lessee(s)’ accounts are brought current and shall be received by Landlord no less than Thirty (30) days prior to all parties have signed the effective date Sublease Agreement on page 10 of this lease. The execution of subletting is the sole responsibility of the proposed assignment or sublease. It shall be a condition to any consent by Landlord to an assignment or sublease that Tenant shall pay to Landlord a processing fee in the amount of $125.00 or One Percent (1%original Lessee(s) of the annual current value of this Lease, whichever is greater, as reimbursement to Landlord for any and all legallySub-related expenses in connection with the review and preparation of assignment or sublease-related documents which may be incurred by Landlord in connection therewith. Payment of such fee shall be submitted along with Tenant's request for Landlord's consent. Any consent by Landlord to any assignment or sublease, or to the operation of a concessionaire or licensee, shall not constitute a waiver or the necessity for such consent to any subsequent assignment or sublease, or operation by a concessionaire or licensee. If Tenant is a corporation and any transfer, sale, pledge or other disposition of more than Ten Percent (10%) of the common stock shall occur, or voting control or power to vote the majority of the outstanding capital stock be changed, such action shall be deemed an assignment under the terms of this Lease and shall be subject to all the terms and conditions thereof. Any breach of the assignment clause by Tenant will constitute a default under the terms of this Lease and Landlord shall have all rights and remedies available to it as set forth herein. In the event Tenant shall sublease the entire Premises for rentals in excess of those rentals payable hereunder, Tenant shall pay to Landlord, as Additional Rent hereunder, all such excess rentals. Any proposed assignee or subtenant of Tenant shall assume Tenant's obligations hereunder and deliver to Landlord an assumption agreement in form satisfactory to Landlord no less than Ten (10) days prior to the effective date of the proposed assignment. Notwithstanding any of the foregoing provisions, if Tenant is or has been at any time in default under any of the terms of this Lease, Tenant may not assign or sublet the Premises in whole or in partLessee(s).

Assignment or Subletting. All assignments of this Lease or sublease or subleases of the Premises by Tenant shall be subject to and in accordance with all of the provisions of this Section. Tenant may not assign this Lease or sublease the Premises, in whole or in part, to a wholly-owned corporation or controlled subsidiary of Tenant or to a party other than a wholly-owned corporation or controlled subsidiary of Tenant without first having obtained Without the written consent of LandlordLandlord first obtained in each case, such consent not to be unreasonably withheld. Any assignment or sublease by Tenant shall be only for the purpose specified in Section 1.4not assign, Use transfer, mortgage, pledge, or otherwise encumber or dispose of Premises, and for no other purpose, and in no event shall any assignment or sublease of the Premises release or relieve Tenant from any obligations of this Lease. In the event that Tenant shall seek Landlord's permission to assign this Lease or sublet the Premises, Tenant shall provide Leased Premises or any part thereof or permit the Leased Premises to Landlord the name, address, financial statement and business experience resume for the immediately preceding Ten (10) years be occupied by other persons. Landlord's exercise of the proposed assignee or subtenant and such other information concerning such proposed assignee or subtenant as Landlord may require. This information its consent shall be in writing and its sole discretion (sole discretion shall be received deemed to mean that Landlord need not be reasonable in granting or withholding its consent). In furtherance thereof, in the case of a subletting, Landlord's consent may be predicated, among other things, upon Landlord becoming entitled to collect and retain all Rent and any other economic consideration payable under the sublease, and in the case of an assignment, Landlord's consent may be predicated, among other things, upon Landlord's right to increase Base Rent and the Security Deposit, and to require additional guaranties of payment and performance of the obligations of "Tenant" under this Lease, and further upon Landlord's becoming entitled to collect and retain any economic consideration for said assignment paid or payable by the prospective assignee to Tenant. Tenant shall pay all attorneys' fees and costs incurred by Landlord no less than Thirty (30) days prior pursuant to the effective date this paragraph in connection with Landlord's review of the any proposed assignment or sublease. It If this Lease be assigned, or if the Leased Premises or any part thereof be sublet or occupied by anybody other than Tenant, Landlord may, after default by Tenant, collect or accept Rent from the assignee, subtenant, or occupant and apply the net amount collected or accepted to the Rent herein reserved, but no such collection or acceptance shall be deemed a condition waiver of this covenant or the acceptance of the assignee, subtenant, or occupant