Common use of Approved Users Clause in Contracts

Approved Users. Notwithstanding anything in this Section 13, Tenant shall be permitted from time to time to permit its clients, contractors or Affiliates (“Approved Users”) to occupy space within the Premises, provided that (a) Tenant does not separately demise such space and the Approved Users utilize, in common with Tenant, one common entryway to the Premises as well as certain shared central services, such as reception, photocopying and the like; (b) the Approved Users occupy space in the Premises for the Permitted Use and for no other purpose; and (c) Tenant notifies Landlord, in writing, of the identity of any such Approved Users prior to occupancy of any portion of the Premises by such Approved Users. No further act, documentation or consent shall be required with respect to such usage by any or all of the Approved Users nor shall any transfer, premium, recapture or excess rent provisions described in this Section 13 apply. If any Approved Users occupy any portion of the Premises as described herein, it is agreed that (i) the Approved Users must comply with all provisions of this Lease, and a default by any Approved Users shall be deemed a default by Tenant under this Lease; (ii) all notices required of Landlord under this Lease shall be forwarded only to Tenant in accordance with the terms of this Lease and in no event shall Landlord be required to send any notices to any Approved Users; (iii) in no event shall any use or occupancy of any portion of the Premises by any Approved User release or relieve Tenant from any of its obligations under this Lease; (iv) the Approved User and its employees, contractors and invitees visiting or occupying space in the Premises shall be deemed employees of Tenant for purposes of Tenant’s indemnification obligations in Section 9; and (v) in no event shall the occupancy of any portion of the Premises by Approved Users be deemed to create a landlord/tenant relationship between Landlord and such Approved Users, and, in all instances, Tenant shall be considered the sole tenant under this Lease notwithstanding the occupancy of any portion of the Premises by the Approved Users. • SURRENDER. Upon the expiration or earlier termination hereof, and subject to Section 7 and this Section 14, Tenant shall surrender possession of the Premises to Landlord broom clean in as good condition and repair as when Tenant took possession and as thereafter improved, except for reasonable wear and tear and repairs that are Landlord’s express responsibility hereunder. Before such expiration or termination, Tenant, without expense to Landlord, shall (a) remove from the Premises all debris and rubbish and all furniture, equipment, trade fixtures, Lines, free-standing cabinet work, movable partitions and other articles of personal property that are owned or placed in the Premises by Tenant or any party claiming by, through or under Tenant (except for any Lines not required to be removed under Section 22), and (b) repair all damage to the Premises and Building resulting from such removal. If Tenant fails to timely perform such removal and repair, Landlord may do so at Tenant’s expense (including storage costs). If Tenant fails to remove such property from the Premises, or from storage, within 30 days after notice from Landlord, any part of such property shall be deemed, at Landlord’s option, either (x) conveyed to Landlord without compensation, or (y) abandoned. • HOLDOVER. If Tenant fails to surrender the Premises upon the expiration or earlier termination hereof, Tenant’s tenancy shall be subject to the terms and conditions hereof; provided, however, that such tenancy shall be a tenancy at sufferance only, for the entire Premises, and Tenant shall pay Monthly Rent (on a per-diem basis) at a rate equal to the Applicable Percentage (defined below) of the Monthly Rent applicable during the last calendar month of the Term. For purposes of this Section 15, “Applicable Percentage” means, with respect to any holdover, (a) 125% with respect to the first two (2) months of such holdover, and (b) 150% with respect to the balance of such holdover. Nothing in this Section 15 shall be deemed a consent to any holdover or limit Landlord’s rights or remedies. If Landlord is unable to deliver possession of the Premises to, or perform improvements for, a new tenant as a result of Tenant’s holdover, Tenant shall be liable for all resulting damages, including lost profits, incurred by Landlord.

