Common use of Condemnation Clause in Contracts

Condemnation. If the whole or any material part of the Premises or the Project (or the parking structure serving 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 (as resolved, if the parties are unable to agree, by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules of the American 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 Premises, Building or the Project (or the parking structure serving the Project) Property 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 materially interfere with or impair Landlord’s ownership or operation of the Project Building or Property, or would in the reasonable judgment of Landlord and Tenant either prevent or materially interfere with Tenant’s use of the Premises (as resolved, if the parties are unable to agree, by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules of the American Arbitration Association), then upon written notice by Landlord, 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 Building and Property 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 Expenses, the Building’s Share of Project 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 Premises, Building, Property or the Project.

Condemnation. If any portion of the whole Premises is appropriated or any material taken under the power of eminent domain which Tenant determines in its reasonable judgment renders the Premises unusable by Tenant, either Landlord or Tenant shall have the right to terminate this Lease, as of the date Tenant is required to vacate the appropriated or condemned part of the Premises, by giving notice in writing of such election within 30 days after receipt by Tenant from Landlord of written notice that Tenant’s Premises have been or will be so appropriated or taken. Notwithstanding the Project (foregoing, Landlord may only exercise its option to terminate this Lease under this Article 15 if Landlord terminates the leases of all other similarly situated tenants occupying premises in the Building which are also subject to the taking. If neither Landlord nor Tenant elects to terminate this Lease, or if no portion of the parking structure serving Premises is appropriated or taken under the Project) is taken for power of eminent domain by 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 authority exercising such power as to 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 (as resolved, if the parties are unable to agree, by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules of the American Arbitration Association)Building, 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 to the Project as nearly as is commercially reasonable under the circumstances extent practicable to their condition prior to such partial Taking the taking, and thereafter the rentable square footage Base Rent shall be reduced on an equitable basis, taking into account the relative value of the Building, portion of the rentable square footage Premises taken as compared to the portion remaining. All awards or compensation for any taking of any part of the Premises, whether payable to Landlord or Tenant’s Share of Operating Expenses and the Rent payable hereunder during the unexpired Term , shall be reduced the sole property of Landlord. Notwithstanding anything to such extent as may be fair and reasonable under the circumstances. Upon any such Takingcontrary contained herein, Landlord Tenant shall be entitled to receive the entire price portion of an award of compensation relating to damage to or award from any such Taking without any payment loss of trade fixtures or other personal property belonging to Tenant, and Tenant hereby assigns . Landlord shall be under no obligation to Landlord restore or replace Tenant’s interestfurnishings, 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 equipment and personal property. In the event that the Lease is terminated, Tenant is entitled to reimbursement for any prepaid rent. For the purposes of this Article 15, 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 voluntary sale or conveyance in lieu of state law to terminate this Lease upon condemnation shall be deemed an appropriation or a partial Taking taking under the power of the Premises or the Projecteminent domain.

Condemnation. (a) Mortgagor hereby irrevocably assigns to Mortgagee any award or payment which becomes payable by reason of any taking of the Mortgaged Properties, or any part thereof, whether directly or indirectly or temporarily or permanently, in or by condemnation or other eminent domain proceedings or by reason of sale under threat thereof, or in anticipation of the exercise of the right of condemnation or other eminent domain proceedings (hereinafter called a "Taking"). Forthwith upon receipt by Mortgagor of notice of the institution of any proceedings or negotiations for a Taking, Mortgagor shall give notice thereof to Mortgagee. Mortgagee may appear in any such proceedings and participate in any such negotiations and may be represented by counsel. Mortgagor, notwithstanding that Mortgagee may not be a party to any such proceeding, will promptly give to Mortgagee copies of all notices, pleadings judgments, determinations and other papers received by Mortgagor therein. Mortgagor will not enter into any agreement permitting or consenting to the Taking of the Mortgaged Properties, or any part thereof, or providing for the conveyance thereof in lieu of condemnation, with anyone authorized to acquire the same in condemnation or by eminent domain unless Mortgagee shall first have consented thereto in writing, which consent will not be unreasonably withheld. All Taking awards shall be adjusted jointly by Mortgagor and Mortgagee. All awards payable as a result of a Taking shall be paid to Mortgagee, which may, at its option, apply them after first deducting expenses incurred in the collection thereof, to the payment of the Indebtedness, whether or not due and in such order of application as Mortgagee may determine, or to the repair or restoration of the Mortgaged Properties, in such manner as Mortgagee may determine. (b) If the whole Taking involves a Taking of any building or any material other improvement which constitutes part of the Premises Mortgaged Properties, Mortgagor shall proceed with reasonable diligence to demolish and remove any ruins and complete repair or the Project (or the parking structure serving 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 restoration of the Project Mortgaged Properties as nearly as possible to their respective size, type and character immediately prior to the Taking, whether or would not the condemnation awards are available or adequate to complete such repair or restoration. Mortgagor shall promptly reimburse Mortgagee upon demand for all of Mortgagee's expenses (including reasonable attorney's fees) incurred in the reasonable judgment collection of Landlord awards and Tenant either prevent or materially interfere with Tenant’s use of the Premises (as resolved, if the parties are unable to agree, by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting their disbursement in accordance with this paragraph, and all such expenses, together with interest from the rules date of disbursement at the American Arbitration Associationannual rate stated in the Credit Agreement (unless collection of interest from Mortgagor at such rate would be contrary to applicable law, in which event such amounts shall bear interest at the highest rate which may be collected from Mortgagor under applicable law), 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 additional amounts secured by 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 ProjectMortgage.

Condemnation. (a) If the whole or any material part of the entire Premises or the Project (or the parking structure serving the Project) is are taken for any public or quasi-public use under governmental law, ordinance, or regulation, or by right of eminent domain, or by private purchase purchased in lieu thereof (a “Taking” or “Taken”thereof(hereafter called "condemnation"), and this Lease will terminate on 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 date that possession of the Premises is taken by the condemning authority. (as resolved, if the parties are unable to agree, by arbitration by b) If a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules portion of the American Arbitration Association)Premises less than the whole is condemned, then upon written notice by Landlordprovided the remainder continues in Tenant's judgment to be suitable for the business of Tenant, this Lease shall terminate only for the part taken, and Rent otherwise shall be apportioned as of said date. If part continue in full force and effect for the remaining portion of the Premises shall be Taken, and this Lease is not terminated with an abatement of rent in the same proportion as provided aboveto the square feet of leased space so taken or condemned. (c) In the event of either a partial or entire taking, Landlord shall promptly restore reserves to itself the Premises and full amount of any award or compensation attributable in whole or in part to 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 fair market value of the Premises, or to the value of Tenant’s Share 's Leasehold interest in the Premises. Notwithstanding the foregoing, however, Landlord does not reserve, and Tenant does not waive in favor of Operating Expenses Landlord, and may make a claim and receive from the condemning authority any compensation attributable to Tenant's own machinery and equipment or for any moving expenses for which Tenant may be entitled to compensation under law. (d) If the condemnor should take only the right to possession for the duration of any emergency or other temporary condition, then, notwithstanding anything hereinabove provided, this Lease shall continue in full force and effect without any abatement of rent, but the amounts payable by the condemnor with respect to any period of time prior to the expiration of sooner termination of this Lease shall be paid by the condemnor to Landlord and the Rent condemnor shall be considered a subtenant of Tenant. If the amounts payable hereunder during by the unexpired Term condemnor are paid in monthly installments, Landlord shall be reduced to apply the amount of such extent installments, or as much thereof as may be fair and reasonable under necessary for the circumstances. Upon any such Takingpurpose, Landlord shall be entitled to receive toward the entire price or award amount of rent due from any such Taking without any payment to TenantTenant as rent for that period, and Tenant hereby assigns shall pay to Landlord Tenant’s interest, if any, in such award. Tenant shall have any deficiency between the right, to monthly amount thus paid by the extent that same shall not diminish Landlord’s award, to make a separate claim against condemnor and 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 amount of state law to terminate this Lease upon a partial Taking of the Premises or the Projectrent.

Condemnation. If the whole all or any material part substantially all of the Premises are condemned, taken or the Project (or the parking structure serving the Project) is taken for appropriated by any public or quasi-public use authority under governmental law, ordinance, or regulation, or by right the power of eminent domain, police power or by private purchase otherwise, or if there is a sale in lieu thereof (a “Taking” or “TakenCondemned”), and this Lease will terminate when title or possession is taken by the Taking would in Landlordcondemning authority or its designee. If: (a) More than twenty five percent (25%) of the usable area of the Premises is Condemned, or if a portion of the Premises is Condemned so that the Premises are thereby rendered materially unusable for Tenant’s reasonable judgmentuse, materially interfere with either Landlord or impair Landlord’s ownership Tenant may terminate this Lease when title or operation possession is taken by the condemning authority or its designee by delivering written notice to the other within fifteen (15) days thereafter. Landlord also may terminate this Lease if more than twenty five percent (25%) of any of the following are Condemned the leasable area of the rest of the Building; the leasable area of the Project (other than the Building); or would in the reasonable judgment Common Area of Landlord and Tenant either prevent the Building; or materially interfere with Tenant’s use the parking area. (b) Part of the Premises (as resolved, if the parties are unable to agree, by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules of the American 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, is Condemned and this Lease is not terminated as provided aboveterminated, Landlord shall promptly restore will attempt to make 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 rightnecessary repairs so that, to the extent that same shall not diminish reasonably possible, the remaining part of the Premises will be a complete architectural unit. Otherwise, Landlord’s awardrestoration will be conducted as described in Section 16.1, except that Landlord will not be required to make begin repairs until a reasonable time after it receives any necessary building permits and substantially all of the proceeds of any awards granted for the Condemnation. After the date title or possession is taken by the condemning authority or its designees, base rent and Tenant’s share of Taxes and Operating Costs will be reduced in proportion to the area of the Premises Condemned. All proceeds, income, rent, awards and interest in connection with any Condemnation will belong to Landlord, whether awarded as compensation for diminution of value to the leasehold improvements, or the unexpired portion of this Lease, or otherwise. Tenant waives all claims against Landlord and the condemning authority with respect thereto, although if this Lease is terminated as a result of a condemnation Tenant may assert a separate claim in a separate proceeding against the condemning authority (but for costs of relocation, provided that such claim and any award therefor will not reduce or otherwise affect 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 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.way,

Condemnation. (a) If the whole or any material part of the Premises shall be taken by eminent domain or the Project (or the parking structure serving the Project) is taken condemned for any a public or quasi-public use under governmental law, ordinance, (or regulation, or by right of eminent domain, or by private purchase any transfers made in lieu thereof) and a part thereof remains which is suitable for the use contemplated pursuant to this Lease so that there is no material interference with Tenant’s operations in the Premises, (a “Taking” or “Taken”)i) this Lease shall, as to the part so taken, terminate as of the date title shall be taken by the condemnor, and the Taking would in Landlord’s reasonable judgment, materially interfere with or impair Landlord’s ownership or operation rent payable hereunder shall be adjusted so that Tenant shall be required to pay for the remainder of the Project or would in Term only such portion of the reasonable judgment rent as the value of Landlord and Tenant either prevent or materially interfere with Tenant’s use the part remaining after the condemnation bears to the whole of the Premises immediately before the date of condemnation or (as resolvedii) at Landlord’s or Tenant’s option, if the parties are unable to agree, by arbitration by a single arbitrator with entire Lease shall terminate and the qualifications and experience appropriate to resolve Tenant shall deliver vacant possession of the matter and appointed pursuant to and acting Premises in accordance with the rules terms of this Lease. If all of the American Arbitration Association)Premises shall be taken or condemned, then upon written notice or so much thereof that the use by LandlordTenant shall be materially impaired, this Lease shall terminate as of the date title shall be taken by the condemnor and Rent the rent herein reserved shall be apportioned as and paid in full by Tenant to Landlord to that date and all rent prepaid for periods beyond that date shall forthwith be repaid by Landlord to Tenant. (b) Tenant shall have the right to make a claim against the condemning authority for its unamortized cost of said date. If part of leasehold improvements installed after the Premises shall be TakenEffective Date to the extent paid for by Tenant, its movable fixtures 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, its relocation benefits (“Tenant’s Share of Operating Expenses and Property”). Subject to 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 Takingforegoing, Landlord shall be entitled to receive claim and have paid to it for the entire price use and benefit of Landlord all compensation and damages for and on account of or award arising out of such taking or condemnation, without deduction from the amount thereof for and on account 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, title, interest or estate of Tenant in or 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 matter relating thereto. Other than the ProjectTenant’s Property, Tenant expressly waives all its rights to just compensation for the taking of its leasehold interest.

Condemnation. (a) If the whole or any material part of the Premises or the Project (or the parking structure serving 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 (as resolved, if the parties are unable to agree, by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules of the American 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 Takentaken under the power of eminent domain, and this Lease shall terminate as to the part so taken on the date Tenant is not terminated as provided above, required to yield possession thereof to the condemning authority. Landlord shall promptly make such repairs and alterations as may be necessary in order to restore the Premises part not taken to useful condition 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 Annual Basic Rental shall be reduced to such extent proportionately 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 portion of the Premises so taken. If the portion of the Premises so taken renders the balance of the Premises untenantable, taking into account the nature of Tenant's business, either party may terminate this Lease as of the date when Tenant is required to yield possession. If twenty-five percent (25%) or more of the total rentable floor area of the Center or the parking areas located in the Center are taken as aforesaid, then Landlord may terminate this Lease as of the date of the taking. All compensation awarded for any taking of the leasehold and/or the improvements thereon shall belong to and be the property of Landlord; provided, however, that same nothing contained herein shall not diminish Landlord’s award, to make a separate claim against prevent Tenant from applying for reimbursement from the condemning authority (if permitted by law) for moving expenses, or removal of Tenant's furniture, business equipment and such fixtures as Tenant is permitted to remove hereunder, but if and only if such action shall not reduce the amount of compensation otherwise recoverable by Landlord from the condemning authority. (b) Notwithstanding anything to the contrary contained herein, Tenant will have the right to claim and recover from the taking authority, but not from Landlord) for , such compensation as may be separately awarded or recoverable by Tenant for moving expenses and damage to in Tenant’s trade fixtures, if a separate award for such items is made to Tenant. Tenant hereby waives 's own right on account of (i) any and all rights it might otherwise have pursuant costs or loss (including loss of business) that Tenant incurs in removing Tenant's merchandise, furniture, fixtures, leasehold improvements, and equipment to a new location, (ii) the taking of personal property and fixtures owned by Tenant, (iii) the unamortized portion of any provision of state law real property improvements made to terminate this Lease upon a partial Taking of the Premises or by Tenant at Tenant's sole cost and expense, (iv) any loss of goodwill, and (v) the Projectvalue of Tenant's leasehold estate.

Condemnation. If Section 13.1 If, during the whole or any material part Term of the Premises or the Project (or the parking structure serving the Project) this Lease Agreement, there 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 “Total Taking,” or “Taken”), and the Taking would as defined 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 (as resolved, if the parties are unable to agree, by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules of the American Arbitration Association), then upon written notice by Landlordany Encumbrance, this Lease shall terminate Agreement and Rent shall be apportioned as of said date. If part of the Premises shall be Takenall right, title, and this Lease is not terminated as provided above, Landlord interest of Tenant hereunder shall promptly restore cease and come to an end on the Premises and date of possession by the Project as nearly as is commercially reasonable under the circumstances to their condition prior condemning authority to such partial Taking proceedings 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 and shall receive the entire price or total award from made in such proceedings. Tenant hereby assigns any interest in such Taking without any payment award to TenantLandlord subject, however, to the provisions of Section 13.3 hereof. Section 13.2 If there is less than such a “Total Taking,” this Lease shall not be terminated. Landlord shall be entitled to and shall receive the total award made in such proceedings, and Tenant hereby assigns any interest in such award to Landlord subject, however, to the provisions of Section 13.3 hereof. Tenant, in such case, covenants and agrees, at Tenant’s interestsole cost and expense (subject to reimbursement to the extent hereinafter provided), promptly to restore that portion of the Building on the Demised Premises not so taken to a complete architectural unit for the use and occupancy of Tenant as in this Lease provided. In the event the net amount of the award (after deduction of all costs and expenses, including attorneys’ fees) that may be received by Landlord in any such proceedings for physical damage to the Building is insufficient to pay all costs of such restoration, Tenant shall deposit with Landlord such additional sum as may be required upon the written request of Landlord. The provisions and conditions in Article XIX applicable to Changes and Alterations shall apply to Tenant’s obligations to restore that portion of the Building to a complete architectural unit. Landlord agrees, in connection with such restoration, to invest the amount of such award as directed by Tenant with the approval of Landlord, and to apply the net amount of any award (after deduction of all costs and expenses, including attorneys’ fees) and any interest and investment earnings thereon, that may be received by Landlord in any such proceedings for physical damage to the Building, and any interest and investment earnings thereon, to the costs of restoration thereof and the said net award for physical damage to the Building, and any interest and investment earnings thereon, shall be paid out from time to time to Tenant, or on behalf of Tenant, as such restoration progresses upon the written request of Tenant, which request shall be accompanied by a certificate of the architect or the registered professional engineer in charge of the restoration stating (i) that the sum requested is justly due to the contractors, subcontractors, materialmen, laborers, engineers, architects or other persons, firms or corporations rendering labor, material or services for such work of restoration, or is justly required to reimburse Tenant for such work of restoration, or is justly required to reimburse Tenant for expenditures made by Tenant in connection with such work of restoration and, when added to all sums previously paid out by Landlord, does not exceed the value of the restoration work performed to the date of such certificate; and (ii) that the net amount of any such award for physical damage to the Building remaining in the hands of Landlord together with the sums, if any, deposited by Tenant with Landlord pursuant to the provisions hereof, will be sufficient upon the completion of such restoration to pay for the same in full. If payment of the award for physical damage to the Building, as aforesaid, shall not be received by Landlord in time to permit payments as the work of restoration progresses, Tenant shall, nevertheless, perform and fully pay for such awardwork without delay (except such delays as are referred to in Article XIX hereof), and payment of the amount to which Tenant may be entitled shall thereafter be made by Landlord out of the net award for physical damage to the Building as and when payment of such award is received by Landlord. Tenant shall also furnish Landlord with each certificate hereinabove referred to, together with evidence reasonably satisfactory to Landlord that there are no unpaid bills in respect to any work, labor, services, supplies or materials performed, furnished or supplied, or claimed to have been performed, furnished or supplied, in connection with such restoration, and that no liens have been filed against the rightDemised Premises or any part or portion thereof Landlord shall not be required to pay out any funds when there are unpaid bills for work, labor, services, supplies or materials performed, furnished or supplied in connection with such restoration, or where a lien for work, labor, services, supplies of materials performed, furnished or supplied has been placed against the Demised Premises or any part or portion thereof. From and after the date of possession of the condemning authority in such proceedings, a just and proportionate part of the Base Rent, according to the extent and nature of such taking, shall ▇▇▇▇▇ for the remainder of the Term. There shall be no Abatement of that same portion of the Base Rent constituting the Bank Loan Payments. Section 13.3 In any taking of the Demised Premises, or any part or portion thereof, whether or not this Lease Agreement is terminated as in this Article provided, Tenant shall not diminish be entitled to any portion of the award for the taking of the Leased Land or damage to the Building (except as otherwise provided in Section 13.2 with respect to the restoration of the Demised Premises, or for the estate of interest of Tenant therein, all such awards being hereby assigned to Landlord, except that Tenant shall have, nevertheless, the right to prove in the proceedings and to receive any award which may be made for damages to or condemnation of Tenant’s awardmoveable trade fixtures and equipment and the unamortized cost of any alterations or additions to the Demised Premises made and paid for by Tenant, or for such other damage as Tenant may be allowed under present or future law for items other than the land or Building, or the estate or interest of Tenant therein, or the interest of Tenant in this Lease Agreement. Section 13.4 In the event of the termination of this Lease, or any part thereof, as a result of any such proceedings, Tenant shall pay to make a separate claim against Landlord all Base Rent and all other charges payable by Tenant with respect to that portion of the Demised Premises so taken in such proceedings and with respect to which this Lease Agreement shall have terminated justly apportioned to the date of possession by the condemning authority. From and after the date of possession of the condemning authority (but in such proceedings, Tenant shall continue to pay the Rent, insurance premiums and other expenses and charges as in this Lease Agreement provided to be paid by Tenant, subject to an abatement of a just and proportionate part of the Base Rent according to the extent and nature of such taking as provided for in Section 13.2 hereof as to the Demised Premises remaining after such taking, and no abatement or suspension shall be made by reason of damage or destruction or impairment of use of the area not Landlord) for such compensation as may be separately awarded or recoverable taken. No termination of this Lease by Tenant for moving expenses under this Section 13.4 shall relieve Tenant of the obligation to pay to Landlord any remaining Bank Loan Payments or Other Loan Payments, all of which shall accelerate and damage become due and payable 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 Landlord on the effective date of state law to terminate the termination of this Lease upon a partial Taking of the Premises or the Projectunder this Section 13.4.

Condemnation. If the whole entire Premises shall be taken by any public authority under the power of eminent domain, then the term of this Lease (or of any material option period exercised hereunder) shall cease as of the date possession shall be taken by such public authority and the Rent shall be paid up to that day with a proportionate refund by Landlord of any prepaid Rent. If any part of the Premises or material to the Project (or the parking structure serving the Project) is operations of Tenant shall be permanently taken for any public or quasi-public use under governmental law, ordinance, or regulation, or by right of eminent domain, or either party to this Lease shall have the right to terminate the Lease by private purchase notice in lieu thereof writing delivered to the other party within ten (a “Taking” or “Taken”)10) days after notice of such taking and, 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 (as resolved, if the parties are unable to agree, by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules of the American Arbitration Association), then upon written notice by Landlordsuch election, this Lease shall terminate as of the date when title vests in the taking authority and the Rent and all other sums payable under this Lease shall be prorated and paid to the date of termination. If neither party elects to terminate this Lease, Tenant shall continue in possession of the remainder of the Premises and all of the terms of this Lease shall continue in full force and effect, except that the Rent shall be apportioned reduced in proportion to the extent of the Premises taken. All damages awarded for any taking under the power of eminent domain, whether for the whole or a part of the Premises, shall belong to and be the property of the Landlord, whether such damages shall be awarded as compensation for diminution in value to the leasehold or to the fee of said datethe Premises; provided, however, that Landlord shall not be entitled to any award made to Tenant for loss of business, or depreciation to, damage to, or costs of removal of, or for the value of stock, trade fixtures, furniture, and other personal property belonging to the Tenant. If In the event of a taking of the whole or any part of the Premises shall be Takenfor temporary use or occupancy, and this Lease is shall not terminated as provided above, Landlord terminate but shall promptly restore the Premises remain in full force and the Project as nearly as is commercially reasonable under the circumstances effect and Tenant shall continue 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 pay in full the Rent and other charges payable hereunder during the unexpired Term shall be reduced to such extent as may be fair and reasonable under the circumstancesthis Lease, without abatement, reduction or suspension. Upon any such Taking, Landlord Tenant shall be entitled to receive the entire price any compensatory award made for such temporary use or award from any such Taking without any payment to Tenantoccupancy provided, and Tenant hereby assigns to Landlord Tenant’s interesthowever, if anysuch taking is to be for a period in excess of ninety (90) days, in such award. the Tenant shall have the right, 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 elect to terminate this Lease upon a partial Taking of the Premises or the ProjectLease.

Condemnation. (a) If the whole or any material part of Premises shall be taken under the Premises or the Project (or the parking structure serving 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 (as resolved, if the parties are unable to agree, by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting domain in accordance with the rules terms of the American Arbitration Association), then upon written notice by Landlordsubparagraph (c) below, this Lease shall terminate expire on the date of the passing of title to the authorities so exercising such right and the Fixed Rent shall be apportioned as of said that date. If No part of any award shall belong to the Tenant except insofar as the Tenant may be entitled to a separate award that does not in any manner diminish the award made to the Landlord, it being distinctly understood and agreed that the Tenant shall have no claim against Landlord or the condemning authority for the value of any unexpired term of this Lease. In the event of a condemnation, any award specifically made for the value of the trade fixtures shall belong to the Tenant. (b) If the Premises shall be Takencondemned or taken in accordance with the terms of subparagraph (d) below, and this Lease is not terminated as provided above, all awards made to either compensate Landlord or Tenant shall be paid to Landlord; 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 at its sole cost 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, expense to the extent that same shall not diminish Landlord’s of the award, to make a separate claim against restore 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 remaining portion of the Premises or building in substantially the Projectsame condition and the Lease shall continue effective in all respects, except as that there shall be a reduction of Fixed Rent in the ratio that the rent then applicable to the portion of the Premises so taken bears to the current rent for the entire premises at the time of the taking. Nothing herein contained shall be deemed a waiver by Tenant of its right to claim and receive an award for the taking of its trade fixtures and equipment which right is herein specifically preserved . (c) If such partial taking results in a reduction of the floor area of the Premises by more than thirty-three (33%) percent, or if the Premises may not reasonably be used for substantially the same purposes as prior to the taking, then in such event, the provisions of paragraph (a) shall apply. (d) If such partial taking shall result in a reduction of the floor area of the Premises by thirty-three (33%) percent or less or if the Premises may reasonably be used for substantially the same purposes as prior to the taking, then the provisions of paragraph (b) above of this Rider shall apply.

Condemnation. (a) If the whole or any material part all of the Demised Premises or the Project (or the parking structure serving the Project) is taken or condemned for any a public or quasi-public use, or if a portion of the Demised Premises is taken or condemned for a 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 remaining portion thereof is not usable by Tenant in the reasonable judgment opinion of Landlord and Tenant either prevent or materially interfere with Tenant’s use of the Premises (as resolved, if the parties are unable to agree, by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules of the American Arbitration Association), then upon written notice by Landlord, this Lease shall terminate as of the earlier of the date title to the condemned real estate vests in the condemnor or the date on which the Demised Premises are not usable by Tenant. In such event, the Base Rent herein reserved and all Additional Rent and other sums payable hereunder shall be apportioned as and paid in full by Tenant to Landlord to that date, all Base Rent, Additional Rent and other sums payable hereunder prepaid for periods beyond that date shall be repaid by Landlord to Tenant on the date such apportioned payment is made, and neither party shall thereafter have any liability hereunder, except that any obligation or liability of said date. either party under this Lease which has accrued on or prior to such termination date shall survive. (b) If only part of the Demised Premises shall be Taken, is taken or condemned for a public or quasipublic use and this Lease is does not terminated as provided aboveterminate pursuant to Section 21(a), Landlord shall promptly shall, to the extent of the award it receives, restore the Demised Premises to a condition and the Project to a size as nearly comparable as is commercially reasonable under reasonably possible to the circumstances to their condition and size thereof immediately prior to such partial Taking the taking, and there shall be an equitable adjustment to the rentable square footage Base Rent and Additional Rent according to the value of the Building, Demised Premises before and after 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, taking. (c) Landlord shall be entitled to receive the entire price or award from in any such Taking without proceeding with respect to any payment to Tenanttaking provided for in this Section 21, and Tenant hereby assigns to Landlord Tenant’s interest, if any, in shall receive no part of such award. Nothing herein contained shall be deemed to prohibit Tenant shall have from making a separate claim, against the rightcondemnor, to the extent that same shall not diminish Landlord’s awardpermitted by law, to make a separate claim against for the condemning authority (but not Landlord) for such compensation as may be separately awarded or recoverable by Tenant for moving expenses and damage to value of Tenant’s 's leasehold estate, moveable trade fixtures, if a separate award for machinery and moving expenses, provided that the making of such items is made to Tenant. Tenant hereby waives any claim shall not 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 does not adversely affect or the Projectdiminish Landlord's award.

Condemnation. 20.1 If the whole or any material part all of the Premises is condemned by eminent domain, inversely condemned or the Project (or the parking structure serving the Project) is taken sold under threat of condemnation 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 purpose (a “Taking” or “TakenCondemned”), 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 (as resolved, if the parties are unable to agree, by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules of the American Arbitration Association), then upon written notice by Landlord, this Lease shall terminate as of the earlier of the date the condemning authority takes title to or possession of the Premises, and Rent shall be apportioned as adjusted to the date of said date. termination. 20.2 If part any material portion of the Premises or Building is Condemned and such partial condemnation materially impairs Tenant’s ability to use the Premises for Tenant’s business, Landlord and Tenant shall each have the option in their sole and absolute discretion to terminate this Lease as of the earlier of the date title vests in the condemning authority or as of the date an order of immediate possession is issued and Rent shall be Taken, and this Lease is adjusted to the date of termination. If such partial condemnation does not terminated as provided abovematerially impair Tenant’s ability to use the Premises for the business of Tenant, Landlord shall promptly restore the Premises to the extent of any condemnation proceeds recovered by Landlord, excluding the portion thereof lost in such condemnation, and this Lease shall continue in full force and effect except that after the Project as nearly as is commercially reasonable under the circumstances to their condition prior to date of such partial Taking and the rentable square footage title vesting or order of the Building, the rentable square footage of the Premises, Tenant’s Share of Operating Expenses and the immediate possession Rent payable hereunder during the unexpired Term shall be reduced to such extent equitably adjusted as may be fair and reasonable under reasonably determined by Landlord. 20.3 If the circumstances. Upon any such TakingPremises are wholly or partially Condemned, Landlord shall be entitled to receive the entire price or award from any paid for such Taking without any payment to Tenantcondemnation, and Tenant hereby assigns waives any claim to any part of the award from Landlord Tenant’s interestor the condemning authority; provided, if anyhowever, in such award. Tenant shall have the right, right to the extent that same shall not diminish Landlord’s award, to make a separate claim against recover from the condemning authority (but not Landlord) for such compensation as may be separately awarded or recoverable by to Tenant for moving expenses and damage to in connection with costs in removing Tenant’s trade merchandise, furniture, fixtures, if leasehold improvements and equipment to a separate award for such items is made new location. No condemnation of any kind shall be construed to Tenantconstitute an actual or constructive eviction of Tenant or a breach of any express or implied covenant of quiet enjoyment. Tenant hereby waives any the effect of Sections 1265.120 and all rights it might otherwise have pursuant to any provision of state law to terminate this Lease upon a partial Taking 1265.130 of the Premises or the ProjectCalifornia Code of Civil Procedure.