as Tenant, nor shall it be construed as, or implied to be, a release of Tenant or any guarantor of the Lease from the further observance and performance by Tenant of the terms, provisions, covenants and conditions herein contained. Landlord shall have a right of first refusal with regard to any consent proposed sublease or assignment on the same terms and conditions as contained in such proposed sublease or agreement to assign, which right of first refusal shall be exercisable by Landlord giving notice of its intention to an assignment do so within thirty (30) business days after receipt of any proposed sublease or sublease that Tenant shall pay to Landlord a processing fee in the amount of $125.00 or One Percent (1%) of the annual current value of this Lease, whichever is greater, as reimbursement to Landlord for any and all legally-related expenses in connection with the review and preparation of assignment or sublease-related documents which may be incurred by Landlord in connection therewithassignment. Payment of such fee shall be submitted along with Tenant's request for Landlord's consent. Any The consent by Landlord to any assignment or sublease, or to the operation of a concessionaire or licensee, subletting hereunder shall not constitute a waiver be construed as releasing Tenant from any liability hereunder or as constituting the necessity for such consent by Landlord to any subsequent assignment or subleasesubletting, which subsequent assignment or operation subletting shall require the prior written approval of Landlord as provided herein in each instance. In the event an assignment is permitted by a concessionaire Landlord, contemporaneously with the granting of Landlord's consent, Tenant shall cause the assignee to expressly assume in writing and agree to perform all of the covenants, duties and obligations of Tenant hereunder and such assignee shall be jointly and severally liable therefor along with Tenant (but any assignee who does not expressly assume such obligations in writing shall nevertheless be deemed to have assumed such obligations by acceptance of any such assignment). Any assignment, subletting, hypothecation, pledging or licenseeother disposition of Tenant's interest hereunder, in violation of the terms hereof shall be deemed null and void, and shall constitute an act of default hereunder. If Tenant is not an individual, any direct or indirect change in the ownership (legal or equitable) of a corporation controlling and/or a majority interest of Tenant, whether such change in ownership occurs at one time or as a result of sequential incremental changes, and any transfer, whether said change is by sale, pledge assignment, hypothecation, bequest, inheritance, operation of law, merger or other disposition of more than Ten Percent (10%) of the common stock shall occurconsolidation, or voting control or power to vote the majority of the outstanding capital stock be changedotherwise, such action shall be deemed an assignment under the terms of this Lease and subject to the consent of Landlord, the failure of which shall be subject to all the terms and conditions thereof. Any breach of the assignment clause by Tenant will constitute deemed a default under hereunder. Notwithstanding the terms foregoing, the provisions of this paragraph shall not, however, be applicable to an assignment of this Lease by Tenant to a wholly-owned subsidiary or controlling corporation, provided (and it shall be a condition of the validity of any such assignment) that such wholly-owned subsidiary or controlling corporation agree directly with Landlord to be bound by all of the obligations of Tenant hereunder, including, without limitation, the obligation to pay Rent and other amounts provided for under this Lease, and the covenant against further assignment; but such assignment shall have all rights not relieve the Tenant herein named of any of its obligations hereunder, and remedies available Tenant shall remain fully liable therefor. Furthermore, it is specifically understood and agreed that said assignment to it a wholly-owned subsidiary or controlling corporation shall be valid only for such period of time as set forth herein. In said wholly-owned subsidiary or controlling corporation remains a wholly-owned subsidiary or controlling corporation of Tenant; and in the event Tenant shall sublease ever sell or otherwise transfer said controlling interest in said wholly-owned subsidiary to another person or entity, or if said controlling corporation shall cease to control Tenant, unless Landlord shall have specifically assented thereto, the entire Premises for rentals in excess of those rentals payable hereunder, Tenant same shall pay be deemed to Landlord, as Additional Rent hereunder, all such excess rentals. Any proposed assignee or subtenant of Tenant shall assume Tenant's obligations hereunder and deliver to Landlord an assumption agreement in form satisfactory to Landlord no less than Ten (10) days prior to the effective date of the proposed assignment. Notwithstanding any of the foregoing provisions, if Tenant is or has been at any time in default under any of the terms be a material breach of this Lease entitling Landlord forthwith to terminate this Lease, Tenant may not assign or sublet the Premises in whole or in part.

