Common use of Condemnation Clause in Contracts

Condemnation. If the whole or any material part of the Premises or the Project is taken for any public or quasi-public use under governmental law, ordinance, or regulation, or by right of eminent domain, or by private purchase in lieu thereof (a “Taking” or “Taken”), and the Taking would in Landlord’s reasonable judgment, either prevent or materially interfere with Tenant’s use of the Premises or materially interfere with or impair Landlord’s ownership or operation of the Project, then upon written notice by Landlord this Lease shall terminate and Rent shall be apportioned as of said date. If part of the Premises shall be Taken, and this Lease is not terminated as provided above, Landlord shall promptly restore the Premises and the Project as nearly as is commercially reasonable under the circumstances to their condition prior to such partial Taking and the rentable square footage of the Building, the rentable square footage of the Premises, Tenant’s Share of Operating Expenses and the Rent payable hereunder during the unexpired Term shall be reduced to such extent as may be fair and reasonable under the circumstances. Upon any such Taking, Landlord shall be entitled to receive the entire price or award from any such Taking without any payment to Tenant, and Tenant hereby assigns to Landlord Tenant’s interest, if any, in such award. Tenant shall have the right, to the extent that same shall not diminish Landlord’s award, to make a separate claim against the condemning authority (but not Landlord) for such compensation as may be separately awarded or recoverable by Tenant for moving expenses and damage to Tenant’s trade fixtures, if a separate award for such items is made to Tenant. Tenant hereby waives any and all rights it might otherwise have pursuant to any provision of state law to terminate this Lease upon a partial Taking of the Premises or the Project.

Condemnation. If the whole or any material part of the Premises or the Project is should be taken for any public or quasi-public use under governmental law, ordinance, or regulation, or by right of eminent domain, or by private purchase in lieu thereof (a “"Taking” " or “"Taken”"), and the Taking would in Landlord’s reasonable judgment, either prevent or materially interfere with Tenant’s 's use of the Premises or in Landlord's judgment would materially interfere with or impair Landlord’s its ownership or operation of the Project, then upon written notice by Landlord this Lease shall terminate and Base Rent shall be apportioned as of said date. If part of the Premises shall be Taken, and this Lease is not terminated as provided above, Landlord shall promptly restore the Premises and the Project as nearly as is commercially reasonable under the circumstances to their condition prior to such partial Taking and the rentable square footage of the Building, the rentable square footage of the Premises, Tenant’s Share of Operating Expenses and the Base Rent payable hereunder during the unexpired Lease Term shall be reduced to such extent as may be fair and reasonable under the circumstances. Upon In the event of any such Taking, Landlord shall be entitled to receive the entire price or award from any such Taking without any payment to Tenant, and Tenant hereby assigns to Landlord Tenant’s 's interest, if any, in such award. Tenant shall have the right, to the extent that same shall not diminish Landlord’s 's award, to make a separate claim against the condemning authority (but not Landlord) for such compensation as may be separately awarded or recoverable by Tenant for moving expenses and damage to Tenant’s trade fixtures's Trade Fixtures, if a separate award for such items is made to Tenant. Tenant hereby waives any and all rights it might otherwise have pursuant to any provision of state law to terminate this Lease upon a partial Taking of the Premises or the Project.

Condemnation. If the whole or any material part of the Premises or the Project is taken for any public or quasi-public use under governmental law, ordinance, or regulation, or by right of eminent domain, or by private purchase in lieu thereof (a “Taking” or “Taken”), and the Taking would in Landlord’s reasonable judgment, judgment either prevent or materially interfere with Tenant’s use of the Premises or materially interfere with or impair Landlord’s ownership or operation of the Project, then upon written notice by Landlord this Lease shall terminate and Rent shall be apportioned as of said date. If part of the Premises shall be Taken, and this Lease is not terminated as provided above, Landlord shall promptly restore the Premises and the Project as nearly as is commercially reasonable under the circumstances to their condition prior to such partial Taking and the rentable square footage of the Building, the rentable square footage of the Premises, Tenant’s Share of Operating Expenses and the Rent payable hereunder during the unexpired Term shall be reduced to such extent as may be fair and reasonable under the circumstances. Upon any such Taking, Landlord shall be entitled to receive the entire price or award from any such Taking without any payment to Tenant, and Tenant hereby assigns to Landlord Tenant’s interest, if any, in such award. Tenant shall have the right, to the extent that same shall not diminish Landlord’s award, to make a separate claim against the condemning authority (but not Landlord) for such compensation as may be separately awarded or recoverable by Tenant for moving expenses and damage to Tenant’s trade fixtures, if a separate award for such items is made to Tenant. Tenant hereby waives any and all rights it might otherwise have pursuant to any provision of state law to terminate this Lease upon a partial Taking of the Premises or the Project.

Condemnation. If the whole or any material part of the Premises or the Project is taken for any public or quasi-public use under governmental law, ordinance, or regulation, or by right of eminent domain, or by private purchase in lieu thereof (a “Taking” or “Taken”), and the Taking would in Landlord’s reasonable judgment, materially interfere with or impair Landlord’s ownership or operation of the Project or would in the reasonable judgment of Landlord and Tenant either prevent or materially interfere with Tenant’s use of the Premises or materially interfere (as resolved, if the parties are unable to agree, by arbitration by a single arbitrator with or impair Landlord’s ownership or operation the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules of the ProjectAmerican Arbitration Association), then upon written notice by Landlord or Tenant to the other this Lease shall terminate and Rent shall be apportioned as of said date. If part of the Premises shall be Taken, and this Lease is not terminated as provided above, Landlord shall promptly restore the Premises and the Project as nearly as is commercially reasonable under the circumstances to their condition prior to such partial Taking and the rentable square footage of the Building, the rentable square footage of the Premises, Tenant’s Share of Operating Expenses and the Rent payable hereunder during the unexpired Term shall be reduced to such extent as may be fair and reasonable under the circumstances. Upon any such Taking, Landlord shall be entitled to receive the entire price or award from any such Taking without any payment to Tenant, and Tenant hereby assigns to Landlord Tenant’s interest, if any, in such award. Tenant shall have the right, to the extent that same shall not diminish Landlord’s award, to make a separate claim against the condemning authority (but not Landlord) for such compensation as may be separately awarded or recoverable by Tenant for moving expenses and damage to Tenant’s trade fixtures, if a separate award for such items is made to Tenant. Tenant hereby waives any and all rights it might otherwise have pursuant to any provision of state law to terminate this Lease upon a partial Taking of the Premises or the Project.

Condemnation. If Except as provided to the whole contrary in this Section 19, this Lease shall not terminate and shall remain in full force and effect in the event of a taking or any material part condemnation of the Premises (a “Taking”), or any portion thereof, and Tenant hereby waives all rights under applicable law to xxxxx, reduce or offset rent by reason of such Taking. If during the Project Term all or substantially all (a “Complete Taking”) or a smaller portion (a “Partial Taking”) of the Premises is taken for or condemned by any competent public or quasi-public use under governmental lawauthority, ordinancethen (a) in the case of a Complete Taking, Tenant may at its election made within thirty (30) days of the effective date of such Taking, terminate this Lease and remove the Facility from the Portfolio effective as of the effective date of such termination, or regulation(b) in the case of a Partial Taking, or by right of eminent domain, or by private purchase in lieu thereof (a “Taking” or “Taken”), and the Taking would in Landlord’s reasonable judgment, either prevent or materially interfere with Tenant’s use of the Premises or materially interfere with or impair Landlord’s ownership or operation of the Project, then upon written notice by Landlord this Lease shall terminate and Rent shall be apportioned abated to the same extent as of said date. If part the resulting diminution in Fair Market Value of the Premises shall be Taken, and this Lease is not terminated as provided above, Landlord shall promptly restore the Premises and the Project as nearly as is commercially reasonable under the circumstances to their condition prior to such partial Taking and the rentable square footage of the Building, the rentable square footage applicable portion of the Premises, Tenant’s Share . The resulting diminution in Fair Market Value on the effective date of Operating Expenses and the Rent payable hereunder during the unexpired Term a Partial Taking shall be reduced as established pursuant to such extent as may be fair and reasonable under the circumstancesExhibit “G”. Upon any such Taking, Landlord alone shall be entitled to receive and retain any award for a taking or condemnation other than a temporary taking; provided, however, Tenant shall be entitled to submit its own claim in the entire price or award from event of any such Taking without any payment taking or condemnation with respect to Tenant, and Tenant hereby assigns to Landlord the value of Tenant’s interestleasehold interest in any portion of the Premises and/or the relocation costs incurred by Tenant as a result thereof. In the event of a temporary taking of less than all or substantially all of the Premises, if any, in such award. Tenant shall have the right, be entitled to the extent that same shall not diminish Landlord’s award, to make a separate claim against the condemning authority (but not Landlord) for such compensation as may be separately awarded or recoverable by Tenant for moving expenses receive and damage to Tenant’s trade fixtures, if a separate award for such items is made to Tenant. Tenant hereby waives retain any and all rights it might otherwise have pursuant to any provision of state law to terminate awards for the temporary taking and the Rent due under this Lease upon a partial Taking shall be not be abated during the period of the Premises or the Projectsuch temporary taking.

Condemnation. If the whole or any material part of the Premises or the Project is taken for any public or quasi-public use under governmental law, ordinance, or regulation, or by right of eminent domain, or by private purchase in lieu thereof (a “Taking” or “Taken”), and the Taking would in Landlord’s reasonable judgment, materially interfere with or impair Landlord’s ownership or operation of the Project or would in the reasonable judgment of Landlord and Tenant either prevent or materially interfere with Tenant’s use of the Premises or materially interfere (as resolved, if the parties are unable to agree, by arbitration by a single arbitrator with or impair Landlord’s ownership or operation the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules of the ProjectAmerican Arbitration Association), then upon written notice by Landlord or Tenant to the other, this Lease shall terminate and Rent shall be apportioned as of said date. If part of the Premises shall be Taken, and this Lease is not terminated as provided above, Landlord shall promptly restore the Premises and the Project as nearly as is commercially reasonable under the circumstances to their condition prior to such partial Taking and the rentable square footage of the Building, the rentable square footage of the Premises, Tenant’s Share of Operating Expenses and the Rent payable hereunder during the unexpired Term shall be reduced to such extent as may be fair and reasonable under the circumstances. Upon any such Taking, Landlord shall be entitled to receive the entire price or award from any such Taking without any payment to Tenant, and Tenant hereby assigns to Landlord Tenant’s interest, if any, in such award. Tenant shall have the right, to the extent that same shall not diminish Landlord’s award, to make a separate claim against the condemning authority (but not Landlord) for such compensation as may be separately awarded or recoverable by Tenant for moving expenses and damage to Tenant’s trade fixtures, if a separate award for such items is made to Tenant. Tenant hereby waives any and all rights it might otherwise have pursuant to any provision of state law to terminate this Lease upon a partial Taking of the Premises or the Project.

Condemnation. If the whole all or any material part of the Premises or the Project is taken for any public or quasi-public use under governmental law, ordinance, or regulation, or by right of eminent domain, or by private purchase in lieu thereof (a “Taking” or “Taken”), and the Taking would in Landlord’s reasonable judgment, either prevent or materially interfere with Tenant’s use of the Premises or materially interfere with or impair Landlord’s ownership or operation of the Project, then upon written notice by Landlord this Lease shall terminate and Rent shall be apportioned as of said date. If part of the Premises shall be Takentaken as a result of the exercise of the power of eminent domain or agreement in lieu thereof, this Lease shall terminate as to the part so taken as of the date of taking, and the Monthly Base Rent shall be equitably reduced. In the case of a partial taking, if Tenant cannot reasonably conduct business in the remaining Premises, Tenant shall have the right to terminate this Lease by giving written notice to Landlord within sixty (60) days after the date of the taking. In addition, if a portion of the Building is taken, and Landlord determines that it is not terminated as provided aboveeconomically feasible to continue operating the remaining portion of Building, Landlord shall promptly restore may terminate this Lease by giving written notice to Tenant, whether or not any portion of the Premises and the Project as nearly as is commercially reasonable under the circumstances to their condition prior to such partial Taking and the rentable square footage of the Building, the rentable square footage of the Premises, Tenant’s Share of Operating Expenses and the Rent payable hereunder during the unexpired Term shall be reduced to such extent as may be fair and reasonable under the circumstancestaken. Upon any such Taking, Landlord shall be entitled to receive the entire price all compensation awarded or award from any such Taking without any payment to Tenantreceived in connection with a taking, and Tenant hereby assigns to Landlord Tenant’s interest, if anyany and all elements of said compensation that Tenant would, in the absence of such awardassignment, have been entitled to receive. Without limiting the generality of the foregoing, Tenant shall have no claim for the right“bonus value” of this Lease, or the value of tenant improvements, whether paid for by Landlord or Tenant; provided, however, that Tenant shall be entitled to receive any award for the loss of goodwill of Tenant’s business (but only to the extent the same does not constitute “bonus value”) and for any relocation expenses that same shall not diminish Landlord’s award, Tenant is entitled under Applicable Requirements to make a separate claim against recover directly from the condemning authority (but not Landlord) for such compensation as may be separately awarded or recoverable by Tenant for moving expenses and damage to Tenant’s trade fixtures, if a separate award for such items is made to Tenantauthority. Tenant hereby waives the provisions of California Code of Civil Procedure Sections 1265.110 through 1265.160, or any and all rights it might otherwise have pursuant to any provision of state law to terminate this Lease upon a partial Taking of the Premises similar or the Projectsuccessor Applicable Requirements.

Condemnation. If the whole or any material part of the Premises or the Project Building shall be taken or condemned, and a part thereof remains which is taken for any public or quasi-public use under governmental lawsusceptible of occupation hereunder, ordinancethis Lease shall, or regulationas to the part so taken, or by right terminate as of eminent domain, or by private purchase the date title shall vest in lieu thereof (a “Taking” or “Taken”)the condemnor, and the Taking would in Landlord’s reasonable judgment, either prevent or materially interfere with Tenant’s use rental payable hereunder shall be adjusted so that Tenant shall be required to pay for the remainder of the Premises or materially interfere with or impair Landlord’s ownership or operation term only such portion of such rent as the number of square feet in the part remaining after the condemnation bears to the number of square feet of the Project, then upon written notice by Landlord this Lease shall terminate and Rent shall be apportioned as entire Premises at the date of said date. If part of the Premises shall be Taken, and this Lease is not terminated as provided above, Landlord shall promptly restore the Premises and the Project as nearly as is commercially reasonable under the circumstances to their condition prior to such partial Taking and the rentable square footage of the Building, the rentable square footage of the Premises, Tenant’s Share of Operating Expenses and the Rent payable hereunder during the unexpired Term shall be reduced to such extent as may be fair and reasonable under the circumstances. Upon any such Taking, Landlord shall be entitled to receive the entire price or award from any such Taking without any payment to Tenant, and Tenant hereby assigns to Landlord Tenant’s interest, if any, condemnation; but in such award. Tenant event Landlord shall have the right, to the extent that same shall not diminish Landlord’s award, to make a separate claim against the condemning authority (but not Landlord) for such compensation as may be separately awarded or recoverable by Tenant for moving expenses and damage to Tenant’s trade fixtures, if a separate award for such items is made to Tenant. Tenant hereby waives any and all rights it might otherwise have pursuant to any provision of state law option to terminate this Lease upon a partial Taking by written notice to Tenant within thirty (30) days of the date when title to the part so condemned vests in the condemnor. If part or all of the Premises or the ProjectBuilding be taken or condemned, all compensation awarded upon such condemnation or taking shall go to Landlord and Tenant shall have no claim thereto, and Tenant hereby irrevocably assigns and transfers to Landlord any right to compensation or damages to which Landlord may be entitled during the term hereof by reason of the condemnation of all or a part of the Premises; provided, Tenant may make separate claims against the condemning authority for damages to its personal property or moving expenses.

Condemnation. If the whole or any material part substantially the whole of the Premises or the Project is should be taken for any public or quasi-public use under any governmental law, ordinance, or regulation, or by right of eminent domain, or by private purchase should be sold to the condemning authority in lieu thereof (a “Taking” or “Taken”), and the Taking would in Landlord’s reasonable judgment, either prevent or materially interfere with Tenant’s use of the Premises or materially interfere with or impair Landlord’s ownership or operation of the Projectcondemnation, then upon written notice by Landlord this Lease shall terminate and Rent as of the date when physical possession of the Premises is taken by the condemning authority. If less than the whole or substantially the whole of the Complex, Building or the Premises is thus taken or sold, Lessor (whether or not the Premises are affected thereby) may terminate this Lease by giving written notice thereof to Lessee within sixty (60) days after the right of election accrues, in which event this Lease shall terminate as of the date when physical possession of such portion of the Complex or Building or Premises is taken by the condemning authority. If upon any such taking or sale of less than the whole or substantially the whole of the Complex or Building or the Premises this Lease shall not be thus terminated, the Base Rental payable thereunder shall be apportioned as of said date. If diminished by an amount representing that part of the Premises Base Rental as shall properly, in Lessor's reasonable judgment, be Taken, and this Lease is not terminated as provided above, Landlord shall promptly restore allocable to the portion of the Premises and the Project as nearly as is commercially reasonable under the circumstances to their condition prior to such partial Taking and the rentable square footage of the Building, the rentable square footage of the Premises, Tenant’s Share of Operating Expenses and the Rent payable hereunder during the unexpired Term shall be reduced to such extent as may be fair and reasonable under the circumstances. Upon any such Taking, Landlord shall be entitled to receive the entire price which was so taken or award from any such Taking without any payment to Tenant, and Tenant hereby assigns to Landlord Tenant’s interestsold or affected, if any, in such award. Tenant shall have and Lessor shall, at Lessor's sole expense, restore and reconstruct the rightComplex, Building or the Premises, as the case may be, to substantially their former condition to the extent that same the same, in Lessor's judgment, may be feasible; Lessor shall not diminish Landlord’s award, in any event be required to make a separate claim against the condemning authority (but not Landlord) spend for such work an amount in excess of the amount received by Lessor as compensation as may awarded upon a taking of any part or all of the Complex, Building or the Premises, and Lessee shall not be separately awarded or recoverable by Tenant for moving expenses entitled to and damage to Tenant’s trade fixtures, if a separate award for such items is made to Tenant. Tenant hereby expressly waives any and all rights it might otherwise have pursuant claim to any provision of state law to terminate this Lease upon a partial Taking of the Premises or the Projectsuch compensation.

Condemnation. If the whole or any material part of the Leased Premises or the Project Building is taken for any public by eminent domain or quasicondemnation or voluntarily transferred to such authority under the threat thereof, Landlord may, at its sole option, terminate the Lease by giving written notice to Tenant within forty-public use under governmental law, ordinancefive (45) days after the taking, or regulation, or if by right reason of eminent domain, or by private purchase in lieu thereof (a “Taking” or “Taken”), and the Taking would in Landlord’s reasonable judgment, either prevent or materially interfere with Tenant’s use such taking of the Premises or materially interfere with or impair Landlord’s ownership or operation of the Project, then upon written notice by Landlord this Lease shall terminate and Rent shall be apportioned as of said date. If part of the Premises shall be Taken, and this Lease is not terminated as provided above, Landlord shall promptly restore the Premises and the Project as nearly as is commercially reasonable under the circumstances to their condition prior to such partial Taking and the rentable square footage of the Building, the rentable square footage of the Leased Premises, Tenant’s Share of Operating Expenses operation on or access to the Leased Premises is substantially and the Rent payable hereunder during the unexpired Term shall be reduced to such extent as may be fair and reasonable under the circumstances. Upon any such Takingmaterially impaired, Landlord shall be entitled to receive the entire price or award from any such Taking without any payment to Tenant, and Tenant hereby assigns to Landlord Tenant’s interest, if any, in such award. Tenant shall have the rightoption to terminate this Lease by giving written notice to Landlord within forty-five (45) days after the taking. After such taking and as of such date, the rent will be adjusted in proportion to the impairment of the use that Tenant can reasonably make of the balance of the Leased Premises. If the Leased Premises are damaged or if access to the Leased Premises is impaired by reason of such taking and neither Landlord nor Tenant elects to terminate this Lease as provided herein, Landlord will promptly rebuild or repair the damage to the extent that same shall not diminish Landlord’s possible within the limitations of the available condemnation award, to make a separate claim against the condemning authority (but not Landlord) for such compensation as may be separately awarded or recoverable by Tenant for moving expenses and damage to Tenant’s trade fixtures, if a separate award for such items is made to Tenant. Tenant hereby waives any and all rights it might otherwise may have pursuant in all condemnation awards including, without limitation, loss of or damage to any provision of state law its leasehold estate, and hereby assigns said claims to terminate this Lease upon a partial Taking of the Premises or the ProjectLandlord except such awards as are separately and specifically awarded to Tenant for its separate personal property, moving expenses and business damages.

Condemnation. If the whole or any a material part portion of the Premises or the Project is permanently ------------ taken for any public or quasi-public use under governmental law, ordinance, or regulation, or by right of eminent domain, domain or by private purchase in lieu thereof (a “"Taking” or “Taken”"), and the Taking would in Landlord’s reasonable judgmentprevents or materially ------ interferes with the use of the remainder of the Premises for the purpose for which they were leased to Tenant, either party may terminate this Lease by delivering to the other written notice thereof within 30 days after the Taking, in which case rent shall be abated during the unexpired portion of the Term, effective on the date of such Taking. If the permanent Taking does not prevent or materially interfere with Tenant’s the use of the Premises or materially interfere with or impair Landlord’s ownership or operation of for the Projectpurpose for which they were leased to Tenant, then upon written notice by Landlord neither party may terminate this Lease shall terminate and Rent shall be apportioned as of said date. If part of Lease, but the Premises shall be Taken, and this Lease is not terminated as provided above, Landlord shall promptly restore the Premises and the Project as nearly as is commercially reasonable under the circumstances to their condition prior to such partial Taking and the rentable square footage of the Building, the rentable square footage of the Premises, Tenant’s Share of Operating Expenses and the Rent rent payable hereunder during the unexpired portion of the Term shall be reduced to such extent as may be fair and reasonable under the circumstances. Upon any such Taking, and Landlord shall be entitled repair any damage to receive the entire price or award from any such Taking without any payment to Tenant, and Tenant hereby assigns to Landlord Tenant’s interest, if any, in such award. Tenant shall have Premises caused by the rightTaking, to the extent that same of the award actually received by Landlord (less than the cost incurred in connection with the receiving of such award and any amounts payable to a Landlord's Mortgagee). All compensation awarded for any Taking shall not diminish be the property of Landlord and Tenant assigns any interest it may have in any such award to Landlord’s award; however, Landlord shall have no interest in any award made to make a separate claim against the condemning authority (but not Landlord) for such compensation as may be separately awarded or recoverable by Tenant for moving expenses and damage to loss of business or goodwill or for the taking of Tenant’s trade fixtures's property, if a separate award for such items is made to Tenant. If a Taking occurs which is not permanent in nature, then Tenant hereby waives any shall continue to pay rent hereunder without abatement and all rights it might otherwise have pursuant to any provision of state law to terminate this Lease upon a partial Taking condemnation awards payable in respect of the Premises or for the Projectportion of such Taking during the Term shall be payable to Tenant, and the remainder of such award shall be payable to Landlord.

Condemnation. If the whole or any material part of the Premises or the Project is should be taken for any public or quasi-public use under governmental law, ordinance, or regulation, or by right of eminent domain, or by private purchase in lieu thereof (a “Taking” or “Taken”), and the Taking would in Landlord’s reasonable judgment, either prevent or materially interfere with Tenant’s use of the Premises or in Landlord’s judgment would materially interfere with or impair Landlord’s its ownership or operation of the ProjectPremises, then upon written notice by Landlord this Lease shall terminate and Base Rent shall be apportioned as of said date. If part of the Premises shall be Taken, and this Lease is not terminated as provided above, Landlord shall promptly restore the Premises and the Project as nearly as is commercially reasonable under the circumstances to their condition prior to such partial Taking and the rentable square footage of the Building, the rentable square footage of the Premises, Tenant’s Share of Operating Expenses and the Base Rent payable hereunder during the unexpired Lease Term shall be reduced to such extent as may be fair and reasonable under the circumstances. Upon In the event of any such Taking, Landlord shall be entitled to receive the entire price or award from any such Taking without any payment to Tenant, and Tenant hereby assigns to Landlord Tenant’s interest, if any, in such award. Tenant shall have the right, to the extent that same shall not diminish Landlord’s award, to make a separate claim against the condemning authority (but not Landlord) for such compensation as may be separately awarded or recoverable by Tenant for moving expenses and damage to Tenant’s trade fixturesTrade Fixtures, if a separate award for such items is made to Tenant. Tenant hereby waives any and all rights it might otherwise have pursuant to any provision of state law to terminate this Lease upon a partial Taking of the Premises or the Project.

Condemnation. If the whole or any material part of the Premises or the Project is taken for any public or quasi-public use under governmental law, ordinance, or regulation, or by right of eminent domain, or by private purchase in lieu thereof (a “Taking” or “Taken”), and the Taking would in Landlord’s reasonable judgment, either prevent or materially interfere with Tenant’s use of the Premises or materially interfere with or impair Landlord’s ownership or operation of the Project, Project then upon written notice by Landlord this Lease shall terminate and Rent shall be apportioned as of said date. If part of the Premises shall be Taken, and this Lease is not terminated as provided above, Landlord shall promptly restore the Premises and the Project as nearly as is commercially reasonable under the circumstances to their condition prior to such partial Taking and the rentable square footage of the Building, the rentable square footage of the Premises, Tenant’s Share of Operating Expenses and the Rent payable hereunder during the unexpired Term shall be reduced to such extent as may be fair and reasonable under the circumstances. Upon any such Taking, Landlord shall be entitled to receive the entire price or award from any such Taking without any payment to Tenant, and Tenant hereby assigns to Landlord Tenant’s interest, if any, in such award. Tenant shall have the right, to the extent that same shall not diminish Landlord’s award, to make a separate claim against the condemning authority (but not Landlord) for such compensation as may be separately awarded or recoverable by Tenant for moving expenses and damage to Tenant’s trade fixtures, if a separate award for such items is made to Tenant. Tenant hereby waives any and all rights it might otherwise have pursuant to any provision of state law to terminate this Lease upon a partial Taking of the Premises or the Project.

Condemnation. If the whole or any material part of the Premises or the Project is should be taken for any public or quasi-public use under governmental law, ordinance, or regulation, or by right of eminent domain, or by private purchase in lieu thereof (a “Taking” or “Taken”), and the Taking would in Landlord’s reasonable judgment, either prevent or materially interfere with Tenant’s use of the Premises or in Landlord’s judgment would materially interfere with or impair Landlord’s its ownership or operation of the Project, then upon written notice by Landlord this Lease shall terminate and Base Rent shall be apportioned as of said date. If part of the Premises shall be Taken, and this Lease is not terminated as provided above, Landlord shall promptly restore the Premises and the Project as nearly as is commercially reasonable under the circumstances to their condition prior to such partial Taking and the rentable square footage of the Building, the rentable square footage of the Premises, Tenant’s Share of Operating Expenses and the Base Rent payable hereunder during the unexpired Lease Term shall be reduced to such extent as may be fair and reasonable under the circumstances. Upon In the event of any such Taking, Landlord shall be entitled to receive the entire price or award from any such Taking without any payment to Tenant, and Tenant hereby assigns to Landlord Tenant’s interest, if any, in such award. Tenant shall have the right, to the extent that same shall not diminish Landlord’s award, to make a separate claim against the condemning authority (but not Landlord) for such compensation as may be separately awarded or recoverable by Tenant for moving expenses and damage to Tenant’s trade fixturesTrade Fixtures, if a separate award for such items is made to Tenant. Tenant hereby waives any and all rights it might otherwise have pursuant to any provision of state law to terminate this Lease upon a partial Taking of the Premises or the Project.