Condemnation. If the whole or any material part of the Premises or the Project (or the parking structure serving 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, 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 (as resolved, if the parties are unable to agree, by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules of the American Arbitration Association), then upon written notice by Landlord, 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. (a) If the whole or any material part all of the Demised Premises or the Project (or the parking structure serving the Project) is taken or condemned for any a public or quasi-public use, or if a material portion of the Demised Premises is taken or condemned for a 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 remaining portion thereof is not usable by Tenant in the reasonable judgment opinion of Landlord and Tenant either prevent or materially interfere with Tenant’s use of the Premises (as resolved, if the parties are unable to agree, by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules of the American Arbitration Association), then upon written notice by Landlord, this Lease shall terminate as of the earlier of the date title to the condemned real estate vests in the condemnor or the date on which Tenant is deprived of possession of the Demised Premises. In such event, the Base Rent herein reserved and all Additional Rent and other sums payable hereunder shall be apportioned as and paid in full by Tenant to Landlord to that date, all Base Rent, Additional Rent and other sums payable hereunder prepaid for periods beyond that date shall forthwith be repaid by Landlord to Tenant, and neither party shall thereafter have any liability hereunder, except that any obligation or liability of said date. either party, actual or contingent, under this Lease which has accrued on or prior to such termination date shall survive. (b) If only part of the Demised Premises shall be Taken, is taken or condemned for a public or quasi-public use and this Lease is does not terminated as provided aboveterminate pursuant to Section 21(a), Landlord shall promptly shall, to the extent of the award it receives, restore the Demised Premises to a condition and the Project to a size as nearly comparable as is commercially reasonable under reasonably possible to the circumstances to their condition and size thereof immediately prior to such partial Taking the taking, and there shall be an equitable adjustment to the rentable square footage Base Rent and Additional Rent based on the actual loss of use of the Building, Demised Premises suffered by Tenant from 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, taking. (c) Landlord shall be entitled to receive the entire price or award from in any such Taking proceeding with respect to any taking provided for in this Section 21, without deduction therefrom for any payment to Tenantestate vested in Tenant by this Lease, and Tenant hereby assigns to Landlord Tenant’s interest, if any, in shall receive no part of such award. Nothing herein contained shall be deemed to prohibit Tenant shall have from making a separate claim, against the rightcondemnor, to the extent permitted by law, for the value of Tenant’s moveable trade fixtures, machinery and moving expenses, provided that same the making of such claim shall not and does not adversely affect or 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 twenty-five percent (25%) or any material part more of the Premises or the Project (Building or the parking structure serving area for the Project) Premises is taken for any public or quasi-public use under quasipublic purpose by any lawful governmental lawpower or authority, ordinance, or regulation, or by exercise of the right of appropriation, inverse condemnation, condemnation or eminent domain, or by private purchase in lieu thereof sold to prevent such taking (each such event being referred to as a “Taking” or “TakenCondemnation”), and the Taking would in Landlord’s reasonable judgmentLandlord or Tenant may, materially interfere with or impair Landlord’s ownership or operation at its option, terminate this Lease as of the Project or would date title vests in the reasonable judgment condemning party. If the Building after any Condemnation and any repairs by Landlord would be untenantable for the conduct of Landlord and Tenant either prevent or materially interfere with Tenant’s use business operations, Tenant shall have the right to terminate this Lease as of the Premises (date title vests in the condemning party. If either party elects to terminate this Lease as resolvedprovided herein, if the parties are unable to agree, such election shall be made by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules of the American Arbitration Association), then upon written notice by to the other party given within thirty (30) days after the nature and extent of such Condemnation have been finally determined. Tenant shall not because of such taking assert any claim against 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 Tenantproceeds of all Condemnation awards (except separate awards for trade fixtures and relocation expense), and Tenant hereby assigns to Landlord Tenant’s interest, if any, all of its interest in such awardawards. If less than twenty-five percent (25) of the Building or the parking area is taken, Landlord at its option may terminate this Lease. If neither Landlord nor Tenant elects to terminate this Lease to the extent permitted above, Landlord shall have promptly proceed to restore the rightPremises, to the extent that same shall not diminish of any Condemnation award received by Landlord’s award, to make substantially their same condition as existed prior to such Condemnation, allowing for the reasonable effects of such Condemnation, and a separate claim against the condemning authority (but not Landlord) for such compensation as may proportionate abatement shall 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 Tenantthe Base Rent corresponding to the time during which, and to the portion of the floor area of the Building (adjusted for any increase thereto resulting from any reconstruction) of which, Tenant is deprived on account of such Condemnation and restoration. Tenant hereby waives any and all rights it might otherwise have pursuant The provisions of California Code of Civil Procedure Section 1265.130, which allows either party to any provision of state law petition the Superior Court to terminate this the Lease upon in the event of a partial Taking taking of the Premises Premises, and any other applicable law now or the Projecthereafter enacted, are hereby waived by Landlord and Tenant.

Condemnation. If the whole or any material substantial part of the Premises Premises, Building or the Project (shall be taken by power of eminent domain or the parking structure serving the Project) is taken condemned by any competent authority for any public or quasi-public use under governmental law, ordinanceor purpose, or regulationif any adjacent property or street shall be so taken or condemned, or reconfigured or vacated by right such authority in such manner as to require the use, reconstruction or remodeling of eminent domainany part of the Premises, Building or Project, or by private purchase if Landlord shall grant a deed or other instrument in lieu thereof (a “Taking” of such taking by eminent domain or “Taken”)condemnation, Landlord shall have the option to terminate this Lease effective as of the date possession is required to be surrendered to the authority. Tenant shall not because of such taking assert any claim against Landlord or the authority for any compensation because of such taking and Landlord shall be entitled to the entire award or payment in connection therewith, except that Tenant shall have the right to file any separate claim available to Tenant for any taking of Tenant’s personal property and fixtures belonging to Tenant and removable by Tenant upon expiration of the Lease Term pursuant to the terms of this Lease, and for moving expenses, so long as such claims do not diminish the Taking would in award available to Landlord’s reasonable judgment, materially interfere its ground lessor with respect to the Building or impair Landlord’s ownership or operation of the Project or would in the reasonable judgment of Landlord its mortgagee, and Tenant either prevent or materially interfere with such claim is payable separately to Tenant’s use of the Premises (as resolved, if the parties are unable to agree, by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules of the American Arbitration Association), then upon written notice by Landlord, this Lease shall terminate and . All Rent shall be apportioned as of said datethe date of such termination. If any part of the Premises shall be Takentaken, and this Lease is shall not terminated as provided abovebe so terminated, Landlord the Rent shall promptly restore be proportionately abated. Notwithstanding anything to the contrary contained in this Article 13, in the event of a temporary taking of all or any portion of the Premises for a period of one hundred and the Project as nearly as is commercially reasonable under the circumstances eighty (180) days or less, and provided that such temporary taking does not materially preclude or unreasonably diminish Tenant’s ability to their condition prior to such partial Taking and the rentable square footage of the Building, the rentable square footage of conduct business from the Premises, then this Lease shall not terminate but the Base Rent and Tenant’s Share of Operating Direct Expenses and the Rent payable hereunder during the unexpired Term shall be reduced abated for the period of such taking in proportion to such extent as may be fair and reasonable under the circumstancesratio that the amount of rentable square feet of the Premises taken bears to the total rentable square feet of the Premises. Upon any such Taking, Landlord shall be entitled to receive the entire price or award from made in connection with any such Taking without any payment to Tenanttemporary taking, and Tenant hereby assigns to Landlord Tenant’s interestprovided, if anyhowever, in such award. that Tenant shall have be entitled to a share of the right, to the extent award for any loss of fixtures and improvements and for moving and other reasonable expenses that same shall do not diminish otherwise reduce 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 Projectrecovery.

Condemnation. If the whole or any material a substantial part of the Premises Project or the Project (or the parking structure serving the Project) is Building shall be taken for any public or quasi-public use under governmental law, ordinance, purpose by any lawful power or regulation, or authority by exercise of the right of appropriation, condemnation or eminent domain, or by private purchase in lieu thereof sold to said authority to prevent such taking (collectively, a “Taking” or “Taken”), and Landlord shall have the Taking would in Landlord’s reasonable judgment, materially interfere with or impair Landlord’s ownership or operation right to terminate this Lease effective as 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 (as resolveddate possession is required to be surrendered to said authority, if the parties are unable to agree, by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules of the American Arbitration Association), then upon written notice by Landlord, this Lease shall terminate and Rent shall be apportioned as of said that date. If For purposes of this Section 19, a substantial part of the Premises or the Building shall be Takenconsidered to have been taken if, and in Landlord’s good faith opinion, the taking shall render the Building commercially impractical or undesirable for Landlord to permit this Lease is to continue or to continue operating the Building. Tenant shall not terminated as provided above, assert any claim against Landlord shall promptly restore or the Premises and the Project as nearly as is commercially reasonable under the circumstances to their condition prior taking authority for any compensation arising out of or related to such partial Taking 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 amount of any award without deduction for any estate or interest of Tenant but reserves the right to assert a claim on its own behalf against the condemning authority, which claim shall have no bearing on Landlord’s award. If Landlord does not elect to terminate this Lease, the Annual Base Rent and Additional Rent payable by Tenant pursuant to Section 3 shall be adjusted (based on the ratio that the number of square feet of Rentable Area taken from the Premises bears to the number of rentable square feet in the Premises immediately prior to such taking) as of the date possession is required to be surrendered to said authority. Nothing contained in this Section shall be deemed to give Landlord any interest in any award from any such Taking without any payment made to Tenant for the taking of personal property, fixtures or the leasehold interest belonging to Tenant, as long as such award is made in addition to and Tenant hereby assigns separately stated from any award made to Landlord Tenant’s interest, if any, in such awardfor the Premises and the Building or any loss of income associated with the condemnation. Tenant Landlord shall have the right, no obligation 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 contest 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 any material part of the Premises or the Project (or the parking structure serving 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 materially interfere with or impair Landlord’s ownership or operation of the Project Project, or would in the reasonable judgment of Landlord and Tenant either prevent or materially interfere with Tenant’s use of the Premises (as resolved, if the parties are unable to agree, by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules of the American Arbitration Association), then upon written notice by Landlord, 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 15.1 Promptly upon obtaining knowledge of any proceeding for condemnation or any material part of eminent domain with respect to the Premises or the Project (or the parking structure serving 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 “TakenCondemnation”), Tenant and Landlord shall each notify the other and Lender, and each shall be entitled to participate in such proceeding at Tenant’s sole expense. Tenant shall pay the costs of such proceeding and Tenant and Landlord, to the extent ethically possible, shall utilize the same legal counsel in such proceeding. Provided, however, that if the Condemnation Award for the applicable Facility exceeds the Landlord’s Purchase Price for the Facility that is subject to the Taking would by more than $2,000,000, the excess funds above that amount (i.e. Purchase Price for the Facility plus $2,000,000) shall first be paid to Tenant to reimburse Tenant for its attorneys’ fees and costs incurred in the Condemnation proceeding, and any remaining proceeds shall thereafter shall be paid to Landlord. Subject to the provisions of this Section 15, Tenant hereby irrevocably assigns to Landlord’s reasonable judgment, materially interfere with Lender 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 (as resolved, if the parties are unable to agree, by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules of the American Arbitration Association), then upon written notice by Landlord, this Lease shall terminate and Rent shall be apportioned as in that order, any award or payment in respect 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 any Condemnation of the Premises, except that (except as hereinafter provided) nothing in this Lease shall be deemed to assign to Landlord or Lender any award relating to the value of the leasehold interest created by this Lease or any award or payment on account of an interruption of Tenant’s Share of Operating Expenses and business at the Rent payable hereunder during Premises or 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 interesttrade fixtures, moving expenses and out-of-pocket expenses incidental to the move, if any, in such award. Tenant shall have the rightavailable, to the extent that same Tenant shall not diminish Landlord’s award, have a right to make a separate claim therefor against the condemning authority condemnor, it being agreed, however, that Tenant shall in no event be entitled to any payment that reduces the award to which Landlord is or would be entitled for the condemnation of Landlord’s interest in the Premises. 15.2 If (but not Landlordi) for such compensation as may be separately awarded the entire Premises or recoverable by Tenant for moving expenses and damage to (ii) a material portion of any Facility or land comprising a portion of the Premises the loss of which would, in Tenant’s trade fixturescommercially reasonable judgment, if render the Premises unsuitable for Restoration or for the continued use and occupancy in Tenant’s business after Restoration, shall be the subject of a separate award for Taking (a “Major Condemnation”), then not later than ninety (90) days after such items is made to Taking has occurred, Tenant shall serve written notice upon Landlord and Lender (“Tenant. Tenant hereby waives any and all rights it might otherwise have pursuant to any provision ’s Termination Notice”) of state law Tenant’s intention to terminate this Lease upon on any Base Rent payment Due Date specified in such notice, which Due Date (the “Involuntary Conversion Termination Date”) shall be no sooner than ninety (90) days and no later than one hundred twenty (120) days after Tenant’s Termination Notice but, in any event, not later than the last day of the Term of this Lease. 15.3 In the event of any Taking of a partial Taking portion of the Premises which does not result in a termination of this Lease, the net award resulting from the Taking, i.e., after deducting therefrom all expenses incurred in the collection thereof shall be held in accordance with Section 14.3. In the event of any such Taking, Tenant shall promptly commence and diligently complete the Restoration (as defined in Section 14.3) of the Premises in accordance with all Laws and Legal Requirements and all other terms of this Lease. Any net award from Condemnation not resulting in a termination of this Lease shall be disbursed in the same manner as set forth with respect to Net Proceeds in Section 14.5, provided, however, that Net Proceeds remaining after final payment has been made for such Restoration shall be promptly delivered to Landlord and shall be owned by Landlord. 15.4 No agreement with any Taking authority in settlement of or under threat of any Taking shall be made by Landlord or Lender without Tenant’s prior written consent (provided, that Tenant’s consent shall, not be required if an Event of Default or a Disqualifying Default then exists and is continuing), or by Tenant without Landlord’s and Lender’s prior written consent. 15.5 In the Projectcase of any Taking, all Base Rent, Additional Rent and other obligations of Tenant shall continue unabated until the termination of this Lease.

Condemnation. If the whole or any material part of the Premises or the Project (or the parking structure serving 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 shall be apportioned as of said date. In addition, if a Taking of the whole or any material part of Premises or the Project or would in the reasonable judgment of Landlord and Tenant either prevent or materially interfere with Tenant’s use of the Premises Premises, Tenant shall have the right to terminate this Lease by written notice to Landlord within thirty (as resolved, if the parties are unable to agree, by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules 30) days of the American Arbitration Association), then upon written notice by date that Landlord, this Lease shall terminate and Rent shall be apportioned as ’s title has been of said datesuch property. 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 If, during the whole Lease Term or any material extension thereof, all or a substantial part of the Demised Premises or the Project (or the parking structure serving the Project) is are taken for any public or quasi-public use under any governmental law, ordinanceordinance or regulation or by right of eminent domain, or are conveyed to the condemning authority under threat of condemnation, this Lease shall terminate and the monthly installments of Rent shall be abated during the unexpired portion of the Lease Term, effective from the date of the taking. If less than a substantial part of the Demised Premises is taken for public or quasi-public use under any governmental law, ordinance or regulation, or by right of eminent domain, or is conveyed to the condemning authority under threat of condemnation, Landlord, at its option, may by private purchase in lieu thereof written notice terminate this Lease. If Landlord does not terminate this Lease, Landlord shall promptly, at Landlord's expense, restore and reconstruct the buildings and improvements (a “Taking” other than leasehold improvements made by Tenant or “Taken”)any assignee, and the Taking would in Landlord’s reasonable judgment, materially interfere with subtenant or impair Landlord’s ownership or operation other occupant of the Project or would Demised Premises) situated on the Demised Premises in order to make the reasonable judgment same reasonably tenantable and suitable for the use for which the Demised Premises is leased as defined in Section 6.01. The monthly installments of Rent payable under this Lease during the unexpired portion of the Lease Term shall be adjusted equitably. Landlord and Tenant either prevent or materially interfere with Tenant’s use of the Premises (as resolved, if the parties are unable to agree, by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules of the American 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 each be entitled to receive the entire price or award from and retain such separate awards and portions of lump sum awards as- may be allocated to their respective interests in any such Taking without any payment to Tenant, and Tenant hereby assigns to Landlord Tenant’s interest, if any, in such awardcondemnation proceeding. Tenant shall have the right, to the extent that same The termination of this Lease shall not diminish Landlord’s award, to make a separate claim against affect 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 Projectparties to such awards.

Condemnation. If the whole twenty-five percent (25%) or any material part more of the Premises or the Project (Building or the parking structure serving area for the Project) Premises is taken for any public or quasi-public use under quasipublic purpose by any lawful governmental lawpower or authority, ordinance, or regulation, or by exercise of the right of appropriation, inverse condemnation, condemnation or eminent domain, or by private purchase in lieu thereof sold to prevent such taking (each such event being referred to as a “Taking” or “TakenCondemnation”), and the Taking would in Landlord’s reasonable judgmentLandlord or Tenant may, materially interfere with or impair Landlord’s ownership or operation at its option, terminate this Lease as of the Project or would date title vests in the reasonable judgment condemning party. If the Building after any Condemnation and any repairs by Landlord would be untenantable for the conduct of Landlord and Tenant either prevent or materially interfere with Tenant’s use business operations, Tenant shall have the right to terminate this Lease as of the Premises (date title vests in the condemning party. If either party elects to terminate this Lease as resolvedprovided herein, if the parties are unable to agree, such election shall be made by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules of the American Arbitration Association), then upon written notice by to the other party given within thirty (30) days after the nature and extent of such Condemnation have been finally determined. Tenant shall not because of such taking assert any claim against 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 proceeds of all Condemnation awards, (except separate awards for trade fixtures and relocation expense and the unamortized value of any such Taking without any payment to improvements paid for by Tenant), and Tenant hereby assigns to Landlord Tenant’s interest, if any, all of its interest in such awardawards. If less than twenty-five percent (25%) of the Building or the parking area is taken, Landlord at its option may terminate this Lease. If neither Landlord nor Tenant elects to terminate this Lease to the extent permitted above, Landlord shall have promptly proceed to restore the rightPremises, to the extent that same shall not diminish of any Condemnation award received by Landlord’s award, to make substantially their same condition as existed prior to such Condemnation, allowing for the reasonable effects of such Condemnation, and a separate claim against the condemning authority (but not Landlord) for such compensation as may proportionate abatement shall 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 Tenantthe Rent corresponding to the time during which, and to the portion of the floor area of the Building (adjusted for any increase thereto resulting from any reconstruction) of which, Tenant is deprived on account of such Condemnation and restoration. Tenant hereby waives any and all rights it might otherwise have pursuant The provisions of California Code of Civil Procedure Section 1265.130, which allows either party to any provision of state law petition the Superior Court to terminate this the Lease upon in the event of a partial Taking taking of the Premises Premises, and any other applicable law now or the Projecthereafter enacted, are hereby waived by Landlord and Tenant.

Condemnation. If the whole or any material part of the Premises or the Project (or the parking structure serving 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 Project, then upon written notice by Landlord this Lease shall terminate and Rent shall be apportioned as of said date. If the Taking would in the reasonable judgment of Landlord and Tenant either prevent or materially interfere with Tenant’s use of the remaining Premises for the Permitted Use (including permanently preventing reasonable access to the remaining Premises and/or the parking at the Project) (all as resolved, if the parties are unable to agree, by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules of the American Arbitration Association), then upon either party shall have the right to terminate this Lease by written notice by Landlord, to other party within 30 days after the Taking in which case this Lease shall terminate and Rent 30 days thereafter unless either party elects, in writing during such 30 day period following the other party’s election to terminate, to require arbitration of the matter in which case if this Lease is being terminated based on the arbitrator’s decision, it shall be apportioned as of said dateterminate 30 days after the arbitrator’s decision. 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 BuildingBuildings, 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. (a) If the whole of the Premises, Tenant’s access to the Premises, or any material so much of the Premises as to render the balance unusable by Tenant for its normal business operations are taken by condemnation, this Lease shall terminate as of the date when physical possession of the Premises is taken by the condemning authority. If less than substantially the whole or such portion of the Premises is thus taken or sold, this Lease shall be unaffected by such taking, provided that the Rent payable hereunder shall be diminished by an amount representing that part of the Rent as shall properly be allocable to the portion of the Premises which was so condemned, and Landlord, at Landlord’s sole expense, shall restore and reconstruct the remainder of the Premises to substantially their former condition. Subject to the rights of any mortgagee under a mortgage or deed of trust covering the Premises, Landlord shall be entitled to and shall receive the total amount of any award made with respect to condemnation of the Premises, regardless of whether the award is based on a single award or a separate award as between the respective parties, and to the extent that any such award or awards shall be made to Tenant or to any person claiming through or under Tenant, Tenant hereby irrevocably assigns to Landlord all of its rights, title and interest in and to any such awards. No portion of any such award or awards shall be allocated to or paid to Tenant for any so-called bonus or excess value of this Lease by reason of the relationship between the rental payable under this Lease and what may at the time be a fair market rental for the Premises. The foregoing notwithstanding, and if Tenant is not in default under the Lease, Landlord shall turn over to Tenant, promptly after receipt thereof by Landlord, that portion of any such award received by Landlord hereunder which is attributable to Tenant’s fixtures and equipment which are condemned as part of the property taken but which Tenant would otherwise be entitled to remove, and the appraisal of the condemning authority with respect to the amount of any such award allocable to such items shall be conclusive, and the unamortized amount of the cost of the Tenant Improvements paid for by Tenant. The foregoing shall not, however, be deemed to restrict Tenant’s right to pursue a separate award specifically for its relocation expenses, loss of business or the Project (taking of Tenant’s personal property or trade fixtures or the parking structure serving unamortized amount of the Projectcost of the Tenant Improvements paid for by Tenant. Tenant and Landlord each hereby specifically waives any and all rights each may have under any law, statute, ordinance or regulation (including, without limitation, Sections 1265.120 and 1265.130 of the California Code of Civil Procedure), to terminate or petition to terminate this Lease upon partial condemnation of the Premises, and the parties hereto specifically agree that this Lease shall not automatically terminate as a matter of law upon condemnation. (b) is taken The words “condemnation” or “condemned” as used herein shall mean the taking for any public or quasi-public use under any governmental law, ordinance, or regulation, or by right the exercise of, or the intent to exercise, the power of eminent domain, expressed in writing, as well as the filing of any action or proceeding for such purpose, by private purchase in lieu thereof (a “Taking” any person, entity, body, agency, or “Taken”)authority having the right or power of eminent domain, and shall include a voluntary sale by Landlord to any such person, entity, body agency or authority, either under threat of condemnation expressed in writing or while condemnation proceedings are pending, and shall occur in point of time upon the Taking would in Landlord’s reasonable judgment, materially interfere with or impair Landlord’s ownership or operation actual physical taking 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 (as resolved, if the parties are unable to agree, by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed possession pursuant to and acting in accordance with the rules of the American Arbitration Association), then upon written notice by Landlord, this Lease shall terminate and Rent shall be apportioned as exercise of said date. If part power 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 Projecteminent domain.

Condemnation. If the whole twenty-five percent (25%) or any material part more of the Premises is condemned by eminent domain, inversely condemned or the Project (or the parking structure serving the Project) is taken sold in lieu of condemnation 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 purpose (a “Taking” or “Taken”"Condemned"), and the Taking would in Landlord’s reasonable judgment, materially interfere with then Tenant or impair Landlord’s ownership or operation Landlord may terminate this Lease as of the Project or would in the reasonable judgment of Landlord and Tenant either prevent or materially interfere with Tenant’s use date when physical possession of the Premises (as resolvedis taken and title vests in such condemning authority, if the parties are unable to agree, by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules of the American Arbitration Association), then upon written notice by Landlord, this Lease shall terminate and Rent shall be apportioned as adjusted to the date of said datetermination. If part Tenant shall not because of such condemnation assert any claim against Landlord or the Premises shall be Takencondemning authority for any compensation because of such condemnation, 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 amount of any award without deduction for any estate of interest or other interest of Tenant; provided, however, the foregoing provisions shall not preclude Tenant, at Tenant's sole cost and expense, from obtaining any separate award from any such Taking without any payment to Tenant for loss of or damage to Tenant's Property or for damages for cessation or interruption of Tenant's business provided such award is separate from Landlord's award and provided further such separate award does not diminish nor otherwise impair the award otherwise payable to Landlord. In addition to the foregoing, and Tenant hereby assigns to Landlord Tenant’s interest, if any, in such award. Tenant shall have be entitled to seek compensation for 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 relocation costs 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 the provisions of state law California Government Code Section 7262. If neither party elects to terminate this Lease upon a partial Taking of Lease, Landlord shall, if necessary, promptly proceed to restore the Premises or the ProjectBuilding, as applicable, to substantially its same condition prior to such partial condemnation, allowing for the reasonable effects of such partial condemnation, and a proportionate allowance shall be made to Tenant, as reasonably determined by Landlord, for the Rent corresponding to the time during which, and to the part of the Premises of which, Tenant is deprived on account of such partial condemnation and restoration. Landlord shall not be required to spend funds for restoration in excess of the amount received by Landlord as compensation awarded.

Condemnation. If If (i) the whole or any material part of the Premises Premises, Building or Project, or fifty percent (50%) or more of the Project (Premises, shall be taken by power of eminent domain or the parking structure serving the Project) is taken condemned by any competent authority for any public or quasi-public use under governmental law, ordinanceor purpose, or regulation, (ii) Landlord shall grant a deed or by right of eminent domain, or by private purchase other instrument in lieu thereof of any such takings by eminent domain or condemnation as a result thereof, then Landlord shall have the option to terminate this Lease, provided that prior to or concurrently with Landlord’s termination notice terminating this Lease, Landlord terminates the leases of all other tenants of the Building which contain termination rights in favor of Landlord permitting Landlord to terminate such leases in the event of such condemnation or taking. If as a result of any of the aforesaid condemnation or takings (a “Taking” or “Taken”)deeds in lieu thereof) Tenant cannot conduct its business operations in substantially the same manner such business operations were conducted prior to such taking while still retaining substantially the same material rights and benefits it bargained to receive under this Lease, Tenant shall have the option to terminate this Lease, exercisable by written termination notice delivered by the terminating party to the other party within sixty (60) days after such terminating party becomes aware thereof. Any such termination shall be effective as of the date possession is required to be surrendered to the authority. Tenant shall not assert any claim against Landlord for any compensation because of such taking and Landlord shall be entitled to the entire award or payment in connection therewith, except that Tenant shall have the right to file any separate claim against the taking authority available to Tenant for any taking of Tenant’s personal property, equipment, improvements, alterations and/or fixtures belonging to Tenant, and for moving expenses. Notwithstanding anything in this Article 12 to the Taking would in Landlord’s reasonable judgmentcontrary, 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 shall each be entitled to receive fifty percent (50%) of the Premises (as resolved, if the parties are unable to agree, by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules “bonus value” of the American Arbitration Association)leasehold estate in connection therewith, then upon written notice by Landlord, which bonus value shall be equal to the difference between the Rent payable under this Lease shall terminate and the sum established by the condemning authority as the award for compensation. All Rent shall be apportioned as of said date. If part the date 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 circumstancestermination. Upon any such Takingtaking or other matter described in this Article 12, Landlord shall be entitled to receive Rent for the entire price or award from any such Taking without any payment to Tenant, Premises (and Tenant hereby assigns to Landlord Tenant’s interestfor those Supplemental Areas, if any, in such award. Tenant shall have the right, for which Rent is required 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 paid by Tenant for moving expenses and damage under this Lease) shall be abated pursuant to Tenant’s trade fixtures, if a separate award for such items is made to TenantSection 18.4 below. Tenant hereby waives any and all rights it might otherwise have pursuant to Section 1265.130 of the California Code of Civil Procedure. Notwithstanding anything to the contrary contained in this Article 13, in the event of a temporary taking of all or any provision of state law to terminate this Lease upon a partial Taking portion of the Premises for a period of one hundred and eighty (180) days or less, or a taking of less than thirty percent (30%) of the ProjectPremises, then this Lease shall not terminate pursuant to this Article 12 but the Rent for the Premises (and for those Supplemental Areas, if any, for which Rent is required to be paid by Tenant under this Lease) shall be abated pursuant to Section 18.4 below; Landlord shall be entitled to receive the entire award made in connection with any such temporary taking.