Assignment or Subletting. All assignments of Tenant agrees not to assign or in any manner ------------------------- transfer this Lease or sublease or subleases of the Premises by Tenant shall be subject to and any interest in accordance with all of the provisions of this Section. Tenant may not assign this Lease or sublease without the Premises, in whole or in part, to a wholly-owned corporation or controlled subsidiary of Tenant or to a party other than a wholly-owned corporation or controlled subsidiary of Tenant without first having obtained the previous written consent of Landlord, such which consent shall not be unreasonably withheld, and not to sublet the Premises or any part of the Premises or allow anyone to use or to come in, with, through or under it without like consent, which consent shall not be unreasonably withheld. Any Upon any attempted unconsented assignment or sublease for which consent is required hereunder, Landlord shall have the right to terminate this Lease. One such consent will not be deemed a consent to any subsequent assignment, subletting, occupation or use by Tenant shall be only for the purpose specified in Section 1.4, Use of Premises, and for no any other purpose, and in no event shall any assignment or person. Any sublease of the Premises executed by Tenant and a third party must terminate when the Term of this Lease expires. The acceptance of rent from an assignee, subtenant or occupant will not constitute a release or relieve of Tenant from any the further performance of the obligations of Tenant contained in this Lease. In the event that Tenant shall seek Landlord's permission to assign this Lease or sublet the Premises, Tenant shall provide to Landlord the name, address, financial statement and business experience resume for the immediately preceding Ten (10) years of the proposed assignee or subtenant and any such other information concerning such proposed assignee or subtenant as Landlord may require. This information shall be in writing and shall be received by Landlord no less than Thirty (30) days prior to the effective date of the proposed assignment or sublease. It shall be a condition to any consent by Landlord to an assignment or sublease that Tenant shall pay to Landlord a processing fee of all or any portion of the Premises where the rental or other consideration reserved in the amount of $125.00 sublease or One Percent (1%) by the assignment exceeds the rental or prorata portion of the annual current value of this Lease, whichever is greaterrental, as reimbursement to Landlord for any and all legally-related expenses in connection with the review and preparation of assignment or sublease-related documents which case may be incurred by Landlord in connection therewith. Payment of such fee shall be submitted along with Tenant's request for Landlord's consent. Any consent by Landlord to any assignment or subleasebe, or to the operation of a concessionaire or licensee, shall not constitute a waiver or the necessity for such consent to any subsequent assignment or sublease, or operation by a concessionaire or licensee. If Tenant is a corporation and any transfer, sale, pledge or other disposition of more than Ten Percent (10%) of the common stock shall occur, or voting control or power to vote the majority of the outstanding capital stock be changed, such action shall be deemed an assignment under the terms of this Lease and shall be subject to all the terms and conditions thereof. Any breach of the assignment clause by Tenant will constitute a default under the terms of this Lease and Landlord shall have all rights and remedies available to it as set forth herein. In the event Tenant shall sublease the entire Premises for rentals space reserved in excess of those rentals payable hereunder, Tenant shall pay to Landlord, as Additional Rent hereunder, all such excess rentals. Any proposed assignee or subtenant of Tenant shall assume Tenant's obligations hereunder and deliver to Landlord an assumption agreement in form satisfactory to Landlord no less than Ten (10) days prior to the effective date of the proposed assignment. Notwithstanding any of the foregoing provisions, if Tenant is or has been at any time in default under any of the terms of this Lease, Tenant may agrees to pay Landlord monthly, as additional rental, on the Rent Day, fifty percent (50%) the excess (after netting out Tenant's reasonable expenses for tenant improvements, brokerage fees, attorneys' fees and other reasonable out of pocket expenses incurred in connection with such assignment or sublease) of the rental or other consideration reserved in the sublease or assignment that is from time to time received by Tenant over the rental reserved in this Lease applicable to the subleased/assigned space. Nothwithstanding the foregoing, Tenant shall not assign be required to obtain Landlord's consent in the event of an an assignment of this Lease or sublet subletting of all or any portion of the Premises in whole to (i) an entity into which Tenant is merged or in partconsolidated or to which all or substantially all of Tenant's assets are sold or transferred, or (ii) an entity which controls, is controlled by, or is under common control with, Tenant.

