Common use of Damages Clause in Contracts

Damages. In the event that this Lease is terminated, the Tenant covenants to pay to the Landlord forthwith on the Landlord’s demand, as compensation, an amount (the Lump Sum Payment) equal to the excess, if any, of the discounted present value of the total rent reserved for the remainder of the Term over the then discounted present fair rental value of the Premises for the remainder of the Term. In calculating the rent reserved, there shall be included, in addition to the Annual Fixed Rent and all Additional Rent, the value of all other considerations agreed to be paid or performed by the Tenant over the remainder of the Term. In calculating the amounts to be paid by the Tenant under the foregoing covenant, the Tenant shall be credited with the net proceeds of any rent obtained by reletting the Premises, after deducting all the Landlord’s expenses in connection with such reletting, including, without limitation, all repossession costs, brokerage commissions, fees for legal services and expenses of preparing the Premises for such reletting and Landlord shall use commercially reasonable efforts to relet the Premises. The Landlord shall use commercially reasonable efforts to relet the Premises, or any part or parts thereof, for a term or terms which may, at the Landlord’s option, exceed or be equal to or less than the period which would otherwise have constituted the balance of the Term, and may grant such concessions and free rent as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same and shall make such alterations, repairs and improvements in the Premises as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same. No action of the Landlord in accordance with foregoing or failure to relet or to collect rent under reletting shall operate to release or reduce the Tenant’s liability except as provided herein. The Landlord shall be entitled to seek to rent other properties of the Landlord prior to reletting the Premises.

Damages. In None of (a) the event that termination of this Lease is terminatedpursuant to Section 16.2, (b) the eviction of the Lessee or the repossession of the Leased Property, (c) the failure or inability of the Lessor, notwithstanding reasonable good faith efforts, to relet the Leased Property, (d) the reletting of the Leased Property or (e) the failure of the Lessor to collect or receive any rentals due upon any such reletting, shall relieve the Lessee of its liability and obligations hereunder, all of which shall survive any such termination, repossession or reletting. In any such event, the Tenant covenants to Lessee shall forthwith pay to the Landlord forthwith on the Landlord’s demand, as compensation, an amount (the Lump Sum Payment) equal Lessor all Rent due and payable with respect to the excessLeased Property to and including the date of such termination, if anyrepossession or eviction. Thereafter, the Lessee shall forthwith pay to the Lessor, at the Lessor's option, either: (i) the sum of: (x) all Rent that is due and unpaid at later to occur of termination, repossession or eviction, together with interest thereon at the Overdue Rate to the date of payment, plus (y) the worth (calculated in the manner stated below) of the discounted present value of amount by which the total rent reserved unpaid Rent for the remainder balance of the Term over after the then discounted present later to occur of the termination, repossession or eviction exceeds the fair market rental value of the Premises Leased Property for the remainder of the Term. In calculating the rent reserved, there shall be included, in addition to the Annual Fixed Rent and all Additional Rent, the value of all other considerations agreed to be paid or performed by the Tenant over the remainder of the Term. In calculating the amounts to be paid by the Tenant under the foregoing covenant, the Tenant shall be credited with the net proceeds of any rent obtained by reletting the Premises, after deducting all the Landlord’s expenses in connection with such reletting, including, without limitation, all repossession costs, brokerage commissions, fees for legal services and expenses of preparing the Premises for such reletting and Landlord shall use commercially reasonable efforts to relet the Premises. The Landlord shall use commercially reasonable efforts to relet the Premises, or any part or parts thereof, for a term or terms which may, at the Landlord’s option, exceed or be equal to or less than the period which would otherwise have constituted the balance of the Term, and may grant such concessions and free rent plus (z) any other amount necessary to compensate the Lessor for all damage proximately caused by the Lessee's failure to perform the Lease Obligations or which in the ordinary course would be likely to result therefrom; or (ii) each payment of Rent as the Landlord in same would have become due and payable if the Lessee's right of possession or other rights under this Lease had not been terminated, or if the Lessee had not been evicted, or if the Leased Property had not been repossessed which Rent, to the extent permitted by law, shall bear interest at the Overdue Rate from the date when due until the date paid, and the Lessor may enforce, by action or otherwise, any other term or covenant of this Lease. There shall be credited against the Lessee's obligation under this Clause (ii) amounts actually collected by the Lessor from another tenant to whom the Leased Property may have actually been leased or, if the Lessor is operating the Leased Property for its reasonable commercial judgment considers advisable or necessary to relet own account, the same and shall make such alterations, repairs and improvements in the Premises as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same. No action actual net cash flow of the Landlord Leased Property. In making the determinations described in accordance with foregoing or failure to relet or to collect rent under reletting shall operate to release or reduce subparagraph (i) above, the Tenant’s liability except as provided herein. The Landlord "worth" of unpaid Rent shall be entitled to seek to rent other properties determined by a court having jurisdiction thereof using the lowest rate of capitalization (highest present worth) reasonably applicable at the Landlord prior to reletting the Premisestime of such determination and allowed by applicable law.

Damages. In Notwithstanding any other provisions hereof, Landlord may elect by written notice to Tenant within four months following such termination to be indemnified for loss of Rent by a lump sum payment representing the event that this Lease is terminated, the Tenant covenants to pay to the Landlord forthwith on the Landlord’s demand, as compensation, an amount (the Lump Sum Payment) equal to the excess, if any, of the discounted then present value of the total rent reserved amount of Rent that would have been paid in accordance with this Lease for the remainder of the Lease Term over minus the then discounted present fair rental value of the aggregate fair market rent payable for the Leased Premises for the remainder of the TermLease Term (if less than the Rent payable hereunder), estimated as of the date of the termination, and taking into account reasonable projections of vacancy and time required to relet the Leased Premises. In calculating For the rent reserved, there shall be included, in addition to the Annual Fixed Rent and all Additional Rentpurposes of this Section 10.3, the value of all other considerations agreed to be paid or performed by the Tenant over the “remainder of the Lease Term. In calculating the amounts ” shall not include any Extension Terms available to be paid by the Tenant under Section 20 of this Lease except to the foregoing covenant, extent that the extension option for any such Extension Term has already been exercised by Tenant shall be credited with the net proceeds of any rent obtained by reletting the Premises, after deducting all the Landlord’s expenses in connection with such reletting, including, without limitation, all repossession costs, brokerage commissions, fees for legal services and expenses of preparing the Premises for such reletting and Landlord shall use commercially reasonable efforts to relet the Premises. The Landlord shall use commercially reasonable efforts to relet the Premises, or any part or parts thereof, for a term or terms which may, at the Landlord’s option, exceed or be equal to or less than the period which would otherwise have constituted the balance of the Term, and may grant such concessions and free rent as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same and shall make such alterations, repairs and improvements in the Premises as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same. No action of the Landlord in accordance with foregoing or failure the provisions of Section 20. (For the purposes of calculating the Rent that would have been paid hereunder for the lump sum payment calculation described herein, the last full year’s Additional Rent under this Lease is to relet or to collect rent under reletting shall operate to release or reduce the Tenant’s liability except as provided hereinbe deemed constant for each year thereafter. The Landlord Federal Reserve discount rate (or equivalent) shall be entitled used in calculating present values.) Should the parties be unable to seek agree on a fair market rent, the matter shall be submitted, upon the demand of either party, to rent other properties the Boston, Massachusetts office of the American Arbitration Association, with a request for arbitration in accordance with the rules of the Association by a single arbitrator who shall be an MAI appraiser with at least ten years experience as an appraiser of suburban commercial real estate in the Eastern Massachusetts area. The parties agree that a decision of the arbitrator shall be conclusive and binding upon them. Should Landlord prior fail to make the election provided for in this Section 10.3, Tenant shall indemnify Landlord for the loss of Rent by a payment at the end of each month which would have been included in the Lease Term, representing the difference between the Rent that would have been paid in accordance with this Lease and the Rent actually derived from the Leased Premises by Landlord for such month (the amount of Rent deemed derived shall be the actual amount less any portion thereof attributable to Landlord’s reletting the Premisesexpenses described in Section 10.2 that have not been reimbursed by Tenant thereunder).

Damages. In (A) Seller shall cause the event that this Lease is terminated, Project to achieve the Tenant covenants to pay to the Landlord forthwith on the Landlord’s demand, as compensation, an amount (the Lump Sum Payment) equal to the excess, if any, of the discounted present value of the total rent reserved for the remainder of the Term over the then discounted present fair rental value of the Premises for the remainder of the Term. In calculating the rent reserved, there shall be included, in addition to the Annual Fixed Rent and all Additional Rent, the value of all other considerations agreed to be paid or performed Commercial Operation Date by the Tenant over Guaranteed Commercial Operation Date. If the remainder of Commercial Operation Date occurs after the Term. In calculating the amounts to be paid by the Tenant under the foregoing covenantGuaranteed Commercial Operation Date, the Tenant shall be credited with the net proceeds of any rent obtained by reletting the Premises, after deducting all the Landlord’s expenses in connection with such reletting, including, without limitation, all repossession costs, brokerage commissions, fees for legal services and expenses of preparing the Premises for such reletting and Landlord shall use commercially reasonable efforts to relet the Premises. The Landlord shall use commercially reasonable efforts to relet the Premises, or any part or parts thereof, for a term or terms which may, at the Landlord’s option, exceed or be equal to or less than the period which would otherwise have constituted the balance of the Term, and may grant such concessions and free rent as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same and shall make such alterations, repairs and improvements in the Premises as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same. No action of the Landlord in accordance with foregoing or failure to relet or to collect rent under reletting shall operate to release or reduce the Tenant’s liability except as provided herein. The Landlord then Buyer shall be entitled to seek declare an Event of Default pursuant to rent other properties Section 5.1(b)(iii) and draw upon the Project Development Security as liquidated damages for Seller's failure to achieve Commercial Operation by the Guaranteed Commercial Operation Date. The Parties agree that Buyer’s receipt of the Landlord prior full amount of the Project Development Security shall be Buyer's sole remedy for Seller’s failure to reletting achieve Commercial Operation by the PremisesGuaranteed Commercial Operation Date; provided that Buyer shall not be limited from exercising any other remedy provided under the Agreement for any other Event of Default by Seller under the Agreement. (B) Each Party agrees and acknowledges that (I) the damages that Buyer would incur due to Seller’s delay in achieving the Commercial Operation Date beyond the Guaranteed Commercial Operation Date would be difficult or impossible to predict with certainty, and (II) the damages in the amount of the Project Development Security are an appropriate approximation of such damages. The Parties agree that Buyer’s receipt of such damages for Seller’s failure to achieve the Guaranteed Commercial Operation Date shall be construed as Buyer’s declaration that an Event of Default has occurred under Section 5.1(b)(iii) and shall eliminate Buyer’s right to receive a Termination Payment or any further amounts as damages or otherwise as provided for in Section 5.2 for Seller’s failure to achieve the Guaranteed Commercial Operation Date. Nothing in this Section 2.10(c)(iii) shall limit Buyer’s right to a Termination Payment or any further amounts as damages or otherwise as provided for in Section 5.2 for any other Seller Event of Default, other than the Event of Default set forth in Section 5.1(b)(iii).] [Existing Facilities: Delete

Damages. In the event that (a) If this Lease is terminatedterminated by the Landlord pursuant to subsection 17.2, the Tenant covenants nevertheless shall remain liable for any Rent and damages which may be due or sustained prior to pay to such termination, as well as all reasonable costs, fees and expenses incurred by the Landlord forthwith on in pursuit of its remedies hereunder, and/or in connection with any bankruptcy proceedings of the Tenant, and/or in connection with renting the Premises to others from time to time (all such Rent, damages, costs, fees and expenses being referred to herein as “Termination Damages”), plus additional damages for all Rent treated as in arrears (“Liquidated Damages”). At the election of the Landlord’s demand, as compensation, Termination Damages shall be an amount (the Lump Sum Payment) equal to either: (i) the excessRent which, but for the termination of this Lease, would have become due during the remainder of the Term, less the amount or amounts of rent, if any, which the Landlord receives during such period from others to whom the Premises may be rented (other than any additional rent received by the Landlord as a result of any failure of such other person to perform any of its obligations to the Landlord), in which case Termination Damages shall be computed and payable in monthly installments, in advance, on the first business day of each calendar month following the termination of this Lease and shall continue until the date on which the Term would have expired but for such termination, and any action or suit brought to collect any such Termination Damages for any month shall not in any manner prejudice the right of the discounted Landlord to collect any Termination Damages for any subsequent months by similar proceeding; or (ii) the present value worth (as of the total rent reserved date of such termination) of the Rent which, but for the termination of this Lease, would have become due during the remainder of the Term over Term, less the then discounted present fair rental value of the Premises for Premises, as determined by an independent real estate appraiser or broker selected by the remainder of the Term. In calculating the rent reservedLandlord, there in which case such Termination Damages shall be included, in addition payable to the Annual Fixed Rent Landlord in one lump sum on demand, and all Additional Rent, shall bear interest at the value of all other considerations agreed to be paid or performed by the Tenant over the remainder of the TermDefault Rate. In calculating the amounts to be paid by the Tenant under the foregoing covenant, the Tenant “Present worth” shall be credited with computed by discounting such amount to present worth at a rate equal to one percentage point above the net proceeds discount rate then in effect at the Federal Reserve Bank. (b) Notwithstanding anything to the contrary set forth in this subsection 17.3, if either party commences an action against the other party arising out of any rent obtained by reletting the Premises, after deducting all the Landlord’s expenses or in connection with such relettingthis Lease, including, without limitation, all repossession costs, brokerage commissions, fees for legal services and expenses of preparing the Premises for such reletting and Landlord shall use commercially reasonable efforts to relet the Premises. The Landlord shall use commercially reasonable efforts to relet the Premises, or any part or parts thereof, for a term or terms which may, at the Landlord’s option, exceed or be equal to or less than the period which would otherwise have constituted the balance of the Term, and may grant such concessions and free rent as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same and shall make such alterations, repairs and improvements in the Premises as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same. No action of the Landlord in accordance with foregoing or failure to relet or to collect rent under reletting shall operate to release or reduce the Tenant’s liability except as provided herein. The Landlord prevailing party shall be entitled to seek to rent other properties have and recover from the losing party attorneys’ fees, costs of the Landlord prior to reletting the Premisessuit, investigation expenses and discovery costs, including costs of appeal.

Damages. In If Landlord terminates the event that right of Tenant to possession of the Premises without terminating this Lease, such termination of possession shall not release Tenant, in whole or in part, from Tenant's obligation to pay the Rent hereunder for the full stated Term, and Landlord shall have the right to the immediate recovery of all such amounts. Alternatively, at Landlord's option, Landlord shall have the right, from time to time, to recover from Tenant, and Tenant shall remain liable for, all Monthly Base Rent, Expense Adjustment, Electrical Cost and any other sums then due under this Lease is terminatedduring the period from the date of such notice or termination of possession to the end of the Term. Landlord may file suit from time to time to recover any such sums and no suit or recovery by Landlord of any such sums or portion thereof shall be a defense to any subsequent suit brought for any other sums due under this Lease. Alternatively, if Landlord elects to terminate this Lease, Landlord shall be entitled to recover from Tenant all Monthly Base Rent, Expense Adjustment, and Electrical Cost accrued and unpaid for the period up to and including such termination date, as well as all other additional sums payable by Tenant hereunder. In addition, Landlord shall be entitled to recover, as damages for loss of the benefit of its bargain and not as a penalty, the Tenant covenants sum of (x) the unamortized cost to pay to Landlord, computed and determined in accordance with generally accepted accounting principles, of any tenant improvements provided by Landlord at its expense, (y) the Landlord forthwith on aggregate sum which at the Landlord’s demand, as compensation, an amount (the Lump Sum Payment) equal to time of such termination represents the excess, if any, of the discounted present value of the total rent reserved aggregate Monthly Base Rent, Expense Adjustment, and Electrical Cost (as reasonably estimated by Landlord) for the remainder of the Term over the then discounted present value of the then aggregate fair rental value of the Premises for the remainder of the Term. In calculating the rent reserved, there shall be included, in addition to the Annual Fixed Rent and all Additional Rent, the value of all other considerations agreed to be paid or performed by the Tenant over the remainder of the Term. In calculating the amounts to be paid by the Tenant under the foregoing covenant, the Tenant shall be credited with the net proceeds of any rent obtained by reletting the Premises, after deducting all the Landlord’s expenses in connection with such reletting, including, without limitation, all repossession costs, brokerage commissions, fees for legal services and expenses of preparing the Premises for such reletting and Landlord shall use commercially reasonable efforts to relet the Premises. The Landlord shall use commercially reasonable efforts to relet the Premises, or any part or parts thereof, for a term or terms which may, at the Landlord’s option, exceed or be equal to or less than the period which would otherwise have constituted the balance of the Term, immediately prior to such termination, such present worth to be computed in each case on the basis of a six percent (6%) per annum discount from the respective dates upon which rentals would have been payable hereunder had the Term not been terminated, and may grant such concessions (z) any damages in addition thereto, including reasonable attorney's fees and free rent as the court costs, which Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same and shall make such alterations, repairs and improvements in the Premises as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same. No action have sustained by reason of the Landlord in accordance with foregoing or failure to relet or to collect rent under reletting shall operate to release or reduce the Tenant’s liability except as provided herein. The Landlord shall be entitled to seek to rent other properties breach of any of the Landlord prior to reletting covenants of this Lease other than for the Premisespayment of Rent.

Damages. In the event that this Lease is terminatedterminated under the provisions or any provisions of law by reason of default hereunder on the part of Tenant, the Tenant covenants to shall pay to the Landlord forthwith on the Landlord’s demand, as compensationdamages, an amount at the election of Landlord either: (the Lump Sum Paymenta) equal to the excess, if any, of the discounted The present value of the total rent reserved for entire amount of the Rent which would have become due and payable during the remainder of the Term over of this Lease, in which event Tenant agrees to pay the then discounted present fair rental value same at once, together with all Rent theretofore due, at Landlord’s address as provided herein; provided however, that such payment shall not constitute a penalty or forfeiture or liquidated damages, but shall merely constitute payment in advance of the Premises Rent for the remainder of the said Term. In calculating the rent reserved, there Such present value shall be includeddetermined utilizing a discount rate of six (6%). The acceptance of such payment by Landlord shall not constitute a waiver of any failure of Tenant thereafter occurring to comply with any term, provision, condition or covenant of this Lease. IF Landlord elects the remedy given in addition this Section 16.1 (a), then same shall be Landlord’s sole remedy for such default; or (b) Sums equal to the Annual Fixed Rent and all Additional Rentwhich would have been payable by Tenant had this Lease not been so terminated, payable upon the value due dates therefore following such termination through the expiration of all other considerations agreed to be paid or performed by this Lease. If Landlord at its option shall relet the Premises during said period, Landlord shall credit Tenant over the remainder of the Term. In calculating the amounts to be paid by the Tenant under the foregoing covenant, the Tenant shall be credited with the net proceeds rents received by Landlord from such reletting, such net rents to be determined by first deducting from the gross rents, as and when received by Landlord, the expenses incurred or paid by Landlord in terminating this Lease and in securing possession thereof, as well as the expenses of any rent obtained by reletting the Premises, after deducting all the Landlord’s expenses in connection with such reletting, including, without limitation, all repossession costs, brokerage commissions, fees for legal services the alteration and expenses preparation of preparing the Premises for new tenants, brokers’ commissions, reasonable attorneys’ fees and all other expenses properly chargeable against the Premises and the rental therefrom. It is hereby understood that any such reletting and Landlord shall use commercially reasonable efforts to relet the Premises. The Landlord shall use commercially reasonable efforts to relet the Premises, or any part or parts thereof, may be for a term period shorter or terms which may, at the Landlord’s option, exceed or be equal to or less longer than the period which would otherwise have constituted the balance remaining Term of the Term, and may grant such concessions and free rent as the Landlord this Lease but in its reasonable commercial judgment considers advisable or necessary to relet the same and no event shall make such alterations, repairs and improvements in the Premises as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same. No action of the Landlord in accordance with foregoing or failure to relet or to collect rent under reletting shall operate to release or reduce the Tenant’s liability except as provided herein. The Landlord shall Tenant be entitled to seek receive any excess of such net rents over the sum payable by Tenant to rent other properties Landlord hereunder, nor shall Tenant be entitled in any suit for the collection of damages pursuant hereto to a credit in respect of any net rents from a reletting, except to the Landlord prior to reletting the Premisesextent that such rents are actually received by Landlord.

Damages. Neither (i) the termination of this Lease pursuant to Section 16.1; (ii) the repossession of the Leased Property; (iii) the failure of Lessor, notwithstanding reasonable good faith efforts, to relet the Leased Property; nor (iv) the reletting of all or any portion thereof, shall relieve Lessee of its liability and obligations hereunder, all of which shall survive any such termination, repossession or reletting (except for proceeds received on subletting). In the event that of any such termination, Lessee shall forthwith pay to Lessor all Rent due and payable with respect to the Leased Property to and including the date of such termination. (a) Lessor shall not be deemed to have terminated this Lease is terminatedunless Lessor delivers written Notice to Lessee of such election. If Lessee voluntarily elects to terminate this Lease upon an Event of Default, the Tenant covenants to pay to the Landlord forthwith on the Landlord’s demand, as compensation, an amount (the Lump Sum Payment) equal to the excess, if any, of the discounted present value of the total rent reserved for the remainder of the Term over the then discounted present fair rental value of the Premises for the remainder of the Term. In calculating the rent reserved, there shall be included, in addition to all remedies available to Lessor, Lessor may recover the Annual Fixed Rent and all Additional Rent, sum of: (i) the value worth at the time of all other considerations agreed to be paid or performed by the Tenant over the remainder award of the Term. In calculating the amounts to be paid by the Tenant under the foregoing covenant, the Tenant shall be credited with the net proceeds of any rent obtained by reletting the Premises, after deducting all the Landlord’s expenses in connection with such reletting, including, without limitation, all repossession costs, brokerage commissions, fees for legal services and expenses of preparing the Premises for such reletting and Landlord shall use commercially reasonable efforts to relet the Premises. The Landlord shall use commercially reasonable efforts to relet the Premises, or any part or parts thereof, for a term or terms unpaid Rent which may, had been earned at the Landlord’s option, exceed or be equal to or less than time of termination; (ii) the period worth at the time of award of the amount by which the unpaid Rent which would otherwise have constituted been earned after termination until the time of award exceeds the amount of such rental loss that Lessee proves could have been reasonably avoided; (iii) the worth at the time of award of the amount by which the unpaid Rent for the balance of the Term, and may grant Term after the time of award exceeds the amount of such concessions and free rent as the Landlord in its reasonable commercial judgment considers advisable or rental loss that Lessee proves could be reasonably avoided; and (iv) any other amount necessary to relet compensate Lessor for all the same and shall make such alterations, repairs and improvements detriment proximately caused by Lessee's failure to perform its obligations under this Lease or which in the Premises as ordinary course of things would be likely to result therefrom. The "worth at the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same. No action time of award" of the Landlord amounts referred to in accordance with foregoing or failure to relet or to collect rent under reletting shall operate to release or reduce subparagraphs (i) and (ii) above is computed by allowing interest at the Tenant’s liability except as provided hereinOverdue Rate. The Landlord shall be entitled to seek to rent other properties worth at the time of award of the Landlord prior amount referred to reletting in subparagraph (iii) is computed by discounting such amount at the Premisesdiscount rate of the Federal Reserve Bank of Kansas City at the time of award plus one percent (1%).

Damages. In None of (i) the event that termination of this Lease is terminatedMaster Lease, (ii) the Tenant covenants to pay to the Landlord forthwith on the Landlord’s demand, as compensation, an amount (the Lump Sum Payment) equal to the excess, if any, repossession of the discounted present value Demised Premises, (iii) the failure of Landlord to relet the Demised Premises or any portion thereof, (iv) the reletting of all or any portion of the total rent reserved for the remainder of the Term over the then discounted present fair rental value of the Premises for the remainder of the Term. In calculating the rent reserved, there shall be included, in addition to the Annual Fixed Rent and all Additional Rent, the value of all other considerations agreed to be paid or performed by the Tenant over the remainder of the Term. In calculating the amounts to be paid by the Tenant under the foregoing covenant, the Tenant shall be credited with the net proceeds of any rent obtained by reletting the Demised Premises, after deducting all or (v) the Landlord’s expenses in connection with inability of Landlord to collect or receive any rentals due upon any such reletting, including, without limitationshall relieve Tenant of its liabilities and obligations hereunder, all of which shall survive any such termination, repossession costs, brokerage commissions, fees for legal services or reletting. Landlord and expenses of preparing the Premises for such reletting and Tenant agree that Landlord shall use commercially reasonable efforts have no obligation to relet mitigate Landlord’s damages under this Master Lease except if, and to the extent, required under applicable law. If any such termination of this Master Lease occurs (whether or not Landlord terminates Tenant’s right to possession of the Demised Premises), Tenant shall forthwith pay to Landlord all Rent due and payable under this Master Lease, to and including the date of such termination. The Landlord Thereafter Tenant shall use commercially reasonable efforts forthwith pay to relet the Premises, or any part or parts thereof, for a term or terms which mayLandlord, at the Landlord’s option, exceed or be equal as and for liquidated and agreed upon current damages for the occurrence of an Event of Default, either: (a) the sum of: (i) the worth at the time of award of the unpaid Base Rent which had been earned at the time of termination to or less than the period extent not previously paid by Tenant under this Section 13.3; plus (ii) the worth at the time of award of the amount of unpaid Base Rent which would otherwise have constituted been earned after termination until the time of award; plus (iii) the worth at the time of award of the amount of the unpaid Base Rent for the balance of the Term after the time of award; plus (iv) any other amount necessary to compensate Landlord for the detriment proximately caused by Tenant’s failure to perform its obligations under this Master Lease or which in the ordinary course of business might result therefrom, including all unpaid Additional Charges at the time of Termination and all Additional Charges which might have accrued for the balance of the Term, and may grant such concessions all reasonable costs and free rent as expenses of reletting the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same and shall make such alterationsDemised Premises, including, but not limited to, all brokerage, advertising, repairs and improvements other similar expenses reasonably necessary to secure new tenants for the Demised Premises. As used in the foregoing clauses (i), (ii) and (iii), the “worth at the time of award” shall be computed by allowing interest at the Overdue Rate from the date when due to the date paid. As used in Section 13.3(a)(iii), the “worth at the time of award” shall be computed by discounting such amount at the discount rate of the Federal Reserve Bank of New York at the time of award plus one percent (1%); or (b) regardless of whether Landlord chooses to terminate Tenant’s right to possession of the Demised Premises (whether or not Landlord terminates the Master Lease), each installment of said Rent and other sums payable by Tenant to Landlord under this Master Lease as the same becomes due and payable, together with interest at the Overdue Rate from the date when due until paid, and Landlord in its reasonable commercial judgment considers advisable may enforce, by action or necessary otherwise, any other term or covenant of this Master Lease (and Landlord may at any time thereafter terminate Tenant’s right to relet the same. No action possession of the Landlord in accordance with foregoing or failure Demised Premises and seek damages under subparagraph (a) hereof, to relet or to collect rent the extent not already paid for by Tenant under reletting shall operate to release or reduce the Tenant’s liability except as provided herein. The Landlord shall be entitled to seek to rent other properties of the Landlord prior to reletting the Premisesthis subparagraph (b).

Damages. (a) In the event that this Lease is terminatedterminated under any of the provisions contained in Section 7.1 or shall be otherwise terminated for breach of any obligation of Tenant, the Tenant covenants to pay forthwith to the Landlord forthwith on the Landlord’s demand, as compensation, an amount (the Lump Sum Payment) equal to the excess, if any, of the discounted present value excess of the total rent reserved for the remainder residue of the Term over the then discounted present fair rental value of the Premises for the remainder said residue of the Term. In calculating the rent reserved, reserved there shall be included, in addition to the Annual Fixed Base Rent and all Additional Rentadditional rent, the value of all other considerations agreed to be paid or performed by Tenant for said residue. Tenant further covenants as an additional and cumulative obligation after any such termination to pay punctually to Landlord all the sums and perform all the obligations which Tenant over covenants in this Lease to pay and to perform in the remainder of same manner and to the Termsame extent and at the same time as if this Lease had not been terminated. In calculating the amounts to be paid by the Tenant under the foregoing covenant, the immediately preceding covenant Tenant shall be credited with any amount paid to Landlord as compensation as in this Section 7.2 provided and also with the net proceeds of any rent obtained by Landlord by reletting the Premises, after deducting all the Landlord’s reasonable expenses in connection with such reletting, including, without limitation, all repossession costs, brokerage commissions, fees for legal services and expenses of preparing the Premises for such reletting and reletting, it being agreed by Tenant that Landlord shall use commercially reasonable efforts to may (i) relet the Premises. The Landlord shall use commercially reasonable efforts to relet the Premises, Premises or any part or parts thereof, for a term or terms which may, may at the Landlord’s option, exceed or option be equal to or less than or exceed the period which would otherwise have constituted the balance of the Term, Term and may grant such concessions and free rent as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same and shall make such alterations, repairs and improvements in the Premises as the Landlord in its reasonable commercial sole judgment considers advisable or necessary to relet the same. No , and (ii) make such alterations, repairs and decorations in the Premises as Landlord in its sole judgment considers advisable or necessary to relet the same, and no action of the Landlord in accordance with the foregoing or failure to relet or to collect rent under reletting shall operate or be construed to release or reduce the Tenant’s liability except as provided hereinaforesaid, (b) In lieu of any other damages or indemnity and in lieu of full recovery by Landlord of all sums payable under all the foregoing provisions of this Section 7.2, Landlord may by written notice to Tenant, at any time after this Lease is terminated under any of the provisions contained in Section 7.1 or is otherwise terminated for breach of any obligation of Tenant and before such full recovery, elect to recover, and Tenant shall thereupon pay, as liquidated damages, an amount equal to the aggregate of the Base Rent and additional rent accrued under Sections 3.1 and 3.2 in the 12 months ended next prior to such termination plus the amount of Base Rent and additional rent of any kind accrued and unpaid at the time of termination and less the amount of any recovery by Landlord under the foregoing provision of this Section 7.2 up to the time of payment of such liquidated damages. (c) Nothing contained in this Lease shall limit or prejudice the right of Landlord to prove for and obtain in proceedings for bankruptcy or insolvency by reason of the termination of this Lease, an amount equal to the maximum allowed by any statute or rule of law in effect at the time when, and governing the proceedings in which, the damages are to be provided, whether or not the amount be greater, equal to, or less than the amount of the loss or damages referred to above. (d) Landlord’s remedies under this Lease are cumulative and not exclusive of any other remedies to which Landlord may be entitled in case of Tenant’s breach or threatened breach of this Lease. The Landlord shall be entitled to seek the remedies of injunction and specific performance with respect to rent other properties of the Landlord prior to reletting the Premisesany such breach.

Damages. None of (a) the termination of this Lease pursuant to Section 16.1 hereof, (b) the repossession of any Leased Property, (c) the failure of Landlord to relet any Leased Property, (d) the reletting of all or any portion thereof or (e) the failure of Landlord to collect or receive any rentals due upon any reletting shall relieve Tenant of its liability and obligations hereunder, all of which shall survive such termination, repossession or reletting. In the event that this Lease is terminatedof any termination, the Tenant covenants to shall forthwith pay to Landlord all Rent due and payable with respect to the Landlord forthwith on Leased Properties to and including the date of the termination. At Landlord’s demand's option, as compensationand for liquidated and agreed current damages for Tenant's default, an amount Tenant shall also forthwith pay to Landlord: (i) the Lump Sum Paymentsum of: (A) equal to the excess, if any, Worth at the Time of the discounted present value Award of the total rent reserved for amount by which the remainder unpaid Rent which would have been earned after termination until the time of the Term over award exceeds the then discounted present fair rental value aggregate Rental Value of the Premises Leased Properties for such period, and (B) the remainder Worth at the Time of the Term. In calculating the rent reserved, there shall be included, in addition to the Annual Fixed Rent and all Additional Rent, the value of all other considerations agreed to be paid or performed by the Tenant over the remainder Award of the Term. In calculating amount by which the amounts to be paid by the Tenant under the foregoing covenant, the Tenant shall be credited with the net proceeds of any rent obtained by reletting the Premises, after deducting all the Landlord’s expenses in connection with such reletting, including, without limitation, all repossession costs, brokerage commissions, fees unpaid Rent for legal services and expenses of preparing the Premises for such reletting and Landlord shall use commercially reasonable efforts to relet the Premises. The Landlord shall use commercially reasonable efforts to relet the Premises, or any part or parts thereof, for a term or terms which may, at the Landlord’s option, exceed or be equal to or less than the period which would otherwise have constituted the balance of the TermTerm after the time of the award exceeds the aggregate Rental Value of the Leased Properties for such period, and (C) any other amount necessary to compensate Landlord for all the damage proximately caused by Tenant's failure to perform its obligations under this Lease or which in the ordinary course would be likely to result therefrom; or (ii) without termination of Tenant's right to possession of the respective Leased Properties, each installment of the Rent and other sums payable by Tenant to Landlord under this Lease as the same becomes due and payable, which Rent and other sums shall bear interest at the Overdue Rate from the date when due until paid, and Landlord may grant such concessions and free rent as the Landlord in its reasonable commercial judgment considers advisable enforce, by action or necessary to relet the same and shall make such alterationsotherwise, repairs and improvements in the Premises as the Landlord in its reasonable commercial judgment considers advisable any other term or necessary to relet the same. No action covenant of the Landlord in accordance with foregoing or failure to relet or to collect rent under reletting shall operate to release or reduce the Tenant’s liability except as provided herein. The Landlord shall be entitled to seek to rent other properties of the Landlord prior to reletting the Premisesthis Lease.

Damages. Neither (i) the termination of this Lease pursuant to Section 16.1, (ii) the repossession of the Leased Property; (iii) the failure of Lessor, notwithstanding reasonable good faith efforts, to relet the Leased Property; nor (iv) the reletting of all or any portion thereof, shall relieve Lessee of its liability and obligations hereunder, all of which shall survive any such termination, repossession or reletting (except for proceeds received on subletting). In the event that of any such termination, Lessee shall forthwith pay to Lessor all Rent due and payable with respect to the Leased Property to and including the date of such termination. (a) Lessor shall not be deemed to have terminated this Lease is terminatedunless Lessor delivers written Notice to Lessee of such election. If Lessor voluntarily elects to terminate this Lease upon an Event of Default, the Tenant covenants to pay to the Landlord forthwith on the Landlord’s demand, as compensation, an amount (the Lump Sum Payment) equal to the excess, if any, of the discounted present value of the total rent reserved for the remainder of the Term over the then discounted present fair rental value of the Premises for the remainder of the Term. In calculating the rent reserved, there shall be included, in addition to all remedies available to Lessor, Lessor may recover the Annual Fixed Rent and all Additional Rent, sum of: (i) the value worth at the time of all other considerations agreed to be paid or performed by the Tenant over the remainder award of the Term. In calculating the amounts to be paid by the Tenant under the foregoing covenant, the Tenant shall be credited with the net proceeds of any rent obtained by reletting the Premises, after deducting all the Landlord’s expenses in connection with such reletting, including, without limitation, all repossession costs, brokerage commissions, fees for legal services and expenses of preparing the Premises for such reletting and Landlord shall use commercially reasonable efforts to relet the Premises. The Landlord shall use commercially reasonable efforts to relet the Premises, or any part or parts thereof, for a term or terms unpaid Rent which may, had been earned at the Landlord’s option, exceed or be equal to or less than time of termination; (ii) the period worth at the time of award of the amount by which the unpaid Rent which would otherwise have constituted been earned after termination until the time of award exceeds the amount of such rental loss that Lessee proves could have been reasonably avoided; (iii) the worth at the time of award of the amount by which the unpaid Rent for the balance of the Term, and may grant Term after the time of award exceeds the amount of such concessions and free rent as the Landlord in its reasonable commercial judgment considers advisable or rental loss that Lessee proves could be reasonably avoided; and (iv) any other amount necessary to relet compensate Lessor for all the same and shall make such alterations, repairs and improvements detriment proximately caused by Lessee's failure to perform its obligations under this Lease or which in the Premises as ordinary course of things would be likely to result therefrom. The "worth at the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same. No action time of award" of the Landlord amounts referred to in accordance with foregoing or failure to relet or to collect rent under reletting shall operate to release or reduce subparagraphs (i) and (ii) above is computed by allowing interest at the Tenant’s liability except as provided hereinOverdue Rate. The Landlord shall be entitled to seek to rent other properties worth at the time of award of the Landlord prior amount referred to reletting in subparagraph (iii) is computed by discounting such amount at the Premisesdiscount rate of the Federal Reserve Bank of San Francisco at the time of award plus one percent (1%).

Damages. In None of (i) the event termination of this Master Lease, (ii) the repossession of the Leased Property (including any Capital Improvements to any Facility), (iii) the failure of Landlord to relet the Leased Property or any portion thereof, (iv) the reletting of all or any portion of the Leased Property, or (v) the inability of Landlord to collect or receive any rentals due upon any such reletting, shall relieve Tenant of its liabilities and obligations hereunder, all of which shall survive any such termination, repossession or reletting. Landlord and Tenant agree that Landlord shall have no obligation to mitigate Landlord’s damages under this Master Lease. If any such termination of this Master Lease is terminatedoccurs (whether or not Landlord terminates Tenant’s right to possession of the Leased Property), Tenant shall forthwith pay to Landlord all Rent due and payable under this Master Lease to and including the date of such termination. Thereafter: Tenant shall forthwith pay to Landlord, at Landlord’s option, as and for liquidated and agreed current damages for the occurrence of an Event of Default, either: (A) the sum of: (i) the worth at the time of award of the unpaid Rent which had been earned at the time of termination to the extent not previously paid by Tenant under this Section 16.3; (ii) the worth at the time of award of the amount by which the unpaid Rent which would have been earned after termination until the time of award exceeds the amount of such rental loss that Tenant proves could have been reasonably avoided; (iii) the worth at the time of award of the amount by which the unpaid Rent for the balance of the Term after the time of award exceeds the amount of such rental loss that Tenant proves could be reasonably avoided; plus (iv) any other amount necessary to compensate Landlord for all the detriment proximately caused by Tenant’s failure to perform its obligations under this Master Lease or which in the ordinary course of things would be likely to result therefrom. As used in clauses (i) and (ii) above, the Tenant covenants to pay to “worth at the Landlord forthwith on time of award” shall be computed by allowing interest at the Landlord’s demandOverdue Rate. As used in clause (iii) above, as compensation, an the “worth at the time of award” shall be computed by discounting such amount (at the Lump Sum Payment) equal to the excess, if any, discount rate of the discounted present value Federal Reserve Bank of New York at the time of award plus one percent (1%) and reducing such amount by the portion of the total rent reserved unpaid Rent that Tenant proves could be reasonably avoided. For purposes of determining the worth at the time of the award, Percentage Rent that would have been payable for the remainder of the Term over shall be deemed to be the greater of (y) the same as the Percentage Rent for the then discounted present fair rental value current Lease Year or, if not determinable, the immediately preceding Lease Year; and (z) such other amount as Landlord shall demonstrate could reasonably have been earned (assuming Net Revenues will have not been impacted by any of the Premises for conditions that contributed to the remainder Event of Default). or (B) if Landlord chooses not to terminate Tenant’s right to possession of the Term. In calculating Leased Property (whether or not Landlord terminates the rent reservedMaster Lease), there shall be includedeach installment of said Rent and other sums payable by Tenant to Landlord under this Master Lease as the same becomes due and payable, in addition together with interest at the Overdue Rate from the date when due until paid, and Landlord may enforce, by action or otherwise, any other term or covenant of this Master Lease (and Landlord may at any time thereafter terminate Tenant’s right to possession of the Leased Property and seek damages under subparagraph (A) hereof, to the Annual Fixed Rent and all Additional Rent, the value of all other considerations agreed to be extent not already paid or performed for by the Tenant over the remainder of the Term. In calculating the amounts to be paid by the Tenant under the foregoing covenant, the Tenant shall be credited with the net proceeds of any rent obtained by reletting the Premises, after deducting all the Landlord’s expenses in connection with such reletting, including, without limitation, all repossession costs, brokerage commissions, fees for legal services and expenses of preparing the Premises for such reletting and Landlord shall use commercially reasonable efforts to relet the Premises. The Landlord shall use commercially reasonable efforts to relet the Premises, or any part or parts thereof, for a term or terms which may, at the Landlord’s option, exceed or be equal to or less than the period which would otherwise have constituted the balance of the Term, and may grant such concessions and free rent as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same and shall make such alterations, repairs and improvements in the Premises as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same. No action of the Landlord in accordance with foregoing or failure to relet or to collect rent under reletting shall operate to release or reduce the Tenant’s liability except as provided herein. The Landlord shall be entitled to seek to rent other properties of the Landlord prior to reletting the Premisesthis subparagraph (B)).