Condemnation. If If, during the whole term of this lease, or any material part extension or renewal thereof, all of the Premises or the Project is should be taken for any public or quasi-public use under any governmental law, ordinanceordinance or regulation or by right of eminent domain or by private purchase in lieu thereof, this lease shall terminate and the rent shall be abated during the unexpired portion of this lease, effective on the date physical possession is taken by the condemning authority, and Tenant shall have no claim against Landlord for the value of any unexpired term of this lease. In the event a portion but not all of the Premises shall be taken for any public or quasi-public use under any governmental law, ordinance or regulation, or by right of eminent domain, domain or by private purchase sale in lieu thereof (a “Taking” or “Taken”), and the Taking would in Landlord’s reasonable judgment, either prevent partial taking or materially interfere with Tenant’s use of condemnation shall render the Premises or materially interfere with or impair Landlord’s ownership or operation of the Projectunsuitable for Tenant's business, then upon written notice by Landlord shall have the option, in its sole discretion, of terminating this Lease shall terminate lease, or, at Landlord's sole risk and Rent shall be apportioned as of said date. If part of expense, restoring and reconstructing the Premises shall be Taken, and this Lease is not terminated as provided above, to the extent necessary to make same reasonably tenantable. Should Landlord shall promptly restore the Premises and the Project as nearly as is commercially reasonable under the circumstances elect to their condition prior to such partial Taking and the rentable square footage of the Buildingrestore, the rentable square footage of lease shall continue in full force and effect with the Premises, Tenant’s Share of Operating Expenses and the Rent rent payable hereunder during the unexpired Term shall be reduced portion of this lease adjusted to such an extent as may be fair and reasonable under the circumstances, and Tenant shall have no claim against Landlord for the value of any interrupted portion of this lease. Upon In the event of any such Takingcondemnation or taking, Landlord total or partial, Tenant shall not be entitled to any part of the award or price paid in lieu thereof, and Landlord shall receive the entire price full amount of such award or award from any such Taking without any payment to Tenantprice, and Tenant hereby assigns to Landlord Tenant’s interest, if any, in such award. Tenant shall have the right, to the extent that same shall not diminish Landlord’s award, to make a separate expressly waiving any right or claim against the condemning authority (but not Landlord) for such compensation as may be separately awarded or recoverable by Tenant for moving expenses and damage to Tenant’s trade fixtures, if a separate award for such items is made to Tenant. Tenant hereby waives any and all rights it might otherwise have pursuant to any provision of state law to terminate this Lease upon a partial Taking of the Premises or the Projectpart thereof.

Condemnation. If the whole or any material part of the Premises or the Project is taken for any public or quasi-public use under governmental law, ordinance, or regulation, or by right of eminent domain, or by private purchase in lieu thereof (a “"Taking” " or “"Taken”"), and the Taking would in Landlord’s 's reasonable judgment, judgment either prevent or materially interfere with Tenant’s 's use of the Premises or materially interfere with or impair Landlord’s 's ownership or operation of the Project, then upon written notice by Landlord this Lease shall terminate and Rent shall be apportioned as of said date. If part of the Premises shall be Taken, and this Lease is not terminated as provided above, Landlord shall promptly restore the Premises and the Project as nearly as is commercially reasonable under the circumstances to their condition prior to such partial Taking and the rentable square footage of the Building, the rentable square footage of the Premises, Tenant’s 's Share of Operating Expenses and the Rent payable hereunder during the unexpired Term shall be reduced to such extent as may be fair and reasonable under the circumstances. Upon any such Taking, Landlord shall be entitled to receive the entire price or award from any such Taking without any payment to Tenant, and Tenant hereby assigns to Landlord Tenant’s 's interest, if any, in such award. Tenant shall have the right, to the extent that same shall not diminish Landlord’s 's award, to make a separate claim against the condemning authority (but not Landlord) for such compensation as may be separately awarded or recoverable by Tenant for moving expenses and damage to Tenant’s 's trade fixtures, if a separate award for such items is made to Tenant. Tenant hereby waives any and all rights it might otherwise have pursuant to any provision of state law to terminate this Lease upon a partial Taking of the Premises or the Project.

Condemnation. If the whole or any material part of the Premises or the Project is taken for any public or quasi-public use under governmental law, ordinance, or regulation, or by right of eminent domain, or by private purchase in lieu thereof (a “Taking” or “Taken”), and the Taking would in Landlord’s reasonable judgment, impair Landlord’s ownership or operation of the Project or would in the reasonable judgment of Landlord and Tenant either prevent or materially interfere with Tenant’s use of the Premises or materially interfere (as resolved, if the parties are unable to agree, by arbitration by a single arbitrator with or impair Landlord’s ownership or operation the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules of the ProjectAmerican Arbitration Association), then upon written notice by Landlord or Tenant to the other this Lease shall terminate and Rent shall be apportioned as of said date. If part of the Premises shall be Taken, and this Lease is not terminated as provided above, Landlord shall promptly restore the Premises and the Project as nearly as is commercially reasonable under the circumstances to their condition prior to such partial Taking and the rentable square footage of the Building, the rentable square footage of the Premises, Tenant’s Share of Operating Expenses and the Rent payable hereunder during the unexpired Term shall be reduced to such extent as may be fair and reasonable under the circumstances. Upon any such Taking, Landlord shall be entitled to receive the entire price or award from any such Taking without any payment to Tenant, and Tenant hereby assigns to Landlord Tenant’s interest, if any, in such award. Tenant shall have the right, to the extent that same shall not diminish Landlord’s award, to make a separate claim against the condemning authority (but not Landlord) for such compensation as may be separately awarded or recoverable by Tenant for moving expenses and damage to Tenant’s trade fixtures, if a separate award for such items is made to Tenant. Tenant hereby waives any and all rights it might otherwise have pursuant to any provision of state law to terminate this Lease upon a partial Taking of the Premises or the Project.

Condemnation. If the whole or any material part of the Premises or the Project is taken for any public or quasi-public use under governmental law, ordinance, or regulation, or by right of eminent domain, or by private purchase in lieu thereof (a “Taking” or “Taken”), and the Taking would in Landlord’s reasonable judgment, either prevent or materially interfere with Tenant’s use of the Premises or materially interfere with or impair Landlord’s ownership or operation of the Project, then upon written notice by Landlord this Lease shall terminate and Rent shall be apportioned as of said date. If part of the Premises shall be Taken, and this Lease is not terminated as provided above, Landlord shall promptly restore the Premises and the Project as nearly as is commercially reasonable under the circumstances to their condition prior to such partial Taking and the rentable square footage of the Building, the rentable square footage of the Premises, Tenant’s Share of Operating Expenses and the Rent payable hereunder during the unexpired Term shall be reduced to such extent as may be fair and reasonable under on a pro rata basis unless otherwise agreed between the circumstancesparties. Upon any such Taking, Landlord shall be entitled to receive the entire price or award from any such Taking without any payment to Tenant, and Tenant hereby assigns to Landlord Tenant’s interest, if any, in such award. Tenant shall have the right, to the extent that same shall not diminish Landlord’s award, to make a separate claim against the condemning authority (but not Landlord) for such compensation as may be separately awarded or recoverable by Tenant for moving expenses and damage to Tenant’s trade fixtures, if a separate award for such items is made to Tenant. Tenant hereby waives any and all rights it might otherwise have pursuant to any provision of state law to terminate this Lease upon a partial Taking of the Premises or the Project.

Condemnation. If the whole or any material part substantially the whole of the Premises Building or the Project is Premises shall be taken for any public or quasi-public use under governmental lawuse, ordinance, or regulation, or by right of eminent domain, domain or by private purchase otherwise or shall be sold in lieu thereof (a “Taking” or “Taken”), and the Taking would in Landlord’s reasonable judgment, either prevent or materially interfere with Tenant’s use of the Premises or materially interfere with or impair Landlord’s ownership or operation of the Projectcondemnation, then upon written notice by Landlord this Lease shall terminate and Rent shall be apportioned as of said datethe date when physical possession of the Building or the Premises is taken by the condemning authority. If part less than the whole or substantially the whole of the Building or the Premises is thus taken or sold, Landlord (whether or not the Premises are affected thereby) may terminate this Lease by giving written notice thereof to Tenant; in which event this Lease shall be Taken, and this terminate as of the date when physical possession of such portion of the Building or Premises is taken by the condemning authority. If the Lease is not so terminated as provided aboveupon any such taking or sale, Landlord shall promptly restore the Premises and the Project as nearly as is commercially reasonable under the circumstances to their condition prior to such partial Taking and the rentable square footage of the Building, the rentable square footage of the Premises, Tenant’s Share of Operating Expenses and the Rent payable hereunder during the unexpired Term shall be reduced to such extent as may be fair and reasonable under the circumstances. Upon any such Taking, Landlord shall be entitled to receive the entire price or award from any such Taking without any payment to Tenantdiminished by an equitable amount, and Tenant hereby assigns to Landlord Tenant’s interest, if any, in such award. Tenant shall have the rightshall, to the extent that same Landlord deems feasible, restore the Building and the Premises to substantially their former condition, but such work shall not diminish Landlord’s awardexceed the scope of the work done by Landlord in originally constructing the Building and installing improvements in the Premises, nor shall Landlord in any event be required to make a separate claim against the condemning authority (but not Landlord) spend for such work an amount in excess of the amount received by Landlord as compensation as may be separately awarded or recoverable by Tenant for moving expenses and damage to Tenant’s trade fixtures, if a separate award for such items is made taking. All amounts awarded upon a taking of any part or all of the Building or the Premises shall belong to Tenant. Landlord, and Tenant hereby shall not be entitled to and expressly waives any and all rights it might otherwise have pursuant claims to any provision of state law to terminate this Lease upon a partial Taking of the Premises or the Projectsuch compensation.

Condemnation. If a taking renders the whole Premises reasonably unsuitable for the Permitted Use or prevents reasonable access to the Premises, this Lease shall, at either party’s option exercised by written notice to the other within 30 days after such taking, terminate as of the date title to condemned real estate vests in the condemner, the Rent herein reserved shall be apportioned and paid in full by Tenant to Landlord to such date, all Rent prepaid for period beyond that date shall forthwith be repaid by Landlord to Tenant, and neither party shall thereafter have any material part liability for any unaccrued obligations hereunder; provided, however, a condition to the exercise by Tenant of such right to terminate shall be that the portion of the Premises or the Project is taken for any public or quasi-public use under governmental lawshall be of such extent and nature as materially to handicap, ordinanceimpede, or regulation, or by right of eminent domain, or by private purchase in lieu thereof (a “Taking” or “Taken”), and the Taking would in Landlord’s reasonable judgment, either prevent or materially interfere with impair Tenant’s use of the Premises or materially interfere with or impair Landlord’s ownership or operation of the Project, then upon written notice by Landlord this Lease shall terminate and Rent shall be apportioned as of said date. If part balance of the Premises shall be Taken, and for its normal business operations. If this Lease is not terminated as provided aboveafter a condemnation, Landlord then notwithstanding anything to the contrary in this Lease, Fixed Rent and Additional Rent shall promptly restore be equitably reduced in proportion to the area of the Premises and that has been taken for the Project as nearly as is commercially reasonable under the circumstances to their condition prior to such partial Taking and the rentable square footage balance of the Building, the rentable square footage of the Premises, Tenant’s Share of Operating Expenses and the Rent payable hereunder during the unexpired Term shall be reduced to such extent as may be fair and reasonable under the circumstances. Upon any such Taking, Landlord shall be entitled to receive the entire price or award from any such Taking without any payment to Tenant, and Tenant hereby assigns to Landlord Tenant’s interest, if any, in such awardTerm. Tenant shall have the right, right to make a claim against the condemner for moving expenses and business dislocation damages to the extent that same shall such claim does not diminish reduce the sums otherwise payable by the condemner to Landlord’s award, to make a separate claim against the condemning authority (but not Landlord) for such compensation as may be separately awarded or recoverable by Tenant for moving expenses and damage to Tenant’s trade fixtures, if a separate award for such items is made to Tenant. Tenant hereby waives any and all rights it might otherwise have pursuant to any provision of state law to terminate this Lease upon a partial Taking of the Premises or the Project.

Condemnation. 17.1 If at any time during the whole Term all or any material part substantially all of the Premises or the Project is shall be taken for any public or quasi-public use under governmental law, ordinance, or regulation, purpose by any competent lawful power or authority by the exercise of the right of condemnation or eminent domain, or by private purchase in lieu thereof (a “Taking” or “Taken”)agreement among Landlord, Tenant and those authorized to exercise such right, this Lease and the Taking would Term shall terminate and expire on the later of (a) the date that title to the Premises vests in Landlord’s reasonable judgment, either prevent the condemning authority or materially interfere with Tenant’s use (b) the date of transfer of possession of the Premises or materially interfere with or impair Landlord’s ownership or operation of to the Project, then upon written notice by Landlord this Lease shall terminate condemning authority. The Fixed Annual Rent and Additional Rent (other than assessments) shall be apportioned as of said datethe date of such termination. For the purposes of this Article 17, a taking or condemnation of substantially all of the Premises as distinguished from a taking of all or a portion of the Premises shall mean a taking of such scope that the portion of the Premises not so taken is insufficient to permit the improvements on the portion of the Premises not so taken, to be repaired so as to constitute a complete tenantable, rentable building. If, within thirty (30) days after title shall vest in the condemning power or authority, Landlord and Tenant cannot agree upon whether or not substantially all of the Premises shall have been taken, the dispute shall be determined by arbitration in accordance with Article 35. If part substantially all but not all of the Premises shall be Takenso taken, and this Lease is not terminated as provided above, Landlord shall promptly restore the portion of the Premises and any improvements thereon not so taken shall be sold at a public sale (at which Landlord and Tenant shall be free to bid) within three (3) months after the Project as nearly as is commercially reasonable under vesting of title in the circumstances condemning power or authority. The net proceeds of such sale shall be added to their condition prior to and deemed part of the net condemnation award. The condemnation award or compensation, the proceeds of any such partial Taking sale, all damages accruing by reason of such taking and the rentable square footage of the Building, the rentable square footage of the Premises, Tenant’s Share of Operating Expenses and the Rent payable hereunder during the unexpired Term shall be reduced to such extent as may be fair and reasonable under the circumstances. Upon any such Taking, Landlord shall be entitled to receive the entire price or award from any such Taking without any payment to Tenant, and Tenant hereby assigns to Landlord Tenant’s interestinterest thereon, if any, in such award. Tenant shall have the right, to the extent that same shall not diminish Landlord’s award, to make a separate claim against the condemning authority (but not Landlord) for such compensation as may be separately awarded or recoverable by Tenant for moving expenses and damage to Tenant’s trade fixtures, if a separate award for such items is made to Tenant. Tenant hereby waives any and after deduction of all rights it might otherwise have pursuant to any provision of state law to terminate this Lease upon a partial Taking of the Premises or the Projectcosts of collection including attorneys’ fees (“Award”), shall be distributed as provided in this Article 17.

Condemnation. If In the event that the whole of the Premises shall be lawfully condemned or taken for a public or quasi public use, this Lease shall terminate as of the date that possession is to be surrendered to the condemner or taking authority. In the event that there shall be a lawful condemnation or taking for any public or quasi public use of any part of the Building, without there being condemned or taken all of the Premises, then, at the option of Landlord, exercisable by notice given to Tenant not later than 90 days after the date upon which Lxxxxxxx receives notice of the taking or condemnation, this Lease shall terminate as of the date that possession of the Premises taken is required to be surrendered to the condemner or taking authority. In the event of any such taking or condemnation, of all or any material part of the Premises or the Project is taken for of all or any public or quasi-public use under governmental law, ordinance, or regulation, or by right of eminent domain, or by private purchase in lieu thereof (a “Taking” or “Taken”), and the Taking would in Landlord’s reasonable judgment, either prevent or materially interfere with Tenant’s use of the Premises or materially interfere with or impair Landlord’s ownership or operation of the Project, then upon written notice by Landlord this Lease shall terminate and Rent shall be apportioned as of said date. If part of the Premises Property, Tenant shall be Taken, have no claim against Landlord and this Lease is shall not terminated as provided above, Landlord shall promptly restore the Premises and the Project as nearly as is commercially reasonable under the circumstances have any claim or right to their condition prior to such partial Taking and the rentable square footage any portion of the Buildingamount that may be awarded as damages or paid as a result of such taking or condemnation; and all rights of Tenant to damages therefore are hereby assigned by Tenant to Landlord and Tenant shall have no claim against Landlord or the condemner for the value of the unexpired term of this Lease. However, the rentable square footage foregoing provisions of this section shall not be construed to deprive Tenant of the right to claim and receive payment from the condemner or taking authority for moving and related expenses as long as such claim or the payment thereof does not reduce the award which Landlord would otherwise be entitled to receive. In the event of any such taking or condemnation of part of the Premises, Tenant’s Share of Operating Expenses the Base Rent, the Tax Adjustment and the Rent payable hereunder during the unexpired Term Operating Expense Adjustment shall be proportionately reduced from the date that possession is required to such extent as may be fair and reasonable under the circumstances. Upon any such Taking, Landlord shall be entitled to receive the entire price or award from any such Taking without any payment to Tenant, and Tenant hereby assigns to Landlord Tenant’s interest, if any, in such award. Tenant shall have the right, surrendered to the extent that same shall not diminish Landlord’s award, to make a separate claim against the condemning authority (but not Landlord) for such compensation as may be separately awarded condemner or recoverable by Tenant for moving expenses and damage to Tenant’s trade fixtures, if a separate award for such items is made to Tenant. Tenant hereby waives any and all rights it might otherwise have pursuant to any provision of state law to terminate this Lease upon a partial Taking of the Premises or the Projecttaking authority.

Condemnation. If Except as provided to the whole contrary in this Section 18, this Lease shall not terminate and shall remain in full force and effect in the event of a taking or condemnation of the Premises, or any material part portion thereof, and Lessee hereby waives all rights under applicable law to xxxxx, reduce or offset rent by reason of such taking. If during the Term all or substantially all (a “Complete Taking”) or a smaller portion (a “Partial Taking”) of the Premises or the Project is taken for or condemned by any competent public or quasi-public use under governmental lawauthority, ordinancethen (a) in the case of a Complete Taking, or regulationLessee may at its election made within thirty (30) days of the effective date of such Taking, or by right of eminent domain, or by private purchase in lieu thereof (a “Taking” or “Taken”), terminate this Lease and the Taking would in Landlord’s reasonable judgment, either prevent or materially interfere with Tenant’s use of the Premises or materially interfere with or impair Landlord’s ownership or operation of the Project, then upon written notice by Landlord this Lease shall terminate and current Rent shall be apportioned equitably abated as of said date. If part the effective date of such termination, or (b) in the case of a Partial Taking, the Rent shall be abated to the same extent as the resulting diminution in Fair Market Value of the Premises shall be Taken, and this Lease is not terminated as provided above, Landlord shall promptly restore the Premises and the Project as nearly as is commercially reasonable under the circumstances to their condition prior to such partial Taking and the rentable square footage of the Building, the rentable square footage applicable portion of the Premises, Tenant’s Share . The resulting diminution in Fair Market Value on the effective date of Operating Expenses and the Rent payable hereunder during the unexpired Term a Partial Taking shall be reduced as established pursuant to such extent as may be fair and reasonable under the circumstancesExhibit “E”. Upon any such Taking, Landlord Lessor alone shall be entitled to receive and retain any award for a taking or condemnation other than a temporary taking; provided, however, Lessee shall be entitled to submit its own claim in the entire price or award from event of any such Taking without any payment to Tenant, and Tenant hereby assigns to Landlord Tenant’s interest, if any, in such award. Tenant shall have the right, taking or condemnation with respect to the extent that same value of Lessee’s leasehold interest in any portion of the Premises and/or the relocation costs incurred by Lessee as a result thereof. In the event of a temporary taking of less than all or substantially all of the Premises, Lessee shall not diminish Landlord’s award, be entitled to make a separate claim against the condemning authority (but not Landlord) for such compensation as may be separately awarded or recoverable by Tenant for moving expenses receive and damage to Tenant’s trade fixtures, if a separate award for such items is made to Tenant. Tenant hereby waives retain any and all rights it might otherwise have pursuant to any provision of state law to terminate awards for the temporary taking and the Rent due under this Lease upon a partial Taking shall be not be abated during the period of the Premises or the Projectsuch temporary taking.

Condemnation. If Either party may terminate this Lease if the whole or any material part of the Premises shall be taken or the Project is taken condemned for any public or quasi-public use under governmental lawLaw, ordinance, by eminent domain or regulation, or by right of eminent domain, or by private purchase in lieu thereof (a “Taking” or “Taken”). Landlord shall also have the right to terminate this Lease if there is a Taking of any portion of the Building, and Property or Project which would leave the Taking would remainder of the Building or the Project unsuitable for use as an office building or an office project in Landlord’s reasonable judgmenta manner comparable to the use of the Building or the Project prior to the Taking. In order to exercise its right to terminate the Lease, either prevent Landlord or materially interfere with Tenant’s use , as the case may be, must provide written notice of termination to the other within 45 days after the terminating party first receives notice of the Taking. Any such termination shall be effective as of the date the physical taking of the Premises or materially interfere with or impair Landlord’s ownership or operation the portion of the ProjectBuilding, then upon written notice by Landlord this Lease shall terminate and Rent shall be apportioned as of said dateProperty or Project occurs. If part of the Premises shall be Taken, and this Lease is not terminated as provided aboveterminated, Landlord shall promptly restore the Premises and the Project as nearly as is commercially reasonable under the circumstances to their condition prior to such partial Taking and the rentable square footage of the Building, the rentable square footage of the Premises, the Building’s allocable percentage of the Project and Tenant’s Share shall, if applicable, be appropriately adjusted. In addition, Rent for any portion of Operating Expenses and the Rent payable hereunder Premises taken or condemned shall be abated during the unexpired Term of this Lease effective when the physical taking of the portion of the Premises occurs. All compensation awarded for a Taking, or sale proceeds, shall be reduced to such extent as may be fair and reasonable under the circumstances. Upon property of Landlord, any such Taking, Landlord shall be entitled right to receive the entire price compensation or award from any such Taking without any payment to proceeds being expressly waived by Tenant. However, and Tenant hereby assigns to Landlord Tenant’s interest, if any, in such award. Tenant shall have the right, to the extent that same shall not diminish Landlord’s award, to make may file a separate claim against the condemning authority (but not Landlord) at its sole cost and expense for such compensation as may be separately awarded or recoverable by Tenant for moving expenses and damage to Tenant’s trade fixturesProperty and Tenant’s reasonable relocation expenses, if a separate provided the filing of the claim does not diminish the award for such items is made to Tenantwhich would otherwise be receivable by Landlord. Tenant hereby waives any and all rights it might otherwise have pursuant to any provision of state law to terminate this Lease upon a partial Taking Section 1265.130 of the Premises California Code of Civil Procedure, or the Projectany similar or successor Laws.

Condemnation. If the whole all or any a material part portion of the Premises or the Project is taken for by any public or quasi-public use under governmental law, ordinance, or regulation, or lawful authority by exercise of the right of eminent domain, domain (including any portion of the Premises which substantially interferes with Tenant’s ingress to or by private purchase in lieu thereof (a “Taking” or “Taken”), egress from the Premises) and the Taking would in Landlord’s reasonable judgment, either prevent or cannot be restored so as not to materially interfere with Tenant’s use of the Premises, or sold under threat of a taking, either Tenant or Landlord may terminate this Lease effective as of the earlier of (i) the date possession is required to be surrendered to the authority, or (ii) the date actual possession is delivered to the authority. In addition, in the event (i) title to a portion of the Premises is taken or sold under threat of a taking and (ii) Landlord elects to restore the Premises in such a way as to alter the Premises materially or in such a way as to materially interfere with or impair LandlordTenant’s ownership or operation use of the ProjectPremises, Tenant may terminate this Lease, by written notice to Landlord, effective on the date of vesting of title. If Tenant has not elected to terminate this Lease as provided above, then upon written notice by Landlord this Lease shall terminate promptly, after receipt of the condemnation award, proceed to restore the Premises to substantially its condition prior to the taking, and Rent a proportionate allowance shall be apportioned as of said date. If made to Tenant for the rent corresponding to the time during which, and to the part of the Premises shall be Takenof which, and this Lease or access or reasonable use of which, Tenant is not terminated as provided above, Landlord shall promptly restore the Premises and the Project as nearly as is commercially reasonable under the circumstances to their condition prior to such partial Taking and the rentable square footage deprived on account of the Building, taking and restoration. In the rentable square footage event of the Premises, Tenant’s Share of Operating Expenses and the Rent payable hereunder during the unexpired Term shall be reduced to such extent as may be fair and reasonable under the circumstances. Upon any such Takinga taking, Landlord shall be entitled to receive the entire price or amount of any award from any such Taking without any payment to Tenant, and Tenant hereby assigns to Landlord Tenant’s interest, if any, in such award. Tenant shall have the right, to the extent that same shall not diminish for Landlord’s awardinterest in the Premises. Notwithstanding the foregoing sentence, to make Tenant may assert a separate claim against the condemning authority (taking authority, but not against Landlord) , for such compensation as may be separately awarded or recoverable by Tenant for moving expenses and damage to the taking of Tenant’s trade fixturesleasehold interest, if a separate award options, personal property, fixtures and any other rights of property of Tenant, or for such items is made to Tenant. Tenant hereby waives any and all rights it might otherwise have pursuant to any provision of state law to terminate this Lease upon a partial Taking of relocation or business interruption expenses recoverable from the Premises or the Projecttaking authority.

Condemnation. If the whole or any material part of the Premises or the Project is taken for any public or quasi-public use under any governmental law, ordinance, or regulation, or by right of eminent domain, or by private purchase in lieu thereof (a “Taking” "TAKING" or “Taken”"TAKEN"), and the Taking would would, in Landlord’s reasonable Tenant's judgment, either prevent or materially interfere with Tenant’s 's use of the Premises or for the Permitted Use or, in Landlord's judgment, materially interfere with or impair Landlord’s 's ownership or operation of the Project, then upon written notice Notice by Landlord either party to the other party this Lease shall terminate and Rent shall be apportioned as of said date. If part of the Premises shall be Taken, and this Lease is not terminated as provided above, Landlord shall promptly restore the Premises and the Project as nearly as is commercially reasonable under the circumstances to their condition prior to such partial Taking and the rentable square footage of the Building, the rentable square footage of the Premises, Tenant’s Share of Operating Expenses taking and the Rent payable hereunder during the unexpired portion of the Term or any Term Extension shall be reduced to such extent as may be fair and reasonable under the circumstances. Upon any such Taking, Landlord shall be entitled to receive the entire price or award from any such Taking without any payment to Tenant, and Tenant hereby assigns to Landlord Tenant’s 's interest, if any, in such award. Tenant shall have the right, to the extent that same shall not diminish Landlord’s 's award, to make a separate claim against the condemning authority (but not Landlord) for such compensation as may be separately awarded or recoverable by Tenant for moving expenses and damage to Tenant’s trade fixtures's Trade Fixtures, if a separate award for such items is made to Tenant. Tenant hereby waives any and all rights it might otherwise have pursuant to any provision of state law to terminate this Lease upon a partial Taking of the Premises or the Project.