Assignment or Subletting. All assignments of this Lease or sublease or subleases of the Premises by Tenant shall be subject to and in accordance with all of the provisions of this Section. The Tenant may not do any of the following without the Landlord's written consent and without payment of a fee to the Landlord: (a) assign this Lease or sublease the Premises, in whole or in part, to a wholly-owned corporation or controlled subsidiary of Tenant or to a party any assignee (other than an assignee which is a wholly-owned corporation financial institution the deposits in which are insured by an agency if the United States (a "Permitted Assignee")); (b) sublet all or controlled subsidiary of Tenant without first having obtained the written consent of Landlord, such consent not to be unreasonably withheld. Any assignment or sublease by Tenant shall be only for the purpose specified in Section 1.4, Use of Premises, and for no other purpose, and in no event shall any assignment or sublease part of the Premises release Rental Space; (c) permit any other person or relieve Tenant from any obligations of business to use the Rental Space; or (d) mortgage or encumber this Lease. In the event that Tenant shall seek Landlord's permission to assign this Lease or sublet the Premises, Tenant shall provide to Landlord the name, address, financial statement and business experience resume for the immediately preceding Ten (10) years of the proposed assignee or subtenant and such other information concerning such proposed assignee or subtenant as Landlord may require. This information shall be in writing and shall be received by Landlord no less than Thirty (30) days prior to the effective date of the proposed assignment or sublease. It shall be a condition to any consent by Landlord to an assignment or sublease that Tenant shall pay to Landlord a processing fee in the amount of $125.00 or One Percent (1%) of the annual current value of this Lease, whichever is greater, as reimbursement to Landlord for any and all legally-related expenses in connection with the review and preparation of assignment or sublease-related documents which may be incurred by Landlord in connection therewith. Payment of such fee shall be submitted along with Tenant's request for Landlord's consent. Any consent by Landlord to any an otherwise prohibited assignment or subleasesubletting shall not in any manner be construed to relieve Tenant or any assignee or sublessee from obtaining the Consent in writing of Landlord to any further otherwise prohibited assignment or subletting. Any prohibited assignment or sublease made by Tenant without Landlord's prior written consent shall be void and a default under this Lease, or giving Landlord the right to exercise all of its remedies hereunder, including but not limited to the operation of a concessionaire or licenseeright to Terminate this Lease. Landlord agrees (i) that Tenant may assign this Lease to any Permitted Assignee upon notice to Landlord, shall not constitute a waiver or the necessity for such but without Landlord's permission, and (ii) that its consent to any subsequent otherwise prohibited assignment or sublease, or operation by a concessionaire or licensee. If Tenant is a corporation and any transfer, sale, pledge or other disposition of more than Ten Percent (10%) of the common stock shall occur, or voting control or power to vote the majority of the outstanding capital stock be changed, such action shall be deemed an assignment under the terms of this Lease and shall be subject to all the terms and conditions thereof. Any breach of the assignment clause sublease requested by Tenant will constitute a default under not be unreasonably withheld. Notwithstanding the terms of this Lease and foregoing, Landlord shall have all rights and remedies available to it as set forth herein. In agrees that in the event Tenant shall sublease desires to either assign this Lease to an assignee which is not a Permitted Assignee or sublet the entire Premises for rentals in excess of those rentals payable hereunder, Tenant shall pay to Landlord, as Additional Rent hereunder, all such excess rentals. Any proposed assignee or subtenant of Tenant shall assume Tenant's obligations hereunder and deliver to Landlord an assumption agreement in form satisfactory to Landlord no less than Ten (10) days prior to Rental Space during the effective date of the proposed assignment. Notwithstanding any of the foregoing provisions, if Tenant is or has been at any time in default under any of the terms term of this Lease, Tenant may not will notify Landlord in writing of its desire to assign or sublet and provide Landlord with the Premises in whole or in part.following information;