Damages. In None of (i) the event termination of this Master Lease, (ii) the repossession of the Leased Property (including any Capital Improvements to any Facility), (iii) the failure of Landlord to relet the Leased Property or any portion thereof, (iv) the reletting of all or any portion of the Leased Property, or (v) the inability of Landlord to collect or receive any rentals due upon any such reletting, shall relieve Tenant of its liabilities and obligations hereunder, all of which shall survive any such termination, repossession or reletting. Landlord and Tenant agree that Landlord shall have no obligation to mitigate Landlord’s damages under this Master ▇▇▇▇▇. If any such termination of this Master Lease is terminatedoccurs (whether or not Landlord terminates Tenant’s right to possession of the Leased Property), Tenant shall forthwith pay to Landlord all Rent due and payable under this Master Lease to and including the date of such termination. Thereafter: Tenant shall forthwith pay to Landlord, at Landlord’s option, as and for liquidated and agreed current damages for the occurrence of an Event of Default, either: (A) the sum of: (i) the worth at the time of award of the unpaid Rent which had been earned at the time of termination to the extent not previously paid by Tenant under this Section 16.3; (ii) the worth at the time of award of the amount by which the unpaid Rent which would have been earned after termination until the time of award exceeds the amount of such rental loss that Tenant proves could have been reasonably avoided; (iii) the worth at the time of award of the amount by which the unpaid Rent for the balance of the Term after the time of award exceeds the amount of such rental loss that Tenant proves could be reasonably avoided; plus (iv) any other amount necessary to compensate Landlord for all the detriment proximately caused by ▇▇▇▇▇▇’s failure to perform its obligations under this Master Lease or which in the ordinary course of things would be likely to result therefrom. As used in clauses (i) and (ii) above, the Tenant covenants to pay to “worth at the Landlord forthwith on time of award” shall be computed by allowing interest at the Landlord’s demandOverdue Rate. As used in clause (iii) above, as compensation, an the “worth at the time of award” shall be computed by discounting such amount (at the Lump Sum Payment) equal to the excess, if any, discount rate of the discounted present value Federal Reserve Bank of New York at the time of award plus one percent (1%) and reducing such amount by the portion of the total rent reserved unpaid Rent that ▇▇▇▇▇▇ proves could be reasonably avoided. For purposes of determining the worth at the time of the award, Percentage Rent that would have been payable for the remainder of the Term over shall be deemed to be the greater of (y) the same as the Percentage Rent for the then discounted present fair rental value current Lease Year or, if not determinable, the immediately preceding Lease Year; and (z) such other amount as Landlord shall demonstrate could reasonably have been earned (assuming Net Revenues will have not been impacted by any of the Premises for conditions that contributed to the remainder Event of Default). or (B) if Landlord chooses not to terminate Tenant’s right to possession of the Term. In calculating Leased Property (whether or not Landlord terminates the rent reservedMaster Lease), there shall be includedeach installment of said Rent and other sums payable by Tenant to Landlord under this Master Lease as the same becomes due and payable, in addition together with interest at the Overdue Rate from the date when due until paid, and Landlord may enforce, by action or otherwise, any other term or covenant of this Master Lease (and Landlord may at any time thereafter terminate ▇▇▇▇▇▇’s right to possession of the Leased Property and seek damages under subparagraph (A) hereof, to the Annual Fixed Rent and all Additional Rent, the value of all other considerations agreed to be extent not already paid or performed for by the Tenant over the remainder of the Term. In calculating the amounts to be paid by the Tenant under the foregoing covenant, the Tenant shall be credited with the net proceeds of any rent obtained by reletting the Premises, after deducting all the Landlord’s expenses in connection with such reletting, including, without limitation, all repossession costs, brokerage commissions, fees for legal services and expenses of preparing the Premises for such reletting and Landlord shall use commercially reasonable efforts to relet the Premises. The Landlord shall use commercially reasonable efforts to relet the Premises, or any part or parts thereof, for a term or terms which may, at the Landlord’s option, exceed or be equal to or less than the period which would otherwise have constituted the balance of the Term, and may grant such concessions and free rent as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same and shall make such alterations, repairs and improvements in the Premises as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same. No action of the Landlord in accordance with foregoing or failure to relet or to collect rent under reletting shall operate to release or reduce the Tenant’s liability except as provided herein. The Landlord shall be entitled to seek to rent other properties of the Landlord prior to reletting the Premisesthis subparagraph (B)).

Damages. In the event that a) If this Lease is terminatedand the demised term shall expire and come to an end by or under any summary proceeding, or any other action or proceeding or if landlord shall re-enter the demised premises, by or under any summary proceedings or any other action or proceeding, then, in any of said events: (i) Tenant covenants to shall pay to landlord all rent, additional rent and other charges payable under this Lease by tenant to landlord to the Landlord forthwith on date upon which this Lease and the Landlord’s demanddemised term shall have expired and come to an end or to the date of re-entry upon the demised premises by landlord, as compensationthe case may be; and (ii) Tenant shall also be liable for and shall pay to landlord, an amount as damages, any deficiency (referred to as "Deficiency") between the Lump Sum Payment) equal to rent and additional rent reserved in this Lease for the excessperiod which otherwise would have constituted the unexpired portion of the demised terms and the net amount, if any, of rents collected under any reletting effected or any part of such period (first deducting from the discounted present value of the total rent reserved for the remainder of the Term over the then discounted present fair rental value of the Premises for the remainder of the Term. In calculating the rent reserved, there shall be included, in addition to the Annual Fixed Rent and all Additional Rent, the value rents collected under any such reletting of all other considerations agreed to be paid or performed by the Tenant over the remainder of the Term. In calculating the amounts to be paid by the Tenant under the foregoing covenant, the Tenant shall be credited with the net proceeds of any rent obtained by reletting the Premises, after deducting all the Landlord’s landlord's expenses in connection with the termination of this Lease or landlord's re-entry upon the demised premises and with such reletting, reletting including, without limitationbut not limited to, all repossession costs, brokerage commissions, fees for legal services expenses, attorney's fees, alteration costs and other expenses of preparing shall be paid in monthly installments by tenant on the Premises days specified in this Lease for such reletting and Landlord shall use commercially reasonable efforts to relet the Premisespayment of installments of rent. The Landlord shall use commercially reasonable efforts to relet the Premises, or any part or parts thereof, for a term or terms which may, at the Landlord’s option, exceed or be equal to or less than the period which would otherwise have constituted the balance of the Term, and may grant such concessions and free rent as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same and shall make such alterations, repairs and improvements in the Premises as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same. No action of the Landlord in accordance with foregoing or failure to relet or to collect rent under reletting shall operate to release or reduce the Tenant’s liability except as provided herein. The Landlord shall be entitled to seek recover from tenant each monthly deficiency as the same shall arise, and no suit to rent other properties collect the amount of the Landlord deficiency for any month shall prejudice landlord's rights to collect the deficiency for any subsequent month by a similar proceeding; and (iii) At any time after the demised term shall have expired and come to an end or landlord shall have re-entered upon the demised premises, as the case may be, whether or not landlord shall have collected any monthly deficiencies as aforesaid, landlord shall be entitled to recover from tenant, and tenant shall pay to landlord, on demand, as and for liquidated and agreed final damages, a sum equal to the amount by which the rent and additional rent reserved in this Lease for the period of the demised term, or any part thereof, the amount of rent reserved upon such reletting shall be deemed, prima facie, to be the fair and reasonable rental value for the part or the whole of demised premises so relet during the term of the reletting. b) If the demised premises, or any part thereof, shall be relet together with other space in the building, the rents collected or reserved under any such reletting and the expenses of any such reletting shall be equitably apportioned for the purposes of this article. Tenant shall in no event be entitled to any rents collected or payable under any reletting, whether or not such rents shall exceed the rent reserved in this Lease. Solely for the purposes of this Article, the term "rent" shall mean the rent in effect immediately prior to reletting the Premisesdate upon which this Lease and the demised term shall have expired and come to an end, or the date of re-entry upon the demised premises by landlord, as the case may be, plus any additional rent payable immediately preceding such event. Nothing contained in this Lease shall be deemed to limit or preclude the recovery by landlord from tenant of the maximum amount allowed to be obtained as damages by any statute or rule of law, or of any sums or damages to which landlord may be entitled.

Damages. In the event that of a Tenant default and the subsequent termination of this Lease is terminatedby Landlord, Landlord may elect by written notice to Tenant within one year following such termination to be indemnified for loss of rent by a lump sum payment representing the Tenant covenants to pay to the Landlord forthwith on the Landlord’s demand, as compensation, an amount (the Lump Sum Payment) equal to the excess, if any, of the discounted then present value of the total amount of rent reserved and additional charges which would have been paid in accordance with this Lease for the remainder of the Term over minus the then discounted present fair rental value of the aggregate fair market rent and additional charges payable for the Premises for the remainder of the TermTerm (if less than the rent and additional charges payable hereunder), estimated as of the date of the termination, and taking into account reasonable projections of vacancy and time required to re-lease the Premises. In (For the purposes of calculating the rent reservedwhich would have been paid hereunder for the lump sum payment calculation described herein, there the last full year's additional charges under Section 2.6 is to be deemed constant for each year thereafter. The Federal Reserve discount rate (or equivalent) shall be includedused in calculating present values.) Should the parties be unable to agree on a fair market rent, in addition the matter shall be submitted, upon the demand of either party, to the Annual Fixed Rent and all Additional RentBoston, the value of all other considerations agreed to be paid or performed by the Tenant over the remainder Massachusetts office of the Term. In calculating American Arbitration Association, with a request for arbitration in accordance with the amounts to be paid rules of the Association by the Tenant under the foregoing covenant, the Tenant a single arbitrator who shall be credited an MAI appraiser with at least ten years experience as an appraiser of major office buildings in the net proceeds of any rent obtained by reletting the Premises, after deducting all the Landlord’s expenses in connection with such reletting, including, without limitation, all repossession costs, brokerage commissions, fees for legal services and expenses of preparing the Premises for such reletting and Landlord shall use commercially reasonable efforts to relet the PremisesGreater Boston area. The Landlord parties agree that a decision of the arbitrator shall use commercially reasonable efforts to relet the Premises, or any part or parts thereof, for a term or terms which maybe conclusive and binding upon them. If, at the Landlord’s option, exceed or be equal to or less than the period which would otherwise have constituted the balance end of the Term, and may grant the rent which Landlord has actually received from the Premises is less than the aggregate fair market rent estimated as aforesaid, Tenant shall thereupon pay Landlord the amount of such concessions and free difference. Should Landlord fail to make the election provided for in this Section 7.3, Tenant shall indemnify Landlord for the loss of rent as by a payment at the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same and shall make such alterations, repairs and improvements end of each month which would have been included in the Premises as Term, representing the Landlord in its reasonable commercial judgment considers advisable or necessary to relet difference between the same. No action of the Landlord rent which would have been paid in accordance with foregoing or failure this Lease (Annual Fixed Rent under Section 2.5, and additional charges which would have been payable under Section 2.6 to relet or to collect be ascertained monthly) and the rent under reletting shall operate to release or reduce actually derived from the Tenant’s liability except as provided herein. The Premises by Landlord for such month (the amount of rent deemed derived shall be entitled the actual amount less any portion thereof attributable to seek to rent other properties of the Landlord prior to Landlord's reletting the Premisesexpenses described in Section 7.2 which have not been reimbursed by Tenant thereunder).

Damages. None of (a) the termination of this Lease pursuant to Section 16.1 hereof, (b) the repossession of the Leased Property, (c) the failure of Landlord to relet the Leased Property, (d) the reletting of all or any portion thereof or (e) the failure of Landlord to collect or receive any rentals due upon any reletting shall relieve Tenant of its liability and obligations hereunder, all of which shall survive such termination, repossession or reletting. In the event that this Lease is terminatedof any termination, the Tenant covenants to shall forthwith pay to Landlord all Rent due and payable with respect to the Landlord forthwith on Leased Property to and including the date of the termination. At Landlord’s demand's option, as compensationand for liquidated and agreed current damages for Tenant's default, an amount Tenant shall also forthwith pay to Landlord: (i) the Lump Sum Paymentsum of: (A) equal to the excess, if any, Worth at the Time of the discounted present value Award of the total rent reserved for amount by which the remainder unpaid Rent which would have been earned after termination until the time of the Term over award exceeds the then discounted present fair rental value aggregate Rental Value of the Premises Leased Property for such period, and (B) the remainder Worth at the Time of the Term. In calculating the rent reserved, there shall be included, in addition to the Annual Fixed Rent and all Additional Rent, the value of all other considerations agreed to be paid or performed by the Tenant over the remainder Award of the Term. In calculating amount by which the amounts to be paid by the Tenant under the foregoing covenant, the Tenant shall be credited with the net proceeds of any rent obtained by reletting the Premises, after deducting all the Landlord’s expenses in connection with such reletting, including, without limitation, all repossession costs, brokerage commissions, fees unpaid Rent for legal services and expenses of preparing the Premises for such reletting and Landlord shall use commercially reasonable efforts to relet the Premises. The Landlord shall use commercially reasonable efforts to relet the Premises, or any part or parts thereof, for a term or terms which may, at the Landlord’s option, exceed or be equal to or less than the period which would otherwise have constituted the balance of the TermTerm after the time of the award exceeds the aggregate Rental Value of the Leased Property for such period, and (C) any other amount necessary to compensate Landlord for all the damage proximately caused by Tenant's failure to perform its obligations under this Lease or which in the ordinary course would be likely to result therefrom; or (ii) without termination of Tenant's right to possession of the Leased Property, each installment of the Rent and other sums payable by Tenant to Landlord under this Lease as the same becomes due and payable, which Rent and other sums shall bear interest at the Overdue Rate from the date when due until paid, and Landlord may grant such concessions and free rent as the Landlord in its reasonable commercial judgment considers advisable enforce, by action or necessary to relet the same and shall make such alterationsotherwise, repairs and improvements in the Premises as the Landlord in its reasonable commercial judgment considers advisable any other term or necessary to relet the same. No action covenant of the Landlord in accordance with foregoing or failure to relet or to collect rent under reletting shall operate to release or reduce the Tenant’s liability except as provided herein. The Landlord shall be entitled to seek to rent other properties of the Landlord prior to reletting the Premisesthis Lease.

Damages. In the event that this Lease is terminated, the Tenant covenants Subject to pay to the Landlord forthwith on the Landlord’s demandoption to receive liquidated damages under this Section 16.3, as compensationnone of (i) the termination of this Master Lease, an amount (ii) the Lump Sum Payment) equal to the excess, if any, repossession of the discounted present value Leased Property (including any Capital Improvements to any Facility), (iii) the failure of Landlord to relet the Leased Property or any portion thereof, (iv) the reletting of all or any portion of the total rent reserved for Leased Property, or (v) the remainder inability of the Term over the then discounted present fair rental value of the Premises for the remainder of the Term. In calculating the rent reserved, there shall be included, in addition Landlord to the Annual Fixed Rent and all Additional Rent, the value of all other considerations agreed to be paid collect or performed by the Tenant over the remainder of the Term. In calculating the amounts to be paid by the Tenant under the foregoing covenant, the Tenant shall be credited with the net proceeds of receive any rent obtained by reletting the Premises, after deducting all the Landlord’s expenses in connection with rentals due upon any such reletting, including, without limitationshall relieve Tenant of its liabilities and obligations hereunder, all of which shall survive any such termination, repossession costs, brokerage commissions, fees for legal services or reletting. Landlord and expenses of preparing the Premises for such reletting and Tenant agree that Landlord shall use commercially reasonable efforts have no obligation to relet mitigate Landlord’s damages under this Master Lease. If any such termination of this Master Lease occurs (whether or not Landlord terminates Tenant’s right to possession of the PremisesLeased Property), Tenant shall forthwith pay to Landlord all Rent due and payable under this Master Lease to and including the date of such termination. The Landlord Thereafter: Tenant shall use commercially reasonable efforts forthwith pay to relet the Premises, or any part or parts thereof, for a term or terms which mayLandlord, at the Landlord’s option, exceed or be equal as and for liquidated and agreed current damages for the occurrence of an Event of Default, either: (a) the sum of: (i) the worth at the time of award of the unpaid Rent which had been earned at the time of termination to or less than the period extent not previously paid by Tenant under this Section 16.3; (ii) the worth at the time of award of the amount by which the unpaid Rent which would otherwise have constituted been earned after termination until the time of award exceeds the amount of such rental loss that Tenant proves could have been reasonably avoided; (iii) the worth at the time of award of the amount by which the unpaid Rent for the balance of the TermTerm after the time of award exceeds the amount of such rental loss that Tenant proves could be reasonably avoided; plus (iv) any other amount necessary to compensate Landlord for all the detriment proximately caused by Tenant’s failure to perform its obligations under this Master Lease or which in the ordinary course of things would be likely to result therefrom. As used in clauses (i) and (ii) above, the “worth at the time of award” shall be computed by allowing interest at the Overdue Rate. As used in clause (iii) above, the “worth at the time of award” shall be computed by discounting such amount at the discount rate of the Federal Reserve Bank of New York at the time of award plus one percent (1%) and reducing such amount by the portion of the unpaid Rent that Tenant proves could be reasonably avoided. or (b) if Landlord chooses not to terminate Tenant’s right to possession of the Leased Property (whether or not Landlord terminates the Master Lease), each installment of said Rent and other sums payable by Tenant to Landlord under this Master Lease as the same becomes due and payable, together with interest at the Overdue Rate from the date when due until paid, and Landlord may grant such concessions enforce, by action or otherwise, any other term or covenant of this Master Lease (and free rent as the Landlord in its reasonable commercial judgment considers advisable or necessary may at any time thereafter terminate Tenant’s right to relet the same and shall make such alterations, repairs and improvements in the Premises as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same. No action possession of the Landlord in accordance with foregoing or failure Leased Property and seek damages under subparagraph (a) hereof, to relet or to collect rent the extent not already paid for by Tenant under reletting shall operate to release or reduce the Tenant’s liability except as provided herein. The Landlord shall be entitled to seek to rent other properties of the Landlord prior to reletting the Premisesthis subparagraph (b)).

Damages. In the event that (i) If this Lease is terminatedand the Term shall expire and come to an end as provided in Article 17, or by or under any summary proceeding or any other action or proceeding, or if Landlord shall re-enter the Premises as provided in subsection A of this Article 18, or by or under any summary proceeding or any other action or proceeding, then, in any of said events: (a) Tenant covenants to shall pay to Landlord all Rent, additional rent and other charges payable under this Lease by Tenant to Landlord to the Landlord forthwith on date upon which this Lease and the Term shall have expired and come to an end or to the date of re-entry upon the Premises by Landlord’s demand, as compensationthe case may be; (b) Tenant also shall be liable for and shall pay to Landlord, an amount as damages, any deficiency (referred to as "Deficiency") between the Lump Sum Payment) equal to Rent reserved in this Lease for the excessperiod which otherwise would have constituted the unexpired portion of the Term and the net amount, if any, of the discounted present value of the total rent reserved for the remainder of the Term over the then discounted present fair rental value of the Premises for the remainder of the Term. In calculating the rent reserved, there shall be included, in addition rents collected under any reletting effected pursuant to the Annual Fixed Rent and provisions of subsection A(i) of this Article 18 for any part of such period (first deducting from the rents collected under any such reletting all Additional Rent, the value of all other considerations agreed to be paid or performed by the Tenant over the remainder of the Term. In calculating the amounts to be paid by the Tenant under the foregoing covenant, the Tenant shall be credited with the net proceeds of any rent obtained by reletting the Premises, after deducting all the Landlord’s 's expenses in connection with the termination of this Lease, or Landlord's reentry upon the Premises and with such reletting, reletting including, without limitationbut not limited to, all repossession costs, brokerage commissions, legal expenses, attorneys' fees for legal services and disbursements, alteration costs and other expenses of preparing the Premises for such reletting and reletting); any such Deficiency shall be paid in monthly installments by Tenant on the days specified in this Lease for payment of installments of Rent, Landlord shall use commercially reasonable efforts be entitled to relet recover from Tenant each monthly Deficiency as the Premises. The same shall arise, and no suit to collect the amount of the Deficiency for any month shall prejudice Landlord's right to collect the Deficiency for any subsequent month by a similar proceeding; and (c) whether or not Landlord shall use commercially have collected any monthly Deficiencies as aforesaid, Landlord shall be entitled to recover from Tenant, and Tenant shall pay to Landlord, on demand, in lieu of any further Deficiencies as and for liquidated and agreed final damages, a sum equal to the amount by which the Rent reserved in this Lease for the period which otherwise would have constituted the unexpired portion of the Term exceeds the then fair and reasonable efforts rental value of the Premises for the same period, less the aggregate amount of Deficiencies theretofore collected by Landlord pursuant to relet the provisions of subsection B(1)(b) of this Article 18 for the same period; if, before presentation of proof of such liquidated damages to any court, commission or tribunal, the Premises, or any part or parts thereof, shall have been relet by Landlord for a term or terms which may, at the Landlord’s option, exceed or be equal to or less than the period which otherwise would otherwise have constituted the balance unexpired portion of the Term, or any part thereof, the amount of rent reserved upon such reletting shall be deemed, prima facie, to be the fair and may grant such concessions and free rent as reasonable rental value for the Landlord in its reasonable commercial judgment considers advisable part or necessary to the whole of the Premises so relet during the same and term of the reletting. (ii) If the Premises, or any part thereof, shall make such alterations, repairs and improvements be relet together with other space in the Premises as Building, the Landlord in its reasonable commercial judgment considers advisable rents collected or necessary to relet reserved under any such reletting and the same. No action expenses of the Landlord in accordance with foregoing or failure to relet or to collect rent under any such reletting shall operate to release or reduce be equitably apportioned for the Tenant’s liability except as provided herein. The Landlord purposes of this subsection B. Tenant shall in no event be entitled to seek to rent other properties any rents collected or payable under any reletting, whether or not such rents shall exceed the Rent reserved in this Lease. Solely for the purposes of this Article, the Landlord term "Rent" as used in subsection B(i) of this Article 18 shall mean the Rent in effect immediately prior to reletting the Premises.date upon which this Lease and the Term shall have expired and come to an end, or the date of re-entry upon the Premises by Landlord, as the case may be, adjusted to reflect any increase or decrease pursuant to the provisions of Article 28 hereof for the Comparison Year (as defined in said

Damages. In the event that this Lease is terminated(i) Damages payable by Licensee to ORBIMAGE: (A) Except as otherwise provided herein, the Tenant covenants to pay if prior to the Landlord forthwith on launch and initial of operations of the Landlord’s demandOrbView-3 System, as compensationLicensee terminates this Agreement for convenience or ORBIMAGE terminates this Agreement for breach by Licensee, an amount (the Lump Sum Payment) then Licensee shall pay damages to ORBIMAGE equal to the excess, if any, of the discounted present value of the total rent reserved for the remainder of the Term over the then discounted present fair rental value of the Premises for the remainder of the Term. In calculating the rent reserved, there shall be included, in addition to the Annual Fixed Rent and all Additional Rent, the value lesser of all other considerations agreed reasonable and documented costs incurred to be paid or performed date by ORBIMAGE under this Agreement and the Tenant over following amounts: $[Confidential Treatment Requested] if the remainder of Agreement is terminated before July 31, 1997; $[Confidential Treatment Requested] if the TermAgreement is terminated before January 31, 1998; $[Confidential Treatment Requested] if the Agreement is terminated before July 31, 1998; $[Confidential Treatment Requested] if the Agreement is terminated at any time after July 31, 1998. In calculating the amounts to be paid The $250,000 deposit provided by the Tenant under the foregoing covenant, the Tenant Licensee shall be credited with against any payments by Licensee under this subparagraph (A). (B) Except as otherwise provided herein, if following the net proceeds launch of the OrbView-3 System, Licensee terminates this Agreement for convenience or ORBIMAGE terminates this Agreement for breach by Licensee, then Licensee shall pay damages to ORBIMAGE in an amount equal to $[Confidential Treatment Requested] minus any rent obtained payments made to ORBIMAGE for OrbView-3 services through the date of termination. Nothing herein shall relieve Licensee of its obligation to pay all invoices that have been delivered, or obligations otherwise accrued, prior to such date of termination. (ii) Damages payable by reletting ORBIMAGE to Licensee: (A) Except as otherwise provided herein, if ORBIMAGE terminates this Agreement for convenience or Licensee terminates this Agreement for breach by ORBIMAGE, then ORBIMAGE shall pay damages to Licensee equal to the Premiseslesser of all reasonable and documented costs incurred to date by Licensee under this Agreement and the following amounts: $[Confidential Treatment Requested] if the Agreement is terminated before July 31, 1997; $[Confidential Treatment Requested] if the Agreement is terminated before January 31, 1998; $[Confidential Treatment Requested] if the Agreement is terminated before July 31, 1998; $[Confidential Treatment Requested] if the Agreement is terminated at any time after deducting all July 31, 1998. If the Landlord’s expenses in connection with such relettingAgreement is terminated pursuant to this Section 7(d)(ii)(A), includingORBIMAGE shall also refund to Licensee the $250,000 deposit. (iii) All payments for damages under this Section 7 shall be made within thirty (30) days of termination and may be conditioned upon the execution by both parties of a mutually acceptable release. (iv) Notwithstanding anything herein to the contrary, without limitationneither ORBIMAGE nor Licensee shall be liable to the other for any damages, all repossession expenses, costs, brokerage commissions, fees for legal services and expenses of preparing indemnification or otherwise in the Premises for such reletting and Landlord shall use commercially reasonable efforts event this Agreement is terminated pursuant to relet the Premises. The Landlord shall use commercially reasonable efforts to relet the PremisesSection 4(b)(i) or Section 4(b)(vi), or Section 5(e), except that ORBIMAGE shall refund all or any part or parts thereof, for a term or terms which may, at the Landlord’s option, exceed or be equal to or less than the period which would otherwise have constituted the balance portion of the Term, and may grant such concessions and free rent $250,000 that has not been applied against payment for the Licensee Ground Facility or the first year Guaranteed Amount as contemplated by Section 3(f) above. (v) In no event shall any liability of either party exceed the Landlord amounts provided for in its reasonable commercial judgment considers advisable or necessary to relet the same and shall make such alterations, repairs and improvements in the Premises as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same. No action of the Landlord in accordance with foregoing or failure to relet or to collect rent under reletting shall operate to release or reduce the Tenant’s liability except as provided herein. The Landlord shall be entitled to seek to rent other properties of the Landlord prior to reletting the Premisesthis Section 7 (d).

Damages. In None of (i) the event termination of this Master Lease, (ii) the repossession of the Leased Property (including any Capital Improvements to any Facility), (iii) the failure of Landlord to relet the Leased Property or any portion thereof, (iv) the reletting of all or any portion of the Leased Property, or (v) the inability of Landlord to collect or receive any rentals due upon any such reletting, shall relieve Tenant of its liabilities and obligations hereunder, all of which shall survive any such termination, repossession or reletting. Landlord and Tenant agree that Landlord shall have no obligation to mitigate Landlord’s damages under this Master Lease. If any such termination of this Master Lease is terminatedoccurs (whether or not Landlord terminates Tenant’s right to possession of the Leased Property), Tenant shall forthwith pay to Landlord all Rent due and payable under this Master Lease to and including the date of such termination. Thereafter: Tenant shall forthwith pay to Landlord, at Landlord’s option, as and for liquidated and agreed current damages for the occurrence of an Event of Default, either: (A) the sum of: (i) the worth at the time of award of the unpaid Rent which had been earned at the time of termination to the extent not previously paid by Tenant under this Section 16.3; (ii) the worth at the time of award of the amount by which the unpaid Rent which would have been earned after termination until the time of award exceeds the amount of such rental loss that Tenant proves could have been reasonably avoided; (iii) the worth at the time of award of the amount by which the unpaid Rent for the balance of the Term after the time of award exceeds the amount of such rental loss that Tenant proves could be reasonably avoided; plus (iv) any other amount necessary to compensate Landlord for all the detriment proximately caused by Tenant’s failure to perform its obligations under this Master Lease or which in the ordinary course of things would be likely to result therefrom. As used in clauses (i) and (ii) above, the Tenant covenants to pay to “worth at the Landlord forthwith on time of award” shall be computed by allowing interest at the Landlord’s demandOverdue Rate. As used in clause (iii) above, as compensation, an the “worth at the time of award” shall be computed by discounting such amount (at the Lump Sum Payment) equal to the excess, if any, discount rate of the discounted present value Federal Reserve Bank of New York at the time of award plus one percent (1%) and reducing such amount by the portion of the total rent reserved unpaid Rent that Tenant proves could be reasonably avoided. For purposes of determining the worth at the time of the award, Percentage Rent that would have been payable for the remainder of the Term over shall be deemed to be the greater of (y) the same as the Percentage Rent for the then discounted present fair rental value current Lease Year or, if not determinable, the immediately preceding Lease Year; and (z) such other amount as Landlord shall demonstrate could reasonably have been earned (assuming Net Revenues will have not been impacted by any of the Premises for conditions that contributed to the remainder Event of Default). or (B) if Landlord chooses not to terminate Tenant’s right to possession of the Term. In calculating Leased Property (whether or not Landlord terminates this Master Lease), each installment of said Rent and other sums payable by Tenant to Landlord under this Master Lease as the rent reservedsame becomes due and payable, there shall be includedtogether with interest at the Overdue Rate from the date when due until paid, in addition and Landlord may enforce, by action or otherwise, any other term or covenant of this Master Lease (and Landlord may at any time thereafter terminate Tenant’s right to possession of the Leased Property and seek damages under subparagraph (A) hereof, to the Annual Fixed Rent and all Additional Rent, the value of all other considerations agreed to be extent not already paid or performed for by the Tenant over the remainder of the Term. In calculating the amounts to be paid by the Tenant under the foregoing covenant, the Tenant shall be credited with the net proceeds of any rent obtained by reletting the Premises, after deducting all the Landlord’s expenses in connection with such reletting, including, without limitation, all repossession costs, brokerage commissions, fees for legal services and expenses of preparing the Premises for such reletting and Landlord shall use commercially reasonable efforts to relet the Premises. The Landlord shall use commercially reasonable efforts to relet the Premises, or any part or parts thereof, for a term or terms which may, at the Landlord’s option, exceed or be equal to or less than the period which would otherwise have constituted the balance of the Term, and may grant such concessions and free rent as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same and shall make such alterations, repairs and improvements in the Premises as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same. No action of the Landlord in accordance with foregoing or failure to relet or to collect rent under reletting shall operate to release or reduce the Tenant’s liability except as provided herein. The Landlord shall be entitled to seek to rent other properties of the Landlord prior to reletting the Premisesthis subparagraph (B)).

Damages. In the event that 27.01 If this Lease is terminatedterminated under the provisions of Article 25, or if Landlord shall re-enter the Demised Premises under the provisions of Article 26, or in the event of the termination of this Lease, or of re-entry, by or under any summary dispossess or other proceeding or action or any provision of law by reason of default hereunder on the part of Tenant, Tenant shall pay to Landlord as damages, the Tenant covenants to pay to the Landlord forthwith on the Landlord’s demand, as compensation, an amount (the Lump Sum Payment) equal to the excess, if any, of the discounted present value of the total rent reserved for the remainder of the Term over the then discounted present fair aggregate rental value of the Demised Premises for the remainder of the Term. In calculating the rent reservedsame period, there shall be included, in addition or sums equal to the Annual Fixed Rent and all the Additional RentRent (as above presumed) payable hereunder which would have been payable by Tenant had this Lease not so terminated, or had Landlord not so re-entered the value of all other considerations agreed to be paid Demised Premises, payable upon the due dates therefor specified herein following such termination or performed by such re- entry and until the Expiration Date; provided, however, that if Landlord shall relet the Demised Premises during said period, Landlord shall credit Tenant over the remainder of the Term. In calculating the amounts to be paid by the Tenant under the foregoing covenant, the Tenant shall be credited with the net proceeds rents received by Landlord from such reletting such net rents to be determined by first deducting from the gross rents as and when received by Landlord from such reletting any and all reasonable expenses incurred or paid by Landlord in terminating this Lease or in re-entering the Demised Premises and in securing possession thereof, as well as the reasonable expenses of reletting, including altering and preparing the Demised Premises for new tenants, but including brokers’ commissions, reasonable counsel fees and any other reasonable expenses properly chargeable against the Demised Premises and the rental therefrom; it being understood that any such reletting may be for a period shorter or longer than the remaining Term of this Lease; but in no event shall Tenant be entitled to receive any excess of such net rents over the sums payable by Tenant to Landlord hereunder, nor shall Tenant be entitled in any suit for the collection of damages pursuant to this Subsection to a credit in respect of any rent obtained by reletting the Premises, after deducting all the Landlord’s expenses in connection with such net rents from a reletting, includingexcept to the extent that such net rents are actually received by Landlord. If the Demised Premises or any part thereof should be relet in combination with other space, without limitation, all repossession costs, brokerage commissions, fees then proper apportionment on a square foot basis (for legal services and expenses equivalent space) shall be made of preparing the Premises for rent received from such reletting and of the expenses of reletting. Landlord shall use commercially reasonable efforts to relet the Premises. The mitigate any damages payable by Tenant provided that Landlord shall use commercially reasonable efforts not be required to enter into any lease where the fixed rent is less than the lesser of (i) fair market rental value of the Demised Premises along with all Additional Rent obligations under this Lease, or (ii) the Fixed Rent which otherwise would have been payable for the balance of the Term or Renewal Term along with all Additional Rent obligations under this Lease. If the Demised Premises or any part thereof be relet by Landlord for the Premisesunexpired portion of the Term of this Lease, or any part or parts thereof, before presentation of proof of such damages to any court, commission or tribunal, the amount of rent reserved upon such reletting shall, prima facie, be the fair and reasonable rental value for a the Demised Premises, or part thereof, so relet during the term of the reletting. 27.02 Suit or terms which maysuits for the recovery of such damages, or any installments thereof, may be brought by Landlord from time to time at its election, and nothing contained herein shall be deemed to require Landlord to postpone suit until the date when the Term of this Lease would have expired if it had not been so terminated under the provisions of Article 25, or under any provision of law, or had Landlord not re-entered the Demised Premises. Nothing herein contained shall be construed to limit or preclude recovery by Landlord against Tenant of any sums or damages to which, in addition to the damages particularly provided above, Landlord may lawfully be entitled by reason of any default hereunder on the part of Tenant. Nothing herein contained shall be construed to limit or prejudice the right of Landlord to prove for and obtain as liquidated damages by reason of the termination of this Lease or re-entry on the Demised Premises for the default of Tenant under this Lease, an amount equal to the maximum allowed by any statute or rule of law in effect at the Landlord’s optiontime when, exceed and governing the proceedings in which, such damages are to be proved whether or not such amount be greater, equal to to, or less than the period which would otherwise have constituted the balance any of the Term, and may grant such concessions and free rent as the Landlord sums referred to in its reasonable commercial judgment considers advisable or necessary to relet the same and shall make such alterations, repairs and improvements in the Premises as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same. No action of the Landlord in accordance with foregoing or failure to relet or to collect rent under reletting shall operate to release or reduce the Tenant’s liability except as provided herein. The Landlord shall be entitled to seek to rent other properties of the Landlord prior to reletting the PremisesSection 27.01.

Damages. In If Landlord terminates the event that right of Tenant to possession of the Premises without terminating this Lease, such termination of possession shall not release Tenant, in whole or in part, from Tenant’s obligation to pay the Rent hereunder for the full stated Term, and Landlord shall have the right to the immediate recovery of all such amounts. Alternatively, at Landlord’s option, Landlord shall have the right, from time to time, to recover from Tenant, and Tenant shall remain liable for, all Base Rent and Adjustments and any other sums then due under this Lease is terminatedduring the period from the date of such notice or termination of possession to the end of the Term. Landlord may file suit from time to time to recover any such sums and no suit or recovery by Landlord of any such sums or portion thereof shall be a defense to any subsequent suit brought for any other sums due under this Lease. Alternatively, if Landlord elects to terminate this Lease, Landlord shall be entitled to recover from Tenant all Base Rent and Adjustments accrued and unpaid for the period up to and including such termination date, as well as all other additional sums payable by Tenant hereunder. In addition, Landlord shall be entitled to recover, as damages for loss of the benefit of its bargain and not as a penalty, the Tenant covenants sum of (x) the unamortized cost to pay to Landlord, computed and determined in accordance with generally accepted accounting principles, of any tenant improvements provided by Landlord at its expense, (y) the Landlord forthwith on aggregate sum which at the Landlord’s demand, as compensation, an amount (the Lump Sum Payment) equal to time of such termination represents the excess, if any, of or the discounted present value of the total rent reserved aggregate Base Rent and Adjustments (as reasonably estimated by Landlord) for the remainder of the Term over the then discounted present value of the then aggregate fair rental value of the Premises for the remainder of the Term. In calculating the rent reserved, there shall be included, in addition to the Annual Fixed Rent and all Additional Rent, the value of all other considerations agreed to be paid or performed by the Tenant over the remainder of the Term. In calculating the amounts to be paid by the Tenant under the foregoing covenant, the Tenant shall be credited with the net proceeds of any rent obtained by reletting the Premises, after deducting all the Landlord’s expenses in connection with such reletting, including, without limitation, all repossession costs, brokerage commissions, fees for legal services and expenses of preparing the Premises for such reletting and Landlord shall use commercially reasonable efforts to relet the Premises. The Landlord shall use commercially reasonable efforts to relet the Premises, or any part or parts thereof, for a term or terms which may, at the Landlord’s option, exceed or be equal to or less than the period which would otherwise have constituted the balance of the Term, immediately prior to such termination, such present worth to be computed in each case on the basis of a six percent (6%) per annum discount from the respective dates upon which rentals would have been payable hereunder had the Term not been terminated, and may grant such concessions (z) any damages in addition thereto, including reasonable attorneys’ fees and free rent as the court costs, which Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same and shall make such alterations, repairs and improvements in the Premises as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same. No action have sustained by reason of the Landlord in accordance with foregoing or failure to relet or to collect rent under reletting shall operate to release or reduce the Tenant’s liability except as provided herein. The Landlord shall be entitled to seek to rent other properties breach of any of the Landlord prior to reletting covenants of this Lease other than for the Premisespayment of Rent.