Condemnation. If the whole Leased Premises shall be taken or condemned (or conveyed in lieu of any material part of the Premises such taking or the Project is taken condemnation) for any public purpose or quasi-public use under governmental lawaccess thereto shall be so taken to such an extent as to render the Leased Premises untenantable, ordinancethis Lease, at the option of either Landlord or regulationTenant, shall terminate effective as of the date upon which possession of the Leased Premises is taken by such authority, and all rent accrued to the time of such termination shall be paid by Tenant to Landlord. In the event of any such taking or by right of eminent domain, condemnation (or by private purchase conveyance in lieu thereof thereof) of twenty-five percent (a “Taking” 25%) or “Taken”), and the Taking would in Landlord’s reasonable judgment, either prevent or materially interfere with Tenant’s use more of the Premises or materially interfere with or impair Landlord’s ownership or operation of the Project, then upon written notice by Landlord this Lease shall terminate and Rent shall be apportioned as of said date. If part of the Premises shall be Taken, and this Lease is not terminated as provided above, Landlord shall promptly restore the Premises and the Project as nearly as is commercially reasonable under the circumstances to their condition prior to such partial Taking and the rentable square footage of the Building, the rentable square footage Landlord may elect to terminate this Lease effective as of the date upon which possession to such portion of the Building is taken, and all rent accrued to the time of such termination shall be paid by Tenant to Landlord. All proceeds of any taking, condemnation or conveyance in lieu thereof of the Leased Premises, Tenant’s Share of Operating Expenses the Building or any part thereof shall belong to and the Rent payable hereunder during the unexpired Term shall be reduced paid to such extent as may be fair and reasonable under the circumstances. Upon any such TakingLandlord; provided, Landlord however, Tenant shall be entitled to claim, prove and receive the entire price or award from any in a condemnation proceeding such Taking without any payment to Tenant, and Tenant hereby assigns to Landlord Tenant’s interest, if any, in such award. Tenant shall have the right, to the extent that same shall not diminish Landlord’s award, to make a separate claim against the condemning authority (but not Landlord) for such compensation awards as may be allowed for damages to or the taking of fixtures, equipment and other personal property installed by it which it is herein permitted to remove from the Leased Premises at the end of the Lease Term, but only such awards as shall be separately awarded in addition to (and not out of or recoverable by Tenant for moving expenses and damage to Tenant’s trade fixtures, if a separate in diminishment of) the award for such items is made to Tenant. Tenant hereby waives any and all rights it might otherwise have pursuant to any provision of state law to terminate this Lease upon a partial Taking of the Premises or the ProjectLandlord.

Condemnation. If the whole or any material part of the Premises or the Project is taken for any public or quasi-public use under governmental law, ordinance, or regulation, or by right of eminent domain, or by private purchase in lieu thereof (a “Taking” or “Taken”), and the Taking would in Landlord’s reasonable judgment, either prevent or materially interfere with Tenant’s use of the Premises or materially interfere with or impair Landlord’s ownership or operation of the Project, then upon written notice by Landlord from either party to the other party this Lease shall terminate and Rent shall be apportioned as of said date. If part of the Premises shall be Taken, and this Lease is not terminated as provided above, Landlord shall promptly restore the Premises and the Project as nearly as is commercially reasonable under the circumstances to their condition prior to such partial Taking and the rentable square footage of the Building, the rentable square footage of the Premises, Tenant’s Share of Operating Expenses and the Rent payable hereunder during the unexpired Term shall be reduced to such extent as may be fair and reasonable under the circumstances. Upon any such Taking, Landlord shall be entitled to receive the entire price or award from any such Taking without any payment to Tenant, and Tenant hereby assigns to Landlord Tenant’s interest, if any, in such award. Tenant shall have the right, to the extent that same shall not diminish Landlord’s award, to make a separate claim against the condemning authority (but not Landlord) for such compensation as may be separately awarded or recoverable by Tenant for moving expenses and damage to Tenant’s trade fixtures, if a separate award for such items is made to Tenant. Tenant hereby waives any and all rights it might otherwise have pursuant to any provision of state law to terminate this Lease upon a partial Taking of the Premises or the Project.

Condemnation. 24.1. If the whole or any material a substantial part of the Premises or the Project Centerpointe I Building is taken or condemned for any a public or quasi-public use under governmental law, ordinance, or regulation, any statute or by right of eminent domaindomain by any competent authority or sold in lieu of such taking or condemnation, such that in the opinion of Landlord the Centerpointe I Building is not economically operable as before without substantial alteration or by private reconstruction, this Lease shall automatically terminate on the date that the right to possession shall vest in the condemning authority (the "Taking Date"), with Rent being adjusted to said Taking Date, and Tenant shall have no claim against Landlord for the value of any unexpired term of this Lease. Tenant shall have no claim against Landlord and no claim or right to any portion of any amount that may be awarded as damages or paid as a result of any taking, condemnation or purchase in lieu thereof (a “Taking” or “Taken”)thereof, and the Taking would in Landlord’s reasonable judgment, either prevent or materially interfere with Tenant’s use of the Premises or materially interfere with or impair Landlord’s ownership or operation of the Project, then upon written notice by Landlord this Lease shall terminate and Rent shall be apportioned as of said date. If part of the Premises shall be Taken, and this Lease is not terminated as provided above, Landlord shall promptly restore the Premises and the Project as nearly as is commercially reasonable under the circumstances to their condition prior to such partial Taking and the rentable square footage of the Building, the rentable square footage of the Premises, Tenant’s Share of Operating Expenses and the Rent payable hereunder during the unexpired Term shall be reduced to such extent as may be fair and reasonable under the circumstances. Upon any such Taking, Landlord shall be entitled to receive the entire price or award from any such Taking without any payment to Tenant, and Tenant hereby assigns to Landlord Tenant’s interestexcept for moving expenses, if any, in such award. Tenant shall have the right, which may be separately awarded to tenants under Virginia or federal law to the extent that same shall such award does not diminish Landlord’s award, reduce the amount to make a separate claim against the condemning authority (but not Landlord) for such compensation as may be separately awarded or recoverable paid to Landlord; all other rights of Tenant to any award are hereby assigned by Tenant for moving expenses and damage to Tenant’s trade fixtures, if Landlord. If the whole or a separate award for such items is made to Tenant. Tenant hereby waives any and all rights it might otherwise have pursuant to any provision of state law to terminate this Lease upon a partial Taking substantial part of the Centerpointe II Premises is taken or condemned for a public or quasi-public use under any statute or by right of eminent domain by any competent authority or sold in lieu of such taking or condemnation, such occurrence shall be treated as though a casualty had occurred to the ProjectCenterpointe II Premises and Landlord had elected not to rebuild or restore the Centerpointe II Premises, as described in Article 22.1 above.

Condemnation. If the whole or any material part of the Premises or the Project is taken for any public or quasi-public use under governmental law, ordinance, or regulation, or by right of eminent domain, or by private purchase in lieu thereof (a “Taking” or “Taken”), and the Taking would in Landlord’s reasonable judgment, either prevent or materially interfere with Tenant’s use of the Premises or materially interfere with or impair Landlord’s ownership or operation of the Project, then upon written notice by either Landlord or Tenant this Lease shall terminate and Rent shall be apportioned as of said date. If part of the Premises shall be Taken, and this Lease is not terminated as provided above, Landlord shall promptly restore the Premises and the Project as nearly as is commercially reasonable under the circumstances to their condition prior to such partial Taking and the rentable square footage of the Building, the rentable square footage of the Premises, Tenant’s Share of Operating Expenses and the Rent payable hereunder during the unexpired Term shall be reduced to such extent as may be fair and reasonable under the circumstances. Upon any such Taking, Landlord shall be entitled to receive the entire price or award from any such Taking without any payment to Tenant, and Tenant hereby assigns to Landlord Tenant’s interest, if any, in such award. Tenant shall have the right, to the extent that same shall not diminish Landlord’s award, to make a separate claim against the condemning authority (but not Landlord) for such compensation as may be separately awarded or recoverable by Tenant for moving expenses and damage to Tenant’s trade fixtures, if a separate award for such items is made to Tenant. Tenant hereby waives any and all rights it might otherwise have pursuant to any provision of state law to terminate this Lease upon a partial Taking of the Premises or the Project.

Condemnation. If the whole or any material part of the Premises or the Project is shall be taken for any public or quasi-public use use, under governmental law, ordinance, or regulation, any statute or by right of eminent domain, domain or by private purchase in lieu thereof (a “Taking” or “Taken”)thereof, and only a part thereof remains which is susceptible of occupation hereunder, this Lease shall, as to the Taking would in Landlord’s reasonable judgmentpart so taken, either prevent or materially interfere with Tenant’s use terminate as of the Premises day before title vests in the condemnor or materially interfere with or impair Landlord’s ownership or operation purchaser ("Vesting Date") and Base Monthly Rent payable hereunder shall be adjusted so that Tenant is required to pay for the remainder of the Project, then upon written notice by Landlord this Lease shall terminate and Term only such portion of Base Monthly Rent shall be apportioned as of said date. If part the value of the part remaining after such taking bears to the value of the entire Premises shall be Taken, and this Lease is not terminated as provided above, Landlord shall promptly restore the Premises and the Project as nearly as is commercially reasonable under the circumstances to their condition prior to such taking. Further, in the event of any such partial Taking and the taking of any rentable square footage of the Building, Premises that could reasonably be expected to have a material adverse effect on the rentable square footage intended use of the PremisesPremises by Tenant, Tenant’s Share either Party shall have the option to terminate this Lease as of Operating Expenses and the Rent payable hereunder during Vesting Date. If all of the unexpired Term Premises or such part thereof be taken so that there does not remain a portion susceptible for occupation hereunder, this Lease shall terminate on the Vesting Date. If part or all of the Premises be reduced taken, all compensation awarded upon such taking shall go to such extent as may be fair and reasonable under the circumstances. Upon any such Taking, Landlord shall be entitled to receive the entire price or award from any such Taking without any payment to TenantLandlord, and Tenant hereby assigns to Landlord Tenant’s interest, if any, in such award. Tenant shall have the rightno claim thereto; except Landlord shall cooperate with Tenant, without cost to Landlord, to the extent that same shall not diminish Landlord’s awardrecover compensation for damage to or taking of any Alterations, to make a separate claim against the condemning authority (but not Landlord) Tenant Improvements paid for such compensation as may be separately awarded or recoverable by Tenant from sources other than the Work Allowance, or for Tenant's moving expenses and damage to Tenant’s trade fixtures, if a separate award for such items is made to Tenantcosts. Tenant hereby waives the provisions of California Code of Civil Procedures Section 1265.130 and any other similarly enacted statue, and all rights it might otherwise have pursuant to any provision the provisions of state law to terminate this Lease upon Section 16 shall govern in the case of a partial Taking of the Premises or the Projecttaking.

Condemnation. If (a) substantially all of the whole or any material improvements constituting a part of the Premises Premises, or (b) all of the access points to the Site or the Project Premises, or (c) all but one access point to the Site (unless alternate access to the Site is provided to Tenant so at least two (2) Site access points exist at all times), or (d) a substantial portion of the truck parking spaces within the Site should be taken for any public or quasi-public use under governmental law, ordinance, or regulation, or by right of eminent domain, or by private purchase in lieu thereof (a “Taking” or “Taken”), and the Taking would in Landlord’s reasonable judgment, either prevent or materially interfere with the reasonable economic use of the Premises by Tenant for the Permitted Use or in Landlord’s reasonable judgment would materially interfere with or impair its ownership of the Premises, and in the case of taking access points or truck parking spaces such that Tenant’s use of the Premises or is not materially interfere with or impair Landlord’s ownership or operation of the Projectand adversely effected, then either party upon written notice by Landlord to the other party, may terminate this Lease shall terminate and Rent shall be apportioned as of said date. If part of the Premises shall be Taken, and this Lease is not terminated as provided above, Landlord then Rent shall promptly restore be abated on a reasonable basis as to that portion of the Premises and rendered untenantable by the Project as nearly as is commercially reasonable under Taking. In the circumstances to their condition prior to such partial Taking and the rentable square footage event of the Building, the rentable square footage of the Premises, Tenant’s Share of Operating Expenses and the Rent payable hereunder during the unexpired Term shall be reduced to such extent as may be fair and reasonable under the circumstances. Upon any such Taking, Landlord shall be entitled to receive the entire price award, compensation or award proceeds from any such Taking without any payment to Tenant, and Tenant hereby assigns to Landlord Tenant’s interest, if any, in such award. Tenant shall have the right, to the extent that same shall not diminish Landlord’s award, to make a separate claim against the condemning authority (but not Landlord) for such compensation as may be separately awarded or recoverable by Tenant for moving expenses and damage to or loss of Tenant’s trade fixtures, if a separate award for such items is made to Tenant. Tenant hereby waives any and all rights it might otherwise have pursuant to any provision of state law to terminate this Lease upon a partial Taking of the Premises or the ProjectTrade Fixtures.

Condemnation. If the whole or any material part of the Premises or the Project is condemned or taken for any public or quasi-public use under governmental lawpurpose, ordinance, or regulation, or by right of eminent domain, or by private including any purchase in lieu thereof (a “Taking” or “Taken”)of condemnation, and the Taking would in Landlord’s reasonable judgment, either prevent or materially interfere with Tenant’s use of the Premises or materially interfere with or impair Landlord’s ownership or operation of the Project, then upon written notice by Landlord this Lease shall terminate and Rent shall be apportioned as of said datethe date of taking of possession for such use or purpose. If part a portion of the Project is condemned or taken, (whether or not the Premises shall be Takenaffected), Landlord may, by notice to Tenant, terminate this Lease as of the date of the taking of possession. If Landlord does not terminate this Lease, and this Lease is not terminated as provided above, Landlord shall promptly restore if the Premises and taking results in a reduction in the Project as nearly as is commercially reasonable under the circumstances to their condition prior to such partial Taking and the rentable square footage of the Building, the rentable square footage of the Premises, Tenant’s Share of Operating Expenses and then the Base Rent payable hereunder during the unexpired Term shall be reduced pro-rata, and Landlord shall perform any necessary repairs to such extent as may be fair and reasonable under restore the circumstancesBuilding to a complete unit. Upon any such Taking, Landlord shall be entitled to receive the entire price or award from in any such Taking without condemnation proceeding, including any payment award for the value of any unexpired term of this Lease, and shall have the exclusive authority to Tenantsettle the condemnation proceeding, and the exclusive discretion to grant “possession and use” to the condemning authority, and Tenant hereby assigns to Landlord Tenant’s interest, if any, in such award. Tenant shall have no claim against Landlord or against the rightproceeds of the condemnation, to the extent provided, however, that same Landlord shall not diminish Landlord’s award, be entitled to make a separate claim against any moneys paid to Tenant by the condemning authority (but not Landlord) for such compensation as may be separately awarded or recoverable by Tenant condemnor for moving expenses and damage business losses pursuant to Tenant’s trade fixturesapplicable relocation statutes. Notwithstanding the provisions of this Section to the contrary, Tenant may, if so allowed by laws then if effect, seek a separate award from any condemning authority for such items is made to Tenant. moving or relocation expenses or for good will, it being understood and agreed that nothing herein shall be construed as granting Tenant hereby waives any and all rights it might otherwise have pursuant to any provision portion of state law to terminate this Lease upon any proceeds received by Landlord as a partial Taking result of the Premises or the Projectany condemnation proceedings.

Condemnation. If the whole or any material part of the Premises premises shall be taken or the Project is taken condemned for any a public or quasi-public use under governmental lawuse, ordinanceand a part remains which is susceptible of occupation, or regulationthis Lease shall, or by right as to the part so taken, terminate as of eminent domain, or by private purchase the date title shall vest in lieu thereof (a “Taking” or “Taken”)the condemnor, and the Taking would in Landlord’s reasonable judgment, either prevent or materially interfere with Tenant’s use rent payable hereunder shall be adjusted so that the Tenant shall be required to pay for the remainder of the Premises or materially interfere with or impair Landlord’s ownership or operation Lease term only such portion of such rent as the Project, then upon written notice by Landlord this Lease shall terminate and Rent shall be apportioned as number of said date. If square feet in the part remaining after the condemnation bears to the number of square feet in the Premises shall be Taken, and this Lease is not terminated as provided aboveentire leased premises at the date of condemnation; but in such event, Landlord shall promptly restore the Premises and the Project as nearly as is commercially reasonable under the circumstances to their condition prior to such partial Taking and the rentable square footage of the Building, the rentable square footage of the Premises, Tenant’s Share of Operating Expenses and the Rent payable hereunder during the unexpired Term shall be reduced to such extent as may be fair and reasonable under the circumstances. Upon any such Taking, Landlord shall be entitled to receive the entire price or award from any such Taking without any payment to Tenant, and Tenant hereby assigns to Landlord Tenant’s interest, if any, in such award. Tenant shall have the right, to the extent that same shall not diminish Landlord’s award, to make a separate claim against the condemning authority (but not Landlord) for such compensation as may be separately awarded or recoverable by Tenant for moving expenses and damage to Tenant’s trade fixtures, if a separate award for such items is made to Tenant. Tenant hereby waives any and all rights it might otherwise have pursuant to any provision of state law option to terminate this Lease upon a partial Taking as of the Premises date when title to the part so condemned vests in the condemnor. If all the leased premises, or such part thereof must be taken or condemned so that there does not remain a portion susceptible for occupation, this Lease shall terminate. If a part or all of the premises be taken or condemned, all compensation awarded upon such condemnation or taking shall go to the Landlord and the Tenant shall have no claim to such. Tenant hereby expressly waives, relinquishes and releases to Landlord any claim for damages or other compensation to which Tenant might otherwise be entitled because of any such taking or limitation of the leasehold estate hereby created and irrevocably assigns and transfers to the Landlord any right to compensation or damages to which the Tenant may be entitled by reason of the condemnation of all or a part of the premises or the Projectleasehold estate.

Condemnation. If the whole entire Project or Premises are taken by right of eminent domain or conveyed by Landlord in lieu thereof (a "Taking"), this Lease shall terminate as of the date of the Taking. If any material part portion, but less than all of the Premises or the Project is taken Building, become subject to a Taking and such Taking will render the Premises untenantable for any public or quasi-public use under governmental lawa period of more than one hundred eighty (180) days, ordinance, or regulation, or then Tenant may terminate this Lease as of the date of such Taking by right of eminent domain, or by private purchase in lieu thereof giving written notice to Landlord within thirty (a “30) days after the Taking” or “Taken”), and the Taking would in Landlord’s reasonable judgment, either prevent all Rent paid or materially interfere with Tenant’s use payable hereunder shall be apportioned between Landlord and Tenant as of the Premises or materially interfere with or impair Landlord’s ownership or operation date of such Taking. If any material portion, but less than all, of the Project, Building or the Premises becomes subject to a Taking, or if Landlord is required to pay any of the proceeds received for a Taking to any Holder of any Security Instrument, then upon Landlord may terminate this Lease by delivering written notice by Landlord this Lease shall terminate thereof to Tenant within thirty (30) days after such Taking, and all Rent paid or payable hereunder shall be apportioned between Landlord and Tenant as of said datethe date of such Taking. If part of the Premises shall be Taken, and this Lease is not terminated as provided aboveso terminated, then Base Rent thereafter payable hereunder shall be abated for the duration of the Taking in proportion to that portion of the Premises rendered untenantable by such Taking. If any Taking occurs, then Landlord shall promptly restore the Premises and the Project as nearly as is commercially reasonable under the circumstances to their condition prior to such partial Taking and the rentable square footage of the Building, the rentable square footage of the Premises, Tenant’s Share of Operating Expenses and the Rent payable hereunder during the unexpired Term shall be reduced to such extent as may be fair and reasonable under the circumstances. Upon any such Taking, Landlord shall be entitled to receive the entire price award or award from any such Taking without any payment to Tenantother compensation for the land on which the Project is situated, the Project, and other improvements taken, and Tenant hereby assigns to Landlord Tenant’s interest, if any, in such award. Tenant shall have the right, may separately pursue a claim (to the extent that same shall it will not diminish reduce Landlord’s 's award, to make a separate claim against the condemning authority (but not Landlord) for such compensation as may be separately awarded or recoverable by Tenant for moving expenses and damage to Tenant’s trade fixtures, if a separate award for such items is made to Tenant. Tenant hereby waives any and all rights it might otherwise have pursuant to any provision of state law to terminate this Lease upon a partial Taking of the Premises or the Project).

Condemnation. If the whole or any material part of the Premises or the Project is shall be taken for any public or quasi-public use use, under governmental law, ordinance, or regulation, any statute or by right of eminent domain, domain or by private purchase in lieu thereof (a “Taking” or “Taken”)thereof, and only a part thereof remains which is susceptible of occupation hereunder, this Lease shall, as to the Taking would part so taken, terminate as of the day before title vests in the condemnor or purchaser (“Vesting Date”) and Base Monthly Rent payable hereunder shall be adjusted so that Tenant is required to pay for the remainder of the Lease Term only such portion of Base Monthly Rent as the value of the part remaining after such taking bears to the value of the entire Premises prior to such taking, as reasonably determined by Landlord’s reasonable judgment. Further, either prevent or materially interfere with Tenant’s use in the event of such partial taking, Landlord shall have the option to terminate this Lease as of the Vesting Date. If all of the Premises or materially interfere such part thereof be taken so that there does not remain a portion susceptible for occupation hereunder, this Lease shall terminate on the Vesting Date. If part or all of the Premises be taken, all compensation awarded upon such taking shall go to Landlord, and Tenant shall have no claim thereto; except Landlord shall cooperate with Tenant, without cost to Landlord, to recover compensation for the unamortized cost of any Alterations paid for by Tenant and not paid or impair Landlordreimbursed through the Work Allowance, or for Tenant’s ownership or operation moving costs. If there is a taking of any parking areas within the Project, and substitute parking cannot be provided within the Project by means of restriping the remaining existing parking areas within the Project, then upon written notice by Landlord the parking allocated to Tenant under this Lease shall terminate and Rent shall be apportioned as of said date. If part of the Premises shall be Taken, and this Lease is not terminated as provided above, Landlord shall promptly restore the Premises and the Project as nearly as is commercially reasonable under the circumstances to their condition prior to such partial Taking and the rentable square footage of the Building, the rentable square footage of the Premises, Tenant’s Share of Operating Expenses and the Rent payable hereunder during the unexpired Term shall be reduced to such extent as may be fair and reasonable under the circumstances. Upon any such Taking, Landlord shall be entitled to receive the entire price or award from any such Taking without any payment to Tenant, and Tenant hereby assigns to Landlord Tenant’s interest, if any, in such award. Tenant shall have the right, to the extent that same shall not diminish Landlord’s award, to make a separate claim against the condemning authority (but not Landlord) for such compensation as may be separately awarded or recoverable by Tenant for moving expenses and damage to Tenant’s trade fixtures, if a separate award for such items is made to Tenantproportionately reduced. Tenant hereby waives the provisions of California Code of Civil Procedures Section 1265.130 and any similar Law now or hereafter in effect, and all rights it might otherwise have pursuant to any provision the provisions of state law to terminate this Lease upon Section 17 shall govern in the case of a partial Taking of the Premises or the Projecttaking.

Condemnation. If the whole or any material part of the Premises or the Project is taken for any public or quasi-public use under governmental law, ordinance, or regulation, or by right of eminent domain, or by private purchase in lieu thereof (a “Taking” or “Taken”), and the Taking would in Landlord’s reasonable judgment, either prevent or materially interfere with Tenant’s use of the Premises or materially interfere with or impair Landlord’s ownership or operation of the Project, then upon written notice by Landlord this Lease shall terminate and Rent shall be apportioned as of said date. If part of the Premises shall be Taken, and this Lease is not terminated as provided above, Landlord shall promptly restore the Premises and the Project as nearly as is commercially reasonable under the circumstances to their condition prior to such partial Taking and the rentable square footage of the Building, the rentable square footage of the Premises, TenantXxxxxx’s Share of Operating Expenses and the Rent payable hereunder during the unexpired Term shall be reduced to such extent as may be fair and reasonable under the circumstances. Upon any such Taking, Landlord shall be entitled to receive the entire price or award from any such Taking without any payment to Tenant, and Tenant hereby assigns to Landlord Tenant’s interest, if any, in such award. Tenant shall have the right, to the extent that same shall not diminish Landlord’s award, to make a separate claim against the condemning authority (but not Landlord) for such compensation as may be separately awarded or recoverable by Tenant for moving expenses and damage to Tenant’s trade fixtures, if a separate award for such items is made to Tenant. Tenant hereby waives any and all rights it might otherwise have pursuant to any provision of state law to terminate this Lease upon a partial Taking of the Premises or the Project.

Condemnation. If the whole or any material part of the Premises Premises, the Building or the Project is taken for any public or quasi-public use under governmental law, ordinance, or regulation, or by right of eminent domain, or by private purchase in lieu thereof (a “Taking” or “Taken”), and the Taking would in Landlord’s reasonable judgment, either prevent or materially interfere with Tenant’s use of the Premises or materially interfere with or impair Landlord’s ownership or operation of the Building or Project, then upon written notice by Landlord this Lease shall terminate and Rent shall be apportioned as of said date. If part of the Premises shall be Taken, and this Lease is not terminated as provided above, Landlord shall promptly restore the Premises and the Project as nearly as is commercially reasonable under the circumstances to their condition prior to such partial Taking and the rentable square footage of the Building, the rentable square footage of the Premises, Tenant’s Share of Operating Expenses and the Rent payable hereunder during the unexpired Term shall be reduced to such extent as may be fair and reasonable under the circumstances. Upon any such Taking, Landlord shall be entitled to receive the entire price or award from any such Taking without any payment to Tenant, and Tenant hereby assigns to Landlord Tenant’s interest, if any, in such award. Tenant shall have the right, to the extent that same shall not diminish Landlord’s award, to make a separate claim against the condemning authority (but not Landlord) for such compensation as may be separately awarded or recoverable by Tenant for moving expenses and damage to Tenant’s trade fixtures, if a separate award for such items is made to Tenant. Tenant hereby waives any and all rights it might otherwise have pursuant to any provision of state law to terminate this Lease upon a partial Taking of the Premises or the Project.