Assignment or Subletting. All assignments of this Lease or sublease or subleases of the Premises by Tenant shall not be subject entitled to assign this Lease. Tenant shall not be permitted to sublet the Residence or any portion thereof without the express prior written consent of Landlord and in accordance all parties comprising Tenant (the remaining Cotenants must approve any assignment or subletting by any individual comprising Tenant). In the event Landlord consents to any subletting, all subtenants shall be obligated to comply with all of the provisions of this Section. Tenant may not assign this Lease or sublease the Premises, in whole or in part, to a wholly-owned corporation or controlled subsidiary of Tenant or to a party other than a wholly-owned corporation or controlled subsidiary of Tenant without first having obtained the written consent of Landlord, such consent not to be unreasonably withheld. Any assignment or sublease by Tenant shall be only for the purpose specified in Section 1.4, Use of Premises, terms and for no other purpose, and in no event shall any assignment or sublease of the Premises release or relieve Tenant from any obligations of this Lease. In the event that Tenant shall seek Landlord's permission to assign this Lease or sublet the Premises, Tenant shall provide to Landlord the name, address, financial statement and business experience resume for the immediately preceding Ten (10) years of the proposed assignee or subtenant and such other information concerning such proposed assignee or subtenant as Landlord may require. This information shall be in writing and shall be received by Landlord no less than Thirty (30) days prior to the effective date of the proposed assignment or sublease. It shall be a condition to any consent by Landlord to an assignment or sublease that Tenant shall pay to Landlord a processing fee in the amount of $125.00 or One Percent (1%) of the annual current value conditions of this Lease, whichever is greater, as reimbursement and shall be primarily responsible to Landlord therefore. Tenant shall pay Landlord a non-refundable processing fee of $200.00 for each subletting application. Any subletting hereunder shall not relieve Tenant of any liability or obligation including, without limitation, the payment of Rent and all legally-related expenses in connection with the review and preparation of assignment or sublease-related documents which may be incurred by Landlord in connection therewith. Payment of such fee shall be submitted along with Tenant's request for Landlord's consentother sums, under this lease. Any consent by Landlord to any assignment or sublease, or to the operation of a concessionaire or licensee, subletting shall not constitute a novation, nor be a waiver of Landlord’s right to grant consent for or the necessity for such refuse consent to any subsequent assignment or subletting hereunder. Tenant acknowledges that any Security Deposit paid by tenant will remain with the Landlord in Escrow and will function as mentioned in Section 6 of this agreement. Any damages caused by a subtenant will be deducted from Tenant’s Security Deposit. Landlord is not responsible for finding Tenant a subtenant. All parties comprising Tenant must complete all paperwork provided by Landlord relating to such sublease, or operation by a concessionaire or licenseeincluding executing Landlord’s standard form Sublease, and the permitted subtenant shall make all required deposits prior to being entitled to sublet the Residence. Tenant shall register with Landlord in writing each guest of Tenant who occupies the Residence for more than seven (7) days during the Lease Term. If any guest of Tenant is a corporation and any transfer, sale, pledge occupies all or other disposition part of the Residence for more than Ten Percent seven (10%7) of the common stock shall occurdays without Landlord approval, or voting control or power to vote the majority of the outstanding capital stock be changed, such action Tenant shall be deemed an assignment under the terms in default hereunder and, without limitation to any other remedy of this Lease and shall be subject to all the terms and conditions thereof. Any breach of the assignment clause by Tenant will constitute a default under the terms of this Lease and Landlord shall have all rights and remedies available to it as set forth herein. In the event Tenant shall sublease the entire Premises for rentals in excess of those rentals payable hereunderLandlord, Tenant shall pay Landlord on deemed damages equal to Landlord, as Additional Rent hereunder, all $100 per day of such excess rentals. Any proposed assignee or subtenant of Tenant shall assume Tenant's obligations hereunder and deliver to Landlord an assumption agreement in form satisfactory to Landlord no less than Ten (10) days prior to the effective date of the proposed assignment. Notwithstanding any of the foregoing provisions, if Tenant is or has been at any time in default under any of the terms of this Lease, Tenant may not assign or sublet the Premises in whole or in partoccupancy.