Damages. In the event that 27.01 If this Lease is terminatedterminated under the provisions of Article 25, or if Landlord shall re-enter the Demised Premises under the provisions of Article 26, or in the event of the termination of this Lease, or of re-entry, by or under any summary dispossess or other proceeding or action or any provision of law by reason of default hereunder on the part of Tenant, tenant shall pay to Landlord as damages, the Tenant covenants to pay to the Landlord forthwith on the Landlord’s demand, as compensation, an amount (the Lump Sum Payment) equal to the excess, if any, of the discounted present value of the total rent reserved for the remainder of the Term over the then discounted present fair aggregate rental value of the Demised Premises for the remainder of the Term. In calculating the rent reservedsame period, there shall be included, in addition or sums equal to the Annual Fixed Rent and all the Additional RentRent (as above presumed) payable hereunder which would have been payable by Tenant had this Lease not so terminated, or had Landlord not so re-entered the value of all other considerations agreed to be paid Demised Premises, payable upon the due dates therefor specified herein following such termination or performed by such re-entry and until the Expiration Date; provided, however, that if Landlord shall relet the Demised Premises during said period, Landlord shall credit Tenant over the remainder of the Term. In calculating the amounts to be paid by the Tenant under the foregoing covenant, the Tenant shall be credited with the net proceeds rents received by Landlord from such reletting such net rents to be determined by first deducting from the gross rents as and when received by Landlord from such reletting any and all reasonable expenses incurred or paid by Landlord in terminating this Lease or in re-entering the Demised Premises and in securing possession thereof, as well as the reasonable expenses of reletting, including altering and preparing the Demised Premises for new tenants, but including brokers’ commissions, reasonable counsel fees and all other reasonable expenses properly chargeable against the Demised Premises and the rental therefrom; it being understood that any such reletting may be for a period shorter or longer than the remaining Term of this Lease; but in no event shall Tenant be entitled to receive any excess of such net rents over the sums payable by Tenant to Landlord hereunder, nor shall Tenant be entitled in any suit for the collection of damages pursuant to this Subsection to a credit in respect of any rent obtained by reletting the Premises, after deducting all the Landlord’s expenses in connection with such net rents from a reletting, includingexcept to the extent that such net rents are actually received by Landlord. If the Demised Premises or any part thereof should be relet in combination with other space, without limitation, all repossession costs, brokerage commissions, fees then proper appointment on a square foot basis (for legal services and expenses equivalent space) shall be made of preparing the Premises for rent received from such reletting and of the expenses of reletting. Landlord shall use commercially reasonable efforts to relet the Premises. The mitigate any damages payable by Tenant provided that Landlord shall use commercially reasonable efforts not be required to enter into any lease where the fixed rent is less than the lesser of (i) fair market rental value of the Demised Premises along with all Additional Rent obligations under this Lease, or (ii) the Fixed Rent which otherwise would have been payable for the balance of the Term or Renewal Term along with all Additional Rent obligations under this Lease. If the Demised Premises or any part thereof be relet by Landlord for the Premisesunexpired portion of the Term of this Lease, or any part or parts thereof, before presentation of proof of such damages to any court, commission or tribunal, the amount of rent reserved upon such reletting shall, prima facie, be the fair and reasonable rental value for a the Demised Premises, or part thereof, so relet during the term of the reletting. 27.02 Suit or terms which maysuits for the recovery of such damages, or any installments thereof, may be brought by Landlord from time to time at its election, and nothing contained herein shall be deemed to require Landlord to postpone suit until the date when the Term of this Lease would have expired if it had not been so terminated under the provisions of Article 25, or under any provision of law, or had Landlord not re-entered the Demised Premises. Nothing herein contained shall be construed to limit or preclude recovery by Landlord against Tenant of any sums or damages to which, in addition to the damages particularly provided above, Landlord may lawfully be entitled by reason of any default hereunder on the part of Tenant. Nothing herein contained shall be construed to limit or prejudice the right of Landlord to provide for and obtain as liquidated damages by reason of the termination of this Lease or re-entry on the Demised Premises for the default of Tenant under this Lease, an amount equal to the maximum allowed by any statute or rule of law in effect at the Landlord’s optiontime when, exceed and governing the proceedings in which, such damages are to be proved whether or not such amount be greater, equal to to, or less than the period which would otherwise have constituted the balance any of the Term, and may grant such concessions and free rent as the Landlord sums referred to in its reasonable commercial judgment considers advisable or necessary to relet the same and shall make such alterations, repairs and improvements in the Premises as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same. No action of the Landlord in accordance with foregoing or failure to relet or to collect rent under reletting shall operate to release or reduce the Tenant’s liability except as provided herein. The Landlord shall be entitled to seek to rent other properties of the Landlord prior to reletting the PremisesSection 27.01.

Damages. In the event that (1) If this Lease is terminatedand the Term shall expire and come to an end as provided in Article 15, or by or under any summary proceeding or any other action or proceeding, or if Landlord shall re-enter the Premises as provided in Subsection A of this Article, or by or under any summary proceeding or any other action or proceeding, then, in any of said events: (a) Tenant covenants to shall pay to Landlord all Rent, Additional Rent and other charges payable under this Lease by Tenant to Landlord to the Landlord forthwith on date upon which this Lease and the Term shall have expired and come to an end or to the date of re-entry upon the Premises by Landlord’s demand, as compensationthe case may be; (b) Tenant also shall be liable for and shall pay to Landlord, an amount as damages, any deficiency (referred to as “Deficiency”) between the Lump Sum Payment) equal to Rent reserved in this Lease for the excessperiod which otherwise would have constituted the unexpired portion of the Term and the net amount, if any, of the discounted present value of the total rent reserved for the remainder of the Term over the then discounted present fair rental value of the Premises for the remainder of the Term. In calculating the rent reserved, there shall be included, in addition rents collected under any reletting effected pursuant to the Annual Fixed Rent and provisions of Subsection A(1) of this Article for any part of such period (first deducting from the rents collected under any such reletting all Additional Rent, the value of all other considerations agreed to be paid or performed by the Tenant over the remainder of the Term. In calculating the amounts to be paid by the Tenant under the foregoing covenant, the Tenant shall be credited with the net proceeds of any rent obtained by reletting the Premises, after deducting all the Landlord’s expenses in connection with the termination of this Lease, or Landlord’s reentry upon the Premises and with such reletting, reletting including, without limitationbut not limited to, all repossession costs, brokerage commissions, legal expenses, attorneys’ fees for legal services and disbursements, alteration costs and other expenses of preparing the Premises for such reletting and reletting); any such Deficiency shall be paid in monthly installments by Tenant on the days specified in this Lease for payment of installments of Rent, Landlord shall use commercially reasonable efforts be entitled to relet recover from Tenant each monthly Deficiency as the Premises. The same shall arise, and no suit to collect the amount of the Deficiency for any month shall prejudice Landlord’s right to collect the Deficiency for any subsequent month by a similar proceeding; and (c) whether or not Landlord shall use commercially have collected any monthly Deficiencies as aforesaid, Landlord shall be entitled to recover from Tenant, and Tenant shall pay to Landlord, on demand, in lieu of any further Deficiencies as and for liquidated and agreed final damages, a sum equal to the amount by which the Rent reserved in this Lease for the period which otherwise would have constituted the unexpired portion of the Term exceeds the then fair and reasonable efforts rental value of the Premises for the same period (which amounts shall first be discounted to relet present value at an annual rate of four (4%) percent), less the aggregate amount of Deficiencies theretofore collected by Landlord pursuant to the provisions of Subsection B(1)(b) of this Article for the same period; if, before presentation of proof of such liquidated damages to any court, commission or tribunal, the Premises, or any part or parts thereof, shall have been relet by Landlord for a term or terms which may, at the Landlord’s option, exceed or be equal to or less than the period which otherwise would otherwise have constituted the balance unexpired portion of the Term, or any part thereof, the amount of rent reserved upon such reletting shall be deemed, prima facie, to be the fair and may grant such concessions and free rent as reasonable rental value for the Landlord in its reasonable commercial judgment considers advisable part or necessary to the whole of the Premises so relet during the same and term of the reletting. (2) If the Premises, or any part thereof, shall make such alterations, repairs and improvements be relet together with other space in the Premises as Building, the Landlord in its reasonable commercial judgment considers advisable rents collected or necessary to relet reserved under any such reletting and the same. No action expenses of the Landlord in accordance with foregoing or failure to relet or to collect rent under any such reletting shall operate to release or reduce be equitably apportioned for the Tenant’s liability except as provided herein. The Landlord purposes of this Subsection B. Tenant shall in no event be entitled to seek any rents collected or payable under any reletting, whether or not such rents shall exceed the Rent reserved in this Lease. Solely for the purposes of this Article, the term “Rent” as used in Subsection B(1) of this Article shall mean the Rent in effect immediately prior to rent other properties the date upon which this Lease and the Term shall have expired and come to an end, or the date of re-entry upon the Premises by Landlord, as the case may be, adjusted to reflect any increase or decrease pursuant to the provisions of Article 3 hereof for the Comparison Year immediately preceding such event. Nothing contained in Article 15 or this Article shall be deemed to limit or preclude the recovery by Landlord from Tenant of the maximum amount allowed to be obtained as damages by any statute or rule of law, or of any sums or damages to which Landlord prior may be entitled in addition to reletting the Premisesdamages set forth in Subsection B(1) of this Article.

Damages. In the event that 22.1 If this Lease is terminatedterminated under the provisions of Article 20, and/or if Landlord re-enters the Premises under the provisions of Article 21, or in the event of the termination of this Lease, and/or of re-entry, by or under any summary dispossess or other proceeding or action or any provision of law by reason of default hereunder on the part of Tenant, (i) Tenant covenants to shall pay to the Landlord forthwith on the Landlord’s demand, as compensation, an amount (the Lump Sum Payment) equal all items of Rent payable under this Lease by Tenant prior to the excessdate of termination; (ii) Landlord may retain all monies, if any, paid by Tenant to Landlord, whether as prepaid Rent, a security deposit or otherwise, which monies, to the extent not otherwise applied to amounts due and owing to Landlord, shall be credited by Landlord against any damages payable by Tenant to Landlord; and (iii) Tenant shall pay to Landlord as damages, in monthly installments, on the days specified in this Lease for payment of installments of Base Rent, and/or any Deficiency (as defined herein); it being understood that Landlord shall be entitled to recover the Deficiency from Tenant each month as the same shall arise, and no suit to collect the amount of the discounted present value Deficiency for any month, shall prejudice Landlord’s right to collect the Deficiency for any subsequent month by a similar proceeding. 22.2 Whether or not Landlord shall have collected any monthly Deficiency, Tenant shall pay to Landlord, on demand, in lieu of any further Deficiency and as liquidated and agreed final damages, a sum equal to the total rent reserved amount by which the Base Rent and Additional Rent for the remainder period which otherwise would have constituted the unexpired portion of the Term over (assuming the Additional Rent during such period to be the same as was payable for the year immediately preceding such termination or re-entry, increased in each succeeding year by three and seventy-five hundredths percent (3.75%) (on a compounded basis)) exceeds the then discounted present fair rental value Fair Market Rent (determined in the manner provided in Article 32 of the Premises for the remainder this Lease) of the Term. In calculating the rent reserved, there shall be included, in addition to the Annual Fixed Rent and all Additional Rent, the value of all other considerations agreed to be paid or performed by the Tenant over the remainder of the Term. In calculating the amounts to be paid by the Tenant under the foregoing covenant, the Tenant shall be credited with the net proceeds of any rent obtained by reletting the Premises, after deducting all for the Landlord’s expenses in connection same period (with both amounts being discounted to present value at a rate of interest equal to the then base rate) less the aggregate amount of Deficiencies, if any, theretofore collected by Landlord for the same period. If, before presentation of proof of such relettingdamages to any court, includingcommission or tribunal, without limitation, all repossession costs, brokerage commissions, fees for legal services and expenses of preparing the Premises for such reletting and Landlord shall use commercially reasonable efforts to relet the Premises. The Landlord shall use commercially reasonable efforts to relet the Premises, or any part or parts thereof, shall have been relet by Landlord to an unaffiliated and independent third party, in an arm’s length transaction, for a term or terms which may, at the Landlord’s option, exceed or be equal to or less than the period which otherwise would otherwise have constituted the balance unexpired portion of the Term, or any part thereof, the amount of rent reserved upon such reletting shall be deemed prima facie to be the fair and reasonable rental value for the part or the whole of the Premises so relet during the term of the reletting. 22.3 Landlord shall have the right, but not the obligation, to relet the Premises or any part thereof at such rental or rentals and upon such other terms and conditions, which may grant such include concessions and free rent periods, as the Landlord Landlord, in its reasonable commercial judgment considers advisable sole discretion, shall determine. Landlord shall not be liable in any way for its failure or necessary refusal to relet the same and shall make such alterationsPremises or any part thereof, repairs and improvements in or if the Premises as or any part thereof is relet, for its failure to collect the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same. No action of the Landlord in accordance with foregoing rent under such reletting, and no such refusal or failure to relet or failure to collect rent under reletting shall operate to release or reduce the affect Tenant’s liability except for damages or otherwise under this Lease, provided that any such failure to collect is not the result of intentional conduct in order to evade any credit otherwise due to Tenant hereunder. 22.4 Suit or suits for the recovery of such damages, or any installments thereof, may be brought by Landlord from time to time at its election, and nothing contained herein shall be deemed to require Landlord to postpone suit until the date when the Term would have expired if this Lease had not so terminated or had Landlord not so re-entered the Premises. Nothing herein contained shall be construed to limit or preclude recovery by Landlord against Tenant of any sums or damages to which, in addition to the damages particularly provided above, Landlord may lawfully be entitled by reason of any default of Tenant hereunder. Nothing herein contained shall be construed to limit or prejudice the right of Landlord to prove for and obtain as damages by reason of the termination of this Lease or re-entry on the Premises for the default of Tenant under this Lease an amount equal to the maximum allowed by any statute or rule of law in effect at the time when, and governing the proceedings in which, such damages are to be proved whether or not such amount is greater than, equal to, or less than any of the sums referred to in Section 22.1 of this Lease. Except as provided herein. The Landlord in Section 19.2 of this Lease, in no event shall either party be entitled to seek to rent other properties consequential or special damages as a result of the Landlord prior to reletting the Premisesany breach or default hereunder.

Damages. In the event that (a) If this Lease is terminatedterminated by the Landlord pursuant to subsection 17.2, the Tenant covenants nevertheless shall remain liable for any Rent and damages which may be due or sustained prior to pay to the Landlord forthwith on the Landlord’s demandsuch termination, as compensationwell as all reasonable costs, an amount (the Lump Sum Payment) equal to the excess, if any, of the discounted present value of the total rent reserved for the remainder of the Term over the then discounted present fair rental value of the Premises for the remainder of the Term. In calculating the rent reserved, there shall be included, in addition to the Annual Fixed Rent fees and all Additional Rent, the value of all other considerations agreed to be paid or performed by the Tenant over the remainder of the Term. In calculating the amounts to be paid by the Tenant under the foregoing covenant, the Tenant shall be credited with the net proceeds of any rent obtained by reletting the Premises, after deducting all the Landlord’s expenses in connection with such relettingexpenses, including, without limitation, sheriffs’ or other officers’ commissions whether chargeable to the Landlord or the Tenant, watchmen’s wages, brokers’ and attorneys’ fees, and repair and renovation costs incurred by the Landlord in pursuit of its remedies hereunder, and/or in connection with any bankruptcy proceedings of the Tenant, and/or in connection with renting the Premises to others from time to time (all repossession such Rent, damages, costs, brokerage commissions, fees for legal services and expenses being referred to herein as “Termination Damages”), plus additional damages for all Rent treated as in arrears (“Liquidated Damages”). At the election of preparing the Landlord, Termination Damages shall be an amount equal to either: (i) the Rent which, but for the termination of this Lease, would have become due during the remainder of the Term, less the amount or amounts of rent, if any, which the Landlord receives during such period from others to whom the Premises may be rented (other than any additional rent received by the Landlord as a result of any failure of such other person to perform any of its obligations to the Landlord), in which case Termination Damages shall be computed and payable in monthly installments, in advance, on the first business day of each calendar month following the termination of this Lease and shall continue until the date on which the Term would have expired but for such reletting termination, and any action or suit brought to collect any such Termination Damages for any month shall not in any manner prejudice the right of the Landlord to collect any Termination Damages for any subsequent months by similar proceeding; or (ii) the present worth (as of the date of such termination) of the Rent which, but for the termination of this Lease, would have become due during the remainder of the Term, less the fair rental value of the Premises, as determined by an independent real estate appraiser or broker selected by the Landlord, in which case such Termination Damages shall be payable to the Landlord in one lump sum on demand, and shall bear interest at the Default Rate. “Present worth” shall be computed by discounting such amount to present worth at a rate equal to one percentage point above the discount rate then in effect at the Federal Reserve Bank. (b) Notwithstanding anything to the contrary set forth in this subsection 17.3, in the event (i) the Landlord must initiate legal action to enforce any one or more of the provisions of this Lease against the Tenant, its successors or assigns, or (ii) the Landlord must consult with and/or engage an attorney(s) in order (A) to enforce any one or more of the provisions of this Lease against the Tenant, its successors or assigns, or (B) in connection with any bankruptcy proceeding of the Tenant, whether or not such consultation and/or engagement results in the initiation of any judicial action or termination of this Lease, then and in any of such events, the Tenant, its successors and assigns, undertakes and agrees to pay any and all reasonable costs incurred by the Landlord in connection therewith, including, by way of illustration and not of limitation, all reasonable attorneys’ fees (inclusive of consultation fees, research costs and correspondence fees), court costs (if awarded post-judgment) and any similar professional fees or costs associated therewith. If Tenant is in default under this Lease and has vacated the Premises, and if Landlord has terminated this Lease as a result of such default, then Landlord shall thereafter use commercially reasonable efforts to relet the Premises. The Landlord shall use commercially reasonable efforts to relet the Premises; provided, or any part or parts thereofhowever, for a term or terms which may, at the that Tenant understands and agrees that Landlord’s option, exceed or main priority will be equal to or less than the period which would otherwise have constituted leasing of other space in the balance Building (and not then leased by Landlord) and the reletting of the Term, and may grant such concessions and free rent as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same and shall make such alterations, repairs and improvements in the Premises as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same. No action will be of the Landlord in accordance with foregoing or failure to relet or to collect rent under reletting shall operate to release or reduce the Tenant’s liability except as provided herein. The Landlord shall be entitled to seek to rent other properties of the Landlord prior to reletting the Premiseslower priority.

Damages. In the event that 26.01. If this Lease is terminatedterminated under the provisions of Article 24, or if Landlord shall re-enter the Demised Premises under the provisions of Article 25, or in the event of the termination of this Lease, or of re-entry, by or under any summary dispossess or other proceeding or action of any provision of law by reason of an Event of Default hereunder on the part of Tenant, Tenant covenants to shall pay to the Landlord forthwith on the Landlord’s demand, as compensationin a lump sum, an amount (the Lump Sum Payment) equal to the excess, if any, of the discounted present value of the total rent reserved Fixed Base Rent and Additional Rent payable hereunder which would have been payable by Tenant for the remainder of the Term had this Lease not so terminated, or had Landlord not so re-entered the Demised Premises, discounted to present value at the rate of four percent (4%) per annum; provided, however, that if Landlord shall relet the Demised Premises during said period, Landlord shall credit Tenant with the net rents (including additional rent) received by Landlord from such reletting, such net rents to be determined by first deducting from the gross rents as and when received by Landlord from such reletting, the expenses incurred or paid by Landlord in terminating this Lease or in re-entering the Demised Premises and in securing possession thereof, as well as the expenses of reletting, including altering and preparing the Demised Premises for new tenants, brokers’ commissions, and all other expenses properly chargeable against the Demised Premises and the rental therefrom; it being understood that any such reletting may be for a period shorter or longer than the remaining term of this Lease; but in no event shall Tenant be entitled to receive any excess of such net rents over the sums payable by Tenant to Landlord hereunder, nor shall Tenant be entitled in any suit for the collection of damages pursuant to this Subsection to a credit in respect of any net rents from a reletting, except to the extent that such net rents are actually received by Landlord. If the Demised Premises or any part thereof should be relet in combination with other space, then discounted present fair rental value proper apportionment on a square foot basis shall be made of the Premises rent received from such reletting and of the expenses of reletting. 26.02. Suit or suits for the remainder recovery of the Term. In calculating the rent reservedsuch damages, there or any installments thereof, may be brought by Landlord from time to time at its election, and nothing contained herein shall be includeddeemed to require Landlord to postpone suit until the date when the term of this Lease would have expired if it had not been so terminated under the provisions of Article 24, or under any provision of law, or had Landlord not re-entered the Demised Premises. Nothing herein contained shall be construed to limit or preclude recovery by Landlord against Tenant of any sums or damages to which, in addition to the Annual Fixed Rent damages particularly provided above, Landlord may lawfully be entitled by reason of any Event of Default hereunder on the part of Tenant. 26.03. In addition to the foregoing and without regard to whether this Lease is terminated, if an Event of Default occurs then Tenant shall pay to Landlord upon demand, all Additional Rentcosts and expenses incurred by Landlord, the value of including reasonable attorney’s fees, with respect to any lawsuit instituted or any action taken by Landlord to enforce all other considerations agreed to be paid or performed by the Tenant over the remainder any of the Termprovisions of this Lease after such Event of Default. 26.04. In calculating If an Event of Default occurs which results in Landlord's recovering possession of the amounts to be paid by the Tenant under the foregoing covenant, the Tenant shall be credited with the net proceeds of any rent obtained by reletting the Demised Premises, after deducting all the Landlord’s expenses in connection with such reletting, including, without limitation, all repossession costs, brokerage commissions, fees for legal services and expenses of preparing the Premises for such reletting and Landlord shall use utilize commercially reasonable efforts to mitigate its damages. Landlord may relet the Premises. The Landlord shall use commercially reasonable efforts to relet the Premises, Demised Premises or any part or parts thereof, portion thereof for a such term or terms (which may, at the Landlord’s option, exceed or may be equal to greater or less than the period which would otherwise have constituted the balance of the TermTerm of this Lease) and on such conditions (which may include concessions or free rent and alterations to the Premises) as Landlord, in its commercially reasonable discretion, may determine; provided, however, that Landlord shall be under no obligation whatsoever to (i) prefer the Demised Premises over any other space in the Building or other properties in the geographic area owned by Landlord or its affiliates which is then available or is expected to become available within the following six (6) months; (ii) accept any lease on terms materially less favorable to Landlord than those contained herein; (iii) accept any lease proposal for less than the then current fair rental value of the Demised Premises, as reasonably determined by Landlord; or (iv) accept any lease with a tenant unless such tenant will be obligated to use the Demised Premises for a use that will not detract from, and may grant such concessions and free rent will maintain, the reputation of the Building, as the determined in Landlord’s sole discretion. Landlord shall in its reasonable commercial judgment considers advisable no way be responsible or necessary liable for any failure to relet the same and shall make such alterationsDemised Premises or any part thereof, repairs and improvements in the Premises as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same. No action of the Landlord in accordance with foregoing or for any failure to relet or collect any rent due upon such reletting. Landlord need not give Tenant notice of reletting prior to collect rent under reletting shall operate such reletting. 26.05. Landlord waives the right to release or reduce the assert any statutory liens against Tenant’s liability except as provided hereinproperty. 26.06. The Landlord This Article 26 shall be entitled to seek to rent other properties survive the termination of the Landlord prior to reletting the Premisesthis Lease.

Damages. In the event that If this Lease is terminatedterminated by Landlord pursuant to Section 21, Tenant shall, nevertheless, remain liable for all rent and damages which may be due or sustained prior to such termination, and all reasonable costs, fees and expenses including, but not limited to, attorneys’ fees, costs and expenses incurred by Landlord in pursuit of its remedies hereunder, or in renting the Tenant covenants Premises to pay others from time to time and additional damages (the Landlord forthwith on the Landlord’s demand“Liquidated Damages”), as compensation, which shall be an amount (the Lump Sum Payment) equal to the excess, if any, of the discounted present value of the total rent reserved which, but for the remainder termination of the Term over the then discounted present fair rental value of the Premises for this Lease, would have become due during the remainder of the Term. In calculating , less the amount of rent, if any, which Landlord shall receive during such period from others to whom the Premises may be rented (other than any additional rent reservedreceived by Landlord as a result of any failure of such other person to perform any of its obligations to Landlord), there in which case such Liquidated Damages shall be includedcomputed and payable in monthly installments, in addition to advance on the Annual Fixed Rent and all Additional Rent, the value first day of all other considerations agreed to be paid or performed by the Tenant over the remainder each calendar month following termination of the TermLease and continuing until the date on which the Term would have expired but for such termination, and any suit or action brought to collect any such Liquidated Damages for any month shall not in any manner prejudice the right of Landlord to collect any Liquidated Damages for any subsequent month by a similar proceeding. In calculating the amounts If this Lease is terminated pursuant to be paid by the Tenant under the foregoing covenantSection 21, the Tenant shall be credited with the net proceeds of any rent obtained by reletting the Premises, after deducting all the Landlord’s expenses in connection with such reletting, including, without limitation, all repossession costs, brokerage commissions, fees for legal services and expenses of preparing Landlord may relet the Premises for such reletting and Landlord shall use commercially reasonable efforts to relet the Premises. The Landlord shall use commercially reasonable efforts to relet the Premises, or any part or parts thereof, alone or together with other premises, for a term or terms such term(s) which may, at the Landlord’s option, exceed or may be equal to greater or less than the period which otherwise would otherwise have constituted the balance of the TermTerm and on such terms and conditions (which may include concessions, and may grant such concessions and free rent and/or alterations of the Premises) as the Landlord Landlord, in its reasonable commercial judgment considers advisable or necessary sole discretion, may determine, but Landlord shall not be liable for, nor shall Tenant’s obligations hereunder be diminished by reason of, any failure by Landlord to relet the same and shall make such alterations, repairs and improvements in the Premises as the or any failure by Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same. No action of the Landlord in accordance with foregoing or failure to relet or to collect any rent under reletting shall operate to release or reduce the Tenant’s liability except as provided herein. The Landlord shall be entitled to seek to rent other properties of the Landlord prior to reletting the Premisesdue upon such reletting.

Damages. Neither the termination of this Agreement, the repossession of the Leased Property, the failure of Landlord to relet the Leased Property, nor the reletting of all or any portion thereof, shall relieve Tenant of its liability and obligations hereunder, all of which shall survive any such termination, repossession or reletting to the maximum extent permitted by law. In the event that this Lease is terminatedof any such termination, the Tenant covenants to shall forthwith pay to the Landlord forthwith on the Landlord’s demand, as compensation, an amount (the Lump Sum Payment) equal all Rent due and payable with respect to the excess, if any, Leased Property to and including the date of the discounted present value of the total rent reserved for the remainder of the Term over the then discounted present fair rental value of the Premises for the remainder of the Termsuch termination. In calculating the rent reservedaddition, there shall be included, in addition to the Annual Fixed Rent and all Additional Rent, the value of all other considerations agreed to be paid or performed by the Tenant over the remainder of the Term. In calculating the amounts to be paid by the Tenant under the foregoing covenant, the Tenant shall be credited with the net proceeds of any rent obtained by reletting the Premises, after deducting all the forthwith pay to Landlord’s expenses in connection with such reletting, including, without limitation, all repossession costs, brokerage commissions, fees for legal services and expenses of preparing the Premises for such reletting and Landlord shall use commercially reasonable efforts to relet the Premises. The Landlord shall use commercially reasonable efforts to relet the Premises, or any part or parts thereof, for a term or terms which may, at the Landlord’s option, exceed as and for liquidated and agreed current damages for Tenant’s default, either: (a) Without duplication of payments pursuant to Section 3.5, without termination of Tenant’s rights to possession of the Leased Property, each installment of Rent and other sums payable to Tenant by Landlord under this Agreement as the same becomes due and payable, which Rent and other sums shall bear interest at the Interest Rate from the date due until paid or be equal to otherwise discharged, and Landlord may enforce, by action or less than otherwise, any other tem or covenant of this Agreement; or (b) the period sum of: (i) the unpaid Rent which would otherwise have constituted had been earned at the time of termination, repossession or reletting, and (ii) the worth at the time of termination, repossession or reletting of the amount by which the unpaid Rent for the balance of the TermTerm after the time of termination, repossession or reletting, exceeds the amount of such rental loss that Tenant proves could be reasonably avoided and may grant such concessions as reduced for rentals received after the time of termination, repossession or reletting, if and free rent as to the Landlord in its reasonable commercial judgment considers advisable or extent required by applicable law, and (iii) any other amount necessary to relet compensate Landlord for all the same and shall make such alterations, repairs and improvements detriment proximately caused by Tenant’s failure to perform its obligations under this Agreement or which in the Premises as ordinary course of things, would be likely to result therefrom. The worth at the Landlord in its reasonable commercial judgment considers advisable time of termination, repossession or necessary to relet the same. No action reletting of the Landlord amount referred to in accordance with foregoing or failure to relet or to collect rent under reletting shall operate to release or reduce subparagraph (ii) is computed by discounting such amount at the Tenant’s liability except as provided herein. The Landlord shall be entitled to seek to rent other properties discount rate of the Landlord prior to reletting Federal Reserve Bank of New York at the Premisestime of award plus 1%.

Damages. In the event that this Lease is terminated, the Tenant covenants to pay to the Landlord forthwith on punctually all the sums (“Periodic Payments”) and perform all the obligations which the Tenant covenants in this Lease to pay and to perform in the same manner and to the same extent and at the same time as if this Lease had not been terminated, and all of the Landlord’s demandexpenses in connection with reletting the Premises including, without limitation, all repossession costs, brokerage commissions, fees for legal services and expenses of preparing the Premises for such reletting. However, the Landlord may elect, at any time, to demand in lieu of any further obligations to make Periodic Payments, and payments on account of the Landlord’s reletting costs thereafter accruing, as compensation, an amount (the “Lump Sum Payment”) equal to the excess, if any, of the discounted present value of the total rent reserved for the then remainder of the Term over the then discounted present fair rental value of the Premises for the then remainder of the Term. The discount rate for calculating such sum shall be the then current rate of United States Treasury securities having a maturity date as close as possible to the end of the Term (had the Lease not been terminated). In calculating the rent reserved, there shall be included, in addition to the Annual Fixed Rent and all Additional Rent, the value of all other considerations agreed to be paid or performed by the Tenant over the remainder of the Term. In calculating the amounts Periodic Payments to be paid made by the Tenant under the foregoing covenant, the Tenant shall be credited with the net proceeds of any rent obtained by reletting the Premises, after deducting all the Landlord’s expenses in connection with such reletting, including, without limitation, all repossession costs, brokerage commissions, fees for legal services and expenses of preparing the Premises for such reletting and Landlord shall use commercially reasonable efforts to relet the Premisesreletting. The Landlord shall use commercially reasonable efforts to may (i) relet the Premises, or any part or parts thereof, for a term or terms which may, at the Landlord’s option, exceed or be equal to or less than the period which would otherwise have constituted the balance of the Term, and may grant such concessions and free rent as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same and shall (ii) make such alterations, repairs and improvements in the Premises as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same. No action of the Landlord in accordance with foregoing or failure to relet or to collect rent under under-reletting shall operate to release or reduce the Tenant’s liability except as provided hereinliability. The Landlord shall be entitled to seek to rent other properties of the Landlord prior to reletting the Premises. Notwithstanding the foregoing, the Landlord shall offer such Premises to lease in the same manner as the Landlord offers other vacant space for lease in University Park.

Damages. In the event of any such Default by Tenant, then in addition to any other remedies available to Landlord at law or in equity, Landlord shall have the immediate option to terminate this Lease and all rights of Tenant hereunder by giving written notice to such intention to terminate. In the event that Landlord shall elect to so terminate this Lease is terminated, then Landlord may recover from Tenant: i. the Tenant covenants to pay to worth at the Landlord forthwith on time of award of any unpaid Rent which has been earned at the Landlord’s demand, as compensation, an amount (time of such termination; plus ii. the Lump Sum Payment) equal to worth at the excess, if any, time of award of the discounted present value amount by which the unpaid Rent which would have been earned after termination until the time or award exceeds the amount of such rental loss Tenant proves could have been reasonably avoided; plus iii. the worth at the time of award of the total rent reserved amount by which the unpaid Rent for the remainder balance of the Term over after the then discounted present fair time of award exceeds the amount of such rental value loss that Tenant proves could be reasonably avoided; plus iv. any other amount necessary to compensate Landlord for all the detriment proximately caused by Tenant's failure to perform his obligation under this Lease of which in the Premises for ordinary course of things would be likely to result therefrom; plus v. such reasonable attorney's fees incurred by Landlord as a result of such Default, and costs in the remainder of the Termevent suit is filed by Landlord to enforce such remedy; and vi. In calculating the rent reservedat Landlord's election, there shall be included, such other amounts in addition to or in lieu of the Annual Fixed foregoing as may be permitted from time to time by applicable law, The term "Rent", as used in this Article 22, shall be deemed to be and to mean the monthly Rent, Additional Rent and all Additional Rent, the value of all other considerations agreed to be paid or performed by the Tenant over the remainder of the Term. In calculating the amounts sums required to be paid by Tenant pursuant to the Tenant under the foregoing covenantterms of this Lease. As used in Subparagraphs i and ii above, the Tenant shall be credited with the net proceeds of any rent obtained by reletting the Premises, after deducting all the Landlord’s expenses in connection with such reletting, including, without limitation, all repossession costs, brokerage commissions, fees for legal services and expenses of preparing the Premises for such reletting and Landlord shall use commercially reasonable efforts to relet the Premises. The Landlord shall use commercially reasonable efforts to relet the Premises, or any part or parts thereof, for a term or terms which may, "worth at the Landlord’s option, exceed or be equal to or less than time of award" is computed by allowing interest at the period which would otherwise have constituted the balance rate of the Term, and may grant such concessions and free rent as Federal Reserve Bank of New York at the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same and shall make such alterations, repairs and improvements in the Premises as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same. No action time of the Landlord in accordance with foregoing or failure to relet or to collect rent under reletting shall operate to release or reduce the Tenant’s liability except as provided herein. The Landlord shall be entitled to seek to rent other properties of the Landlord prior to reletting the Premisesaward plus one percent (1%).

Damages. In the event that (a) If this Lease is terminatedterminated under Section 7.03, the Tenant covenants to shall pay to Landlord as damages, at the Landlord forthwith on election of Landlord, either: (i) a sum which, at the Landlord’s demandtime of such termination, as compensation, an amount represents the value (the Lump Sum Paymentdiscounted to present value using Base Rate) equal to of the excess, if any, of (1) the discounted present value aggregate of the total rent reserved Rent which, had this Lease not terminated, would have been payable hereunder by Tenant for the remainder period commencing on the day following the date of such termination to and including the Term Expiration Date over (2) the then discounted present aggregate fair rental value of the Premises for the remainder same period (for the purposes of this clause (a) the amount of Additional Charges which would have been payable by Tenant under Sections 3.04 and 3.05 shall, for each calendar year ending after such termination, be deemed to be an amount equal to the amount of such Additional Charges payable by Tenant for the calendar year immediately preceding the calendar year in which such termination shall occur), or (ii) sums equal to the Rent that would have been payable by Tenant through and including the Expiration Date had this Lease not terminated, payable upon the due dates therefor specified in this Lease; provided, however, that if Landlord shall relet all or any part of the Term. In calculating the rent reserved, there shall be included, in addition to the Annual Fixed Rent and Premises for all Additional Rent, the value of all other considerations agreed to be paid or performed by the Tenant over the remainder any part of the Term. In calculating period commencing on the amounts day following the date of such termination or re-entry to be paid by and including the Expiration Date, Landlord shall credit Tenant under the foregoing covenant, the Tenant shall be credited with the net proceeds of any rent obtained rents received by Landlord from such reletting, such net rents to be determined by first deducting from the gross rents as and when received by Landlord from such reletting the Premisesexpenses incurred or paid by Landlord in terminating this Lease and of re-entering the Premises and of securing possession thereof, after deducting as well as the expenses of reletting, including altering and preparing the Premises for new tenants, brokers’ commissions, legal fees and all other expenses properly chargeable against the Landlord’s expenses Premises and the rental therefrom in connection with such reletting, includingit being understood that any such reletting may be for a period equal to or shorter or longer than said period; provided, without limitationfurther, all repossession coststhat (i) in no event shall Tenant be entitled to receive any excess of such net rents over the sums payable by Tenant to Landlord under this Lease, brokerage commissions(ii) in no event shall Tenant be entitled, fees in any suit for legal services and expenses the collection of preparing damages pursuant to this Section 7.05(a)(ii), to a credit in respect of any net rents from a reletting except to the extent that such net rents are actually received by Landlord prior to the commencement of such suit, (iii) if the Premises for or any part thereof should be relet in combination with other space, then proper apportionment on a square foot rentable area basis shall be made of the rent received from such reletting and of the expenses of reletting and (iv) Landlord shall use commercially reasonable efforts have no obligation to so relet the Premises and Tenant hereby waives any right Tenant may have, at law or in equity, to require Landlord to so relet the Premises. The Landlord shall use commercially reasonable efforts to relet . (b) Suit or suits for the Premisesrecovery of any damages payable hereunder by Tenant, or any part or parts installments thereof, for a term or terms which may, may be brought by Landlord from time to time at the Landlord’s option, exceed or be equal to or less than the period which would otherwise have constituted the balance of the Termits election, and may grant nothing contained herein shall require Landlord to postpone suit until the date when the Term would have expired but for such concessions and free rent as the Landlord in its reasonable commercial judgment considers advisable termination or necessary to relet the same and shall make such alterations, repairs and improvements in the Premises as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same. No action of the Landlord in accordance with foregoing or failure to relet or to collect rent under reletting shall operate to release or reduce the Tenant’s liability except as provided herein. The Landlord shall be entitled to seek to rent other properties of the Landlord prior to reletting the Premisesre-entry.

Damages. In (a) Member acknowledges that Acquiror would not have entered into this Agreement or the event Merger Agreement in the absence of the Member's agreement to the provisions of this Section 9 and the Covenants and Member further acknowledges that this Lease such compliance with such Covenants is terminatedan important factor to the continued success of the Firm's operations and its future prospects. Member and Acquiror agree that upon the occurrence of any of the following events, the Tenant covenants to pay damages to the Landlord forthwith on Firm would be material, but that the Landlord’s demandamount of such damages would be uncertain and not readily ascertainable. Accordingly, Member and Acquiror agree that, if, prior to the fifth anniversary of the date of this Agreement, Member breaches any of the Covenants set forth in Section 6, 7 or 8, as compensation, an amount determined by the Board of Directors of Acquiror (the Lump Sum Payment"Board") equal to the excess, if any, of the discounted present value of the total rent reserved for the remainder of the Term over the then discounted present fair rental value of the Premises for the remainder of the Term. In calculating the rent reserved, there shall be included, in addition to the Annual Fixed Rent and all Additional Rent, the value of all other considerations agreed to be paid or performed by the Tenant over the remainder of the Term. In calculating the amounts to be paid by the Tenant under the foregoing covenant, the Tenant shall be credited with the net proceeds of any rent obtained by reletting the Premises, after deducting all the Landlord’s expenses in connection with such reletting, including, without limitation, all repossession costs, brokerage commissions, fees for legal services and expenses of preparing the Premises for such reletting and Landlord shall use commercially reasonable efforts to relet the Premises. The Landlord shall use commercially reasonable efforts to relet the Premises, or any part or parts thereof, for a term or terms which may, at the Landlord’s option, exceed or be equal to or less than the period which would otherwise have constituted the balance of the Term, and may grant such concessions and free rent as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same and shall make such alterationsgood faith judgment, repairs and improvements in the Premises as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same. No action of the Landlord in accordance with foregoing or failure to relet or to collect rent under reletting shall operate to release or reduce the Tenant’s liability except as provided herein. The Landlord shall Acquiror will be entitled to seek receive immediately following such determination and written demand therefor, and Member will make, within ten business days after written demand has been received, a payment in cash or Acquiror Common Stock (valued at the average closing per share price of Acquiror Common Stock for the five trading days immediately preceding the date of payment under this Section 9(a)) in such combination of cash and/or Acquiror Common Stock as the Member shall determine as and for liquidated damages (the "Liquidated Damages") in the amount set forth next to rent other properties such Member's name in Exhibit C (under the heading "Liquidated Damages") attached hereto, which amount shall be the aggregate amount of liquidated damages due for all such breaches prior to the fifth anniversary of this Agreement. The payment of any amount as liquidated damages will not be construed as a release or waiver by Acquiror of the Landlord right to prevent the continuation of any such violation of such Covenants in equity or otherwise. In addition, Member and Acquiror agree that it would be too speculative to attempt to determine any amount of liquidated damages that would be applicable following the fifth anniversary of the date of this Agreement, and that any damages payable as a result of any breach following such date shall be determined without regard to this Section 9. (b) Member and Acquiror agree that the Liquidated Damages are reasonable in proportion to the probable damages likely to be sustained by the Firm if Member breaches at any time prior to reletting the Premisesfifth anniversary of this Agreement any of the Covenants set forth in Sections 6, 7 and 8 hereof, that the amount of actual damages to be sustained by the Firm in the event of such breach is incapable of precise estimation and that such cash payments are not intended to constitute a penalty or punitive damages for any purposes. (c) Member acknowledges and agrees that Member's payment obligations under this Section 9 will be full recourse obligations and will be secured pursuant to a Pledge Agreement, in substantially the form set forth as Exhibit F hereto (the "Pledge Agreement"). Member agrees to execute and deliver to Acquiror a Pledge Agreement prior to the Closing. (d) Member acknowledges and agrees that any cash payment of Liquidated Damages pursuant to this Section 9 shall be in addition to, and not in lieu of, any forfeitures of awards (required pursuant to the terms of any such awards) that may be granted to Member in the future under one or more of the Firm's compensation and benefit plans.