Approved Users. Notwithstanding anything in this Section 13Article 9 to the contrary, Tenant shall be permitted from time to time to permit its clients, contractors clients or Affiliates business associates (“Approved Users”) to temporarily occupy space within the Premises, provided that (a) Tenant does not separately demise such space and the Approved Users utilize, in common with Tenant, one common entryway to the Premises as well as certain shared central services, such as reception, photocopying and the like; (b) the Approved Users shall not occupy, in the aggregate, more than 10% of the rentable area in the Premises; (c) the Approved Users occupy space in the Premises for the Permitted Use and for no other purpose; (d) all Approved Users shall be clients of Tenant and shall occupy space in the Premises only so long as Tenant is providing consulting or other services to such Approved Users; and (ce) Tenant notifies Landlord, in writing, of the identity of any such Approved Users prior to occupancy of any portion of the Premises by such Approved Users. No further act, documentation or consent shall be required with respect to such usage by any or all of the Approved Users nor shall any transfer, premium, recapture or excess rent provisions described in this Section 13 apply. If any Approved Users occupy any portion of the Premises as described herein, it is agreed that (i) the Approved Users must comply with all provisions of this Lease, and a default by any Approved Users shall be deemed a default Default by Tenant under this Lease; (ii) all notices required of Landlord under this Lease shall be forwarded only to Tenant in accordance with the terms of this Lease and in no event shall Landlord be required to send any notices to any Approved Users; (iii) in no event shall any use or occupancy of any portion of the Premises by any Approved User release or relieve Tenant from any of its obligations under this Lease; (iv) the Approved User and its employees, contractors and invitees visiting or occupying space in the Premises shall be deemed employees contractors of Tenant for purposes of Tenant’s indemnification obligations in Section 910.3; and (v) in no event shall the occupancy of any portion of the Premises by Approved Users be deemed to create a landlord/tenant relationship between Landlord and such Approved Users, and, in all instances, Tenant shall be considered the sole tenant under this the Lease notwithstanding the occupancy of any portion of the Premises by the Approved Users. • SURRENDER. Upon the expiration or earlier termination hereof, and subject to Section 7 and this Section 14, Tenant shall surrender possession of the Premises to Landlord broom clean in as good condition and repair as when Tenant took possession and as thereafter improved, except for reasonable wear and tear and repairs that are Landlord’s express responsibility hereunder. Before such expiration or termination, Tenant, without expense to Landlord, shall (a) remove from the Premises all debris and rubbish and all furniture, equipment, trade fixtures, Lines, free-standing cabinet work, movable partitions and other articles of personal property that are owned or placed in the Premises by Tenant or any party claiming by, through or under Tenant (except for any Lines not required to be removed under Section 22), and (b) repair all damage to the Premises and Building resulting from such removal. If Tenant fails to timely perform such removal and repair, Landlord may do so at Tenant’s expense (including storage costs). If Tenant fails to remove such property from the Premises, or from storage, within 30 days after notice from Landlord, any part of such property shall be deemed, at Landlord’s option, either (x) conveyed to Landlord without compensation, or (y) abandoned. • HOLDOVER. If Tenant fails to surrender the Premises upon the expiration or earlier termination hereof, Tenant’s tenancy shall be subject to the terms and conditions hereof; provided, however, that such tenancy shall be a tenancy at sufferance only, for the entire Premises, and Tenant shall pay Monthly Rent (on a per-diem basis) at a rate equal to the Applicable Percentage (defined below) of the Monthly Rent applicable during the last calendar month of the Term. For purposes of this Section 15, “Applicable Percentage” means, with respect to any holdover, (a) 125% with respect to the first two (2) months of such holdover, and (b) 150% with respect to the balance of such holdover. Nothing in this Section 15 shall be deemed a consent to any holdover or limit Landlord’s rights or remedies. If Landlord is unable to deliver possession of the Premises to, or perform improvements for, a new tenant as a result of Tenant’s holdover, Tenant shall be liable for all resulting damages, including lost profits, incurred by Landlord.