Assignment or Subletting. All assignments of this Lease or sublease or subleases of the Premises by Tenant shall be subject to and in accordance with all of the provisions of this Section. Tenant may not assign this Lease transfer or sublease the Premises, in whole or in part, to a wholly-owned corporation or controlled subsidiary of Tenant or to a party other than a wholly-owned corporation or controlled subsidiary of Tenant without first having obtained the written consent of Landlord, such consent not to be unreasonably withheld. Any assignment or sublease by Tenant shall be only for the purpose specified in Section 1.4, Use of Premises, and for no other purpose, and in no event shall any assignment or sublease of the Premises release or relieve Tenant from any obligations of this Lease. In the event that Tenant shall seek Landlord's permission to assign this Lease or sublet the said Demised Premises, or any part thereof, whether by voluntary act, operation of law, or otherwise, without obtaining the prior consent of Landlord in each instance, which consent shall not be unreasonably withheld or delayed. For purposes of this Article, the meaning of the term “transfer or assign this Lease” shall not include any transfer of a controlling ownership interest in Tenant (whether voluntary or involuntary), any merger of another entity with or into Tenant, or a transfer of all or substantially all of the assets of Tenant and such transaction shall not require Landlord consent, provided that the financial condition of Tenant following such transaction shall be substantially similar or greater than the financial condition of Tenant on the Commencement Date. Tenant shall provide to seek such consent of Landlord the name, address, financial statement and business experience resume for the immediately preceding Ten (10) years of the proposed assignee or subtenant and such other information concerning such proposed assignee or subtenant as Landlord may requireby a written request therefor. This information shall be in writing and shall be received by Landlord no less than Thirty (30) days prior to the effective date of the proposed assignment or sublease. It shall be a condition to any consent by Landlord to an assignment or sublease that Tenant shall pay to Landlord a processing fee in the amount of $125.00 or One Percent (1%) of the annual current value of this Lease, whichever is greater, as reimbursement to Landlord for any and all legally-related expenses in connection with the review and preparation of assignment or sublease-related documents which may be incurred by Landlord in connection therewith. Payment of such fee shall be submitted along with Tenant's request for Landlord's consent. Any consent Consent by Landlord to any assignment or sublease, of this Lease or to any subletting of the operation of a concessionaire or licensee, Demised Premises shall not constitute be deemed a consent or waiver or the necessity for such consent of Landlord’s right under this Article as to any subsequent assignment or sublease, subletting. Landlord’s right to assign this Lease is and shall remain unqualified upon any sale or operation by a concessionaire or licensee. If Tenant is a corporation and any transfer, sale, pledge or other disposition of more than Ten Percent (10%) transfer of the common stock Building and, providing the Purchaser succeeds to the interests of Landlord under this Lease, Landlord shall occur, or voting control or power to vote the majority thereupon be entirely freed of all obligations of the outstanding capital stock Landlord hereunder and shall not be changedsubject to any liability resulting from any act or omission or event occurring after such conveyance. No such assignment or subleasing shall relieve the Tenant from any of Tenant’s obligations in this Lease contained, such action nor shall be deemed an any assignment under the terms of this Lease and be effective unless the assignee shall be subject to at the time of such assignment assume in writing, for the benefit of Landlord, its successors or assigns, all of the terms terms, covenants, and conditions thereof. Any breach of the assignment clause by Tenant will constitute a default under the terms of this Lease thereafter to be performed by Tenant and Landlord shall have all rights and remedies available agree in writing to it as set forth hereinbe bound thereby. In the event Should Tenant shall sublease the entire Premises for rentals in excess of those rentals payable hereunder, Tenant shall pay to Landlord, as Additional Rent hereunder, all such excess rentals. Any proposed assignee or subtenant of Tenant shall assume Tenant's obligations hereunder and deliver to Landlord an assumption agreement in form satisfactory to Landlord no less than Ten (10) days prior to the effective date of the proposed assignment. Notwithstanding any of the foregoing provisions, if Tenant is or has been at any time in default under any of accordance with the terms of this Lease, fifty percent (50%) of any increase in rental and other consideration received by Tenant may not assign or sublet strictly as rent for this Lease over the Premises per square foot rental rate which is being paid by Tenant shall be forwarded to and retained by Landlord, which increase shall be in whole or in partaddition to the Base Rent and Additional Rent due Landlord under this Lease.