Damages. In the event that If this Lease is terminatedterminated under Section 6.03, or if Landlord re-enters the Premises under Section 6.04, Tenant covenants to shall pay to Landlord as damages, at the Landlord forthwith on election of Landlord, either: (a) a sum which, at the Landlord’s demandtime of such termination, as compensation, an amount (represents the Lump Sum Payment) equal to then value of the excess, if any, of (1) the discounted present value aggregate of the total rent reserved Rent which, had this Lease not terminated, would have been payable hereunder by Tenant for the remainder period commencing on the day following the date of such termination or re-entry to and including the Term Expiration Date over (2) the then discounted present aggregate fair rental value of the Premises for the remainder same period (for the purposes of this clause (a) the amount of Recurring Additional Charges shall, for each calendar year ending after such termination or re-entry, be deemed to be an amount equal to the amount of Recurring Additional Charges payable by Tenant for the calendar year immediately preceding the calendar year in which such termination or re-entry shall occur), or (b) sums equal to the Rent that would have been payable by Tenant through and including the Expiration Date had this Lease not terminated or had Landlord not re-entered the Premises, payable upon the due dates therefor specified in this Lease; provided, that if Landlord shall relet all or any part of the Term. In calculating the rent reserved, there shall be included, in addition to the Annual Fixed Rent and Premises for all Additional Rent, the value of all other considerations agreed to be paid or performed by the Tenant over the remainder any part of the Term. In calculating period commencing on the amounts day following the date of such termination or re-entry to be paid by and including the Expiration Date, Landlord shall credit Tenant under the foregoing covenant, the Tenant shall be credited with the net proceeds of any rent obtained rents received by Landlord from such reletting, such net rents to be determined by first deducting from the gross rents as and when received by Landlord from such reletting the Premisesexpenses incurred or paid by Landlord in terminating this Lease and of re-entering the Premises and of securing possession thereof, after deducting all as well as the Landlord’s expenses in connection with such of reletting, including, without limitation, all repossession costs, brokerage commissions, fees for legal services altering and expenses of preparing the Premises for new tenants, brokers’ commissions, and all other expenses properly chargeable against the Premises and the rental therefrom in connection with such reletting, it being understood that any such reletting may be for a period equal to or shorter or longer than said period; provided, further, that (i) in no event shall Tenant be entitled to receive any excess of such net rents over the sums payable by Tenant to Landlord under this Lease, (ii) in no event shall Tenant be entitled, in any suit for the collection of damages pursuant to this Section 6.05(b), to a credit in respect of any net rents from a reletting except to the extent that such net rents are actually received by Landlord on account of any period that is the subject of such suit, (iii) if the Premises or any part thereof should be relet in combination with other space, then proper apportionment on a square foot rentable area basis shall be made of the rent received from such reletting and of the expenses of reletting, and (iv) Landlord shall use commercially reasonable efforts have no obligation to so relet the Premises and Tenant hereby waives any right Tenant may have, at law or in equity, to require Landlord to so relet the Premises. The Landlord shall use commercially reasonable efforts to relet Suit or suits for the Premisesrecovery of any damages payable hereunder by Tenant, or any part or parts installments thereof, for a term or terms which may, may be brought by Landlord from time to time at the Landlord’s option, exceed or be equal to or less than the period which would otherwise have constituted the balance of the Termits election, and may grant nothing contained herein shall require Landlord to postpone suit until the date when the Term would have expired but for such concessions and free rent as the Landlord in its reasonable commercial judgment considers advisable termination or necessary to relet the same and shall make such alterations, repairs and improvements in the Premises as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same. No action of the Landlord in accordance with foregoing or failure to relet or to collect rent under reletting shall operate to release or reduce the Tenant’s liability except as provided herein. The Landlord shall be entitled to seek to rent other properties of the Landlord prior to reletting the Premisesre-entry.

Damages. In the event that (a) If this Lease is terminatedand the Term shall expire and come to an end as provided in Section 18.02 hereof, or by or under any summary proceeding or any other action or proceeding, or if Landlord shall re-enter the Premises as provided in Section 19.01 then, in any of said events: (i) Tenant covenants to shall pay to Landlord all Rent payable under this Lease by Tenant to Landlord to the Landlord forthwith on date upon which this Lease and the Term shall have expired and come to an end or to the date of re-entry upon the Premises by Landlord’s demand, as compensationthe case may be; (ii) Tenant also shall be liable for and shall pay to Landlord, an amount as damages, any deficiency (referred to as “Deficiency”) between the Lump Sum Payment) equal to Rent for the excessperiod which otherwise would have constituted the unexpired portion of the Term and the net amount, if any, of rents collected under any reletting for any part of such period (first deducting from the discounted present value rents collected under any such reletting all of the total rent reserved for the remainder of the Term over the then discounted present fair rental value of the Premises for the remainder of the Term. In calculating the rent reserved, there shall be included, in addition to the Annual Fixed Rent and all Additional Rent, the value of all other considerations agreed to be paid or performed by the Tenant over the remainder of the Term. In calculating the amounts to be paid by the Tenant under the foregoing covenant, the Tenant shall be credited with the net proceeds of any rent obtained by reletting the Premises, after deducting all the Landlord’s reasonable expenses in connection with the termination of this Lease, Landlord’s reentry upon the Premises and with such reletting, reletting including, without limitationbut not limited to, all repossession costs, brokerage commissions, legal expenses, attorneys’ fees for legal services and disbursements, alteration costs, contribution to work and other expenses of preparing the Premises for such reletting and reletting); any such Deficiency shall be paid in monthly installments by Tenant on the days specified in this Lease for payment of installments of Base Rent, Landlord shall use commercially reasonable efforts be entitled to relet recover from Tenant each monthly Deficiency as the Premises. The same shall arise, and no suit to collect the amount of the Deficiency for any month shall prejudice Landlord’s right to collect the Deficiency for any subsequent month by a similar proceeding; and (iii) whether or not Landlord shall use commercially have collected any monthly Deficiency as aforesaid, Landlord shall be entitled to recover from Tenant, and Tenant shall pay to Landlord, on demand, in lieu of any further Deficiency as and for liquidated and agreed final damages, a sum equal to the amount by which the Rent for the period which otherwise would have constituted the unexpired portion of the Term (commencing on the date immediately succeeding the last day with respect to which a Deficiency, if any, was collected) exceeds the then fair and reasonable efforts rental value of the Premises for the same period, both discounted to relet present worth at the Applicable Rate; if, before presentation of proof of such liquidated damages to any court, commission or tribunal, the Premises, or any part or parts thereof, shall have been relet by Landlord to unrelated third parties on arms-length terms for a term or terms which may, at the Landlord’s option, exceed or be equal to or less than the period which otherwise would otherwise have constituted the balance unexpired portion of the Term, or any substantial part thereof, the amount of Rent reserved upon such reletting shall be deemed, prima facie, to be the fair and may grant such concessions and free rent as reasonable rental value for the Landlord in its reasonable commercial judgment considers advisable part or necessary to relet the same and shall make such alterations, repairs and improvements in whole of the Premises as so relet during the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same. No action term of the Landlord in accordance with foregoing reletting. “Applicable Rate” shall mean the lesser of (x) 2% above the then current Base Rate, and (y) the maximum rate permitted by applicable Law. “Base Rate” shall mean the rate of interest publicly announced from time to time by Citibank, N.A., or failure its successor, as its “base rate” (or such other term as may be used by Citibank, N.A., from time to relet or time, for the rate presently referred to collect rent under reletting shall operate to release or reduce the Tenant’s liability except as provided herein. The Landlord shall be entitled to seek to rent other properties of the Landlord prior to reletting the Premisesits “base rate”).

Damages. In the event that this Lease is terminated, the Tenant covenants to pay to the Landlord forthwith on all the sums ("Periodic Payments") and perform all the obligations which the Tenant covenants in this Lease to pay and to perform in the same manner and to the same extent and at the same time as if this Lease had not been terminated (in calculating the amounts to be paid by the Tenant under the foregoing covenant, the Tenant shall be credited with the net proceeds of any rent obtained by reletting the Premises, after deducting all the Landlord’s demand's expenses in connection with such reletting, as compensationincluding, without limitation, all repossession costs, brokerage commissions, fees for legal services and expenses of preparing the Premises for such reletting). Suit or suits for the recovery of such damages, or any installments thereof, may be brought by Landlord from time to time at its election, and nothing contained herein shall be deemed to require Landlord to postpone suit until the date when the Term would have expired if the Lease had not been so terminated or had Landlord not re-entered the Premises. Landlord may, at its election made at any time after this Lease is terminated, require Tenant to pay an amount (the "Lump Sum Payment") equal to the excess, if any, of the discounted present value of the total rent reserved for the remainder of the Term over the then discounted present fair rental value of the Premises for the remainder of the Term. In Term (in calculating the rent reserved, there shall be included, in addition to the Annual Fixed Rent and all Additional Rent, the value of all other considerations agreed to be paid or performed by the Tenant over the remainder of the Term). In calculating Upon payment of the amounts to be paid by the Tenant under the foregoing covenantLump Sum Payment, the Tenant shall not thereafter be credited with the net proceeds of any rent obtained by reletting the Premises, after deducting all the Landlord’s expenses in connection with such reletting, including, without limitation, all repossession costs, brokerage commissions, fees responsible for legal services and expenses of preparing the Premises for such reletting and Periodic Payments. Landlord shall use commercially reasonable efforts to relet the Premises. The Landlord shall use commercially reasonable efforts to may (i) relet the Premises, or any part or parts thereof, for a term or terms which may, at the Landlord’s 's option, exceed or be equal to or less than the period which would otherwise have constituted the balance of the Term, and may grant such concessions and free rent as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same and shall (ii) make such alterations, repairs and improvements in the Premises as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same. No action of the Landlord in accordance with the foregoing or failure to relet or to collect rent under reletting shall operate to release or reduce the Tenant’s liability except as provided herein's liability. The Landlord shall be entitled to seek to rent other properties of the Landlord prior to reletting the Premises.

Damages. In the event that this Lease is terminated, the Tenant covenants to pay to the Landlord forthwith on punctually all the sums (“Periodic Payments”) and perform all the obligations which the Tenant covenants in this Lease to pay and to perform in the same manner and to the same extent and at the same time as if this Lease had not been terminated, and all of the Landlord’s demandexpenses in connection with reletting the Premises including, without limitation, all repossession costs, brokerage commissions, fees for legal services and expenses of preparing the Premises for such reletting. However, the Landlord may elect, at any time, to demand in lieu of any further obligations to make Periodic Payments, and payments on account of the Landlord’s reletting costs thereafter accruing, as compensation, an amount (the “Lump Sum Payment”) equal to the excess, if any, of the discounted present value of the total rent reserved for the then remainder of the Term over the then discounted present fair rental value of the Premises for the then remainder of the Term. The discount rate for calculating such sum under the preceding clause (x) shall be the then current rate of United States Treasury securities having a maturity date as close as possible to the end of the Term (had the Lease not been terminated). In calculating the rent reserved, there shall be included, in addition to the Annual Fixed Rent and all Additional Rent, the value of all other considerations agreed to be paid or performed by the Tenant over the remainder of the Term. Should the parties be unable to agree on a fair rental value for the purposes of determining the Lump Sum Payment under clause (x), above, the matter shall be submitted, upon the demand of either party, to the Boston office of the American Arbitration Association, with a request for arbitration in accordance with the rules of the Association by a single arbitrator who shall be real estate broker with at least ten years’ experience marketing major office and laboratory projects in the Boston, Massachusetts area. The parties agree that a decision of the arbitrator shall be conclusive and binding upon them. In calculating the amounts Periodic Payments to be paid made by the Tenant under the foregoing covenant, the Tenant shall be credited with the net proceeds of any rent obtained by reletting the Premises, after deducting all the Landlord’s expenses in connection with such reletting, including, without limitation, all repossession costs, brokerage commissions, fees for legal services and expenses of preparing the Premises for such reletting and Landlord reletting, provided that Tenant shall use commercially reasonable efforts never be entitled to relet receive any portion of the Premisesre-letting proceeds, even if the same exceed the rent originally due hereunder but Tenant shall be credited with such excess amount to offset its obligation to Landlord. The Landlord shall use commercially reasonable efforts to may (i) relet the Premises, or any part or parts thereof, for a term or terms which may, at the Landlord’s option, exceed or be equal to or less than the period which would otherwise have constituted the balance of the Term, and may grant such concessions and free rent as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same and shall same, (ii) make such alterations, repairs and improvements in the Premises as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same, and (iii) any obligation to relet imposed by law shall be subject to the reasonable requirements of Landlord to lease to high quality tenants on such terms (based on then-market standards) as Landlord may from time to time deem appropriate and to develop the Building and Park in a harmonious manner with an appropriate mix of uses, tenants, floor areas and terms of tenancies, and the like, and Landlord shall not be obligated to relet the Premises to any party to whom Landlord or its affiliate may desire to lease other available space in the Park. No action of the Landlord in accordance with foregoing or failure to relet or to collect rent under reletting shall operate to release or reduce the Tenant’s liability except as provided hereinliability. The Landlord shall be entitled to seek to rent other properties of the Landlord prior to reletting the PremisesPremises without being in breach of any obligation to the Tenant. Landlord agrees to use commercially reasonable efforts to mitigate its damages in the event of a default by Tenant.

Damages. In (i) Damages payable by Licensee to ORBIMAGE: (A) Except as otherwise provided in this Agreement, if prior to the Operational Capability Date of the Primary Satellite, ORBIMAGE terminates this Agreement for breach by Licensee, then Licensee shall pay damages to ORBIMAGE equal to the lesser of all reasonable and documented costs incurred through the date of termination by ORBIMAGE under this Agreement or [**************]. (B) Except as otherwise provided in this Agreement, if following the Operational Capability Date of the Primary Satellite, ORBIMAGE terminates this Agreement for breach by Licensee, then Licensee shall pay damages to ORBIMAGE in an amount equal to [*************], minus any payments made to ORBIMAGE for OrbView-3 and OrbView-4 related services hereunder through the date of termination. Nothing herein shall relieve Licensee of its obligation to pay all invoices that have been delivered, or obligations otherwise accrued, prior to such date of termination. (ii) Damages payable by ORBIMAGE to Licensee: (A) except as otherwise provided in this Agreement, if Licensee terminates this Agreement for breach by ORBIMAGE, then ORBIMAGE shall pay damages to Licensee equal to the lesser of all reasonable and documented costs incurred through the date of termination by Licensee under this Agreement or [**************]. (iii) All payments for damages under this Section 7 shall be made within thirty (30) days of termination and may be conditioned upon the execution by both parties of a mutually acceptable release. (iv) Notwithstanding anything herein to the contrary, neither ORBIMAGE nor Licensee shall be liable to the other for any damages, expenses, costs, indemnification or otherwise in the event that this Lease Agreement is terminatedterminated pursuant to Sections 4.b., the Tenant covenants to pay to the Landlord forthwith on the Landlord’s demand5.e., as compensation, an amount 9 or Section 1.c. (the Lump Sum Paymentv) equal to the excess, if any, In no event shall any liability of the discounted present value of the total rent reserved for the remainder of the Term over the then discounted present fair rental value of the Premises for the remainder of the Term. In calculating the rent reserved, there shall be included, in addition to the Annual Fixed Rent and all Additional Rent, the value of all other considerations agreed to be paid or performed by the Tenant over the remainder of the Term. In calculating either party exceed the amounts to be paid by the Tenant under the foregoing covenant, the Tenant shall be credited with the net proceeds of any rent obtained by reletting the Premises, after deducting all the Landlord’s expenses provided for in connection with such reletting, including, without limitation, all repossession costs, brokerage commissions, fees for legal services and expenses of preparing the Premises for such reletting and Landlord shall use commercially reasonable efforts to relet the Premises. The Landlord shall use commercially reasonable efforts to relet the Premises, or any part or parts thereof, for a term or terms which may, at the Landlord’s option, exceed or be equal to or less than the period which would otherwise have constituted the balance of the Term, and may grant such concessions and free rent as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same and shall make such alterations, repairs and improvements in the Premises as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same. No action of the Landlord in accordance with foregoing or failure to relet or to collect rent under reletting shall operate to release or reduce the Tenant’s liability except as provided herein. The Landlord shall be entitled to seek to rent other properties of the Landlord prior to reletting the Premisesthis Section 7.d.

Damages. In the event that If this Lease is terminatedterminated by Landlord pursuant to Section 17.2., Tenant nevertheless shall remain liable for (a) any Rental and damages which may be due or sustained prior to such termination, all reasonable costs, fees and expenses including, but not limited to, reasonable attorneys' fees, costs and expenses incurred by Landlord in pursuit of its remedies hereunder, or in renting the Tenant covenants Premises to pay others from time to time (all such Rental, damages, costs, fees and expenses being referred to herein as "Termination Damages") and (b) additional damages (the Landlord forthwith on "Liquidated Damages"), which, at the election of Landlord’s demand, as compensation, shall be either: (i) an amount (the Lump Sum Payment) equal to the excessRental which, but for termination of this Lease, would have become due during the remainder of the Term, less the amount of Rental, if any, which Landlord shall receive during such period from others to whom the Premises may be rented (other than any Additional Rental received by Landlord as a result of any failure of such other person to perform any of its obligations to Landlord), in which case such Liquidated Damages shall be computed and payable in monthly installments, in advance, on the first day of each calendar month following termination of the discounted Lease and continuing until the date on which the Term would have expired but for such termination, and any suit or action brought to collect any such Liquidated Damages for any month shall not in any manner prejudice the right of Landlord to collect any Liquidated Damages for any subsequent month by a similar proceeding; or (ii) an amount equal to the present value worth (as of the total rent reserved date of such termination) of Rental which, but for termination of this Lease, would have become due during the remainder of the Term over Term, less the then discounted present fair rental value of the Premises for Premises, as determined by an independent real estate appraiser named by Landlord, in which case such Liquidated Damages shall be payable to Landlord in one lump sum on demand and shall bear interest at the remainder Default Rate until paid. For purposes of this clause (ii), "present worth" shall be computed by discounting such amount to present worth at a discount rate equal to one percentage point above the discount rate then in effect at the Federal Reserve Bank nearest to the location of the Term. In calculating the rent reserved, there shall be included, in addition to the Annual Fixed Rent and all Additional Rent, the value of all other considerations agreed to be paid or performed by the Tenant over the remainder of the Term. In calculating the amounts to be paid by the Tenant under the foregoing covenant, the Tenant shall be credited with the net proceeds of any rent obtained by reletting the Premises, after deducting all the Landlord’s expenses in connection with such reletting, including, without limitation, all repossession costs, brokerage commissions, fees for legal services and expenses of preparing the Premises for such reletting and Landlord shall use commercially reasonable efforts to relet the Premises. The Landlord shall use commercially reasonable efforts to relet the Premises, or any part or parts thereof, for a term or terms which may, at the Landlord’s option, exceed or be equal to or less than the period which would otherwise have constituted the balance of the Term, and may grant such concessions and free rent as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same and shall make such alterations, repairs and improvements in the Premises as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same. No action of the Landlord in accordance with foregoing or failure to relet or to collect rent under reletting shall operate to release or reduce the Tenant’s liability except as provided herein. The Landlord shall be entitled to seek to rent other properties of the Landlord prior to reletting the PremisesShopping Center.

Damages. In the event that If this Lease is terminatedterminated by Landlord pursuant to Section 21, Tenant shall, nevertheless, remain liable for all rent and damages which may be due or sustained prior to such termination, and all reasonable costs, fees and expenses including, but not limited to, attorneys' fees, costs and expenses incurred by Landlord in pursuit of its remedies hereunder, or in renting the Tenant covenants Premises to pay others from time to time and additional damages (the Landlord forthwith on the Landlord’s demand"Liquidated Damages"), as compensation, which shall be an amount (the Lump Sum Payment) equal to the excess, if any, of the discounted present value of the total rent reserved which, but for the remainder termination of the Term over the then discounted present fair rental value of the Premises for this Lease, would have become due during the remainder of the Term. In calculating , less the amount of rent, if any, which Landlord shall receive during such period from others to whom the Premises may be rented (other than any additional rent reservedreceived by Landlord as a result of any failure of such other person to perform any of its obligations to Landlord), there in which case such Liquidated Damages shall be includedcomputed and payable in monthly installments, in addition to advance on the Annual Fixed Rent and all Additional Rent, the value first day of all other considerations agreed to be paid or performed by the Tenant over the remainder each calendar month following termination of the TermLease and continuing until the date on which the Term would have expired but for such termination, and any suit or action brought to collect any such Liquidated Damages for any month shall not in any manner prejudice the right of Landlord to collect any Liquidated Damages for any subsequent month by a similar proceeding. In calculating the amounts If this Lease is terminated pursuant to be paid by the Tenant under the foregoing covenantSection 21, the Tenant shall be credited with the net proceeds of any rent obtained by reletting the Premises, after deducting all the Landlord’s expenses in connection with such reletting, including, without limitation, all repossession costs, brokerage commissions, fees for legal services and expenses of preparing Landlord may relet the Premises for such reletting and Landlord shall use commercially reasonable efforts to relet the Premises. The Landlord shall use commercially reasonable efforts to relet the Premises, or any part or parts thereof, alone or together with other premises, for a term or terms such term(s) which may, at the Landlord’s option, exceed or may be equal to greater or less than the period which otherwise would otherwise have constituted the balance of the TermTerm and on such terms and conditions (which may include concessions, and may grant such concessions and free rent and/or alterations of the Premises) as the Landlord Landlord, in its reasonable commercial judgment considers advisable or necessary sole discretion, may determine, but Landlord shall not be liable for, nor shall Tenant's obligations hereunder be diminished by reason of, any failure by Landlord to relet the same and shall make such alterations, repairs and improvements in the Premises as the or any failure by Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same. No action of the Landlord in accordance with foregoing or failure to relet or to collect any rent under reletting shall operate to release or reduce the Tenant’s liability except as provided herein. The Landlord shall be entitled to seek to rent other properties of the Landlord prior to reletting the Premisesdue upon such reletting.

Damages. In the event that If this Lease is terminatedterminated by Landlord pursuant to Section 20, Tenant shall, nevertheless, remain liable for all rent and damages which may be due or sustained prior to such termination, and all reasonable costs, fees and expenses including, but not limited to, reasonable attorneys' fees, costs and expenses incurred by Landlord in pursuit of its remedies hereunder, or in renting the Tenant covenants Premises to pay others from time to time and additional damages (the Landlord forthwith on the Landlord’s demand"Liquidated Damages"), as compensation, which shall be an amount (the Lump Sum Payment) equal to the excess, if any, of the discounted present value of the total rent reserved which, but for the remainder termination of the Term over the then discounted present fair rental value of the Premises for this Lease, would have become due during the remainder of the Term. In calculating , less the amount of rent, if any, which Landlord shall receive during such period from others to whom the Premises may be rented (other than any additional rent reservedreceived by Landlord as a result of any failure of such other person to perform any of its obligations to Landlord), there in which case such Liquidated Damages shall be includedcomputed and payable in monthly installments, in addition to advance on the Annual Fixed Rent and all Additional Rent, the value first day of all other considerations agreed to be paid or performed by the Tenant over the remainder each calendar month following termination of the TermLease and continuing until the date on which the Lease Term would have expired but for such termination, and any suit or action brought to collect any such Liquidated Damages for any month shall not in any manner prejudice the right of Landlord to collect any Liquidated Damages for any subsequent month by a similar proceeding. In calculating the amounts If this Lease is terminated pursuant to be paid by the Tenant under the foregoing covenantSection 20, the Tenant shall be credited with the net proceeds of any rent obtained by reletting the Premises, after deducting all the Landlord’s expenses in connection with such reletting, including, without limitation, all repossession costs, brokerage commissions, fees for legal services and expenses of preparing Landlord may relet the Premises for such reletting and Landlord shall use commercially reasonable efforts to relet the Premises. The Landlord shall use commercially reasonable efforts to relet the Premises, or any part or parts thereof, alone or together with other premises, for a term or terms such term(s) which may, at the Landlord’s option, exceed or may be equal to greater or less than the period which otherwise would otherwise have constituted the balance of the TermTerm and on such terms and conditions (which may include concessions, and may grant such concessions and free rent and/or alterations of the Premises) as are appropriate to the real estate market (of which the Building is a part) at the time of such re-letting, but Landlord in its reasonable commercial judgment considers advisable or necessary shall not be liable for, nor shall Tenant's obligations hereunder be diminished by reason of, any failure by Landlord to relet the same and shall make such alterations, repairs and improvements in the Premises as the or any failure by Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same. No action of the Landlord in accordance with foregoing or failure to relet or to collect any rent under reletting shall operate due upon such reletting, unless Landlord fails to release or reduce the Tenant’s liability except as provided herein. The Landlord shall be entitled use reasonable efforts to seek to rent other properties of the Landlord prior to reletting re-let the Premises.

Damages. In Landlord may elect by written notice to Tenant within one year following such termination to be indemnified for loss of rent by a lump sum payment representing the event that this Lease is terminated, the Tenant covenants to pay to the Landlord forthwith on the Landlord’s demand, as compensation, an amount (the Lump Sum Payment) equal to the excess, if any, of the discounted then present value of the total amount of rent reserved and additional charges which would have been paid in accordance with this Lease for the remainder of the Term over minus the then discounted present fair rental value of the aggregate fair market rent and additional charges payable for the Premises for the remainder of the TermTerm (if less than the rent and additional charges payable hereunder), estimated as of the date of the termination, and taking into account reasonable projections of vacancy and time required to re-lease the Premises. In (For the purposes of calculating the rent reservedwhich would have been paid hereunder for the lump sum payment calculation described herein, there the last full year’s Additional Rent under Section 4 is to be deemed constant for each year thereafter. The Federal Reserve discount rate (or equivalent) shall be includedused in calculating present values.) Should the parties be unable to agree on a fair market rent, in addition the matter shall be submitted, upon the demand of either party, to the Annual Fixed Boston, Massachusetts office of the American Arbitration Association, with a request for arbitration in accordance with the rules of the Association by a single arbitrator who shall be an MAI appraiser with at least ten years’ experience as an appraiser of major office buildings in downtown Boston. The parties agree that a decision of the arbitrator shall be conclusive and binding upon them. If and for so long as Landlord does not make the election provided for in this Section 16.04 above, Tenant shall indemnify Landlord for the loss of rent by a payment at the end of each month which would have been included in the Term, representing the excess of the rent which would have been paid in accordance with this Lease (i.e., Base Rent and all Additional Rent, the value of all other considerations agreed Rent that would have been payable to be paid or performed by the Tenant ascertained monthly) over the remainder rent actually derived from the Premises by Landlord for such month (the amount of rent deemed derived shall be the actual amount less any portion thereof attributable to Landlord’s reletting expenses described in Section 16.03 which have not been reimbursed by Tenant thereunder). In lieu of the Term. In calculating damages, indemnity, and full recovery by Landlord of the amounts to be paid by the Tenant sums payable under the foregoing covenantprovisions of this Section 16.04, Landlord may, by written notice to Tenant within six months after termination under any of the provisions contained in Section 16 and before such full recovery, elect to recover, and Tenant shall be credited with thereupon pay, as minimum liquidated damages under this Section 16.04, an amount equal to (i) the net proceeds aggregate of any rent obtained by reletting the PremisesBase Rent and Additional Rent for the twelve-month period ending one year after the termination date (or, after deducting all the Landlord’s expenses in connection with such reletting, including, without limitation, all repossession costs, brokerage commissions, fees for legal services and expenses of preparing the Premises for such reletting and Landlord shall use commercially reasonable efforts to relet the Premises. The Landlord shall use commercially reasonable efforts to relet the Premises, or any part or parts thereofif lesser, for a term or terms which may, at the Landlord’s option, exceed or be equal to or less than the period which would otherwise have constituted the balance of the TermTerm had it not been terminated), plus (ii) the amount of Base Rent and Additional Rent of any kind accrued and unpaid at the time of termination, and minus (iii)the amount of any recovery by Landlord under the foregoing provisions of this Section 16 up to the time of payment of such liquidated damages (but reduced by any amounts of reimbursement under Section 16.03). The amount under clause (i) represents a reasonable forecast of the minimum damages expected to occur in the event of a breach, taking into account the uncertainty, time and cost of determining elements relevant to actual damages, such as fair market rent, time and costs that may grant be required to re-lease the Premises, and other factors. Liquidated damages hereunder shall not be in lieu of any claims for reimbursement under Section 16.03. Free rent amounts, rent holidays, rent waivers, rent forgiveness’s and the like (collectively “Free Rent Amounts”), if any, have been agreed to by Landlord as inducements for Tenant to enter into and faithfully to perform all of its obligations contained in this Lease (excluding abatements due to Casualty or Service Interruptions). For all purposes under this Lease, upon the occurrence of any event under Section 16.01 and the lapse of any applicable grace or notice period, any Free Rent Amounts set forth in this Lease shall be deemed void as of the date of execution hereof as though such concessions Free Rent Amounts had never been included in this Lease, and free rent as calculations of amounts due hereunder, damages and the like shall be determined accordingly. The foregoing shall occur automatically without the requirement of any further notice or action by Landlord not specifically required by Section 16.01, whether or not this Lease is then or thereafter terminated on account of the event in its reasonable commercial judgment considers advisable question, and whether or necessary not Tenant thereafter corrects or cures any such event. Any obligation imposed by law upon Landlord to relet the same Premises after any termination of the Lease shall be subject to the reasonable requirements of Landlord to lease to high quality tenants on such terms as Landlord may from time to time deem appropriate and to develop the Building in a harmonious manner with an appropriate mix of uses, tenants, floor areas and terms of tenancies, and the like, and Landlord shall make such alterations, repairs and improvements in the Premises as the Landlord in its reasonable commercial judgment considers advisable or necessary not be obligated to relet the same. No action of Premises to any party to whom Landlord or its affiliate may desire to lease other available space in the Landlord in accordance with foregoing or failure to relet or to collect rent under reletting shall operate to release or reduce the Tenant’s liability except as provided herein. The Landlord shall be entitled to seek to rent other properties of the Landlord prior to reletting the PremisesBuilding.

Damages. In On any termination, Landlord’s damages will include, but shall not be limited to, all costs and fees, including reasonable attorneys’ fees and costs, that Landlord incurs in connection with any bankruptcy court or other court proceeding or any legal action with respect to the event that this Lease is terminatedLease, the Tenant covenants obtaining of relief from any stay in bankruptcy restraining any action to pay evict Tenant, or the pursuing of any action with respect to the Landlord forthwith on the Landlord’s demand, as compensation, an amount (the Lump Sum Payment) equal right to the excess, if any, possession of the discounted present value Premises. All such damages suffered (apart from Rent payable hereunder) will constitute pecuniary damages which will be paid to Landlord prior to assumption of the total rent reserved for the remainder of the Term over the then discounted present fair rental value of the Premises for the remainder of the TermLease by Tenant or any successor to Tenant in any bankruptcy or other proceedings. In calculating the rent reserved, there shall be includedIt is further agreed that, in addition to payments required pursuant to Section 12.03(a) and Section 12.03(d) above, Tenant shall compensate Landlord for all reasonable expenses incurred by Landlord in repossessing the Annual Fixed Rent Premises following an event of default by Tenant hereunder (including, among other expenses, any increase in insurance premiums caused by the vacancy of the Premises), all expenses incurred by Landlord in reletting the Premises thereafter (including, among other expenses, costs of repairs, remodeling, replacements, advertisements and brokerage fees) and all Additional Rentconcessions granted to a new tenant upon such reletting (including, among other concessions, renewal options), all losses incurred by Landlord as a direct result of Tenant’s event of default, and a reasonable allowance for Landlord’s administrative efforts, salaries, and overhead attributable directly to Tenant’s event of default and Landlord’s pursuing the rights and remedies provided herein and under applicable law. If, on account of any breach or default by either party hereto in its obligations hereunder, the value other party hereto shall employ an attorney to represent, enforce or defend any of all other considerations agreed its rights or remedies hereunder, the non-prevailing party in any such legal action agrees to be paid or performed pay any reasonable attorney’s fees and costs incurred by the Tenant over the remainder of the Term. In calculating the amounts to be paid by the Tenant under the foregoing covenant, the Tenant shall be credited with the net proceeds of any rent obtained by reletting the Premises, after deducting all the Landlord’s expenses prevailing party in connection with such reletting, including, without limitation, all repossession costs, brokerage commissions, fees for legal services and expenses of preparing the Premises for such reletting and Landlord shall use commercially reasonable efforts to relet the Premises. The Landlord shall use commercially reasonable efforts to relet the Premises, or any part or parts thereof, for a term or terms which may, at the Landlord’s option, exceed or be equal to or less than the period which would otherwise have constituted the balance of the Term, and may grant such concessions and free rent as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same and shall make such alterations, repairs and improvements in the Premises as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same. No action of the Landlord in accordance with foregoing or failure to relet or to collect rent under reletting shall operate to release or reduce the Tenant’s liability except as provided herein. The Landlord shall be entitled to seek to rent other properties of the Landlord prior to reletting the Premisestherewith.

Damages. (i) The termination of this Lease; (ii) the repossession of the Leased Property and Capital Additions of the Facility; (iii) the failure of Lessor, notwithstanding reasonable good faith efforts, to relet the Leased Property or any portion thereof; (iv) the reletting of all or any portion of the Leased Property; or (v) the failure or inability of Lessor to collect or receive any rentals due upon any such reletting, shall not relieve Lessee of its liabilities and obligations hereunder, all of which shall survive any such termination, repossession or reletting. In addition, the event that termination of this Lease is terminated, shall not relieve Lessee of its liabilities and obligations hereunder that are intended to survive the Tenant covenants to pay to the Landlord forthwith on the Landlord’s demand, as compensation, an amount (the Lump Sum Payment) equal to the excess, if any, termination of the discounted present value of the total rent reserved for the remainder of the Term over the then discounted present fair rental value of the Premises for the remainder of the Term. In calculating the rent reserved, there shall be included, in addition to the Annual Fixed Rent and all Additional Rent, the value of all other considerations agreed to be paid or performed by the Tenant over the remainder of the Term. In calculating the amounts to be paid by the Tenant under the foregoing covenant, the Tenant shall be credited with the net proceeds of any rent obtained by reletting the Premises, after deducting all the Landlord’s expenses in connection with such relettingthis Lease, including, without limitation, the obligations set forth in this Section 16.3 and Sections 16.5, 23, 36.4 and 44.1.6. If any such termination occurs, Lessee shall forthwith pay to Lessor all repossession costsRent due and payable to and including the date of such termination. Thereafter, brokerage commissionsfollowing any such termination, fees for legal services and expenses of preparing the Premises for such reletting and Landlord Lessee shall use commercially reasonable efforts forthwith pay to relet the Premises. The Landlord shall use commercially reasonable efforts to relet the Premises, or any part or parts thereof, for a term or terms which mayLessor, at the LandlordLessor’s option, exceed or be equal to or less than as and for liquidated and agreed current damages for an Event of Default by Lessee, the period sum of: (a) the worth at the time of award of the unpaid Rent which had been earned at the time of termination, (b) the worth at the time of award of the amount by which the unpaid Rent which would otherwise have constituted been earned after termination until the time of award exceeds the amount of such rental loss that Lessee proves could have been reasonably avoided, (c) the worth at the time of award of the amount by which the unpaid Rent for the balance of the TermTerm after the time of award exceeds the amount of such rental loss that Lessee proves could be reasonably avoided, plus (d) any other amount necessary to compensate Lessor for all the detriment proximately caused by Lessee’s failure to perform its obligations under this Lease or which in the ordinary course of things would be likely to result therefrom. As used in clauses (a) and (b) above, the “worth at the time of award” shall be computed by allowing interest at the Overdue Rate. As used in clause (c) above, the “worth at the time of award” shall be computed by discounting such amount at the discount rate of the Federal Reserve Bank of San Francisco at the time of award plus One Percent (1%). Alternatively, if Lessor does not elect to terminate this Lease, then Lessee shall pay to Lessor, at Lessor’s option, as and for agreed damages for such Event of Default without termination of Lessee’s right to possession of the Leased Property and any Capital Additions or any portion thereof, each installment of said Rent and other sums payable by Lessee to Lessor under this Lease as the same becomes due and payable, together with interest at the Overdue Rate from the date when due until paid, and Lessor may grant such concessions and free rent as the Landlord in its reasonable commercial judgment considers advisable enforce, by action or necessary to relet the same and shall make such alterationsotherwise, repairs and improvements in the Premises as the Landlord in its reasonable commercial judgment considers advisable any other term or necessary to relet the same. No action covenant of the Landlord in accordance with foregoing or failure to relet or to collect rent under reletting shall operate to release or reduce the Tenant’s liability except as provided herein. The Landlord shall be entitled to seek to rent other properties of the Landlord prior to reletting the Premisesthis Lease.

Damages. In 26.1 If this lease is terminated under the provisions of Article 24, or if Landlord shall re-enter the Demised Premises under the provisions of Article 25, or in the event that of the termination of this Lease is terminatedlease, or of re-entry, by or under any summary dispossess or other proceeding or action or any provision of law by reason of default hereunder on the part of Tenant, Tenant covenants to shall pay to Landlord as damages, at the election of Landlord forthwith on either: A. a sum which at the time of such termination of this lease or at the time of any such re-entry by Landlord’s demand, as compensationthe case may be, an amount (represents the Lump Sum Payment) equal to then present value of the excess, if any, of: i. the aggregate of the discounted present value of fixed rent and the total additional rent reserved payable hereunder which would have been payable by Tenant (conclusively presuming the additional rent to be the same as was payable for the remainder year immediately preceding such termination) for the period commencing with such earlier termination of this lease or the Term over date of any such re-entry, as the then discounted present fair case may be, and ending with the Expiration Date, had this lease not so terminated or had Landlord not so re-entered the Demised Premises; over ii. the aggregate market rental value of the Demised Premises for the remainder same period; or B. all sums equal to the fixed rent and the additional rent (as above presumed) payable hereunder which would have been payable by Tenant had this lease not so terminated, or had Landlord not so re-entered the Demised Premises, payable upon the due dates therefor specified herein following such termination or such re-entry and until the Expiration Date. Notwithstanding the foregoing, if Landlord shall relet the Demised Premises during said period, Landlord shall credit Tenant with the net rents received by Landlord from such reletting, which net rents shall be determined by first deducting from the gross rents, as and when received by Landlord from such reletting, the expenses incurred or paid by Landlord in terminating this lease or in re-entering the Demised Premises and in securing possession thereof, as well as the expenses of reletting, including altering and preparing the Demised Premises for new tenants, brokers' commissions, and all other expenses properly chargeable against the Demised Premises and the rental therefrom; it being understood that any such reletting may be for a period shorter or longer than the remaining term of this lease. In no event shall Tenant be entitled to receive any excess of such net rents over the sums payable by Tenant to Landlord hereunder, nor shall Tenant be entitled, in any suit for the collection of damages pursuant to this Subsection, to a credit in respect of any net rents from a reletting. If the Demised Premises or any part thereof should be relet in combination with other space, then proper apportionment on a square foot basis (for equivalent space) shall be made of the Termrent received from such reletting and of the expenses of reletting. In calculating If the Demised Premises or any part thereof is relet by Landlord for the unexpired portion of the term of this lease, or any part thereof, before presentation of proof of such damages to any court, commission or tribunal, the amount of rent reservedreserved upon such reletting shall, there prima facie, be the fair and reasonable rental value for the Demised Premises, or part thereof, so relet during the term of the reletting. 26.2 Suit or suits for the recovery of such damages, or any installments thereof, may be brought by Landlord from time to time at its election, and nothing contained herein shall be includeddeemed to require Landlord to postpone suit until the date when the term of this lease would have expired if it had not been so terminated under the provisions of this lease, or under any provision of law, or had Landlord not re-entered the Demised Premises. Nothing herein contained shall be construed to limit or preclude recovery by Landlord against Tenant of any sums or damages to which, in addition to the Annual Fixed Rent damages particularly provided above, Landlord may lawfully be entitled by reason of any default hereunder on the part of Tenant. Nothing herein contained shall be construed to limit or prejudice the right of Landlord to prove for and obtain as liquidated damages by reason of the termination of this lease or re-entry on the Demised Premises for the default of Tenant under this lease, an amount equal to the maximum allowed by any statute or rule of law in effect at the time when, and governing the proceedings in which, such damages are to be proved whether or not such amount be greater, equal to, or less than any of the sums referred to in Section 26.01. 26.3 In addition to all Additional Rentof Landlord's other remedies pursuant to this lease or by operation of law, and notwithstanding any other provision of this lease, Landlord shall also be entitled to recover the unrealized value of all broker's and other considerations agreed to be paid or performed by the Tenant over the remainder of the Term. In calculating the amounts to be fees paid by Landlord relating to this lease and the Tenant under the foregoing covenantunrealized value of "rent concessions", the Tenant shall be credited with the net proceeds of any rent obtained "tenant improvement concessions" and other concessions (as such quoted terms are hereinafter defined) incurred by reletting the Premises, after deducting all the Landlord’s expenses Landlord in connection with such relettingleasing the Demised Premises to Tenant. For the purposes of this Section, the term "unrealized value of broker's and other fees paid by Landlord relating to this lease" shall mean (a) the amount of all broker's and other fees paid by Landlord relating to this lease, including, without limitationbut not limited to, all repossession costsattorneys', brokerage commissionsarchitects', engineers' and similar fees for legal services and expenses incurred by Landlord in the negotiation and preparation of preparing this lease, (b) divided by the Premises for such reletting and Landlord shall use commercially reasonable efforts to relet the Premises. The Landlord shall use commercially reasonable efforts to relet the Premises, or any part or parts thereof, for a term or terms which may, at the Landlord’s option, exceed or be equal to or less than the period which would otherwise have constituted the balance total number of years in the Term, and may grant (c) such concessions and free rent as quotient shall then be multiplied by the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same and shall make such alterations, repairs and improvements number of years (including any partial year) which remained in the Premises as Term when the Landlord in its reasonable commercial judgment considers advisable or necessary lease was terminated. The term "rent concessions" shall mean any free fixed annual rent allowance, if any, granted to relet Tenant. The term "tenant improvement concessions" shall mean the same. No action amount, if any, of the Landlord in accordance with foregoing or failure total cost of changes and tenant improvements made to relet or to collect rent under reletting shall operate to release or reduce the Tenant’s liability except as provided herein. The Landlord shall be entitled to seek to rent other properties of the Landlord prior to reletting the PremisesDemised Premises and paid for by Landlord.