Condemnation. If the whole or any material part a substantial portion of the Premises is condemned by eminent domain, inversely condemned or the Project (or the parking structure serving the Project) is taken sold in lieu of condemnation 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 purpose (a “Taking” or “TakenCondemned”), and the Taking would in Landlord’s reasonable judgment, materially interfere with then Tenant or impair Landlord’s ownership or operation Landlord may terminate this Lease as of the Project or would in the reasonable judgment of Landlord and Tenant either prevent or materially interfere with Tenant’s use date when physical possession of the Premises (as resolvedis taken and title vests in such condemning authority, if the parties are unable to agree, by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules of the American Arbitration Association), then upon written notice by Landlord, this Lease shall terminate and Base Rent shall be apportioned as adjusted to the date of said datetermination. If part Tenant shall not because of such condemnation assert any claim against Landlord or the Premises shall be Takencondemning authority for any compensation because of such condemnation, 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 amount of any award without deduction for any estate of interest or award from any such Taking without any payment to other interest of Tenant; provided, however, the foregoing provisions shall not preclude Tenant, and Tenant hereby assigns to Landlord at Tenant’s interestsole cost and expense, if any, in such award. Tenant shall have the right, from obtaining any separate award 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 loss of or damage to Tenant’s trade fixtures, equipment, Permitted Improvements and removable personal property or for damages for cessation or interruption of Tenant’s business provided such award is separate from Landlord’s award in addition to the foregoing, Tenant shall be entitled to seek compensation for loss of business, any and all the relocation costs or the taking of Tenant’s trade fixtures, Permitted Improvements or equipment recoverable by Tenant pursuant to the provisions of North Carolina law. If neither party elects to terminate this Lease, Landlord shall, if necessary, promptly proceed to restore the Premises to substantially the same condition then existing prior to such partial condemnation, allowing for the reasonable effects of such partial condemnation, and a separate award for such items is proportionate allowance shall be made to Tenant. Tenant hereby waives any , for the Base Rent corresponding to the time during which, and all rights it might otherwise have pursuant to any provision of state law to terminate this Lease upon a partial Taking the part of the Premises or of which, Tenant is deprived on account of such partial condemnation and restoration. Landlord shall not be required to spend funds for restoration in excess of the Projectamount received by Landlord as compensation awarded.

Condemnation. If 22.01 If, at any time during the Term of this Lease, title to the whole or any material part materially all of the Building and/or Demised Premises or the Project (or the parking structure serving the Project) is taken for any public by the exercise of the right of condemnation or quasi-public use under governmental law, ordinance, or regulation, eminent domain (hereinafter referred to as the "proceedings") or by right agreement between Landlord and those authorized to exercise such right, this Lease will terminate and expire on the date of eminent domainsuch taking, or all Fixed and Additional Rent provided to be paid by private purchase in lieu thereof (a “Taking” or “Taken”)Tenant will be apportioned and paid to the date of such taking, and the Taking would total award made in such proceedings will be paid to Landlord’s reasonable judgment; provided, however, Tenant shall be entitled to claim, prove and receive in the condemnation proceeding such award or compensation, if any, as may be allowed for Tenant's personal property, but only if such award or compensation shall be made by the condemning authority in addition to, and shall not result in a reduction of, the award or compensation made or paid by it to Landlord. For the purpose of this Article 22, "materially interfere with or impair Landlord’s ownership or operation all of the Project or would in the reasonable judgment of Landlord and Tenant either prevent or materially interfere with Tenant’s use Building and/or Demised Premises" will be deemed to have been taken if, as a result of the Premises (taking, the premises remaining after such taking are not reasonably usable for Tenant's business purposes. Any dispute as resolved, if to whether the parties premises are unable to agree, reasonably usable for Tenant's business purposes will be settled by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting be held in New Jersey in accordance with the rules of the American Arbitration AssociationAssociation then in effect. Judgment may be entered on the arbitrator's determination in any court having jurisdiction and the parties consent to the jurisdiction of the Superior Court New Jersey courts for this purpose. 22.02 If, at any time during the Term of this Lease, title to less than materially all of the Building and/or Demised Premises is taken as aforesaid (a "Partial Condemnation"), then upon the entire award will be paid to Landlord, and Landlord will have the option to (a) restore the Building and/or Demised Premises to an architecturally and/or functionally complete unit with reasonable promptness, subject to Unavoidable Delays, provided that after such restoration the Demised Premises as restored is sufficient to meet Tenant's needs, or (b) terminate this Lease. Landlord will exercise its option to cancel by written notice by Landlord, this Lease shall terminate and Rent shall to Tenant to be apportioned as given not more than forty-five (45) days from the date of said date. If part of the Premises shall be Taken, such Partial Condemnation and this Lease will become null and void ninety (90) days after said notice; provided further that, if Landlord opts to restore the Demised Premises, but such restoration is not terminated completed within one hundred fifty (150) days, and Tenant is not able to reasonably continue the operation of its business at the Demised Premises as provided abovea result thereof, the Tenant shall have the option of terminating the Lease by serving written notice of such termination on or before ten (10) days subsequent to such 150-day period and the failure of Tenant to so notify Landlord shall promptly restore constitute a waiver of the right of termination. 22.03 If title to less than materially all of the Building and/or Demised Premises is taken as aforesaid and this Lease continues, the Project as nearly as is commercially reasonable under Fixed Rent, and any Additional Rent will be reduced to an amount equivalent to the circumstances to their condition prior to such partial Taking and the rentable proportionate square footage of the BuildingDemised Premises. 22.04 Tenant further agrees that if, at any time after the date hereof, the rentable square footage whole or any part of the PremisesBuilding and/or Demised Premises is taken or condemned by any competent authority for its temporary use or occupancy (herein a "Taking"), Tenant’s Share this Lease will not terminate by reason thereof and Tenant will continue to pay, in the manner and at the time herein specified, the full amount of Operating Expenses the Base Rent and the all Additional Rent payable hereunder during by Tenant hereunder, and, except only to the unexpired Term shall be reduced to such extent as that Tenant may be fair prevented from so doing pursuant to the terms of the order of the condemning authority, to perform and reasonable under observe all of the circumstancesother terms, covenants, conditions and obligations hereof upon the part of Tenant to be performed and observed, as though such Taking had not occurred. Upon In the event of any such Taking, Landlord shall Taking Tenant will be entitled to receive the entire price or amount of any award from any made for such Taking without any payment applicable to Tenantthe Demised Premises, whether paid by way of damages, rent or otherwise (except that if the award is made in a lump sum, the award will be held by the Landlord and paid out to Tenant hereby assigns in equal monthly installments), except that portion of the award attributable to Landlord Tenant’s interestor for restoration, if any, which will be held by and belong to the Landlord, provided, however, if such period of temporary use or occupancy shall extend beyond the expiration date or termination of this Lease such award shall be apportioned between Landlord and Tenant as of such date of expiration or termination of the Term. If the period of temporary use or occupancy ends during the Term of this Lease, Tenant will, at its sole cost and expense, restore the Demised Premises as nearly as practicable to the condition of the same immediately prior to the Taking, and if the period of temporary use or occupancy does not end during the Term of this Lease, Landlord will be entitled to the portion of the award that is attributable to restoration of the Demised Premises. 22.05 Except as expressly provided in such award. the preceding sections of this Article, Tenant will neither have nor make any claim whatsoever for any award or payment for the Demised Premises or any part thereof, and in any event Tenant shall neither have nor make any claim whatsoever for any award or payment for the right, value of Tenant's leasehold under this Lease or the value of the unexpired portion of the Term of this Lease. Nothing herein shall preclude Tenant from 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) recover for such compensation as may be separately awarded direct loss of its personal property or recoverable by Tenant trade fixtures or for moving expenses and damage to Tenant’s trade fixturesrelocation expenses, 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 Projectapplicable.

Condemnation. If the whole Premises leased herein shall be taken under eminent domain or condemnation proceedings, or if suit or other action shall be instituted for the taking or condemnation thereof, or if in lieu of any material part of formal condemnation proceedings or actions, Landlord shall grant an option to purchase and or shall sell and convey the Premises or the Project (or the parking structure serving the Project) is taken for thereof to any public or quasi-public use under governmental lawtaking authority, ordinance, or regulation, or by right of eminent domain, or by private purchase in lieu thereof (a “Taking” or “Taken”)then this Lease shall terminate, and the Taking would term hereof shall end as of the date of such taking and Tenant shall have no claim or right to claim or be entitled to any portion of any amount which may be awarded as damages or paid as the result of such condemnation proceedings or paid as the purchase price for such option, sale or conveyance in lieu of formal condemnation proceedings; and all rights of Tenant to damages, if any, are hereby assigned to Landlord, except that nothing herein shall affect Tenant’s rights to make a separate claim for moving expenses or trade fixtures provided same does not reduce 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 award. In no event may Tenant either prevent or materially interfere with Tenant’s use of the Premises (as resolved, if the parties are unable to agree, by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules of the American Arbitration Association), then upon written notice by Landlord, this Lease shall terminate and Rent shall be apportioned as of said datemake any claim for its leasehold interest. If only a part of the Premises shall be Takenso taken, and if such taking shall be of a substantial part of the Premises such that the Premises are unsuitable for the reasonable conduct of Tenant’s business, this Lease may be terminated by either Landlord or Tenant by its giving to the other, within 60 days after receipt of notice of such vesting of title, and upon such election by either party this Lease shall terminate, and the term hereof shall end as of the date of such taking. In the event that this Lease is to be so terminated, Tenant agrees to execute and deliver any instruments, at the expense of Landlord, as may be deemed necessary or required to expedite any condemnation proceedings or to effectuate a proper transfer of title to such governmental or other public authority, agency, body or public utility seeking to take or acquire the Land, Building and Premises or any portion thereof. Tenant covenants and agrees to vacate the Premises, remove all Tenant’s personal property therefrom and deliver up peaceable possession thereof to Landlord or to such other party designated by Landlord in the aforementioned notice. Failure by Tenant to comply with any provision in this clause shall subject Tenant to such costs, expenses, damages and losses (including reasonable attorney’s fees and costs) as Landlord may reasonably incur by reason of Tenant’s breach hereof. In the event that a partial taking occurs but this Lease continues in full force and effect, then the Premises shall be deemed to include only the portions not terminated as provided aboveso taken. The Fixed Rent hereunder shall be shall be equitably adjusted to reflect any such partial taking. To the extent that no part of the Building on the Premises was taken, the entire award shall be paid to Landlord and Tenant shall have no claim for any part thereof. To the extent that a portion of the Building is taken and neither Landlord nor Tenant have exercised its right to terminate this Lease, the parties shall equitably apportion the award and Landlord shall promptly restore make available to Tenant that portion of the Premises award equitably allocable to the taking of the portion of the Building for the restoration and repair of the Project as nearly as is commercially reasonable under the circumstances to their condition prior to such partial Taking and the rentable square footage remainder of the Building. To the extent such funds are not expended for such purpose, the rentable square footage of the Premises, Tenant’s Share of Operating Expenses and the Rent payable hereunder during the unexpired Term they shall be reduced to such extent as may be fair and reasonable under the circumstances. Upon any such Taking, sole property of 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 no 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 Projecttherefor.

Condemnation. If the whole twenty-five percent (25%) or any material part more of the Premises is condemned by eminent domain, inversely condemned or the Project (or the parking structure serving the Project) is taken sold in lieu of condemnation 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 purpose (a “Taking” or “Taken”"Condemned"), and the Taking would in Landlord’s reasonable judgment, materially interfere with then Tenant or impair Landlord’s ownership or operation Landlord may terminate this Lease as of the Project or would in the reasonable judgment of Landlord and Tenant either prevent or materially interfere with Tenant’s use date when physical possession of the Premises (as resolvedis taken and title vests in such condemning authority, if the parties are unable to agree, by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules of the American Arbitration Association), then upon written notice by Landlord, this Lease shall terminate and Rent shall be apportioned as adjusted to the date of said datetermination. If part Tenant shall not because of such condemnation assert any claim against Landlord or the Premises shall be Takencondemning authority for any compensation because of such condemnation, 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 amount of any award without deduction for any estate of interest or other interest of Tenant; provided, however, the foregoing provisions shall not preclude Tenant, at Tenant's sole cost and expense, from obtaining any separate award from any such Taking without any payment to Tenant for loss of or damage to Tenant's trade fixtures and removable personal property or for damages for cessation or interruption of Tenant's business provided such award is separate from Landlord's award and provided further such separate award does not diminish nor impair the award otherwise payable to Landlord. In addition to the foregoing, and Tenant hereby assigns to Landlord Tenant’s interest, if any, in such award. Tenant shall have be entitled to seek compensation for 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 relocation costs 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 the provisions of state law California Government Code Section 7262. If a substantial portion of the Premises, Buildings or the Lot is so Condemned, Landlord or Tenant may terminate this Lease. If neither party elects to terminate this Lease upon a partial Taking of Lease, Landlord shall, if necessary, promptly proceed to restore the Premises or the ProjectBuildings to substantially its same condition prior to such partial condemnation, allowing for the reasonable effects of such partial condemnation, and a proportionate allowance shall be made to Tenant, as reasonably determined by Landlord, for the Rent corresponding to the time during which, and to the part of the Premises of which, Tenant is deprived on account of such partial condemnation and restoration. Landlord shall not be required to spend funds for restoration in excess of the amount received by Landlord as compensation awarded.

Condemnation. If the whole or any material part of the Premises Premises, Buildings or the Project (shall be taken by power of eminent domain or the parking structure serving the Project) is taken condemned by any competent authority for any public or quasi-public use under governmental law, ordinanceor purpose, or regulationif any adjacent property or street shall be so taken or condemned, or reconfigured or vacated by right such authority in such manner as to require the use, reconstruction or remodeling of eminent domainany material part of the Premises, Buildings or Project, or by private purchase if Landlord shall grant a deed or other instrument in lieu thereof (a “Taking” of such taking by eminent domain or “Taken”)condemnation, and Landlord shall have the Taking would in Landlord’s reasonable judgment, materially interfere with or impair Landlord’s ownership or operation option to terminate this Lease effective as of the Project or would date possession is required to be surrendered to the authority; provided, however, that Landlord shall only have the right to terminate this Lease as provided above if Landlord terminates the leases of all other tenants in the reasonable judgment Buildings, if any, similarly affected by the taking and provided further that to the extent that the Premises is not adversely affected by such taking and Landlord continues to operate the Buildings as office buildings or life sciences buildings, Landlord may not terminate this Lease. If more than twenty-five percent (25%) of Landlord and Tenant either prevent or materially interfere with Tenant’s use the rentable square feet of the Premises is taken, or if access to the Premises is substantially impaired, in each case for a period in excess of one hundred eighty (180) days, Tenant shall have the option to terminate this Lease effective as resolvedof the date possession is required to be surrendered to the authority. Tenant shall not because of such taking assert any claim against Landlord or the authority for any compensation because of such taking and Landlord shall be entitled to the entire award or payment in connection therewith, if except that Tenant shall have the parties are unable right to agree, file any separate claim available to Tenant for any taking of Tenant’s personal property and fixtures belonging to Tenant and removable by arbitration by a single arbitrator with Tenant upon expiration of the qualifications and experience appropriate to resolve the matter and appointed Lease Term pursuant to the terms of this Lease, and acting in accordance with for moving expenses, so long as such claims do not diminish the rules of the American Arbitration Association), then upon written notice by award available to Landlord, this Lease shall terminate its ground lessor with respect to the Buildings or Project or its mortgagee, and such claim is payable separately to Tenant. All Rent shall be apportioned as of said datethe date of such termination. If any part of the Premises shall be Takentaken, 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 to their condition prior to such partial Taking and the rentable square footage of the Buildingbe so terminated, 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 abated. Tenant hereby waives any and all rights it might otherwise have pursuant to Section 1265.130 of The California Code of Civil Procedure. Notwithstanding anything to the contrary contained in this Article 13, in the event of a temporary taking of all or any provision of state law to terminate this Lease upon a partial Taking portion of the Premises for a period of one hundred and eighty (180) days or less, then this Lease shall not terminate but the ProjectBase Rent and the Additional Rent shall be abated for the period of such taking in proportion to the ratio that the amount of rentable square feet of the Premises taken bears to the total rentable square feet of the Premises. Landlord shall be entitled to receive the entire award made in connection with any such temporary taking.

Condemnation. If the whole Property or any material part of the Premises or the Project (or the parking structure serving 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, 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 reasonable opinion, is necessary to the continued efficient and/or economically feasible use of the Premises (as resolved, if the parties are unable to agree, by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules of the American Arbitration Association), then upon written notice by Landlord, this Lease shall terminate and Rent shall be apportioned as of said date. If part of Property or 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 redetermined on the basis of the remaining square feet of Premises Rentable Area. Landlord shall restore and reconstruct the Building to substantially its former condition to the extent that the same may be reasonably feasible, but such extent work shall not be required to exceed the improvements existing at the Property as of the effective date of such taking. Landlord shall receive the entire award (which shall include sales proceeds) payable as a Tenant Name: Alkami Technology Building Name: Granite Park Three 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 (or if no separate claim may be filed under applicable Law, Tenant shall be apportioned a reasonable allocation of Landlord’s award, pari passu, based on the amount which it would have received in a separate award), any compensation as may be fair and reasonable under awarded to Tenant on account of 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 interestloss, if any, in such award. Tenant shall have the right, to the extent that same shall not diminish Landlordvalue of Tenant’s awardleasehold estate, 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 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 condemnation proceedings or other action is taken for the whole purpose of condemning or taking by eminent domain the Leased Premises or the land on which the Leased Premises are located, or any material part of them, or if, in lieu of a formal condemnation or taking action, Landlord grants an option to purchase, or sells and conveys the Leased Premises or any part of them to a governmental agency or body of any kind, or to a public utility or public authority seeking to take all or part of the land or premises, this Lease, at the option of Landlord, shall terminate and the Term of it shall come to an end as of the date Landlord fixes by written notice to Tenant as if that date was the date originally fixed in this Lease for its expiration. Tenant shall vacate the Leased Premises on or before the Project (or the parking structure serving the Project) is taken for any public or quasi-public use under governmental law, ordinance, or regulation, or date fixed by right of eminent domain, or by private purchase in lieu thereof (a “Taking” or “Taken”)Landlord, 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 fixed annual rent and any other charges to be paid by Tenant either prevent or materially interfere with Tenant’s use of the Premises (as resolved, if the parties are unable to agree, by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules of the American Arbitration Association), then upon written notice by Landlord, this Lease shall terminate and Rent shall be apportioned as of said datethe date Tenant vacates the Leased Premises. If ▇▇▇▇▇▇ agrees to vacate the Leased Premises, remove all its personal property, and deliver peaceable possession of the Leased Premises to Landlord or to such other party as Landlord may designate. ▇▇▇▇▇▇ agrees to execute and deliver any instruments, at the expense of Landlord, as may be deemed necessary or required to expedite any condemnation proceedings or to effectuate a proper transfer of title to any such governmental agency or body or other public authority or utility seeking to take or acquire all or part of the Premises lands and premises. If Tenant fails to comply with any provisions of this clause, it shall be Takenresponsible for any costs, expenses, damages, and losses that Landlord may incur because of Tenant's failure to comply with 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 awardprovision. Tenant shall have no claim or right to claim, nor be entitled to any portion of any amount Landlord may be awarded as damages, or paid as the rightresult of such taking or condemnation proceedings, or which may be paid to Landlord as the extent that same shall not diminish Landlord’s awardpurchase price for such option, to make sale, or conveyance made in lieu of formal condemnation proceedings. Tenant may, however, file a separate claim against for the condemning authority (but taking of any fixtures or equipment owned by it which have not become Landlord) 's property, for moving expenses, or for loss of Tenant's leasehold interest, provided such compensation as may be separately awarded or recoverable claim 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 shall in no way affect or the Projectdiminish Landlord's award.

Condemnation. If In the event the Building shall be taken, in whole or any material part in part, by condemnation or the exercise of the Premises or the Project (or the parking structure serving 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 if in lieu of any formal condemnation proceedings or actions, if any, Landlord shall sell and convey the Premises, or any portion thereof, to the governmental or other public authority, agency, body, or public utility, seeking to take the Premises, the Property or any substantial portion thereof (a “Taking” or “Taken”), and the Taking which 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 adversely affect Tenant’s use of the Premises (as resolved, if the parties are unable to agree, by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules of the American 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 occupancy of the Building, then Landlord, at its option, may terminate this Lease upon ten (10) days’ prior written notice to Tenant and any prepaid rent shall be proportionately refunded from the rentable square footage date of possession by the condemning authority. Landlord shall notify Tenant of the Premises, Tenant’s Share commencement 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 Takingcondemnation proceeding within fourteen (14) days of Landlord’s receiving notice of the same. All damages awarded for the taking, Landlord shall be entitled to receive or paid as the entire purchase price for the sale and conveyance in lieu of formal condemnation proceedings, whether for the fee or award from any such Taking without any payment to Tenant, and Tenant hereby assigns to Landlord Tenant’s the leasehold interest, if anyshall belong to and be the property of Landlord; provided, in such award. however, Tenant shall have the right, sole right to the extent that same shall not diminish Landlord’s award, to make a separate claim against reclaim and recover from the condemning authority (authority, but not from Landlord) for , such compensation as may be separately awarded or recoverable by Tenant for moving expenses and damage to in Tenant’s trade fixtures, if a separate award for such items is made to Tenant. Tenant hereby waives own right on account of any and all rights it costs or loss, including loss of business, to which Tenant might otherwise have pursuant be put in removing Tenant’s merchandise, furniture, fixtures, leasehold improvements, and equipment to a new location so long as any provision such separate award does not diminish Landlord’s award. Tenant shall execute and deliver any instruments, at the expense of state law Landlord, that Landlord may deem necessary to expedite any condemnation proceedings, to effectuate a proper transfer of title to such governmental or other public authority, agency, body or public utility seeking to take or acquire the Property and Premises, or any portion thereof. Tenant shall vacate the Premises, remove all Tenant’s personal property therefrom and deliver up peaceable possession thereof to Landlord or to such other party designated by Landlord in the aforementioned notice. Failure by Tenant to comply with any provisions of this Section 14.2 shall subject Tenant to such costs, expenses, damages, and losses as Landlord may incur by reason of Tenant’s breach hereof. If Landlord chooses not to terminate this Lease, then to the extent and availability of condemnation proceeds received by Landlord and subject to the rights of any mortgagee thereto, Landlord shall, at the sole cost and expense of Landlord and with due diligence and in a good and workmanlike manner, restore and reconstruct the Premises (exclusive of any of Tenant’s property or Tenant’s improvements) within one hundred eighty (180) days from the date Landlord receives the applicable condemnation proceeds, and such restoration and reconstruction shall make the Premises reasonably tenantable and suitable for the general use being made by Tenant prior to the taking; provided, however, that Landlord shall have no obligation to restore and reconstruct Tenant’s leasehold improvements unless and to the extent that Landlord receives an award of condemnation proceeds specifically designated as compensation for such improvements. Notwithstanding the foregoing, if Landlord has not substantially completed the restoration and reconstruction within one hundred eighty (180) days from the date Landlord receives the condemnation proceeds, Tenant, in addition to any other rights and remedies Tenant may have, shall have the right to cancel this Lease. If this Lease upon a partial Taking continues in effect after the physical taking, the rent payable hereunder shall be equitably adjusted both during the period of restoration and reconstruction and during the unexpired portion of the Premises or the ProjectLease Term.

Condemnation. If the whole or any material part of the Premises Premises, Building or the Project (or the parking structure serving the Project) Property 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 materially interfere with or impair Landlord’s ownership or operation of the Project Building or Property, or would in the reasonable judgment of Landlord and Tenant either prevent or materially interfere with Tenant’s use of the Premises (as resolved, if the parties are unable to agree, by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules of the American Arbitration Association), then upon written notice by Landlord, 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 Building and Property 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 Expenses, the Building’s Share of Project 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 Premises, Building, Property or the Project.

Condemnation. If the whole or any material part a substantial portion of the Premises useable floor areas of the building, or the Project (or of the parking structure serving the Project) is taken for any public or quasi-public use under governmental lawarea, 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 (as resolved, if the parties are unable from time to agree, by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules of the American Arbitration Association), then upon written notice by Landlord, this Lease shall terminate and Rent shall be apportioned as of said date. If time constituting part of the Premises shall be Takentaken, such that the same shall materially and adversely interfere with the Tenant's ability to conduct business on the Premises as contemplated under the Lease, or if the Tenant's access to the Premises shall be deprived for one (1) month or more, by eminent domain or appropriated by public authority, the Tenant may terminate this Lease by giving written notice to the Landlord within thirty (30) days after such taking or appropriation becomes final and Tenant is informed of same by Landlord in writing, the Landlord enclosing with such notice the applicable notifications of taking from the appropriating public authority. In the event of any such termination, this Lease shall terminate as of the date the Tenant must surrender possession or, if later, the date the Tenant actually surrenders possession, or the date Tenant's access is deprived and the Basic Rent and Additional Rent reserved shall be apportioned and paid to and as of such date. If all or any part of the Improvements or any other improvements from time to time constituting part of the Premises is taken or appropriated by public authority as aforesaid and this Lease is not terminated as provided set forth above, the Landlord shall promptly shall, subject to the rights of any mortgagees, apply any such damages and compensation awarded (net of the costs and expenses, including reasonable attorneys' fees, incurred by the Landlord in obtaining the same) to secure, close and restore so much of the Improvements or other improvements constituting part of the Premises as remain to an architectural whole except that in no event shall the Landlord be obligated to expend more for such replacement than the net amount of any such damages, compensation or award which the Landlord may have received as damages in respect to the Improvements and any other improvements from time to time constituting part of the Project Premises as nearly as is commercially reasonable under the circumstances to their condition they existed immediately prior to such partial Taking taking or appropriation; in such event, there shall be an equitable abatement of Basic Rent in proportion to the loss of useable floor area in the Improvements after giving effect to such replacement, from and after the date the Tenant must surrender possession (or access is deprived) or, if later, the date the Tenant actually surrenders possession and except further, that if, in such event, for any reason any Mortgagee retains any portion of such damages or award and the rentable square footage Landlord tails within thirty (30) days after a request by notice from the Tenant to agree to secure and close the remaining improvements as aforesaid, then the Tenant shall have an additional period of sixty (60) days after the Buildingexpiration of such thirty (30) day period within which to terminate this Lease, in which event, this Lease shall thereupon be void and without recourse to the rentable square footage parties as to obligations thereafter accruing. The Tenant agrees that the foregoing rights shall be its sole remedies, both at law and in equity, for the failure of the Premises, Tenant’s Share of Operating Expenses any Mortgagees and the Rent payable hereunder during Landlord to fulfill its obligations to secure and close the unexpired Term shall be reduced to such extent remaining improvements as may be fair and reasonable under the circumstancesaforesaid. Upon any such Taking, The Landlord shall be entitled to receive the entire price or award from any such Taking without any payment to Tenanthereby reserves, and the Tenant hereby assigns to Landlord Tenant’s interestthe Landlord, if any, any and all interest in such award. Tenant shall have the right, and claims 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 entirety of any damages or other compensation as by way of damages which may be awarded in connection with any such taking or appropriation except so much of such damages or award as is specifically and separately awarded or recoverable to the Tenant and expressly attributable to Improvements constructed and/or made by the Tenant for moving expenses and damage as well as to the Tenant’s 's trade fixtures, personal property or moving expenses. Nothing contained herein shall prohibit the Tenant from making claim in its own name against the municipality for damages including but not limited to loss of business and an amount equal to its unamortized costs of leasehold improvements on condition such application does not interfere with the Landlord's paramount right to claim damages in connection with any such taking. Notwithstanding anything to the contrary set forth above, if a separate award for such items the Tenant is made deprived of access to Tenantthe Property, an abatement of rent, effective on the date of deprivation, shall take effect. Tenant hereby waives any In addition thereto, in the event of Condemnation, all Basic 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 ProjectAdditional Rent shall be abated.