Approved Users. Notwithstanding anything in this Section 13Paragraph 28 to the contrary, Tenant shall be permitted from time to time to during the Term, Tenant may permit its clientsconsultants and independent contractors and/or other professionals (each, contractors or Affiliates (an “Approved UsersUser”) to occupy space within the PremisesPremises during the Term, and the Premises may be used by Approved User without separate prior written consent of the Landlord, provided that Tenant delivers prior written notice to Landlord of the occupancy by Approved User, and further provided that (a) Tenant does not separately demise such the space used by Approved User and the Approved Users utilize, in common User shall utilize with Tenant, Tenant one common entryway to the Premises as well as certain shared central services, such as reception, photocopying and the like; (b) Approved User shall not occupy, in the aggregate, more than ten percent (10%) of the rentable area on any single Floor of the Premises; (c) Approved Users occupy space User operates its business in the Premises for the Permitted Use and for no other purpose; and (cd) Tenant notifies Landlord, in writing, the business of Approved User is suitable for the identity of any such Approved Users prior to occupancy of any portion of Building considering the Premises by such Approved Users. No further act, documentation or consent shall be required with respect to such usage by any or all of the Approved Users nor shall any transfer, premium, recapture or excess rent provisions described in this Section 13 applyBuilding’s prestige. If any Approved Users occupy User occupies any portion of the Premises as described herein, it is agreed that (i) the Approved Users User must comply with all provisions of this Lease, and a default by any Approved Users User shall be deemed a default by Tenant under this Lease; (ii) all notices required of Landlord under this Lease shall be forwarded sent only to Tenant in accordance with the terms of this Lease Lease, and in no event shall Landlord be required to send any notices to any Approved UsersUser; (iii) in no event shall any such occupancy or use or occupancy of any portion of the Premises by any Approved User release or relieve Tenant from any of its obligations under this LeaseLease or Guarantor from any of its obligations under the Guaranty or the Control Agreement; (iv) the Approved User and its agents, employees, contractors and invitees visiting or occupying space in the Premises shall be deemed employees an agent of Tenant for purposes of Tenant’s indemnification obligations in Section 9under this Lease; and (v) in no event if Approved User pays rent for the Premises directly to Landlord, Landlord, at its option, may accept the rent and the rent shall be considered to be for the account of Tenant and applied against the Base Rent owed by Tenant as deemed appropriate by Landlord. Neither the occupancy of any portion of the Premises by Approved Users User, nor the payment of any rent directly by Approved User shall be deemed to create a landlord/landlord and tenant relationship between Landlord and such Approved UsersUser, and, in all instances, Tenant shall be considered the sole tenant under this Lease notwithstanding the occupancy of any portion of the Premises by the Approved Users. • SURRENDER. Upon the expiration or earlier termination hereof, and subject to Section 7 and this Section 14, Tenant shall surrender possession of the Premises to Landlord broom clean in as good condition and repair as when Tenant took possession and as thereafter improved, except for reasonable wear and tear and repairs that are Landlord’s express responsibility hereunder. Before such expiration or termination, Tenant, without expense to Landlord, shall (a) remove from the Premises all debris and rubbish and all furniture, equipment, trade fixtures, Lines, free-standing cabinet work, movable partitions and other articles of personal property that are owned or placed in the Premises by Tenant or any party claiming by, through or under Tenant (except for any Lines not required to be removed under Section 22), and (b) repair all damage to the Premises and Building resulting from such removal. If Tenant fails to timely perform such removal and repair, Landlord may do so at Tenant’s expense (including storage costs). If Tenant fails to remove such property from the Premises, or from storage, within 30 days after notice from Landlord, any part of such property shall be deemed, at Landlord’s option, either (x) conveyed to Landlord without compensation, or (y) abandoned. • HOLDOVER. If Tenant fails to surrender the Premises upon the expiration or earlier termination hereof, Tenant’s tenancy shall be subject to the terms and conditions hereof; provided, however, that such tenancy shall be a tenancy at sufferance only, for the entire Premises, and Tenant shall pay Monthly Rent (on a per-diem basis) at a rate equal to the Applicable Percentage (defined below) of the Monthly Rent applicable during the last calendar month of the Term. For purposes of this Section 15, “Applicable Percentage” means, with respect to any holdover, (a) 125% with respect to the first two (2) months of such holdover, and (b) 150% with respect to the balance of such holdover. Nothing in this Section 15 shall be deemed a consent to any holdover or limit Landlord’s rights or remedies. If Landlord is unable to deliver possession of the Premises to, or perform improvements for, a new tenant as a result of Tenant’s holdover, Tenant shall be liable for all resulting damages, including lost profits, incurred by LandlordLease.