Damages. (i) In the event that this Lease is terminatedterminated in accordance with the provisions of Section 7.2(a)(i), the Tenant covenants shall remain liable to pay to the Landlord forthwith on the Landlord’s demand, as compensation, for damages in an amount (the Lump Sum Payment) equal to the excessBase Rent and any Additional Rent and any other sums due hereunder as of the date of termination of this Lease plus the Base and any Additional Rent which would have been owing by Tenant hereunder for the balance of the Term (collectively, the “Aggregate Gross Rent”) had this Lease not been terminated, less the net proceeds, if any, received as a result of the discounted present value of the total rent reserved for the remainder of the Term over the then discounted present fair rental value any reletting of the Premises for the remainder of the Term. In calculating the rent reserved, there shall be included, in addition by Landlord subsequent to the Annual Fixed Rent and all Additional Rent, the value of all other considerations agreed to be paid or performed by the Tenant over the remainder of the Term. In calculating the amounts to be paid by the Tenant under the foregoing covenant, the Tenant shall be credited with the net proceeds of any rent obtained by reletting the Premisessuch termination, after deducting all the of Landlord’s expenses in connection with such reletting, including, without limitation, all repossession costs, brokerage commissions, fees for legal services expenses, reasonable attorneys’ fees, expenses of employees, alteration and repair costs and expenses of preparing the Premises preparation for such reletting and (collectively, the “Reletting Costs”). Landlord shall use commercially reasonable efforts to relet the Premises. The Landlord Premises but shall use commercially reasonable efforts not be obligated to: (1) attempt to relet the PremisesPremises if Landlord has other space available in the Building; (2) relet the Premises at a rate substantially below the current rate being charged to other tenants; or (3) incur substantial expense to remodel or refurbish the Premises in order to accommodate prospective tenants. Landlord shall be Table of Contents entitled to collect Base Rent, or any part or parts thereof, for a term or terms Additional Rent and all other damages from Tenant monthly on the days on which mayBase Rent and any Additional Rent would have been payable hereunder if this Lease had not been terminated. Alternatively, at the option of Landlord’s option, exceed or in the event this Lease is so terminated, Landlord shall be equal entitled to or recover forthwith against Tenant, as liquidated damages and not as a penalty, the then value of the Aggregate Gross Rent and Reletting Costs less than the period which aggregate rental value of the Premises for what otherwise would otherwise have constituted been the unexpired balance of the Term, and may grant such concessions and free rent as discounted to present value at a rate of eight percent (8%) per annum. In the event Landlord in its reasonable commercial judgment considers advisable or necessary to shall relet the same Premises for the period which otherwise would have constituted the unexpired portion of the Term (or any part thereof), the amount of Rent and other sums payable by the tenant thereunder shall make such alterations, repairs and improvements in be deemed prima facie to be the rental value for the Premises as (or the Landlord portion thereof so relet) for the term of such reletting. Tenant shall in its reasonable commercial judgment considers advisable or necessary to relet the same. No action of the Landlord in accordance with foregoing or failure to relet or to collect rent under reletting shall operate to release or reduce the Tenant’s liability except as provided herein. The Landlord shall no event be entitled to seek any rents collected or payable in respect of any reletting, whether or not such rents shall exceed the Base Rent and any Additional Rent reserved in this Lease. Tenant shall bear the burden of proof in any proceeding to rent other properties determine the “rental value” for purposes of the above calculation. (ii) If Landlord prior does not elect to terminate this Lease, but takes possession, Tenant shall pay to Landlord the Base Rent and any Additional Rent which would be payable hereunder if such repossession had not occurred, less the net proceeds received by Landlord, if any, of any reletting of the PremisesPremises by Landlord after deducting the Reletting Costs to the extent not paid to Landlord pursuant to the following sentence. Tenant shall pay Base Rent and Additional Rent due Landlord, monthly, on the days on which Rent would have been payable hereunder if possession had not been retaken. (iii) Landlord may recover as damages the full amount of any Base Rent or Additional Rent that may have been abated as a tenant concession or incentive pursuant to this Lease, together with interest at the rate applicable to judgments in Colorado, from the date the abated installment of Rent would have been due and payable but for the abatement until the date recovered by Landlord.

Damages. In the event that this Lease is terminatedUpon such termination, the Tenant covenants to shall pay to the Landlord forthwith the Rent up to the time of such termination. Tenant shall also pay Landlord monthly on the Landlord’s demanddays on which Basic Rent would have been payable, as compensation, an amount (the Lump Sum Payment) equal to the excess, if any, of the discounted present value of the total rent reserved damages for the remainder of the Term over the then discounted present fair rental value of the Premises for the remainder of the Term. In calculating the rent reserved, there shall be included, in addition to the Annual Fixed Rent and all Additional RentTenant's default, the value amount by which: (1) the amount of all other considerations agreed to Rent which would be paid or performed payable under this Lease by the Tenant over the remainder of the Term. In calculating the amounts to be paid by the Tenant under the foregoing covenantif this Lease were still in effect, the Tenant shall be credited with exceeds (2) the net proceeds of any rent obtained by reletting the Premisesreletting, after deducting deduction of all the Landlord’s expenses in connection with such reletting's reasonable reletting expenses, including, without limitation, all repossession costs, brokerage commissions, fees for legal services expenses, attorneys' fees, alteration costs, and expenses of preparing the Premises preparation for such reletting and Landlord shall use commercially reasonable efforts to relet reletting. At any time after such termination, in lieu of collecting the Premises. The Landlord shall use commercially reasonable efforts to relet the Premisesmonthly difference as aforesaid, or any part or parts thereof, for a term or terms which may, at the Landlord’s option, exceed or be equal to or less than the period which would otherwise have constituted the balance of the Term, and may grant such concessions and free rent as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same and shall make such alterations, repairs and improvements in the Premises as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same. No action of the Landlord in accordance with foregoing or failure to relet or to collect rent under reletting shall operate to release or reduce the Tenant’s liability except as provided herein. The Landlord shall be entitled to seek recover from Tenant on demand, as and for liquidated and agreed damages for Tenant's Default, the difference between (1) the aggregate Rent which would have been payable under this Lease by Tenant from the date of such termination until the Stated Expiration Date, less (2) the fair and reasonable rental value of the Premises for the same period less Landlord's reasonable estimate of expenses to be incurred in connection with reletting the Premises, including, without limitation, all repossession costs, brokerage commissions, legal expenses, attorneys' fees, alteration costs, and expenses of preparation for such reletting. If the Premises or any part thereof are relet by the Landlord before presentation of proof of such liquidated damages to any court, commission or tribunal, the amount of rent other properties reserved upon such reletting shall be prima facie the fair and reasonable rental value for the part or the whole of the Premises so relet during the term of the reletting. Nothing herein contained shall limit or prejudice the right of the Landlord prior to reletting prove and obtain as liquidated damages by reason of such termination an amount equal to the Premisesmaximum allowed by any statute or rule of law in effect at the time when, and governing the proceedings in which, such damages are to be proved, whether or not such amount be greater, equal to, or less than the amount of the difference referred to above.

Damages. In the event that If this Lease is terminatedand the Term shall expire and come to an end as provided in Article 15 hereof, the or by or under any summary proceeding or any other action or proceeding, then, in any of said events: (1) Tenant covenants to shall pay to Landlord all Rental payable under this Lease by Tenant to Landlord to the Landlord forthwith on date upon which this Lease and the Term shall have expired and come to an end or to the date of re-entry upon the Premises by Landlord’s demand, as compensationthe case may be; (2) Tenant also shall pay to Landlord, an amount (the Lump Sum Payment) equal to as damages, the excess, if any, of (A) the discounted present value of the total rent reserved Rental for the remainder of period which otherwise would have constituted the Term over the then discounted present fair rental value of the Premises for the remainder unexpired portion of the Term. In calculating , over (B) the rent reservednet amount, there shall be includedif any, in addition of rents collected under any reletting effected pursuant to the Annual Fixed Rent and provisions of this Article 16 for any part of such period (first deducting from the rents collected under any such reletting all Additional Rent, the value of all other considerations agreed to be paid or performed by the Tenant over the remainder of the Term. In calculating the amounts to be paid by the Tenant under the foregoing covenant, the Tenant shall be credited with the net proceeds of any rent obtained by reletting the Premises, after deducting all the Landlord’s 's expenses in connection with the termination of this Lease, Landlord's re-entry upon the Premises and with such reletting, including, without limitationbut not limited to, all repossession costs, brokerage commissions, legal expenses, attorneys' fees for legal services and disbursements, alteration costs, contribution to work and other expenses of preparing the Premises for such reletting and reletting) (such excess being referred to herein as a "Deficiency"); any such Deficiency shall be paid in monthly installments by Tenant on the days specified in this Lease for payment of installments of Fixed Rent, Landlord shall use commercially reasonable efforts be entitled to relet recover from Tenant each monthly Deficiency as the Premises. The same shall arise, and no suit to collect the amount of the Deficiency for any month shall prejudice Landlord's right to collect the Deficiency for any subsequent month by a similar proceeding; and (3) whether or not Landlord shall use commercially have collected any monthly Deficiency as aforesaid, Landlord shall be entitled to recover from Tenant, and Tenant shall pay to Landlord, on demand, in lieu of any further Deficiency as and for liquidated and agreed final damages, a sum equal to the amount by which the Rental for the period which otherwise would have constituted the unexpired portion of the Term (commencing on the date immediately succeeding the last date with respect to which a Deficiency, if any, was collected) exceeds the then fair and reasonable efforts rental value of the Premises for the same period, both discounted to relet present worth at the Base Rate; if, before presentation of proof of such liquidated damages to any court, commission or tribunal, the Premises, or any part or parts thereof, shall have been relet by Landlord for a term or terms which may, at the Landlord’s option, exceed or be equal to or less than the period which otherwise would otherwise have constituted the balance unexpired portion of the Term, or any part thereof, the amount of rent reserved upon such reletting shall be deemed, prima facie, to be the fair and may grant such concessions and free rent as reasonable rental value for the Landlord in its reasonable commercial judgment considers advisable part or necessary to relet the same and shall make such alterations, repairs and improvements in whole of the Premises as so relet during the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same. No action term of the Landlord in accordance with foregoing or failure to relet or to collect rent under reletting shall operate to release or reduce the Tenant’s liability except as provided herein. The Landlord shall be entitled to seek to rent other properties of the Landlord prior to reletting the Premisesreletting.

Damages. In the event that Tenant's liability and obligations under this Lease is terminatedshall survive termination or repossession, and Tenant shall pay as current damages the Tenant covenants Base Rent, Additional Rent and other sums up to pay to what would have been the Landlord forthwith on end of the Landlord’s demandTerm in the absence of the termination or repossession, as compensation, an amount (with a credit for the Lump Sum Payment) equal to the excessnet proceeds, if any, Landlord receives from any reletting of the discounted present value Premises, after deducting all of Landlord's expenses in connection with the total rent reserved reletting including, without limitation, expenses of preparing the Premises for the remainder reletting. Tenant shall pay the current damages to Landlord on the days Base Rent would have been payable if not for the termination or repossession. In addition, and notwithstanding any Lease provision or the termination of this Lease, Tenant shall reimburse Landlord for any free rent and construction allowance, and all other reasonable and customary expenses and liabilities incurred by Landlord in connection with Tenant's Default including brokerage commissions, reasonable attorneys' fees, and reasonable alteration costs. Landlord shall have an obligation to use commercially reasonable efforts to re-let the Premises and otherwise to use commercially reasonable efforts to mitigate damages. After any termination or repossession, whether or not Landlord has collected any current damages, Tenant shall pay to Landlord, at Landlord's option and on demand, liquidated final damages in lieu of all current damages beyond the date final damages are paid. The final damages shall be the amount by which (i) all rent and other charges which would be payable from the date to which Tenant paid current damages through what would have been the unexpired Term over exceeds (ii) the then discounted present fair net rental value of the Premises for the remainder same period. If any law validly limits the amount of the Term. In calculating the rent reserved, there shall be included, in addition final liquidated damages to the Annual Fixed Rent and all Additional Rent, the value of all other considerations agreed to be paid or performed by the Tenant over the remainder of the Term. In calculating the amounts to be paid by the Tenant under the foregoing covenant, the Tenant shall be credited with the net proceeds of any rent obtained by reletting the Premises, after deducting all the Landlord’s expenses in connection with such reletting, including, without limitation, all repossession costs, brokerage commissions, fees for legal services and expenses of preparing the Premises for such reletting and Landlord shall use commercially reasonable efforts to relet the Premises. The Landlord shall use commercially reasonable efforts to relet the Premises, or any part or parts thereof, for a term or terms which may, at the Landlord’s option, exceed or be equal to or less than the period which would otherwise have constituted the balance of the Termdescribed above, and may grant such concessions and free rent as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same and shall make such alterations, repairs and improvements in the Premises as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same. No action of the Landlord in accordance with foregoing or failure to relet or to collect rent under reletting shall operate to release or reduce the Tenant’s liability except as provided herein. The Landlord shall be entitled to seek to the maximum amount legally allowed. For purposes of this Section, the rent other properties of is Tenant's highest total Base and Additional Rent due for any twelve (12) month period preceding the Landlord prior to reletting the Premisestermination or repossession.

Damages. In the event that of the termination of this Lease is terminatedLease, the Tenant covenants to pay to the Landlord forthwith or of reentry by summary proceedings, ejectment or by any suitable action or proceeding at law, or by agreement, by reason of Event of Default hereunder on the part of Tenant or ▇▇▇▇▇▇’s abandonment of the Premises, Tenant shall pay Landlord as damages, at the election of Landlord’s demand, as compensation, an amount either: (the Lump Sum Paymenta) sums equal to the excessFixed Rent and the Additional Rent payable hereunder which would have been payable by Tenant had this Lease not so terminated, if anyor had Landlord not so reentered the Premises, payable monthly, in advance, but otherwise upon the terms therefor specified herein following such termination or such reentry and until the conclusion of the discounted Term, provided, however, that if Landlord shall re-let the Premises or any portion or portions thereof during said period, Landlord shall credit Tenant with the net rents received by Landlord from such re-letting, such net rents to be determined by first deducting from the gross rents as and when received by Landlord from such re-letting, the expenses incurred or paid by Landlord in terminating the Lease or in reentering the Premises, including reasonable attorneys’ fees, and in securing possession thereof, as well as the reasonable expenses of re-letting, including altering and preparing the Premises or any portion or portions thereof for new tenants, brokers’ commissions, advertising expenses, and all other reasonable expenses properly chargeable against the Premises and the rental therefrom; it being understood that any such re-letting may be for a period shorter or longer than the remaining term of this Lease, but in no event shall Tenant be entitled to receive any excess of such net rents over the sums payable by Tenant to Landlord hereunder, nor shall Tenant be entitled in any suit for the collection of damages pursuant to this subsection to a credit in respect of any net rents from a re-letting, except to the extent that such net rents are actually received by Landlord. If the Premises or any part thereof should be re-let in combination with other space, then proper apportionment shall be made of the rent received from such re-letting and of the expenses of re-letting, and Landlord shall have the right to grant reasonable rent concessions to attract one or more new tenants and to permit the term of any new lease covering part or all of the Premises to be for a shorter or longer period than provided for herein; or (b) On demand, a liquidated sum which at the time of such termination of this Lease or at the time of any such reentry by Landlord, as the case may be, represents the present value of the total rent reserved aggregate of the Fixed Rent and the Additional Rent payable hereunder which would have been payable by ▇▇▇▇▇▇ (conclusively presuming the Additional Rent to be the same as was payable for the remainder year immediately preceding such termination) for the period commencing with such earlier termination of this Lease or the date of such reentry, as the case may be, and ending with the conclusion of the Term over Term, had this Lease not so terminated or had Landlord not so reentered the then discounted present fair rental value Premises, less the amount of any Rent received by Landlord from re-letting the Premises for during the remainder of the Term. In calculating the rent reservedFor purposes of this Section 13.2(b), there present value shall be included, in addition computed by the application of a discount rate equal to the Annual Fixed Rent and all Additional Rentyield on U.S. Treasury Securities, issued as of the date the Lease terminates, or if none issue on that date, the value of all other considerations agreed to be paid or performed by next closest date thereafter, having a term that most nearly coincides with the Tenant over the remainder unexpired portion of the Term. In calculating the amounts to be paid by the Tenant under the foregoing covenant, the Tenant shall be credited with the net proceeds of any rent obtained by reletting the Premises, after deducting all the Landlord’s expenses in connection with such reletting, including, without limitation, all repossession costs, brokerage commissions, fees for legal services and expenses of preparing the Premises for such reletting and Landlord shall use commercially reasonable efforts to relet the Premises. The Landlord shall use commercially reasonable efforts to relet the Premises, or any part or parts thereof, for a term or terms which may, at the Landlord’s option, exceed or be equal to or less than the period which would otherwise have constituted the balance of the Term, and may grant such concessions and free rent as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same and shall make such alterations, repairs and improvements in the Premises as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same. No action of the Landlord in accordance with foregoing or failure to relet or to collect rent under reletting shall operate to release or reduce the Tenant’s liability except as provided herein. The Landlord shall be entitled to seek to rent other properties of the Landlord prior to reletting the Premises.

Damages. In the event that If this Lease is terminatedterminated by Landlord pursuant to this section, Tenant nevertheless shall remain liable for (a) any rents and damages which may be due or sustained prior to such termination, all reasonable costs, fees and expenses including, but not limited to, reasonable attorneys' fees, costs and expenses incurred by Landlord in pursuit of its remedies hereunder, or in renting the Tenant covenants Premises to pay others from time to time until the Landlord forthwith on original Termination Date of this Lease (all such rents, damages, costs, fees and expenses being referred to herein as "Termination Damages"), and (b) additional damages ("Post-Termination Damages"), which Post-Termination Damages, at the election of Landlord’s demand, as compensation, shall be either: 14.3.1. an amount (the Lump Sum Payment) equal to the excessrents which, but for termination of this Lease, would have become due during the remainder of the Term, less the amount of rents, if any, which Landlord shall receive during such period from others to whom the Premises may be rented, in which case such Post-Termination Damages shall be computed and payable in monthly installments, in advance, on the first day of each calendar month following termination of the discounted Lease and continuing until the date on which the Term would have expired but for such termination, and any suit or action brought to collect any such Post-Termination Damages for any month shall not in any manner prejudice the right of Landlord to collect any Post-Termination Damages for any subsequent month by a similar proceeding; or 14.3.2. an amount equal to the present value worth (as of the total rent reserved date of such termination) of rents which, but for termination of this Lease, would have become due during the remainder of the Term over Term, less the then discounted present fair rental value of the Premises for Premises, as determined by an independent real estate appraiser named by Landlord, in which case such Post-Termination Damages shall be payable to Landlord in one lump sum on demand and shall bear interest at the remainder Default Rate until paid. For purposes of this section, "present worth" shall be computed by discounting such amount to present worth at a discount rate equal to one percentage point above the discount rate then in effect at the Federal Reserve Bank nearest to the Premises; provided that Tenant may avoid the application of this section so long as Tenant voluntarily agrees to pay, and, in fact, does pay all sums due to date under the immediately preceding section within forty-five (45) days of receipt of notice of Landlord's declaration of the Term. In calculating termination of this Lease and Tenant continues thereafter to pay such amounts monthly until the rent reserved, there shall be included, in addition to the Annual Fixed Rent and all Additional Rent, the value of all other considerations agreed to be paid or performed by the Tenant over the remainder of the Term. In calculating the amounts to be paid by the Tenant under the foregoing covenant, the Tenant shall be credited with the net proceeds of any rent obtained by reletting the Premises, after deducting all the Landlord’s expenses in connection with such reletting, including, without limitation, all repossession costs, brokerage commissions, fees for legal services and expenses of preparing the Premises for such reletting and Landlord shall use commercially reasonable efforts to relet the Premises. The Landlord shall use commercially reasonable efforts to relet the Premises, or any part or parts thereof, for a term or terms which may, at the Landlord’s option, exceed or be equal to or less than the period which would otherwise have constituted the balance of the Term, and may grant such concessions and free rent as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same and shall make such alterations, repairs and improvements in the Premises as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same. No action of the Landlord in accordance with foregoing or failure to relet or to collect rent under reletting shall operate to release or reduce the Tenant’s liability except as provided herein. The Landlord shall be entitled to seek to rent other properties of the Landlord prior to reletting the PremisesTermination Date.

Damages. In the event that As used in this Lease is terminatedSection 12, the Tenant covenants to pay to the Landlord forthwith on the Landlord’s demandterm "Damages" means any and all losses, as compensationclaims, an amount (the Lump Sum Payment) equal to the excessdamages, liabilities, obligations, judgments, settlements, awards and reasonable out-of-pocket costs, expenses and attorneys' fees and penalties and interest, if any, but shall not include any such amounts for which the Indemnified Party receives payment from a third party (including insurers) and shall be net of any associated Tax benefit. For purposes of this Section 12.4, "associated Tax benefit" means the discounted present value of the total rent reserved for the remainder cumulative reduction in Taxes enjoyed by an Indemnified Party or any Affiliate of the Term over the then discounted present fair rental value Indemnified Party in any taxable year or years as a result of the Premises for the remainder Tax treatment of the Term. In calculating the rent reservedDamages, there shall be included, in addition to the Annual Fixed Rent and all Additional Rent, the value of all other considerations agreed such reduction to be paid or performed reduced (but not below zero) by the Tenant over the remainder of the Term. In calculating the amounts to be any incremental Taxes paid by the Tenant under indemnified party (or any such affiliate) by reason of the foregoing covenantinclusion of the indemnification payment in income. The amount of any associated Tax benefit shall be deducted from an indemnifying payment when CONFIDENTIAL MATERIAL OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. ASTERISKS DENOTE OMISSIONS. such payment is otherwise to be made, and shall be computed by the Indemnifying Party on such reasonable assumptions as it may select. Each indemnification payment from which an associated Tax benefit has been deducted shall be accompanied by a computation of such benefit sufficient in detail to enable the Indemnified Party to assess the basis of the computation. If the Indemnified Party disagrees with the Indemnifying Party's computation, it shall provide the Indemnifying Party with its computation and sufficient information to enable the Indemnifying Party to assess its computation, and the parties shall thereafter work together in good faith to resolve the matter and develop a framework for future adjustments. In all cases, the Tenant Indemnifying Party shall reimburse the Indemnified Party for any reduction in Tax benefit (but not in an amount in excess of the Tax benefit as originally determined), including without limitation reductions as a result of an audit by taxing authorities. Such reimbursement shall be credited with increased for any interest incurred by the net proceeds Indemnified Party by reason of an adjustment following such an audit and any penalties incurred by the Indemnified Party as a result of positions forming the basis for the computation of the associated Tax benefit; provided, that the Indemnified Party shall give the Indemnifying Party prompt notice of any rent obtained by reletting such audit adjustments or proposed audit adjustments; and provided, further, that the Premises, after deducting all Indemnifying Party shall have the Landlord’s expenses right to defend or compromise such audit adjustments but in connection with no event shall the Indemnifying Party settle or compromise such reletting, including, audit adjustment without limitation, all repossession costs, brokerage commissions, fees for legal services and expenses of preparing the Premises for such reletting and Landlord shall use commercially reasonable efforts to relet the Premises. The Landlord shall use commercially reasonable efforts to relet the Premises, or any part or parts thereof, for a term or terms which may, at the Landlord’s option, exceed or be equal to or less than the period which would otherwise have constituted the balance consent of the TermIndemnified Party, which consent shall not be unreasonably withheld, conditioned or delayed. A request for reimbursement may be made by the Indemnified Party and may grant such concessions and free rent as notwithstanding any other provision of this Agreement to the Landlord in its reasonable commercial judgment considers advisable or necessary contrary, the obligation of the Indemnifying Party to relet the same and shall make such alterations, repairs and improvements in reimbursement shall survive the Premises as Closing Date until thirty (30) years after the Landlord in its reasonable commercial judgment considers advisable or necessary Closing Date. Any payment (including insurance proceeds) received by the Indemnified Party with respect to relet any matter that has been the same. No action subject of any prior indemnification payment(s) by the Landlord in accordance with foregoing or failure to relet or to collect rent under reletting shall operate to release or reduce the Tenant’s liability except as provided herein. The Landlord Indemnifying Party shall be entitled promptly remitted (net of collection expenses) to seek the Indemnifying Party up to rent other properties the aggregate amount of the Landlord such prior to reletting the Premisesindemnification payment(s).

Damages. In the event that (A) If this Lease is terminatedand the Term shall expire and come to an end as provided in Paragraph 10, or by or under any summary proceeding or any other action or proceeding, or if Landlord shall re-enter the Premises as provided in Paragraph 11, or by or under any summary proceeding or any other action or proceeding, then, in any of said events: (i) Tenant covenants to shall pay to Landlord all Base Rent, additional rent and other sums payable under this Lease by Tenant to Landlord to the date upon which this Lease and the Term shall have expired and come to an end or to the date of re-entry upon the Premises by Landlord, as the case may be; and (ii) Tenant shall also be liable for and shall pay to Landlord, as damages, (a) all reasonable costs and expenses incurred by Landlord forthwith on in connection with the termination of this Lease and/or Landlord’s demand, as compensation, an amount (the Lump Sum Payment) equal to the excess, if any, of the discounted present value of the total rent reserved for the remainder of the Term over the then discounted present fair rental value of re-entry upon the Premises for the remainder and/or any reletting of the Term. In calculating the rent reserved, there shall be included, in addition to the Annual Fixed Rent and all Additional Rent, the value of all other considerations agreed to be paid or performed by the Tenant over the remainder of the Term. In calculating the amounts to be paid by the Tenant under the foregoing covenant, the Tenant shall be credited with the net proceeds of any rent obtained by reletting the Premises, after deducting all the Landlord’s expenses in connection with such reletting, including, without limitationbut not limited to, all repossession costs, brokerage commissions, fees for legal services expenses, attorney’s fees, alteration costs and other expenses of preparing the Premises for reletting, and (b) any deficiency (referred to as “Deficiency”) between the Base Rent and additional rent reserved in this Lease for the period which otherwise would have constituted the unexpired portion of the Term and the net amount, if any, of rents actually collected under any reletting effected pursuant to the provisions of Paragraph 11 for any part of such period; provided, however, that Landlord shall first be entitled to apply the amounts received from any such reletting to the payment of sums owing under subsections (A)(i) and (ii)(a) above. Any such Deficiency shall be paid in monthly installments by Tenant on the days specified in this Lease for payment of installments of Base Rent. Landlord shall use commercially be entitled to recover from Tenant each monthly Deficiency as the same shall arise, and no suit to collect the amount of the Deficiency for any month shall prejudice Landlord’s right to collect the Deficiency for any subsequent month by a similar proceeding; and (iii) In lieu of claims for damages thereafter arising under (ii)(b) above, Landlord, at Landlord’s sole option, shall be entitled to recover from Tenant, and Tenant shall pay to Landlord, on demand, as and for liquidated and agreed final damages, a sum equal to the aggregate Base Rent and additional rent reserved in this Lease for the period which otherwise would have constituted the unexpired portion of the Term (additional rent to be based upon five (5%) annual increases in the additional rent payable for the immediately preceding twelve (12) month period) exceeds the then fair and reasonable efforts rental value of the Premises for the same period, both discounted to relet the Premisespresent value by using a discount rate of two (2%) percent per annum. The Landlord shall use commercially reasonable efforts If, before presentation of proof of such liquidated damages to relet any court, commission or tribunal, the Premises, or any part or parts thereof, shall have been relet by Landlord for a term or terms which may, at the Landlord’s option, exceed or be equal to or less than the period which otherwise would otherwise have constituted the balance unexpired portion of the Term, or any part thereof, the amount of rent reserved upon such reletting shall be deemed, prima facie, to be the fair and reasonable rental value for the part or the whole of the Premises so relet during the term of the reletting. If and to the extent required by applicable law, Landlord shall be obligated to use commercially reasonable efforts to mitigate its damages. (B) If the Premises, or any part thereof, shall be relet together with other space in the Building, the rents collected or reserved under any such reletting and the expenses of any such reletting shall be equitably apportioned for the purposes of this Paragraph 12. Tenant shall in no event be entitled to any rents collected or payable under any reletting, whether or not such rents shall exceed the Base Rent reserved in this Lease. Nothing contained in Paragraphs 10, 11 or this Paragraph shall be deemed to limit or preclude the recovery by Landlord from Tenant of the maximum amount allowed to be obtained as damages by any statute or rule of law, or of any sums or damages to which Landlord may grant such concessions and free rent as be entitled in addition to the Landlord damages set forth in its reasonable commercial judgment considers advisable Paragraph 12(A). (C) After receiving notice from any person, firm or necessary to relet the same and shall make such alterations, repairs and improvements in other entity that it holds a mortgage which includes the Premises as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same. No action part of the Landlord in accordance mortgaged premises, or that it is the ground lessor under a lease with foregoing or failure Landlord, as ground lessee, which includes the Premises as a part of the demised premises, no notice from Tenant to relet or to collect rent under reletting shall operate to release or reduce the Tenant’s liability except as provided herein. The Landlord shall be entitled to seek to rent other properties effective unless and until a copy of the same is given to such holder or ground lessor and the curing of any of Landlord’s defaults by such holder or ground lessor shall be treated as performance by Landlord. In no event shall Landlord prior be deemed to reletting be in default of any of its obligations under this Lease unless Tenant shall have given Landlord written notice specifying the particular default alleged by Tenant and Landlord shall have failed to commence (and thereafter continue) to remedy such default within thirty (30) days after receipt of such notice by Landlord, or within such longer period of time as may be reasonable. Tenant agrees, in the event of any act or omission by Landlord which would give Tenant the right to terminate this Lease or to claim a partial or total eviction, not to exercise any such right (i) until Tenant has notified in writing the holder of any mortgage which at that time shall be lien on the Premises and the lessor under any ground or underlying lease of the nature of such act or omission by Landlord, and (ii) unless such holder or lessor, with reasonable diligence, shall not have commenced and continued to remedy such act or omission within sixty (60) days of receipt of the notice referred to in (i) above. (D) In the event of any breach or threatened breach by Tenant of any of the covenants or provisions of this Lease (including, without limitation, any anticipatory breach or repudiation of Tenant’s obligations hereunder), Landlord shall have the right of injunction and the right to invoke any remedy allowed at law or in equity; mention in this Lease of any particular remedy shall not preclude Landlord from any other remedy at law or in equity. No receipt of rent by Landlord from Tenant after the termination in any way of this Lease or after giving any notice, shall reinstate, continue or extend the Term, or affect any notice. No receipt of rent after the commencement of suit, or after final judgment for possession of the Premises, shall reinstate, continue or extend the Term or affect said suit or said judgment. Tenant, for the Tenant, and on behalf of any and all persons claiming through or under the Tenant, including creditors of all kinds, hereby expressly waives and surrenders any and all rights of redemption granted by or under any present or future laws in the event of this Lease being terminated and/or Landlord obtaining possession of the Premises pursuant to the provisions of this Lease. The rights and remedies of Landlord set forth in this Paragraph shall be in addition to any other right and remedy now and hereafter provided by law. All rights and remedies shall be cumulative and not exclusive of each other. Landlord may exercise its rights and remedies at any times, in any order, to any extent, and as often as Landlord deems advisable without regard to whether the exercise of one right or remedy, precedes, occurs with or succeeds the exercise of another. A single or partial exercise of a right or remedy shall not preclude a further exercise thereof, or the exercise of another right or remedy from time to time. (E) If Tenant fails (a) to perform any of its obligations hereunder and such failure (i) if it relates to a matter which is not of an emergency nature, shall persist for a period of ten (10) days after Landlord shall have given Tenant notice of such failure, or (ii) if it relates to a matter which in Landlord’s reasonable judgment is of an emergency nature, shall remain uncured for a period of twenty four (24) hours after Landlord shall have given Tenant notice of such failure, or (b) to make any payment which Tenant agrees to make, then Landlord shall have the right to perform such obligation, or make such payment, as Tenant’s agent, and in Landlord’s reasonable, commercial discretion as to the necessity therefor, and the full amount of the cost and expense entailed in performing such obligation, or of the payment so made, together with interest thereon at the Applicable Rate shall immediately be owing by Tenant to Landlord as additional rent.

Damages. In 60.1 Notwithstanding anything to the contrary contained in Article 18 hereof, if Landlord shall re-enter the Demised Premises under the provisions of Article 18, or in the event that of the termination of this Lease, or of re-entry, by or under any summary dispossess or other proceeding or action of any provision of law by reason of default hereunder on the part of Tenant, Tenant shall pay to Landlord as damages, (i) a sum which at the time of such termination of this Lease is terminated, or at the Tenant covenants to pay to the Landlord forthwith on the time of any such re-entry by Landlord’s demand, as compensationthe case may be, an amount equals the aggregate Adjusted Minimum Rent payable hereunder which would have been payable by Tenant (conclusively presuming that additional rent on account of increases in Taxes and Building Operating Costs shall increase at the Lump Sum Payment) equal to the excess, if any, average of the discounted present value rates of increase thereof previously experienced by Landlord during the period not to exceed 3 years prior to such termination) for the period commencing with such earlier termination of this Lease or the date of such re-entry, as the case may be, and ending with the Termination Date, had this Lease not so terminated or had Landlord not so re-entered the Demised Premises plus (ii) the expenses of re-letting, including altering and preparing the Demised Premises for new tenants, brokers, commissions, attorney's fees and all other expenses properly chargeable against the Demised Premises and the rental thereof. Any such re-letting may be for a period shorter or longer than the remaining term of this Lease; but in no event shall Tenant be entitled to receive any excess of such net rents over the sums payable by Tenant to Landlord hereunder, or shall Tenant be entitled in any suit for the collection of damages pursuant to this subsection to a credit in respect of any net rents from a reletting. If the Demised Premises or any part thereof should be re-let in combination with the other space, then proper apportionment on a square foot basis shall be made of the total rent reserved received from such re-letting and of the expenses of re-letting. 60.2 Suit or suits for the remainder recovery of the Term over the then discounted present fair rental value of the Premises for the remainder of the Term. In calculating the rent reservedsuch damages, there or any installments thereof, may be brought by Landlord from time to time at its election, and nothing contained herein shall be includeddeemed to require Landlord to postpone suit until the date when the term of this Lease would have expired if it had not been so terminated or had Landlord not re-entered the Demised Premises. Nothing herein contained shall be construed to limit or preclude recovery by Landlord against Tenant of any sums or damages to which, in addition to the Annual Fixed Rent damages particularly provided above, Landlord may lawfully be entitled by reason of any default hereunder on the part of Tenant. Any indemnity of Tenant shall survive the expiration or earlier termination of this Lease. Nothing herein contained shall be construed to limit or prejudice the right of Landlord to prove for and all Additional Rentobtain as liquidated damages by reason of the termination of this Lease or re-entry of the Demised Premises for the default of Tenant under this Lease, an amount equal to the value maximum allowed by any statute or rule of all other considerations agreed law governing the proceedings in which such damages are to be paid proved whether or performed by the Tenant over the remainder of the Term. In calculating the amounts to not such amount be paid by the Tenant under the foregoing covenantgreater, the Tenant shall be credited with the net proceeds of any rent obtained by reletting the Premisesequal to, after deducting all the Landlord’s expenses in connection with such reletting, including, without limitation, all repossession costs, brokerage commissions, fees for legal services and expenses of preparing the Premises for such reletting and Landlord shall use commercially reasonable efforts to relet the Premises. The Landlord shall use commercially reasonable efforts to relet the Premises, or any part or parts thereof, for a term or terms which may, at the Landlord’s option, exceed or be equal to or less than the period which would otherwise have constituted the balance any of the Term, and may grant such concessions and free rent as the Landlord sums referred to in its reasonable commercial judgment considers advisable or necessary to relet the same and shall make such alterations, repairs and improvements in the Premises as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same. No action of the Landlord in accordance with foregoing or failure to relet or to collect rent under reletting shall operate to release or reduce the Tenant’s liability except as provided herein. The Landlord shall be entitled to seek to rent other properties of the Landlord prior to reletting the PremisesSection 60.1.

Damages. In the event that this Lease is terminatedterminated pursuant to Section 9.1 hereof, at the Landlord’s election, the Tenant covenants to pay to the Landlord forthwith on the Landlord’s demand, as compensation, an amount (the “Lump Sum Payment”) equal to the excess, if any, of the discounted present value (discounted at an annualized rate of three percent (3%)) of the total rent reserved for the remainder of the Term over the then discounted present fair rental value of the Premises for the remainder of the Term. In calculating the rent reserved, there shall be included, in addition to the Annual Fixed Rent and all Additional Rent, the value of all other considerations agreed to be paid or performed by the Tenant over the remainder of the Term. Without in anyway limiting the foregoing and in addition thereto, at the Landlord’s election, the Tenant shall pay punctually to the Landlord all the sums (“Periodic Payments”) and perform all the obligations which the Tenant covenants in this Lease to pay and to perform in the same manner and to the same extent and at the same time as if this Lease had not been terminated. In calculating the amounts to be paid by the Tenant under the foregoing covenant, the Tenant shall be credited with the amount of the Lump Sum Payment allocable to the specific Periodic Payment and the net proceeds of any rent obtained by reletting the Premises, after deducting all the Landlord’s expenses in connection with such reletting, including, without limitation, all repossession costs, brokerage commissions, reasonable fees for legal services and expenses of preparing the Premises for such reletting and Landlord shall use commercially reasonable efforts to relet the Premisesreletting. The Landlord shall use commercially reasonable efforts to may (i) relet the Premises, or any part or parts thereof, for a term or terms which may, at the Landlord’s option, exceed or be equal to or less than the period which would otherwise have constituted the balance of the Term, and may grant such concessions and free rent as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same and shall (ii) make such alterations, repairs and improvements in the Premises as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same. No action of the Landlord in accordance with foregoing or failure to relet or to collect rent under reletting shall operate to release or reduce the Tenant’s liability except as provided herein. The Landlord shall be entitled use reasonable efforts to seek to rent other properties mitigate its damages in the event of the Landlord prior to reletting the Premisesa termination pursuant hereto.