Condemnation. If the whole or any material part of the Premises Premises, Building or the Project (shall be taken by power of eminent domain or the parking structure serving the Project) is taken condemned by any competent authority for any public or quasi-public use under governmental law, ordinanceor purpose, or regulationif any adjacent property or street shall be so taken or condemned, or reconfigured or vacated by right such authority in such manner as to require the use, reconstruction or remodeling of eminent domainany material part of the Premises, Building or Project, or by private purchase if Landlord shall grant a deed or other instrument in lieu thereof (a “Taking” of such taking by eminent domain or “Taken”)condemnation, and Landlord shall have the Taking would in Landlord’s reasonable judgment, materially interfere with or impair Landlord’s ownership or operation option to terminate this Lease effective as of the Project or would date possession is required to be surrendered to the authority; provided, however, that Landlord shall only have the right to terminate this Lease as provided above if Landlord terminates the leases of all other tenants in the reasonable judgment Building similarly affected by the taking and provided further that to the extent that the Premises is not adversely affected by such taking and Landlord continues to operate the Building as an office building, Landlord may not terminate this Lease. If more than twenty-five percent (25%) of Landlord and Tenant either prevent or materially interfere with Tenant’s use the rentable square feet of the Premises is taken, or if access to the Premises is substantially impaired, in each case for a period in excess of one hundred eighty (180) days, Tenant shall have the option to terminate this Lease effective as resolvedof the date possession is required to be surrendered to the authority. Tenant shall not because of such taking assert any claim against Landlord or the authority for any compensation because of such taking and Landlord shall be entitled to the entire award or payment in connection therewith, if except that Tenant shall have the parties are unable right to agree, file any separate claim available to Tenant for any taking of Tenant’s personal property and fixtures belonging to Tenant and removable by arbitration by a single arbitrator with Tenant upon expiration of the qualifications and experience appropriate to resolve the matter and appointed Lease Term pursuant to the terms of this Lease, and acting in accordance with for moving expenses, so long as such claims do not diminish the rules of the American Arbitration Association), then upon written notice by award available to Landlord, this Lease shall terminate its ground lessor with respect to the Building or Project or its mortgagee, and such claim is payable separately to Tenant. All Rent shall be apportioned as of said datethe date of such termination. If any part of the Premises shall be Takentaken, 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 to their condition prior to such partial Taking and the rentable square footage of the Buildingbe so terminated, 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 abated. Tenant hereby waives any and all rights it might otherwise have pursuant to Section 1265.130 of The California Code of Civil Procedure. Notwithstanding anything to the contrary contained in this Article 13, in the event of a temporary taking of all or any provision of state law to terminate this Lease upon a partial Taking portion of the Premises for a period of one hundred and eighty (180) days or less, then this Lease shall not terminate but the ProjectBase Rent and the Additional Rent shall be abated for the period of such taking in proportion to the ratio that the amount of rentable square feet of the Premises taken bears to the total rentable square feet of the Premises. Landlord shall be entitled to receive the entire award made in connection with any such temporary taking.

Condemnation. (a) If the whole or any material part all of the Demised Premises or the Project (or the parking structure serving the Project) is taken or condemned for any a public or quasi-public use, or if a portion of the Demised Premises is taken or condemned for a 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 remaining portion thereof is not usable by Tenant in the reasonable judgment opinion of Landlord and Tenant either prevent or materially interfere with Tenant’s use of the Premises (as resolved, if the parties are unable to agree, by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules of the American Arbitration Association), then upon written notice by Landlord, this Lease shall terminate as of the earlier of the date title to the condemned real estate vests in the condemnor or the date on which the Demised Premises are not usable by Tenant. In such event, the Base Rent herein reserved and all Additional Rent and other sums payable hereunder shall be apportioned as and paid in full by Tenant to Landlord to that date, all Base Rent, Additional Rent and other sums payable hereunder prepaid for periods beyond that date shall be repaid by Landlord to Tenant on the date such apportioned payment is made, and neither party shall thereafter have any liability hereunder, except that any obligation or liability of said date. either party under this Lease which has accrued on or prior to such termination date shall survive. (b) If only part of the Demised Premises shall be Taken, is taken or condemned for a public or quasi-public use and this Lease is does not terminated as provided aboveterminate pursuant to Section 21(a), Landlord shall promptly shall, to the extent of the award it receives, restore the Demised Premises to a condition and the Project to a size as nearly comparable as is commercially reasonable under reasonably possible to the circumstances to their condition and size thereof immediately prior to such partial Taking the taking, and there shall be an equitable adjustment to the rentable square footage Base Rent and Additional Rent according to the value of the Building, Demised Premises before and after 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, taking. (c) Landlord shall be entitled to receive the entire price or award from in any such Taking without proceeding with respect to any payment to Tenanttaking provided for in this Section 21, and Tenant hereby assigns to Landlord Tenant’s interest, if any, in shall receive no part of such award. Nothing herein contained shall be deemed to prohibit Tenant shall have from making a separate claim, against the rightcondemnor, to the extent that same shall not diminish Landlord’s awardpermitted by law, to make a separate claim against for the condemning authority (but not Landlord) for such compensation as may be separately awarded or recoverable by Tenant for moving expenses and damage to value of Tenant’s 's leasehold estate, moveable trade fixtures, if a separate award for machinery and moving expenses, provided that the making of such items is made to Tenant. Tenant hereby waives any claim shall not 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 does not adversely affect or the Projectdiminish Landlord's award.

Condemnation. If the whole twenty-five percent (25%) or any material part more of the Premises is condemned by eminent domain, inversely condemned or the Project (or the parking structure serving the Project) is taken sold in lieu of condemnation 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 purpose (a “Taking” or “TakenCondemned”), and the Taking would in Landlord’s reasonable judgment, materially interfere with then Tenant or impair Landlord’s ownership or operation Landlord may terminate this Lease as of the Project or would in the reasonable judgment of Landlord and Tenant either prevent or materially interfere with Tenant’s use date when physical possession of the Premises (as resolvedis taken and title vests in such condemning authority, if the parties are unable to agree, by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules of the American Arbitration Association), then upon written notice by Landlord, this Lease shall terminate and Rent shall be apportioned as adjusted to the date of said datetermination. If part Tenant shall not because of such condemnation assert any claim against Landlord or the Premises shall be Takencondemning authority for any compensation because of such condemnation, 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 amount of any award without deduction for any estate of interest or award from any such Taking without any payment to other interest of Tenant; provided, however, the foregoing shall not preclude Tenant, and Tenant hereby assigns to Landlord at Tenant’s interestsole cost and expense, if anyfrom obtaining any separate award to Tenant for loss of, in or damage to, Tenant’s Property or for damages for cessation or interruption of Tenant’s business provided such awardaward is separate from Landlord’s award and does not Table of Contents diminish nor otherwise impair the award otherwise payable to Landlord. In addition to the foregoing, Tenant shall have be entitled to seek compensation for 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 relocation costs 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 the provisions of state law California Government Code Section 7262. If neither party elects to terminate this Lease upon a partial Taking of Lease, Landlord shall, if necessary, promptly proceed to restore the Premises or the ProjectBuilding, as applicable, to substantially the same condition prior to such partial condemnation, allowing for the reasonable effects of such partial condemnation, and a proportionate allowance shall be made to Tenant, as determined by Landlord, for the Rent corresponding to the time during which, and to the part of the Premises of which, Tenant is deprived on account of such partial condemnation and restoration. Landlord shall not be required to spend funds for restoration in excess of the condemnation proceeds received by Landlord.

Condemnation. If the whole or any material part of the Premises Property or the Project (or the parking structure serving the Project) is Premises shall be taken for any public or quasi-public use under governmental law, ordinancein condemnation, or regulationtransferred by agreement in lieu of condemnation, which in Tenant’s reasonable judgment, materially and adversely affects Tenant’s Permitted Use of the Premises, 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 interferes with or impair Landlord’s impairs its ownership or operation of the Project Property, then either Tenant or would in Landlord may terminate this Lease by serving the reasonable judgment other party with written notice of Landlord and Tenant either prevent or materially interfere with Tenant’s use same, effective as of the Premises (taking date. If neither Tenant nor Landlord elects to terminate this Lease as resolved, if the parties are unable to agree, by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules of the American Arbitration Association)aforesaid, then upon written notice by Landlord, this Lease shall terminate and Rent shall be apportioned on the taking date only as of said date. If part to that portion of the Premises shall be Takenso 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 and other charges payable hereunder during the unexpired Term by Tenant shall be reduced to such extent as may be fair and reasonable under the circumstancesproportionally. Upon any such Taking, Landlord shall be entitled to receive the entire price or award from any such Taking without any payment to Tenantto, and Tenant hereby assigns to Landlord any interests it might have in, the entire condemnation award for all realty and improvements and the value of Tenant’s leasehold interest, if any, in such award. Tenant shall have shall, to the right, extent available from the condemning authority and separately awarded to Tenant but only to the extent that same shall not diminish Landlord’s award, be entitled to make a separate claim against an award for Alterations, trade fixtures, T▇▇▇▇▇’s personal property, and reasonable moving expenses only, provided T▇▇▇▇▇ independently petitions the condemning authority (but not Landlord) for such compensation as may be separately awarded or recoverable by Tenant for moving expenses same. Notwithstanding the aforesaid, if any condemnation only takes a portion of the parking area and damage the remaining portion of the parking area is sufficient to provide Tenant, in Tenant’s trade fixturesreasonable opinion, 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 with adequate parking, this Lease upon a partial Taking of the Premises or the Projectshall continue in full force and effect without modification.

Condemnation. If the whole or any material part of the Premises, Building or Common Areas required for the use of the Premises shall be taken by power of eminent domain or the Project (or the parking structure serving the Project) is taken condemned by any competent authority for any public or quasi-public use under governmental law, ordinanceor purpose, or regulationif any adjacent property or street shall be so taken or condemned, or reconfigured or vacated by right such authority in such manner as to require the material reconstruction or remodeling of eminent domainany material part of the Premises, Building or Project, or by private purchase if Landlord shall grant a deed or other instrument in lieu thereof (a “Taking” of such taking by eminent domain or “Taken”)condemnation, and Landlord shall have the Taking would in Landlord’s reasonable judgment, materially interfere with or impair Landlord’s ownership or operation option to terminate this Lease effective as of the Project date possession is required to be surrendered to the authority. If any material part of the Premises or would in Common Areas required for the reasonable judgment of Landlord and Tenant either prevent or materially interfere with Tenant’s use of the Premises (e.g., the parking facilities) is taken, or if access to the Premises is substantially impaired, in each case for a period in excess of one hundred eighty (180) days, Tenant shall have the option to terminate this Lease effective as resolvedof the date possession is required to be surrendered to the authority, if Tenant shall not because of such taking assert any claim against Landlord or the parties are unable authority for any compensation because of such taking and Landlord shall be entitled to agreethe entire award or payment in connection therewith, except that Tenant shall have the right to file any separate claim available to Tenant for any taking of ▇▇▇▇▇▇’s personal property and fixtures belonging to Tenant and removable by arbitration by a single arbitrator with Tenant upon expiration of the qualifications and experience appropriate to resolve the matter and appointed Lease Term pursuant to the terms of this Lease, and acting for moving expenses, so long as such claim is payable separately to Tenant or is otherwise separately identifiable. Notwithstanding anything in accordance with this Article 13 to the rules contrary, Tenant shall be entitled to receive fifty percent (50%) of the American Arbitration Association), then upon written notice by Landlord, this Lease shall terminate and Rent shall be apportioned as of said date. If part “bonus value” of the Premises shall be Takenleasehold estate in connection therewith, 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 Tenantremaining fifty percent (50%), and Tenant hereby assigns to Landlord Tenant’s interest, if any, in such award. Tenant which bonus value shall have the right, be equal to the extent that same shall not diminish Landlord’s award, to make a separate claim against difference between the Rent payable under this Lease and the sum established by 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 the award for compensation for the leasehold. All Rent shall be apportioned as of the date of such items is made to Tenanttermination. If any part of the Premises shall be taken, and this Lease shall not be so terminated, the Rent shall be proportionately abated. Tenant hereby waives any and all rights it might otherwise have pursuant to Section 1265.130 of The California Code of Civil Procedure. Notwithstanding anything to the contrary contained in this Article 13, in the event of a temporary taking of all or any provision of state law to terminate this Lease upon a partial Taking portion of the Premises for a period of one hundred and eighty (180) days or less, then this Lease shall not terminate but the ProjectBase Rent and the Additional Rent shall be abated for the period of such taking in proportion to the ratio that the amount of rentable square feet of the Premises taken bears to the total rentable square feet of the Premises. Landlord shall be entitled to receive the entire award made in connection with any such temporary taking, but nothing herein shall preclude Tenant from seeking a recovery from the condemning authority to the extent Landlord’s award is not reduced as a result thereof.

Condemnation. If the whole all or any material part of the Premises or the Project (or the parking structure serving the Project) Mortgaged Property is condemned and taken for any public or quasi-public use under governmental law, ordinance, or regulation, or by right the power of eminent domain, Mortgagee will have the right to demand that all damages awarded on account of the taking of or damages to the Mortgaged Property (the "Award") be paid to Mortgagee up to the amount then secured by private purchase this Mortgage. Notwithstanding the foregoing, in lieu thereof the event of a partial taking under the power of eminent domain, any Award will, if Mortgagor requests, be used for restoration and/or replacement of the Mortgaged Property (a “Taking” or “Taken”hereafter referred to as "Restoration") provided: (a) no Event of Default exists, (b) Restoration is reasonably feasible as determined by an independent contractor approved by Mortgagee (hereafter referred to as the "Contractor"), and (c) if the Taking would Award is insufficient to pay in Landlord’s reasonable judgmentfull the costs of Restoration, materially interfere as estimated by the Contractor, Mortgagor shall have deposited with or impair Landlord’s ownership or operation Mortgagee in escrow, prior to the release of any of the Project or would in Award, sufficient additional funds to fund such estimated costs, and (d) Mortgagee shall have approved the reasonable judgment building plans of Landlord Mortgagor regarding Restoration before Restoration is commenced (which approval shall not be unreasonably withheld). Mortgagee may disburse the Award and Tenant either prevent or materially interfere any amounts deposited with Tenant’s use of the Premises (it as resolved, if the parties are unable to agree, by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting aforesaid in accordance with the rules whatever procedures, safeguards and requirements it elects that are customary for disbursements by construction lenders of construction loan proceeds in Mobile County, Alabama and may cease making disbursements and may apply any portion of the American Arbitration Association), Award 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, remaining 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 indebtedness secured hereby waives at any and all rights it might otherwise have pursuant to any provision time after an Event of state law to terminate this Lease upon a partial Taking of the Premises or the ProjectDefault occurs.

Condemnation. If the whole or any material part of the Premises Premises, Building, Property or the Project (or the parking structure serving 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 materially interfere with or impair Landlord’s ownership or operation of the Project Project, or would in the reasonable judgment of Landlord and Tenant either prevent or materially interfere with Tenant▇▇▇▇▇▇’s use of the Premises (as resolved, if the parties are unable to agree, by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules of the American Arbitration Association), then upon written notice by Landlord, 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 Premises, Building and the Project Property 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 Premises 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 Premises, Building, Property or the Project.

Condemnation. If In the whole or any material part event of Condemnation of all of the Premises or the Project (or the parking structure serving 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 (as resolved, if the parties are unable to agree, by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules of the American Arbitration Association), then upon written notice by LandlordPremises, this Lease shall terminate and Rent shall be apportioned as of said the date that the condemning authority is entitled to legal possession of the Premises, and Tenant shall pay Aggregate Rent to Landlord until such date. If In the event of Condemnation of only a part of the Premises (A) then, effective as of the date of vesting of title, the Aggregate Rent hereunder shall be Takenabated in an amount apportioned according to the area of the Premises so condemned, and (B) if in Tenant’s commercially reasonable judgment such taking renders the Premises unsuitable for the Use of Premises, Tenant may, at Tenant’s option, terminate this Lease is by notifying Landlord of such termination; if Tenant elects not terminated as provided aboveto so terminate this Lease, Landlord this Lease shall promptly restore be and remain unaffected by such Condemnation, except that the Premises and Aggregate Rent hereunder shall be abated to the Project as nearly as is commercially reasonable under extent, if any, hereinbefore provided. In the circumstances to their condition prior to such partial Taking and the rentable square footage event of the Building, the rentable square footage any Condemnation of all or a portion of the Premises, Tenant shall be entitled to an award for Tenant’s Share of Operating Expenses relocation expenses and the Rent payable hereunder during leasehold improvements placed on the unexpired Term shall be reduced to such extent as may be fair and reasonable under the circumstances. Upon any such Taking, Premises by Tenant at Tenant’s expense; Landlord shall be entitled to receive the entire price or balance of the award from in such Condemnation proceeding, including, without limitation, any such Taking without any payment to award for the value of the unexpired portion of the Lease Term and the interest vested by this Lease in Tenant, and Tenant hereby expressly and irrevocably assigns to Landlord Tenant’s interestall right, if anytitle and interest of Tenant now or hereafter arising in or to any such award or any part thereof, in and Tenant shall be entitled to receive no part of such award. Tenant shall have the right, Any restoration to the extent that same Premises made necessary by Condemnation shall not diminish be performed by Landlord at 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 Projectsole expense.

Condemnation. If the whole or any material part of the Premises or the Project (or the parking structure serving 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 or would in the reasonable judgment of Landlord and Tenant either prevent or materially interfere with Tenant’s use of the Premises (as resolved, if the parties are unable to agree, by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules of the American Arbitration Association)Project, then upon written notice by Landlord, Landlord this Lease shall terminate and Rent shall be apportioned as of said date. In addition, if a Taking of the whole or any material part of the Premises or the Project would in the reasonable judgment of Tenant either prevent or materially interfere with Tenant’s use of the Premises, Tenant shall have the right to terminate this Lease by written notice to Landlord within thirty (30) days of the date that Landlord’s title has been divested of such property. 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. (a) If twenty-five percent (25%) or more of either the whole or any material part of Premises, the Premises Building or the Project (or the parking structure serving areas for the Project) Building or the Project is taken for any public or quasi-public use under purpose by any lawful governmental lawpower or authority, ordinance, or regulation, or by exercise of the right of appropriation, inverse condemnation, condemnation or eminent domain, or by private purchase in lieu thereof sold to prevent such taking (each such event being referred to as a “Taking” or “Taken”"CONDEMNATION"), and the Taking would in Landlord’s reasonable judgmentLandlord may, materially interfere with or impair Landlord’s ownership or operation at its option, terminate this Lease as of the Project or would date title vests in the reasonable judgment of Landlord and Tenant either prevent condemning party. If twenty-five percent (25%) or materially interfere with Tenant’s use more of the Premises (as resolved, is taken and if the parties are unable Premises remaining after such Condemnation and any repairs by Landlord would be untenantable for the conduct of Tenant's business operations, Tenant shall have the right to agree, by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules terminate this Lease as of the American Arbitration Association)date title vests in the condemning party. If either party elects to terminate this Lease as provided herein, then upon such election shall be made by written notice by Landlord, to the other party given within thirty (30) days after the nature and extent of such Condemnation have been finally determined. If neither Landlord nor Tenant elects to terminate this Lease shall terminate and Rent shall be apportioned as of said date. If part of to the Premises shall be Taken, and this Lease is not terminated as provided extent permitted above, Landlord shall promptly proceed to restore the Premises and Premises, to the Project extent of any Condemnation award received by Landlord, to substantially the, same condition as nearly as is commercially reasonable under the circumstances to their condition existed prior to such partial Taking Condemnation, allowing for the reasonable effects of such Condemnation, and a proportionate abatement shall be made to the rentable square footage Base Rent corresponding to the time during which, and to the portion of the floor area of the Premises (adjusted for any increase thereto resulting from any reconstruction) of which, Tenant is deprived on account of such Condemnation and restoration, as reasonably determined by Landlord. Except as expressly provided in the immediately preceding sentence with respect to abatement of Base Rent, Tenant shall have no claim against Landlord for, and hereby releases Landlord and Landlord's Agents from responsibility for and waives its entire claim of recovery for any cost, loss or expense suffered or incurred by Tenant as a result of any Condemnation or the repair or restoration of the Premises, the Building or the Project or the parking areas for the Building or the Project following such Condemnation, including, without limitation, any cost, loss or expense resulting from any loss of use of the whole or any part of the Premises, the Building, the rentable square footage of Project or the Premisesparking areas and/or any inconvenience or annoyance occasioned by such Condemnation, 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, repair or restoration. (b) Landlord shall be entitled to receive the entire price any and all compensation, damages, income, rent, awards, or award from any such Taking without interest therein whatsoever which may be paid or made in connection with any payment to TenantCondemnation, and Tenant hereby assigns to shall have no claim against Landlord Tenant’s interestfor the value of any unexpired term of this Lease or otherwise; provided, if anyhowever, in such award. that Tenant shall have the right, be entitled to the extent that same shall not diminish Landlord’s award, to make a separate claim against and recover 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 Tenant's relocation, expenses, and the value of Tenant's removable personal property and Trade Fixtures and the unamortized cost of leasehold improvements paid for by Tenant, excluding any Tenant Improvements made or paid for by landlord, provided that such items is made award does not reduce any award otherwise allocable or payable 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 Premises, Building or the Project (shall be taken by power of eminent domain or the parking structure serving the Project) is taken condemned by any competent authority for any public or quasi-public use under governmental law, ordinanceor purpose, or regulationif any adjacent property or street shall be so taken or condemned, or reconfigured or vacated by right such authority in such manner as to require the use, reconstruction or remodeling of eminent domainany part of the Premises, Building or Project, or by private purchase if Landlord shall grant a deed or other instrument in lieu thereof (a “Taking” of such taking by eminent domain or “Taken”)condemnation, and Landlord shall have the Taking option to terminate this Lease effective as of the date possession is required to be surrendered to the authority if such taking or condemnation would in Landlord’s reasonable judgment, materially interfere with or impair Landlord’s ownership or render the operation of the Project or would in Building economically unfeasible. If more than ten percent (10%) of the reasonable judgment of Landlord and Tenant either prevent or materially interfere with Tenant’s use RSF of the Premises is taken, or if access to the Premises is substantially impaired, in each case for a period in excess of one hundred eighty (180) days, Tenant shall have the option to terminate this Lease effective as resolvedof the date possession is required to be surrendered to the authority. Tenant shall not because of such taking assert any claim against Landlord or the authority for any compensation because of such taking and Landlord shall be entitled to the entire award or payment in connection therewith, if except that Tenant shall have the parties are unable right to agree, file any separate claim available to Tenant for any taking of Tenant's personal property and fixtures belonging to Tenant and removable by arbitration by a single arbitrator with Tenant upon expiration of the qualifications and experience appropriate to resolve the matter and appointed Lease Term pursuant to the TCCs of this Lease, any Improvement and acting in accordance with Alterations paid for by Tenant without reimbursement, and for moving expenses, so long as such claims do not diminish the rules of the American Arbitration Association), then upon written notice by award available to Landlord, this Lease shall terminate its ground lessor with respect to the Building or Project or its mortgagee, and such claim is payable separately to Tenant. All Rent shall be apportioned as of said datethe date of such termination. If any part of the Premises shall be Takentaken, and this Lease is shall not terminated as provided abovebe so terminated, Landlord the Rent shall promptly restore be proportionately abated in proportion to the ratio that the amount of RSF of the Premises and taken bears to 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 total RSF 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 Section 1265.130 of The California Code of Civil Procedure. Notwithstanding anything to the contrary contained in this Article 13, in the event of a temporary taking of all or any provision of state law to terminate this Lease upon a partial Taking portion of the Premises for a period of one hundred eighty (180) days or less, then this Lease shall not terminate but the ProjectBase Rent and the Additional Rent shall be abated for the period of such taking in proportion to the ratio that the amount of RSF of the Premises taken bears to the total RSF of the Premises. Landlord shall be entitled to receive the entire award made in connection with any such temporary taking.

Condemnation. A. If the whole or any material part of the Premises Land or the Project (Encroachment Area shall be taken or condemned under the parking structure serving the Project) is taken for any public or quasi-public use under governmental law, ordinance, or regulation, or by right of eminent domaindomain or if such a substantial part thereof shall be taken as shall result in the portion remaining being unsuitable for the permitted uses, or by private purchase then this License shall terminate as of the date upon which title shall vest in lieu thereof (a “Taking” or “Taken”), such condemning authority; and the Taking would in Landlord’s reasonable judgment, materially interfere with net awards or impair Landlord’s ownership or operation payments on account 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 (as resolved, if the parties are unable to agree, by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules of the American Arbitration Association), then upon written notice by Landlord, this Lease shall terminate and Rent such taking shall be apportioned as follows: (a) Licensee shall receive that portion attributed to the then value of said date. Licensee’s Encroachments. (b) City shall receive that portion attributed to the then value of the Encroachment Area and the Land. B. If only a part of the Premises Encroachment Area shall be Takenso taken or condemned and the part not so taken can be adapted for the permitted uses, at Licensee’s option, (a) this License shall remain in full force and effect without any abatement or reduction in rent, and this Lease is Licensee, whether or 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 its portion 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 awards or award from any such Taking without any payment to Tenant, and Tenant hereby assigns to Landlord Tenant’s interestpayments, if any, in on account of such award. Tenant taking shall have be sufficient for the rightpurpose, to at its own expense shall promptly commence and complete the extent that same restoration or adaptation of the buildings and improvements on the Encroachment Area or (b) Licensee may terminate this License. C. [Intentionally deleted.] D. If the award or payments on account of any taking shall not diminish Landlord’s award, to make a separate claim against be divided or apportioned by the court or the condemning authority into the portions set forth in Section A, and if City and Licensee shall be unable to agree on such apportionment, then such apportionment shall be determined by appraisers. City and Licensee shall each appoint an appraiser, and the two appraisers so appointed shall promptly appoint a third appraiser. The three appraisers shall jointly determine the appropriate apportionment and shall render their decision within thirty (but not Landlord30) for such compensation as may days after the appointment of the third appraiser. The appraisal agreed upon by a majority shall be separately awarded or recoverable by Tenant for moving expenses and damage to Tenant’s trade fixturesbinding upon the parties. All appraisers shall be members of the American Institute of Real Estate Appraisers or, if a separate award for such items is made to TenantInstitute shall not then exist, members of its successor organization or an organization of substantially equivalent stature. 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 The fees of the Premises or appraisers shall be allocated to be paid by City and Licensee based upon the Projectpercentage which the portion of the contested amount not awarded to each Party bears to the amount actually contested by such Party, as determined by the appraiser.

Condemnation. If all or substantially all of the whole Mortgaged Property shall be damaged or taken through condemnation (which term, when used in this Mortgage, shall include any damage or taking by any governmental authority, quasi-governmental authority, any party having the power of condemnation, or any material part transfer by private sale in lieu thereof), either temporarily or permanently, then the entire Secured Obligations shall, at the option of Mortgagee, become immediately due and payable. Mortgagor authorizes Mortgagee, at Mortgagee’s option, as attorney in fact for Mortgagor, to commence, appear in and prosecute, in Mortgagee’s or Mortgagor’s name, any action or proceeding relating to any condemnation or other taking of the Premises Mortgaged Property and to settle or the Project (compromise any claim in connection with such condemnation or the parking structure serving the Project) is taken other taking. The proceeds of any award or claim for damages, direct or consequential, in connection with any public or quasi-public use under governmental law, ordinancecondemnation, or regulationother taking of the Mortgaged Property, or by right of eminent domainpart thereof, or by private purchase for conveyances in lieu thereof (a “Taking” of condemnation, are hereby assigned and shall be paid to Mortgagee. Mortgagor authorizes Mortgagee to apply such awards, proceeds or “Taken”)damages, after the deduction of Mortgagee’s expenses incurred in the collection of such amounts, and the Taking would in Landlordat Mortgagee’s reasonable judgmentoption, materially interfere with to restoration or impair Landlord’s ownership or operation repair of the Project Mortgaged Property or would in the reasonable judgment of Landlord and Tenant either prevent or materially interfere with Tenant’s use to payment of the Premises (as resolvedSecured Obligations, if the parties are unable to agreewhether or not then due, by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules of the American 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 interestbalance, if any, to Mortgagor. Mortgagor agrees to execute such further assignment of any awards, proceeds, damages or claims arising in connection with such awardcondemnation or injury that Mortgagee may require. Tenant For the purposes of this Paragraph, “substantially all of the Mortgaged Property” shall have the right, to the extent that same shall not diminish Landlord’s award, to make mean a separate claim against the condemning authority (but not Landlord) for such compensation as may be separately awarded taking of or recoverable by Tenant for moving expenses and damage to Tenant’s trade fixturesless than the entire Mortgaged Property through condemnation, if which in the good faith judgment of Mortgagee, renders the Mortgaged Property remaining after such taking or damage unsuitable for restoration for the use intended to be made of the Mortgaged Property or substantially the same value, condition, character or general utility as the then use which existed on the Mortgaged Property before such condemnation. Any taking or damage of less than substantially all of the Mortgaged Property is a separate award for “partial taking”. If Mortgagor is not then otherwise in default of the Secured Obligations, then Mortgagee agrees to release the proceeds of a partial taking, under its usual construction loan disbursement procedures, with Mortgagor providing any necessary equity injection required in the judgment of Mortgagee to assure proper completion of such items is made to Tenantrepair or restoration. Tenant hereby waives any and Mortgagor shall promptly provide Mortgagee copies of all rights it might otherwise have pursuant notices received by Mortgagor with respect to any provision of state law to terminate this Lease upon a partial Taking of the Premises or the Projectcondemnation.