Condemnation. If the whole or any material part substantially the whole of the Premises Building or the Project is Leased Premises should be taken for any public or quasi-public use under governmental lawuse, ordinance, or regulation, or by right of eminent domain, domain or by private purchase otherwise or should be sold in lieu thereof (a “Taking” or “Taken”)of condemnation, and the Taking would in Landlord’s reasonable judgment, either prevent or materially interfere with Tenant’s use then this Lease Agreement shall terminate as of the Premises or materially interfere with or impair Landlord’s ownership or operation date when physical possession of the ProjectBuilding or the Leased Premises is taken by the condemning authority. If less than the whole or substantially the whole of the Building or the Leased Premises is thus taken or sold, then upon Tenant (whether or not the Leased Premises are affected thereby) may terminate this Lease Agreement by giving written notice by Landlord thereof to Landlord, in which event this Lease Agreement shall terminate and Rent as of the date when physical possession of such portion of the Building or Leased Premises is taken by the condemning authority. If this Lease Agreement is not so terminated upon any such partial taking or sale, the rent payable hereunder shall be apportioned as of said date. If part diminished by an equitable amount based on the portion of the Leased Premises shall be Taken, and this Lease is not terminated as provided above, Landlord shall promptly restore the Premises and the Project as nearly as is commercially reasonable under the circumstances to their condition prior to such partial Taking and the rentable square footage of the Building, the rentable square footage of the Premises, Tenant’s Share of Operating Expenses and the Rent payable hereunder during the unexpired Term shall be reduced to such extent as may be fair and reasonable under the circumstances. Upon any such Taking, Landlord shall be entitled to receive the entire price or award from any such Taking without any payment to Tenant, and Tenant hereby assigns to Landlord Tenant’s interesttaken, if any, in such award. Tenant shall have the rightand Landlord shall, to the extent that same Landlord deems feasible, restore the Building and the Leased Premises to substantially their former condition, but in no event shall not diminish Landlord’s award, Landlord be required to make a separate claim against the condemning authority (but not Landlord) spend for such work an amount in excess of the amount received by Landlord as compensation as may be separately awarded or recoverable by Tenant for moving expenses and damage to Tenant’s trade fixtures, if a separate award for such items is made to Tenantdamage. Tenant hereby waives any and all rights it might otherwise have pursuant to If this Lease should be terminated under any provision of state law this Section, Rent shall be payable up to terminate this Lease upon a partial Taking of the Premises or date that possession is taken by the Projecttaking authority, and Landlord will refund to Tenant any prepaid, un accrued Rent less any sum then owing by Tenant to Landlord.

Condemnation. If the whole or any material part of the Premises or the Project is taken for any public or quasi-public use under governmental law, ordinance, or regulation, or by right of eminent domain, or by private purchase in lieu thereof (a “Taking” or “Taken”), and the Taking would in Landlord’s reasonable judgment, either prevent or materially interfere with Tenant’s use of the Premises or materially interfere with or impair Landlord’s ownership or operation of the ProjectPremises, then upon written notice by Landlord either party to the other, this Lease shall terminate and Rent shall be apportioned as of said date. If part of the Premises shall be Taken, and this Lease is not terminated as provided above, Landlord shall promptly restore the Premises and the Project as nearly as is commercially reasonable under the circumstances to their condition prior to such partial Taking and the rentable square footage of the Building, the rentable square footage of the Premises, Tenant’s Share of Operating Expenses and the Rent payable hereunder during the unexpired Term shall be reduced in proportion to such extent as may be fair and reasonable under the circumstancesrentable area of the Premises so Taken. Upon any such Taking, Landlord shall be entitled to receive the entire price or award from any such Taking without any payment to Tenant, and Tenant hereby assigns to Landlord Tenant’s interest, if any, in such award. Tenant shall have the right, to the extent that same shall not diminish Landlord’s award, to make a separate claim against the condemning authority (but not Landlord) for such compensation as may be separately awarded or recoverable by Tenant for moving expenses and damage to Tenant’s improvements and trade fixtures, if a separate award for such items is made to Tenant. Tenant hereby waives any and all rights it might otherwise have pursuant to any provision of state law to terminate this Lease upon a partial Taking of the Premises or the ProjectPremises.

Condemnation. If the whole or any material part of the Premises or the Project is premises shall be taken for any public or quasi-public use under governmental law, ordinance, or regulation, or by right of eminent domaindomain with or without litigation, or transferred by private purchase agreement in lieu connection with such public or quasi-public use, this lease, as to the part so taken or condemned or transferred, shall terminate as of the date possession thereof (a “Taking” or “Taken”), shall vest in the condemnor and the Taking would Basic Rent payable hereunder shall be adjusted so that Lessee shall be required to pay for the remainder of the term only such portion of the minimum rent as the area in Landlord’s reasonable the part remaining after the taking or condemnation bears to the area of the entire premises as of the date possession thereof vests in the condemnor. In the event of such taking of condemnation by judgment, either prevent verdict or materially interfere with Tenant’s use of agreement, Lessor shall have the Premises or materially interfere with or impair Landlord’s ownership or operation of the Project, then upon written notice by Landlord option to terminate this Lease shall terminate and Rent shall be apportioned lease as of said date, or if all of the premises shall be so taken or condemned or such part thereof be so taken or condemned so that there does not remain a portion susceptible of occupation hereunder, this lease shall thereupon terminate. If All compensation awarded upon such condemnation or taking shall go to Lessor and Lessee shall have no claims thereto and Lessee hereby irrevocably assigns and transfers to Lessor any right to compensation or damages to which Lessor may become entitled during the term hereof by reason of the condemnation of all or a part of the Premises premises. If Lessee’s leasehold interest in the premises or any part thereof shall be Taken, and this Lease is not terminated as provided above, Landlord shall promptly restore the Premises and the Project as nearly as is commercially reasonable under the circumstances to their condition prior to such partial Taking and the rentable square footage taken by condemnation without a taking of the Buildingfee this lease shall not terminate and Lessee shall continue to pay in full the rent provided for herein, in the rentable square footage manner and at the times herein specified and, except only to the extent that Lessee is prevented from so doing by reason of any order of the Premisescondemning authority, Tenant’s Share Lessee shall continue to perform and observe all of Operating Expenses the other covenants, agreements, terms and provisions of this lease as though such taking had not occurred. In the Rent payable hereunder during the unexpired Term shall be reduced to such extent as may be fair and reasonable under the circumstances. Upon event of any such Takingtaking, Landlord Lessee shall be entitled to receive the entire price amount paid by the governmental authority with respect to governmental occupancy during the term of this lease (whether paid by the authority as damages, rent or award from otherwise), Lessor’s right to damages being limited to its reversion and in the event any such Taking without governmental occupancy extends beyond the date of termination of this lease, all such amounts paid by the governmental authority shall be prorated as of the date of termination of the lease. Lessee covenants that at the termination of any payment to Tenant, and Tenant hereby assigns to Landlord Tenant’s interest, if any, in such award. Tenant shall have the right, limited or specified period prior to the extent that same shall not diminish Landlord’s awardexpiration of this lease, to make a separate claim against Lessee will, at its sole cost and expense, restore the condemning authority (but not Landlord) for such compensation premises and improvements thereon as nearly as may be separately awarded or recoverable by Tenant for moving expenses and damage reasonably possible to Tenant’s trade fixtures, if a separate award for the condition which the same were in prior to such items is made to Tenant. Tenant hereby waives any and all rights it might otherwise have pursuant to any provision of state law to terminate this Lease upon a partial Taking of the Premises or the Projecttaking.

Condemnation. If the whole or Either party may terminate this Lease if any material part of the Premises or the Project is taken or condemned for any public or quasi-public use under governmental lawLaw, ordinance, by eminent domain or regulation, or by right of eminent domain, or by private purchase in lieu thereof (a “Taking” or “Taken”), and . Landlord shall also have the right to terminate this Lease if there is a Taking of any portion of the Building or Property which would in have a material adverse effect on Landlord’s reasonable judgment, either prevent or materially interfere with Tenant’s use ability to profitably operate the remainder of the Building. Tenant may also terminate this Lease if there is a Taking of a material part of the Building such that Tenant is prevented from accessing the Premises or materially interfere with otherwise utilizing the Premises for the purposes described herein. The terminating party shall provide written notice of termination to the other party within 45 days after it first receives notice of the Taking. The termination shall be effective as of the effective date of any order granting possession to, or impair vesting legal title in, the condemning authority. If this Lease is not terminated, Base Rent and Tenant’s Pro Rata Share shall be appropriately adjusted to account for any reduction in the square footage of the Building or Premises. All compensation awarded for a Taking shall be the property of Landlord. The right to receive compensation or proceeds are expressly waived by Tenant, provided, however, Tenant may file a separate claim for Tenant’s Property and Tenant’s reasonable relocation expenses, provided the filing of the claim does not diminish the amount of Landlord’s ownership or operation of the Project, then upon written notice by Landlord this Lease shall terminate and Rent shall be apportioned as of said dateaward. If only a part of the Premises shall be Taken, is subject to a Taking and this Lease is not terminated as provided aboveterminated, Landlord shall promptly Landlord, with reasonable diligence, will restore the remaining portion of the Premises and the Project as nearly as is commercially reasonable under practicable to the circumstances to their condition immediately prior to such partial Taking and the rentable square footage of the Building, the rentable square footage of the Premises, Tenant’s Share of Operating Expenses and the Rent payable hereunder during the unexpired Term shall be reduced to such extent as may be fair and reasonable under the circumstances. Upon any such Taking, Landlord shall be entitled to receive the entire price or award from any such Taking without any payment to Tenant, and Tenant hereby assigns to Landlord Tenant’s interest, if any, in such award. Tenant shall have the right, to the extent that same shall not diminish Landlord’s award, to make a separate claim against the condemning authority (but not Landlord) for such compensation as may be separately awarded or recoverable by Tenant for moving expenses and damage to Tenant’s trade fixtures, if a separate award for such items is made to Tenant. Tenant hereby waives any and all rights it might otherwise have pursuant to any provision of state law to terminate this Lease upon a partial Taking of the Premises or the Project.

Condemnation. If a taking renders the whole or Building reasonably unsuitable for the Permitted Use, this Lease shall, at either party’s option exercised by written notice to the other within thirty (30) days after such taking, terminate as of the date title to condemned real estate vests in the condemner, the Rent herein reserved shall be apportioned and paid in full by Tenant to Landlord to such date, all Rent prepaid for period beyond that date shall forthwith be repaid by Landlord to Tenant, and neither party shall thereafter have any material part liability for any unaccrued obligations hereunder; provided, however, a condition to the exercise by Tenant of such right to terminate shall be that the portion of the Premises or the Project is taken for any public or quasi-public use under governmental lawshall be of such extent and nature as materially to handicap, ordinanceimpede, or regulation, or by right of eminent domain, or by private purchase in lieu thereof (a “Taking” or “Taken”), and the Taking would in Landlord’s reasonable judgment, either prevent or materially interfere with impair Tenant’s use of the Premises or materially interfere with or impair Landlord’s ownership or operation of the Project, then upon written notice by Landlord this Lease shall terminate and Rent shall be apportioned as of said date. If part balance of the Premises shall be Taken, and for its normal business operations. If this Lease is not terminated as provided aboveafter a condemnation, Landlord then notwithstanding anything to the contrary in this Lease, Fixed Rent and Additional Rent shall promptly restore be equitably reduced in proportion to the area of the Premises and that has been taken for the Project as nearly as is commercially reasonable under the circumstances to their condition prior to such partial Taking and the rentable square footage balance of the Building, the rentable square footage of the Premises, Tenant’s Share of Operating Expenses and the Rent payable hereunder during the unexpired Term shall be reduced to such extent as may be fair and reasonable under the circumstances. Upon any such Taking, Landlord shall be entitled to receive the entire price or award from any such Taking without any payment to Tenant, and Tenant hereby assigns to Landlord Tenant’s interest, if any, in such awardTerm. Tenant shall have the rightright to make a claim against the condemner for moving expenses, business dislocation damages and loss of business to the extent that same shall such claim does not diminish reduce the sums otherwise payable by the condemner to Landlord’s award, to make a separate claim against the condemning authority (but not Landlord) for such compensation as may be separately awarded or recoverable by Tenant for moving expenses and damage to Tenant’s trade fixtures, if a separate award for such items is made to Tenant. Tenant hereby waives any and all rights it might otherwise have pursuant to any provision of state law to terminate this Lease upon a partial Taking of the Premises or the Project.

Condemnation. If the whole or any material part of the Premises or the Project is taken for any public or quasi-public use under governmental law, ordinance, or regulation, or by right of eminent domain, or by private purchase in lieu thereof (a “Taking” or “Taken”), and the Taking would in Landlord’s 's reasonable judgment, either prevent or materially interfere with Tenant’s 's use of the Premises or materially interfere with or impair Landlord’s 's ownership or operation of the Project, then upon written notice by Landlord this Lease shall terminate and Rent shall be apportioned as of said date. If part of the Premises shall be Taken, and this Lease is not terminated as provided above, Landlord shall promptly restore the Premises and the Project as nearly as is commercially reasonable under the circumstances to their condition prior to such partial Taking and the rentable square footage of the Building, the rentable square footage of the Premises, Tenant’s 's Share of Operating Expenses and the Rent payable hereunder during the unexpired Term shall be reduced to such extent as may be fair and reasonable under the circumstances. Upon any such Taking, Landlord shall be entitled to receive the entire price or award from any such Taking without any payment to Tenant, and Tenant hereby assigns to Landlord Tenant’s 's interest, if any, in such award. Tenant shall have the right, to the extent that same shall not diminish Landlord’s 's award, to make a separate claim against the condemning authority (but not Landlord) for such compensation as may be separately awarded or recoverable by Tenant for moving expenses and damage to Tenant’s 's trade fixtures, if a separate award for such items is made to Tenant. Tenant hereby waives any and all rights it might otherwise have pursuant to any provision of state law to terminate this Lease upon a partial Taking of the Premises or the Project.

Condemnation. If the whole or any material part of the Premises or the Project is taken for any public or quasi-public use under governmental law, ordinance, or regulation, or by right of eminent domain, or by private purchase in lieu thereof (a “Taking” or “Taken”), and the Taking would in Landlord’s reasonable judgment, materially interfere with or impair Landlord’s ownership or operation of the Project or would in the reasonable judgment of Landlord and Tenant either prevent or materially interfere with Tenant’s use of the Premises or materially interfere (as resolved, if the parties are unable to agree, by arbitration by a single arbitrator with or impair Landlord’s ownership or operation the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules of the ProjectAmerican Arbitration Association), then upon written notice by Landlord this Lease shall terminate and Rent shall be apportioned as of said date. If part of the Premises shall be Taken, and this Lease is not terminated as provided above, Landlord shall promptly restore the Premises and the Project as nearly as is commercially reasonable under the circumstances to their condition prior to such partial Taking and the rentable square footage of the Building, the rentable square footage of the Premises, Tenant’s Share of Operating Expenses and the Rent payable hereunder during the unexpired Term shall be reduced to such extent as may be fair and reasonable under the circumstances. Upon any such Taking, Landlord shall be entitled to receive the entire price or award from any such Taking without any payment to Tenant, and Tenant hereby assigns to Landlord Tenant’s interest, if any, in such award. Tenant shall have the right, to the extent that same shall not diminish Landlord’s award, to make a separate claim against the condemning authority (but not Landlord) for such compensation as may be separately awarded or recoverable by Tenant for moving expenses and damage to Tenant’s trade fixtures, if a separate award for such items is made to Tenant. Tenant hereby waives any and all rights it might otherwise have pursuant to any provision of state law to terminate this Lease upon a partial Taking of the Premises or the Project.

Condemnation. If the whole or any material part of the Premises or the Project is taken for any public or quasi-public use under governmental law, ordinance, or regulation, or by right of eminent domain, or by private purchase in lieu thereof (a “Taking” or “Taken”), and the Taking would in Landlord’s reasonable judgment, either prevent or materially interfere with Tenant’s use of the Premises or materially interfere with or impair Landlord’s ownership or operation of the Project, then upon written notice by Landlord either party this Lease shall terminate and Rent shall be apportioned as of said date. If part of the Premises shall be Taken, and this Lease is not terminated as provided above, Landlord shall promptly restore the Premises and the Project as nearly as is commercially reasonable under the circumstances to their condition prior to such partial Taking and the rentable square footage of the Building, the rentable square footage of the Premises, Tenant’s Share of Operating Expenses and the Rent payable hereunder during the unexpired Term shall be reduced to such extent as may be fair and reasonable under the circumstances. Upon any such Taking, Landlord shall be entitled to receive the entire price or award from any such Taking without any payment to Tenant, and Tenant hereby assigns to Landlord Tenant’s interest, if any, in such award. Tenant shall have the right, to the extent that same shall not diminish Landlord’s award, right to make a separate claim against the condemning authority (but not Landlord) for such compensation as may be separately awarded or recoverable by Tenant for moving expenses and damage to Tenant’s trade fixturesfixtures and any improvements made and paid for by Tenant, if a separate award for such items is made to Tenant. Tenant hereby waives any and all rights it might otherwise have pursuant to any provision of state law to terminate this Lease upon a partial Taking of the Premises or the Project.

Condemnation. If the whole or any material part of the Premises or the Project is should be taken for any public or quasi-public use under governmental law, ordinance, or regulation, or by right of eminent domain, or by private purchase in lieu thereof (a “"Taking” " or “"Taken”"), and (a) the Taking would in Landlord’s reasonable judgment, either prevent or materially interfere with Tenant’s 's use of the Premises or Premises, (b) in Landlord's judgment would materially interfere with or impair Landlord’s its ownership or operation of the Project or (c) as a result of such Taking, Landlord's mortgagee accelerates the payment of any indebtedness securing all or a portion of the Project, then upon written notice by Landlord this Lease shall terminate and Base Rent shall be apportioned as of said date. If part of the Premises shall be Taken, and this Lease is not terminated as provided above, Landlord shall promptly restore the Premises and the Project as nearly as is commercially reasonable under the circumstances to their condition prior to such partial Taking and the rentable square footage of the Building, the rentable square footage of the Premises, Tenant’s Share of Operating Expenses and the Base Rent payable hereunder during the unexpired Lease Term shall be reduced to such extent as may be fair and reasonable under the circumstances, and Landlord shall restore the Premises to its condition prior to the Taking; provided, however, Landlord's obligation to so restore the Premises shall be limited to the award Landlord receives in respect of such Taking that is not required to be applied to the indebtedness secured by a mortgage. Upon In the event of any such Taking, Landlord shall be entitled to receive the entire price or award from any such Taking without any payment to Tenant, and Tenant hereby assigns to Landlord Tenant’s 's interest, if any, in such award. Tenant shall have the right, to the extent that same shall not diminish Landlord’s 's award, to make a separate claim against the condemning authority (but not Landlord) for such compensation as may be separately awarded or recoverable by Tenant for moving expenses and damage to Tenant’s trade fixtures's Trade Fixtures, if a separate award for such items is made to Tenant. Tenant hereby waives any and all rights it might otherwise have pursuant to any provision of state law to terminate this Lease upon a partial Taking of the Premises or the Project.

Condemnation. If the whole or Upon condemnation of any material part portion of the Premises or the Project is taken for any public or quasi-public use under by a governmental lawagency, ordinance, or regulation, or by right of eminent domain, or by private purchase in lieu thereof (a “Taking” or “Taken”), and the Taking would in Landlord’s reasonable judgment, either prevent or materially interfere with Tenant’s use of the Premises or materially interfere with or impair Landlord’s ownership or operation of the Project, then upon written notice by Landlord this Lease shall terminate and Rent upon the title of the property vesting in the governmental agency, unless, however, there was a partial condemnation of the Premises. In which case, to the extent the parties mutually agree that the Project can continue to substantially exist on the Premises, this Lease shall be apportioned as of said date. If part continue for the remaining portion of the Premises not subject to the condemnation, with an equitable abatement/adjustment of rent. Tenant shall be Takenhave no claim against Landlord (or otherwise) as a result of such taking, and this Lease is not terminated Xxxxxx hereby agrees to make no claim against the condemning authority for any portion of the amount that may be awarded as provided abovecompensation or damages as a result of such taking; provided, Landlord shall promptly restore however, that Tenant may, to the Premises extent allowed by law, claim an award for moving expenses and for the Project as nearly as is commercially reasonable taking of any of Tenant's property (other than its leasehold interest in the Premises) which does not, under the circumstances to their condition prior to terms of this Lease, become the property of Landlord at the termination hereof, as long as such partial Taking claim is separate and the rentable square footage of the Building, the rentable square footage of the Premises, Tenant’s Share of Operating Expenses and the Rent payable hereunder during the unexpired Term shall be reduced to such extent as may be fair and reasonable under the circumstances. Upon any such Taking, Landlord shall be entitled to receive the entire price or award distinct from any such Taking without any payment to Tenant, claim of Landlord and does not diminish Landlord's award. Tenant hereby assigns to Landlord Tenant’s interest, if any, any right and interest it may have in such award. Tenant shall have any award for its leasehold interest in the right, Premises that is subject to the extent that same condemnation. This paragraph shall not diminish Landlord’s award, to make a separate claim against apply if the condemning authority (but not Landlord) for such compensation as may be separately awarded or recoverable by Tenant for moving expenses and damage to Tenant’s trade fixtures, if a separate award for such items government agency is made to Tenant. Tenant hereby waives any and all rights it might otherwise have pursuant to any provision the City of state law to terminate this Lease upon a partial Taking of the Premises or the ProjectPalm Coast.

Condemnation. If the whole or any material part of the Premises or the Project is taken for any public or quasi-public use under governmental law, ordinance, or regulation, or by right of eminent domain, or by private purchase in lieu thereof (a “Taking” or “Taken”), and the Taking would in Landlord’s reasonable judgment, judgment either prevent or materially interfere with Tenant’s use of the Premises or materially interfere with or impair Landlord’s ownership or operation of the Project, then upon written notice by Landlord this Lease shall terminate and Rent shall be apportioned as of said date. If part of the Premises shall be Taken, and this Lease is not terminated as provided above, Landlord shall promptly restore the Premises and the Project as nearly as is commercially reasonable under the circumstances to their condition prior to such partial Taking and the rentable square footage of the Building, the rentable square footage of the Premises, Tenant’s Share of Operating Expenses and the Rent payable hereunder during the unexpired Term shall be reduced to such extent as may be fair and reasonable under the circumstances. Upon any such Taking, Landlord shall be entitled to receive the entire price or award from any such Taking without any payment to Tenant, and Tenant hereby assigns to Landlord “Tenant’s interest, if any, in such award. Tenant shall have the right, to the extent that same shall not diminish Landlord’s award, to make a separate claim against the condemning authority (but not Landlord) for such compensation as may be separately awarded or recoverable by Tenant for moving expenses and expenses, damage to Tenant’s trade fixtures, or other compensable property interest authorized by applicable Legal Requirements, if a separate award for such items is made to Tenant. Tenant hereby waives any and all rights it might otherwise have pursuant to any provision of state law to terminate this Lease upon a partial Taking of the Premises or the Project.

Condemnation. If the whole or any material part of the Premises or the Project is taken for any public or quasi-public use under governmental law, ordinance, or regulation, or by right of eminent domain, or by private purchase in lieu thereof (a “Taking” or “Taken”), and the Taking would would, in Landlord’s reasonable judgment, impair Landlord’s ownership or operation of the Project or would in the reasonable judgment of Landlord and Tenant either prevent or materially interfere with Tenant’s use of the Premises or materially interfere (as resolved, if the parties are unable to agree, by arbitration by a single arbitrator with or impair Landlord’s ownership or operation the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules of the ProjectAmerican Arbitration Association), then upon written notice by Landlord or Tenant to the other this Lease shall terminate and Rent shall be apportioned as of said date. If part of the Premises shall be Taken, and this Lease is not terminated as provided above, Landlord shall promptly restore the Premises and the Project as nearly as is commercially reasonable under the circumstances to their condition prior to such partial Taking and the rentable square footage of the Building, the rentable square footage of the Premises, Tenant’s Share of Operating Expenses and the Rent payable hereunder during the unexpired Term shall be reduced to such extent as may be fair and reasonable under the circumstances. Upon any such Taking, Landlord shall be entitled to receive the entire price or award from any such Taking without any payment to Tenant, and Tenant hereby assigns to Landlord Tenant’s interest, if any, in such award. Tenant shall have the right, to the extent that same shall not diminish Landlord’s award, to make a separate claim against the condemning authority (but not Landlord) for such compensation as may be separately awarded or recoverable by Tenant for moving expenses and damage to Tenant’s trade fixtures, if a separate award for such items is made to Tenant. Tenant hereby waives any and all rights it might otherwise have pursuant to any provision of state law to terminate this Lease upon a partial Taking of the Premises or the Project.

Condemnation. If as the whole result of a taking by condemnation or any material part similar legal action of an Authority (a) all of the Premises, or so much thereof as renders the Premises wholly unusable by Tenant, is taken, (b) a portion of the Building or the Project Land is taken, resulting in Tenant no longer having reasonable access to or use of the Premises, (c) all or substantially all of the Building or the Land is taken for any public or quasi-public use under governmental law, ordinance, or regulation, or by right (d) a portion of eminent domain, or by private purchase in lieu thereof (a “Taking” or “Taken”), and the Taking would Building is taken resulting in Landlord’s reasonable judgmentdetermination to demolish the Building, either prevent or materially interfere with Tenant’s use the Term shall expire on the date of the Premises or materially interfere with or impair Landlord’s ownership or operation vesting of title. In that event, the Project, then upon written notice by Landlord this Lease shall terminate and Rent shall be apportioned as of said date. If part the date of the Premises termination and any Rent paid by Tenant to Landlord for any period after that date shall be Taken, and this Lease is not terminated as provided above, promptly refunded by Landlord shall promptly restore to Tenant. In the Premises and the Project as nearly as is commercially reasonable under the circumstances to their condition prior to event of any such partial Taking and the rentable square footage taking of the Building, the rentable square footage all or any part of the Premises, Tenant’s Share of Operating Expenses and the Rent payable hereunder during Building or the unexpired Term shall be reduced to such extent as may be fair and reasonable under the circumstances. Upon any such TakingLand, Landlord shall be entitled to receive the entire price award. Tenant shall have no claim against Landlord or award from any such Taking without any payment to Authority for the value of the unexpired portion of the Term or Tenant’s Work, and Tenant hereby assigns to Landlord all of its right in and to any such award. Tenant may, however, at Tenant’s interestexpense, make a separate claim to the appropriate Authority for the value of Tenant’s Property and for moving expenses, provided such claim and award, if any, do not result in such awarda reduction of the award which would otherwise be paid to Landlord. Tenant shall have If a taking does not result in the righttermination of this lease (a) Landlord shall, to the extent that same shall not diminish at Landlord’s awardexpense, to make a separate claim against as soon as practicable, restore that part of the condemning authority Premises, the Building or the Land not taken, so that the Premises are usable, and (but not Landlordb) for such compensation from and after the date of the vesting of title, the Rent shall be reduced in the same proportion as may be separately awarded or recoverable by Tenant for moving expenses and damage to Tenant’s trade fixturesthe area of the Premises, if a separate award for such items is made to Tenant. Tenant hereby waives any and all rights it might otherwise have pursuant to any provision of state law to terminate this Lease upon a partial Taking of the Premises or the Projectany, which was taken.