Damages. In 25.01. If this lease is terminated under the provisions of Article 23 or if Landlord shall re-enter the Demised Premises under the provisions of Article 24, or in the event that of the termination of this Lease is terminatedlease, or of re-enter, by or under any summary dispossess or other proceeding or action or any provision of law by reason of default hereunder on the part of Tenant, Tenant covenants to shall pay to the Landlord forthwith on the Landlord’s demand, as compensation, an amount (the Lump Sum Payment) damages; The sum equal to the excessfixed rent and the additional rent (as above presumed) payable hereunder which would have been payable by Tenant had this lease not so terminated, or had Landlord not so re-entered the Demised Premises, payable upon the due dates therefor specified herein following such termination or such re-entry and until the Expiration Date, provided, however, that if anyLandlord shall relet the Demised Premises during said period, of the discounted present value of the total rent reserved for the remainder of the Term over the then discounted present fair rental value of the Premises for the remainder of the Term. In calculating the rent reserved, there Landlord shall be included, in addition to the Annual Fixed Rent and all Additional Rent, the value of all other considerations agreed to be paid or performed by the credit Tenant over the remainder of the Term. In calculating the amounts to be paid by the Tenant under the foregoing covenant, the Tenant shall be credited with the net proceeds of any rent obtained rents received by reletting the Premises, after deducting all the Landlord’s expenses in connection with Landlord from such reletting, includingsuch net rents to be determined by first deducting from the gross rents as and when received by Landlord from such reletting the expenses incurred or paid by Landlord in terminating this lease or in re-entering the Demised Premises and in securing possession thereof, without limitationas well as the expenses of reletting, all repossession costsincluding altering and preparing the Demised Premises for new tenants, brokerage brokers' commissions, fees for legal services and all other expenses of preparing properly chargeable against the Demised Premises for such reletting and Landlord the rental therefrom; it being understood that Tenant shall use commercially reasonable efforts to relet the Premises. The Landlord shall use commercially reasonable efforts to relet the Premises, or any part or parts thereof, for a term or terms which may, at the Landlord’s option, exceed or be equal to or less than the period which would otherwise have constituted the balance of the Term, and may grant such concessions and free rent as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same and shall make such alterations, repairs and improvements in the Premises as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same. No action of the Landlord in accordance with foregoing or failure to relet or to collect rent under reletting shall operate to release or reduce the Tenant’s liability except as provided herein. The Landlord shall no event be entitled in any suit for the collection of damages pursuant to seek this Subsection to rent other properties a credit in respect of any net rents from a reletting, except to the Landlord prior to reletting the Premisesextent that such net rents are actually received by Landlord.

Damages. In the event that As used in this Lease is terminatedArticle IX, the Tenant covenants term "Damages" means any and all losses, claims, damages, liabilities, obligations, judgments, settlements, awards, demands, offsets, reasonable out-of-pocket costs, expenses and attorneys' fees (including any such reasonable costs, expenses and attorneys' fees incurred in enforcing a party's right of indemnification against any indemnifying party or with respect to pay to the Landlord forthwith on the Landlord’s demand, as compensation, an amount (the Lump Sum Paymentany appeal) equal to the excessand penalties and interest, if any, but shall not include any such amounts for which the indemnified party receives payment from a third party (including insurers) (after associated collection expenses) and shall be net of any associated Tax benefit. For purposes of this Section 9.05, "associated Tax benefit" means the reduction in Taxes enjoyed by an indemnified party in any taxable year of that party as a result of the discounted present value Tax treatment of the total rent reserved for the remainder of the Term over the then discounted present fair rental value of the Premises for the remainder of the Term. In calculating the rent reservedDamages, there shall be included, in addition to the Annual Fixed Rent and all Additional Rent, the value of all other considerations agreed such reduction to be paid or performed reduced (but not below zero) by the Tenant over the remainder of the Term. In calculating the amounts to be any incremental Taxes paid by the Tenant under indemnified party by reason of the foregoing covenant, inclusion of the Tenant indemnification payment in income if and to the extent required by applicable law. The amount of any associated Tax benefit shall be credited deducted from an indemnifying payment when such payment is otherwise to be made, and shall be computed by the indemnifying party on such reasonable assumptions as it may select. Each indemnification payment from which an associated Tax benefit has been deducted shall be accompanied by a computation of such benefit sufficient in detail to enable the indemnified party to assess the basis of the computation. If the indemnified party disagrees with the net proceeds indemnifying party's computation, it shall provide the indemnifying party with its computation and sufficient information to enable the indemnifying party to assess its computation, and the parties shall thereafter work together in good faith to resolve the matter and develop a framework for future adjustments consistent with the principles of this subsection (with any differences to be resolved by applying the principles of Section 4(b) of the Tax Disaffiliation Agreement). Any payment (including insurance proceeds) received by the indemnified party with respect to any matter that has been the subject of any rent obtained prior indemnification payment(s) by reletting the Premises, after deducting all the Landlord’s expenses in connection with such reletting, including, without limitation, all repossession costs, brokerage commissions, fees for legal services and expenses of preparing the Premises for such reletting and Landlord shall use commercially reasonable efforts to relet the Premises. The Landlord shall use commercially reasonable efforts to relet the Premises, or any part or parts thereof, for a term or terms which may, at the Landlord’s option, exceed or be equal to or less than the period which would otherwise have constituted the balance of the Term, and may grant such concessions and free rent as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same and shall make such alterations, repairs and improvements in the Premises as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same. No action of the Landlord in accordance with foregoing or failure to relet or to collect rent under reletting shall operate to release or reduce the Tenant’s liability except as provided herein. The Landlord indemnifying party shall be entitled promptly remitted (net of collection expenses) to seek the indemnifying party up to rent other properties the aggregate amount of the Landlord such prior to reletting the Premisesindemnification payment(s).

Damages. In the event that (a) If this Lease is terminated, the terminated under Section 7.03 Tenant covenants to shall pay to Landlord as damages, at the Landlord forthwith on election of Landlord, either: (b) a sum which, at the Landlord’s demandtime of such termination, as compensation, an amount represents the value (the Lump Sum Paymentdiscounted to present value using Base Rate) equal to of the excess, if any, of (1) the discounted present value aggregate of the total rent reserved Rent which, had this Lease not terminated, would have been payable hereunder by Tenant for the remainder period commencing on the day following the date of such termination to and including the Term Expiration Date over (2) the then discounted present aggregate fair rental value of the Premises for the remainder same period (for the purposes of this clause (a) the amount of Additional Charges which would have been payable by Tenant under Sections 3.04 and 3.05 shall, for each calendar year ending after such termination, be deemed to be an amount equal to the amount of such Additional Charges payable by Tenant for the calendar year immediately preceding the calendar year in which such termination shall occur), or (c) sums equal to the Rent that would have been payable by Tenant through and including the Expiration Date had this Lease not terminated, payable upon the due dates therefor specified in this Lease; provided, that if Landlord shall relet all or any part of the Term. In calculating the rent reserved, there shall be included, in addition to the Annual Fixed Rent and Premises for all Additional Rent, the value of all other considerations agreed to be paid or performed by the Tenant over the remainder any part of the Term. In calculating period commencing on the amounts day following the date of such termination or re-entry to be paid by and including the Expiration Date, Landlord shall credit Tenant under the foregoing covenant, the Tenant shall be credited with the net proceeds of any rent obtained rents received by Landlord from such rcletting, such net rents to be determined by first deducting from the gross rents as and when received by Landlord from such reletting the Premisesexpenses incurred or paid by Landlord in terminating this Lease and of re-entering the Premises and of securing possession thereof, after deducting all as well as the Landlord’s expenses in connection with such of reletting, including, without limitation, all repossession costs, brokerage commissions, fees for legal services altering and expenses of preparing the Premises for new tenants, brokers' commissions, legal fees and all other expenses properly chargeable against the Premises and the rental therefrom in connection with such reletting, it being understood that any such reletting may be for a period equal to or shorter or longer than said period; provided, further, that (i) in no event shall Tenant be entitled to receive any excess of such net rents over the sums payable by Tenant to Landlord under this Lease, (ii) in no event shall Tenant be entitled, in any suit for the collection of damages pursuant to this Section 7.05(b), to a credit in respect of any net rents from a reletting except to the extent that such net rents are actually received by Landlord prior to the commencement of such suit, (iii) if the Premises or any part thereof should be relet in combination with other space, then proper apportionment on a square foot rentable area basis shall be made of the rent received from such reletting and of the expenses of reletting and (iv) Landlord shall use commercially reasonable efforts have no obligation to so relet the Premises and Tenant hereby waives any right Tenant may have, at law or in equity, to require Landlord to so relet the Premises. The Landlord shall use commercially reasonable efforts to relet Suit or suits for the Premisesrecovery of any damages payable hereunder by Tenant, or any part or parts installments thereof, for a term or terms which may, may be brought by Landlord from time to time at the Landlord’s option, exceed or be equal to or less than the period which would otherwise have constituted the balance of the Termits election, and may grant nothing contained herein shall require Landlord to postpone suit until the date when the Term would have expired but for such concessions and free rent as the Landlord in its reasonable commercial judgment considers advisable termination or necessary to relet the same and shall make such alterations, repairs and improvements in the Premises as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same. No action of the Landlord in accordance with foregoing or failure to relet or to collect rent under reletting shall operate to release or reduce the Tenant’s liability except as provided herein. The Landlord shall be entitled to seek to rent other properties of the Landlord prior to reletting the Premisesre-entry.

Damages. In the event that this Lease is terminatedterminated under any of the provisions contained in Section 7.1 or shall be otherwise terminated for breach of any obligation of Tenant, the Tenant covenants to pay forthwith to the Landlord forthwith on the Landlord’s demand, as compensation, an amount (all sums which were due prior to the Lump Sum Payment) date of such termination and Tenant shall pay on the days originally fixed herein for the payment thereof amounts equal to the several installments of rent, adjusted rent, additional rent and any and all other charges as they would have become due if this Lease had not been terminated. As a second alternative, at the election of Landlord, Tenant will, at the time of such termination, pay to Landlord, as liquidated damages, the amount of the excess, if any, of the discounted present value at the time of termination of the total rent reserved for and other benefits which would have accrued to Landlord under this Lease over and above the remainder of the Term over the then discounted present fair rental market value (in advance) of the Premises for the remainder balance of the Term. In calculating For the purpose of this paragraph, the total rent reserved, there shall be included, in computed by assuming that ▇▇▇▇▇▇'s share of real estate taxes and other charges would be the amount thereof (if any) for the immediately preceding year of the term. In addition to the Annual Fixed Rent foregoing (and whether or not the Lease is terminated upon a default), Tenant agrees (i) to indemnify and save Landlord harmless from and against all Additional Rentexpenses together with interest at the rate of 1.5% per month which Landlord may incur in collecting such amount or in obtaining possession of, the value of all other considerations agreed to be paid or performed by the Tenant over the remainder of the Term. In calculating the amounts to be paid by the Tenant under the foregoing covenant, the Tenant shall be credited with the net proceeds of any rent obtained by reletting in re-letting the Premises, after deducting all the Landlord’s expenses or in defending any action arising as a result of or in connection with such relettinga default, including, without limitation, all repossession costslegal expenses, attorneys' fees, brokerage commissionsfees, fees for legal services and expenses the cost of putting the Premises in good order or preparing the same for rental; (ii) that Landlord may re-let the Premises for such reletting and Landlord shall use commercially reasonable efforts to relet the Premises. The Landlord shall use commercially reasonable efforts to relet the Premises, or any part or parts thereof, either in the name of Landlord or otherwise for a term or terms which may, at the Landlord’s 's option, exceed or be equal to or less than or exceed the period which would otherwise have constituted the balance of the Term, term and may grant such concessions and or free rent as for a reasonable time. The failure of Landlord to re-let the Premises or any part thereof shall not release or affect Tenant's liability for damage. Any suit brought to collect the amount of deficiency for any month shall not prejudice the right of Landlord in its reasonable commercial judgment considers advisable or necessary to relet collect the same and shall deficiency for any subsequent month by a similar proceeding. Landlord may make such alterations, repairs repairs, replacements and improvements in decorations on the Premises, and the making of such alterations or decorations shall not release Tenant from any liability. In the event the Premises as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same. No action of the Landlord in accordance with foregoing or failure to relet or to collect rent under reletting shall operate to release or reduce the Tenant’s liability except as provided herein. The Landlord are re-let by Landlord, Tenant shall be entitled to seek a credit in the net amount of rent received by Landlord, after deduction of all expenses incurred in connection with ▇▇▇▇▇▇'s default, re-letting the Premises and in collecting the rent, except in the event Landlord has chosen the second or third alternative as a remedy in which event Tenant shall not be entitled to rent any credit. ▇▇▇▇▇▇ further agrees that, if on the Expiration Date or other properties termination date, ▇▇▇▇▇▇ does not surrender the Premises or fails to remove any of its property from the Premises and Landlord obtains an order of eviction then Landlord may enter the Premises for the purpose of removing ▇▇▇▇▇▇'s goods and effects, without prejudice to any other remedies, and Landlord may remove and store such goods and effects at Tenant's expense, Tenant hereby granting Landlord an irrevocable power of attorney to accomplish the same. Nothing contained in this Lease shall limit or prejudice the right of Landlord to prove for and obtain in proceedings for bankruptcy or insolvency by reason of the termination of this Lease, an amount equal to the maximum allowed by any statute or rule of law in effect at the time when, and governing the proceedings in which, the damages are to be proved, whether or not the amount be greater, equal to, or less than the amount of the loss or damages referred to above. Landlord prior shall use reasonable efforts to reletting the Premises.mitigate its damages resulting from ▇▇▇▇▇▇'s default hereunder. [END OF ARTICLE VII]

Damages. In the event that this Lease is terminated, the Tenant covenants to shall pay punctually to the Landlord forthwith on all the Landlord’s demandsums including, as compensationbut not limited to, an amount (the Lump Sum Payment) equal to the excess, if any, of the discounted present value of the total rent reserved for the remainder of the Term over the then discounted present fair rental value of the Premises for the remainder of the Term. In calculating the rent reserved, there shall be included, in addition to the Annual Fixed Rent and Additional Rent (Periodic Payments) and perform all Additional Rent, the value of all other considerations agreed to be paid or performed by obligations which the Tenant over covenants in this Lease to and to perform in the remainder of same manner and to the Termsame extent and at the same time as if this Lease had not been terminated. In calculating the amounts to be paid by the Tenant under the foregoing covenant, the Tenant shall be credited with the net proceeds of any rent obtained by reletting the Premises, after deducting all the Landlord’s expenses in connection with such reletting, including, without limitation, all repossession costs, brokerage commissions, reasonable fees for legal services and expenses of preparing the Premises for such reletting and reletting. The Tenant shall also be entitled to credit against the last Periodic Payment which would otherwise become due for the amount, if any, paid to the Landlord shall use commercially reasonable efforts as damages awarded to relet Landlord as a result of any action commenced against the PremisesTenant to enforce this Lease. The Landlord shall use commercially reasonable efforts to may (i) relet the PremisesPremise, or any part or parts thereof, for a term or terms which may, at the Landlord’s option, exceed or be equal to or less than the period which would otherwise have constituted the balance of the Term, and may grant such concessions and free rent as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same and shall (ii) make such alterations, repairs and improvements in the Premises as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same. No action of the Landlord in accordance with the foregoing or failure to relet or to collect rent under reletting shall operate to release or reduce the Tenant’s liability except as provided hereinliability. The Landlord shall be entitled to seek to rent other properties of the Landlord prior to reletting the Premises. The Landlord shall make reasonable efforts to mitigate its damages upon the occurrence of an Event of Default by Tenant.

Damages. In the event that If Landlord terminates this Lease is terminatedor Tenant’s right to occupy the Leased Premises pursuant to above subsection (b), the Tenant covenants to pay to the Landlord forthwith on the Landlord’s demand, as compensation, an amount shall remain liable (the Lump Sum Payment) equal to the excess, if any, of the discounted present value of the total rent reserved for the remainder of the Term over the then discounted present fair rental value of the Premises for the remainder of the Term. In calculating the rent reserved, there shall be included, in addition to accrued liabilities) to the Annual Fixed extent legally permissible for (i) (A) all Basic Rent and all Additional RentRent provided for in this Lease until the date this Lease would have expired had such termination not occurred, discounted to present value at the value of all other considerations agreed to be paid or performed by the Tenant over the remainder discount rate of the Term. In calculating Federal Reserve Bank of Baltimore at the amounts time of such termination, all accelerated to be paid the date of any such termination, and (B) any and all actual and reasonable expenses incurred by Landlord in re-entering the Tenant under Leased Premises, repossessing the foregoing covenantsame, making good any default of Tenant, remodeling, altering or dividing the Tenant shall be credited Leased Premises, combining the same with any adjacent space for any new tenants, putting the same in proper repair, establishing signage for, reletting the same (including any and all reasonable attorneys’ fees and disbursements and brokerage fees incurred in so doing), and any and all expenses which Landlord may reasonably incur in reletting the Leased Premises; less (ii) the net proceeds of any rent obtained by reletting reletting. Tenant agrees to pay to Landlord the Premisesdifference between items (i) and (ii) above, after deducting all the Landlord’s expenses immediately upon any termination or subletting, in connection with such reletting, including, without limitation, all repossession costs, brokerage commissions, fees for legal services and expenses of preparing the Premises for such reletting and Landlord shall use commercially reasonable efforts to relet the Premises. The Landlord shall use commercially reasonable efforts to relet the Premises, or any part or parts thereof, for a term or terms which mayfull or, at the Landlord’s option, exceed or be equal with respect to or less than the period which would otherwise have constituted the balance of each month during the Term, and may grant at the end of such concessions and free rent as month. Any suit brought by Landlord to enforce collection of such difference for any one month shall not prejudice Landlord’s right to enforce the collection of any difference for any other month. In addition to the foregoing, Tenant shall pay to Landlord reasonable attorneys’ fees with respect to any successful law suit or action instituted by Landlord to enforce any of the provisions of this Lease or in connection with an Event of Default by Tenant. Landlord shall have the right, at its reasonable commercial judgment considers advisable or necessary sole option, to relet the same whole or any part of the Leased Premises for the whole of the unexpired Term, or longer, or from time to time for shorter periods, for any rental, giving such concessions of rent and shall make making such special repairs, alterations, repairs decorations and improvements in the Premises painting for any new tenant as the Landlord Landlord, in its reasonable commercial judgment considers advisable or necessary sole and absolute discretion, may deem advisable. Except as expressly set forth in subsection (d) below, Landlord shall be under no obligation to relet the sameLeased Premises. No action of the Landlord in accordance with foregoing or failure to relet or to collect rent under reletting shall operate to release or reduce the Tenant’s liability except as provided hereinaforesaid shall survive the institution of summary proceedings and the issuance of any warrant thereunder. The Landlord shall be entitled to seek to rent other properties (See Paragraph 9 of the Landlord prior to reletting the PremisesAddendum hereto regarding limitations on damages.)

Damages. In As a cumulative and alternative remedy of Landlord in the event that of termination of this Lease is terminatedby Landlord following any default by Tenant, Landlord, at its option, shall be entitled to recover damages for such default from the Tenant covenants to pay to date of the Landlord forthwith on the Landlord’s demand, as compensation, termination in an amount (the Lump Sum Payment) equal to the excess, if any, Accelerated Rent Component for the balance of the discounted present value of term, determined without regard to the total rent reserved for early termination, less the remainder of the Term over the then discounted present fair rental value of the Demised Premises for the remainder of the Term. In calculating original term of the rent reservedLease, there discounted to present value at four percent (4%) below the then existing Prime Rate of Bank, and such damages shall be includedpayable by Tenant upon demand. Endo Pharmaceuticals Inc. Page 24 Confidential c. Continuing Liability. Tenant shall, in addition with respect to all periods of time up to and including the Annual Fixed Rent expiration of the term or other termination of this Lease, remain liable to Landlord for the rent, additional rent and all Additional Rent, the value of all other considerations agreed to be paid or performed by the Tenant over the remainder of the Termcharges payable under this Lease. In calculating the amounts to be paid by the Tenant under the foregoing covenant, the Tenant shall be credited with entitled to a credit for any portion of the Accelerated Rent Component paid by Tenant to Landlord. In the event that the property has been relet or sublet by Tenant or Landlord for the benefit of Tenant, and the rent therefor shall be paid directly to Landlord by said new tenant or sublet tenant, Tenant shall be entitled to a credit against the rent and all other charges paid or payable under this Lease for the net proceeds received by Landlord after deduction of all costs payable by Landlord incidental to such reletting or subletting. If it shall be determined at the expiration of the term of this Lease that a credit is due Tenant because the net proceeds of any reletting, as aforesaid, plus the amounts paid to Landlord by Tenant by Accelerated Rent Component or otherwise, exceed the aggregate of rent obtained by reletting and other charges accrued in favor of Landlord to the Premisesend of said term, Landlord shall refund such excess to Tenant, without interest, promptly after such determination, after deducting all the Landlord’s expenses in connection with such reletting, including, without limitation, all repossession costs, brokerage commissions, fees for legal services and expenses of preparing the Premises for such reletting and Landlord shall use commercially reasonable efforts to relet the Premises. The Landlord shall use commercially reasonable efforts to relet the Premises, or any part or parts thereof, for a term or terms which may, at the Landlord’s option, exceed or be equal to or less than the period which would otherwise have constituted the balance of the Term, and may grant such concessions and free rent as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same and shall make such alterations, repairs and improvements in the Premises as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same. No action of the Landlord in accordance with foregoing or failure to relet or to collect rent under reletting shall operate to release or reduce the written request by Tenant’s liability except as provided herein. The Landlord shall be entitled to seek to rent other properties of the Landlord prior to reletting the Premises.

Damages. In the event that Unless and until Landlord shall have terminated this Lease is terminatedunder subsection 23.B above, the Tenant covenants shall remain fully liable and responsible to pay to the Landlord forthwith on the Landlord’s demand, as compensation, an amount (the Lump Sum Payment) equal to the excess, if any, perform all of the discounted present value covenants and to observe all of the total rent reserved for the remainder conditions of the Term over the then discounted present fair rental value of the Premises for this Lease throughout the remainder of the Term. In calculating the rent reserved, there shall be included; and, in addition addition, Tenant shall pay to the Annual Fixed Rent Landlord, upon demand and all as Additional Rent, the value total sum of all other considerations agreed to be paid reasonable costs, losses and expenses, including reasonable counsel fees, as Landlord incurs, directly or performed by the Tenant over the remainder of the Term. In calculating the amounts to be paid by the Tenant under the foregoing covenantindirectly, the Tenant shall be credited with the net proceeds because of any rent obtained by reletting the PremisesEvent of Default having occurred. If Landlord terminates Tenant's leasehold estate and this Lease as provided in subsection 23.B above, after deducting all the Landlord’s expenses in connection with such reletting, including, without limitation, all repossession costs, brokerage commissions, fees for legal services and expenses of preparing the Premises for such reletting and Landlord shall use commercially reasonable efforts have the unrestricted right to relet the Premises or any part(s) thereof, to such Tenant(s), on such provisions and for such period(s) as Landlord may deem appropriate. It is understood that Landlord shall have no obligation to have the Premises available for reletting or otherwise endeavor to relet so long as Landlord (or any related entity) has other comparable vacant space or property available for leasing to others in the general geographical area of the Premises; and that notwithstanding nonavailability of other space or property, Landlord's obligation to mitigate damages shall be limited to such efforts as Landlord, in its sole reasonable judgment, deems appropriate. The Landlord shall use commercially reasonable efforts to relet the Premises, or any part or parts thereof, for a term or terms damages which may, at the Landlord’s option, exceed or be equal to or less than the period which would otherwise have constituted the balance of the Term, and may grant such concessions and free rent as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same and shall make such alterations, repairs and improvements in the Premises as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same. No action of the Landlord in accordance with foregoing or failure to relet or to collect rent under reletting shall operate to release or reduce the Tenant’s liability except as provided herein. The Landlord shall be entitled to seek to rent other properties recover from Tenant in such case shall be the sum of: i) all Base Rent and Additional Rent accrued and unpaid as of the termination date; ii) a) all reasonable costs and expenses incurred by Landlord prior to reletting in recovering possession of the Premises., including removal and storage of Tenant's property, improvements and alterations therefrom,

Damages. In the event that this If Landlord terminates this-Lease is terminatedpursuant to above subsection (b), the Tenant covenants to pay to the Landlord forthwith on the Landlord’s demand, as compensation, an amount shall remain liable (the Lump Sum Payment) equal to the excess, if any, of the discounted present value of the total rent reserved for the remainder of the Term over the then discounted present fair rental value of the Premises for the remainder of the Term. In calculating the rent reserved, there shall be included, in addition to accrued liabilities) to the Annual Fixed extent legally permissible for (i) (A) all Basic Rent and Additional Charges provided for in this Lease until the date this Lease would have expired had such termination not occurred plus the amount of any credit against Basic Rent (such as free or reduced rent) provided in this Lease adjusted to present value at the Prime Rate, all Additional Rentaccelerated to the date of any such termination, and (B) any and all reasonable expenses incurred by Landlord in re- entering the value Leased Premises, repossessing the same, making good any default of Tenant, painting, altering or dividing the Leased Premises, combining the same with any adjacent space for any new tenants, putting the same in proper repair, reletting the same (including any and all other considerations agreed to be paid or performed by reasonable attorneys fees and disbursements and reasonable brokerage fees incurred in so doing), and any and all expenses which Landlord may incur during the Tenant over the remainder occupancy of the Term. In calculating the amounts to be paid by the Tenant under the foregoing covenant, the Tenant shall be credited with any new tenant; less (ii) the net proceeds of any reletting. Tenant agrees to pay to Landlord the difference between items (i) and (ii) above with respect to each month during the Term, at the end of such month. Any suit brought by Landlord to enforce collection of such difference for any one month shall not prejudice Landlord's right to enforce the collection of any difference for any subsequent month. In addition to the foregoing, Tenant shall pay to Landlord such sums as the court which has jurisdiction thereover may adjudge reasonable as attorneys fees with respect to any successful law suit or action instituted by Landlord to enforce the provisions of this Lease. Landlord shall have the right, at its sole option, to relet the whole or any part of the Leased Premises for the whole of the unexpired Term, or longer, or from time to time for shorter periods, for any rental then obtainable, giving such concessions of rent obtained by reletting and making such special repairs, alterations, decorations and painting for any new tenant as Landlord, in its reasonable discretion, may deem advisable. Landlord's liability as aforesaid shall survive the institution of summary proceedings and the issuance of any warrant thereunder. Landlord shall be under no obligation to relet the Leased Premises, after deducting all the Landlord’s expenses in connection with such reletting, including, without limitation, all repossession costs, brokerage commissions, fees for legal services and expenses of preparing the Premises for such reletting and Landlord shall but agrees to use commercially reasonable efforts to relet the Premises. The Landlord shall use commercially reasonable efforts to relet the Premises, or any part or parts thereof, for a term or terms which may, at the Landlord’s option, exceed or be equal to or less than the period which would otherwise have constituted the balance of the Term, and may grant such concessions and free rent as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same and shall make such alterations, repairs and improvements in the Premises as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same. No action of the Landlord in accordance with foregoing or failure to relet or to collect rent under reletting shall operate to release or reduce the Tenant’s liability except as provided herein. The Landlord shall be entitled to seek to rent other properties of the Landlord prior to reletting the Premisesdo so.

Damages. In the event that this Lease is terminatedUpon any Event of Default, the Tenant covenants to pay shall remain liable to the Landlord forthwith on for the following amounts: (a) any Rent of any kind whatsoever which may have become due with respect to the period in the Term which has already expired, (b) any rental abatements or other free-rent concessions extended to Tenant under the Lease, (c) all Rent which becomes due during the remainder of the Term, (d) all costs, fees and expenses incurred by Landlord in leasing the Premises to others from time to time, including but not limited to leasing commissions, construction and other build-out costs, design and permitting costs and the like, and (e) all costs, fees and expenses incurred by Landlord in pursuit of its remedies hereunder, including but not limited to attorneys’ fees and court costs. All such amounts shall be due and payable immediately upon demand by Landlord and shall bear interest at fifteen percent (15%) per annum until paid. Furthermore, at Landlord’s demandoption, as compensationTenant shall be obligated to pay, in lieu of item (c) above in this §14.04, an amount (the Lump Sum Payment“Substitute Amount”) which is equal to the excess, if any, of the discounted present value of the total rent reserved for the remainder of the Term over the then discounted present fair rental value of the Premises for all Rent which would become due during the remainder of the Term. In calculating the rent reserved, there including all Additional Rent which shall be includeddeemed to continue and increase over such remainder of the Term at the average rate of increase occurring over the then-expired portion of the Term, in addition with such present value to be determined by discounting at an annual rate of interest which is equal to the Annual Fixed Rent bond-equivalent yield for the most recent auction of U.S. Treasury Bills with a one (1)-year maturity. Provided that the Substitute Amount is actually paid in full to Landlord and the Premises are surrendered by Tenant, Landlord shall affirmatively list the Premises with its broker as available for lease (to the extent Landlord’s contract with such broker does not already apply to all Additional Rentvacant space at the Building), the value and Tenant shall receive a reduction and reimbursement of all other considerations agreed such amounts which is equal to the amount of any rent actually received from others to whom the Premises may be paid or performed by the Tenant over rented during the remainder of the original Term. In calculating the amounts Tenant and Landlord acknowledge and agree that payment to be paid by the Tenant under Landlord of the foregoing covenantSubstitute Amount, the Tenant shall be credited together with the net proceeds corresponding reduction by reimbursement to Tenant of any rent obtained paid by reletting the Premisessubstitute tenants, after deducting all the Landlord’s expenses in connection with such reletting, including, without limitation, all repossession costs, brokerage commissions, fees for legal services and expenses of preparing the Premises for such reletting and Landlord shall use commercially are a reasonable efforts to relet the Premises. The Landlord shall use commercially reasonable efforts to relet the Premises, or any part or parts thereof, for a term or terms which may, at the Landlord’s option, exceed or be equal to or less than the period which would otherwise have constituted the balance forecast of the Termactual damages which will be suffered by Landlord in case of an Event of Default by Tenant, which actual damages are otherwise difficult or impossible to ascertain, and may grant therefore such concessions payment and free rent as the reimbursement together constitute liquidated damages and not a penalty. Any suit or action brought by Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same and shall make such alterations, repairs and improvements in the Premises as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same. No action of the Landlord in accordance with foregoing or failure to relet or to collect rent under reletting any such liquidated damages shall operate to release not in any manner prejudice any other rights or reduce the Tenant’s liability except as provided herein. The remedies of Landlord shall be entitled to seek to rent other properties of the Landlord prior to reletting the Premiseshereunder.

Damages. In None of (i) the event that termination of this Lease is terminatedMaster Lease, (ii) the Tenant covenants to pay to the Landlord forthwith on the Landlord’s demand, as compensation, an amount (the Lump Sum Payment) equal to the excess, if any, repossession of the discounted present value Demised Premises, (iii) the failure of Landlord to relet the Demised Premises or any portion thereof, (iv) the reletting of all or any portion of the total rent reserved for the remainder of the Term over the then discounted present fair rental value of the Premises for the remainder of the Term. In calculating the rent reserved, there shall be included, in addition to the Annual Fixed Rent and all Additional Rent, the value of all other considerations agreed to be paid or performed by the Tenant over the remainder of the Term. In calculating the amounts to be paid by the Tenant under the foregoing covenant, the Tenant shall be credited with the net proceeds of any rent obtained by reletting the Demised Premises, after deducting all or (v) the Landlord’s expenses in connection with inability of Landlord to collect or receive any rentals due upon any such reletting, including, without limitationshall relieve Tenant of its liabilities and obligations hereunder, all of which shall survive any such termination, repossession costs, brokerage commissions, fees for legal services or reletting. Landlord and expenses of preparing the Premises for such reletting and Tenant agree that Landlord shall use commercially reasonable efforts have no obligation to relet mitigate Landlord’s damages under this Master Lease except if, and to the extent, required under applicable law. If any such termination of this Master Lease occurs (whether or not Landlord terminates Tenant’s right to possession of the Demised Premises), Tenant shall forthwith pay to Landlord all Rent due and payable under this Master Lease, to and including the date of such termination. The Landlord Thereafter Tenant shall use commercially reasonable efforts forthwith pay to relet the Premises, or any part or parts thereof, for a term or terms which mayLandlord, at the Landlord’s option, exceed or be equal as and for liquidated and agreed upon current damages for the occurrence of an Event of Default, either: (a) the sum of: (i) the worth at the time of award of the unpaid Base Rent which had been earned at the time of termination to or less than the period extent not previously paid by Tenant under this Section 13.3; plus (ii) the worth at the time of award of the amount of unpaid Base Rent which would otherwise have constituted been earned after termination until the time of award; plus (iii) the worth at the time of award of the amount of the unpaid Base Rent for the balance of the Term after the time of award; plus (iv) any other amount necessary to compensate Landlord for the detriment proximately caused by Tenant’s failure to perform its obligations under this Master Lease or which in the ordinary course of business might result therefrom, including all unpaid Additional Charges at the time of termination and all Additional Charges which might have accrued for the balance of the Term, and may grant such concessions all reasonable costs and free rent as expenses of reletting the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same and shall make such alterationsDemised Premises, including, but not limited to, all brokerage, advertising, repairs and improvements other similar expenses reasonably necessary to secure new tenants for the Demised Premises. As used in the foregoing clauses (i), (ii) and (iii), the “worth at the time of award” shall be computed by allowing interest at the Overdue Rate from the date when due to the date paid. As used in Section 13.3(a)(iii), the “worth at the time of award” shall be computed by discounting such amount at the discount rate of the Federal Reserve Bank of New York at the time of award plus one percent (1%); or (b) regardless of whether Landlord chooses to terminate Tenant’s right to possession of the Demised Premises (whether or not Landlord terminates the Master Lease), each installment of said Rent and other sums payable by Tenant to Landlord under this Master Lease as the same becomes due and payable, together with interest at the Overdue Rate from the date when due until paid, and Landlord in its reasonable commercial judgment considers advisable may enforce, by action or necessary otherwise, any other term or covenant of this Master Lease and Landlord may at any time thereafter terminate Tenant’s right to relet the same. No action possession of the Landlord in accordance with foregoing or failure Demised Premises and seek damages under subparagraph (a) hereof, to relet or to collect rent the extent not already paid for by Tenant under reletting shall operate to release or reduce the Tenant’s liability except as provided herein. The Landlord shall be entitled to seek to rent other properties of the Landlord prior to reletting the Premisesthis subparagraph (b).

Damages. In the event that this Lease is terminated, the Tenant covenants to pay to the Landlord forthwith on punctually all the sums (“Periodic Payments”) and perform all the obligations which the Tenant covenants in this Lease to pay and to perform in the same manner and to the same extent and at the same time as if this Lease had not been terminated, and all of the Landlord’s demandexpenses in connection with reletting the Premises including, without limitation, all repossession costs, brokerage commissions, fees for legal services and expenses of preparing the Premises for such reletting. However, the Landlord may elect, at any time, to demand in lieu of any further obligations to make Periodic Payments, and payments on account of the Landlord’s reletting costs thereafter accruing, as compensation, an amount (the “Lump Sum Payment”) equal to the excess, if any, of the discounted present value of the total rent reserved for the then remainder of the Term over the then discounted present fair rental value of the Premises for the then remainder of the Term. The discount rate for calculating such sum under the preceding clause (x) shall be the then current rate of United States Treasury securities having a maturity date as close as possible to the end of the Term (had the Lease not been terminated). In calculating the rent reserved, there shall be included, in addition to the Annual Fixed Rent and all Additional Rent, the value of all other considerations agreed to be paid or performed by the Tenant over the remainder of the Term. Should the parties be unable to agree on a fair rental value for the purposes of determining the Lump Sum Payment under clause (x), above, the matter shall be settled, upon the demand of either party, by reference to the rules of the Boston office of the American Arbitration Association (the “Association”), with a request for a determination in accordance with the rules of the Association as follows: (i) Landlord and Tenant shall each appoint one independent commercial real estate broker, who shall have been active over the ten (10) year period ending on the date of such appointment in negotiating leases for and in commercial office properties in the Boston, Massachusetts market. The determination of the brokers shall be limited solely to the issue of whether Landlord’s submitted Lump Sum Payment represents the fair rental value for the Premises as determined by the brokers, taking into account all relevant elements, and each shall determine a sum best representing the Lump Sum Payment. (ii) If the conclusion of the two brokers so appointed is not dispositive, then the two brokers shall within ten (10) days of the date of the appointment of the latter appointed broker agree upon and appoint a third broker who shall be qualified under the same criteria set forth hereinabove for qualification of the initial two brokers. (iii) The third broker shall, within twenty (20) days of his or her appointment determine the Lump Sum Payment by selecting one of the determinations of either of the two brokers so appointed, and shall notify Landlord and Tenant thereof in writing. Each party shall bear the costs of its own broker if only two (2) brokers are involved; if there is a third broker involved, the cost of such third broker shall be shared equally by the parties. In calculating the amounts to be paid by the Tenant under the foregoing covenant, the Tenant shall be credited with the net proceeds of any rent obtained by reletting the Premises, after deducting all the Landlord’s expenses in connection with such reletting, including, without limitation, all repossession costs, brokerage commissions, fees for legal services and expenses of preparing the Premises for such reletting reletting, provided that Tenant shall never be entitled to receive any portion of the re-letting proceeds, even if the same exceed the ¿lit originally due hereunder but Tenant shall be credited with such excess amount to offset its obligation to Landlord, and Landlord shall use commercially reasonable efforts to relet the Premises. The In connection with such efforts, Landlord shall use commercially reasonable efforts to may (i) relet the Premises, or any part or parts thereof, for a term or terms which may, at the Landlord’s option, exceed or be equal to or less than the period which would otherwise have constituted the balance of the Term, and may grant such concessions and free rent as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same and shall same, (ii) make such alterations, repairs and improvements in the Premises as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same. , and (iii) any obligation to relet imposed by law shall be subject to the reasonable requirements of Landlord f§ lease to high quality tenants on such terms (based on then-market standards) as Landlord may from time to time deem appropriate and to develop the Building and Park in a harmonious manner with an appropriate mix of uses, tenants, floor areas and terms of tenancies, and the like, and Landlord shall not be obligated to relet the Premises to any party to whom Landlord or its affiliate may desire to lease other available space in the Park.. No action of the Landlord in accordance with foregoing or failure to relet or to collect rent under reletting shall operate to release or reduce the Tenant’s liability except as provided herein. The Landlord shall be entitled to seek to rent other properties of the Landlord prior to reletting the PremisesPremises without being in breach of any obligation to the Tenant.