Condemnation. If the whole or any material part of the Premises or the Project (or the parking structure serving 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 Landlordeither prevent or materially interfere with Tenant’s reasonable judgment, use of the Premises or 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 (as resolved, if the parties are unable to agree, by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting determined in accordance with the rules of the American Arbitration AssociationSection 40(m) below), then upon written notice by Landlord, Landlord this Lease shall terminate and Rent shall be apportioned as of said date. In the event of such termination, Tenant’s rights under Section 39 shall apply. 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 relocation and moving expenses and damage to Tenant’s trade fixturesfixtures and personal property, 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 twenty-five percent (25%) or more of either the whole or any material part of Premises, the Premises Building or the Project (or the parking structure serving areas for the Project) Building or the Project is permanently taken for any public or quasi-public use under purpose by any lawful governmental lawpower or authority, ordinance, or regulation, or by exercise of the right of appropriation, inverse condemnation, condemnation or eminent domain, or by private purchase in lieu thereof sold to prevent such taking (each such event being referred to as a “Taking” or “TakenCondemnation”), Landlord may, at its option, terminate this Lease as of the date title vests in the condemning party. If twenty‑five percent (25%) or more of the Premises is taken and if the Taking Premises remaining after such Condemnation and any repairs by Landlord would be untenantable (in Landlord’s reasonable judgmentopinion) for the conduct of Tenant’s business operations, materially interfere with or impair Landlord’s ownership or operation Tenant shall have the right to terminate this Lease as of the Project or would date title vests in the reasonable judgment of Landlord and Tenant condemning party. If either prevent or materially interfere with Tenant’s use of the Premises (party elects to terminate this Lease as resolvedprovided herein, if the parties are unable to agree, such election shall be made by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules of the American Arbitration Association), then upon written notice by Landlord, to the other party given within thirty (30) days after the nature and extent of such Condemnation have been finally determined. If neither Landlord nor Tenant elects to terminate this Lease shall terminate and Rent shall be apportioned as of said date. If part of to the Premises shall be Taken, and this Lease is not terminated as provided extent permitted above, Landlord shall promptly restore the Premises and Premises, to the Project extent of any Condemnation award received by Landlord, to substantially the same condition as nearly as is commercially reasonable under the circumstances to their condition existed prior to such partial Taking Condemnation, allowing for the reasonable effects of such Condemnation, and a proportionate abatement shall be made to the rentable square footage Base Rent corresponding to the time during which, and to the portion of the floor area of the Premises (adjusted for any increase thereto resulting from any reconstruction) of which, Tenant is deprived on account of such Condemnation and restoration, as reasonably determined by Landlord. Except as expressly provided in the immediately preceding sentence with respect to abatement of Base Rent, Tenant shall have no claim against Landlord for, and hereby releases Landlord and Landlord’s Agents from responsibility for and waives its entire claim of recovery for any cost, loss or expense suffered or incurred by Tenant as a result of any Condemnation, whether permanent or temporary, or the repair or restoration of the Premises, the Building or the Project or the Parking Areas following such Condemnation, including any cost, loss or expense resulting from any loss of use of the whole or any part of the Premises, 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 Project or the ProjectParking Areas and/or any inconvenience or annoyance occasioned by such Condemnation, repair or restoration.

Condemnation. If any portion of the whole Premises or any material the Building is appropriated or taken under the power of eminent domain which Tenant determines in its reasonable judgment renders the Premises unusable by Tenant for its normal business operations, either Landlord or Tenant shall have the right to terminate this Lease, as of the date Tenant is required to vacate or can no longer use the affected part of the Premises or the Project (Building, by giving notice in writing of such election within thirty days after receipt by Tenant from Landlord of written notice that Tenant's Premises or the parking structure serving Building have been or will be so appropriated or taken. Notwithstanding the Project) is taken for any public or quasi-public use foregoing, Landlord may only exercise its option to terminate this Lease under governmental law, ordinance, or regulation, or by right this Article 14 if Landlord terminates the leases 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 all other similarly situated tenants occupying premises in the reasonable judgment of Building which are also subject to the taking. If neither Landlord and nor Tenant either prevent or materially interfere with Tenant’s use of the Premises (as resolved, if the parties are unable elects to agree, by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules of the American Arbitration Association)terminate this Lease, 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 to the Project as nearly as is commercially reasonable under the circumstances extent practicable to their condition prior to such partial Taking the taking, and the rentable square footage Base Rent and Operating Costs shall be reduced on an equitable basis from the date of the Buildingtaking, taking into account the rentable square footage relative value of the portion of the Premises taken as compared to the portion remaining. All awards or compensation for any taking of any part of the Premises, whether payable to Landlord or Tenant’s Share of Operating Expenses and the Rent payable hereunder during the unexpired Term , shall be reduced the sole property of Landlord. Notwithstanding anything to such extent as may be fair and reasonable under the circumstances. Upon any such Takingcontrary contained herein, Landlord Tenant shall be entitled to receive the entire price pursue an award of compensation relating to damage to or award from any such Taking without any payment loss of tenant improvements made by Tenant, trade fixtures or other personal property belonging to Tenant, moving expenses, inconvenience and Tenant hereby assigns business interruption. Landlord shall be under no obligation to Landlord restore or replace Tenant’s interest's furnishings, 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 equipment and personal property. For the purposes of this Article 14, 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 voluntary sale or conveyance in lieu of state law to terminate this Lease upon condemnation shall be deemed an appropriation or a partial Taking taking under the power of the Premises or the Projecteminent domain.

Condemnation. (a) If the whole or any material part all of the Demised Premises or the Project (or the parking structure serving the Project) is taken or condemned for any a public or quasi-public use, or if a material portion of the Demised Premises is taken or condemned for a 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 remaining portion thereof is not usable by Tenant in the reasonable judgment opinion of Landlord and Tenant either prevent or materially interfere with Tenant’s use of the Premises (as resolved, if the parties are unable to agree, by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules of the American Arbitration Association), then upon written notice by Landlord, this Lease shall terminate as of the earlier of the date title to the condemned real estate vests in the condemnor or the date on which Tenant is deprived of possession of the Demised Premises. In such event, the Base Rent herein reserved and all Additional Rent and other sums payable hereunder shall be apportioned as and paid in full by Tenant to Landlord to that date, all Base Rent, Additional Rent and other sums payable hereunder prepaid for periods beyond that date shall forthwith be repaid by Landlord to Tenant, and neither party shall thereafter have any liability hereunder, except that any obligation or liability of said date. either party, actual or contingent, under this Lease which has accrued on or prior to such termination date shall survive. (b) If only part of the Demised Premises shall be Taken, is taken or condemned for a public or quasi-public use and this Lease is does not terminated as provided aboveterminate pursuant to Section 21(a), Landlord shall promptly shall, to the extent of the award it receives. restore the Demised Premises to a condition and the Project to a size as nearly comparable as is commercially reasonable under reasonably possible to the circumstances to their condition and size thereof immediately prior to such partial Taking the taking, and there shall be an equitable adjustment to the rentable square footage Base Rent and Additional Rent based on the actual loss of use of the Building, Demised Premises suffered by Tenant from 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, taking. (c) Landlord shall be entitled to receive the entire price or award from in any such Taking proceeding with respect to any taking provided for in this Section 21, without deduction therefrom for any payment to Tenantestate vested in Tenant by this Lease, and Tenant hereby assigns to Landlord Tenant’s interest, if any, in shall receive no part of such award. Nothing herein contained shall be deemed to prohibit Tenant shall have from making a separate claim, against the rightcondemnor, to the extent that same shall not diminish Landlord’s awardpermitted by law, to make a separate claim against for the condemning authority (but not Landlord) for such compensation as may be separately awarded or recoverable by Tenant for moving expenses and damage to value of Tenant’s 's moveable trade fixtures, if a separate award for machinery and moving expenses, provided that the making of such items is made to Tenant. Tenant hereby waives any claim shall not 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 does not adversely affect or the Projectdiminish Landlord's award.

Condemnation. If (a) In the whole event that during the term of this lease the premises or any material part of the Premises thereof, or the Project (use, possession or the parking structure serving the Project) access thereof, is taken in condemnation proceedings, by any right of eminent domain or for any public or quasi-public use under governmental lawuse, ordinance, or regulation, or by right of eminent domain, or by private purchase in lieu thereof (a “Taking” or “Taken”), this lease 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 (as resolved, if the parties are unable to agree, by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules of the American Arbitration Association), then upon written notice by Landlord, this Lease term hereby granted shall terminate and Rent expire on the date when possession shall be taken by the condemning authorities, and rent and all other charges payable hereunder shall be apportioned as and paid in full up to that date and all prepaid unearned rent and all other charges payable hereunder shall forthwith be repaid by Landlord to Tenant. As of said date. If such date of taking, this lease shall be deemed terminated and of no further force and effect and neither Landlord nor Tenant shall be liable to the other for any future rent or other charges payable hereunder. (b) Notwithstanding the foregoing, if only a part of the Premises premises shall be Takenso taken or condemned, and, in Tenant’s reasonable opinion, the remaining portion of the premises shall be adequate and suitable for the purposes of its business, then this Lease is not terminated as provided above, Landlord lease shall promptly restore continue in full force and effect except that the Premises annual rent and other charges payable hereunder shall be reduced in the Project as nearly as is commercially reasonable under proportion that the circumstances gross floor area of the part so taken or condemned shall bear to their condition the total gross floor area of the premises (exclusive of the basement) immediately prior to such partial Taking taking. In such case, Landlord shall, at Landlord’s cost and expense, as speedily as circumstances permit, repair all damage to the premises and the rentable square footage of the Buildingbuilding as shall have been caused by such partial condemnation and taking (including, but not limited to, the rentable square footage of basic building, the Premises, Tenant’s Share of Operating Expenses storefront and the all glass therein). Rent and all other charges payable hereunder during shall ▇▇▇▇▇ until the unexpired Term shall be reduced premises have been restored to such extent as may be fair and a tenantable condition, including a reasonable under period after 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 completion of Landlord’s award, reconstruction for Tenant to make a separate claim against refixture and restock 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 Tenantpremises. Tenant hereby waives any and all rights it might otherwise have pursuant to in condemnation awards, except awards for ▇▇▇▇▇▇’s fixtures and equipment and any provision separate awards which may be made for Tenant’s relocation expenses, value of state law to terminate this Lease upon improvements and the like. (c) If as a partial Taking result of a condemnation or taking for a temporary use or occupancy of all or any part of the Premises or premises Tenant does not operate its business in the Projectpremises for a period of more than one (1) business day, then all rent and other charges payable hereunder shall ▇▇▇▇▇ for such period of time as the premises remain closed.

Condemnation. (a) If the whole Leased Premises are taken under the power of eminent domain or any material part sold under the threat of the Premises or the Project exercise of such power (or the parking structure serving the Project) is taken for any public or quasi-public use under governmental law, ordinance, or regulation, or by right all of eminent domain, or by private purchase in lieu thereof (a “Taking” or “Taken”which are referred to herein as "condemnation"), 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 (as resolved, if the parties are unable to agree, by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules of the American Arbitration Association), then upon written notice by Landlord, this Lease shall terminate and Rent shall be apportioned as to the part so taken as of said datethe date the condemning authority takes title or possession, whichever first occurs (the "date of taking"). If part the Leased Premises or any portion of the Project is taken by condemnation to such an extent as to render the Leased Premises untenantable as reasonably determined by Tenant and Landlord, this Lease shall, at the option of either party to be exercised in writing within thirty (30) days after receipt of written notice of such taking, forthwith cease and terminate as of the date of taking. All proceeds from any condemnation of the Leased Premises shall belong and be Takenpaid to Landlord, and this Lease is not terminated as provided above, Landlord shall promptly restore subject to the Premises and rights of any mortgagee of Landlord's interest in the Project as nearly as is commercially reasonable under or the circumstances to their condition prior to such partial Taking and the rentable square footage beneficiary of the Building, the rentable square footage any deed 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 trust which constitutes an encumbrance thereon; provided that Tenant shall be entitled to receive any compensation separately awarded to Tenant for Tenant's relocation expenses, loss of business goodwill and loss of ▇▇▇▇▇▇'s trade fixtures and the entire price or award from any such Taking without any payment unamortized value of improvements made to the Leased Premises at Tenant's expense. If this Lease continues in effect after the date of taking pursuant to the provisions of this Section 7.06(a), Landlord --------------- shall proceed with reasonable diligence to repair, at its expense, the remaining parts of the Project and Tenant hereby assigns the Leased Premises to Landlord Tenant’s interest, if any, in such award. Tenant shall have the right, substantially their former condition to the extent that the same is feasible (subject to reasonable changes which Landlord shall not diminish Landlord’s awarddeem desirable) and so as to constitute a complete and tenantable Project and Leased Premises. Net Rent shall ▇▇▇▇▇ to the extent appropriate during the period of restoration, and Net Rent shall thereafter be equitably adjusted according to make the remaining Rentable Area of the Leased Premises and the Building. (b) In the event of a separate claim against temporary taking of all or a portion of the condemning authority Leased Premises for the period of ninety (but not Landlord90) days or less, there shall be no abatement of Rent and Tenant shall remain fully obligated for such compensation as may performance of all of the covenants and obligations on its part to be separately performed pursuant to the terms of this Lease. All proceeds awarded or recoverable by Tenant for moving expenses and damage paid with respect thereto shall belong 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 Land, Building and Demised Premises leased herein, or of which the Demised Premises is a part, or any material part portion thereof, shall be taken under eminent domain or condemnation proceedings, or if suit or other action shall be instituted for the taking or condemnation thereof, or if in lieu of any formal condemnation proceedings or actions, Landlord shall grant an option to purchase and or shall sell and convey the Land, Building and the Demised Premises or any portion thereof, then this Lease, at the Project (or the parking structure serving the Project) is taken for any public or quasi-public use under governmental law, ordinance, or regulation, or by right option of eminent domain, or by private purchase in lieu thereof (a “Taking” or “Taken”)Landlord shall terminate, and the Taking would Term hereof shall end as of such date as Landlord shall fix by notice 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 writing; and Tenant either prevent shall have no claim or materially interfere with Tenant’s use of the Premises (as resolved, if the parties are unable right to agree, by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules of the American 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 claim or be entitled to receive any portion of any amount which may be awarded as damages or paid as the entire result of such condemnation proceedings or paid as the purchase price for such option, sale or award from any such Taking without any payment conveyance in lieu of formal condemnation proceedings; and all rights of Tenant to Tenant, and Tenant hereby assigns to Landlord Tenant’s interestdamages, if any, are hereby assigned to Landlord, provided that such Tenant shall have the right to make a separate claim for damages as provided below. Tenant agrees to execute and deliver any instruments, at the expense of Landlord, as may be deemed necessary or required to expedite any condemnation proceedings or to effectuate a proper transfer of title to such governmental or other public authority, agency, body or public utility seeking to take or acquire the Land, Building and Demised Premises or any portion thereof. Tenant covenants and agrees to vacate the Demised Premises, remove all Tenant's personal property therefrom and deliver up peaceable possession thereof to Landlord or to such other party designated by Landlord in the aforementioned notice. Failure by Tenant to comply with any provision in this clause shall subject Tenant to such awardcosts, expenses, damages and losses as Landlord may incur by reason of Tenant's breach hereof. Tenant shall have no claim or right to claim or be entitled to any portion of any amount which may be awarded as damages or paid as the rightresult of such condemnation proceedings or paid as the purchase price for any option, sale or conveyance in lieu of formal condemnation proceedings; and all rights of Tenant to damages, if any, are hereby assigned to Landlord. Notwithstanding the extent that same foregoing, Tenant shall not diminish Landlord’s award, have the right to make a separate claim against the condemning authority (but not Landlord) for such compensation independent claim which it may have as may be separately awarded or recoverable allocated by Tenant law, for moving expenses costs and damage damages due to any taking of Tenant’s 's trade fixtures, if a separate award for relocation, moving and other similar costs and charges directly incurred by tenant and resulting from such items is made to Tenantcondemnation, provided same does not diminish the Landlord's award. Tenant hereby waives agrees to execute and deliver any instruments, at the expense of Landlord, as may be deemed necessary or required to expedite any condemnation proceedings or to effectuate a proper transfer of title to such governmental or other public authority, agency, body or public utility seeking to take or acquire the Land, Building and Demised Premises or any portion thereof. Tenant covenants and agrees to vacate the Demised Premises, remove all rights it might otherwise have pursuant Tenant's personal property therefrom and deliver up peaceable possession thereof to Landlord or to such other party designated by Landlord in the aforementioned notice. Failure by Tenant to comply with any provision in this clause shall subject Tenant to such costs, expenses, damages and losses as Landlord may incur by reason of state law to terminate this Lease upon a partial Taking of the Premises or the ProjectTenant's breach hereof.

Condemnation. (a) If the whole Leased Premises are taken under the power of eminent domain or any material part sold under the threat of the Premises or the Project exercise of such power (or the parking structure serving the Project) is taken for any public or quasi-public use under governmental law, ordinance, or regulation, or by right all of eminent domain, or by private purchase in lieu thereof (a which are referred to herein as “Taking” or “Takencondemnation”), and this Lease shall terminate as to the Taking would in Landlord’s reasonable judgmentpart so taken as of the date the condemning authority takes title or possession, materially interfere with whichever first occurs (the “date of taking”). If the Leased Premises or impair Landlord’s ownership or operation any portion of the Project or would in is taken by condemnation to such an extent as to render the reasonable judgment of Landlord and Tenant either prevent or materially interfere with Tenant’s use of the Leased Premises (untenantable as resolved, if the parties are unable to agree, by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules of the American Arbitration Association), then upon written notice reasonably determined by Landlord, this Lease shall shall, at the option of either party to be exercised in writing within thirty (30) days after receipt of written notice of such taking, forthwith cease and terminate and Rent shall be apportioned as of said datethe date of taking. If part All proceeds from any condemnation of the Leased Premises without deduction for any estate or interest of Tenant (including, without limitation, any award attributable to the value of the remaining Term of this Lease) shall belong and be Takenpaid to Landlord, and this Lease is not terminated as provided above, Landlord shall promptly restore subject to the Premises and rights of any mortgagee of Landlord’s interest in the Project as nearly as is commercially reasonable under or the circumstances to their condition prior to such partial Taking and the rentable square footage beneficiary of the Building, the rentable square footage any deed 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 trust which constitutes an encumbrance thereon; provided that Tenant shall be entitled to receive any compensation separately awarded to Tenant for Tenant’s relocation expenses or, loss of ▇▇▇▇▇▇’s trade fixtures. If this Lease continues in effect after the entire price date of taking pursuant to the provisions of this Section 7.6(a), Landlord shall, to the extent of proceeds received, proceed with reasonable diligence to repair, at its expense, the remaining parts of the Project and the Leased Premises to substantially their former condition to the extent that the same is feasible (subject to reasonable changes which Landlord shall deem desirable) and so as to constitute a complete and tenantable Project and Leased Premises. Following a taking, Gross Rent shall thereafter be equitably adjusted according to the remaining Rentable Area of the Leased Premises and the Building. Except as hereinafter provided, in the event of any taking, Landlord shall have the right to all compensation, damages, income, rent or awards made with respect thereto (collectively an “award”), including any award from any such Taking without any payment for the value of the leasehold estate created by this Lease. No award to Landlord shall be apportioned and, subject to Tenant’s rights hereinafter specified, and Tenant hereby assigns to Landlord Tenant’s interestany right of Tenant in any award made for any taking. So long as such claim will not reduce any award otherwise payable to Landlord under this Section 7.6, Tenant may seek to recover, at its cost and expense, as a separate claim, any damages or awards payable on a taking of the Leased Premises to compensate for the unamortized cost paid by Tenant for the alterations, additions or improvements, if any, in such award. made by Tenant during the initial improvement of the Leased Premises and for any alterations, or for Tenant’s personal property taken, or for interference with or interruption of Tenant’s business (including goodwill), or for Tenant’s removal and relocation expenses. (b) In the event of a temporary taking of all or a portion of the Leased Premises, there shall be no abatement of Rent and Tenant shall have remain fully obligated for performance of all of the right, covenants and obligations on its part to be performed pursuant 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 terms of this Lease. Landlord and damage to Tenant’s trade fixtures, if a separate award for such items is made to Tenant. Tenant hereby waives waive the provisions of any and all rights it might otherwise have pursuant to any provision of state law to terminate this Lease upon a partial Taking statutes (including, without limitation, Section 1265.130 of the Premises California Code of Civil Procedure) or court decisions which provide a party to a lease with a right to abatement of rent or termination of the Projectlease when leased property is condemned or taken and agree that such event shall be exclusively governed by the terms of this Lease.

Condemnation. If the whole or any material part all of the Premises or the Project (or the parking structure serving the Project) Complex is taken for any public or quasi-public use under governmental law, ordinancecondemned, or regulationacquired under threat of condemnation, by or by right at the direction of eminent domain, or by private purchase in lieu thereof any governmental authority (a “Taking” or “Taken”, as the context requires), and or if so much of the Taking would Complex is Taken that, in Landlord’s reasonable judgmentopinion, materially interfere with the remainder cannot be restored to an economically viable, quality office building, or impair if the awards payable to Landlord as a result of any Taking are, in Landlord’s ownership or operation opinion, inadequate to restore the remainder to an economically viable, quality office building, Landlord may, at its election, exercisable by the giving of written notice to Tenant within thirty (30) days after the date of the Project or would in the reasonable judgment of Landlord and Tenant either prevent or materially interfere with Tenant’s use Taking, terminate this Lease Agreement as of the date of the Taking or the date Tenant is deprived of possession of the Leased Premises (as resolved, if the parties are unable to agree, by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules of the American Arbitration Associationwhichever is later), then upon written notice by Landlord, . If this Lease shall terminate and Rent shall be apportioned as of said date. If part of the Premises shall be Taken, and this Lease Agreement 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 a result 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 a Taking, Landlord shall restore the Leased Premises remaining after the Taking to a Building standard condition. During the period of restoration, Base Rent shall be entitled abated to receive the entire price extent the Leased Premises are rendered untenantable and, after the period of restoration, Base Rent and Tenant’s pro rata share shall be reduced in the proportion that the area of the Leased Premises Taken or award otherwise rendered untenantable bears to the area of the Leased Premises just prior to the Taking. If any portion of Base Rent is abated under this Section 14, Landlord may elect to extend the expiration date of the Term for the period of the abatement. All awards, proceeds, compensation or other payments from or with respect to any such Taking without of the Complex or any payment portion thereof shall belong to TenantLandlord, and Tenant hereby assigns assigning to Landlord Tenant’s interestall of its right, if anytitle, in such awardinterest and claim to same. Tenant shall have the right, right to the extent that same shall not diminish Landlord’s award, to make assert a separate claim against for and recover from the condemning authority (authority, but not from Landlord) for , such compensation as may be separately awarded or recoverable by Tenant for moving expenses and damage to on account of Tenant’s trade fixturesmoving and relocation expenses, if a separate award for such items is made and depreciation to and loss of 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 movable personal property.

Condemnation. If the whole or any material part more than twenty-five percent (25%) of the Premises rentable square feet of the Premises, Building or the Project (shall be taken by power of eminent domain or the parking structure serving the Project) is taken condemned by any competent authority for any public or quasi-public use under governmental law, ordinanceor purpose, or regulationif any adjacent property or street shall be so taken or condemned, or reconfigured or vacated by right such authority in such manner as to require the use, reconstruction or remodeling of eminent domainany part of the Premises, Building or Project, or by private purchase if Landlord shall grant a deed or other instrument in lieu thereof (a “Taking” of such taking by eminent domain or “Taken”)condemnation, Landlord shall promptly give Tenant notice of any such proposed taking or condemnation together with the anticipated date possession is required to be surrendered to the authority and shall have the Taking would in option to terminate this Lease effective as of the date possession is required to be surrendered to the authority; provided, however, that with respect to any taking or condemnation of the Building or the Project that does not affect the Premises, Landlord’s reasonable judgment, materially interfere with or impair Landlord’s ownership or operation right to terminate this Lease as set forth in this Article 13 shall be conditioned upon Landlord electing to terminate the lease of all other tenants of the Project or would in similarly affected by the reasonable judgment taking. If more than twenty-five percent (25%) of Landlord and Tenant either prevent or materially interfere with Tenant’s use the rentable square feet of the Premises is taken, or if access to the Premises is substantially impaired, in each case for a period in excess of one hundred eighty (180) days, Tenant shall have the option to terminate this Lease effective as resolvedof the date possession is required to be surrendered to the authority. Tenant shall not because of such taking assert any claim against Landlord or the authority for any compensation because of such taking and Landlord shall be entitled to the entire award or payment in connection therewith, if except that Tenant shall have the parties are unable right to agree, file any separate claim available to Tenant for any taking of Tenant’s personal property and fixtures belonging to Tenant and removable by arbitration by a single arbitrator with Tenant upon expiration of the qualifications and experience appropriate to resolve the matter and appointed Lease Term pursuant to the terms of this Lease, and acting in accordance with for moving expenses, so long as such claims do not diminish the rules of the American Arbitration Association), then upon written notice by award available to Landlord, this Lease shall terminate its ground lessor with respect to the Building or Project or its mortgagee, and such claim is payable separately to Tenant. All Rent shall be apportioned as of said datethe date of such termination. If any part of the Premises shall be Takentaken, 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 to their condition prior to such partial Taking and the rentable square footage of the Buildingbe so terminated, 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 abated. Tenant hereby waives any and all rights it might otherwise have pursuant to Section 1265.130 of The California Code of Civil Procedure. Notwithstanding anything to the contrary contained in this Article 13, in the event of a temporary taking of all or any provision of state law to terminate this Lease upon a partial Taking portion of the Premises for a period of one hundred and eighty (180) days or less, then this Lease shall not terminate but the ProjectBase Rent and the Additional Rent shall be abated for the period of such taking in proportion to the ratio that the amount of rentable square feet of the Premises taken bears to the total rentable square feet of the Premises. Landlord shall be entitled to receive the entire award made in connection with any such temporary taking.

Condemnation. (a) If twenty-five percent (25%) or more of either the whole or any material part of Premises, the Premises Building or the Project (or the parking structure serving areas for the Project) Building or the Project is taken for any public or quasi-public use under purpose by any lawful governmental lawpower or authority, ordinance, or regulation, or by exercise of the right of appropriation, inverse condemnation, condemnation or eminent domain, or by private purchase in lieu thereof sold to prevent such taking (each such event being referred to as a “Taking” or “Taken”"CONDEMNATION"), and the Taking would in Landlord’s reasonable judgmentLandlord may, materially interfere with or impair Landlord’s ownership or operation at its option, terminate this Lease as of the Project or would date title vests in the reasonable judgment of Landlord and Tenant either prevent condemning party. If twenty-five percent (25%) or materially interfere with Tenant’s use more of the Premises (as resolved, is taken and if the parties are unable Premises remaining after such Condemnation and any repairs by Landlord would be untenantable for the conduct of Tenant's business operations, Tenant shall have the right to agree, by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules terminate this Lease as of the American Arbitration Association)date title vests in the condemning party. If either party elects to terminate this Lease as provided herein, then upon such election shall be made by written notice by Landlordto the other party given within thirty (30) days after the nature and extent of such Condemnation have been finally determined. If neither Landlord nor Tenant, elects to terminate this Lease shall terminate and Rent shall be apportioned as of said date. If part of to the Premises shall be Taken, and this Lease is not terminated as provided extent permitted above, Landlord shall promptly proceed to restore the Premises and Premises, to the Project extent of any Condemnation award received by Landlord, to substantially the same condition as nearly as is commercially reasonable under the circumstances to their condition existed prior to such partial Taking Condemnation, allowing for the reasonable effects of such Condemnation, and a proportionate abatement shall be made to the rentable square footage Base Rent corresponding to the time during which, and to the portion of the floor area of the Premises (adjusted for any increase thereto resulting from any reconstruction) of which, Tenant is deprived on account of such Condemnation and restoration, as reasonably determined by Landlord. Except as expressly provided in the immediately preceding sentence with respect to abatement of Base Rent, Tenant shall have no claim against Landlord for, and hereby releases Landlord and Landlord's Agents from responsibility for and waives its entire claim of recovery for any cost, loss or expense suffered or incurred by Tenant as a result of any Condemnation or the repair or restoration of the Premises, the Building or the Project or the parking areas for the Building or the Project following such Condemnation, including, without limitation, any cost, loss or expense resulting from any loss of use of the whole or any part of the Premises, the Building, the rentable square footage of Project or the Premisesparking areas and/or any inconvenience or annoyance occasioned by such Condemnation, 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, repair or restoration. (b) Landlord shall be entitled to receive the entire price any and all compensation, damages, income, rent, awards, or award from any such Taking without interest therein whatsoever which may be paid or made in connection with any payment to TenantCondemnation, and Tenant hereby assigns to shall have no claim against Landlord Tenant’s interestfor the value of any unexpired term of this Lease or otherwise; provided, if anyhowever, in such award. that Tenant shall have the right, be entitled to the extent that same shall not diminish Landlord’s award, to make a separate claim against receive any award separately allocated by the condemning authority (but not Landlord) for such compensation as may be separately awarded or recoverable by to Tenant for moving Tenant's relocation expenses and damage to or the value of Tenant’s trade 's Property (specifically excluding fixtures, if a separate award for such items is made to Tenant. Tenant hereby waives any Alterations and all rights it might otherwise have pursuant to any provision of state law to terminate this Lease upon a partial Taking other components of the Premises which under this Lease or by law are or at the Projectexpiration of the Term will become the property of Landlord), provided that such award does not reduce any award otherwise allocable or payable to Landlord.