Approved Users. Notwithstanding anything in this Section 13Article 14 to the contrary, Tenant shall be permitted from time to time to permit its clientsAffiliates of Tenant (in each case, contractors or Affiliates (an “Approved UsersUser”) to occupy space within the Premises, provided that (a) Tenant does not separately demise such space and the Approved Users utilizeUser utilizes, in common with Tenant, one common entryway entries to the Premises as well as certain shared central services, such as reception, photocopying and the like; like and (b) the Approved Users occupy User occupies space in the Premises for the Permitted Use and for no other purpose; and (c) Tenant notifies Landlord, in writing, of the identity of any such Approved Users prior to occupancy of any portion of the Premises by such Approved Users. No further act, documentation or consent from Landlord shall be required with respect to such usage by any or all of the an Approved Users User nor shall any transfer, premium, Transfer Premium or recapture or excess rent provisions described in this Section 13 applyArticle 14 apply thereto. If any an Approved Users occupy User occupies any portion of the Premises as described herein, it is agreed that (i) the Approved Users User must comply with all provisions of this Lease, and a default by any an Approved Users User shall be deemed a default by Tenant under this Lease; (ii) all notices required of Landlord under this Lease shall be forwarded only to Tenant in accordance with the terms of this Lease and in no event shall Landlord be required to send any notices to any an Approved UsersUser; (iii) in no event shall any use or occupancy of any portion of the Premises by any an Approved User release or relieve Tenant from any of its obligations under this Lease; (iv) the Approved User and its employees, contractors and invitees visiting or occupying space in the Premises shall be deemed employees of Tenant for purposes of Tenant’s indemnification obligations in Section 910.1 of this Lease; and (v) in no event shall the occupancy of any portion of the Premises by Approved Users User be deemed to create a landlord/tenant relationship between Landlord and such Approved UsersUser, and, in all instances, Tenant shall be considered the sole tenant under this Lease the Lease, notwithstanding the occupancy of any portion of the Premises by the Approved Users. • SURRENDER. Upon the expiration or earlier termination hereof, and subject to Section 7 and this Section 14, Tenant shall surrender possession of the Premises to Landlord broom clean in as good condition and repair as when Tenant took possession and as thereafter improved, except for reasonable wear and tear and repairs that are Landlord’s express responsibility hereunder. Before such expiration or termination, Tenant, without expense to Landlord, shall (a) remove from the Premises all debris and rubbish and all furniture, equipment, trade fixtures, Lines, free-standing cabinet work, movable partitions and other articles of personal property that are owned or placed in the Premises by Tenant or any party claiming by, through or under Tenant (except for any Lines not required to be removed under Section 22), and (b) repair all damage to the Premises and Building resulting from such removal. If Tenant fails to timely perform such removal and repair, Landlord may do so at Tenant’s expense (including storage costs). If Tenant fails to remove such property from the Premises, or from storage, within 30 days after notice from Landlord, any part of such property shall be deemed, at Landlord’s option, either (x) conveyed to Landlord without compensation, or (y) abandoned. • HOLDOVER. If Tenant fails to surrender the Premises upon the expiration or earlier termination hereof, Tenant’s tenancy shall be subject to the terms and conditions hereof; provided, however, that such tenancy shall be a tenancy at sufferance only, for the entire Premises, and Tenant shall pay Monthly Rent (on a per-diem basis) at a rate equal to the Applicable Percentage (defined below) of the Monthly Rent applicable during the last calendar month of the Term. For purposes of this Section 15, “Applicable Percentage” means, with respect to any holdover, (a) 125% with respect to the first two (2) months of such holdover, and (b) 150% with respect to the balance of such holdover. Nothing in this Section 15 shall be deemed a consent to any holdover or limit Landlord’s rights or remedies. If Landlord is unable to deliver possession of the Premises to, or perform improvements for, a new tenant as a result of Tenant’s holdover, Tenant shall be liable for all resulting damages, including lost profits, incurred by LandlordUser.