Damages. In (i) The first paragraph appearing in Section 16.3 of the event that this Original Lease is terminatedshall be amended and restated to read, the Tenant covenants to pay to the Landlord forthwith on the Landlord’s demandin its entirety, as compensation, an amount follows: (i) The termination of this Lease; (ii) the Lump Sum Payment) equal to the excess, if any, repossession of the discounted present value Leased Property and any Capital Additions of the total rent reserved for Facilities; (iii) the remainder failure of Lessor, notwithstanding reasonable good faith efforts, to relet the Leased Property or any portion thereof; (iv) the reletting of all or any portion of the Term over Leased Property; or (v) the then discounted present fair rental value failure or inability of the Premises for the remainder of the Term. In calculating the rent reserved, there shall be included, in addition Lessor to the Annual Fixed Rent and all Additional Rent, the value of all other considerations agreed to be paid collect or performed by the Tenant over the remainder of the Term. In calculating the amounts to be paid by the Tenant under the foregoing covenant, the Tenant shall be credited with the net proceeds of receive any rent obtained by reletting the Premises, after deducting all the Landlord’s expenses in connection with rentals due upon any such reletting, including, without limitationshall not relieve Lessee of its liabilities and obligations hereunder, all of which shall survive any such termination, repossession costsor reletting. If any such termination occurs, brokerage commissionsLessee shall forthwith pay to Lessor all Rent due and payable with respect to the Leased Property of the Facilities to and including the date of such termination. Thereafter, fees for legal services and expenses of preparing the Premises for following any such reletting and Landlord termination, Lessee shall use commercially reasonable efforts forthwith pay to relet the Premises. The Landlord shall use commercially reasonable efforts to relet the Premises, or any part or parts thereof, for a term or terms which mayLessor, at the LandlordLessor’s option, exceed or be equal as and for liquidated and agreed current damages for an Event of Default by Lessee, the sum of:” (ii) The phrase “with respect to or less than the period which would otherwise have constituted the balance terminated Facility” appearing in each of subsections “(a)” through “(d)” of Section 16.3 of the TermOriginal, shall each be deleted in their entirety. (iii) The second-to-last paragraph appearing in Section 16.3 of the Original Lease shall be amended and restated to read, in its entirety, as follows: “Alternatively, if Lessor does not elect to terminate this Lease, then Lessee shall pay to Lessor, at Lessor’s option, as and for agreed damages for such Event of Default without termination of Lessee’s right to possession of the Leased Property, each installment of said Rent (including the monthly Allocated Minimum Rent and other sums payable by Lessee to Lessor under this Lease as the same becomes due and payable with respect to the Leased Property), together with interest at the Overdue Rate from the date when due until paid, and Lessor may grant such concessions and free rent as enforce, by action or otherwise, any other term or covenant of this Lease.” (iv) The last paragraph appearing in Section 16.3 of the Landlord Original Lease is hereby deleted in its reasonable commercial judgment considers advisable or necessary to relet the same and shall make such alterations, repairs and improvements in the Premises as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same. No action of the Landlord in accordance with foregoing or failure to relet or to collect rent under reletting shall operate to release or reduce the Tenant’s liability except as provided herein. The Landlord shall be entitled to seek to rent other properties of the Landlord prior to reletting the Premisesentirety.

Damages. In the event that this Lease is terminatedterminated under the provisions or any provisions of law by reason of default hereunder on the part of Tenant, the Tenant covenants to shall pay to the Landlord forthwith on the Landlord’s demand, as compensationdamages, an amount at the election of Landlord, either: (the Lump Sum Paymenta) equal to the excess, if any, of the discounted The present value of the total rent reserved entire amount of the Rent which would have become due and payable during the remainder of the Term of this Lease, in which event Tenant agrees to pay the same at once, together with all Rent theretofore due, at Landlord's address as provided herein; provided, however, that such payment shall not constitute a penalty or forfeiture or liquidated damages, but shall merely constitute payment in advance of the Rent for the remainder of the Term over said Term. Such present value shall be determined utilizing a discount rate of six percent (6%). The acceptance of such payment by Landlord shall not constitute a waiver of any failure of Tenant thereafter occurring to comply with any term, provision, condition or covenant of this Lease. If Landlord elects the remedy given in this section 17.1(a), then discounted present fair rental value same shall be Landlord's sole remedy for such default; or (b) Sums equal to the Rent which would have been payable by Tenant had this Lease not been so terminated, payable upon the due dates therefor following such termination through the Expiration Date of this Lease. If Landlord, at its option shall relet the Premises for the remainder of the Term. In calculating the rent reservedduring said period, there Landlord shall be included, in addition to the Annual Fixed Rent and all Additional Rent, the value of all other considerations agreed to be paid or performed by the credit Tenant over the remainder of the Term. In calculating the amounts to be paid by the Tenant under the foregoing covenant, the Tenant shall be credited with the net proceeds rents received by Landlord from such reletting, such net rents to be determined by first deducting from the gross rents, as and when received by Landlord, the expenses incurred or paid by Landlord in terminating this Lease and in securing possession thereof, as well as the expenses of any rent obtained by reletting the Premises, after deducting all the Landlord’s expenses in connection with such reletting, including, without limitation, all repossession costs, brokerage commissions, fees for legal services the alteration and expenses preparation of preparing the Premises for new tenants, brokers' commissions, attorneys' fees and all other expenses properly chargeable against the Premises and the rental therefrom. It is hereby understood that any such reletting may be for a period shorter or longer than the remaining Term of this Lease but in no event shall Tenant be entitled to receive any excess of such net rents over the sum payable by Tenant to Landlord hereunder, nor shall Tenant be entitled in any suit for the collection of damages pursuant hereto to a credit in respect of any net rents from a reletting, except to the extent that such rents are actually received by Landlord. Notwithstanding anything contained in this Article XVII to the contrary, in the event Landlord elects option (a) above, Tenant's liability for the payment of accelerated Rent shall be limited to an amount equal to one (1) year's Base Rent, Additional Rent and Sales Tax thereon at the rental rate which would have otherwise been applicable, as well as any past due Rents, and Landlord shall use commercially reasonable efforts thereafter be free to relet the Premises. The Landlord shall use commercially reasonable efforts Premises to relet a third party tenant with no obligation to Tenant for the Premises, or payment of any part or parts thereof, for a term or terms which may, at the Landlord’s option, exceed or be equal to or less than the period which would otherwise have constituted the balance of the Term, and may grant rents received from such concessions and free rent as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same and shall make such alterations, repairs and improvements in the Premises as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same. No action of the Landlord in accordance with foregoing or failure to relet or to collect rent under reletting shall operate to release or reduce the Tenant’s liability except as provided herein. The Landlord shall be entitled to seek to rent other properties of the Landlord prior to reletting the Premisesreletting.

Damages. In the event that 24.1 If this Lease is terminatedterminated under the provisions of Article 22, or if Landlord re-enters the Premises under the provisions of Article 23, or in the event of the termination of this Lease, or of re-entry, by or under any summary dispossess or other proceeding or action or any provision of law by reason of default hereunder on the part of Tenant, Tenant covenants shall continue to pay to the Landlord forthwith on the Landlord’s demand, monthly as compensation, an amount (the Lump Sum Payment) damages sums equal to the excessFixed Rent which would have been payable by Tenant had this Lease not so terminated, or had Landlord not so re-entered the Demised Premises, payable upon the due dates therefor (as provided in this Lease) following such termination or such re-entry until the date that would have been the Expiration Date if this Lease had not so terminated or if Landlord had not so re-entered the Premises; provided, however, if any, Landlord shall relet all or any portion of the discounted present value Demised Premises during said period to an unaffiliated third party or shall occupy all or any portion of the total rent reserved Demised Premises itself, Landlord shall credit Tenant with the net rents received by Landlord from such reletting (or the current rental rate of the Demised Premises actually occupied if occupied by Landlord), such net rents to be determined by first deducting from the gross rents as and when received by Landlord from such reletting the reasonable and customary expenses paid by Landlord in terminating this Lease or in re-entering the Demised Premises and in securing possession thereof, as well as the reasonable and customary expenses of reletting paid by Landlord, including altering and preparing the Demised Premises for new tenants, brokers’ commissions, reasonable attorneys’ fees and disbursements, and all other such expenses, it being understood that any such reletting may be for a period shorter or longer than what would have been the remainder unexpired portion of the Term if this Lease had not so terminated or if Landlord had not so re-entered the Demised Premises, but in no event shall Tenant be entitled to receive any excess of such net rents over the sums payable by Tenant to Landlord hereunder, nor shall Tenant be entitled in any suit for the collection of damages pursuant to this subdivision to a credit in respect of any net rents from a reletting, except to the extent that such net rents are actually received by Landlord. If the Demised Premises or any part thereof is relet in combination with other space, then discounted present fair rental value proper apportionment on a per square foot basis shall be made of the Premises rent received from such reletting and of the expenses of reletting, consistent with the foregoing. 24.2 Suit or suits for the remainder recovery of the Term. In calculating the rent reservedsuch damages, there or any installments thereof, may be brought by Landlord from time to time at its election, and nothing contained herein shall be includeddeemed to require Landlord to postpone suit until the date when the Term would have expired if this Lease had not so terminated or had Landlord not so re-entered the Demised Premises. Nothing herein contained shall be construed to limit or preclude recovery by Landlord against Tenant of any sums or damages to which, in addition to the Annual Fixed Rent damages particularly provided above, Landlord may lawfully be entitled by reason of any default of Tenant hereunder. Nothing herein contained shall be construed to limit or prejudice the right of Landlord to prove for and all Additional Rentobtain as damages by reason of the termination of this Lease or re-entry on the Demised Premises for the default of Tenant under this Lease an amount equal to the maximum allowed by any statute or rule of law in effect at the time when, and governing the value proceedings in which, such damages are to be proved whether or not such amount is greater than, equal to, or less than any of all other considerations the sums referred to in Section 24.1. Notwithstanding anything to the contrary in this Lease, in no event shall either party be entitled to consequential or special damages as a result of any breach or default hereunder. 24.3 In addition, if this Lease is terminated under the provisions of Article 22, or if Landlord re-enters the Demised Premises under the provisions of Article 23, Tenant agrees that: (a) the Demised Premises then shall be in the same condition as that in which Tenant has agreed to be paid or performed by surrender the Tenant over same to Landlord on the remainder of the Term. In calculating the amounts to be paid by the Tenant under the foregoing covenantExpiration Date, the and (b) Tenant shall be credited with have performed prior to any such termination or re-entry any obligation of Tenant contained in this Lease for the net proceeds making of any rent obtained by reletting Alteration or for restoring or rebuilding the Premises, after deducting all the Landlord’s expenses in connection with such reletting, including, without limitation, all repossession costs, brokerage commissions, fees for legal services and expenses of preparing the Demised Premises for such reletting and Landlord shall use commercially reasonable efforts to relet the Premises. The Landlord shall use commercially reasonable efforts to relet the Premises, or any part or parts thereof, for a term or terms which may, at the Landlord’s option, exceed or be equal to or less than the period which would otherwise have constituted the balance of the Term, and may grant such concessions and free rent as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same and shall make such alterations, repairs and improvements in the Premises as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same. No action of the Landlord in accordance with foregoing or failure to relet or to collect rent under reletting shall operate to release or reduce the Tenant’s liability except as provided herein. The Landlord shall be entitled to seek to rent other properties of the Landlord prior to reletting the Premises.and

Damages. In the event that If this Lease is terminatedterminated by Landlord pursuant to Section 19.B., Tenant nevertheless shall remain liable for any rent and damages which may be due or sustained prior to such termination, all reasonable costs, fees and expenses including, but not limited to, reasonable attorneys’ fees, costs and expenses incurred by Landlord in pursuit of its remedies hereunder, or in renting the Tenant covenants Leased Premises to pay others from time to time (all such rent, damages, costs, fees and expenses being referred to herein as “Termination Damages”), additional damages which shall be that amount equal to accelerated rent, Percentage Rent (if any), Additional Rent and other sums due hereunder for the Landlord forthwith on balance of the Landlord’s demandlease term, as compensation, an amount (the Lump Sum Payment) discounted to present value at a rate equal to the excessthen applicable discount rate of the Federal Reserve Bank in Baltimore, Maryland plus one (1) percentage point (the “Liquidated Damages”), and all consequential damages to Landlord for Tenant’s failure to surrender the Leased Premises in accordance with the provisions of this Lease (and this clause shall survive the termination of this Lease). In determining such Liquidated Damages, the amount of Additional Rent and Percentage Rent (if any) shall be deemed to be the amount equal to the amounts of Additional Rent payable in the Lease Year immediately preceding the Lease Year in which default occurs (annualized in the event such preceding Lease Year is less than 12 months), discounted to present value. Provided Landlord obtains a final money judgment against Tenant for the Termination Damages and the Liquidated Damages, if any, Landlord relets the Leased Premises prior to the expiration of the discounted present value of the total rent reserved for the remainder of the Term over the then discounted present fair rental value of the Premises for the remainder of the Term. In calculating the rent reservedlease term, there shall be included, in addition to the Annual Fixed all Rent and all Additional Rent, the value of all other considerations agreed to be paid or performed which would have been collected by the Landlord from Tenant over the remainder of the Term. In calculating the amounts to be now paid by the Tenant under the foregoing covenant, the Tenant shall a new tenant will be credited with the net proceeds of any rent obtained by reletting the Premisesagainst such judgment. If this Lease is terminated pursuant to Section 19.B., after deducting all the Landlord’s expenses in connection with such reletting, including, without limitation, all repossession costs, brokerage commissions, fees for legal services and expenses of preparing the Premises for such reletting and Landlord shall use commercially reasonable efforts to may relet the Premises. The Landlord shall use commercially reasonable efforts to relet the Premises, Leased Premises or any part or parts thereof, alone or together with other premises, for a term or terms such term(s) (which may, at the Landlord’s option, exceed or may be equal to greater or less than the period which otherwise would otherwise have constituted the balance of the Term, lease term) and on such terms and conditions (which may grant such include concessions and or free rent and alterations of the Leased Premises) as the Landlord Landlord, in its reasonable commercial judgment considers advisable or necessary sole discretion, may determine, but Landlord shall not be liable for, nor shall Tenant’s obligations hereunder be diminished by reason of, any failure by Landlord to relet the same Leased Premises or any failure toy Landlord to collect any rent due upon such reletting. Nothing contained in this Lease shall limit or prejudice the right of Landlord to prove for and shall make such alterationsobtain, repairs in proceedings for the termination of this Lease by reason of bankruptcy or insolvency, an amount equal to the maximum allowed by any statute or rule of law in effect at the time when, and improvements governing the proceedings in which, the Premises as damages are to be proved, whether or not the amount be greater, equal to, or less than the amount of the loss or damages referred to above. The failure or refusal of Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same. No action of the Landlord in accordance with foregoing Leased Premises or failure to relet any part or to collect rent under reletting parts thereof shall operate to not release or reduce the affect Tenant’s liability except as provided herein. The Landlord shall be entitled to seek to rent other properties of the Landlord prior to reletting the Premisesfor damages.

Damages. In the event that this Lease is terminated, at the Landlord's election, the Tenant covenants to pay to the Landlord forthwith on the Landlord’s 's demand, as compensation, an amount (the "Lump Sum Payment") equal to the excess, if any, of the discounted present value (discounted at an annualized rate of three percent (3%)) of the total rent reserved for the remainder of the Term over the then discounted present fair rental value of the Premises for the remainder of the Term. In calculating the rent reserved, there shall be included, in addition to the Annual Fixed Rent and all Additional Rent, the value of all other considerations agreed to be paid or performed by the Tenant over the remainder of the Term. Without in anyway limiting the foregoing and in addition thereto, at the Landlord's election, the Tenant shall pay punctually to the Landlord all the sums (the "Periodic Payments") and perform all the obligations which the Tenant covenants in this Lease to pay and to perform in the same manner and to the same extent and at the same time as if this Lease had not been terminated. In calculating the amounts to be paid by the Tenant under the foregoing covenant, the Tenant shall be credited with the amount of the Lump Sum Payment allocable to the Specific Periodic Payment and the net proceeds of any rent obtained by reletting the Premises, after deducting all the Landlord’s 's expenses in connection with such reletting, including, without limitation, all repossession costs, brokerage commissions, reasonable fees for legal services and expenses of reasonably preparing the Premises for such reletting and Landlord shall use commercially reasonable efforts to relet the Premisesreletting. The Landlord shall use commercially reasonable efforts to may (i) relet the Premises, or any part or parts thereof, for a term or terms which may, at the Landlord’s 's option, exceed or be equal to or less than the period which would otherwise have constituted the balance of the Term, and may grant such concessions and free rent as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same and shall (ii) make such alterations, repairs and improvements in the Premises as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same. No action of the Landlord in accordance with foregoing or failure to relet or to collect rent under reletting shall operate to release or reduce the Tenant’s liability except as provided herein. The Landlord shall be entitled use reasonable efforts to seek to rent other properties mitigate its damages in the event of the Landlord prior to reletting the Premisesa termination pursuant hereto.

Damages. In the event that If this Lease is terminated, shall terminate or if Landlord shall ------- re-enter the Premises as provided in this Section: (a) Tenant covenants to shall pay to Landlord all Rent to the date upon which this Lease shall have been terminated or to the date of re-entry upon the Premises by Landlord, as the case may be; (b) Landlord forthwith shall be entitled to retain all monies, if any, paid by Tenant to Landlord, whether as advance rent, security or otherwise, but such monies shall be credited by Landlord against any rent due at the time of such termination or re-entry or, at Landlord's option, against any damages payable by Tenant; (c) Tenant shall be liable for and shall pay to Landlord, as damages, any deficiency between the Rent payable hereunder for the period which otherwise would have constituted the unexpired portion of the Term and the net amount, if any, of rents collected under any reletting effected pursuant to the provisions of Subsection 20.4(b) for any part of such period (first deducting from the rents collected under any such reletting all of Landlord's expenses in connection with the termination of this Lease or Landlord's re-entry upon the Premises and in connection with such reletting including all repossession costs, brokerage commissions, legal expenses, alteration costs and/or tenant improvement contributions and other expenses of preparing the Premises for such reletting); (d) Any deficiency in accordance with Subsection 20.5(c) above shall be paid in monthly installments by Tenant on the days specified in this Lease for the payment of installments of Base Rent. Landlord shall be entitled to recover from Tenant each monthly deficiency as the same shall arise and no suit to collect the amount of the deficiency for any month shall prejudice Landlord’s 's right to collect the deficiency for any prior or subsequent month by a similar proceeding. Alternatively, suit or suits for the recovery of such deficiencies may be brought by Landlord from time to time at its election; (e) Whether or not Landlord shall have collected any monthly deficiencies as aforesaid (but not in duplication of such amounts previously collected), Landlord shall be entitled to recover from Tenant, and Tenant shall pay Landlord on demand, as compensationand for liquidated and agreed final damages and not as a penalty, an amount a sum equal to, a sum of which at the time of such termination of this Lease or at the time of any such re-entry by Landlord, as the case may be, represents the then value (the Lump Sum Paymentusing a discount rate of eight percent (8%) equal to per annum) of the excess, if any, of (i) the aggregate of the discounted present value of the total rent reserved fixed annual Base Rent and Adjustment Rent payable hereunder which would have been payable by Tenant (using a reasonable estimate for Adjustment Rent) for the remainder period commencing with such earlier termination of this Lease and ending with the Term over Expiration Date, had this Lease not so terminated, over (ii) the then discounted present aggregate fair market rental value of the Premises for the remainder of the Term. same period (assuming that any tenant shall pay Adjustment Rent). (f) In calculating the rent reserved, there shall be included, in addition to the Annual Fixed Rent and all Additional Rentother damages payable to Landlord as provided herein, the value of all other considerations agreed to be paid or performed by the Tenant over the remainder of the Term. In calculating the amounts to be paid by the Tenant under the foregoing covenant, the Tenant shall be credited with also pay to Landlord as damages an amount equal to the net proceeds reasonable expenses incurred in terminating this Lease and in re-entering the Premises and in securing possession of any rent obtained by reletting the Premises, after deducting all including attorneys' fees, as well as the Landlord’s expenses in connection with such reletting, including, without limitation, all repossession costs, brokerage commissions, fees for legal services and expenses of re-letting, including altering and preparing the Premises for new tenants, brokers, commissions and attorneys' fees, rent concessions, and all other expenses properly chargeable against the Premises and the rental thereof. All such expenses shall be equitably prorated if the term of the new lease extends beyond the termination date of this Lease. Anything in this Lease to the contrary notwithstanding, if Tenant is in default in any of its obligations hereunder, Landlord shall not be entitled to receive from Tenant any consequential costs or damages incurred by Landlord as a result of such default. In addition, following Tenant's default Landlord shall use reasonable measures to mitigate any damages arising from Tenant's default (g) In no event shall Tenant be entitled (i) to receive any excess of any rent under clause (d) over the sums payable by Tenant to Landlord hereunder or (ii) in any suit for the collection of damages pursuant to this subsection, to a credit in respect of any rent from a reletting except to the extent that such rent is actually received by Landlord prior to the commencement of such suit. If the Premises or any part thereof should be relet in combination with other space, then proper apportionment on a square foot area basis shall be made of the rent received from such reletting and Landlord shall use commercially reasonable efforts to relet the Premises. The Landlord shall use commercially reasonable efforts to relet the Premises, or any part or parts thereof, for a term or terms which may, at the Landlord’s option, exceed or be equal to or less than the period which would otherwise have constituted the balance expenses of the Term, and may grant such concessions and free rent as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same and shall make such alterations, repairs and improvements in the Premises as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same. No action of the Landlord in accordance with foregoing or failure to relet or to collect rent under reletting shall operate to release or reduce the Tenant’s liability except as provided herein. The Landlord shall be entitled to seek to rent other properties of the Landlord prior to reletting the Premisesreletting.

Damages. In the event that If Landlord terminates this Lease is terminatedor Tenant's right to ------- occupy the Leased Premises pursuant to above subsection (b), the Tenant covenants to pay to the Landlord forthwith on the Landlord’s demand, as compensation, an amount shall remain liable (the Lump Sum Payment) equal to the excess, if any, of the discounted present value of the total rent reserved for the remainder of the Term over the then discounted present fair rental value of the Premises for the remainder of the Term. In calculating the rent reserved, there shall be included, in addition to accrued liabilities) to the Annual Fixed extent legally permissible for (i) (A) all Basic Rent and all Additional RentCharges provided for in this Lease until the date this Lease would have expired had such termination not occurred, discounted to present value at the value of all other considerations agreed to be paid or performed by the Tenant over the remainder discount rate of the Term. In calculating Federal Reserve Bank of Baltimore at the amounts time of such termination plus one percent (1%), all accelerated to be paid the date of any such termination, and (B) any and all expenses incurred by Landlord in re- entering the Tenant under Leased Premises, repossessing the foregoing covenantsame, making good any default of Tenant, remodeling, altering or dividing the Tenant shall be credited Leased Premises, combining the same with any adjacent space for any new tenants, putting the same in proper repair, establishing signage for, reletting the same (including any and all reasonable attorneys fees and disbursements and reasonable brokerage fees incurred in so doing), and any and all reasonable expenses which Landlord may incur in reletting the Leased Premises; less (ii) the net proceeds of any rent obtained reletting. Tenant agrees to pay to Landlord the difference between items (i) and (ii) above, immediately upon any termination or subletting, in full or, at Landlord's option, with respect to each month during the Term, at the end of such month. Any suit brought by reletting Landlord to enforce collection of such difference for any one month shall not prejudice Landlord's right to enforce the Premisescollection of any difference for any other month. In addition to the foregoing, after deducting all Tenant shall pay to Landlord such sums as the Landlord’s expenses in connection court which has jurisdiction thereover may adjudge reasonable as attorneys fees with such reletting, including, without limitation, all repossession costs, brokerage commissions, fees for legal services and expenses respect to any successful law suit or action instituted by Landlord to enforce the provisions of preparing the Premises for such reletting and this Lease. Landlord shall use commercially reasonable efforts have the right, at its sole option, to relet the Premiseswhole or any part of the Leased Premises for the whole of the unexpired Term, or longer, or from time to time for shorter periods, for any rental then obtainable, giving such concessions of rent and making such special repairs, alterations, decorations and painting for any new tenant as Landlord, in its sole and absolute discretion, may deem advisable. The Landlord shall use commercially reasonable efforts be under no obligation to relet the Leased Premises, or . Tenant's liability as aforesaid shall survive the institution of summary proceedings and the issuance of any part or parts thereof, for a term or terms which may, at the Landlord’s option, exceed or be equal to or less than the period which would otherwise have constituted the balance of the Term, and may grant such concessions and free rent as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same and shall make such alterations, repairs and improvements in the Premises as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same. No action of the Landlord in accordance with foregoing or failure to relet or to collect rent under reletting shall operate to release or reduce the Tenant’s liability except as provided herein. The Landlord shall be entitled to seek to rent other properties of the Landlord prior to reletting the Premiseswarrant thereunder.

Damages. In Upon the event that occurrence of an Event of Default, whether or not this Lease is terminatedterminated or any suit is instituted, Tenant shall be liable for any Base Rent, additional rent, damages or other sum which may be due or sustained prior to such Event of Default, for the unamortized balance of any abatement amount granted by Landlord in connection with this Lease (such amount being amortized over the initial Lease Term on a straight-line basis, without interest), and for all costs, fees and expenses (including, but not limited to, reasonable attorneys’ fees and costs, brokerage fees, expenses incurred in placing the Premises in first class rentable condition, advertising expenses, and any concessions or allowances granted by Landlord) reasonably incurred by Landlord in pursuit of its remedies hereunder and/or in recovering possession of the Premises and renting the Premises to others from time to time. Tenant covenants to pay shall also be liable for additional damages which at Landlord’s election shall, to the Landlord forthwith on the Landlord’s demandextent permitted by applicable Law, as compensation, be either: (a) an amount (the Lump Sum Payment) equal to the excessBase Rent and additional rent due or which would have become due from the date of Tenant’s Event of Default through the remainder of the Lease Term, less the amount of rental, if any, which Landlord receives during such period from others to whom the Premises may be rented (other than any additional rent received by Landlord as a result of any failure of such other person to perform any of its obligations to Landlord), which amount shall be computed and payable in monthly installments, in advance, on the first day of each calendar month following Tenant’s Event of Default and continuing until the date on which the Lease Term would have expired but for Tenant’s Event of Default, it being understood that separate suits may be brought from time to time to collect any such damages for any month(s) (and any such separate suit shall not in any manner prejudice the right of Landlord to collect any damages for any subsequent month(s)), or Landlord may defer initiating any such suit until after the expiration of the discounted present value Lease Term (in which event such deferral shall not be construed as a waiver of Landlord’s rights as set forth herein and Landlord’s cause of action shall be deemed not to have accrued until the expiration of the total Lease Term); or (b) as liquidated, final damages, an amount equal to the difference between (i) all Base Rent, additional rent reserved for the remainder and other sums due or which would be due and payable under this Lease as of the Term over date of Tenant’s Event of Default through the then discounted present end of the scheduled Lease Term, and (ii) the fair market value rental value of the Premises for over the remainder same period (net of the Term. In calculating the rent reserved, there shall be included, in addition to the Annual Fixed Rent all expenses (including reasonable attorneys’ fees) and all Additional Rent, the value of all other considerations agreed vacancy periods reasonably projected by Landlord to be paid or performed by the Tenant over the remainder of the Term. In calculating the amounts to be paid by the Tenant under the foregoing covenant, the Tenant shall be credited with the net proceeds of any rent obtained by reletting the Premises, after deducting all the Landlord’s expenses incurred in connection with such reletting, including, without limitation, all repossession costs, brokerage commissions, fees for legal services and expenses the reletting of preparing the Premises for such reletting and Landlord shall use commercially reasonable efforts to relet the Premises. The Landlord shall use commercially reasonable efforts to relet the Premises), or any part or parts thereof, for a term or terms which may, at the Landlord’s option, exceed or be equal to or less than the period which would otherwise have constituted the balance of the Term, and may grant such concessions and free rent as the determined by Landlord in its reasonable commercial judgment considers advisable or necessary discretion, which difference shall be discounted to relet present value at a rate equal to one (1) whole percentage point above the same discount rate in effect on the date of payment at the Federal Reserve Bank nearest the Building, and which resulting amount shall make such alterations, repairs and improvements in the Premises as the be payable to Landlord in its a lump sum within thirty (30) days following demand (which demand shall include reasonable commercial judgment considers advisable or necessary supporting documentation with respect to relet the sameamount claimed by Landlord hereunder), it being understood that upon payment of such liquidated and agreed final damages, Tenant shall be released from further liability under this Lease with respect to the period after the date of such payment, and that Landlord may bring suit to collect any such damages at any time after an Event of Default shall have occurred. No action of the For purposes hereof, if Landlord elects to require Tenant to pay damages in accordance with foregoing this Paragraph clause (b) above, the total rent shall be computed by assuming the Operating Charges and Real Estate Taxes to be the same as were payable for the twelve (12) calendar months (or failure if less than twelve (12) calendar months have been elapsed since the Effective Date, the partial year) immediately preceding such termination of re- entry and with an annual rate of increase of three percent (3%). Tenant shall pay all expenses (including reasonable attorneys’ fees) reasonably incurred by Landlord in connection with or as a result of any Event of Default whether or not a suit is instituted. Nothing herein shall be construed to relet affect or prejudice Landlord’s right to collect prove, and claim in full, unpaid rent under reletting shall operate accrued prior to release termination of this Lease. If Landlord is entitled, or reduce Tenant is required, pursuant to any provision hereof to take any action upon the Tenant’s liability except as provided herein. The termination of the Lease Term, then Landlord shall be entitled entitled, and Tenant shall be required, to seek to rent other properties take such action also upon the termination of the Landlord prior to reletting the PremisesTenant’s right of possession.

Damages. In the event that this Lease is terminated, the Tenant covenants to pay to the Landlord forthwith on the Landlord’s demand, as compensation, an amount (the “Lump Sum Payment”) equal to the excess, if any, of the discounted present value of the total rent reserved for the remainder of the Term over the then discounted present fair rental value of the Premises for the remainder of the Term. The discount rate for calculating such sum shall be the then current rate of United States Treasury securities having a maturity date as close as possible to the end of the Term (had the Lease not been terminated). In calculating the rent reserved, there shall be included, in addition to the Annual Fixed Rent and all Additional Rent, the value of all other considerations agreed to be paid or performed by the Tenant over the remainder of the Term. In addition, the Tenant shall pay punctually to the Landlord all the sums (“Periodic Payments”) and perform all the obligations which the Tenant covenants in this Lease to pay and to perform in the same manner and to the same extent and at the same time as if this Lease had not been terminated until such time as the entire Premises has been relet and the term under the new lease has commenced. In calculating the amounts to be paid by the Tenant under the foregoing covenant, the Tenant shall be credited with the net proceeds of any rent obtained by reletting the Premises, after deducting all the Landlord’s expenses in connection with such reletting, including, without limitation, all repossession costs, brokerage commissions, fees for legal services and expenses of preparing the Premises for such reletting and reletting. The Tenant shall also be entitled to credit against the last periodic payments which would otherwise become due the amount, if any, paid to the Landlord shall use commercially reasonable efforts to relet the Premisesas a Lump Sum Payment. The Landlord shall use commercially reasonable efforts to may (i) relet the Premises, or any part or parts thereof, for a term or terms which may, at the Landlord’s option, exceed or be equal to or less than the period which would otherwise have constituted the balance of the Term, and may grant such concessions and free rent as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same and shall (ii) make such alterations, repairs and improvements in the Premises as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same. No action of the Landlord in accordance with foregoing or failure to relet or to collect rent under under-reletting shall operate to release or reduce the Tenant’s liability except as provided hereinliability. The Landlord shall be entitled to seek to rent other properties of the Landlord prior to reletting the Premises. Notwithstanding the foregoing, the Landlord shall offer such Premises to lease in the same manner as the Landlord offers other vacant space for lease in University Park.

Damages. In the event that (a) If this Lease is terminatedterminated by the Landlord pursuant to subsection 17.2, the Tenant covenants nevertheless shall remain liable for any Rent and damages which may be due or sustained prior to pay to the Landlord forthwith on the Landlord’s demandsuch termination, as compensationwell as all reasonable costs, an amount (the Lump Sum Payment) equal to the excess, if any, of the discounted present value of the total rent reserved for the remainder of the Term over the then discounted present fair rental value of the Premises for the remainder of the Term. In calculating the rent reserved, there shall be included, in addition to the Annual Fixed Rent fees and all Additional Rent, the value of all other considerations agreed to be paid or performed by the Tenant over the remainder of the Term. In calculating the amounts to be paid by the Tenant under the foregoing covenant, the Tenant shall be credited with the net proceeds of any rent obtained by reletting the Premises, after deducting all the Landlord’s expenses in connection with such relettingexpenses, including, without limitation, sheriffs' or other officers' commissions whether chargeable to the Landlord or the Tenant, watchmen's wages, brokers' and attorneys' fees, and repair and renovation costs incurred by the Landlord in pursuant of its remedies hereunder, and/or in connection with any bankruptcy proceedings of the Tenant, and/or in connection with renting the Premises to others from time to time (all repossession such Rent, damages, costs, brokerage commissions, fees for legal services and expenses being referred to herein as "TERMINATION DAMAGES"), plus additional damages for all Rent treated as in arrears ("LIQUIDATED DAMAGES"). At the election of preparing the Premises for such reletting and Landlord shall use commercially reasonable efforts to relet the Premises. The Landlord shall use commercially reasonable efforts to relet the Premises, or any part or parts thereof, for a term or terms which may, at the Landlord’s option, exceed or Termination Damages shall be an amount equal to or less than either. (i) the period which Rent which, but for the termination of this Lease, would otherwise have constituted become due during the balance remainder of the Term, less the amount or amounts of rent, if any, which the Landlord receives during such period from others to whom the Premises may be rented (other than any additional rent received by the Landlord as a result of any failure of such other person to perform any of its obligations to the Landlord), in which case Termination Damages shall be computed and may grant payable in monthly installments, in advance, on the first business day of each calendar month following the termination of this Lease and shall continue until the date on which the Term would have expired but for such concessions termination, and free rent any action or suit brought to collect any such Termination Damages for any month shall not in any manner prejudice the right of the Landlord to collect any Termination Damages for any subsequent months by similar proceeding; or (ii) the present worth (as of the date of such termination) of the Rent which, but for the termination of this Lease, would have become due during the remainder of the Term, less the fair rental value of the Premises, as determined by an independent real estate appraiser or broker selected by the Landlord, in which case such Termination Damages shall be payable to the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same one lump sum on demand, and shall make such alterations, repairs and improvements in bear interest at the Premises as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the samerate of fifteen percent (15%) per annum. No action of the Landlord in accordance with foregoing or failure to relet or to collect rent under reletting shall operate to release or reduce the Tenant’s liability except as provided herein. The Landlord "Present worth" shall be entitled computed by discounting such amount to seek present worth at a rate equal to rent other properties of one percentage point above the Landlord prior to reletting discount rate then in effect at the PremisesFederal Reserve Bank.

Damages. In If the event that Premises or the Building are totally destroyed by fire or any other casualty, this Lease is terminatedshall automatically terminate as of the date of such destruction. If the Building, the Tenant covenants to pay Common Area Facilities or the Premises are damaged to the extent that Tenant cannot use the same to conduct its business for at least ninety (90) days, Tenant may terminate this Lease as of the date of damage by notice to Landlord forthwith on within thirty (30) days after such date. If the Building or any portion of the Common Area Facilities or the Premises are damaged by fire, casualty, or any other cause, and Tenant, at the time of such fire, casualty or other cause, was physically leasing greater than twenty percent (20%) of the rentable area of the Building and was not in Default under this Lease, then, except as provided below, the damage shall be promptly repaired by and at the sole cost and expense of Landlord’s demand, as compensation, an amount (the Lump Sum Payment) equal which obligation to restore shall be limited to the excessinsurance proceeds available to Landlord for such restoration. Until such repairs and restoration are completed, if anythe Base Rent, of the discounted present value of Building Operating Cost Escalation and the total rent reserved for Real Estate Tax Escalation shall be abated in proportion to the remainder of the Term over the then discounted present fair rental value portion of the Premises for or the remainder Common Area Facilities which is unusable by Tenant in the conduct of the Termits business by virtue of such casualty. In calculating the rent reservedIf such damage can be repaired within ninety (90) days and Landlord fails to repair or restore such damage within such period, there shall be includedTenant may, upon thirty (30) days notice to Landlord, in addition to the Annual Fixed Rent and all Additional Rent, the value of all other considerations agreed remedies Tenant may have under this Lease, at law or in equity, terminate this Lease. If such damage cannot be repaired within ninety (90) days and Tenant terminates this Lease, as provided above, then Landlord shall not be obligated to be paid repair or performed by the restore such damage. If Tenant over the remainder was leasing twenty percent (20%) or less of the Termrentable area of the Building or was in Default under this Lease, as of the date of such fire, casualty or other cause, Landlord shall not be obligated to repair and restore such damage and Landlord may terminate this Lease of the date of damage by notice to Tenant within thirty (30) days after such date. In calculating the amounts to be paid by the Tenant under the foregoing covenant, the Tenant shall be credited with the net proceeds If any such damage which causes any portion of any rent obtained by reletting the Premises, after deducting all the Landlord’s expenses in connection with such reletting, including, without limitation, all repossession costs, brokerage commissions, fees for legal services and expenses of preparing the Premises for such reletting and Landlord shall use commercially reasonable efforts to relet become unusable by Tenant in the Premises. The Landlord shall use commercially reasonable efforts to relet conduct of its business occurs during the Premiseslast nine (9) months of the Lease Term, or any part or parts thereof, for a term or terms which Tenant may, at the upon thirty (30) days notice to Landlord’s option, exceed or be equal to or less than the period which would otherwise have constituted the balance of the Term, and may grant such concessions and free rent as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same and shall make such alterations, repairs and improvements in the Premises as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same. No action of the Landlord in accordance with foregoing or failure to relet or to collect rent under reletting shall operate to release or reduce the Tenant’s liability except as provided herein. The Landlord shall be entitled to seek to rent other properties of the Landlord prior to reletting the Premisesterminate this Lease.

Damages. (i) In the event that this Lease is terminatedterminated in accordance with the provisions of Section 18.02(a)(i), the Tenant covenants shall remain liable to pay to the Landlord forthwith on the Landlord’s demand, as compensation, for damages in an amount (the Lump Sum Payment) equal to the excessBase Rent and any Additional Rent and any other sums due hereunder as of the date of termination of this Lease plus the Base and any Additional Rent which would have been owing by Tenant hereunder for the balance of the Lease Term (collectively, the “Aggregate Gross Rent“) had this Lease not been terminated, less the net proceeds, if any, received as a result of the discounted present value of the total rent reserved for the remainder of the Term over the then discounted present fair rental value any reletting of the Premises for the remainder of the Term. In calculating the rent reserved, there shall be included, in addition by Landlord subsequent to the Annual Fixed Rent and all Additional Rent, the value of all other considerations agreed to be paid or performed by the Tenant over the remainder of the Term. In calculating the amounts to be paid by the Tenant under the foregoing covenant, the Tenant shall be credited with the net proceeds of any rent obtained by reletting the Premisessuch termination, after deducting all the of Landlord’s expenses in connection with such reletting, including, without limitation, all repossession costs, brokerage commissions, fees for legal services expenses, reasonable attorney fees, expenses of employees, alteration and repair costs and expenses of preparing the Premises preparation for such reletting and Landlord shall use commercially reasonable efforts to relet (collectively, the Premises“Reletting Costs“). The Landlord shall use commercially reasonable efforts to relet the Premises, or any part or parts thereof, for a term or terms which may, at the Landlord’s option, exceed or be equal to or less than the period which would otherwise have constituted the balance of the Term, and may grant such concessions and free rent as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same and shall make such alterations, repairs and improvements in the Premises as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same. No action of the Landlord in accordance with foregoing or failure to relet or to collect rent under reletting shall operate to release or reduce the Tenant’s liability except as provided herein. The Landlord shall be entitled to seek collect Base Rent, any Additional Rent and all other damages from Tenant monthly on the days on which Base Rent and any Additional Rent would have been payable hereunder if this Lease had not been terminated. Alternatively, at the option of Landlord, in the event this Lease is so terminated, Landlord shall be entitled to rent other properties recover forthwith against Tenant, as liquidated damages and not as a penalty, the then value of the Aggregate Gross Rent and Reletting Costs less the aggregate rental value of the Premises for what otherwise would have been the unexpired balance of the Lease Term. In the event Landlord prior shall relet the Premises for the period which otherwise would have constituted the unexpired portion of the Lease Term (or any part thereof), the amount of Base Rent and Additional Rent and other sums payable by the tenant thereunder shall be deemed prima facie to be the rental value for the Premises (or the portion thereof so relet) for the term of such reletting. Tenant shall in no event be entitled to any rents collected or payable in respect of any reletting, whether or not such rents shall exceed the Base Rent and any Additional Rent reserved in this Lease. Tenant shall bear the burden of proof in any proceeding to determine the “rental value“ for purposes of the above calculation. (ii) If Landlord does not elect to terminate this Lease, but takes possession, Tenant shall pay to Landlord the Base Rent and any Additional Rent which would be payable hereunder if such repossession had not occurred, less the net proceeds received by Landlord, if any, of any reletting of the PremisesPremises by Landlord after deducting the Reletting Costs to the extent not paid to Landlord pursuant to the following sentence. Tenant shall pay Base Rent and Additional Rent due Landlord, monthly, on the days on which rent would have been payable hereunder if possession had not been retaken.