Condemnation. If the whole or any material part of the Premises or the Project (or the parking structure serving 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 Landlordthe reasonable judgment of Landlord (which judgment Landlord shall promptly communicate to Tenant) either prevent or materially interfere with Tenant’s reasonable judgment, use of the Premises or 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 (as resolved, if the parties are unable to agree, by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules of the American Arbitration Association)Project, then upon written notice by Landlord, 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 twenty-five percent (25%) or any material part more of the Premises or the Project (Building or the parking structure serving area for the Project) Premises is taken for any public or quasi-public use under quasipublic purpose by any lawful governmental lawpower or authority, ordinance, or regulation, or by exercise of the right of appropriation, inverse condemnation, condemnation or eminent domain, or by private purchase in lieu thereof sold to prevent such taking (each such event being referred to as a “Taking” or “TakenCondemnation”), and the Taking would in Landlord’s reasonable judgmentLandlord or Tenant may, materially interfere with or impair Landlord’s ownership or operation at its option, terminate this Lease as of the Project or would date title vests in the reasonable judgment condemning party. If the Building after any Condemnation and any repairs by Landlord would be untenantable for the conduct of Landlord and Tenant either prevent or materially interfere with Tenant’s use business operations, Tenant shall have the right to terminate this Lease as of the Premises (date title vests in the condemning party. If either party elects to terminate this Lease as resolvedprovided herein, if the parties are unable to agree, such election shall be made by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules of the American Arbitration Association), then upon written notice by to the other party given within thirty (30) days after the nature and extent of such Condemnation have been finally determined. Tenant shall not, because of such taking, assert any claim against 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 Tenantproceeds of all Condemnation awards (except separate awards for trade fixtures, the then unamortized cost of the Specialized Tenant Improvements, and relocation expenses), and Tenant hereby assigns to Landlord Tenant’s interestall of its interest in such awards. If less than twenty-five percent (25%) of the Building or the parking area is taken, if anyLandlord, at its option, may terminate this Lease unless (i) Tenant shall agree, at its sole option, to continue the Lease in effect as to the portion of the Premises which is not subject to the Condemnation (in which case Rent shall be adjusted to reflect the decreased square footage of the Premises), (ii) the parking available to Tenant following the condemnation is legally sufficient to permit Tenant to conduct business at the Premises, and (iii) the Condemnation awards received by Landlord (together with any additional amounts which Tenant agrees to contribute, in its sole discretion and without any obligation to make any such awardcontribution) are sufficient to restore the Premises and/or the Property to a condition which will permit Tenant to utilize the remaining Premises for the Intended Use, in which case, Landlord shall complete the restoration of the Premises and/or Property as provided below and this Lease shall continue in effect, subject to adjustment of Base Rent as provided below. If neither Landlord nor Tenant elects to terminate this Lease to the extent permitted above, Landlord shall have promptly proceed to restore the rightPremises and/or the Property, to the extent that same shall not diminish of any Condemnation award received by Landlord’s award, to make substantially the same condition as existed prior to such Condemnation, allowing for the reasonable effects of such Condemnation, and a separate claim against the condemning authority (but not Landlord) for such compensation as may proportionate abatement shall 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 Tenantthe Base Rent corresponding to the time during which, and to the portion of the floor area of the Building (adjusted for any increase thereto resulting from any reconstruction) of which, Tenant is deprived on account of such Condemnation and restoration. Tenant hereby waives any and all rights it might otherwise have pursuant The provisions of California Code of Civil Procedure Section 1265.130, which allows either party to any provision of state law petition the Superior Court to terminate this the Lease upon in the event of a partial Taking taking of the Premises Premises, and any other applicable law now or the Projecthereafter enacted, are hereby waived by Landlord and Tenant.

Condemnation. A. If the whole or any material part of the Premises or the Project (or the parking structure serving the Project) is shall be completely taken for any public or quasi-public use under governmental law, ordinance, or regulation, or by right exercise 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 (as resolved, if the parties are unable to agree, by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules of the American Arbitration Association), then upon written notice by Landlord, this Lease shall terminate and Rent shall be apportioned as of said dateterminate. If any substantial part of the Premises shall be Takentaken by exercise of eminent domain or by action of any public or other authority, then this Lease shall terminate at the election of Landlord or Tenant, notice of which election shall be given to the other party within sixty (60) days of such taking. If Landlord shall not so elect, then in case of such taking, and this Lease is not terminated as provided abovein case of any taking of less than a substantial part of the Premises, a just proportion of said rent according to the nature and extent of the taking shall be abated, unless the Landlord shall promptly restore supply to Tenant equivalent substitute space in the Building at no additional rent. Landlord reserves and accepts all rights to any awards of damages in connection with the Premises and the Project as nearly as is commercially reasonable under Building and the circumstances leasehold hereby created, accrued or subsequently accruing by reason of anything lawfully done in pursuance of any public or other authority. Tenant hereby releases and assigns to their condition prior Landlord all of Tenant's rights to such awards, and covenants to deliver such further assignments and assurances thereof as Landlord may from time to time request, hereby irrevocably designating and appointing Landlord as its attorney in fact to execute and deliver in Tenant's name and behalf all such further assignments thereof. It is agreed and understood, however, that Landlord does not reserve to itself, and Tenant does not assign to Landlord, any damages payable for (i) moveable equipment installed by Tenant or anybody claiming under Tenant at its own expense, or (ii) relocation expenses, but in each case only if and to the extent that such damages are recoverable by Tenant from such authority in a separate action and without reducing Landlord's award of damages. B. Notwithstanding the above, Landlord may, in Landlord's sole discretion, repair and/or rebuild the Building in the event of either total or partial Taking taking. Landlord will not be obligated to rebuild until the eminent domain proceeds have been received and in the rentable square footage of the Building, the rentable square footage of event such eminent domain proceeds are insufficient to completely rebuild or restore the Premises, Tenant’s Share of Operating Expenses and Landlord, at Landlord's option, may provide the Rent payable hereunder during funds required to completely rebuild or restore. If Landlord's mortgagee applies the unexpired Term shall be reduced eminent domain proceeds to such extent as may be fair and reasonable under the circumstances. Upon any such Takingmortgage debt, Landlord shall be entitled have no obligation to receive the entire price or award from any such Taking without any payment to Tenantrebuild, and Tenant hereby assigns to Landlord Tenant’s interest, if any, in such award. Tenant shall have the rightright to terminate by notice. C. In the event that a taking of any portion of the Premises by the exercise of eminent domain (a) materially adversely affects the ability of Tenant to continue to conduct its business in the portion of the Premises not taken; and (b) Landlord fails to give written notice within thirty (30) days of its intention to restore the Premises; and (c) Landlord fails to restore the Premises to a condition substantially suitable for their intended uses within Ninety (90) days of such taking or fails to supply to Tenant equivalent substitute space in the Building, 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 Tenant 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 elect to terminate this Lease upon a partial Taking of by written notice to Landlord to be given no later than thirty (30) days after the Premises or the Project.date last mentioned. This right to terminate is an addition to Tenant's rights to terminate under Paragraph 16.2.A. and Paragraph 16.2.B.

Condemnation. If all of the whole or Premises is Taken, then this Lease shall terminate. If any material part of the Premises or the Project is Taken and (or the parking structure serving the Projecti) 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 Landlord determines the Taking would in Landlord’s reasonable judgment, materially interfere with or impair Landlord’s its ownership or operation of the Project or would Project, (ii) Landlord determines the portion not Taken is insufficient in Landlord’s discretion for the reasonable judgment operation of Landlord and Tenant either prevent or materially interfere with Tenant’s use of business, or (iii) in Landlord’s opinion it would be impractical or the Premises (as resolvedcondemnation proceeds insufficient to restore the remainder, if the parties are unable to agreethen, by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules of the American Arbitration Association)each case, then upon written notice by Landlord, this Lease shall terminate. In the event this Lease is terminated in accordance with either of the foregoing sentences, then this Lease shall terminate as of the date the condemning authority takes possession 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 aboveafter a Taking, then, subject to any delays due to Force Majeure, Landlord shall promptly restore the Premises and (including any Alterations made by Landlord) to a condition as near as reasonably possible to the Project as nearly as is commercially reasonable under the circumstances to their condition prior to such partial the Taking (except for modifications required by Applicable Laws, and excluding the rentable square footage repair, restoration or replacement of the Buildingfixtures, the rentable square footage of the Premisesequipment, Tenant’s Share of Operating Expenses or Alterations made by Tenant or a Tenant Party), and the Rent payable hereunder during the unexpired Term shall be reduced to such extent reflect the Taking as may be fair and reasonable under reasonably determined by Landlord. In the circumstances. Upon 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 the 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 can be made to Tenant. Tenant hereby waives agrees that the terms of this Section shall govern any Taking and all rights it might otherwise have pursuant to shall accordingly supersede any provision contrary statute or rule of state law to terminate this Lease upon a partial Taking of the Premises or the Projectlaw.

Condemnation. If the whole premises or any material part of the Premises or the Project (thereof or the parking structure serving the Project) area adjacent thereto is taken condemned for any a public or quasi-public use under governmental law, ordinance, or regulation, or by right of eminent domain, with or without litigation, or transferred by private purchase agreement in lieu thereof connection with such public or quasi-public use or if there is a substantial deprivation of reasonable access to or from the premises, whether access is limited or interfered with, or the street adjacent to the premises is permanently altered, diverted, or rerouted (a all of the foregoing events being referred to as “Taking” or “Takentaking”), and the Taking would in Landlord’s reasonable judgment, materially interfere with or impair Landlord’s ownership or operation rights of the Project or would in parties shall be governed by this Paragraph. If the reasonable judgment of Landlord and Tenant either prevent or materially interfere with Tenant’s use of the Premises (as resolved, if the parties entire premises are unable to agree, by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules of the American Arbitration Association), then upon written notice by Landlordtaken, this Lease shall terminate on the date title shall vest in the condemnor, or an order of possession is entered, whichever occurs first, Tenant’s obligations to pay rent shall continue to said date, and Rent Landlord shall be apportioned as of refund to Tenant prepaid rental, if any, and other sums said hereunder for a period beyond said date. If part less than the entire premises are taken, but the nature of the Premises shall taking is such that in Tenant’s reasonable judgment the premises will no longer be Takensuitable for the conduct of Tenant’s business thereon, and Tenant may terminate this Lease by so notifying Landlord at least thirty (30) days before the termination date set forth in Tenant’s notice. 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 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 Takingterminated, Landlord shall be entitled to receive all compensation awarded by the entire price condemnor whether for the fee or award from any such Taking without any payment to Tenantthe leasehold, and provided that 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 may make a separate claim against the condemning authority (but not Landlord) in its own right for such compensation as may be separately awarded removing and relocating its trade fixtures and for loss of profits or recoverable by Tenant for moving expenses and damage to the Tenant’s trade fixturesbusiness. If this Lease is not terminated, if a separate award Landlord shall restore any improvements on the part of the premises not taken, but shall not be obligated to spend more for restoration than the amount awarded Landlord by the condemnor, and the rent payable hereunder shall be adjusted so that Tenant shall be required to pay for the remainder of the term only such items is made portion of such rent as the value of the part remaining after the taking bears to Tenantthe value of the entire premises immediately before the date of the taking. 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 may make its separate claim from the Premises or the Projectcondemnor hereunder.

Condemnation. If the whole all or any material part of the Original Premises shall be taken under power of eminent domain or the Project (or the parking structure serving the Project) is taken for sold under imminent threat to any public authority 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 (as resolved, if the parties are unable to agree, by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules of the American Arbitration Association), then upon written notice by Landlordentity having such power, this Lease shall terminate and Rent shall be apportioned as of said date. If to the part of the Original Premises so taken or sold, effective as of the date possession is required to be delivered to such authority. In such event, Building I Base Rent shall a▇▇▇▇ in the ratio that the portion of Tenant’s Building I Square Footage taken or sold bears to Tenant’s Building I Square Footage. If a partial taking or sale of the Original Premises, Building I or the Project (i) substantially reduces Tenant’s Square Footage resulting in a substantial inability of Tenant to use the Original Premises for the Permitted Purpose, or (ii) renders Building I or the Project not commercially viable to Landlord in Landlord’s sole opinion, either Tenant in the case of (i), or Landlord in the case of (ii), may terminate this Lease by notice to the other party within 30 days after the terminating party receives written notice of the portion to be taken or sold. Such termination shall be Takeneffective 180 days after notice thereof, or when the portion is taken or sold, whichever is sooner. All condemnation awards 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 similar payments shall be reduced paid and belong to such extent as may be fair and reasonable under the circumstances. Upon Landlord, except 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 amounts awarded or recoverable by paid specifically to Tenant for moving expenses removal and damage to reinstallation of Tenant’s trade fixtures, if a separate award for personal property or Tenant’s moving costs. To the extent permitted by law, Tenant shall, however, be entitled to seek business damages from any condemning authority. If all or any part of the Expansion Premises shall be taken under power of eminent domain or sold under imminent threat to any public authority or private entity having such items power, this Lease shall terminate as to the part of the Expansion Premises so taken or sold, effective as of the date possession is made required to be delivered to such authority. In such event, Building II Base Rent shall a▇▇▇▇ in the ratio that the portion of Tenant’s Building II Square Footage taken or sold bears to Tenant’s Building II Square Footage. If a partial taking or sale of the Expansion Premises, Building II or the Project (i) substantially reduces Tenant’s Building II Square Footage resulting in a substantial inability of Tenant hereby waives any and all rights it might otherwise have pursuant to any provision use the Expansion Premises for the Permitted Purpose, or (ii) renders Building II or the Project not commercially viable to Landlord in Landlord’s sole opinion, either Tenant in the case of state law to (i), or Landlord in the case of (ii), may terminate this Lease upon a partial Taking by notice to the other party within 30 days after the terminating party receives written notice of the Premises portion to be taken or sold. Such termination shall be effective 180 days after notice thereof, or when the Projectportion is taken or sold, whichever is sooner. All condemnation awards and similar payments shall be paid and belong to Landlord, except any amounts awarded or paid specifically to Tenant for removal and reinstallation of Tenant’s trade fixtures, personal property or Tenant’s moving costs. To the extent permitted by law, Tenant shall, however, be entitled to seek business damages from any condemning authority.

Condemnation. If SECTION 19.1 If, at any time during the Term of this Lease, title to the whole or any material part materially all of the Building and/or Demised Premises or the Project (or the parking structure serving the Project) is taken for any public by the exercise of the right of condemnation or quasi-public use under governmental law, ordinance, or regulation, eminent domain (hereinafter referred to as the "proceedings") or by right agreement between Landlord and those authorized to exercise such right, this Lease will terminate and expire on the date of eminent domainsuch taking, or all Base Rent and additional rent provided to be paid by private purchase in lieu thereof (a “Taking” or “Taken”)Tenant will be apportioned and paid to the date of such taking, and the Taking would total award made in such proceedings will be paid to Landlord’s reasonable judgment. For the purpose of this Article 19, "materially interfere with or impair Landlord’s ownership or operation all of the Project or would in the reasonable judgment of Landlord and Tenant either prevent or materially interfere with Tenant’s use Building and/or Demised Premises" will be deemed to have been taken if, as a result of the Premises (taking, the premises remaining after such taking are not reasonably usable for Tenant's business purposes. Any dispute as resolved, if to whether the parties premises are unable to agree, reasonably usable for Tenant's business purposes will be settled by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting be held in New Jersey in accordance with the rules of the American Arbitration AssociationAssociation then in effect. Judgment may be entered on the arbitrator's determination in any court having jurisdiction and the parties consent to the jurisdiction of the Superior Court New Jersey courts for this purpose. SECTION 19.2 If, at any time during the Term of this Lease, title to less than materially all of the Building and/or Demised Premises is taken as aforesaid (a "PARTIAL CONDEMNATION"), then upon the entire award will be paid to Landlord, and Landlord will have the option to (a) restore the Building and/or Demised Premises to an architecturally and/or functionally complete unit with reasonable promptness, subject to ordinary delays beyond Landlord's control, provided that after such restoration the Demised Premises as restored is sufficient to meet Tenant's needs, or (b) terminate this Lease. Landlord will exercise its option to cancel by written notice by Landlord, this Lease shall terminate and Rent shall to Tenant to be apportioned as given not more than forty-five (45) days from the date of said date. If part of the Premises shall be Taken, such Partial Condemnation and this Lease will become null and void ninety (90) days after said notice. SECTION 19.3 If title to less than materially all of the Building and/or Demised Premises is not terminated taken as provided aboveaforesaid and this Lease continues, Landlord shall promptly restore the Premises Base Rent, and any additional rent will be reduced to an amount equivalent to the Project as nearly as is commercially reasonable under the circumstances to their condition prior to such partial Taking and the rentable proportionate square footage of the BuildingDemised Premises. SECTION 19.4 Tenant further agrees that if, at any time after the date hereof, the rentable square footage whole or any part of the PremisesBuilding and/or Demised Premises is taken or condemned by any competent authority for its temporary use or occupancy (herein a "TAKING"), Tenant’s Share this Lease will not terminate by reason thereof and Tenant will continue to pay, in the manner and at the time herein specified, the full amount of Operating Expenses the Base Rent and all additional rent payable by Tenant hereunder, and, except only to the Rent payable hereunder during the unexpired Term shall be reduced to such extent as that Tenant may be fair prevented from so doing pursuant to the terms of the order of the condemning authority, to perform and reasonable under observe all of the circumstancesother terms, covenants, conditions and obligations hereof upon the part of Tenant to be performed and observed, as though such Taking had not occurred. Upon In the event of any such Taking, Landlord shall Taking Tenant will be entitled to receive the entire price or amount of any award from any made for such Taking without any payment applicable to Tenantthe Demised Premises, whether paid by way of damages, rent or otherwise (except that if the award is made in a lump sum, the award will be held by the Landlord and paid out to Tenant hereby assigns in equal monthly installments), except that portion of the award attributable to Landlord Tenant’s interestor for restoration, if any, which will be held by and belong to the Landlord, provided, however, if such period of temporary use or occupancy shall extend beyond the expiration date or termination of this Lease such award shall be apportioned between Landlord and Tenant as of such date of expiration or termination of the Term. If the period of temporary use or occupancy ends during the Term of this Lease, Tenant will, at its sole cost and expense, restore the Demised Premises as nearly as practicable to the condition of the same immediately prior to the Taking, and if the period of temporary use or occupancy does not end during the Term of this Lease, Landlord will be entitled to the portion of the award that is attributable to restoration of the Demised Premises. SECTION 19.5 Except as expressly provided in such award. the preceding sections of this Article, Tenant will neither have nor make any claim whatsoever for any award or payment for the Demised Premises or any part thereof, and in any event Tenant shall neither have nor make any claim whatsoever for any award or payment for the right, value of Tenant's leasehold under this Lease or the value of the unexpired portion of the Term of this Lease. Nothing herein shall preclude Tenant from 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) recover for such compensation as may be separately awarded direct loss of its personal property or recoverable by Tenant trade fixtures or for moving expenses and damage to Tenant’s trade fixturesrelocation expenses, 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 Projectapplicable.

Condemnation. If the whole or any material part of the Premises or the Project (or the parking structure serving 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 (as resolved, if the parties are unable to agree, by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules of the American Arbitration Association), then upon written notice by Landlord, 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; provided, however, that if any of the Tenant Improvements or Tenant’s Alterations to the extent paid for by Tenant and not the TI Allowance are attributed a specific value in and of themselves in connection with the Taking which increases the price or award that would in the absence of such Alterations and Tenant Improvements to the extent paid for by Tenant and not the TI Allowance have been paid to Landlord, Tenant shall have the right to make a claim for the unamortized value specifically attributable to such Alterations and Tenant Improvements to the extent paid for by Tenant and not the TI Allowance. Tenant shall have the right, to the extent that same shall not diminish Landlord’s awardaward other than as provided for in the immediately preceding sentence, 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. (a) If the whole or any material part of the Premises or so much thereof as to render the Project balance unusable by Tenant for the proper conduct of its business shall be taken under power of eminent domain or transferred under threat thereof, then this Lease, at the option of either Landlord or Tenant exercised by either party giving notice to the other of such termination within thirty (30) days after such conveyance or taking possession whichever is earlier, shall forthwith cease and terminate and the parking structure serving rent shall be duly apportioned as of the Project) is taken date of such taking or conveyance. No award for any public partial 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”)entire taking shall be apportioned, and Tenant hereby assigns to Landlord any award which may be made in such taking or condemnation, together with any and all rights of Tenant now or hereafter arising in or to the Taking would same or any part thereof; provided, however, that nothing contained herein shall be deemed to give Landlord any interest in Landlord’s reasonable judgmentor to require Tenant to assign to Landlord any award made to Tenant for the Tenant: ______ taking of personal property and fixtures belonging to Tenant and/or for expenses of moving to a new location or for Tenant's interest in the leasehold estate. In the event of a partial taking which does not result in a termination of this Lease, materially interfere with or impair Landlord’s ownership or operation rent shall be reduced in proportion to the reduction in the size of the Project or would in the reasonable judgment of Landlord premises so taken and Tenant either prevent or materially interfere with Tenant’s use of the Premises (as resolved, if the parties are unable to agree, by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules of the American Arbitration Association), then upon written notice by Landlord, this Lease shall terminate and Rent be modified accordingly. Promptly after obtaining knowledge thereof, Landlord or Tenant, as the case may be, shall be apportioned as notify the other of said date. any pending or threatened condemnation or taking affecting the Premises or the Building. (b) If part all or any portion of the Premises shall be Takencondemned or taken for governmental occupancy for less than ninety (90) days, and this Lease is shall not terminated as provided above, Landlord shall promptly restore the Premises terminate 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 the entire price award therefor (whether paid as damages, rent or otherwise) unless the period of governmental occupancy extends beyond the expiration of this Lease, in which case Landlord shall be entitled to such part of such award from as shall be properly allocable to the cost of restoration of the Premises to the extent any such Taking without any payment to Tenantaward is specifically made for such purpose, and the balance of such award shall be apportioned between Landlord and Tenant hereby assigns as of the date of such expiration. If the termination of such governmental occupancy is prior to Landlord Tenant’s interestthe expiration of this Lease, if any, in such award. Tenant shall have the rightshall, to the extent that same shall not diminish Landlord’s award, to make a separate claim against the condemning authority (but not Landlord) an award has been made for such compensation purpose, restore the premises as may be separately awarded nearly as possible to the condition in which they were prior to the condemnation 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.

Condemnation. If the whole or any material part of the Premises or the Project (or the parking structure serving 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, 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 Premises, (as resolved, if the parties are unable to agree, by arbitration by a single arbitrator b) in Landlord’s judgment would materially interfere with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules or impair its ownership or operation of the American Arbitration Association)Project or (c) as a result of such Taking, ▇▇▇▇▇▇▇▇’s mortgagee accelerates the payment of any indebtedness securing all or a portion of the Project, then upon written notice by Landlord, 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 as near as reasonably attainable 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, including, without limitation any award for a Taking of Tenant’s leasehold interest hereunder. 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 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 ProjectParagraph.

Condemnation. (a) If the whole or any material part of the Premises or the Project (or the parking structure serving 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 (as resolved, if the parties are unable to agree, by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules of the American 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 or such portion thereof as will make the Rent payable hereunder during Premises unusable for the unexpired Term purpose herein leased, shall be reduced to such extent as may be fair and reasonable under the circumstances. Upon condemned by any such Taking, legally constituted authority for any public use or purpose or if Landlord shall be entitled to receive sell the entire price or award from any Premises under threat of condemnation, then in either such Taking without any payment to Tenantcase the term of this Lease will end at the time when possession thereof is taken by public authorities, and rental will be accounted for as between Landlord and Tenant hereby assigns to Landlord Tenant’s interestas of that date. Such termination, if anyhowever, in such award. Tenant shall have the right, will be without prejudice to the extent that same shall not diminish Landlord’s award, rights of Landlord to make a separate claim against the condemning authority (but not Landlord) for such recover compensation as may be separately awarded or recoverable by Tenant for moving expenses and damage caused by condemnation from the condemnor or the rights of Tenant to recover from the condemnor compensation for its costs of relocation (including for any business disadvantage or increased rent resulting from such relocation) and for the unamortized value of leasehold improvements made by Tenant’s trade fixtures, if a separate . It is further understood and agreed that neither Tenant nor Landlord will have any rights in any award for such items is made to Tenant. Tenant hereby waives the other by any and all rights it might otherwise have pursuant to any provision of state law to terminate this Lease upon condemning authority. (b) If there is a partial Taking taking of the Premises by condemnation and if it is not so extensive as to render the remaining portion (after restorations) unsuitable for the business of Tenant, then this Lease will continue in effect and Landlord, upon receipt of the award in condemnation, will expeditiously commence and complete all necessary repairs and restorations to the Premises so as to constitute the portion of the Building not taken a complete architectural unit and restore the Premises as nearly as practicable to its prior condition; provided, however, that such work does not exceed the scope of the original construction, and Landlord will not be under any duty to expend amounts in excess of the award received by Landlord. Rent, taxes and other charges payable by Tenant will equitably ab▇▇▇ ▇hile Landlord's repairs and restorations are in process. If a partial taking consists only of a street widening or utility easement which, at Tenant's reasonable judgment, is determined not to materially affect Tenant's use of the ProjectPremises, this Lease will continue in full force and effect without abatement of rent, taxes or other charges.

Condemnation. If Mortgagor shall notify Lender promptly upon receiving any notice of commencement of any proceedings for the whole condemnation or other taking of any material part or all of the Premises Mortgaged Property and shall permit Lender to participate in such proceedings and to receive all proceeds payable to Mortgagor as an award or in settlement, up to the Project (or the parking structure serving 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 amount of the Project or would Secured Indebtedness. Mortgagor hereby appoints Lender attorney-in-fact for Mortgagor (which appointment, being coupled with an interest, shall be irrevocable) (a) to collect and receive any such awards, damages, payments and compensation from the authorities making the same, (b) to give receipts and acquittances therefor and (c) to institute, appear in and prosecute any proceeding therefor in the reasonable judgment event Mortgagor fails to take such action. All sums collected by or paid to Lender, net of Landlord and Tenant either prevent or materially interfere with Tenant’s use of any costs, including attorney's fees, incurred by Lender in collecting the Premises (as resolved, if the parties are unable to agree, by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules of the American 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 same 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(i) applied by Lender, in such awardorder of priority as Lender shall determine, to the Secured Indebtedness, whether or not then due and payable, or (ii) paid or made available by Lender to Mortgagor, on such terms as Lender may specify, without Lender thereby waiving or impairing any equity or lien, under and by virtue of this Mortgage, as a result of any such taking, alteration of grade or other injury to or decrease in value of the Mortgaged Property. Tenant If, prior to the receipt by Lender of said sums, the Mortgaged Property shall have been sold on foreclosure of this Mortgage, Lender shall have the right, whether or not a deficiency judgment on the Secured Indebtedness shall have been sought, recovered or denied, to receive said sums to the extent that same shall of the Secured Indebtedness remaining unsatisfied after such sale, with interest thereon at the Default Rate and to receive costs and expenses, disbursements, including attorney's fees, incurred by Lender in connection with the collection of said sums. Notwithstanding the foregoing, in the event of a Condemnation where the amount to be paid to Mortgagor as an award or in settlement thereof does not diminish Landlord’s award, to make a separate claim against exceed $1,000,000.00 individually or in the condemning authority (but not Landlord) aggregate with all amounts received by Mortgagor as an award or in settlement 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 Condemnations that occur at any time after the date hereof, Mortgagee will permit Mortgagor to utilize the proceeds of such Condemnation solely to restore or replace the Mortgaged Property provided that: (a) Mortgagor confirms to Mortgagee in writing that it might otherwise have pursuant intends to any provision continue its business operations and has business interruption insurance in effect providing for the payment of state law proceeds in amounts acceptable to terminate this Lease Mortgagee, (b) Mortgagor submits to Lender its business plan for operations after such Condemnation, which plan must be in form and content satisfactory to Mortgagee, (c) Mortgagee, will hold such Condemnation proceeds and will disburse such proceeds upon a partial Taking receipt by Mortgagee of evidence satisfactory to Mortgagee that such proceeds will be used to restore or replace the Premises Mortgaged Property as required above, (d) disbursement of Condemnation proceeds will be in compliance with such procedures as Mortgagee may require, (e) no Default or Event of Default has occurred and is continuing, and (f) such Condemnation does not occur within twelve (12) months before the ProjectRevolving Credit Termination Date.