Approved Users. Notwithstanding anything in any contrary provision of this Section 1314, Tenant shall be permitted may, from time to time to during the Term (as the same may be extended, without Landlord’s consent and without application of Sections 14.3 or 14.4, permit its clientsother professionals (each, contractors or Affiliates (an “Approved UsersUser”) to occupy space within the PremisesPremises during the Term (as the same may be extended) while such party is performing services with, or for, Tenant, provided that (a) Tenant does not separately demise such space and the Approved Users utilizeUser uses, in common with Tenant, one common entryway to the Premises as well as certain shared central services, such as reception, photocopying and the likePremises; (b) Approved Users do not occupy, in the aggregate, more than 15% of the rentable square footage of the Premises; (c) the Approved Users occupy User uses such space in the Premises for the Permitted Use and for no other purpose; and (cd) before the Approved User begins occupancy, (i) Tenant notifies Landlord, Landlord in writing, of the identity of any such Approved Users prior to occupancy of any portion of the Premises by such Approved Users. No further act, documentation or consent shall be required with respect to such usage by any or all writing of the Approved Users nor shall any transferUser’s identity, premium, recapture or excess rent provisions described in this Section 13 apply. If any Approved Users occupy any portion of the Premises as described herein, it is agreed that and (iii) the Approved Users must User executes and delivers to Landlord an agreement substantially in the form of Exhibit S. Tenant shall cause each Approved User, and each of its employees and licensees, to comply with all the provisions of this the Lease, and a default by any each Approved Users User, and each of its employees and licensees, shall be deemed a default by licensees of Tenant for purposes of Tenant’s obligations under this Lease; (ii) all notices required of Landlord under this Lease shall be forwarded only to Tenant in accordance with the terms of this Lease and in no event shall Landlord be required to send any notices to any Approved Users; (iii) in no event shall any Section 10.1. No use or occupancy of any portion of the Premises by any an Approved User shall release or relieve excuse Tenant from any of its obligations under this Lease; (iv) the Approved User and its employees, contractors and invitees visiting obligation hereunder or occupying space in the Premises shall be deemed employees of Tenant for purposes of Tenant’s indemnification obligations in Section 9; and (v) in no event shall the occupancy of any portion of the Premises by Approved Users be deemed to create a landlord/tenant relationship between Landlord and such Approved Users, and, in all instances, Tenant User. Landlord shall not be considered the sole tenant under this Lease notwithstanding the occupancy of any portion of the Premises by the Approved Users. • SURRENDER. Upon the expiration or earlier termination hereof, and subject to Section 7 and this Section 14, Tenant shall surrender possession of the Premises to Landlord broom clean in as good condition and repair as when Tenant took possession and as thereafter improved, except for reasonable wear and tear and repairs that are Landlord’s express responsibility hereunder. Before such expiration or termination, Tenant, without expense to Landlord, shall (a) remove from the Premises all debris and rubbish and all furniture, equipment, trade fixtures, Lines, free-standing cabinet work, movable partitions and other articles of personal property that are owned or placed in the Premises by Tenant or any party claiming by, through or under Tenant (except for any Lines not required to be removed under Section 22), and (b) repair all damage to the Premises and Building resulting from such removal. If Tenant fails to timely perform such removal and repair, Landlord may do so at Tenant’s expense (including storage costs). If Tenant fails to remove such property from the Premises, or from storage, within 30 days after provide any notice from Landlord, any part of such property shall be deemed, at Landlord’s option, either (x) conveyed to Landlord without compensation, or (y) abandoned. • HOLDOVER. If Tenant fails to surrender the Premises upon the expiration or earlier termination hereof, Tenant’s tenancy shall be subject to the terms and conditions hereof; provided, however, that such tenancy shall be a tenancy at sufferance only, for the entire Premises, and Tenant shall pay Monthly Rent (on a per-diem basis) at a rate equal to the Applicable Percentage (defined below) of the Monthly Rent applicable during the last calendar month of the Term. For purposes of this Section 15, “Applicable Percentage” means, with respect to any holdover, (a) 125% with respect to the first two (2) months of such holdover, and (b) 150% with respect to the balance of such holdover. Nothing in this Section 15 shall be deemed a consent to any holdover or limit Landlord’s rights or remedies. If Landlord is unable to deliver possession of the Premises to, or perform improvements for, a new tenant as a result of Tenant’s holdover, Tenant shall be liable for all resulting damages, including lost profits, incurred by LandlordApproved User.