Condemnation. If the whole or any material part of the Premises or the Project is taken for any public or quasi-public use under governmental law, ordinance, or regulation, or by right of eminent domain, or by private purchase in lieu thereof (a “"Taking” " or “"Taken”"), and the Taking would in Landlord’s reasonable judgment, 's judgment either prevent or materially interfere with Tenant’s 's use of the Premises or materially interfere with or impair Landlord’s 's ownership or operation of the Project, then upon written notice by Landlord this Lease shall terminate and Rent shall be apportioned as of said date. If part of the Premises shall be Taken, and this Lease is not terminated as provided above, Landlord shall promptly restore the Premises and the Project as nearly as is commercially reasonable under the circumstances to their condition prior to such partial Taking and the rentable square footage of the Building, the rentable square footage of the Premises, Tenant’s Share of Operating Expenses taking and the Rent payable hereunder during the unexpired Term shall be reduced to such extent as may be fair and reasonable under the circumstances. Upon any such Taking, Landlord shall be entitled to receive the entire price or award from any such Taking without any payment to Tenant, and Tenant hereby assigns to Landlord Tenant’s 's interest, if any, in such award. Tenant shall have the right, to the extent that same shall not diminish Landlord’s 's award, to make a separate claim against the condemning authority (but not Landlord) for such compensation as may be separately awarded or recoverable by Tenant for moving expenses and damage to Tenant’s trade fixtures's Trade Fixtures, if a separate award for such items is made to Tenant. Tenant hereby waives any and all rights it might otherwise have pursuant to any provision of state law to terminate this Lease upon a partial Taking of the Premises or the Project.

Condemnation. If the whole or any material part of the Premises or the Project is shall be taken for any public or quasi-public use use, under governmental law, ordinance, or regulation, any statute or by right of eminent domain, domain or by private purchase in lieu thereof (a “Taking” or “Taken”)thereof, and only a part thereof remains which is susceptible of occupation hereunder, this Lease shall, as to the Taking would part so taken, terminate as of the day before title vests in Landlord’s reasonable judgmentthe condemnor or purchaser ("Vesting Date") and Base Monthly Rent payable hereunder shall be adjusted so that Tenant is required to pay for the remainder of the Lease Term only such portion of Base Monthly Rent as the value of the part remaining after such taking bears to the value of the entire Premises prior to such taking; but in such event, either prevent or materially interfere with Tenant shall have the option to terminate this Lease as of the Vesting Date if the portion remaining is not long suitable for Tenant’s use 's use. If all of the Premises or materially interfere with or impair Landlord’s ownership or operation of the Projectsuch part thereof be taken so that there does not remain a portion susceptible for occupation hereunder, then upon written notice by Landlord this Lease shall terminate and Rent shall be apportioned as of said dateon the Vesting Date. If part or all of the Premises be taken, all compensation awarded upon such taking shall be Taken, and this Lease is not terminated as provided above, Landlord shall promptly restore the Premises and the Project as nearly as is commercially reasonable under the circumstances go to their condition prior to such partial Taking and the rentable square footage of the Building, the rentable square footage of the Premises, Tenant’s Share of Operating Expenses and the Rent payable hereunder during the unexpired Term shall be reduced to such extent as may be fair and reasonable under the circumstances. Upon any such Taking, Landlord shall be entitled to receive the entire price or award from any such Taking without any payment to TenantLandlord, and Tenant hereby assigns to Landlord Tenant’s interest, if any, in such award. Tenant shall have the rightno claim thereto; but Landlord shall cooperate with Tenant, without cost to Landlord, to the extent that same shall not diminish Landlord’s awardrecover compensation for damage to or taking of any Alterations, to make a separate claim against the condemning authority (but not Landlord) Tenant Improvements paid for such compensation as may be separately awarded or recoverable by Tenant from sources other than the Work Allowance, or for Tenant's moving expenses and damage to Tenant’s trade fixtures, if a separate award for such items is made to Tenantcosts. Tenant hereby waives the provisions of California Code of Civil Procedures Section 1265.130 and any other similarly enacted statue, and all rights it might otherwise have pursuant to any provision the provisions of state law to terminate this Lease upon a partial Taking Section 16 shall govern in the case of the Premises or the Projectsuch taking.

Condemnation. If the whole or any material part of the Premises or the Project is taken for any public or quasi-public use under governmental law, ordinance, or regulation, or by right of eminent domain, or by private purchase in lieu thereof (a “Taking” or “Taken”), and the Taking would in Landlord’s reasonable judgment, either prevent or materially interfere with Tenant’s use of the Premises or materially interfere with or impair Landlord’s ownership or operation of the Project, then upon written notice by Landlord either Party this Lease shall terminate and Rent shall be apportioned as of said date. If part of the Premises shall be Taken, and this Lease is not terminated as provided above, Landlord shall promptly restore the Premises and the Project as nearly as is commercially reasonable under the circumstances to their condition prior to such partial Taking and the rentable square footage of the Building, the rentable square footage of the Premises, TenantXxxxxx’s Share of Operating Expenses and the Rent payable hereunder during the unexpired Term shall be reduced to such extent as Landlord determines may be fair and reasonable under the circumstances. Upon any such Taking, Landlord shall be entitled to receive the entire price or award from any such Taking without any payment to Tenant, and Tenant hereby assigns to Landlord Tenant’s interest, if any, in such award. Tenant shall have the right, to the extent that same shall not diminish Landlord’s award, to make a separate claim against the condemning authority (but not Landlord) for such compensation as may be separately awarded or recoverable by Tenant for moving expenses and damage to Tenant’s trade fixtures, if a separate award for such items is made to Tenant. Tenant hereby waives any and all rights it might otherwise have pursuant to any provision of state law to terminate this Lease upon a partial Taking of the Premises or the Project.

Condemnation. If the whole or any material part of the Premises or the Project is taken for any public or quasi-public use under governmental law, ordinance, or regulation, or by right of eminent domain, or by private purchase in lieu thereof (a “Taking” or “Taken”), and the Taking would in Landlord’s reasonable judgment, judgment either prevent or materially interfere with Tenant’s use of the Premises or materially interfere with or impair Landlord’s ownership or operation of the Project, then then’ upon written notice by Landlord this Lease shall terminate and Rent shall be apportioned as of said date. If part of the Premises shall be Taken, and this Lease is not terminated as provided above, Landlord shall promptly restore the Premises and the Project as nearly as is commercially reasonable under the circumstances to their condition prior to such partial Taking and the rentable square footage of the Building, the rentable square footage of the Premises, Tenant’s Share of Operating Expenses and the Rent payable hereunder during the unexpired Term shall be reduced to such extent as may be fair and reasonable under the circumstances. Upon any such Taking, Landlord shall be entitled to receive the entire price or award from any such Taking without any payment to Tenant, and Tenant hereby assigns to Landlord Tenant’s interest, if any, in such award. Tenant shall have the right, to the extent that 000 Xxxxxx, Xxxxxxxxx, MA/TCR2 Therapeutics Inc. - Page 25 same shall not diminish Landlord’s award, to make a separate claim against the condemning authority (but not Landlord) for such compensation as may be separately awarded or recoverable by Tenant for moving expenses and damage to Tenant’s trade fixtures, if a separate award for such items is made to Tenant. Tenant hereby waives any and all rights it might otherwise have pursuant to any provision of state law to terminate this Lease upon a partial Taking of the Premises or the Project.

Condemnation. If the whole or any material part of the Premises or the Project is shall be taken for any public or quasi-public use use, under governmental law, ordinance, or regulation, any statute or by right of eminent domain, domain or by private purchase in lieu thereof (a “Taking” or “Taken”)thereof, and only a part thereof remains which is susceptible of occupation hereunder, this Lease shall, as to the Taking would part so taken, terminate as of the day before title vests in Landlord’s reasonable judgmentthe condemner or purchaser ("Vesting Date") and Base Monthly Rent payable hereunder shall be adjusted so that Tenant is required to pay for the remainder of the Lease Term only such portion of Base Monthly Rent as the value of the part remaining after such taking bears to the value of the entire Premises prior to such taking. Further, either prevent or materially interfere with Tenant’s use in the event of such partial taking, Landlord shall have the option to terminate this Lease as of the Vesting Date. If all of the Premises or materially interfere with or impair Landlord’s ownership or operation of the Projectsuch part thereof be taken so that there does not remain a portion susceptible for occupation hereunder, then upon written notice by Landlord this Lease shall terminate and Rent shall be apportioned as of said dateon the Vesting Date. If part or all of the Premises be taken, all compensation awarded upon such taking shall be Taken, and this Lease is not terminated as provided above, Landlord shall promptly restore the Premises and the Project as nearly as is commercially reasonable under the circumstances go to their condition prior to such partial Taking and the rentable square footage of the Building, the rentable square footage of the Premises, Tenant’s Share of Operating Expenses and the Rent payable hereunder during the unexpired Term shall be reduced to such extent as may be fair and reasonable under the circumstances. Upon any such Taking, Landlord shall be entitled to receive the entire price or award from any such Taking without any payment to TenantLandlord, and Tenant hereby assigns to Landlord Tenant’s interest, if any, in such award. Tenant shall have the rightno claim thereto; except Landlord shall cooperate with Tenant, without cost to Landlord, to the extent that same shall not diminish Landlord’s award, to make a separate claim against the condemning authority (but not Landlord) recover compensation for such compensation as may be separately awarded or recoverable by Tenant for moving expenses and damage to or taking of any Alterations paid for by Tenant’s trade fixtures, if a separate award or for such items is made to Tenant's moving costs. Tenant hereby waives the provisions of California Code of Civil Procedures Section 1265.130 and any other similarly enacted statue, and all rights it might otherwise have pursuant to any provision the provisions of state law to terminate this Lease upon Section 16 shall govern in the case of a partial Taking of the Premises or the Projecttaking.

Condemnation. If the whole or any material part more than 20% of the Premises or the Project is should be taken for ------------ any public or quasi-public use under governmental lawuse, ordinance, or regulation, or by right of eminent domaindomain or otherwise, or by private purchase should be sold in lieu thereof (a “Taking” or “Taken”)of condemnation, and then either party hereof shall have the Taking would in Landlord’s reasonable judgmentright, either prevent or materially interfere with Tenant’s use at its option, to terminate this Lease as of the date when physical possession of the Premises or materially interfere with or impair Landlord’s ownership or operation of is taken by the Project, then upon written notice by Landlord this Lease shall terminate and Rent shall be apportioned as of said datecondemning authority. If part 20% or less of the Premises shall be Taken, and is so taken or sold or if this Lease is not terminated as provided above, Landlord shall promptly restore the Premises and the Project as nearly as is commercially reasonable under the circumstances to their condition prior to such partial Taking and the rentable square footage upon any taking or sale of the Building, the rentable square footage greater than 20% of the Premises, Tenant’s Share of Operating Expenses and the Rent payable hereunder during (including an appropriate adjustment of the unexpired Term Pro Rata Share) shall be reduced abated in proportion to the portion of the Premises which is rendered untenantable by such extent as may be fair condemnation and reasonable under the circumstances. Upon any such Taking, Landlord shall be entitled to receive the entire price or award from any such Taking without any payment to Tenant, and Tenant hereby assigns to Landlord Tenant’s interest, if any, in such award. Tenant shall have the rightshall, to the extent that same Landlord deems feasible and if permitted by Landlord's mortgagee, ground lessor or other secured parry, restore the Premises to substantiallv its former condition, but Landlord shall not diminish Landlord’s award, in any event be required to make a separate claim against the condemning authority (but not Landlord) spend for such work an amount in excess of the amount received by Landlord as compensation as for such taking. If any part of the Project other than the Premises may be separately awarded so taken or recoverable by Tenant for moving expenses and damage to Tenant’s trade fixturessold, if a separate award for such items is made to Tenant. Tenant hereby waives any and all rights it might otherwise Landlord shall have pursuant to any provision of state law the right at its option to terminate this Lease upon a partial Taking as of the Premises date when physical possession of such part of the Project is taken by the condemning authority. Al1 amounts awarded upon taking of any part or all of the Project or the ProjectPremises shall belong to Landlord and Tenant shall not be entitled to, and expressly assigns all claims, rights and interests to, any such compensation to Landlord.

Condemnation. If the whole or Upon condemnation of any material part portion of the Premises or the Project is taken for any public or quasi-public use under by a governmental lawagency, ordinance, or regulation, or by right of eminent domain, or by private purchase in lieu thereof (a “Taking” or “Taken”), and the Taking would in Landlord’s reasonable judgment, either prevent or materially interfere with Tenant’s use of the Premises or materially interfere with or impair Landlord’s ownership or operation of the Project, then upon written notice by Landlord this Lease shall terminate and Rent upon the title of the property vesting in the governmental agency, unless, however, there was a partial condemnation of the Premises. In which case, to the extent the parties mutually agree that the Project can continue to substantially exist on the Premises, this Lease shall be apportioned as of said date. If part continue for the remaining portion of the Premises not subject to the condemnation, with an equitable abatement/adjustment of rent. Tenant shall be Takenhave no claim against Landlord (or otherwise) as a result of such taking, and this Lease is not terminated Tenant hereby agrees to make no claim against the condemning authority for any portion of the amount that may be awarded as provided abovecompensation or damages as a result of such taking; provided, Landlord shall promptly restore however, that Tenant may, to the Premises extent allowed by law, claim an award for moving expenses and for the Project as nearly as is commercially reasonable taking of any of Tenant's property (other than its leasehold interest in the Premises) which does not, under the circumstances to their condition prior to terms of this Lease, become the property of Landlord at the termination hereof, as long as such partial Taking claim is separate and the rentable square footage of the Building, the rentable square footage of the Premises, Tenant’s Share of Operating Expenses and the Rent payable hereunder during the unexpired Term shall be reduced to such extent as may be fair and reasonable under the circumstances. Upon any such Taking, Landlord shall be entitled to receive the entire price or award distinct from any such Taking without any payment to Tenant, claim of Landlord and does not diminish Landlord's award. Tenant hereby assigns to Landlord Tenant’s interest, if any, any right and interest it may have in such award. Tenant shall have any award for its leasehold interest in the right, Premises that is subject to the extent that same condemnation. This paragraph shall not diminish Landlord’s award, to make a separate claim against apply if the condemning authority (but not Landlord) for such compensation as may be separately awarded or recoverable by Tenant for moving expenses and damage to Tenant’s trade fixtures, if a separate award for such items government agency is made to Tenant. Tenant hereby waives any and all rights it might otherwise have pursuant to any provision the City of state law to terminate this Lease upon a partial Taking of the Premises or the ProjectPalm Coast.

Condemnation. If the whole Property or any material part of the Premises or the Project is taken for any public or quasi-public use under governmental lawportion thereof that, ordinance, or regulation, or by right of eminent domain, or by private purchase in lieu thereof (a “Taking” or “Taken”), and the Taking would in Landlord’s reasonable judgment, either prevent or materially interfere with Tenant’s reasonable opinion, is necessary to the continued efficient and/or economically feasible use of the Premises Property or materially interfere with or impair Landlord’s ownership or operation of the Project, then upon written notice by Landlord this Lease shall terminate and Rent shall be apportioned as of said date. If part of the Premises shall be Takentaken or condemned for public purposes, and or sold to a condemning authority in lieu thereof, then either party may, at its option, terminate this Lease is not terminated as provided above, Landlord shall promptly restore on the Premises and effective date of such taking by delivering written notice thereof to the Project as nearly as is commercially reasonable under other party on or before ten (10) days after the circumstances to their condition prior to such partial Taking and the rentable square footage effective date of the Buildingtaking, condemnation or sale in lieu thereof. If neither Landlord nor Tenant elects to exercise such termination right, then this Lease shall continue in full force and effect, provided that if the rentable square footage taking, condemnation or sale includes any portion of the Premises, Tenant’s Share of Operating Expenses the Basic Annual Rent and the Additional Rent payable hereunder during the unexpired Term shall be reduced re-determined on the basis of the remaining square feet of Premises Rentable Area. Landlord, at Landlord’s sole option and expense, shall restore and reconstruct the Building to such extent as may be fair and reasonable under the circumstances. Upon any such Taking, Landlord shall be entitled to receive the entire price or award from any such Taking without any payment to Tenant, and Tenant hereby assigns to Landlord Tenant’s interest, if any, in such award. Tenant shall have the right, substantially its former condition to the extent that the same may be reasonably feasible, but such work shall not diminish be required to exceed the scope of the work done by Landlord in originally constructing the Building. Landlord shall receive the entire award (which shall include sales proceeds) payable as a result of a condemnation, taking or sale in lieu thereof. Tenant shall, however, have the right to recover from such authority through a separate award which does not reduce Landlord’s award, to make a separate claim against the condemning authority (but not Landlord) for such any compensation as may be separately awarded or recoverable by to Tenant for on account of moving and relocation expenses and damage to depreciation and removal of Tenant’s trade fixtures, if a separate award for such items is made to Tenant. Tenant hereby waives any and all rights it might otherwise have pursuant to any provision of state law to terminate this Lease upon a partial Taking of the Premises or the Projectphysical property.

Condemnation. If the whole or any material part of the Premises or the Project is taken for any public or quasi-public use under governmental law, ordinance, or regulation, or by right of eminent domain, or by private purchase in lieu thereof (a “"Taking” " or “"Taken”"), and the Taking would in Landlord’s 's reasonable judgment, either prevent or materially interfere Interfere with Tenant’s 's use of the Premises or materially interfere with or impair Landlord’s 's ownership or operation of the Project, then upon written notice by Landlord this Lease shall terminate and Rent shall be apportioned as of said date. If part of the Premises shall be Taken, and this Lease is not terminated as provided above, Landlord shall promptly restore the Premises and the Project as nearly as is commercially reasonable under the Net Multi-Tenant Laboratory 3033 Science Park/Singular - Page 15 circumstances to their condition prior to such partial Taking and the rentable square footage of the Building, the rentable square footage of the Premises, Tenant’s Txxxxx's Share of Operating Expenses and the Rent payable hereunder during the unexpired Term shall be reduced to such extent as may be fair and reasonable under the circumstances. Upon any such Taking, Landlord shall be entitled to receive the entire price or award from any such Taking without any payment to Tenant, and Tenant hereby assigns to Landlord Tenant’s 's interest, if If any, in such award. Tenant shall have the right, to the extent that same shall not diminish Landlord’s 's award, to make a separate claim against the condemning authority (but not Landlord) for such compensation as may be separately awarded or recoverable by Tenant for moving expenses and damage to Tenant’s Txxxxx's trade fixtures, if a separate award for such items Items is made to Tenant. Tenant hereby waives any and all rights it might otherwise have pursuant to any provision of state law to terminate this Lease upon a partial Taking of the Premises or the Project.

Condemnation. If the whole entire Demised Premises or any material part more than 50% of the Demised Premises or the Project is taken for shall be acquired by any public or quasi-public use under governmental law, ordinance, or regulation, or by right authority having power of eminent domain, whether directly pursuant to such power or under threat of use of such power, then either Landlord or Tenant may terminate this Lease as of the date when possession is taken by private purchase in lieu thereof the acquiring authority by giving written notice to the other within thirty (a “Taking” 30) days following the date of the taking provided, however, that Landlord shall have the right to offer replacement space to Tenant if Landlord shall have comparable space available. All proceeds and damages resulting from such acquisition shall belong to and be the property of Landlord. Tenant shall have no claim against Landlord by reason of such acquisition or “Taken”)termination, and the Taking would in Landlord’s reasonable judgment, either prevent shall not have any claim or materially interfere with Tenant’s use right to any portion of the Premises proceeds or materially interfere with or impair Landlord’s ownership or operation damages paid to Landlord as a result of the Project, then upon written notice by such acquisition. The entire compensation from such acquisition shall belong to Landlord this Lease shall terminate and Rent shall be apportioned as of said date. If part of the Premises shall be Taken, and this Lease is not terminated as provided above, Landlord shall promptly restore the Premises and the Project as nearly as is commercially reasonable under the circumstances to their condition prior to such partial Taking and the rentable square footage of the Building, the rentable square footage of the Premises, Tenant’s Share of Operating Expenses and the Rent payable hereunder during the unexpired Term shall be reduced to such extent as may be fair and reasonable under the circumstances. Upon any such Taking, Landlord shall be entitled to receive the entire price or award from any such Taking without any payment to deductions therefrom for any present or future estate or interest of Tenant, and Tenant hereby assigns to Landlord all Tenant’s interest's right, if anytitle, and interest in and to any and all such awardcompensation together with any and all rights, estate, and interest of Tenant now existing or hereafter arising in and to the same or any part thereof. Provided, that Tenant shall have the rightright to claim and recover from such acquiring authority, to the extent that same shall not diminish Landlord’s award, to make a separate claim against the condemning authority (but not from Landlord) for , such compensation as may be separately awarded or recoverable by Tenant for moving expenses and damage to Tenant’s trade fixtures, if a separate award for such items is made to Tenant. Tenant hereby waives in its own right on account of any and all rights it might otherwise have pursuant damages to any provision Tenant's business by reason of state law to terminate this Lease upon a partial Taking of the Premises such acquisition, business interruption or the Projectdisplacement.

Condemnation. If the whole or any material part of the Premises or the Project is taken for any public or quasi-public use under governmental law, ordinance, or regulation, or by right of eminent domain, or by private purchase in lieu thereof (a “Taking” or “Taken”), and the Taking would in Landlord’s reasonable judgment, either prevent or materially interfere with Tenant’s use of the Premises or materially interfere with or impair Landlord’s ownership or operation of the Project, then upon written notice by Landlord Landlord, this Lease shall terminate and Rent shall be apportioned as of said date. If part of the Premises shall be Taken, and this Lease is not terminated as provided above, Landlord shall promptly restore the Premises and the Project as nearly as is commercially reasonable under the circumstances to their condition prior to such partial Taking and the rentable square footage of the Building, the rentable square footage of the Premises, TenantXxxxxx’s Share of Excess Operating Expenses and the Rent payable hereunder during the unexpired Term shall be reduced to such extent as may be fair and reasonable under the circumstances. Upon any such Taking, Landlord shall be entitled to receive the entire price or award from any such Taking without any payment to Tenant, and Tenant hereby assigns to Landlord Tenant’s interest, if any, in such award. Tenant shall have the right, to the extent that same shall not diminish Landlord’s award, to make a separate claim against the condemning authority (but not Landlord) for such compensation as may be separately awarded or recoverable by Tenant for moving expenses and damage to Tenant’s trade fixtures, if a separate award for such items is made to Tenant. Tenant hereby waives any and all rights it might otherwise have pursuant to any provision of state law to terminate this Lease upon a partial Taking of the Premises or the Project.

Condemnation. If Buyer acknowledges that it has been advised by Seller that a significant likelihood exists that the whole or any material part of the Premises or the Project is Facility will be taken for any public or quasi-public use under governmental law, ordinance, or regulation, or by right power of eminent domain, . If all or any portion of the Facility is taken by private purchase power of eminent domain or conveyed in lieu thereof (a “Taking” or “Taken”"Condemnation"), Buyer, seller and the Taking would Company agree, that, except as otherwise provided in Landlord’s reasonable judgmentthe immediately succeeding sentence, either prevent or materially interfere with Tenant’s use of the Premises or materially interfere with or impair Landlord’s ownership or operation of the Project, then upon written notice by Landlord this Lease shall terminate and Rent shall be apportioned as of said date. If part of the Premises shall be Taken, and this Lease is not terminated as provided above, Landlord shall promptly restore the Premises and the Project as nearly as is commercially reasonable under the circumstances to their condition prior to such partial Taking and the rentable square footage of the Building, the rentable square footage of the Premises, Tenant’s Share of Operating Expenses and the Rent payable hereunder during the unexpired Term shall be reduced to such extent as may be fair and reasonable under the circumstances. Upon any such Taking, Landlord Seller shall be entitled to receive the entire price all damages, awards, proceeds, and other sums of every kind and nature paid or award from payable or obtainable in connection with any such Taking without any payment Condemnation, including but not limited to damages payable because or with respect to the leasehold interest of Buyer as Tenant under the Facility Lease (as referred to in Section 8.6), loss of fixtures (movable and/or in place), or business interruption, and all such damages, awards, proceeds and other sums shall be the sole property of Seller. Notwithstanding the foregoing, in the event the Facility is taken or Buyer is displaced from or is forced to vacate the Facility in connection with a Condemnation, Buyer, as Tenant, under the Lease, shall be entitled only to those proceeds available to Buyer, as Tenant, under the FEDERAL UNIFORM RELOCATION ASSISTANCE ACT (collectively the "Relocation Proceeds"). Any other amounts received by Buyer as a result of a Condemnation shall be deemed to be an additional part of the Cash Component of the Purchase Price, and Tenant hereby assigns the Purchase Price shall be increased by such amount, and shall be paid over to Seller within five (5) days after receipt by Buyer. In the event that Relocation Proceeds available to Buyer are received by seller or the Landlord, Seller or the Landlord Tenant’s interest, if any, in shall remit such award. Tenant shall have the right, proceeds to the extent that same shall not diminish Landlord’s award, to make a separate claim against the condemning authority Buyer within five (but not Landlord5) for such compensation as may be separately awarded or recoverable by Tenant for moving expenses and damage to Tenant’s trade fixtures, if a separate award for such items is made to Tenant. Tenant hereby waives any and all rights it might otherwise have pursuant to any provision of state law to terminate this Lease upon a partial Taking of the Premises or the Projectdays after receipt.

Condemnation. If the whole or any material part of the Premises or the Project is taken for any public or quasi-public use under governmental law, ordinance, or regulation, or by right of eminent domain, or by private purchase in lieu thereof (a “Taking” or “Taken”), and the Taking would in Landlord’s reasonable judgment, judgment either prevent or materially interfere with Tenant’s use of the Premises or materially interfere with or impair Landlord’s ownership or operation of the Project, then upon written notice by Landlord this Lease shall terminate and Rent shall be apportioned as of said date. If part of the Premises shall be Taken, and this Lease is not terminated as provided above, Landlord shall promptly restore the Premises and the Project as nearly as is commercially reasonable under the circumstances to their condition prior to such partial Taking and the rentable square footage of the Building, the rentable square footage of the Premises, Tenant’s Share of Operating Expenses taking and the Rent payable hereunder during the unexpired Term shall be reduced to such extent as may be fair and reasonable under the circumstances. Upon any such Taking, Landlord shall be entitled to receive the entire price or award from any such Taking without any payment to Tenant, and Tenant hereby assigns to Landlord Tenant’s interest, if any, in such award. Tenant shall have the right, to the extent that same shall not diminish Landlord’s award, to make a separate claim against the condemning authority (but not Landlord) for such compensation as may be separately awarded or recoverable by Tenant for moving expenses and damage to Tenant’s trade fixturesTrade Fixtures, if a separate award for such items is made to Tenant. Tenant hereby waives any and all rights it might otherwise have pursuant to any provision of state law to terminate this Lease upon a partial Taking of the Premises or the Project.