Condemnation. If the whole or any material part of the Premises or the Project (or which includes the parking structure serving rights of Tenant at 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 (as resolved, if the parties are unable to agree, by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules of the American Arbitration Association), 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, 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 all of the Leased Premises or the Project (or the parking structure serving the Project) is shall be taken for any public or quasi-public use under governmental law, ordinance, or regulationany statute, or by right of eminent domain, or by private purchase in lieu thereof (a “Taking” or “Taken”), if any part of the Leased Premises shall be so 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 part not so taken shall be insufficient in the reasonable judgment of Landlord and Tenant either prevent or materially interfere with Tenant’s use for the operation of the Leased Premises as a golf course (as resolveda "Total Taking"), if the parties are unable to agreethen, by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules either of such events, when possession of the American Arbitration Association)Leased Premises shall have been taken by the condemning authority, then upon written notice by Landlordthe Term, and all rights of Tenant under this Lease Lease, shall terminate the immediately terminate, and the Base Rent, Percentage Rent and any Additional Rent shall be apportioned as and paid to the date of said datesuch termination. If a part of the Leased Premises shall be Takenso taken, and the remainder of the Leased Premises shall be sufficient in the reasonable judgment of Tenant for the operation of the Leased Premises as a golf course (a "Partial Taking"), then this Lease is not terminated as provided aboveshall continue in full force and effect, Landlord shall promptly restore and Tenant shall, at its sole cost and expense, but to the extent of the net amount of any condemnation award for the Leased Premises and so taken (the Project "Condemnation Award") available for such purpose, restore, repair, replace or rebuild the same as nearly as is commercially reasonable under possible to the circumstances to their condition existing prior to such partial Taking the Partial Taking. Such restoration, repairs, replacements or rebuilding (collectively, "Condemnation Restoration") shall be commenced promptly and prosecuted to completion with reasonable diligence. The Condemnation Award shall be made available for the rentable square footage payment of the Building, the rentable square footage cost of the Premises, Tenant’s Share Condemnation Restoration in the same manner as provided in Article V. Any excess of Operating Expenses and the Rent payable hereunder during Condemnation Award after payment of the unexpired Term Condemnation Restoration shall be reduced paid to such extent Landlord. In the event of any taking as may be fair and reasonable under the circumstances. Upon any such Takingabove described, Landlord shall be entitled to receive the entire price or award from any such Taking without any payment to Tenantall awards, damages, 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) compensation for such compensation taking except as such awards may be separately awarded designated for loss of income due to interruption of Tenant's business, loss to improvements or recoverable by any award specifically designated to compensate 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 Projectits loss.

Condemnation. Section 18.01. If the whole Premises, or any material part of the Premises portion thereof, shall be taken or the Project (or the parking structure serving the Project) is taken for condemned by any public or quasi-public use under governmental law, ordinanceauthority, or regulation, or by right any other entity having powers of eminent domain, the parties agree to cooperation in applying for and in prosecuting any claim for such taking. All damages awarded for taking under the power of eminent domain, whether for the whole or by private purchase in lieu thereof (a “Taking” part of the premises, shall belong to and be the property of the Landlord, whether such damages shall be awarded as compensation for diminution of value to the leasehold estate hereby created or “Taken”)to the fee of the leasehold premises; provided, however, that landlord shall not be entitled to any award made to Tenant for loss of business, fair value of, and the Taking would in Landlord’s reasonable judgmentcost of removal of stocks and fixtures; nor shall the Landlord be entitled to any portion of such a award attributable to improvements made upon the premises and paid for by the Tenant. Amounts, materially interfere with if any, awarded for the stocks and fixtures, or impair Landlord’s ownership or operation for the taking of improvements paid for by the Tenant, shall be paid over and the property of the Project Tenant. Section 18.02. If the entire Premises shall be so taken or would in the reasonable judgment of Landlord and Tenant either prevent or materially interfere with Tenant’s use of the Premises (as resolved, if the parties are unable to agree, by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules of the American Arbitration Association), then upon written notice by Landlordcondemned, this Lease shall terminate effective as of the date of the actual taking by the condemning authority and Rent all rents shall be apportioned as of said that date. Proceeds of the award shall be disbursed pursuant to the provisions of Section 18.01 of this Article. Section 18.03. If part more than twenty-five percent (25%) of the Premises shall be Takenso taken or condemned, or so much of the said Premises shall be taken or condemned as shall substantially interfere with the use of the Premises at the time of the taking (which shall be submitted to arbitration by the American Arbitration Association in the event Landlord and Tenant do not agree thereon), the Tenant may elect to cancel this Lease is not terminated by giving thirty (30) days notice, which cancellation shall be effective as of the date of the actual taking by the condemning authority and all rents shall be apportioned as of that date. Section 18.04. Except as provided abovein Section 18.03, Landlord shall promptly restore in 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 event of the Building, the rentable square footage taking or condemnation of a part of the Premises, Tenant’s Share this Lease shall continue in full force and effect as to the part of Operating Expenses the Premises not so taken or condemned. The net award shall be applied to the restoration of the premises to as near the condition which existed immediately prior to the date of taking as reasonably possible, and the Rent payable hereunder rent shall ▇▇▇▇▇ during such period of time as the unexpired Term shall be reduced Premises are untenable in the proportion that the untenable portion of the Premises bears to such extent the entire Premises. Section 18.05. Tenant reserves to itself all rights to damages accruing as may be fair and reasonable under the circumstances. Upon result of any such Taking, Landlord shall be entitled to receive the entire price taking payable for trade fixtures or award from any such Taking without any payment to improvements installed by 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 fixturesfor loss of business. Section 18.06. The Premises, if a separate award for such items is made to Tenant. Tenant hereby waives or any and all rights it might otherwise have pursuant to any provision part thereof, shall be deemed condemned or taken in condemnation within the meaning of state law to terminate this Lease upon a partial Taking if, after the institution of condemnation proceedings in respect of the Premises or any part thereof or the Projectpromulgating or official filing of any notice or declaration serving a similar purpose, the Premises or the part sought or intended to be condemned is sold and transferred by Landlord and Tenant to the condemnor or its designee in or as part of a negotiated sale, and in such event title to the Premises or such part thereof (unless previously divested) shall be deemed divested when such transfer takes place.

Condemnation. (a) If twenty-five percent (25%) or more of either the whole or any material part of Premises, the Premises Building or the Project (or the parking structure serving areas for the Project) Building or the Project is taken for any public or quasi-public use under purpose by any lawful governmental lawpower or authority, ordinance, or regulation, or by exercise of the right of appropriation, inverse condemnation, condemnation or eminent domain, or by private purchase in lieu thereof sold to prevent such taking (each such event being referred to as a “Taking” or “Taken”"CONDEMNATION"), and the Taking would in Landlord’s reasonable judgmentLandlord may, materially interfere with or impair Landlord’s ownership or operation at its option, terminate this Lease as of the Project or would date title vests in the reasonable judgment of Landlord and Tenant either prevent condemning party. If twenty-five percent (25%) or materially interfere with Tenant’s use more of the Premises (as resolved, is taken and if the parties are unable Premises remaining after such Condemnation and any repairs by Landlord would be untenantable for the conduct of Tenant's business operations, Tenant shall have the right to agree, by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules terminate this Lease as of the American Arbitration Association)date title vests in the condemning party. If either party elects to terminate this Lease as provided herein, then upon such election shall be made by written notice by Landlord, to the other party given within thirty (30) days after the nature and extent of such Condemnation have been finally determined. If neither Landlord nor Tenant elects to terminate this Lease shall terminate and Rent shall be apportioned as of said date. If part of to the Premises shall be Taken, and this Lease is not terminated as provided extent permitted above, Landlord shall promptly proceed to restore the Premises and Premises, to the Project extent of any Condemnation award received by Landlord, to substantially the same condition as nearly as is commercially reasonable under the circumstances to their condition existed prior to such partial Taking Condemnation, allowing for the reasonable effects of such Condemnation, and a proportionate abatement shall be made to the rentable square footage Base Rent corresponding to the time during which, and to the portion of the floor area of the Premises (adjusted for any increase thereto resulting from any reconstruction) of which, Tenant is deprived on account of such Condemnation and restoration, as reasonably determined by Landlord. Except as expressly provided in the immediately preceding sentence with respect to abatement of Base Rent, Tenant shall have no claim against Landlord for, and hereby releases Landlord and Landlord's Agents from responsibility for and waives its entire claim of recovery for any cost, loss or expense suffered or incurred by Tenant as a result of any Condemnation or the repair or restoration of the Premises, the Building or the Project or the parking areas for the Building or the Project following such Condemnation, including, without limitation, any cost, loss or expense resulting from any loss of use of the whole or any part of the Premises, the Building, the rentable square footage of Project or the Premisesparking areas and/or any inconvenience or annoyance occasioned by such Condemnation, 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, repair or restoration. (b) Landlord shall be entitled to receive the entire price any and all compensation, damages, income, rent, awards, or award from any such Taking without interest therein whatsoever which may be paid or made in connection with any payment to TenantCondemnation, and Tenant hereby assigns to shall have no claim against Landlord Tenant’s interestfor the value of any unexplored term of this Lease or otherwise; provided, if anyhowever, in such award. that Tenant shall have the right, be entitled to the extent that same shall not diminish Landlord’s award, to make a separate claim against receive any award separately allocated by the condemning authority to Tenant for Tenant's relocation expenses or the value of Tenant's Property (but specifically excluding fixtures, Alterations and other components of the Premises which under this Lease or by law are or at the expiration of the Term will become the property of Landlord), provided that such award does not reduce any award otherwise allocable or payable to Landlord. (c) In the event of a taking of the Premises or any part thereof for temporary use, (i) this Lease shall be and remain unaffected thereby and rent shall not ▇▇▇▇▇, and (ii) Tenant shall be entitled to receive for itself such portion or portions of any award made for such compensation as may be separately awarded use with respect to the period of the taking which is within the Term, provided that if such taking shall remain in force at the expiration or recoverable by earlier termination of this Lease, Tenant for moving expenses shall perform its obligations under Paragraph 11 with respect to surrender of the Premises and damage shall pay to Tenant’s trade fixtures, if a separate Landlord the portion of any award for such items which is made to Tenant. Tenant hereby waives any and all rights it might otherwise have pursuant attributable to any provision period of state law time beyond the Term expiration date. For purpose of this Paragraph 22, a temporary taking shall be defined as a taking for a period of two hundred seventy (270) days or less. (d) 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 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. (a) If the whole entire (or any a material part of the Premises portion thereof as determined by Tenant) Property, or the Project (use or the parking structure serving the Project) possession thereof, is taken in condemnation proceedings, or by any right of eminent domain, or for any public or quasi-public use under governmental law, ordinanceuse, or regulation, or by right of eminent domain, or by private purchase if Landlord shall deliver to a governmental authority a deed in lieu thereof of condemnation or eminent domain (individually or collectively, a “Taking” "taking" or “Takentaken”), then, this Lease shall terminate on the date when possession shall be taken by the condemnor or if earlier, upon Tenant’s notice to Landlord that it is terminating as a result of said taking, and Rent, Additional Rent and all other charges payable hereunder shall be apportioned and paid in full up to that date, and all prepaid unearned Fixed Rent, Additional Rent, and all other charges prepaid hereunder, shall promptly be repaid by Landlord to Tenant (including, for example, Taxes). If only a part of the Taking would Property shall be so taken, then Tenant may only terminate this Lease if in LandlordTenant’s reasonable judgmentdiscretion, materially interfere with or impair Landlord’s ownership or operation the loss of the Project or would in the reasonable judgment of Landlord and Tenant either prevent or materially taken portion shall interfere with Tenant’s use and occupancy for Tenant’s intended purpose, and further provided that Tenant shall so notify Landlord of its election to terminate. If Tenant shall not so terminate this Lease, then this Lease shall continue in full force and effect, except that Fixed Rent, Additional Rent and all other charges payable hereunder shall, subject to the Premises provisions below regarding parking only, be equitably abated (as resolved, and if the parties are unable to agreecannot agree on the appropriate abatement, by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve then either may submit the matter to binding arbitration as permitted by this Lease). In such case, Tenant, at Tenant's own expense not in excess of any condemnation proceeds, shall repair all damage to the Property as shall have been caused by such partial taking, and appointed pursuant shall restore the Property to a complete architectural unit. All proceeds of condemnation shall be applied first to such restoration, and acting then allocated between Landlord and Tenant as contemplated hereby. Fixed Rent, Additional Rent and other charges payable hereunder shall abate until the Property shall have been restored to a tenantable condition, including a ▇▇▇▇▇nable additional period, not to exceed 90 days, for Tenant to refixture. During the restoration, Tenant may operate its business out of a temporary structure such as a trailer, subject to compliance with Laws. Tenant shall not be obligated to pay Fixed Rent, Additional Rent or other charges for the use of or attributable to Tenant’s temporary structure. (b) For the purposes of this subdivision (b), in accordance with addition to the rules meaning set forth above, a "taking" shall mean any impediment to Tenant’s full and unencumbered use of the American Arbitration Association)Property which shall not be within Landlord's or Tenant’s reasonable control. If, due to a taking or otherwise, there shall be an impediment, which impediment shall materially adversely affect any means of ingress or egress between the Property and any abutting street, then, Tenant shall notify Landlord thereof. If, within 30 days after Landlord’s receipt of such notice, such impediment shall not be cured, then Tenant may, upon 10 days' written notice by Landlordto Landlord terminate this Lease. If Tenant shall elect to so pay reduced rent, Tenant shall remain obligated for any other charges due under this Lease shall terminate and Lease. Tenant's Fixed Rent shall be apportioned so reduced until such time as of said date. If part of the Premises impediment 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 Projectremoved.

Condemnation. If In the event the whole or any material a substantial part of the Leased Premises or the Project (or the parking structure serving the Project) is shall be taken for any public or quasi-public use under governmental law, ordinance, purpose by any lawful power or regulation, or authority by exercise of the right of appropriation, condemnation or eminent domain, or by private purchase in lieu thereof sold to said authority to prevent such taking (collectively referred therein as a “Taking” or “Taken”"taking"), this Lease Agreement shall terminate effective as of the date possession is required to be surrendered to said authority, 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 Basic Monthly Rent and Tenant either prevent or materially interfere with Tenant’s use of the Premises (as resolved, if the parties are unable to agree, by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules of the American Arbitration Association), then upon written notice by Landlord, this Lease shall terminate and Additional Rent shall be apportioned as of said the date. If For purposes of this section, a substantial part of the Leased Premises shall be Takenconsidered to have been taken if, and in Landlord's opinion, the taking shall render it commercially undesirable for Landlord to permit this Lease is Agreement to continue or to continue operating the Leased Premises. Tenant shall not terminated as provided above, assert any claim against Landlord shall promptly restore or the Premises and the Project as nearly as is commercially reasonable under the circumstances to their condition prior taking authority for any compensation arising out of or related to such partial Taking 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 amount of any award without deduction for any estate or interest of Tenant. If a portion of the Leased Premises, being less than a substantial part of the Leased Premises, is so taken, then the Basic Monthly Rent and Additional Rents shall be adjusted (based on the ratio that the number of square feet in the Leased Premises immediately prior to such taking) as of the date possession is required to be surrendered to said authority. Nothing contained in this section shall be deemed to give Landlord any interest in any award made to Tenant for the taking of personal property and fixtures belonging to ▇▇▇▇▇▇, as long as such award is made in addition to and separately from any such Taking without any payment to Tenant, and Tenant hereby assigns award made to Landlord Tenant’s interest, if any, in such awardfor the Leased Premises. Tenant Landlord shall have the right, no obligation 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 contest 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 If, during the whole or any material part Lease Term, all of the Premises or the Project (or the parking structure serving the Project) is should be taken for any public or quasi-public use under governmental any law, ordinance, or regulation or by right of eminent domain, or should the Premises be sold to the condemning authority under threat of condemnation, this Lease shall terminate and the rent shall be abated during the unexpired portion of this Lease, effective as of the date of the taking of possession of the Premises by the condemning authority. If less than all of the Premises shall be taken for any public or quasi-public use under any law, ordinance or regulation, or by right of eminent domain, or by private purchase in lieu thereof (a “Taking” or “Taken”)should be sold to the condemning authority under threat of condemnation, and the Taking would in Landlordat Lessor’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 (as resolved, if the parties are unable to agree, by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules of the American Arbitration Association), then upon written notice by Landlord, option this Lease shall terminate not terminate, but Lessor shall forthwith at its sole expense restore and Rent reconstruct the building and other improvements situated on the Premises, provided such restoration and reconstruction shall make the same reasonably tenantable and suitable for the uses for which the Premises are leased. The rent payable hereunder during the unexpired portion of this Lease shall be apportioned as adjusted equitably. In any event, any condemnation award, or purchase price in lieu thereof, for the taking of said date. If part all or any portion of the Premises shall be Taken, and this Lease is not terminated the property of Lessor whether such award or purchase price shall be made 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 compensation for diminution in value of the Building, leasehold or for the rentable square footage taking 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 Tenantfee, and Tenant hereby assigns to Landlord Tenant’s interest, if any, in such award. Tenant shall have the Lessor all its right, title and interest in and to the extent that same any such award or purchase price. Nothing contained herein, however, shall not diminish Landlord’s awardbe deemed to preclude Tenant from obtaining, or to make a separate claim against the condemning authority (but not Landlord) for such compensation as may be separately awarded or recoverable by Tenant give Lessor any interest in, any award to lessee for moving expenses and or for loss of or damage to Tenant’s trade fixtures, if a separate award equipment or other property or for such items is made to damages for cessation or interruption of 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 business.

Condemnation. If the whole or any material part of the Premises or the Project (or the parking structure serving 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 the whole or any material part of the Premises is permanently Taken, and the Taking would in the reasonable judgment of Landlord and Tenant either prevent or materially interfere with Tenant’s use of the Premises (as resolved, if the parties are unable to agree, by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules of the American Arbitration Association)Premises, then upon written notice by Landlord, Tenant 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 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 (or the parking structure serving 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 materially interfere with or impair Landlord’s ownership or operation of the Project Project, or would in the reasonable judgment of Landlord and Tenant either prevent or materially interfere with Tenant’s use of the Premises (as resolved, if the parties are unable to agree, by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules of the American Arbitration Association), then upon written notice by Landlord, 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, TenantT▇▇▇▇▇’s Share of Operating Expenses and the DocuSign Envelope ID: 3D9421BF-E23B-4F57-8C3D-FC854D1C296D 2▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ – Suite 100/Greenlight - Page 20 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 prior to Closing all or any part of any Property is taken or threatened to be taken by condemnation, eminent domain or other governmental acquisition provisions, then the following procedures shall apply: (i) If the whole governmental taking at the Property does not permit a Major Tenant to terminate its Lease under the terms of its Lease, or such Major Tenant has waived its termination right, Buyer shall close and take the Property as diminished by such events with no reduction in the Purchase Price, and Seller shall assign the right to all condemnation proceeds due with respect to such taking to Buyer, as well as the proceeds and benefits under any material part rent loss or business interruption policies attributable to the period following the Closing. (ii) If any Lease for a Major Tenant is terminable on account of the Premises or governmental taking and such Major Tenant does properly terminate its Lease as a result of the Project governmental taking, then Buyer, at its sole option, may elect either to (or x) remove the parking structure serving Property occupied by such Major Tenant from 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”), applicable Closing 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 (as resolved, if the parties are unable to agree, by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules of the American 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 Purchase Price shall be reduced accordingly; or (y) accept an assignment of the applicable Seller’s rights to all condemnation proceeds (less 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 interestsums, if any, as shall have been actually and reasonably expended by Seller in connection with the condemnation, including, but not limited to, reasonably attorneys’ fees) with respect thereto with no reduction in the Purchase Price, it being understood and agreed that, in such awardevent, Sellers shall cooperate with Buyer in the settlement of the condemnation claim. Tenant In the event of a Closing on such Property, the proceeds and benefits under any rent loss or business interruption policies paid to Seller but attributable to the period following the Closing and deductibles shall have the rightlikewise, to the extent the same are assignable, be transferred and paid over to Buyer upon receipt by Seller. Buyer hereby acknowledges that, in the event that same Buyer exercises the foregoing clause (x) with respect to the Property affected by such governmental taking, Buyer shall not diminish Landlord’s awardremain obligated to purchase the remaining Properties. In the event that the period by which a Major Tenant must exercise its termination rights for a governmental taking under its Lease extends past the scheduled Closing date for the Property at which the Major Tenant is located, to make a separate claim against the condemning authority (but not Landlord) Closing date for such compensation as may Property shall be separately awarded or recoverable by Tenant for moving expenses and damage extended to Tenant’s trade fixtures, if a separate award for be five (5) business days after 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 Projecttermination period expires.

Condemnation. If the whole or if any material part of the Premises or the Project (or the parking structure serving the Project) Buildings is taken or condemned for any public or quasi-public use under governmental either state or federal law, ordinance, by eminent domain or regulation, or by right of eminent domain, or by private purchase in lieu thereof (a “Taking” or “Taken”), and (a) such Taking renders the Taking would Premises or Buildings unsuitable, in Landlord’s reasonable judgmentopinion, materially interfere with for the purposes for which they were constructed; or impair Landlord’s ownership (b) the Premises or operation Buildings cannot be repaired, restored or replaced at reasonable expense to an economically profitable unit, then Landlord may, at its option, terminate this Lease as of the Project or would date possession vests in the reasonable judgment of Landlord and Tenant either prevent condemning party. If twenty-five percent (25%) or materially interfere with Tenant’s use more of the Premises (as resolved, is taken and if the parties are unable Premises remaining after such Taking and any repairs by Landlord would be untenantable (in Tenant’s reasonable opinion) for the conduct of Tenant’s business operations, Tenant shall have the right to agree, by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules terminate this Lease as of the American Arbitration Association), then upon date possession vests in the condemning party. The terminating party shall provide written notice by Landlordof termination to the other party within thirty (30) 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 vesting legal title in, the condemning authority. If this Lease shall terminate and is not terminated, Base Rent shall be apportioned as appropriately adjusted to account for any reduction in the square footage of said datethe Premises. 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 Section 1265.130 of the California Code of Civil Procedure, or any provision similar or successor Laws. Landlord shall be entitled to any and all compensation, damages, income, rent, awards or any interest thereon which may be paid or made in connection with any such Taking, and Tenant shall have no claim against Landlord for the value of state law to terminate any expired term of this Lease upon a partial Taking or otherwise; provided, however, that Tenant shall be entitled to receive any award separately allocated by the condemning authority to Tenant for Tenant’s relocation expenses, the value of Tenant’s fixture, equipment and personal property (specifically excluding components of the Premises which under this Lease or by law are or at the Projectexpiration of the Term will become the property of Landlord, including, without limitation, fixtures and Alterations), or Tenant’s loss of business goodwill, provide that such award does not reduce any award otherwise allocable or payable to Landlord.

Condemnation. If the whole of or any material substantial part of the Premises or the Project (or the parking structure serving the Project) is taken by any public authority under the power of eminent domain, or taken in any manner for any public or quasi-public use under governmental lawuse, ordinance, or regulation, or by right of eminent domain, or by private purchase in lieu thereof so as to render (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 remaining portion of the Premises (as resolved, if unsuitable for the parties are unable to agree, by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules of the American Arbitration Association)purposes intended hereunder, then upon written notice by Landlord, the Term of this Lease shall terminate and Rent cease as of the day possession shall be apportioned as of said date. If part of the Premises shall be Taken, taken by such public authority and this Lease is not terminated as provided above, Landlord shall promptly restore the Premises and the Project as nearly as is commercially reasonable make a pro rata refund of any prepaid Rent. All damages awarded for such taking under the circumstances power of eminent domain or any like proceedings shall belong to their condition prior to such partial Taking and be the rentable square footage property 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 its interest, if any, in such said award. In the event that fifty percent (50%) or more of the Building area or appurtenances or fifty percent (50%) or more of the value of the Building is taken by public authority under the power of eminent domain, then, at Landlord’s option, by written notice to Tenant mailed within sixty (60) days from the date possession shall be taken by such public authority, Landlord may terminate this Lease effective upon a date within ninety (90) days from the date of such notice to Tenant. Further, if the whole or any part of the Premises is taken by public authority under the power of eminent domain, or taken in any manner for any public or quasi-public use, so as to render the remaining portion of the Premises unsuitable, in Tenant’s reasonable opinion, for the purposes intended hereunder, upon delivery of possession to the condemning authority pursuant to the proceedings, Tenant may, at its option, terminate this Lease as to the remainder of the Premises by written notice to Landlord. Such notice is to be given to Landlord within thirty (30) days after Tenant receives notice of the taking. Tenant shall not have the right to terminate this Lease pursuant to the proceeding sentence unless (i) the business of Tenant conducted in the portion of the Premises taken cannot, in Tenant’s reasonable judgment, be carried on with substantially the same utility and efficiency in the remainder of the Premises (or any substitute space securable by Landlord pursuant to clause (ii) hereof); and (ii) Tenant cannot secure substantially similar (in Tenant’s reasonable judgment) alternate space upon the same terms and conditions as set forth in this Lease (including rental) from Landlord in the Building. Any notice of termination shall specify the date, no more than sixty (60) days after the giving of such notice as the date, for such termination. Anything in this Article 14 to the contrary notwithstanding, Tenant shall have the rightright to prove in any condemnation proceedings and to receive any separate award which may be made for damages to or condemnation of Tenant’s moveable trade fixtures and equipment and for moving expenses; provided however, Tenant shall in no event have any right to receive any award for its interest in this Lease or for loss of leasehold. Anything in this Article 14 to the extent that same shall contrary notwithstanding, in the event of a partial condemnation of the Building or Premises and this Lease is not diminish Landlord’s awardterminated, Landlord shall, at its sole cost and expense, restore the Building and Premises to make a separate claim against complete architectural unit and the condemning authority (but not Landlord) Base Rent provided for such compensation as may be separately awarded or recoverable by Tenant for moving expenses herein during the period from 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 after the date of delivery of possession pursuant to any provision such proceeding to the termination of state law to terminate this Lease upon shall be reduced to a partial Taking sum equal to the product of the Base Rent provided for herein multiplied by a fraction, the numerator of which is the fair market rent of the Premises or after such taking and after the Projectsame has been restored to a complete architectural unit, and the denominator of which is the fair market rent of the Premises prior to such taking.

Condemnation. If A. In the whole or event that at any material part time during the continuance ------------ of this lease, title shall be taken to over five percent (5%) of the Premises or the Project (or the parking structure serving 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 (as resolved, if the parties are unable to agree, by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules of the American 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 building or five (5%) of the Premisesparking lot of the leased premises, Tenant’s Share by the exercise of Operating Expenses the right of condemnation or eminent domain or by agreement between Landlord and those authorized to exercise such right this lease shall terminate and expire on the date of such taking and the Rent payable hereunder during the unexpired Term rent provided to be paid by Tenant shall be reduced apportioned and paid to the date of such extent as may be fair and reasonable under taking. In the circumstances. Upon event of any such Takingtaking Landlord shall be entitled to all damages, consequential damages, and compensation for such taking and Tenant shall not be entitled to share in any such award nor have any claim against Landlord for any part thereof; provided, however, if the laws then in effect permit a separate award to Tenant for any or all of its losses, nothing contained herein shall prevent or prohibit Tenant from seeking and obtaining such separate award. B. In the event of any taking other than as provided in subparagraph A, above, this lease shall continue unaffected, and, except as hereinafter specifically otherwise provided, Landlord shall be entitled to receive the entire price or award from all damages, consequential damages and compensation for such taking and Tenant shall not be entitled to share in any such Taking without award or have any payment claim against Landlord for any part thereof, except as provided in subparagraph A. above; provided, however, that Landlord shall, to Tenant, the extent the net proceeds of such award are made available to it and Tenant hereby assigns to Landlord Tenant’s interestthe extent Landlord's mortgagee, if any, in such awarddoes not require the same to be applied upon the mortgage indebtedness, reimburse Tenant for its costs of demolition, repair and restoration to return the leased premises to a tenantable condition. Tenant shall have promptly upon any such partial taking make such demolitions, repairs and restorations as are necessary to return the rightleased premises to a tenantable condition and, to in the extent event that same the cost of such demolition, repairs and restoration shall not diminish exceed the then amount collected by Landlord’s award, to make a separate claim against Tenant shall pay 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 Projectdeficiency.