Assignment or Subletting. All assignments of this Lease or sublease or subleases of the Premises by Tenant shall be subject to and in accordance with all of have the provisions of this Section. Tenant may not assign this Lease or sublease the Premises, in whole or in part, to a wholly-owned corporation or controlled subsidiary of Tenant or to a party other than a wholly-owned corporation or controlled subsidiary of Tenant without first having obtained the written consent of Landlord, such consent not to be unreasonably withheld. Any assignment or sublease by Tenant shall be only for the purpose specified in Section 1.4, Use of Premises, and for no other purpose, and in no event shall any assignment or sublease of the Premises release or relieve Tenant from any obligations of this Lease. In the event that Tenant shall seek Landlord's permission right to assign this Lease to (a) any subsidiary, parent or sublet the Premises, Tenant shall provide to Landlord the name, address, financial statement and business experience resume for the immediately preceding Ten affiliate of Tenant; (10b) years of the proposed assignee or subtenant and such other information concerning such proposed assignee or subtenant as Landlord may require. This information shall be in writing and shall be received by Landlord no less than Thirty (30) days prior to the effective date of the proposed assignment or sublease. It shall be a condition entity resulting from any corporate reorganization to any consent by Landlord to an assignment or sublease that Tenant shall pay to Landlord a processing fee in the amount of $125.00 or One Percent (1%) of the annual current value of this Lease, whichever is greater, as reimbursement to Landlord for any and all legally-related expenses in connection with the review and preparation of assignment or sublease-related documents which may be incurred by Landlord in connection therewith. Payment of such fee shall be submitted along with Tenant's request for Landlord's consent. Any consent by Landlord to any assignment or sublease, or to the operation of a concessionaire or licensee, shall not constitute a waiver or the necessity for such consent to any subsequent assignment or sublease, or operation by a concessionaire or licensee. If Tenant is a corporation and party; (c) any transfer, sale, pledge entity resulting from a merger; or other disposition of more than Ten Percent (10%d) to an entity purchasing substantially all of the common stock shall occur, or voting control or power to vote the majority assets of the outstanding capital stock be changed, such action shall be deemed an assignment under the terms of this Lease and shall be subject to all the terms and conditions thereof. Any breach of the assignment clause by Tenant will constitute a default under the terms of this Lease and Landlord shall have all rights and remedies available to it as set forth hereinTenant. In the event Tenant shall sublease assigns this Lease pursuant to the entire Premises for rentals in excess of those rentals payable hereunderprevious sentence, Tenant shall not be relieved from the covenant to pay rent or any other covenant owed to Landlord under this Lease. Except as provided in (a), (b), (c) and (d) preceding, Tenant agrees not to sell, assign, mortgage, pledge or in any manner transfer this Lease or any estate or interest thereunder and not to sublet the Leased Premises or any part or parts thereof without the prior written consent of Landlord in each instance which consent shall not be unreasonably withheld, conditioned or delayed. Of the total consideration paid to Tenant for a sublease or assignment that exceeds the amount Tenant must pay Landlord under this Lease (the “Excess Consideration”), fifty percent (50%) shall be paid to Landlord. Where a part of the Premises is subleased or assigned, as Additional there shall be a prorating of the Rent hereunderpayable under this Lease and the rent payable under the assignment or the sublease to determine whether Excess Consideration is payable to Landlord. Excess Consideration shall exclude reasonable leasing commissions paid by Tenant, all such excess rentals. Any proposed payments attributable to the amortization of the cost of Tenant improvements made to the Premises at Tenant’s cost for the assignee or subtenant of subtenant, and other reasonable, actual cash out-of-pocket costs paid by Tenant, such as attorneys’ fees directly related to Tenant’s obtaining an assignee or sublease. Tenant shall assume Tenant's obligations hereunder and deliver pay this Excess Consideration to Landlord an assumption agreement in form satisfactory at the end of each calendar year during which Tenant collects any Excess Consideration. Each payment shall be sent with a detailed statement showing the total consideration paid by the subtenant or assignee and any exclusions from consideration permitted by this section. Consent by Landlord to Landlord no less than Ten (10) days prior one assignment of this Lease or to the effective date one licensing or subletting of the proposed assignment. Notwithstanding Leased Premises shall not be a waiver of Landlord's rights hereunder as to subsequent assignment or subletting, or act to release any of the foregoing provisions, if Tenant is or has been at any time in default under any of the terms guaranty of this Lease, Landlord’s rights to assign this Lease are and shall remain unqualified. Furthermore, Landlord’s consent to any assignment or sublease shall not, in the absence of language to the contrary contained within said assignment or sublease, release Tenant may not assign from the covenant to pay rent or sublet the Premises in whole or in partany other covenant owed by Tenant to Landlord under this Lease.