Condemnation. If the whole or any material part of the Premises or the Project is taken for any public or quasi-public use under governmental law, ordinance, or regulation, or by right of eminent domain, or by private purchase in lieu thereof (a “Taking” or “Taken”), and the Taking would in Landlord’s reasonable judgment, either prevent or materially interfere with Tenant’s use of the Premises or materially interfere with or impair Landlord’s ownership or operation of the Project, then upon written notice by Landlord this Lease shall terminate and Rent shall be apportioned as of said date. If part of the Premises shall be Takentaken or condemned by any competent authority for public or quasi public use or purpose, then, and in that event, the Term shall expire when the possession of the Premises so taken shall be required for such use or purpose. If any part, less than the whole, of the Premises shall be so taken or condemned, then, and in that event, either Landlord or Tenant shall have the option, exercisable by notice in writing to the other within sixty (60) days from the date of the notice to Landlord of the taking or condemnation, to terminate this Lease; and in the event said option to so terminate this Lease is exercised by either Landlord or Tenant, the Lease shall continue in effect with respect to the portion of the Premises not terminated taken or condemned unless the same is rendered untenantable (in Tenant’s reasonable determination) by such taking and condemnation or cannot be made tenantable (in Tenant’s reasonable determination) by repairs to be conducted by Landlord at its expense. In the event this Lease continues with reference to the portion of the Premises not taken, the rental specified hereunder shall be prorated and adjusted on a square footage basis. In the event that this Lease terminates by a taking or condemnation of the whole of the Premises or by the election on the part of Landlord as provided aboveherein, Landlord the current rental shall promptly restore in either case be apportioned to the Premises and the Project as nearly as is commercially reasonable under the circumstances to their condition prior to such partial Taking and the rentable square footage date of termination of the Building, the rentable square footage of the Premises, Tenant’s Share of Operating Expenses and the Rent payable hereunder during the unexpired Term shall be reduced to such extent as may be fair and reasonable under the circumstancesLease. Upon any such Taking, Landlord shall be entitled to receive the entire price any and all awards and/or settlements that may be awarded on account of such taking or award from any such Taking without any payment to condemnation. Tenant, and Tenant hereby assigns to Landlord Tenant’s interesthowever, if any, in such award. Tenant shall have the right, to the extent that same shall not diminish Landlord’s award, to make be prevented from making a separate claim against the condemning authority party (but not Landlordagainst Landlord ) for such compensation as any moving or relocation expenses, loss of profits, or taking of Tenant’s personal property (other than its leasehold estate) to which Tenant may be separately awarded or recoverable by Tenant for moving expenses and damage to Tenant’s trade fixtures, if a separate entitled; provided that any such award for such items is made to Tenant. Tenant hereby waives any and all rights it might otherwise have pursuant to any provision of state law to terminate this Lease upon a partial Taking shall not reduce the amount of the Premises or award otherwise payable to Landlord for the Projecttaking of the Building and Premises.

Condemnation. If the whole or any material part of the Premises or the Project is should be taken for any public or quasi-public use under governmental law, ordinance, or regulation, or by right of eminent domain, or by private purchase in lieu thereof (a “"Taking” " or “"Taken”"), and the Taking would in Landlord’s reasonable judgment, either prevent or materially interfere with Tenant’s 's use of the Premises or in Landlord's judgment would materially interfere with or impair Landlord’s its ownership or operation of the Project, then upon written notice by Landlord either party this Lease shall terminate and Base Rent and Operating Expenses shall be apportioned as of said date. Notwithstanding the foregoing, either party may terminate this Lease if any part of the Premises are taken during the last year of the Lease Term. If part of the Premises shall be Taken, and this Lease is not terminated as provided above, Landlord shall promptly restore the Premises Base Rent and the Project as nearly as is commercially reasonable under the circumstances to their condition prior to such partial Taking and the rentable square footage of the Building, the rentable square footage of the Premises, Tenant’s Share of Operating Expenses and the Rent payable hereunder during the unexpired Lease Term shall be reduced to such extent as may be fair and reasonable under the circumstances. Upon In the event of any such Taking, Landlord shall be entitled to receive the entire price or award from any such Taking without any payment to Tenant, and Tenant hereby assigns to Landlord Tenant’s 's interest, if any, in such award. Tenant shall have the right, to the extent that same shall not diminish Landlord’s 's award, to make a separate claim against the condemning authority (but not Landlord) for such compensation as may be separately awarded or recoverable by Tenant for moving expenses and damage to Tenant’s trade fixtures's Trade Fixtures, if a separate award for such items is made to Tenant. Tenant hereby waives any and all rights it might otherwise have pursuant to any provision of state law to terminate this Lease upon a partial Taking of the Premises or the Project.

Condemnation. If the whole or any material part entirety of the Building or Exterior Premises or the Project is are taken for any public or quasi-public use, this Lease shall terminate as of the date of the Taking (defined below). If less than the entirety of the Building or Exterior Premises should be taken for any public or quasi public use under governmental law, ordinance, or regulation, or by right of eminent domain, or by private purchase in lieu thereof (a “"Taking” " or “"Taken”"), and the Taking would in Landlord’s reasonable judgment, either prevent or materially interfere with Tenant’s 's use of the Premises in Tenant’s sole judgment, or in Landlord's reasonable judgment the Taking would materially interfere with or impair Landlord’s its ownership or operation of the ProjectPremises, then upon written notice by Tenant or Landlord this Lease shall terminate and Rent shall be apportioned as of said datethe date of such Taking. If part of the Premises shall be Taken, and this Lease is not terminated as provided above, Landlord shall promptly restore the Premises and the Project as nearly as is commercially reasonable under the circumstances to their condition prior to such partial Taking and the rentable square footage of the Building, the rentable square footage of the Premises, Tenant’s Share of Operating Expenses and the Rent payable hereunder during the unexpired Lease Term shall be reduced to such extent as may be fair and reasonable under the circumstances. Upon In the event of any such Taking, Landlord shall be entitled to receive the entire price or award from any such Taking without any payment to Tenant, and Tenant hereby assigns to Landlord Tenant’s 's interest, if any, in such award. Tenant shall have the right, to the extent that same shall not diminish Landlord’s 's award, to make a separate claim against the condemning authority (but not Landlord) for such compensation as may be separately awarded or recoverable by Tenant for moving expenses , relocation costs and damage to Tenant’s trade fixtures, 's Trade Fixtures and Tenant Improvements if a separate award for such items is made to Tenant. Tenant hereby waives This Lease sets forth the terms and conditions upon which this Lease may terminate in the event of a taking. Accordingly, the parties waive the provisions of the California Code of Civil Procedure Section 1265.130 and any and all rights it might otherwise have pursuant to any provision of state law successor or similar statutes permitting the parties to terminate this Lease upon as a partial Taking result of the Premises or the Projecta taking.

Condemnation. If the whole or any material part of the Premises or the Project is should be taken for any public or quasi-public use under governmental law, ordinance, or regulation, or by right of eminent domain, or by private purchase in lieu thereof (a “"Taking” " or “"Taken”"), and the Taking would in Landlord’s reasonable judgment, either prevent or materially interfere with Tenant’s 's use of the Premises or in Landlord's reasonable judgment would materially interfere with or impair Landlord’s its ownership or operation of the Project, then upon written notice by Landlord or Tenant, as applicable, this Lease shall terminate and Base Rent shall be apportioned as of said date. If part of the Premises shall be Taken, and this Lease is not terminated as provided above, Landlord shall promptly restore the Premises and the Project as nearly as is commercially reasonable under the circumstances to their condition prior to such partial Taking and the rentable square footage of the Building, the rentable square footage of the Premises, Tenant’s Share of Operating Expenses and the Base Rent payable hereunder during the unexpired Lease Term shall be reduced to such extent as may be fair and reasonable under the circumstances. Upon In the event of any such Taking, Landlord shall be entitled to receive the entire price or award from any such Taking without any payment to Tenant, and Tenant hereby assigns to Landlord Tenant’s 's interest, if any, in such award, except to the extent that any portion of such award is for the express purpose of Tenant relocation or compensation for damage to Tenant's Trade Fixtures and leasehold improvements made by Tenant at its sole expense. Tenant shall have the right, to the extent that same shall not diminish Landlord’s 's award, to make a separate claim against the condemning authority (but not Landlord) for such compensation as may be separately awarded or recoverable by Tenant for moving expenses and damage to Tenant’s trade fixtures's Trade Fixtures, if a separate award for such items is made to Tenant. Tenant hereby waives any and all rights it might otherwise have pursuant to any provision of state law to terminate this Lease upon a partial Taking of the Premises or the Project.

Condemnation. If the whole or any material part of the Premises or the Project is taken for any public or quasi-public use under governmental law, ordinance, or regulation, or by right of eminent domain, or by private purchase in lieu thereof (a “Taking” or “Taken”), and the Taking would in Landlord’s reasonable judgment, would materially interfere with or impair Landlord’s ownership or operation of the Project or would in the reasonable judgment of Landlord and Tenant either prevent or materially interfere with Tenant’s use of the Premises or materially interfere (as resolved, if the parties are unable to agree, by arbitration by a single arbitrator with or impair Landlord’s ownership or operation the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules of the ProjectAmerican Arbitration Association), then upon written notice by Landlord this Lease shall terminate and Rent shall be apportioned as of said date. If part of the Premises shall be Taken, and this Lease is not terminated as provided above, Landlord shall promptly restore the Premises and the Project as nearly as is commercially reasonable under the circumstances to their condition prior to such partial Taking and the rentable square footage of the Building, the rentable square footage of the Premises, TenantTxxxxx’s Share of Operating Expenses and the Rent payable hereunder during the unexpired Term shall be reduced to such extent as may be fair and reasonable under the circumstances. Upon any such Taking, Landlord shall be entitled to receive the entire price or award from any such Taking without any payment to Tenant, and Tenant hereby assigns to Landlord Tenant’s interest, if any, in such award. Tenant shall have the right, to the extent that same shall not diminish Landlord’s award, to make a separate claim against the condemning authority (but not Landlord) for such compensation as may be separately awarded or recoverable by Tenant for moving expenses and damage to Tenant’s trade fixtures, fixtures if a separate award for such items is made to Tenant. Tenant hereby waives any and all rights it might otherwise have pursuant to any provision of state law to terminate this Lease upon a partial Taking of the Premises or the Project.

Condemnation. If a taking renders the whole Building or any material part of Premises reasonably unsuitable for the Premises Permitted Use or the Project is taken for any public such taking prevents normal business course vehicular or quasi-public use under governmental law, ordinance, or regulation, or by right of eminent domain, or by private purchase in lieu thereof (a “Taking” or “Taken”), and the Taking would in Landlord’s reasonable judgment, either prevent or materially interfere with Tenant’s use of the Premises or materially interfere with or impair Landlord’s ownership or operation of pedestrian access to the Project, then upon written notice by Landlord Building and/or Premises or vehicular parking at the Project consistent with the requirements of this Lease, this Lease shall shall, at either party’s option, terminate and as of the date title to condemned real estate vests in the condemnor, the Rent herein reserved shall be apportioned as of said and paid in full by Tenant to Landlord to such date, all Rent prepaid for period beyond that date shall forthwith be repaid by Landlord to Tenant, and neither party shall thereafter have any liability for any unaccrued obligations hereunder. If part of the Premises shall be Taken, and this Lease is not terminated as provided aboveafter a condemnation, Landlord then notwithstanding anything to the contrary in this Lease, the Fixed Rent and the Additional Rent shall promptly restore be equitably reduced in proportion to the area of the Premises and that has been taken for the Project as nearly as is commercially reasonable under the circumstances to their condition prior to such partial Taking and the rentable square footage balance of the Building, the rentable square footage of the Premises, Tenant’s Share of Operating Expenses and the Rent payable hereunder during the unexpired Term shall be reduced to such extent as may be fair and reasonable under the circumstances. Upon any such Taking, Landlord shall be entitled to receive the entire price or award from any such Taking without any payment to Tenant, and Tenant hereby assigns to Landlord Tenant’s interest, if any, in such awardTerm. Tenant shall have the rightright to make a claim against the condemnor for the unamortized cost of the Leasehold Improvements, Alterations and Specialty Alterations (in excess of the Tenant Improvement Allowance), moving expenses, business dislocation damages and any award, all to the extent that same shall such claim does not diminish reduce the sums otherwise payable by the condemnor to Landlord’s award, to make a separate claim against the condemning authority (but not Landlord) for such compensation as may be separately awarded or recoverable by Tenant for moving expenses and damage to Tenant’s trade fixtures, if a separate award for such items is made to Tenant. Tenant hereby waives any and all rights it might otherwise have pursuant to any provision of state law to terminate this Lease upon a partial Taking of the Premises or the Project.

Condemnation. If the whole or any material part of the Premises or the Project is should be taken for any public or quasi-public use under governmental law, ordinance, or regulation, or by right of eminent domain, or by private purchase in lieu thereof (a “Taking” or “Taken”), and (a) the Taking would in Landlord’s reasonable judgment, either prevent or materially interfere with Tenant’s use of the Premises or Premises, (a) in Landlord’s judgment would materially interfere with or impair Landlord’s its ownership or operation of the Project or (a) as a result of such Taking, Landlord’s mortgagee accelerates the payment of any indebtedness securing all or a portion of the Project, then upon written notice by Landlord this Lease shall terminate and Base Rent shall be apportioned as of said date. If part of the Premises shall be Taken, and this Lease is not terminated as provided above, Landlord shall promptly restore the Premises and the Project as nearly as is commercially reasonable under the circumstances to their condition prior to such partial Taking and the rentable square footage of the Building, the rentable square footage of the Premises, Tenant’s Share of Operating Expenses and the Base Rent payable hereunder during the unexpired Lease Term shall be reduced to such extent as may be fair and reasonable under the circumstances, and Landlord shall restore the Premises to its condition prior to the Taking; provided, however, Landlord’s obligation to so restore the Premises shall be limited to the award Landlord receives in respect of such Taking that is not required to be applied to the indebtedness secured by a mortgage. Upon In the event of any such Taking, Landlord shall be entitled to receive the entire price or award from any such Taking without any payment to Tenant, and Tenant hereby assigns to Landlord Tenant’s interest, if any, in such award. Tenant shall have the right, to the extent that same shall not diminish Landlord’s award, to make a separate claim against the condemning authority (but not Landlord) for such compensation as may be separately awarded or recoverable by Tenant for moving expenses and damage to Tenant’s trade fixturesTrade Fixtures, if a separate award for such items is made to Tenant. This Section 16 shall be Tenant’s sole and exclusive remedy in the event of any taking and Tenant hereby waives any rights and all the benefits of any statute granting Tenant specific rights it might otherwise have pursuant to any provision in the event of state law to terminate a Taking which are inconsistent with the provisions of this Lease upon a partial Taking of the Premises or the ProjectSection 16.

Condemnation. If the whole or any material part of the Premises or the Project is should be taken for any public or quasi-public use under governmental law, ordinance, or regulation, or by right of eminent domain, or by private purchase in lieu thereof (a “Taking” or “Taken”), and (a) the Taking would in Landlord’s reasonable judgment, either prevent or materially interfere with Tenant’s use of the Premises or Premises, (b) in Landlord’s judgment would materially interfere with or impair Landlord’s its ownership or operation of the Project or (c) as a result of such Taking, Landlord’s mortgagee accelerates the payment of any indebtedness securing all or a portion of the Project, then upon written notice by Landlord this Lease shall terminate and Base Rent shall be apportioned as of said date. If part of the Premises shall be Taken, and this Lease is not terminated as provided above, Landlord shall promptly restore the Premises and the Project as nearly as is commercially reasonable under the circumstances to their condition prior to such partial Taking and the rentable square footage of the Building, the rentable square footage of the Premises, Tenant’s Share of Operating Expenses and the Base Rent payable hereunder during the unexpired Lease Term shall be reduced to such extent as may be fair and reasonable under the circumstances, and Landlord shall restore the Premises to its condition prior to the Taking; provided, however, Landlord’s obligation to so restore the Premises shall be limited to the award Landlord receives in respect of such Taking that is not required to be applied to the indebtedness secured by a mortgage. Upon In the event of any such Taking, Landlord shall be entitled to receive the entire price or award from any such Taking without any payment to Tenant, and Tenant hereby assigns to Landlord Tenant’s interest, if any, in such award. Tenant shall have the right, to the extent that same shall not diminish Landlord’s award, to make a separate claim against the condemning authority (but not Landlord) for such compensation as may be separately awarded or recoverable by Tenant for moving expenses and damage to Tenant’s trade fixturesTrade Fixtures, if a separate award for such items is made to Tenant. This paragraph shall be Tenant’s sole and exclusive remedy in the event of any taking and Tenant hereby waives any and all rights it might otherwise have pursuant to any provision the benefits of state law to terminate this Lease upon a partial Taking Section 1265.130 of the Premises California Code of Civil Procedure or any other statute granting Tenant specific rights in the Projectevent of a Taking which are inconsistent with the provisions of this Paragraph.

Condemnation. If the whole or any material part of the Premises or the Project is taken for any public or quasi-public use under governmental law, ordinance, or regulation, or by right of eminent domain, or by private purchase in lieu thereof (a “Taking” or “Taken”), and the Taking would in Landlord’s reasonable judgment, either prevent or materially interfere with Tenant’s use of the Premises or materially interfere with or impair Landlord’s ownership or operation of the Project, then upon written notice by Landlord this Lease shall terminate and Rent shall be apportioned as of said date. If substantial part of the Premises shall be Takencondemned by eminent domain or acquired by private purchase in lieu of condemnation, this Lease shall terminate on the date on which possession of the Premises is delivered to the condemning authority and Rent shall be apportioned and paid to that date. If no portion of the Premises is taken but a substantial portion of the Project is taken, at Landlord’s option, this Lease shall terminate on the date on which possession of such portion of the Project is delivered to the condemning authority and Rent shall be apportioned and paid to that date, provided that Landlord is also terminating or has terminated the leases of office space in the Building representing a majority of all similarly situated office tenants in the Building. Tenant shall have no claim against Landlord for the value of any unexpired portion of the Lease Term, nor shall Tenant be entitled to any part of the condemnation award or private purchase price. If this Lease is not terminated as provided above, Landlord Rent shall promptly restore the Premises and the Project as nearly as is commercially reasonable under the circumstances to their condition prior to such partial Taking and the rentable square footage of the Building, the rentable square footage of the Premises, Tenant’s Share of Operating Expenses and the Rent payable hereunder during the unexpired Term shall be reduced to such extent as may be fair and reasonable under the circumstances. Upon any such Taking, Landlord shall be entitled to receive the entire price or award from any such Taking without any payment to Tenant, and Tenant hereby assigns to Landlord Tenant’s interest, if any, xxxxx in such award. Tenant shall have the right, proportion to the extent that same shall not diminish Landlord’s award, to make a separate claim against the condemning authority (but not Landlord) for such compensation as may be separately awarded or recoverable by Tenant for moving expenses and damage to Tenant’s trade fixtures, if a separate award for such items is made to Tenant. Tenant hereby waives any and all rights it might otherwise have pursuant to any provision of state law to terminate this Lease upon a partial Taking portion of the Premises condemned and Landlord, at Landlord’s cost and expense, shall restore with reasonable diligence that part of the Premises not so acquired or the Projectcondemned to a self-contained rental unit, exclusive of any portion of Tenant’s property, any Tenant Improvements and other Alterations performed by Tenant.

Condemnation. If the whole all or any material part of the Premises or the Project is taken for any public or quasi-public use under governmental law, ordinance, or regulation, or by right of eminent domain, or by private purchase in lieu thereof (a “Taking” or “Taken”), and the Taking would in Landlord’s reasonable judgment, either prevent or materially interfere with Tenant’s use of the Premises or materially interfere with or impair Landlord’s ownership or operation of the Project, then upon written notice by Landlord this Lease shall terminate and Rent shall be apportioned as of said date. If part portion of the Premises shall be Takendamaged or taken through condemnation (which term when used in this Deed of Trust shall include any damage or taking by any governmental or quasi governmental authority and any transfer by private sale in lieu thereof), and this Lease is either temporarily or permanently, other than an insubstantial taking for the purpose of widening existing roads bordering the Land which does not terminated as provided above, Landlord shall promptly restore adversely affect access or the Premises and the Project as nearly as is commercially reasonable under the circumstances to their condition prior to such partial Taking and the rentable square footage use of the BuildingLand and does not permit Grantor to terminate the Lease, then the rentable square footage entire Secured Indebtedness shall, at the option of Bond Trustee but subject to the applicable provisions of the PremisesLease, Tenant’s Share Indenture and Loan Agreement, immediately become due and payable. Grantor, immediately upon obtaining knowledge of Operating Expenses and the Rent payable hereunder during institution, or the unexpired Term shall be reduced to such extent as may be fair and reasonable under proposed, contemplated or threatened institution of any action or proceeding for the circumstances. Upon any such Taking, Landlord shall be entitled to receive the entire price or award from any such Taking without any payment to Tenant, and Tenant hereby assigns to Landlord Tenant’s interest, if any, in such award. Tenant shall have the right, to the extent that same shall not diminish Landlord’s award, to make a separate claim against the condemning authority (but not Landlord) for such compensation as may be separately awarded or recoverable by Tenant for moving expenses and damage to Tenant’s trade fixtures, if a separate award for such items is made to Tenant. Tenant hereby waives any and all rights it might otherwise have pursuant to any provision of state law to terminate this Lease upon a partial Taking taking through condemnation of the Premises or any part thereof will notify Bond Trustee, and Bond Trustee is hereby authorized, at its option, to commence, appear in and prosecute, through counsel selected by Bond Trustee, in its own or in Grantor’s name, any action or proceeding relating to any condemnation to which Grantor is a party. Grantor may compromise or settle any claim for compensation but shall not make any compromise or settlement for an award that is less than the ProjectSecured Indebtedness without the prior written consent of Bond Trustee. All such compensation, awards, damages, claims, rights of action and proceeds and the right thereto are hereby assigned by Grantor to Bond Trustee, and Bond Trustee is authorized, at its option, to collect and receive all such compensation, awards or damages and to give proper receipts and acquittance therefor without any obligation to question the amount of any such compensation, awards or damages. After deducting from said condemnation proceeds all of its expenses incurred in the collection and administration of such sums, including reasonable attorney’s fees, Bond Trustee shall apply the net proceeds as provided in, and subject to the provisions of, Section 1.03(c) hereof.

Condemnation. If the whole or any material part substantially the whole of the Premises or the Project is shall be taken for any public or quasi-public use under governmental lawuse, ordinance, or regulation, or by right of eminent domaindomain or otherwise, or by private purchase shall be voluntarily sold or conveyed in lieu thereof of condemnation (a “Taking” or “Taken”but under threat of condemnation), and the Taking would in Landlord’s reasonable judgment, either prevent or materially interfere with Tenant’s use of the Premises or materially interfere with or impair Landlord’s ownership or operation of the Project, then upon written notice by Landlord this Lease shall terminate and Rent shall be apportioned as of said date. If part the date when physical possession of the Premises is taken by the condemning authority. If less than the whole or substantially the whole of the Premises is so taken, sold or conveyed, then either Landlord or Tenant may terminate this Lease by giving written notice thereof to the other Party prior to the date when physical possession of such portion of the Premises is taken by the condemning authority if such taking, sale, or conveyance substantially impairs access to the Premises or the usefulness of the Premises for the purposes herein granted to Tenant, in which event this Lease shall be Taken, and terminate as of the date when physical possession of such portion of the Premises is taken by the condemning authority. If this Lease is not so terminated as provided above, Landlord shall promptly restore the Premises and the Project as nearly as is commercially reasonable under the circumstances to their condition prior to such partial Taking and the rentable square footage of the Building, the rentable square footage of the Premises, Tenant’s Share of Operating Expenses and the Rent payable hereunder during the unexpired Term shall be reduced to such extent as may be fair and reasonable under the circumstances. Upon upon any such Takingtaking, sale or conveyance, then: (a) Landlord shall be entitled to receive the entire price or award from any such Taking without any payment to Tenant, and Tenant hereby assigns to Landlord Tenant’s interest, if any, in such award. Tenant shall have the rightshall, to the extent that same Landlord deems feasible, restore the Premises to substantially their former condition, but such work shall not diminish exceed the scope of the Premises as currently situated, nor shall Landlord in any event be required to spend for such work an amount in excess of the amount received by Landlord as compensation for such taking, sale or conveyance, and (b) if any portion of the Premises is so taken, sold, or conveyed, the Rent shall be equitably reduced. All compensation awarded for any such taking, sale, or conveyance of the fee, or any part thereof, shall belong to and be the property of Landlord’s award. In the event of condemnation, to make a separate Tenant may claim against and recover from the condemning authority (authority, but not from Landlord) for , such compensation as may be separately awarded or recoverable by to Tenant for moving expenses and damage the value of its leasehold interest, or for or on account of any cost or loss to Tenantwhich Tenant might put in relocating, including, but not limited to, Xxxxxx’s trade furniture, fixtures, if a separate leasehold improvements and equipment. Compensation as used in this Section shall mean any award for such items is made to Tenanttaking, sale, or conveyance in excess of, and free and clear of, all prior claims of the holders of any mortgages, deeds of trust or other security interests. No such taking, sale or conveyance shall operate as or be deemed an eviction of Tenant or a breach of Landlord’s covenant of quiet enjoyment. Except as otherwise expressly provided herein, Tenant hereby waives any and all statutory rights it might otherwise have pursuant to of termination that may arise by reason of any provision of state law to terminate this Lease upon a such partial Taking taking, sale, or conveyance of the Premises or the ProjectPremises.

Condemnation. If the whole or any material part of the Premises Mortgaged Property is condemned or the Project is taken for any public or quasi-public use under governmental law, ordinance, or regulation, or by right power of eminent domain, all proceeds shall be applied first to pay the indebtedness secured hereby unless Mortgagee shall determine, in its reasonable discretion, to apply all or any part of such proceeds to restoration of the Mortgaged Property. No settlement for the damages sustained thereby shall be made by private purchase Mortgagor without Mortgagee's prior written approval thereof. If the amount of an initial award of damages for the condemnation is insufficient to pay the amount of the indebtedness secured hereby in lieu thereof full with interest and costs, Mortgagee shall have the right to file an appeal or such other legal proceedings as legal counsel may advise to be appropriate under the circumstances in the name of Mortgagor or of Mortgagee (a “Taking” for which action Mortgagee or “Taken”such counsel as it chooses is hereby irrevocably appointed attorney in fact for Mortgagor), and to prosecute same to final conclusion or otherwise dispose thereof, in which event the Taking would in Landlord’s reasonable judgment, either prevent or materially interfere with Tenant’s use expenses of the Premises appeal or materially interfere with or impair Landlord’s ownership or operation other appropriate legal proceedings, including but not limited to counsel fees, shall be first paid out of the Projectproceeds, then upon written notice by Landlord this Lease shall terminate and Rent no credit shall be apportioned as of said date. If part given on account of the Premises shall be Taken, and this Lease is not terminated as provided above, Landlord shall promptly restore mortgage debt other than a credit for the Premises and the Project as nearly as is commercially reasonable under the circumstances to their condition prior to such partial Taking and the rentable square footage of the Building, the rentable square footage of the Premises, Tenant’s Share of Operating Expenses and the Rent payable hereunder during the unexpired Term shall be reduced to such extent as may be fair and reasonable under the circumstances. Upon any such Taking, Landlord shall be entitled to receive the entire price or award from any such Taking without any payment to Tenant, and Tenant hereby assigns to Landlord Tenant’s interestamount, if any, whereby the final proceeds exceed all such expenses. Nothing in such award. Tenant this covenant or elsewhere in this Mortgage shall have the rightlimit rights otherwise available at law to Mortgagee, including but not limited to the extent that same shall not diminish Landlord’s award, right to make intervene as a separate claim against the condemning authority (but not Landlord) for such compensation as may be separately awarded or recoverable by Tenant for moving expenses and damage to Tenant’s trade fixtures, if a separate award for such items is made to Tenant. Tenant hereby waives any and all rights it might otherwise have pursuant party to any provision of state law to terminate this Lease upon a partial Taking of the Premises or the Projectcondemnation proceeding.