Condemnation. If the whole land and premises leased herein, or of which the leased premises are a part, or any material part portion thereof, shall be taken under eminent domain or condemnation proceedings, or if suit or other action shall be instituted for the taking or condemnation thereof, or if in lieu of any formal condemnation proceedings or actions, the Landlord shall grant an option to purchase and or shall sell and convey the said premises or any portion thereof, to the governmental or public authority, agency, body or public utility, seeking to take said land and premises or any portion thereof, then this lease, at the option of the Premises or the Project (or the parking structure serving the Project) is taken for any public or quasi-public use under governmental lawLandlord, ordinance, or regulation, or by right of eminent domain, or by private purchase in lieu thereof (a “Taking” or “Taken”)shall terminate, 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 (as resolved, if the parties are unable to agree, by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules of the American Arbitration Association), then upon written notice by Landlord, this Lease term hereof shall terminate and Rent shall be apportioned end as of said date. If part of such date as the Premises shall be Taken, and this Lease is not terminated as provided above, Landlord shall promptly restore the Premises fix by notice in writing: and the Project as nearly as is commercially reasonable under the circumstances Tenant shall have no claim or right 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 claim or be entitled to receive any portion of any amount which may be awarded as damages or paid as the entire result of such condemnation proceedings or paid as the purchase price for such option, sale or award from any such Taking without any payment conveyance in lieu of formal condemnation proceedings; and all rights of the Tenant to Tenant, and Tenant hereby assigns to Landlord Tenant’s interestdamages, if any, in such award. Tenant shall have other than the right, right to prosecute its own claim for personal property and trade fixtures as well as its moving expenses are hereby assigned to the extent that same shall not diminish Landlord’s award. The Tenant agrees to execute and deliver any instruments, to make a separate claim against at the condemning authority (but not expense of the Landlord) for such compensation , as may be separately awarded deemed necessary or recoverable required to expedite any condemnation proceedings or to effectuate a proper transfer of title to such governmental or other public authority, agency, body or public utility seeking to take or acquire the said lands and premises or any portion thereof. The Tenant covenants and agrees to vacate the said premises, remove all the Tenant's personal property therefrom and deliver up peaceable possession thereof to the Landlord or to such other party designated by the Landlord in the aforementioned notice. Failure by the Tenant for moving expenses to comply with any provisions in this clause shall subject the Tenant to such costs, expenses, damages 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 losses as the Landlord may incur by reason of the Premises or the ProjectTenant's breach hereof.

Condemnation. If the whole or any material part of the Premises or the Project (or the parking structure serving 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 (i) 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 or (ii) would in the Landlord’s reasonable judgment of Landlord and judgment, after consultation with Tenant either prevent or materially interfere with Tenant’s use of the Premises (as resolved, if the parties are unable to agree, by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules of the American Arbitration Association), materially interfere with or impair Tenant’s use of the Premises, then upon written notice by LandlordLandlord or Tenant, as applicable, this Lease shall immediately 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 Tenant’s Property, 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. A. If the whole or due to any material part of the Premises or the Project (or the parking structure serving the Project) is taken taking for any public or quasi-public use under governmental law, ordinance, ordinance or regulation, or by right of eminent domain, or by private purchase a conveyance in lieu thereof ("Taking") (i) any portion of the parking areas constituting a “Taking” or “Taken”), and the Taking would in Landlord’s reasonable judgment, materially interfere with or impair Landlord’s ownership or operation part of the Project or would in are taken such that, following the reasonable judgment of Landlord and Tenant either prevent or materially interfere with Tenant’s use Taking, the remainder of the Premises are rendered untenantable, or (as resolved, if the parties are unable to agree, by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules ii) any portion of the American Arbitration Association)Land is taken such that access to the Building would be materially impaired as a result of the Taking, then upon written notice by Landlordor (iii) more than 25% of the Building is taken, or (iv) such portion of the Building is taken as would render the remainder of the Premises untenantable, this Lease shall terminate upon written notice from Tenant to Landlord sent within thirty (30) days following the Taking and Rent the rent shall be apportioned abated during the unexpired portion of this Lease, effective on the date of such Taking. Notwithstanding the foregoing If Tenant gives notice of termination as a result of said date. If part of the Premises shall be Taken, and this Lease is not terminated as provided a Taking pursuant to clauses (i) or (ii) above, Landlord shall have the right (but not the 14 obligation) to substitute an alternative parcel of Land ("Substitute Parcel") owned by Landlord or its affiliates, or alternative areas for such lost parking and access ("Substitute Areas"), for the purpose of providing access and parking to Tenant in lieu of access and parking that are lost as a result of such Taking. Landlord may give Tenant written notice ("Substitution Notice") that Landlord so elects to provide the Substitute Parcel or Substitute Areas for such purposes, which Substitution Notice, if given by Landlord, shall be given within thirty (30) days after Tenant's termination notice and shall include Landlord's offer as to a fair and reasonable Base Rent adjustment or abatement, if any. If Landlord gives the Substitution Notice and if the Substitution Parcel or Substitute Areas and Base Rent adjustment or abatement are reasonably acceptable to Tenant as being a reasonable substitute for the access and parking lost as a result of such Taking: (i) Tenant's termination notice shall be ipso facto null and void and this Lease shall continue in full force and affect, and (ii) the parties shall promptly restore (but in all events within thirty (30) days after the Premises date of the Substitution Notice) enter Into an amendment to this Lease whereby (A) if a Substitute Parcel is provided, the Substitute Parcel is substituted for the areas so taken and (B) Tenant agrees to pay Base Rent for the Project as nearly as Substitute Parcel (in lieu of the Base Rent which is commercially reasonable otherwise abated under the circumstances preceding provisions of this Paragraph 16) at the rate proposed by Landlord. For purposes of this Paragraph 16(A), access shall be deemed to their condition prior be "materially impaired" only if access to such partial the Building following the 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 would be reduced to such an extent as may be fair and reasonable under to prevent Tenant from conducting its business at the circumstances. Upon any such Taking, Landlord shall be entitled to receive the entire price or award from any such Taking without any payment Premises in a manner reasonably comparable to Tenant, and Tenant hereby assigns to Landlord Tenant’s interest, if any, in such award. Tenant shall have 's conduct of its business at the right, Premises prior 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 ProjectTaking.

Condemnation. If the whole twenty five percent (25%) or any material part more of the Premises is condemned by eminent domain, inversely condemned or the Project (or the parking structure serving the Project) is taken sold in lieu of condemnation for any public or quasi-quasi public use under governmental law, ordinance, or regulation, or by right of eminent domain, or by private purchase in lieu thereof purpose (a “Taking” or “TakenCondemned”), and the Taking would in Landlord’s reasonable judgment, materially interfere with then Tenant or impair Landlord’s ownership or operation Landlord may terminate this Lease as of the Project or would in the reasonable judgment of Landlord and Tenant either prevent or materially interfere with Tenant’s use date when physical possession of the Premises (as resolvedis taken and title vests in such condemning authority, if the parties are unable to agree, by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules of the American Arbitration Association), then upon written notice by Landlord, this Lease shall terminate and Rent shall be apportioned as adjusted to the date of said datetermination. If part Tenant shall not because of such condemnation assert any claim against Landlord or the Premises shall be Takencondemning authority for any compensation because of such condemnation, 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 amount of any award without deduction for any estate of interest or other interest of Tenant; provided, however, the foregoing shall not preclude Tenant, at Tenant’s sole cost and expense, from obtaining any separate award to Tenant for loss of, or damage to, Tenant’s Property or Alterations to the Premises paid for by Tenant, or for damages for cessation or interruption of Tenant’s business provided such award is separate from any Landlord’s award and does not diminish nor otherwise impair the award otherwise payable to Landlord. In addition to the foregoing, Tenant shall be entitled to seek compensation for the relocation costs recoverable by Tenant pursuant to the provisions of California Government Code Section 7262. If neither party elects to terminate this Lease, Landlord shall, if necessary, promptly proceed to restore the Premises to substantially the same condition prior to such Taking without any payment partial condemnation, allowing for the reasonable effects of such partial condemnation, and a proportionate allowance shall be made to Tenant, as determined by Landlord, for the Rent corresponding to the time during which, and to the part of the Premises of which, Tenant hereby assigns is deprived on account of such partial condemnation and restoration. Landlord shall not be required to Landlord Tenant’s interestspend funds for restoration in excess of the condemnation proceeds received by Landlord; provided, if anyhowever, in if, as a result, such award. restoration is not made, 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 right to terminate this Lease upon a partial Taking of the Premises or the ProjectLease.

Condemnation. If In the whole or any material part event that all of the Premises or the Project (or the parking structure serving the Project) is LAND and BUILDING are taken for any public or quasi-public use under governmental law, ordinanceor purpose in eminent domain proceedings, or regulationin the event all of the LAND and BUILDING are conveyed to a governmental authority or other entity having the power of eminent domain ("condemning authority") in lieu of such proceedings, this LEASE shall terminate upon the date when the possession shall be surrendered to said condemning authority. Any prepaid RENT attributable to periods after such termination date shall be refunded to TENANT. TENANT shall not be entitled to share in or receive any part of such condemnation award or payment in lieu thereof, the same being hereby assigned to LANDLORD by TENANT; provided, however, that nothing herein shall preclude TENANT from separately claiming and receiving from the condemning authority, if legally payable, compensation for the taking of TENANT'S tangible property, for TENANT'S removal and relocation costs and/or for TENANT'S loss of business and/or business interruption, provided that such compensation does not reduce any compensation otherwise payable to LANDLORD. In the event eminent domain proceedings shall be instituted in order to take a portion of the BUILDING or the LAND, or if the grade of any street or alley adjacent to the LAND is changed so that, as a result of either such events, structural alteration or reconstruction of a portion of the BUILDING is necessary or desirable in LANDLORD'S reasonable judgment, LANDLORD may elect to terminate this LEASE by right giving TENANT not less than ninety (90) days' notice of eminent domaintermination prior to a termination date specified in such notice, and any prepaid RENT attributable to periods after such termination date specified in such notice shall be refunded to TENANT. If LANDLORD does not so elect to terminate this LEASE, this LEASE shall be and remain in full force and effect for the balance of its TERM, except that RENT shall be proportionately abated to the extent of any portion of the PREMISES taken. TENANT shall not share in such condemnation award or by private purchase payment in lieu thereof (or in any award for damages resulting from any grade change or a “Taking” or “Taken”), and taking not directly related to 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 (as resolved, if the parties are unable to agree, by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules of the American 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 BuildingPREMISES, 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 same being hereby assigned 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 LANDLORD by TENANT 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 otherwise reserved 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 ProjectLANDLORD.

Condemnation. (a) If the whole or any material a substantial part of the Premises Property shall be taken or the Project (or the parking structure serving the Project) is taken condemned for any a public or quasi-public 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” by any competent authority, Tenant shall have no claim against Landlord and shall not have any claim or “Taken”), and the Taking would in Landlord’s reasonable judgment, materially interfere with or impair Landlord’s ownership or operation right to any portion of the Project amount that may be awarded as damages or paid as a result of any such condemnation or purchase including, without limit, any right of Tenant to damages for loss of its leasehold; all right of Tenant to damages therefor are hereby assigned by Tenant to Landlord. The foregoing shall not, however, deprive Tenant of any separate award for moving expenses, business dislocation damages or for any other award which would not reduce the award payable to Landlord. Upon the date the right to possession shall vest in the reasonable judgment of Landlord and Tenant either prevent or materially interfere with Tenant’s use condemning authority following the taking of the Premises (as resolved, if the parties are unable to agree, by arbitration by whole or a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules substantial part of the American Arbitration Association), then upon written notice by LandlordProperty, this Lease shall cease and terminate with rent adjusted to such date and Rent Tenant shall be apportioned as have no claim against Landlord for the value of said date. If any unexpired term of this Lease. (b) For purposes of this Article 25, the taking of a “substantial part of the Premises Property” shall be Taken, and this Lease is not terminated as provided above, Landlord shall promptly restore mean a taking which renders Tenant unable in Tenant’s reasonable opinion to carry out its business in the Premises irrespective of whether or not a substantial portion of the Premises itself is taken or condemned. Landlord and Tenant acknowledge and agree that if access to the Project as nearly as Property from public roads or parking at the Property is commercially reasonable under materially impaired or denied (without such event being mitigated by other factors e.g. the circumstances creation of substitute access or substitute parking of reasonably equivalent utility and convenience to their condition prior to Tenant) such partial Taking and event may constitute the rentable taking of a substantial taking of the Property irrespective of the square footage of the BuildingPremises taken as well. (c) In the event of any temporary eminent domain taking of the Premises or any part thereof for temporary use, this Lease shall not be affected in any manner, the rentable square footage of the PremisesTerm shall not be reduced, Tenant’s Share of Operating Expenses and the Rent payable hereunder during Tenant shall continue to pay in full the unexpired Term shall Fixed Rent, additional rent and all other sums of money and charges in this Lease reserved and provided to be reduced to such extent as may be fair and reasonable under the circumstancespaid by Tenant. Upon any such Taking, Landlord Tenant shall be entitled to receive for itself such portion of any eminent domain award made for such temporary use with respect to the entire price period of the taking which is within the Term; provided that if such temporary taking shall remain in full force at the expiration or earlier termination of this Lease, the award from any such Taking without any payment to Tenant, shall be apportioned between Landlord and Tenant hereby assigns to Landlord Tenant’s interest, if any, 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 respective portions of the Premises or period of temporary taking which falls within the ProjectTerm and which falls outside the Term.

Condemnation. If the whole all or any material part of the Premises shall be taken or the Project (or the parking structure serving the Project) is taken appropriated 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 domain with or impair Landlord’s ownership without litigation or operation transferred by agreement in connection with such public or quasi- public use, either party hereto shall have the right at its option, exercisable within thirty (30) days of receipt of notice of such taking, to terminate this Lease as of the Project date possession is taken by the condemning authority, provided, however, that before Tenant may terminate this Lease by reason of taking or would in the reasonable judgment appropriation as provided hereinabove, such taking or appropriation shall be of Landlord such an extent and Tenant either prevent nature as to substantially handicap, impede or materially interfere with impair Tenant’s 's use of the Premises (as resolved, if the parties are unable to agree, by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules Premises. If any part of the American Arbitration Association), then upon written notice by Landlord, this Lease shall terminate and Rent shall be apportioned as of said date. If part of Building other than the Premises shall be Taken, and this Lease is not terminated as provided aboveso taken or appropriated, Landlord shall promptly restore have the Premises and the Project as nearly as is commercially reasonable under the circumstances right at its option to their condition prior to such terminate this Lease. No award for any 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 or entire taking 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 Tenantapportioned, and Tenant hereby assigns to Landlord Tenant’s interest, if any, any award which may be made in such award. Tenant shall have the righttaking or condemnation, 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 together with any and all rights it might otherwise have pursuant of Tenant now or hereafter arising in or to the same or any provision part thereof; provided, however, that nothing contained herein shall be deemed to give Landlord any interest in or to require Tenant to assign to Landlord any award made to Tenant for the taking of state law personal property and fixtures belonging to Tenant and/or for the interruption of or damage to Tenant's business and/or for Tenant's unamortized cost of leasehold improvements. In the event of a partial taking which does not result in a termination of this Lease, rent shall be abated in the proportion which the part of Premises so made unusable bears to the rented area of the Premises immediately prior to the taking, and Landlord, at Landlord's cost, shall restore the Premises remaining to an architectural whole with the base rent reduced in proportion to what the area taken bears to the Premises prior to the taking. No temporary taking of the Premises and/or of Tenant's rights therein or under this Lease shall terminate this Lease upon a partial Taking or give Tenant any right to any abatement of the Premises or the Projectrent thereunder; any award made to Tenant by reason of any such temporary taking shall belong entirely to Tenant and Landlord shall not be entitled to share herein.

Condemnation. If the whole twenty-five percent (25%) or any material part more of the Premises is condemned by eminent domain, inversely condemned or the Project (or the parking structure serving the Project) is taken sold in lieu of condemnation 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 purpose (a “Taking” or “TakenCondemned”), and the Taking would in Landlord’s reasonable judgment, materially interfere with then Tenant or impair Landlord’s ownership or operation Landlord may terminate this Lease as of the Project or would in the reasonable judgment of Landlord and Tenant either prevent or materially interfere with Tenant’s use date when physical possession of the Premises (as resolvedis taken and title vests in such condemning authority, if the parties are unable to agree, by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules of the American Arbitration Association), then upon written notice by Landlord, this Lease shall terminate and Rent shall be apportioned as adjusted to the date of said datetermination. If part Tenant shall not because of such condemnation assert any claim against Landlord or the Premises shall be Takencondemning authority for any compensation because of such condemnation, 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 amount of any award without deduction for any estate of interest or award from any such Taking without any payment to other interest of Tenant; provided, however, the foregoing provisions shall not preclude Tenant, and Tenant hereby assigns to Landlord at Tenant’s interestsole cost and expense, if any, in such award. Tenant shall have the right, from obtaining any separate award 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 loss of or damage to Tenant’s trade fixtures, if a Property or for damages for cessation or interruption of Tenant’s business provided such award is separate from Landlord’s award and provided further such separate award does not diminish nor otherwise impair the award otherwise payable to Landlord. In addition to the foregoing, Tenant shall be entitled to seek compensation for such items is made to Tenant. the relocation costs recoverable by Tenant hereby waives any and all rights it might otherwise have pursuant to any provision the provisions of state law California Government Code Section 7262. If neither party elects to terminate this Lease upon a partial Taking of Lease, Landlord shall, if necessary, promptly proceed to restore the Premises or the ProjectBuilding to substantially its same condition prior to such partial condemnation, allowing for the reasonable effects of such partial condemnation, and a proportionate allowance shall be made to Tenant, as solely determined by Landlord, for the Rent corresponding to the time during which, and to the part of the Premises of which, Tenant is deprived on account of such partial condemnation and restoration. Landlord shall not be required to spend funds for restoration in excess of the amount received by Landlord as compensation awarded.

Condemnation. (a) If the whole or any material part all of the Demised Premises or the Project (or the parking structure serving the Project) is taken or condemned for any a public or quasi-public use, or if a material portion of the Demised Premises is taken or condemned for a 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 remaining portion thereof is not usable by Tenant in the reasonable judgment opinion of Landlord and Tenant either prevent or materially interfere with Tenant’s use of the Premises (as resolved, if the parties are unable to agree, by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules of the American Arbitration Association), then upon written notice by Landlord, this Lease shall terminate as of the earlier of the date title to the condemned real estate vests in the condemnor or the date on which Tenant is deprived of possession of the Demised Premises. In such event, the Base Rent herein reserved and all Additional Rent and other sums payable hereunder shall be apportioned as and paid in full by Tenant to Landlord to that date, all Base Rent, Additional Rent and other sums payable hereunder prepaid for periods beyond that date shall forthwith be repaid by Landlord to Tenant, and neither party shall thereafter have any liability hereunder, except that any obligation or liability of said date. either party, actual or contingent, under this Lease which has accrued on or prior to such termination date shall survive. (b) If only part of the Demised Premises shall be Taken, is taken or condemned for a public or quasi-public use and this Lease is does not terminated as provided aboveterminate pursuant to Section 21(a), Landlord shall promptly shall, to the extent of the award it receives, restore the Demised Premises to a condition and the Project to a size as nearly comparable as is commercially reasonable under reasonably possible to the circumstances to their condition and size thereof immediately prior to such partial Taking the taking, and there shall be an equitable adjustment to the rentable square footage Base Rent and Additional Rent based on the actual loss of use of the Building, Demised Premises suffered by Tenant from 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, taking. (c) Landlord shall be entitled to receive the entire price or award from in any such Taking proceeding with respect to any taking provided for in this Section 21, without deduction therefrom for any payment to Tenantestate vested in Tenant by this Lease, and Tenant hereby assigns to Landlord Tenant’s interest, if any, in shall receive no part of such award. Nothing herein contained shall be deemed to prohibit Tenant shall have from making a separate claim, against the rightcondemnor, to the extent permitted by law, for the value of Tenant's moveable trade fixtures, machinery and moving expenses, provided that same the making of such claim shall not and does not adversely affect or diminish Landlord’s 's award. Landlord agrees not to include the value of Tenant's moveable trade fixtures, to make a separate machinery and moving expenses in Landlord's 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 Projectcondemnor.

Condemnation. If the whole or any material part of the Premises, Building or Project that would materially adversely affect Tenant’s access to and use of the Premises shall be taken by power of eminent domain or the Project (or the parking structure serving the Project) is taken condemned by any competent authority for any public or quasi-public use under governmental law, ordinanceor purpose, or regulationif any adjacent property or street shall be so taken or condemned, or reconfigured or vacated by right such authority in such manner as to require the use, reconstruction or remodeling of eminent domainany part of the Premises, Building or Project, or by private purchase if Landlord shall grant a deed or other instrument in lieu thereof (a “Taking” of such taking by eminent domain or “Taken”)condemnation, and Landlord shall have the Taking would in Landlord’s reasonable judgment, materially interfere with or impair Landlord’s ownership or operation option to terminate this Lease effective as of the Project or would in date possession is required to be surrendered to the reasonable judgment authority. If more than twenty-five percent (25%) of Landlord and Tenant either prevent or materially interfere with Tenant’s use the rentable square feet of the Premises is taken, or if access to the Premises is substantially impaired, in each case for a period in excess of one hundred eighty (180) days, Tenant shall have the option to terminate this Lease effective as resolvedof the date possession is required to be surrendered to the authority. Tenant shall not because -41- ▇▇▇▇▇▇ REALTY ▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇ [StumbleUpon, if Inc.] of such taking assert any claim against Landlord or the parties are unable authority for any compensation because of such taking and Landlord shall be entitled to agreethe entire award or payment in connection therewith, except that Tenant shall have the right to file any separate claim available to Tenant for any taking of Tenant’s personal property and fixtures belonging to Tenant and removable by arbitration by a single arbitrator with Tenant upon expiration of the qualifications and experience appropriate to resolve the matter and appointed Lease Term pursuant to the terms of this Lease, and acting in accordance with for moving expenses, so long as such claims do not diminish the rules of the American Arbitration Association), then upon written notice by award available to Landlord, this Lease shall terminate its ground lessor with respect to the Building or Project or its mortgagee, and such claim is payable separately to Tenant. All Rent shall be apportioned as of said datethe date of such termination. If any part of the Premises shall be Takentaken, 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 to their condition prior to such partial Taking and the rentable square footage of the Buildingbe so terminated, 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 abated. Tenant hereby waives any and all rights it might otherwise have pursuant to Section 1265.130 of The California Code of Civil Procedure. Notwithstanding anything to the contrary contained in this Article 13, in the event of a temporary taking of all or any provision of state law to terminate this Lease upon a partial Taking portion of the Premises for a period of one hundred and eighty (180) days or less, then this Lease shall not terminate but the ProjectBase Rent and the Additional Rent shall be abated for the period of such taking in proportion to the ratio that the amount of rentable square feet of the Premises taken bears to the total rentable square feet of the Premises. Landlord shall be entitled to receive the entire award made in connection with any such temporary taking.

Condemnation. If the whole or any material part of the Premises or the Project (or the parking structure serving 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, 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 (as resolved, if the parties are unable to agree, by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules or Landlord’s operation of the American Arbitration Association)Project, then upon written notice by LandlordLandlord to Tenant this Lease shall terminate and Rent shall be apportioned as of said date. If the whole or any material part of the Premises is permanently Taken, and the Taking would, in Tenant’s reasonable judgment, either prevent or materially interfere with Tenant’s use of the Premises, then upon written notice by Tenant 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 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 the 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 fixturesfixtures and personal property, 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 more than twenty-five percent (or the parking structure serving the Project25%) 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 (as resolved, if the parties are unable to agree, by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules of the American 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 Takentaken or appropriated under the power of eminent domain or conveyed in lieu thereof, Landlord 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 interest thereon which may be paid or owned 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. So long as Tenant is entitled to a separate award and Landlord’s award is not diminished thereby, nothing contained herein shall be deemed to prevent Tenant from seeking any award against the taking authority for the taking of personal property and fixtures belonging to Tenant, for relocation or business interruption expenses recoverable by Tenant directly from the taking authority, or for loss of Tenant’s goodwill. If a part of the Land and/or Building shall be so taken or appropriated or conveyed and Landlord hereto shall elect not to terminate this Lease, Landlord shall nonetheless receive (and Tenant shall assign to Landlord upon demand from Landlord) any and all income, rent, award or any 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 appropriation or conveyance, Landlord shall restore the Premises and this Lease shall remain in full force and effect except that the Rent shall be equitably adjusted according to the remaining rentable area of the Premises. Notwithstanding the foregoing, Landlord’s obligation to restore the Premises 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 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, limited to the extent that same shall of available condemnation proceeds. Landlord will not diminish Landlord’s award, be required to make a separate claim against the condemning authority (but not Landlord) for such compensation as may be separately awarded repair or recoverable by Tenant for moving expenses and restore any injury or damage to Tenant’s trade fixtures, if a separate award for such items is made to Tenant. the property of Tenant hereby waives 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 or the ProjectTenant Alterations.

Condemnation. (a) If the whole or or, as determined by Landlord in its sole discretion, any material substantial part of the Premises Land or the Project (Building or if any portion of the parking structure serving the Project) is Premises should be taken for any public or quasi-public use under governmental law, ordinance, ordinance or regulation, or by right of eminent domain, or by private purchase in lieu thereof (a “Taking” or “Taken”), and the Taking 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 the use of the Premises (for the purpose for which they are being used, as resolved, if the parties are unable to agree, by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules of the American Arbitration Association), then upon written notice determined by Landlord, this Lease shall terminate terminate, effective on the date of possession thereof by the authority and Rent the rent shall be apportioned as of said such date. If part of the Premises Land or Building, which does not include the Premises, shall be Takentaken 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, and this Lease is not terminated as provided in the sentence above, Landlord this Lease shall promptly restore not terminate but 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 portion of this Lease shall be reduced to such extent as Landlord shall determine may be fair and reasonable under all of the circumstances. Upon any ; provided, however, that if such Takingtaking prevents access to the Premises or the use of the Premises as a college of higher education, 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. then Tenant shall have the rightright to terminate this Lease, effective on the date of possession by the authority and the rent shall be apportioned as of such date. (b) All awards, damages and other compensation paid by such authority on account of such condemnation shall belong to Landlord, and Tenant assigns to Landlord all rights to such awards, damages and compensation. Tenant shall not make any claim against Landlord or the authority for any portion of such award, damages or compensation attributable to damage to the extent that same Premises, value of the unexpired portion of the Lease Term, loss of profits or goodwill, leasehold improvements or severance damages. Tenant may, if allowed by statute, seek such awards or damages for moving expenses, loss of profits and fixtures and other equipment installed by it which do not, under the terms of this Lease, become the property of Landlord at the termination hereof. Such awards or damages must be made by a condemnation court or other authority and must be separate and distinct from any award to Landlord for the Land and Building and shall not diminish any award of 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 In the whole event of a condemnation or any material part taking of the entire Premises or the Project (or the parking structure serving the Project) is taken for any by a 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 (as resolved, if the parties are unable to agree, by arbitration by a single arbitrator with the qualifications and experience appropriate to resolve the matter and appointed pursuant to and acting in accordance with the rules of the American Arbitration Association), then upon written notice by Landlordauthority, this Lease shall terminate as of the date title vests in the public or quasi-public authority. In the event of a taking or condemnation of fifteen percent (15%) or more (but less than the whole) of the Building and Rent without regard to whether the Premises are part of such taking or condemnation, Landlord may elect to terminate this Lease by giving notice to Tenant within sixty (60) days of Landlord receiving notice of such condemnation. All compensation awarded for any condemnation shall be apportioned the property of Landlord, whether such damages shall be awarded as of said date. If part a compensation for diminution in the value of the Premises shall be Taken, and this Lease is not terminated as provided above, Landlord shall promptly restore leasehold or 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 fee 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 all of Tenant’s interest's right, if anytitle and interest in and to any and all such compensation. Providing, however that in such award. the event this Lease is terminated, Tenant shall have the right, to the extent that same shall not diminish Landlord’s award, be entitled to make a separate claim against for the condemning authority taking of Tenant's personal property (but including fixtures paid for by Tenant), and for costs of moving. Notwithstanding anything herein to the contrary, any condemnation award to Tenant shall be available only to the extent such award is payable separately to Tenant and does not Landlord) for diminish the award available to Landlord or any Lender of Landlord and such compensation as may award shall be separately awarded or recoverable limited to the amount of Rent actually paid by Tenant to Landlord for moving expenses and damage the period of time for which the award is given. Any additional portion of such award shall belong to Tenant’s trade fixtures, if a separate award for such items is made to TenantLandlord. 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 ProjectNOTHING CONTAINED IN THIS ARTICLE 11 SHALL PROHIBIT TENANT FROM INSTITUTING SEPARATE PROCEEDINGS TO PURSUE A SEPARATE CLAIM AGAINST THE CONDEMNING AUTHORITY FOR THE BOOK VALUE OF ANY PERMANENT LEASEHOLD IMPROVEMENTS TO THE PREMISES PAID FOR BY TENANT SO LONG AS SUCH CLAIM WILL NOT AFFECT OR DIMINISH ANY AWARD OR COMPENSATION OTHERWISE RECOVERABLE BY LANDLORD.