Condemnation. If the whole or any material part of the Premises or the Project is taken for any public or quasi-public use under governmental law, ordinance, or regulation, or by right of eminent domain, or by private purchase in lieu thereof (a “Taking” or “Taken”), and if the Taking would (i) in Landlord’s reasonable judgment, either prevent or materially interfere with Tenant’s use of the Premises or judgment materially interfere with or impair Landlord’s ownership or operation of the Project, or (ii) in Tenant’s reasonable judgment either prevent or materially interfere with Tenant’s use of the Premises, then upon written notice by Landlord or Tenant, as applicable, this Lease shall terminate and Rent shall be apportioned as of said date. If part of the Premises shall be Taken, and this Lease is not terminated as provided above, Landlord shall promptly restore the Premises and the Project as nearly as is commercially reasonable under the circumstances to their condition prior to such partial Taking and the rentable square footage of the Building, the rentable square footage of the Premises, Tenant’s Share of Operating Expenses and the Rent payable hereunder during the unexpired Term shall be reduced to such extent as may be fair and reasonable under the circumstances. Upon any such Taking, Landlord shall be entitled to receive the entire price or award from any such Taking without any payment to Tenant, and Tenant hereby assigns to Landlord Tenant’s interest, if any, in such award. Tenant shall have the right, to the extent that same shall not diminish Landlord’s award, to make a separate claim against the condemning authority (but not Landlord) for such compensation as may be separately awarded or recoverable by Tenant for moving expenses and damage to Tenant’s trade fixtures, if a separate award for such items is made to Tenant. Tenant hereby waives any and all rights it might otherwise have pursuant to any provision of state law to terminate this Lease upon a partial Taking of the Premises or the Project.

Condemnation. If the whole Premises or any material part portion that renders the Premises unusable for Tenant's normal office operations or any portion of the Building Complex which renders the Premises or the Project unusable for Tenant's normal office operations is taken for any public or quasi-public use under governmental law, ordinance, or regulation, or by right of eminent domain, or by private purchase condemnation (which includes a conveyance in lieu thereof (of a “Taking” or “Taken”taking), and this Lease, at the Taking would in Landlord’s reasonable judgmentoption of either Landlord or Tenant exercised by notice to the other within 30 days after the taking, either prevent or materially interfere with Tenant’s use of the Premises or materially interfere with or impair Landlord’s ownership or operation of the Project, then upon written notice by Landlord this Lease shall terminate and Rent shall be apportioned as of said datethe date of the taking. Tenant shall forthwith surrender the Premises and all interest in this Lease, and, if Tenant fails to do so, Landlord may reenter and take possession of the Premises. If part of the Premises shall be Taken, and this Lease is not terminated as provided abovein accordance with this Section, Landlord shall promptly restore repair the Premises and the Project as nearly as is commercially reasonable under the circumstances possible to their its condition immediately prior to such partial Taking and the rentable square footage of the Buildingtaking, the rentable square footage of the Premisesunless Landlord elects not to rebuild under Section 18.5, Tenant’s Share of Operating Expenses and the Rent payable hereunder during shall abatx xxxing the unexpired Term shall be reduced period of repair in the same proportion that the part of the Premises taken or rendered unusable for Tenant's normal office operations bears to such extent as may be fair and reasonable under the circumstanceswhole. Upon any such Taking, Landlord shall be entitled to receive the entire price award or award from consideration for the taking, except Tenant may claim and prove in any such Taking without proceeding and receive any payment to Tenant, and Tenant hereby assigns to Landlord Tenant’s interest, if any, in such award. Tenant shall have the right, to the extent that same shall not diminish Landlord’s award, to make or seek a separate claim against the condemning authority (but not Landlord) award, made to Tenant specifically for such compensation as may be separately awarded or recoverable by Tenant damages for moving expenses and damage to Tenant’s trade fixtures, if a separate equipment and moving or relocation expenses so long as such award for such items is made to Tenant. Tenant hereby waives any and all rights it might otherwise have pursuant to any provision of state law to terminate this Lease upon a partial Taking of the Premises or the Projectdoes not reduce Landlord's award.

Condemnation. If the whole or any material part of the Premises or the Project is taken for any public or quasi-public use under governmental law, ordinance, or regulation, or by right of eminent domain, or by private purchase in lieu thereof (a “Taking” or “Taken”), and the Taking would in Landlord’s reasonable judgment, either prevent or materially interfere with Tenant’s use of the Premises or materially interfere with or impair Landlord’s ownership or operation of the Project, then upon written notice by Landlord this Lease shall terminate and Rent shall be apportioned as of said date. If part of the Premises shall be Taken, and this Lease is not terminated as provided above, Landlord shall promptly restore the Premises and the Project as nearly as is commercially reasonable under the circumstances to their condition prior to such partial Taking and the rentable square footage of the Building, the rentable square footage of the Premises, Tenant’s Share of Operating Expenses and the Rent payable hereunder during the unexpired Term shall be reduced to such extent as may be fair and reasonable under the circumstances. Upon any such Taking, Landlord shall be entitled to receive the entire price or award from any such Taking without any payment to Tenant, and Tenant Borrower hereby assigns to Landlord Tenant’s interest, if any, in such award. Tenant shall have the Lender all right, title and interest which it may have in and to any award, including any bond as security therefor, as a result of the taking of or damage to the extent that same shall not diminish Landlord’s awardProperty, to make a separate claim against the condemning authority (but not Landlord) for such compensation as may be separately awarded or recoverable by Tenant for moving expenses and damage to Tenant’s trade fixturesany part thereof, if a separate including any award for such items any change or changes of grade or route of streets affecting the Property by reason of condemnation proceedings under the power of eminent domain or conveyance in lieu thereof. Lender is made hereby authorized, directed and empowered at its option to Tenantcollect and receive the proceeds of any award from the authorities making same, including any bond as security therefor, and to give proper receipts and acquittances therefor, and to apply the same as provided in this Agreement. Tenant hereby waives Borrower shall make, execute, obtain and deliver to Lender any and all rights it might otherwise have pursuant assignments and other instruments sufficient for the purpose of making such assignment, free, clear and discharged of any and all encumbrances of any kind or nature whatsoever except the Title Exceptions. Borrower may contest in good faith the validity or amount of any award by appropriate proceedings provided by law. Subject to the Title Exceptions, any provision award shall be paid first to the repair or restoration of state law any damage or destruction to terminate this Lease upon a partial Taking the Property caused by the condemnation, second to the reduction of the Premises or principal balance and accrued Interest due to Lender, and third to Borrower. If the Projectamount of any award is sufficient to pay in full all amounts owed to Lender, at the election of Borrower, any award shall be paid to Lender until Lender is paid in full, and Borrower shall be paid the balance of any award.

Condemnation. If If, during the whole term of this lease, or any material part extension or renewal thereof, all of the Premises or the Project is should be taken for any public or quasi-public use under any governmental law, ordinanceordinance or regulation or by right of eminent domain or by private purchase in lieu thereof, this lease shall terminate and the rent shall be abated during the unexpired portion of this lease, effective on the date physical possession is taken by the condemning authority, and Tenant shall have no claim against Landlord for the value of any unexpired term of this lease. In the event a portion but not all of the Premises shall be taken for any public or quasi-public use under any governmental law, ordinance or regulation, or by right of eminent domain, domain or by private purchase sale in lieu thereof (a “Taking” or “Taken”), and the Taking would partial taking or condemnation shall render the Premises unsuitable for Tenant’s business, then Landlord shall have the option, in its sole discretion, of terminating this lease, or, at Landlord’s reasonable judgmentsole risk and expense, either prevent or materially interfere with Tenant’s use of restoring and reconstructing the Premises or materially interfere with or impair Landlord’s ownership or operation of to the Project, then upon written notice by extent necessary to make same reasonably tenantable. Should Landlord this Lease shall terminate and Rent shall be apportioned as of said date. If part of the Premises shall be Taken, and this Lease is not terminated as provided above, Landlord shall promptly restore the Premises and the Project as nearly as is commercially reasonable under the circumstances elect to their condition prior to such partial Taking and the rentable square footage of the Buildingrestore, the rentable square footage of lease shall continue in full force and effect with the Premises, Tenant’s Share of Operating Expenses and the Rent rent payable hereunder during the unexpired Term shall be reduced portion of this lease adjusted to such an extent as may be fair and reasonable under the circumstances, and Tenant shall have no claim against Landlord for the value of any interrupted portion of this lease. Upon In the event of any such Takingcondemnation or taking, Landlord total or partial, Tenant shall not be entitled to any part of the award or price paid in lieu thereof, and Landlord shall receive the entire price full amount of such award or award from any such Taking without any payment to Tenantprice, and Tenant hereby assigns to Landlord Tenant’s interest, if any, in such award. Tenant shall have the right, to the extent that same shall not diminish Landlord’s award, to make a separate expressly waiving any right or claim against the condemning authority (but not Landlord) for such compensation as may be separately awarded or recoverable by Tenant for moving expenses and damage to Tenant’s trade fixtures, if a separate award for such items is made to Tenant. Tenant hereby waives any and all rights it might otherwise have pursuant to any provision of state law to terminate this Lease upon a partial Taking of the Premises or the Projectpart thereof.

Condemnation. If during the term of this Lease, the whole or any material part of the Premises leased premises or the Project is taken for any public or quasi-public use under governmental law, ordinanceBuilding, or regulationsuch portion(s) thereof as will render the leased premises unusable for the purpose leased, be condemned or by otherwise leased or taken under the right of eminent domain, domain by any competent authority for public or quasi- public use or purpose or is taken by private purchase in lieu thereof (a “Taking” or “Taken”)of condemnation, and then in such event, this Lease shall, at the Taking would in Landlord’s reasonable judgment, either prevent or materially interfere with Tenant’s use option of the Premises or materially interfere with or impair Landlord’s ownership or operation LANDLORD, cease and come to an end as of the Projectdate of the vesting of title in such public authority or by private purchase, then upon written notice by Landlord this Lease shall terminate and Rent or when possession is given to such public authority, whichever event last occurs. Upon such occurrence the rent shall be apportioned proportioned as of said date. If part of the Premises such date and any prepaid rent shall be Taken, and this Lease is not terminated as provided above, Landlord shall promptly restore returned to the Premises and the Project as nearly as is commercially reasonable under the circumstances to their condition prior to such partial Taking and the rentable square footage of the Building, the rentable square footage of the Premises, Tenant’s Share of Operating Expenses and the Rent payable hereunder during the unexpired Term shall be reduced to such extent as may be fair and reasonable under the circumstancesTENANT. Upon any such Taking, Landlord The LANDLORD shall be entitled to receive the entire award or purchase price or award from any such Taking without any payment to Tenant, for the building and Tenant hereby assigns to Landlord Tenant’s interest, if any, in such award. Tenant improvements owned by LANDLORD and the TENANT shall have the rightno right or claim, to any part thereof. TENANT shall be entitled to claim an award for the extent that same value of TENANT'S property located upon the demised premises. LANDLORD shall not diminish Landlord’s award, have no interest in those sums specifically awarded to make a separate claim against TENANT for TENANT'S interest in the condemning authority (but not Landlord) for such compensation as leased premises which may be separately awarded or recoverable by Tenant for moving expenses TENANT in the condemnation proceeding. The interest of LANDLORD and damage TENANT shall be dealt with separately and according to Tenant’s trade fixtures, if law and TENANT shall be a separate award for such items is made to Tenant. Tenant hereby waives party in any and all rights it might otherwise have pursuant condemnation proceeding and/or action at law in connection with or relating to any provision condemnation proceeding; the foregoing being for the purpose of state law to terminate this Lease upon a partial Taking of establishing TENANT'S interest and compensation therefor in the Premises or the Projectevent that condemnation does occur.

Condemnation. If the whole or any material part substantially the whole of the Premises or the Project is taken for any public or quasi-public use under governmental law, ordinance, or regulation, or by right of eminent domain, or by private purchase in lieu thereof (a “Taking” or “Taken”"TAKING" OR "TAKEN"), and the Taking would in Landlord’s 's reasonable judgment, judgment either prevent or materially interfere with Tenant’s 's use of the Premises or materially interfere with or impair Landlord’s 's ownership or operation of the Project, then upon 30 days advance written notice by Landlord this Lease shall terminate and Rent shall be apportioned as of said date. If part of the Premises shall be Taken, and this Lease is not terminated as provided above, Landlord shall promptly restore the Premises and the Project as nearly as is commercially reasonable under the circumstances to their condition prior to such CONFIDENTIAL - DO NOT COPY Net/Gross Multi-Tenant 500 Arsenal Street/Acusphere, Inc. - Page 15 Office/Laboratory partial Taking and the rentable square footage of the Building, the rentable square footage of the Premises, Tenant’s 's Share of Operating Expenses and the Rent payable hereunder during the unexpired Term shall be reduced to such extent as may be fair and reasonable under the circumstances. Upon any such Taking, Landlord shall be entitled to receive the entire price or award from any such Taking without any payment to Tenant, and Tenant hereby assigns to Landlord Tenant’s 's interest, if any, in such award. Tenant shall have the right, to the extent that same shall not diminish Landlord’s 's award, to make a separate claim against the condemning authority (but not Landlord) for such compensation as may be separately awarded or recoverable by Tenant for moving expenses and damage to Tenant’s 's trade fixtures, if a separate award for such items is made to Tenant. Tenant hereby waives any and all rights it might otherwise have pursuant to any provision of state law to terminate this Lease upon a partial Taking of the Premises or the Project.

Condemnation. If at any time during the Term the whole or any material part of the Premises or the Project is taken for any public or quasi-public use under governmental law, ordinance, or regulation, or by right of eminent domain, or by private purchase in lieu thereof (a “Taking” or “Taken”), and the Taking would in Landlord’s reasonable judgment, judgment either prevent or materially interfere with Tenant’s use of the Premises or materially interfere with or impair Landlord’s ownership or operation of the Project, then upon written notice by Landlord this Lease shall terminate and Rent shall be apportioned as of said date. If part of the Premises shall be Taken, and this Lease is not terminated as provided above, Landlord shall promptly restore the Premises and the Project as nearly as is commercially reasonable under the circumstances to their condition prior to such partial Taking and the rentable square footage of the Building, the rentable square footage of the Premises, Tenant’s Share of Operating Expenses the Building and the Rent payable hereunder during the unexpired Term shall be reduced to such extent as may be fair and reasonable under the circumstances. Upon any such Taking, Landlord shall be entitled to receive the entire price or award from any such Taking without any payment to Tenant, and Tenant hereby assigns to Landlord Tenant’s interest, if any, in such award. Tenant shall have the right, to the extent that same shall not diminish Landlord’s award, to make a separate claim against the condemning authority (but not Landlord) for such compensation as may be separately awarded or recoverable by Tenant for moving expenses and damage to Tenant’s trade fixtures, if a separate award for such items is made to Tenant. Tenant hereby waives any and all rights it might otherwise have pursuant to any provision of state law to terminate this Lease upon a partial Taking of the Premises or the Project.

Condemnation. If the whole or any material part of the Premises or the Project is taken for any public or quasi-public use under governmental law, ordinance, or regulation, or by right of eminent domain, or by private purchase in lieu thereof (a “Taking” or “Taken”), and the Taking would in Landlord’s reasonable judgment, either prevent or materially interfere with Tenant’s use of the Premises or materially interfere with or impair Landlord’s ownership or operation of the Project, then upon written notice by Landlord this Lease shall terminate and Rent shall be apportioned as of said date. If part of the Premises shall be Taken, and this Lease is not terminated as provided above, Landlord shall promptly restore the Premises and the Project as nearly as is commercially reasonable under the circumstances to their condition prior to such partial Taking and the rentable square footage of the Building, the rentable square footage of the Premises, Tenant’s Share of Operating Expenses and the Rent payable hereunder during the unexpired Term shall be reduced to such extent as may be fair and reasonable under the circumstances. Upon any such Taking, Landlord shall be entitled to receive the entire price or award from any such Taking without any payment to Tenant, and Tenant hereby assigns to Landlord Tenant’s interest, if any, in such award. Tenant shall have the right, to the extent that same shall not diminish Landlord’s award, to make a separate claim against the condemning authority (but not Landlord) for such compensation as may be separately awarded or recoverable by Tenant for moving expenses and damage to Tenant’s trade fixtures, if a separate award for such items is made to Tenant. Tenant hereby waives any and all rights it might otherwise have pursuant to any provision of state law to terminate this Lease upon a partial Taking of the Premises or the Project.

Condemnation. If more than twenty-five percent (25%) of the whole ------------ Land and/or Building shall be taken or appropriated under the power of eminent domain or conveyed in lieu thereof, Landlord shall have the right to terminate this Lease. If such taking renders the Premises unsuitable for the conduct of Tenant's business then tenant shall have the right to terminate this Lease. If this Lease is terminated, Landlord shall receive (and Tenant shall assign to Landlord upon demand from Landlord) any and all income, rent, award or any material interest thereon which may be paid or owed in connection with the exercise of such power of eminent domain or conveyance in lieu thereof, and Tenant shall have no claim against the agency exercising such power or receiving such conveyance, for any part of such sum paid by virtue of such proceedings, whether or not attributable to the value of the unexpired term of this Lease except for the unamortized value of Tenant Improvements paid for by Tenant and relocation benefits, if any. If a part of the Premises or the Project is taken for any public or quasi-public use under governmental law, ordinance, or regulation, or by right of eminent domain, or by private purchase in lieu thereof (a “Taking” or “Taken”), and the Taking would in Landlord’s reasonable judgment, either prevent or materially interfere with Tenant’s use of the Premises or materially interfere with or impair Landlord’s ownership or operation of the Project, then upon written notice by Landlord this Lease shall terminate and Rent Land and/or Building shall be apportioned as of said date. If part of the Premises so taken or appropriated or conveyed and Landlord hereto shall be Taken, and elect not to terminate this Lease is not terminated as provided aboveLease, Landlord shall promptly restore the Premises and the Project as nearly as is commercially reasonable under the circumstances to their condition prior to such partial Taking and the rentable square footage of the Building, the rentable square footage of the Premises, Tenant’s Share of Operating Expenses and the Rent payable hereunder during the unexpired Term shall be reduced to such extent as may be fair and reasonable under the circumstances. Upon any such Taking, Landlord shall be entitled to nonetheless receive the entire price or award from any such Taking without any payment to Tenant, (and Tenant hereby assigns shall assign to Landlord Tenant’s interest, if any, in such award. Tenant shall have the right, to the extent that same shall not diminish Landlord’s award, to make a separate claim against the condemning authority (but not upon demand from Landlord) for such compensation as may be separately awarded or recoverable by Tenant for moving expenses and damage to Tenant’s trade fixtures, if a separate award for such items is made to Tenant. Tenant hereby waives any and all rights it might otherwise have pursuant to income, rent, award or any provision of state law to terminate this Lease upon a partial Taking of interest thereon paid or owed in connection with such taking, appropriation or conveyance; and if the Premises have been damaged as a consequence of such partial taking or the Project.appropriation or conveyance,

Condemnation. If the whole or any material part substantially the whole of the Premises Complex, Building or the Project is Premises should be taken for any public or quasi-public use under governmental lawuse, ordinance, or regulation, or by right of eminent domain, domain or by private purchase otherwise or should be sold in lieu thereof (a “Taking” or “Taken”), and the Taking would in Landlord’s reasonable judgment, either prevent or materially interfere with Tenant’s use of the Premises or materially interfere with or impair Landlord’s ownership or operation of the Projectcondemnation, then upon written notice by Landlord this Lease shall terminate and Rent shall be apportioned as of said datethe date when physical possession of the Complex or the Premises is taken by the condemning authority. If part less than the whole or substantially the whole of the Complex or Premises is thus taken or sold, Landlord (whether or not the Premises are affected thereby) may, at its option, terminate this Lease by giving written notice thereof to Tenant; in which event this Lease shall be Taken, and terminate as of the date when physical possession of such portion of the Complex or Premises is taken by the condemning authority. If this Lease is not so terminated as provided aboveupon any such taking or sale, Landlord shall promptly restore and if a portion of the Premises and the Project as nearly as is commercially reasonable under the circumstances to their condition prior to such partial Taking and the rentable square footage of the Buildingtaken, the rentable square footage of the Premises, Tenant’s Share of Operating Expenses and the Base Rent payable hereunder during the unexpired Term shall be reduced to such extent as may be fair and reasonable under the circumstances. Upon any such Taking, Landlord shall be entitled to receive the entire price or award from any such Taking without any payment to Tenantdiminished by an equitable amount, and Tenant hereby assigns to Landlord Tenant’s interest, if any, in such award. Tenant shall have the rightshall, to the extent that same Landlord deems feasible, restore the Building and, if affected, the Premises to substantially their former condition, but such work shall not diminish exceed the scope of the work done by Landlord in originally constructing the Shell Improvements and the Landlord’s award's portion of the Tenant Improvements in the Premises, nor shall Landlord in any event be required to make a separate claim against the condemning authority (but not Landlord) spend for such work an amount in excess of the amount received by Landlord as compensation as may be separately awarded or recoverable by Tenant for moving expenses and damage to Tenant’s trade fixtures, if a separate award for such items is made taking. All amounts awarded upon a taking of any part or all of the Complex or Premises shall belong to Tenant. Landlord, and Tenant hereby shall not be entitled to and expressly waives any and all rights it might otherwise have pursuant claims to any provision of state law to terminate this Lease upon a partial Taking of the Premises or the Projectsuch compensation.

Condemnation. If the whole or any material part of the Premises or the Project is to be taken for any public or quasi-public use under governmental law, ordinance, or regulation, or by right of eminent domain, domain or by private purchase sale in lieu thereof (a “"Taking” " or “"Taken”"), and the Taking would in Landlord’s reasonable judgment, either prevent or materially interfere with Tenant’s 's use of the Premises or Premises, Tenant may, by written notice to Landlord, terminate this Lease as of the date of the Taking, and Tenant agrees to give Landlord as much notice as possible, and the Rent and additional rent will be apportioned as of the date of the Taking. If the Taking in Landlord's judgment would materially interfere with or impair Landlord’s 's ownership or operation of the ProjectPremises, then upon written notice by Landlord this Lease shall will terminate as of the date of the Taking, and the Rent and Additional Rent shall be apportioned as of said that date. If part of the Premises shall be is Taken, and this Lease is not terminated as provided above, Landlord shall promptly restore the Premises and the Project as nearly as is commercially reasonable under the circumstances to their condition prior to such partial Taking and the rentable square footage of the Building, the rentable square footage of the Premises, Tenant’s Share of Operating Expenses and the Rent payable hereunder during the unexpired Lease Term shall be reduced to such extent as may be fair and reasonable under the circumstances. Upon In the event of any such Taking, Landlord shall be entitled to receive the entire price or award from any such Taking without any payment to Tenant, and Tenant hereby assigns to Landlord Tenant’s 's interest, if any, in such the award. Tenant shall have has the right, to the extent that same shall Tenant's claim does not diminish Landlord’s 's award, to make a separate claim against the condemning authority (but not Landlord) for such compensation as may be separately awarded or recoverable by Tenant for moving expenses and damage to Tenant’s trade fixtures's Trade Fixtures, if a separate award for such items is made to Tenant. Tenant hereby waives any and all rights it might otherwise have pursuant to any provision of state law to terminate this Lease upon a partial Taking of the Premises or the Project.

Condemnation. If the whole or any material part of the Premises or the Project Building shall be taken or condemned, and a part thereof remains which is taken for any public or quasi-public use under governmental lawsusceptible of occupation hereunder, ordinancethis Lease shall, or regulationas to the part so taken, or by right terminate as of eminent domain, or by private purchase the date title shall vest in lieu thereof (a “Taking” or “Taken”)the condemner, and the Taking would in Landlord’s reasonable judgment, either prevent or materially interfere with Tenant’s use rental payable hereunder shall be adjusted so that Tenant shall be required to pay for the remainder of the Premises or materially interfere with or impair Landlord’s ownership or operation term only such portion of such rent as the number of square feet in the part remaining after the condemnation bears to the number of square feet of the Project, then upon written notice by Landlord this Lease shall terminate and Rent shall be apportioned as entire Premises at the date of said date. If part of the Premises shall be Taken, and this Lease is not terminated as provided above, Landlord shall promptly restore the Premises and the Project as nearly as is commercially reasonable under the circumstances to their condition prior to such partial Taking and the rentable square footage of the Building, the rentable square footage of the Premises, Tenant’s Share of Operating Expenses and the Rent payable hereunder during the unexpired Term shall be reduced to such extent as may be fair and reasonable under the circumstances. Upon any such Taking, Landlord shall be entitled to receive the entire price or award from any such Taking without any payment to Tenant, and Tenant hereby assigns to Landlord Tenant’s interest, if any, condemnation; but in such award. Tenant event Landlord shall have the right, to the extent that same shall not diminish Landlord’s award, to make a separate claim against the condemning authority (but not Landlord) for such compensation as may be separately awarded or recoverable by Tenant for moving expenses and damage to Tenant’s trade fixtures, if a separate award for such items is made to Tenant. Tenant hereby waives any and all rights it might otherwise have pursuant to any provision of state law option to terminate this Lease upon a partial Taking by written notice to Tenant within thirty (30) days of the date when title to the part so condemned xxxxx in the condemner. If part or all of the Premises or the ProjectBuilding be taken or condemned, all compensation awarded upon such condemnation or taking shall go to Landlord and Tenant shall have no claim thereto, and Tenant hereby irrevocably assigns and transfers to Landlord any right to compensation or damages to which Landlord may be entitled during the term hereof by reason of the condemnation of all or a part of the Premises; provided, Tenant may make separate claims against the condemning authority for damages to its personal property or moving expenses.

Condemnation. If the whole or any material part of the Premises or the Project is taken for any public or quasi-public use under governmental law, ordinance, or regulation, or by right of eminent domain, or by private purchase in lieu thereof (a “Taking” or “Taken”), and the Taking would in Landlord’s reasonable judgment, either prevent or materially interfere with Tenant’s use of the Premises or materially interfere with or impair Landlord’s ownership or operation of the Project, then upon written notice by Landlord this Lease shall terminate and Rent shall be apportioned as of said date. If part of the Premises shall be Takentaken or condemned for a public or quasi-public use, and a part thereof remains which is suitable for occupation hereunder, this Lease is not terminated shall, as provided aboveto the part so taken, Landlord shall promptly restore the Premises and the Project terminate as nearly as is commercially reasonable under the circumstances to their condition prior to such partial Taking and the rentable square footage of the Buildingdate title shall vest in a condemner, the rentable square footage of the Premises, Tenant’s Share of Operating Expenses and the Rent payable hereunder during the unexpired Term shall be reduced adjusted so that the Tenant shall be required to pay for the remainder of the Term only such extent portion of such Rent as may be fair and reasonable under the circumstances. Upon any number of square feet in the part remaining after the condemnation bears to the number of square feet in the entire Premises at the date of condemnation; but, in such Takingevent, Landlord shall be entitled to receive the entire price or award from any such Taking without any payment to Tenant, and Tenant hereby assigns to Landlord Tenant’s interest, if any, in such award. Tenant shall have the right, to the extent that same shall not diminish Landlord’s award, to make a separate claim against the condemning authority (but not Landlord) for such compensation as may be separately awarded or recoverable by Tenant for moving expenses and damage to Tenant’s trade fixtures, if a separate award for such items is made to Tenant. Tenant hereby waives any and all rights it might otherwise have pursuant to any provision of state law option to terminate this Lease upon as of the date when title to the part so condemned vests in a partial Taking condemner. If all or any part of the Premises shall be taken or condemned so that there does not remain a portion suitable for occupation, this Lease shall thereupon terminate. If all or a part of the ProjectPremises be taken or condemned, all compensation awarded upon such condemnation or taking shall go to the Landlord and the Tenant shall have no claim thereto, and the Tenant hereby irrevocably assigns and transfers to the Landlord any right to compensation or damages to which the Tenant may be entitled during the Term hereof by reason of the condemnation of all, or a part, of the Premises.

Condemnation. If the whole or any material part of the Premises or the Project is taken for any public or quasi-public use under governmental law, ordinance, or regulation, or by right of eminent domain, or by private purchase in lieu thereof (a “Taking” or “Taken”), and the Taking would in Landlord’s reasonable judgment, either prevent or materially interfere with Tenant’s use of the Premises or materially interfere with or impair Landlord’s ownership or operation of the Project, then upon written notice by Landlord this Lease shall terminate and Rent shall be apportioned as of said date. If part of the Premises shall be Taken, and this Lease is not terminated as provided above, Landlord shall promptly restore the Premises and the Project as nearly as is commercially reasonable under the circumstances to their condition prior to such partial Taking and the rentable square footage of the Building, the rentable square footage of the Premises, Tenant’s Share of Operating Expenses and the Rent payable hereunder during the unexpired Term shall be reduced to such extent as may be fair and reasonable under the circumstances. Upon any such Taking, Landlord shall be entitled to receive the entire price or award from any such Taking without any payment to Tenant, and Tenant hereby assigns to Landlord Tenant’s interest, if any, in such award. Tenant shall have the right, to the extent that same shall not diminish Landlord’s award, to make a separate claim against the condemning authority (but not Landlord) for such compensation as may be separately awarded or recoverable by Tenant for moving expenses and damage to Tenant’s trade fixtures, if a separate award for such items is made to Tenant. , Tenant hereby waives any and all rights it might otherwise have pursuant to any provision of state law to terminate this Lease upon a partial Taking of the Premises or the Project.

Condemnation. If the whole or any material part of the Premises or the Project is taken for any public or quasi-public use under governmental law, ordinance, or regulation, or by right of eminent domain, or by private purchase in lieu thereof (a “Taking” or “Taken”), and the Taking would in Landlord’s reasonable judgmentwould, as determined by a mutually acceptable arbitrator (or, if the parties cannot agree on an arbitrator, a court appointed arbitrator following a petition by the parties for the appointment of an arbitrator), either prevent or materially interfere with Tenant’s use of the Premises or materially interfere with or impair Landlord’s ownership or operation of the Project, then either party shall have the right, upon written notice by Landlord this to the other within 15 days of such Taking, to terminate the Lease shall terminate and Rent shall be apportioned as of said date. If part of the Premises shall be Taken, and this Lease is not terminated as provided above, Landlord shall promptly restore the Premises and the Project as nearly as is commercially reasonable under the circumstances to their condition prior to such partial Taking and the rentable square footage of the Building, the rentable square footage of the Premises, Tenant’s Share of Operating Expenses and the Rent payable hereunder during the unexpired Term shall be reduced to such extent as may be fair and reasonable under the circumstances. Upon any such Taking, Landlord shall be entitled to receive the entire price or award from any such Taking without any payment to Tenant, and Tenant hereby assigns to Landlord Tenant’s interest, if any, in such award. Tenant shall have the right, to the extent that same shall not diminish Landlord’s award, to make a separate claim against the condemning authority (but not Landlord) for such compensation as may be separately awarded or recoverable by Tenant for moving expenses and damage to Tenant’s trade fixtures, if a separate award for such items is made to Tenant. Tenant hereby waives any and all rights it might otherwise have pursuant to any provision of state law to terminate this Lease upon a partial Taking of the Premises or the Project.

Condemnation. If the whole or any material part substantially the whole of the Premises Project or the Project is Premises should be taken for any public or quasi-public use under governmental lawuse, ordinance, or regulation, or by right of eminent domain, domain or by private purchase otherwise or should be sold in lieu thereof (a “Taking” or “Taken”), and the Taking would in Landlord’s reasonable judgment, either prevent or materially interfere with Tenant’s use of the Premises or materially interfere with or impair Landlord’s ownership or operation of the Project, condemnation then upon written notice by Landlord this Lease shall terminate and Rent shall be apportioned as of said datethe date when physical possession of the Project or the Premises is taken by the condemning authority. If part less than the whole or substantially the whole of the Project or the Premises is taken or sold, Landlord (whether or not the Premises are affected thereby) or Tenant (in the event the Premises are materially affected by such condemnation) may terminate this Lease by giving written notice thereof to the other party, in which event this Lease shall be Taken, and terminate as of the date when physical possession of such portion of the Project or Premises is taken by the condemning authority. If this Lease is not so terminated as provided above, Landlord shall promptly restore the Premises and the Project as nearly as is commercially reasonable under the circumstances to their condition prior to upon any such partial Taking and the rentable square footage of the Buildingtaking or sale, the rentable square footage of the Premises, Tenant’s Share of Operating Expenses and the Rent Base Rental payable hereunder during the unexpired Term shall be reduced to such extent as may be fair and reasonable under the circumstances. Upon any such Taking, Landlord shall be entitled to receive the entire price or award from any such Taking without any payment to Tenantdiminished by an equitable amount, and Tenant hereby assigns to Landlord Tenant’s interest, if any, in such award. Tenant shall have the rightshall, to the extent that same Landlord deems feasible, restore the Project and the Premises to substantially their former condition, but such work shall not diminish Landlord’s awardexceed the scope of the work done by Landlord in originally constructing the Project and installing improvements in the Premises, nor shall Landlord in any event be required to make a separate claim against the condemning authority (but not Landlord) spend for such work an amount in excess of the amount received by Landlord as compensation as may be separately awarded or recoverable by Tenant for moving expenses and damage to Tenant’s trade fixtures, if a separate award for such items is made taking. All amounts awarded upon a taking of any part or all of the Property, Project or the Premises shall belong to Tenant. Landlord, and Tenant hereby shall not be entitled to and expressly waives any and all rights it might otherwise have pursuant claims to any provision of state law to terminate this Lease upon a partial Taking of the Premises or the Projectsuch compensation.

Condemnation. If the whole or any material part a Substantial Part of the Premises or the Project is Building shall be taken or condemned by any governmental or quasi-governmental authority for any public or quasi-public use or purpose (including, without limitation, sale under governmental law, ordinancethreat of such a taking), or regulationif the Premises are rendered untenantable for Tenant's Permitted Use, or by right of eminent domain, or by private purchase in lieu thereof (a “Taking” or “Taken”), then the Term shall cease and the Taking would in Landlord’s reasonable judgment, either prevent or materially interfere with Tenant’s use terminate as of the Premises date when title vests in such governmental or materially interfere with or impair Landlord’s ownership or operation of the Projectquasi-governmental authority, then upon written notice by Landlord this Lease shall terminate and Rent shall be apportioned as of said dateprorated to the date when title vests in such governmental or quasi-governmental authority. If part less than a Substantial Part of the Premises is taken or condemned by any governmental or quasi-governmental authority for any public or quasi-public use or purpose (including, without limitation, sale under threat of such a taking), Base Rent and Tenant's Proportionate Share shall be Taken, and this Lease is not terminated as provided above, Landlord shall promptly restore reduced by the Premises and ratio that the Project as nearly as is commercially reasonable under the circumstances portion so taken bears to their condition prior to such partial Taking and the rentable square footage of the BuildingPremises before such taking, the rentable square footage effective as of the Premisesdate when title vests in such governmental or quasi-governmental authority, Tenant’s Share and this Lease shall otherwise continue in full force and effect. Tenant shall have no claim against Landlord (or otherwise) as a result of Operating Expenses such taking, and Tenant hereby agrees to make no claim against the Rent payable hereunder during condemning authority for any portion of the unexpired Term shall be reduced to such extent as amount that may be fair awarded as compensation or damages as a result of such taking; provided, however, that Tenant may, to the extent allowed by law, claim an award for moving expenses and reasonable for the taking of any of Tenant's Property (other than its leasehold interest in the Premises) which does not, under the circumstances. Upon any terms of this Lease, become the property of Landlord at the termination hereof, as long as such Taking, Landlord shall be entitled to receive the entire price or award claim is separate and distinct from any such Taking without any payment to Tenant, claim of Landlord and does not diminish Landlord's award. Tenant hereby assigns to Landlord Tenant’s interest, if any, any right and interest it may have in such award. Tenant shall have the right, to the extent that same shall not diminish Landlord’s award, to make a separate claim against the condemning authority (but not Landlord) for such compensation as may be separately awarded or recoverable by Tenant for moving expenses and damage to Tenant’s trade fixtures, if a separate any award for such items is made to Tenant. Tenant hereby waives any and all rights it might otherwise have pursuant to any provision of state law to terminate this Lease upon a partial Taking of its leasehold interest in the Premises or the ProjectPremises.

Condemnation. If If, at any time during the whole Term, all or any material part of the Premises or the Project is taken for any public or quasi-public use under governmental law, ordinance, or regulation, or by right of eminent domain, or by private purchase in lieu thereof (a “Taking” or “Taken”), and the Taking would in Landlord’s reasonable judgment, either prevent or materially interfere with Tenant’s use of the Premises or materially interfere with or impair Landlord’s ownership or operation of the Project, then upon written notice by Landlord this Lease shall terminate and Rent shall be apportioned as of said date. If part of the Premises shall be Takencondemned or transferred in lieu of condemnation, the net proceeds of such condemnation or transfer shall be divided between Landlord and Tenant in the proportions specified in the condemnation award or agreement of transfer or, if not so specified, in proportion to the fair value of Landlord’s and Tenant’s respective interests in this Lease is not terminated as provided above, Landlord shall promptly restore the Premises and the Project as nearly as is commercially reasonable under Premises, provided that to the circumstances extent the net proceeds of any condemnation or transfer in lieu of condemnation are attributable to their condition prior the Improvements, such proceeds shall be paid solely to such partial Taking and Tenant with Xxxxxxxx receiving any proceeds attributable solely to the rentable square footage residual value of the Building, the rentable square footage fee estate of the Premises. For the purpose of this Section 13, Tenant’s Share the net proceeds of Operating Expenses a condemnation or transfer in lieu of condemnation shall mean the total proceeds of such condemnation or transfer less the costs and expenses incurred in connection therewith (including legal fees). If the Rent payable hereunder during entire Land is condemned or transferred in lieu of condemnation, the unexpired Term shall be reduced terminate at the time title vests in the condemning authority. If a portion of the Premises is condemned or transferred in lieu of condemnation, the Lease shall continue in full force and effect with respect to such extent as may be fair that portion of the Premises which has not been so condemned or transferred and reasonable under the circumstances. Upon any such Taking, Landlord Basic Rent shall be entitled to receive equitably adjusted. Notwithstanding the entire price or award from any such Taking without any payment to Tenantforegoing, and Tenant hereby assigns to Landlord Tenant’s interest, if any, in such award. Tenant shall have the right, to the extent that same shall not diminish Landlord’s award, to make a separate claim against the condemning authority (but not Landlord) for such compensation as may be separately awarded or recoverable by Tenant for moving expenses and damage to Tenant’s trade fixtures, if a separate award for such items is made to Tenant. Tenant hereby waives any and all rights it might otherwise have pursuant to any provision of state law to terminate this Lease upon a partial Taking without penalty by giving written notice of termination to Landlord if, in Tenant’s sole and absolute discretion, the Premises is not suitable for Tenant’s intended use following such condemnation or the Projecttransfer in lieu thereof.

Condemnation. If the whole or any material part of the Premises or the Project is should be taken for any public or quasi-public quasi‑public use under governmental law, ordinance, or regulation, or by right of eminent domain, or by private purchase in lieu thereof (a “"Taking” " or “"Taken”"), and the Taking would in Landlord’s reasonable judgment, either prevent or materially interfere with Tenant’s use of the Premises or materially interfere with or impair Landlord’s ownership or operation of the Project, then upon written notice by Landlord this Lease shall terminate and Base Rent shall be apportioned as of said date. If part of the Premises shall be Taken, and this Lease is not terminated as provided above, Landlord shall promptly restore the Premises and the Project as nearly as is commercially reasonable under the circumstances to their condition prior to such partial Taking and the rentable square footage of the Building, the rentable square footage of the Premises, Tenant’s Share of Operating Expenses and the Base Rent payable hereunder during the unexpired Lease Term shall be reduced to such extent as may be fair and reasonable under the circumstances. Upon In the event of any such Taking, Landlord shall be entitled to receive the entire price or award from any such Taking without any payment to Tenant, and Tenant hereby assigns to Landlord Tenant’s 's interest, if any, in such award. Tenant shall have the right, to the extent that same shall not diminish Landlord’s 's award, to make a separate claim against the condemning authority (but not Landlord) for such compensation as may be separately awarded or recoverable by Tenant for moving expenses and damage to Tenant’s trade fixtures's Trade Fixtures, if a separate award for such items is made to Tenant. Tenant hereby waives any and all rights it might otherwise have pursuant to any provision of state law to terminate this Lease upon a partial Taking Notwithstanding the foregoing, if the part of the Premises or the ProjectProject so Taken shall contain more than fifteen percent (15%) of the total area of the Premises and in Tenant's reasonable judgment, such Taking would materially interfere with or impair Tenant's operations at the Premises, or if by reason of such Taking, Tenant no longer has reasonable means of access to the Premises, Tenant, at Tenant’s option, may give to Landlord within thirty (30) days of such Taking, notice of termination of this Lease.

Condemnation. If the whole The proceeds of all awards, payments, and claims for damages, direct or consequential, in connection with any material part condemnation or other taking of the Premises all or the Project is taken for a portion of any public or quasi-public use under governmental law, ordinanceComponent Site, or regulation, or by right of eminent domain, or by private purchase for conveyances in lieu thereof (a “Taking” or “Taken”)of condemnation, which may become due with respect to the Receivables are hereby assigned to and the Taking would in Landlord’s reasonable judgment, either prevent or materially interfere with Tenant’s use of the Premises or materially interfere with or impair Landlord’s ownership or operation of the Project, then upon written notice by Landlord this Lease shall terminate and Rent shall be apportioned as of said datepaid to Buyer. If part of the Premises shall be Taken, and this Lease Buyer is not terminated as provided above, Landlord shall promptly restore the Premises and the Project as nearly as authorized (but is commercially reasonable under the circumstances no obligation) to their condition prior to such partial Taking and the rentable square footage of the Building, the rentable square footage of the Premises, Tenant’s Share of Operating Expenses and the Rent payable hereunder during the unexpired Term shall be reduced to such extent as may be fair and reasonable under the circumstances. Upon collect any such Takingproceeds. Buyer may, Landlord shall be entitled in its sole discretion, elect to receive apply the entire price or award from net proceeds of any such Taking without any payment to Tenant, condemnation award (after deduction of Buyer's reasonable costs and Tenant hereby assigns to Landlord Tenant’s interestexpenses, if any, in collecting the same) in reduction of the Indebtedness in such awardorder and manner as Buyer may elect, whether due or not. Tenant The Project Documents and Contracts shall have contain provisions which will require disbursement of condemnation proceeds in accordance with this Section, which provisions shall not be modified in any way or deleted without the right, prior written consent of Buyer. In no event shall the Project Documents or any Contract permit disbursement of the condemnation proceeds for any Interval or Los Abrigados Interval financed through a Contract directly to such Purchaser to the extent that same shall not diminish Landlord’s awardany unpaid balance is due on such Contract. Notwithstanding the foregoing requirements of Section 5.3 ("Condemnation Requirements"), since some of the Project Documents existing on the Effective Date fail to make a separate claim against comply with the condemning authority (but not Landlord) for such compensation as may be separately awarded or recoverable by Tenant for moving expenses Condemnation Requirements, Seller, Los Abrigados, each Component Site Developer, and damage the Club hereby pledge to Tenant’s trade fixturesBuyer all of their right, if a separate award for such items is made title, and interest in and to Tenant. Tenant hereby waives any and all rights it might otherwise have pursuant condemnation proceeds with respect to each Component Site and the Club. Seller represents and warrants to Buyer that all Project Documents for any provision of state law to terminate this Lease upon a partial Taking additional Component Site which are not existing as of the Premises or Effective Date shall comply with the ProjectCondemnation Requirements.

Condemnation. If (a)If the whole or any material part of the Premises Building shall be acquired or the Project is taken condemned by eminent domain for any public or quasi-public use under governmental law, ordinance, or regulation, or by right of eminent domain, or by private purchase in lieu thereof (a “Taking” or “Taken”), and the Taking would in Landlord’s reasonable judgment, either prevent or materially interfere with Tenant’s use of the Premises or materially interfere with or impair Landlord’s ownership or operation of the Projectpurpose, then upon written notice by Landlord the Term shall cease and this Lease shall terminate as of the date of the title vesting in such public or quasi-public body and Rent all sums due hereunder shall be apportioned as paid up to that date and Tenant shall have no claim against Landlord or the condemning authority in respect to any compensation for such taking awarded to Landlord, whether through a negotiated settlement or through formal condemnation proceedings. All compensation awarded for any taking (or the proceeds of said date. If sale under threat thereof) whether for the whole or a part of the Premises shall be Taken, and this Lease is not terminated as provided above, Landlord shall promptly restore the Premises and the Project as nearly as is commercially reasonable under the circumstances to their condition prior to such partial Taking and the rentable square footage of the Building, the rentable square footage of the Premises, Tenant’s Share of Operating Expenses and the Rent payable hereunder during the unexpired Term shall be reduced the property of Landlord, whether such award is compensation for damages to such extent as may be fair and reasonable under Landlord's or Tenant's interest in the circumstances. Upon any such Taking, Landlord shall be entitled to receive the entire price or award from any such Taking without any payment to TenantPremises, and Tenant hereby assigns all of its interests in any such award to Landlord Tenant’s interestLandlord; provided, however, that Tenant may, if anyallowed by statute, in such award. Tenant shall have seek an award for relocation expenses, if applicable, or for the right, to taking of Tenant's personal property within the extent that same shall Premises including fixtures and equipment which do not diminish become Landlord’s award, to make a separate claim against the condemning authority (but not Landlord) for such compensation as may be separately awarded or recoverable by Tenant for moving expenses and damage to Tenant’s trade fixtures's property upon termination of this Lease and, if a separate award for such items is made to Tenant and if the Term ceases as above, the award shall be paid over to Tenant but if the Term continues and Tenant rebuilds in accordance with subparagraph (b) hereinafter, any such award which is expressly set forth as compensation for such damages to Tenant. Tenant hereby waives any 's personal property shall be held by Landlord in trust for application to the cost of such rebuilding, repairing and all rights it might otherwise have pursuant to any provision of state law to terminate this Lease upon a partial Taking restoring of the Premises or the Projectand shall be paid over to Tenant, without interest, upon completion of such work and provision to Landlord of a validly executed waiver of liens.

Condemnation. If the whole all or any material part of the Demised Premises or the Project is taken or appropriated for any public or quasi-public use under governmental law, ordinance, or regulation, or by the right of eminent domaindomain or otherwise by a taking in the nature of inverse condemnation, with or without litigation, or is transferred by private purchase agreement in lieu thereof (any of the foregoing being referred to herein as a “Taking” or “Taken”"taking"), and either party hereto may, by written notice given to the Taking would in Landlord’s reasonable judgmentother within thirty (30) days of receipt of notice of taking, either prevent or materially interfere with Tenant’s use elect to terminate this Lease as of the Premises date possession is transferred pursuant to the taking; provided, however, that before Landlord or materially interfere with or impair Landlord’s ownership or operation of the Project, then upon written notice by Landlord Tenant may terminate this Lease shall terminate and Rent for a taking, such taking shall be apportioned of such an extent and nature as of said dateto materially and adversely affect Tenant's business in Demised Premises. If part of the Premises shall be Taken, and this Lease is not terminated as provided above, Landlord shall promptly restore the Premises and the Project as nearly as is commercially reasonable under the circumstances to their condition prior to such partial Taking and the rentable square footage of the Building, the rentable square footage of the Premises, Tenant’s Share of Operating Expenses and the Rent payable hereunder during the unexpired Term shall be reduced to such extent as may be fair and reasonable under the circumstances. Upon any such Taking, Landlord Tenant shall be entitled to receive pursue an award for separate damages, provided the entire price or award from any such Taking without any payment to Tenant, and Tenant hereby assigns to Landlord Tenant’s interest, if any, in such award. Tenant shall have the right, to the extent that same shall not diminish Landlord’s 's claim or award. Nothing contained herein shall be deemed to give Landlord any interest in, or to make a separate claim against the condemning authority (but not require Tenant to assign to Landlord) for such compensation as may be separately awarded or recoverable by , any award made to Tenant for moving expenses and damage to Tenant’s trade fixtures, if a separate award for such items is made the taking of personal property belonging to Tenant. In the event of a partial taking which does not result in a termination of this Lease, Rent shall be equitably reduced to the extent Tenant's business in or use of the Demised Premises is materially and adversely affected and impaired as described above. No temporary taking of the Demised Premises shall terminate this Lease, or give Tenant hereby waives any and all rights it might otherwise have pursuant right to any provision abatement of state Rent or Expenses hereunder, except that Rent and Expenses shall be equitably reduced as described above during that portion of any temporary taking lasting more than thirty (30) days. Each party hereto waives the provisions of any applicable law allowing either party to petition the court to terminate this Lease upon for a partial Taking taking, it being the intent of the Premises or the Projectparties that this Section shall govern.

Condemnation. If If, during the whole term of this Lease, or any material part extension or renewal thereof, all of the Premises or the Project is should be taken for any public or quasi-public use under any governmental law, ordinanceordinance or regulation or by right of eminent domain or by private purchase in lieu thereof, this Lease shall terminate and the rent shall be abated during the unexpired portion of this Lease effective on the date physical possession is taken by the condemning authority, and Tenant shall have no claim against Landlord for the value of any unexpired term of this Lease. In the event a portion but not all of the Premises shall be taken for any public or quasi-public use under any governmental law, ordinance or regulation, or by right of or eminent domain, domain or by private purchase sale in lieu thereof (a “Taking” or “Taken”), and the Taking would in Landlord’s reasonable judgment, either prevent partial taking or materially interfere with Tenant’s use of condemnation shall render the Premises or materially interfere with or impair Landlord’s ownership or operation of the Projectunsuitable for Tenant's business, then upon written notice by Landlord shall have the option, in its sole discretion, of terminating this Lease, or, at Landlord's sole risk and expense, restricting and reconstructing the Premises to the extent necessary to make some reasonably tenantable. Should Landlord elect to restore, the Lease shall terminate continue in full force and Rent shall be apportioned as of said date. If part of effect with the Premises shall be Taken, and this Lease is not terminated as provided above, Landlord shall promptly restore the Premises and the Project as nearly as is commercially reasonable under the circumstances to their condition prior to such partial Taking and the rentable square footage of the Building, the rentable square footage of the Premises, Tenant’s Share of Operating Expenses and the Rent rent payable hereunder during the unexpired Term shall be reduced portion of this Lease adjusted to such an extent as may be fair and reasonable under the circumstances, and Tenant shall have no claim against Landlord for the value of any interrupted portion of this Lease. Upon In the event any such Takingcondemnation or taking, Landlord total or partial, Tenant shall not be entitled to any part of the award or price paid in lieu thereof, and Landlord shall receive the entire price full amount of such award or award from any such Taking without any payment to Tenantprice, and Tenant hereby assigns expressly waiving any right or claim to Landlord Tenant’s interest, if any, in such awardany part thereof. Tenant shall have the right, right to the extent that same shall not diminish Landlord’s award, seek to make a separate claim against recover from the condemning authority party (but not from Landlord) for such compensation as may be separately awarded or recoverable by to Tenant for on account of moving and relocation expenses and damage depreciation to and removal of Tenant’s trade fixtures, if a separate award for such items is made to Tenant. Tenant hereby waives any and all rights it might otherwise have pursuant to any provision of state law to terminate this Lease upon a partial Taking of the Premises or the Project's personal property.

Condemnation. If If, during the whole term of this Lease, or any material part extension or renewal thereof, all of the Premises should be taken for any public or quasi- public use under any governmental law, ordinance or regulation or by right of eminent domain or by private purchase in lieu thereof, this Lease shall terminate and the Project rent shall be abated during the unexpired portion of this Lease, effective on the date physical possession is taken by the condemning authority, and Tenant shall have no claim against Landlord for the value of any unexpired term of this Lease. In the event a portion but not all of the Premises shall be taken for any public or quasi-public use under any governmental law, ordinance, ordinance or regulation, or by right of eminent domain, domain or by private purchase sale in lieu thereof (a “Taking” or “Taken”), and the Taking would in Landlord’s reasonable judgment, either prevent partial taking or materially interfere with Tenant’s use of condemnation shall render the Premises or materially interfere with or impair Landlord’s ownership or operation of the Projectunsuitable for Tenant's business, then upon written notice by Landlord shall have the option, in its sole discretion, of terminating this Lease, or, at Landlord's sole risk and expense, restoring and reconstructing the Premises to the extent necessary to make some reasonably tenantable. Should Landlord elect to restore, the Lease shall terminate continue in full force and Rent shall be apportioned as of said date. If part of effect with the Premises shall be Taken, and this Lease is not terminated as provided above, Landlord shall promptly restore the Premises and the Project as nearly as is commercially reasonable under the circumstances to their condition prior to such partial Taking and the rentable square footage of the Building, the rentable square footage of the Premises, Tenant’s Share of Operating Expenses and the Rent rent payable hereunder during the unexpired Term shall be reduced portion of this Lease adjusted to such an extent as may be fair and reasonable under the circumstances, and Tenant shall have no claim against Landlord for the value of any interrupted portion of this Lease. Upon In the event of any such Takingcondemnation or taking, Landlord total or partial. Tenant shall not be entitled to any part of the award or price paid in lieu thereof, and Landlord shall receive the entire price full amount of such award or award from any such Taking without any payment to Tenantprice, and Tenant hereby assigns to Landlord Tenant’s interest, if any, in such award. Tenant shall have the right, to the extent that same shall not diminish Landlord’s award, to make a separate expressly waiving any right or claim against the condemning authority (but not Landlord) for such compensation as may be separately awarded or recoverable by Tenant for moving expenses and damage to Tenant’s trade fixtures, if a separate award for such items is made to Tenant. Tenant hereby waives any and all rights it might otherwise have pursuant to any provision of state law to terminate this Lease upon a partial Taking of the Premises or the Projectpart thereof.