Damages. Section 14.01. In the event that of a Default Termination of this Lease is terminatedLease, the Tenant covenants to shall immediately pay to the Landlord forthwith on the Landlord’s demand, as compensation, an amount damages: (the Lump Sum Paymenta) sums equal to the excess, if any, aggregate of the discounted present value Fixed Rent and any Additional Rent hereunder which would have been payable by Tenant had this Lease not terminated by such Default Termination, payable upon the due date therefor specified herein following such Default Termination and until the date hereinbefore set for the expiration of the total rent reserved for the remainder of the Term over the then discounted present fair rental value Term. If Landlord shall relet all or any part of the Premises for the remainder all or any part of the Term. In calculating the rent reservedsaid period, there which Landlord is not obligated to do, Landlord shall be included, in addition to the Annual Fixed Rent and all Additional Rent, the value of all other considerations agreed to be paid or performed by the credit Tenant over the remainder of the Term. In calculating the amounts to be paid by the Tenant under the foregoing covenant, the Tenant shall be credited with the net proceeds of any rent obtained rents received by Landlord from such reletting, such net rents to be determined by first deducting from the gross rents as and when received by Landlord from such reletting the Premisesreasonable expenses actually incurred or paid by Landlord in terminating this Lease and or reentering the Premises and of securing possession thereof, after deducting as well as the reasonable out-of-pocket expenses of reletting, including altering and preparing the Premises for new tenants, brokers' commissions and all other reasonable expenses chargeable against the Landlord’s expenses Premises and the rental therefrom for the stated Term of this Lease in connection with such reletting, includingit being understood that any such reletting may be for a period equal to or shorter or longer than said period; provided, without limitationfurther that (i) in no event shall Tenant be entitled to receive any excess of such net rents over the sums payable by Tenant to Landlord hereunder, all repossession costs(ii) in no event shall Tenant be entitled, brokerage commissionsin any suit for the collection of damages pursuant to this clause (a), fees to a credit in respect of any net rents from a reletting except to the extent that such net rents are actually received by Landlord, and in no event for legal services an amount greater than the amount owed by Tenant and expenses of preparing (iii) if the Premises for or any part thereof should be relet in combination with other space, then appropriate apportionment on a square foot rentable area basis shall be made of the rent received from such reletting and Landlord shall use commercially reasonable efforts to relet the Premises. The Landlord shall use commercially reasonable efforts to relet the Premises, or any part or parts thereof, for a term or terms which may, at the Landlord’s option, exceed or be equal to or less than the period which would otherwise have constituted the balance of the Term, and may grant such concessions and free rent as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same and shall make such alterations, repairs and improvements in the Premises as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same. No action expenses of the Landlord in accordance with foregoing or failure to relet or to collect rent under reletting shall operate to release or reduce the Tenant’s liability except as provided herein. The Landlord shall be entitled to seek to rent other properties of the Landlord prior to reletting the Premisesreletting.

Damages. In the event that If this Lease is terminatedterminated under Section 6.03, the Tenant covenants to shall pay to Landlord as damages, at the Landlord forthwith on election of Landlord, either: (a) a sum which, at the Landlord’s demandtime of such termination, as compensation, an amount represents the then present value (the Lump Sum Payment) discounted at a rate per annum equal to the Base Rate in effect as of the date of such termination) of the excess, if any, of (1) the discounted present value aggregate of the total rent reserved Rent which, had this Lease not terminated, would have been payable hereunder by Tenant for the remainder period commencing on the day following the date of such termination to and including the Term Expiration Date over (2) the then discounted present aggregate fair rental value of the Premises for the remainder same period (for the purposes of this clause (a) the amount of Recurring Additional Charges shall, for each calendar year ending after such termination, be deemed to be an amount equal to the amount of Recurring Additional Charges payable by Tenant for the calendar year immediately preceding the calendar year in which such termination shall occur), or (b) sums equal to the Rent that would have been payable by Tenant through and including the Expiration Date had this Lease not terminated, payable upon the due dates therefor specified in this Lease; provided, that if Landlord shall relet all or any part of the Term. In calculating the rent reserved, there shall be included, in addition to the Annual Fixed Rent and Premises for all Additional Rent, the value of all other considerations agreed to be paid or performed by the Tenant over the remainder any part of the Term. In calculating period commencing on the amounts day following the date of such termination to be paid by and including the Expiration Date, Landlord shall credit Tenant under the foregoing covenant, the Tenant shall be credited with the net proceeds of any rent obtained rents received by Landlord from such reletting, such net rents to be determined by first deducting from the gross rents as and when received by Landlord from such reletting the Premisesexpenses incurred or paid by Landlord in terminating this Lease and of securing possession thereof, after deducting all as well as the Landlord’s expenses in connection with such of reletting, including, without limitation, all repossession costs, brokerage commissions, fees for legal services altering and expenses of preparing the Premises for new tenants, brokers’ commissions, and all other expenses properly chargeable against the Premises and the rental therefrom in connection with such reletting, it being understood that any such reletting may be for a period equal to or shorter or longer than said period; provided, further, that (i) in no event shall Tenant be entitled to receive any excess of such net rents over the sums payable by Tenant to Landlord under this Lease, (ii) in no event shall Tenant be entitled, in any suit for the collection of damages pursuant to this Section 6.05(b), to a credit in respect of any net rents from a reletting except to the extent that such net rents are actually received by Landlord on account of any period that is the subject of such suit, (iii) if the Premises or any part thereof should be relet in combination with other space, then proper apportionment on a square foot rentable area basis shall be made of the rent received from such reletting and of the expenses of reletting, and (iv) Landlord shall use commercially reasonable efforts have no obligation to so relet the Premises and Tenant hereby waives any right Tenant may have, at law or in equity, to require Landlord to so relet the Premises. The Landlord shall use commercially reasonable efforts to relet Suit or suits for the Premisesrecovery of any damages payable hereunder by Tenant, or any part or parts installments thereof, for a term or terms which may, may be brought by Landlord from time to time at the Landlord’s option, exceed or be equal to or less than the period which would otherwise have constituted the balance of the Termits election, and may grant nothing contained herein shall require Landlord to postpone suit until the date when the Term would have expired but for such concessions and free rent as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same and shall make such alterations, repairs and improvements in the Premises as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same. No action of the Landlord in accordance with foregoing or failure to relet or to collect rent under reletting shall operate to release or reduce the Tenant’s liability except as provided herein. The Landlord shall be entitled to seek to rent other properties of the Landlord prior to reletting the Premisestermination.

Damages. In the event that (a) If Tenant’s right of possession under this Lease is terminatedterminated by Landlord pursuant to Section 15.2, the then Tenant covenants to shall remain liable for any Rental and its other obligations under this Lease. Tenant shall also pay to Landlord (i) all reasonable costs, fees and expenses including, but not limited to, reasonable attorneys’ fees actually incurred, costs and expenses incurred by Landlord in pursuit of its remedies hereunder (including court costs) or in reletting the Landlord forthwith on the Landlord’s demand, as compensation, Premises to others from time to time and (ii) additional damages which shall be in an amount (the Lump Sum Payment) or amounts equal to the excess, if any, of the discounted present value of the total rent reserved for Rental due hereunder during the remainder of the Term over less all sums received by Landlord from any reletting of the then discounted present fair rental value Premises; provided, that the amount received by Landlord from any reletting of the Premises for the remainder of the Term. In calculating the rent reserved, there shall be included, in addition to the Annual Fixed Rent and all Additional Rent, the value of all other considerations agreed to be paid or performed reduced by the Tenant over the remainder costs of the Term. In calculating the amounts to be paid by the Tenant under the foregoing covenant, the Tenant shall be credited with the net proceeds of any rent obtained by reletting the Premises, after deducting all the Landlord’s expenses in connection with such reletting, includingsuch as brokerage commissions and remodeling expenses. (b) If this Lease is terminated pursuant to Section 15.2, without limitation, all repossession costs, brokerage commissions, fees for legal services and expenses of preparing Landlord may relet the Premises for such reletting and Landlord shall use commercially reasonable efforts to relet the Premises. The Landlord shall use commercially reasonable efforts to relet the Premises, or any part or parts thereof, alone or together with other premises, for a such term or terms (which may, at the Landlord’s option, exceed or may be equal to greater or less than the period which otherwise would otherwise have constituted the balance of the Term, ) and on such terms and conditions (which may grant such include concessions and or free rent and alterations of the Premises) as the Landlord Landlord, in its reasonable commercial judgment considers advisable or necessary absolute discretion, may determine, but Landlord shall not be liable for, nor shall Tenant’s obligations hereunder be diminished by reason of any failure by Landlord to relet the same and shall make such alterations, repairs and improvements in the Premises as the or any failure by Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same. No action of the Landlord in accordance with foregoing or failure to relet or to collect any rent under reletting shall operate to release or reduce the Tenant’s liability except as provided herein. The Landlord shall be entitled to seek to rent other properties of the Landlord prior to reletting the Premisesdue upon such reletting.

Damages. In the event that (i) If this Lease is terminatedand the Term shall expire and come to an end as provided in Article 17, or by or under any summary proceeding or any other action or proceeding, or if Landlord shall re-enter the Premises as provided in subsection A of this Article 18, or by or under any summary proceeding or any other action or proceeding, then, in any of said events: (a) Tenant covenants to shall pay to Landlord all Rent, Additional Rent, Landlord's mortgagee's fees and charges, and other charges payable under this Lease by Tenant to Landlord to the Landlord forthwith on date upon which this Lease and the Term shall have expired and come to an end or to the date of re-entry upon the Premises by Landlord’s demand, as compensationthe case may be; (b) Tenant also shall be liable for and shall pay to Landlord, an amount as damages, any deficiency (referred to as "Deficiency") between the Lump Sum Payment) equal to Rent reserved in this Lease for the excessperiod which otherwise would have constituted the unexpired portion of the Term and the net amount, if any, of the discounted present value of the total rent reserved for the remainder of the Term over the then discounted present fair rental value of the Premises for the remainder of the Term. In calculating the rent reserved, there shall be included, in addition rents collected under any reletting effected pursuant to the Annual Fixed Rent and provisions of subsection A(i) of this Article 18 for any part of such period (first deducting from the rents collected under any such reletting all Additional Rent, the value of all other considerations agreed to be paid or performed by the Tenant over the remainder of the Term. In calculating the amounts to be paid by the Tenant under the foregoing covenant, the Tenant shall be credited with the net proceeds of any rent obtained by reletting the Premises, after deducting all the Landlord’s 's expenses in connection with the termination of this Lease, or Landlord's reentry upon the Premises and with such reletting, reletting including, without limitationbut not limited to, all repossession costs, brokerage commissions, advertising, legal expenses, attorneys' fees for legal services and disbursements, alteration costs and other expenses of preparing the Premises for such reletting and reletting); any such Deficiency shall be paid in monthly installments by Tenant on the days specified in this Lease for payment of installments of Rent, Landlord shall use commercially reasonable efforts be entitled to relet recover from Tenant each monthly Deficiency as the Premises. The same shall arise, and no suit to collect the amount of the Deficiency for any month shall prejudice Landlord's right to collect the Deficiency for any subsequent month by a similar proceeding; and (c) whether or not Landlord shall use commercially have collected any monthly Deficiencies as aforesaid, Landlord shall be entitled to recover from Tenant, and Tenant shall pay to Landlord, on demand, in lieu of any further Deficiencies as and for liquidated and agreed final damages, a sum equal to the amount by which the Rent reserved in this Lease for the period which otherwise would have constituted the unexpired portion of the Term exceeds the then fair and reasonable efforts rental value of the Premises for the same period, less the aggregate amount of Deficiencies theretofore collected by Landlord pursuant to relet the provisions of subsection B(1)(b) of this Article 18 for the same period; if, before presentation of proof of such liquidated damages to any court, commission or tribunal, the Premises, or any part or parts thereof, shall have been relet by Landlord for a term or terms which may, at the Landlord’s option, exceed or be equal to or less than the period which otherwise would otherwise have constituted the balance unexpired portion of the Term, or any part thereof, the amount of rent reserved upon such reletting shall be deemed, prima facie, to be the fair and may grant such concessions and free rent as reasonable rental value for the Landlord in its reasonable commercial judgment considers advisable part or necessary to the whole of the Premises so relet during the same and term of the reletting. (ii) If the Premises or any part thereof, shall make such alterations, repairs and improvements be relet together with other space in the Premises as Building, the Landlord in its reasonable commercial judgment considers advisable rents collected or necessary to relet reserved under any such reletting and the same. No action expenses of the Landlord in accordance with foregoing or failure to relet or to collect rent under any such reletting shall operate to release or reduce be equitably apportioned for the Tenant’s liability except as provided herein. The Landlord purposes of this subsection B. Tenant shall in no event be entitled to seek any rents collected or payable under any reletting, whether or not such rents shall exceed the Rent reserved in this Lease. Solely for the purposes of this Article, the term "Rent" as used in subsection B(i) of this Article 18 shall mean the Rent in effect immediately prior to rent other properties the date upon which this Lease and the Term shall have expired and come to an end, or the date of re-entry upon the Premises by Landlord, as the case may be, adjusted to reflect any increase or decrease pursuant to the provisions of Article 28 hereof for the Comparison Year (as defined in said Article 28) immediately preceding such event. Nothing contained in Article 17 or this Article 18 shall be deemed to limit or preclude the recovery by Landlord from Tenant of the maximum amount allowed to be obtained as damages by any statute or rule of law, or of any sums or damages to which Landlord prior may be entitled in addition to reletting the Premisesdamages set forth in subsection B(i) of this Article 18.

Damages. In the event that Landlord may elect, whether this Lease or Tenant's possession is terminatedterminated or not, to recover damages from the Tenant covenants to pay to the Landlord forthwith on the Landlord’s demand, as compensation, an amount (the Lump Sum Payment) equal to the excess, if any, in accordance with either of the discounted following provisions: 17.3.1 The present value of the total rent reserved for remaining amount of the Rent which would become due and payable during the remainder of the Term over of this Lease, in which event Tenant agrees to pay the then discounted present fair rental value same at once, together with all Rent theretofore due, at Landlord's address as provided herein; provided, however, that such payment shall not constitute a penalty or forfeiture or liquidated damages, but shall constitute payment in advance of the Premises Rent for the remainder of the Term. In calculating the rent reserved, there Such present value shall be includeddetermined utilizing a discount rate of six percent (6%). The acceptance of such payment by Landlord shall not constitute a waiver of any failure of Tenant thereafter occurring to comply with any term, provision, condition or covenant of this Lease. If Landlord elects the remedy given in this Section 17.3.1, then same shall be Landlord's sole remedy for such default. Lawsuits for the recovery of such damages, or any installments thereof, may be brought by Landlord from time to time at its election, and nothing contained herein shall be deemed to require Landlord to postpone suit until the date when the Term of this Lease would have expired, nor limit or preclude recovery by Landlord against Tenant of any sums or damages which, in addition to the Annual Fixed Rent and all Additional Rentdamages particularly provided above, Landlord may lawfully be entitled by reason or any default hereunder on the value part of all other considerations agreed to be paid Tenant. All remedies of Landlord provided for herein, or performed by the Tenant over the remainder of the Term. In calculating the amounts to be paid by the Tenant under the foregoing covenantotherwise at law or in equity, the Tenant shall be credited with the net proceeds of any rent obtained by reletting the Premises, after deducting all the Landlord’s expenses in connection with such reletting, including, without limitation, all repossession costs, brokerage commissions, fees for legal services cumulative and expenses of preparing the Premises for such reletting and Landlord shall use commercially reasonable efforts to relet the Premises. The Landlord shall use commercially reasonable efforts to relet the Premises, or any part or parts thereof, for a term or terms which may, at the Landlord’s option, exceed or be equal to or less than the period which would otherwise have constituted the balance of the Term, and may grant such concessions and free rent as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same and shall make such alterations, repairs and improvements in the Premises as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same. No action of the Landlord in accordance with foregoing or failure to relet or to collect rent under reletting shall operate to release or reduce the Tenant’s liability except as provided herein. The Landlord shall be entitled to seek to rent other properties of the Landlord prior to reletting the Premisesconcurrent.

Damages. In the event that If this Lease is terminated under the provisions of Article 25, or if Landlord shall re-enter the Premises under the provisions of Article 26, or in the event of the termination of this Lease, or of re-entry, by or under any summary dispossess or other proceeding or action or any provision of law by reason of default hereunder on the part of Tenant, Tenant shall pay to Landlord as damages, all amounts then owed by Tenant, plus the expenses actually incurred or paid by Landlord in terminating this Lease or in re-entering the Premises and in securing possession thereof, plus the expenses actually incurred or paid by Landlord to relet the Premises or portions thereof, including altering and preparing the Premises (or such portions) for new tenants, brokers’ commissions, and all other expenses, plus, at the election of Landlord, either: (a) sums equal to the Base Rent and the Additional Rent payable hereunder which would have been payable by Tenant had this Lease not so terminated, or had Landlord not so re-entered the Premises, payable upon the due dates therefor specified herein following such termination or such re-entry and until the Expiration Date, provided, however, that if Landlord shall relet the Premises during said period, Landlord shall credit Tenant covenants with the net rents received by Landlord from such reletting, such net rents to pay be determined by first deducting from the gross rents as and when received by Landlord from such reletting the damages described in the introductory sentence of this Section 27.01; it being understood that any such reletting may be for a period shorter or longer than the remaining Term; but in no event shall Tenant be entitled to receive any excess of such net rents over the sums payable by Tenant to Landlord hereunder, nor shall Tenant be entitled in any suit for the collection of damages pursuant to this subsection to a credit in respect of any net rents from a reletting, except to the extent that such net rents are actually received by Landlord forthwith (the amount of such Base Rent and Additional Rent that would have been so payable, less such credit, being hereinafter referred to as the “Deficiency”). If the Premises or any part thereof should be relet in combination with other space, then proper apportionment on a square foot basis (for equivalent space) shall be made of the rent received from such reletting and of the expenses of reletting. If the Premises or any part thereof be relet by Landlord for the unexpired portion of the Term, or any part thereof, before presentation of proof of such damages to any court, commission or tribunal, the amount of rent reserved upon such reletting shall, prima facie, be the fair and reasonable rental value for the Premises, or part thereof, so relet during the term of the reletting; or (b) whether or not Landlord shall have collected any monthly Deficiency as aforesaid, a sum which at the time of such termination of this Lease or at the time of any such re-entry by Landlord’s demand, as compensationthe case may be, an amount (represents the Lump Sum Payment) equal to then value of the excess, if any, discounted to present value at the Prime Rate in effect at that time, of: (i) the aggregate of the discounted present value of Base Rent and the total rent reserved Additional Rent payable hereunder which would have been payable by Tenant (conclusively presuming the Additional Rent to be the same as was payable for the remainder year immediately preceding such termination) for the period commencing with such earlier termination of this Lease or the Term over date of any such re-entry, as the then discounted present case may be, and ending with the Expiration Date, had this Lease not so terminated or had Landlord not so re-entered the Premises; over (ii) the aggregate fair market rental value of the Premises for the remainder same period, less (iii) the aggregate amount of the Term. In calculating the rent reserved, there shall be included, in addition Deficiencies theretofore collected by Landlord pursuant to the Annual Fixed Rent and all Additional Rent, the value provisions of all other considerations agreed to be paid or performed by the Tenant over the remainder of the Term. In calculating the amounts to be paid by the Tenant under the foregoing covenant, the Tenant shall be credited with the net proceeds of any rent obtained by reletting the Premises, after deducting all the Landlord’s expenses in connection with such reletting, including, without limitation, all repossession costs, brokerage commissions, fees subsection (a) above for legal services and expenses of preparing the Premises for such reletting and Landlord shall use commercially reasonable efforts to relet the Premises. The Landlord shall use commercially reasonable efforts to relet the Premises, or any part or parts thereof, for a term or terms which may, at the Landlord’s option, exceed or be equal to or less than the period which would otherwise have constituted the balance of the Term, and may grant such concessions and free rent as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same and shall make such alterations, repairs and improvements in the Premises as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same. No action of the Landlord in accordance with foregoing or failure to relet or to collect rent under reletting shall operate to release or reduce the Tenant’s liability except as provided herein. The Landlord shall be entitled to seek to rent other properties of the Landlord prior to reletting the Premisesperiod.

Damages. In the event that If Landlord terminates this Lease is terminatedpursuant to above subsection (b), the Tenant covenants to pay to the Landlord forthwith on the Landlord’s demand, as compensation, an amount shall remain liable (the Lump Sum Payment) equal to the excess, if any, of the discounted present value of the total rent reserved for the remainder of the Term over the then discounted present fair rental value of the Premises for the remainder of the Term. In calculating the rent reserved, there shall be included, in addition to accrued liabilities) to the Annual Fixed extent legally permissible for (i)(A) all Basic Rent and Additional Charges provided for in this Lease until the date this Lease would have expired had such termination not occurred plus the amount of any credit against Basic Rent provided in this Lease adjusted to present value at the Prime Rate, all Additional Rentaccelerated to the date of any such termination, and (B) any and all expenses incurred by Landlord in re-entering the value Leased Premises, repossessing the same, making good any default of Tenant, painting, altering or dividing the Leased Premises, combining the same with any adjacent space for any new tenants, putting the same in proper repair, reletting the same (including any and all other considerations agreed to be paid or performed by reasonable attorneys fees and disbursements and reasonable brokerage fees incurred in so doing), and any and all expenses which Landlord may incur during the Tenant over the remainder occupancy of the Term. In calculating the amounts to be paid by the Tenant under the foregoing covenant, the Tenant shall be credited with any new tenant; less (ii) the net proceeds of any rent obtained reletting. Tenant agrees to pay to Landlord the difference between items (i) and (ii) above with respect to each month during the Term, at the end of such month. Any suit brought by reletting Landlord to enforce collection of such difference for any one month shall not prejudice Landlord's right to enforce the Premisescollection of any difference for any subsequent month. In addition to the foregoing, after deducting all Tenant shall pay to Landlord such sums as the Landlord’s expenses in connection court which has jurisdiction thereover may adjudge reasonable as attorneys fees with such reletting, including, without limitation, all repossession costs, brokerage commissions, fees for legal services and expenses respect to any successful law suit or action instituted by Landlord to enforce the provisions of preparing the Premises for such reletting and this Lease. Landlord shall use commercially reasonable efforts have the right, at its sole option, to relet the Premiseswhole or any part of the Leased Premises for the whole of the unexpired Term, or longer, or from time to time for shorter periods, for any rental then obtainable, giving such concessions of rent and making such special repairs, alterations, decorations and painting for any new tenant as Landlord, in its sole and absolute discretion, may deem advisable. The Landlord's liability as aforesaid shall survive the institution of summary proceedings and the issuance of any warrant thereunder. Landlord shall use commercially reasonable efforts be under no obligation to relet the Premises, or any part or parts thereof, for a term or terms which may, at the Landlord’s option, exceed or be equal to or less than the period which would otherwise have constituted the balance of the Term, and may grant such concessions and free rent as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same and shall make such alterations, repairs and improvements in the Premises as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same. No action of the Landlord in accordance with foregoing or failure to relet or to collect rent under reletting shall operate to release or reduce the Tenant’s liability except as provided herein. The Landlord shall be entitled to seek to rent other properties of the Landlord prior to reletting the Leased Premises.

Damages. In the event that this Lease is terminatedterminated pursuant to Section 9.1 above, the Tenant covenants to pay punctually to Landlord all the sums (“Periodic Payments”) and perform all the obligations which Tenant covenants in this Lease to pay and to perform in the same manner and to the Landlord forthwith on same extent and at the Landlord’s demand, same time as compensation, an amount (the Lump Sum Payment) equal to the excess, if any, of the discounted present value of the total rent reserved for the remainder of the Term over the then discounted present fair rental value of the Premises for the remainder of the Term. In calculating the rent reserved, there shall be included, in addition to the Annual Fixed Rent and all Additional Rent, the value of all other considerations agreed to be paid or performed by the Tenant over the remainder of the Termthis Lease had not been terminated. In calculating the amounts to be paid by the Tenant under the foregoing covenant, the Tenant shall be credited with the net proceeds of any rent obtained by reletting the Premises, after deducting all the of Landlord’s reasonable expenses in connection with such reletting, including, without limitation, all repossession costs, brokerage commissions, fees for legal services and expenses of for preparing the Premises for such reletting and Landlord shall use commercially reasonable efforts to relet the Premisesreletting. The Landlord shall use commercially reasonable efforts to may (i) relet the Premises, or any part or parts thereof, for a term or terms which may, at the Landlord’s option, exceed or be equal to or less than the period which would otherwise have constituted the balance of the Term, and may grant such concessions and free rent as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same same, and shall (ii) make such alterations, repairs and improvements in the Premises as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same. No action of Landlord agrees to use diligent, good faith efforts to relet the Premises, but the Landlord in accordance with foregoing or failure to relet or to collect rent under reletting shall operate to release or reduce the Tenant’s liability except as provided herein. The Landlord shall be entitled to may, at its option, seek to rent other properties of the Landlord prior to reletting the Premises. Subject to the obligations of Landlord in the preceding sentence, no action of the Landlord or failure to relet in accordance with the foregoing shall operate to release or reduce the Tenant’s liability hereunder. At any time following the termination of this Lease, Landlord may elect to receive, in lieu of receiving further Periodic Payments, an amount (the “Lump Sum Payment”) equal to the excess, if any, of the discounted present value of the total rent reserved for the remainder of the Term after such election over the then discounted present fair rental value of the Premises for the remainder of the Term after such election. In calculating the rent reserved, there shall be included, in addition to the Annual Fixed Rent and all Additional Rent (assuming that Real Estate Taxes and Operating Expenses for the Property will increase annually by a reasonable amount), the value of all other considerations agreed to be paid or performed by Tenant over the remainder of the Term.

Damages. In If Seller fails to deliver to any of the Delivery Points all or part of the electric power required by the Buyer as set forth herein for any reason other than Force Majeure, Buyer may purchase electric power from its EDC or alternative supplier to cover the amount the Seller failed to supply for the period of such failure. Buyer agrees to use commercially reasonable efforts to obtain such replacement electric power at a reasonable cost. Seller agrees that purchases by Buyer from the EDC’s default supply tariff or similar offering shall be deemed commercially reasonable. Unless Seller’s failure to deliver all or part of the electric power required by Buyer hereunder is excused by an event that this Lease is terminatedof Force Majeure, the Tenant covenants to pay to the Landlord forthwith on the Landlord’s demand, as compensation, Seller shall reimburse Buyer for any such purchase of replacement electric power in an amount (the Lump Sum Payment) equal to the excesspositive difference, if any, between the total cost to Buyer of covering such purchases (including any incidental costs such as administrative costs, brokerage fees, transmission or increased tax costs) and the cost to Buyer had Seller fully performed its obligations hereunder. Unless Seller’s failure to deliver all or part of the discounted present value electric power required by Buyer hereunder is excused by a default by Buyer or an event of the total rent reserved for the remainder of the Term over the then discounted present fair rental value of the Premises for the remainder of the Term. In calculating the rent reservedForce Majeure affecting Buyer, there shall be included, in addition Seller further agrees to the Annual Fixed Rent and all Additional Rent, the value of all other considerations agreed to be paid or performed pay any penalties imposed by the Tenant over the remainder of the Term. In calculating the amounts to be paid by the Tenant under the foregoing covenant, the Tenant shall be credited with the net proceeds of any rent obtained by reletting the Premises, after deducting all the Landlord’s expenses in connection with such reletting, EDC or other competent authority (including, without limitation, all repossession costs, brokerage commissions, fees for legal services and expenses of preparing the Premises power pool or power exchange) for such reletting and Landlord failure to deliver. Each Party shall use exercise commercially reasonable efforts to relet minimize such damages. In no event shall either Party be liable to the Premises. The Landlord shall use commercially reasonable efforts to relet the Premises, other under this Agreement or any part Contract formed hereunder for any incidental, special, punitive or parts thereof, for consequential damages other than liquidated damages specified above which represent a term or terms which may, at the Landlord’s option, exceed or be equal reasonable estimate of damages that are difficult to or less than the period which would otherwise have constituted the balance of the Termascertain, and may grant such concessions and free rent in no way be construed or interpreted as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same and shall make such alterations, repairs and improvements in the Premises as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same. No action of the Landlord in accordance with foregoing or failure to relet or to collect rent under reletting shall operate to release or reduce the Tenant’s liability except as provided herein. The Landlord shall be entitled to seek to rent other properties of the Landlord prior to reletting the Premisesa penalty.

Damages. In 19.1 If, in the event that this Lease is terminatedjudgment of the Registrar, the Tenant covenants Contractor is deemed to pay to be non- compliant with the Landlord forthwith on terms and obligations assumed hereby, the Landlord’s demandRegistrar, as compensationor her designee, an amount (the Lump Sum Payment) equal to the excess, if any, of the discounted present value of the total rent reserved for the remainder of the Term over the then discounted present fair rental value of the Premises for the remainder of the Term. In calculating the rent reserved, there shall be includedat her option, in addition to, or in lieu of, other remedies provided herein, may withhold the entire payment or deduct pro rata from the Contractor’s invoice for work not performed. The work not performed and the amount to be withheld or deducted from payments to the Annual Fixed Rent Contractor from the County, will be forwarded to the Contractor by the Registrar, or her designee, in a written notice describing the reasons for said action. 19.2 If the Registrar determines that there are Deficiencies in the performance of this Agreement that the Registrar deems are correctable by the Contractor over a certain time span, the Registrar will provide a written notice to the Contractor to correct the Deficiency within specified time frames. Should the Contractor fail to correct Deficiencies within said time frame, the Registrar may: (a) Deduct from the Contractor’s payment, pro rata, those applicable portions of the Contract Sum; and/or (b) Deduct liquidated damages. The Parties agree that it will be impracticable or extremely difficult to fix the extent of actual damages resulting from the failure of the Contractor to correct a Deficiency within the specified time frame. The Parties hereby agree that under the current circumstances a reasonable estimate of such damages is One Hundred Dollars ($100) per Day per infraction, and that the Contractor shall be liable to the County for liquidated damages in said amount. The aggregate amount of liquidated damages under this Agreement for any year shall not exceed the fees payable to the Contractor hereunder for such period. Said amount shall be deducted from the County’s payment to the Contractor; and/or (c) Upon giving five (5) Days notice to the Contractor for failure to correct the Deficiencies, the County may correct any and all Additional RentDeficiencies and the total costs incurred by the County for completion of the work by an alternate source, whether it be County forces or separate private contractor, will be deducted and forfeited from the value payment to the Contractor from the County. 19.3 The action noted in Paragraph 19.2 shall not be construed as a penalty, but as adjustment of all other considerations payment to the Contractor to recover the County cost due to the failure of the Contractor to complete or comply with the provisions of this Agreement. 19.4 This Paragraph 19 (Damages) shall not, in any manner, restrict or limit the County’s right to damages for any breach of this Agreement provided by law or as specified in Paragraph 19.2, and shall not, in any manner, restrict or limit the County’s right to terminate this Agreement as agreed to be paid or performed by the Tenant over the remainder of the Term. In calculating the amounts to be paid by the Tenant under the foregoing covenant, the Tenant shall be credited with the net proceeds of any rent obtained by reletting the Premises, after deducting all the Landlord’s expenses in connection with such reletting, including, without limitation, all repossession costs, brokerage commissions, fees for legal services and expenses of preparing the Premises for such reletting and Landlord shall use commercially reasonable efforts to relet the Premises. The Landlord shall use commercially reasonable efforts to relet the Premises, or any part or parts thereof, for a term or terms which may, at the Landlord’s option, exceed or be equal to or less than the period which would otherwise have constituted the balance of the Term, and may grant such concessions and free rent as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same and shall make such alterations, repairs and improvements in the Premises as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same. No action of the Landlord in accordance with foregoing or failure to relet or to collect rent under reletting shall operate to release or reduce the Tenant’s liability except as provided herein. The Landlord shall be entitled to seek to rent other properties of the Landlord prior to reletting the Premises.

Damages. In the event that (a) Upon any termination of this Lease is terminatedor Tenant’s right of possession, or any reentry by Landlord under the Tenant covenants to pay to the Landlord forthwith on the Landlord’s demand, as compensation, an amount (the Lump Sum Payment) equal to the excess, if any, provisions of the discounted present value Lease, or under any summary dispossession or other proceeding or action or any provision of the total rent reserved for the remainder law by reason of the Term over the any Event of Default by Tenant, then discounted present fair rental value of the Premises for the remainder of the Term. In calculating the rent reserved, there shall be included, in addition to the Annual Fixed aggregate amount of Rent which Tenant has failed to pay under this Lease through the date of termination or re-entry (as the case may be) and any other damages recoverable by Landlord under applicable state law or this Lease, Tenant shall pay to Landlord as damages, at Landlord’s election, either: (i) a lump sum which shall be immediately due and payable by Tenant and which, at the time of termination of this Lease or any such reentry by Landlord, as the case may be, represents the excess of (a) the aggregate amount of the Base Rent and Additional Rent which would have been payable by Tenant (conclusively presuming that the average monthly Additional Rent is the same as was payable for the 12 calendar months prior to such termination or reentry, or if less than 12 calendar months have elapsed since the Rent Commencement Date, then all Additional Rent, the value of all other considerations agreed to be paid or performed by the Tenant over the remainder of the Termcalendar months preceding such termination or reentry) for the period commencing with such termination or reentry, as the case may be, and ending with the Expiration Date, over (b) the aggregate amount of Rent that Tenant proves should reasonably have been received by Landlord for the same period (taking into account an appropriate vacancy period to seek and obtain a replacement tenant and fit the Leased Premises out for such tenant’s occupancy, during which Landlord cannot reasonably be expected to receive rent), which excess amount shall be discounted to present value using a discount rate equal to the lesser of (A) the prime rate of interest announced from time to time in the “Money Rates” column of The Wall Street Journal (or any successor column published by The Wall Street Journal, or if there be none, such index of the then prevailing “prime rate” of interest as designated by Landlord) plus 1%, or (B) 6% per annum; or (ii) sums equal to the Base Rent and Additional Rent provided for in this Lease which would have been payable by Tenant had this Lease not been terminated, or Landlord had not so reentered, payable upon the due dates specified herein for such payments following such termination or reentry until the Expiration Date. Landlord agrees to elect to have Tenant pay damages under (ii) above as long as Tenant pays such damages when due; however, if Tenant fails to make a payment when due, Landlord shall immediately have the right to elect to accelerate damages under (i) above. (b) In calculating the amounts to be paid by the Tenant under the foregoing covenantaddition, the Tenant shall be credited with immediately become liable to Landlord for all reasonable costs caused by Tenant’s breach of its obligations under this Lease, including all reasonable costs Landlord incurs in reletting (or attempting to relet) the net proceeds of Leased Premises or any rent obtained by reletting the Premises, after deducting all the Landlord’s expenses in connection with such relettingpart thereof, including, without limitation, all repossession costs, brokerage brokers’ commissions, fees for legal services and expenses of cleaning, altering and preparing the Leased Premises for new tenants, legal fees and all other like expenses properly chargeable against the Leased Premises and the rental received therefrom and like costs. If Landlord does elect to relet the Leased Premises (or any portion thereof), such reletting may be for a period shorter or longer than the remaining Term, and upon such terms and conditions as Landlord deems appropriate, in its sole and absolute discretion, and Tenant shall have no interest in any sums collected by Landlord in connection with such reletting except to the extent expressly set forth herein. Landlord shall use commercially reasonable efforts to mitigate its damages hereunder, provided that Landlord (i) shall not be obligated to show preference for reletting the Leased Premises over any other vacant space in the Building; (ii) may divide the Leased Premises, as Landlord reasonably deems appropriate, (iii) may relet the Premises. The Landlord shall use commercially reasonable efforts to relet the Premises, whole or any part or parts thereof, for a term or terms which may, at the Landlord’s option, exceed or be equal to or less than the period which would otherwise have constituted the balance portion of the TermLeased Premises upon such terms as it reasonably deems appropriate, and may grant any rental or other lease concessions as it reasonably deems advisable under prevailing market conditions, including free rent.; and (iv) Landlord’s obligation to mitigate damages shall be deemed satisfied by listing the Leased Premises for rent using prevailing listing methodologies for similarly situated premises. Landlord shall cooperate and negotiate with prospective tenants and commercial brokers (based on a customary brokerage fee being earned by such concessions broker), have the Leased Premises available for inspection by prospective tenants during reasonable business hours, and free rent accept a commercially reasonable offer for the Leased Premises from a creditworthy person or entity based on a form of lease agreement which is substantially the same as the form utilized for other space tenants in the Office Park. If Landlord shall succeed in reletting the Leased Premises during the period in which Tenant is paying monthly rent damages, Landlord shall credit Tenant with the net rents collected by Landlord from such reletting, after first deducting from the gross rents, as and when collected by Landlord, (A) all expenses incurred or paid by Landlord in collecting such rents, and (B) any theretofore unrecovered costs associated with the termination of this Lease or Landlord’s reentry into the Leased Premises, including any theretofore unrecovered expenses of reletting and other damages payable hereunder. If the Leased Premises or any portion thereof be relet by Landlord for the unexpired portion of the Term before presentation of proof of such damages to any court, commission or tribunal, the amount of rent reserved upon such reletting shall, prima facie, constitute the fair and reasonable rental value for the Leased Premises, or part thereof, so relet for the term of the reletting. Landlord shall not be liable in any way whatsoever for its reasonable commercial judgment considers advisable or necessary failure to relet the same Leased Premises, or if the Leased Premises or any part are relet, for its failure to collect the rent under such reletting, and shall make no such alterations, repairs and improvements in the Premises as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same. No action of the Landlord in accordance with foregoing or failure to relet or failure to collect rent under reletting shall operate to release or reduce the affect Tenant’s liability except as provided herein. The Landlord shall be entitled to seek to rent other properties of the Landlord prior to reletting the Premisesfor damages or otherwise under this Lease.

Damages. In the event that If this Lease is terminated, the shall be terminated and/or Tenant covenants to shall be dispossessed as provided in Section 15.2 hereof: (a) Tenant shall pay to Landlord all Rent, including without limitation all Deferred Rent, payable by Tenant under this Lease to the Landlord forthwith on earliest to occur of the date upon which this Lease shall have been terminated or the Term shall have expired or to the date of re- entry upon the Land by Landlord’s demand, as compensationthe case may be; (b) Landlord may repair and alter the Land in such manner as Landlord may deem necessary or advisable without relieving Tenant of any liability under this Lease or otherwise affecting any such liability, an amount (and/or let or relet the Lump Sum Payment) equal to Land or any parts thereof for the excess, if any, whole or any part of the discounted present value of the total rent reserved for the remainder of the Term over the then discounted present fair rental value of the Premises or for the remainder of the Term. In calculating the rent reserved, there shall be includeda longer period, in addition to the Annual Fixed Rent Landlord's name or as agent of Tenant, and all Additional Rent, the value of all other considerations agreed to be paid or performed by the Tenant over the remainder of the Term. In calculating the amounts to be paid by the Tenant under the foregoing covenant, the Tenant shall be credited with the net proceeds out of any rent obtained by and other sums collected or received as a result of such reletting Landlord shall: (i) first, pay to itself the Premisesreasonable cost and expense of terminating this Lease, after deducting re-entering, retaking, repossessing, and repairing and/or altering the Land, or any part thereof; and the cost and expense of removing all the Landlord’s expenses persons and property therefrom, including in connection with such reletting, including, without limitation, all repossession costs, costs reasonable brokerage commissions, legal expenses and attorneys' fees for and disbursements, (ii) second, pay to itself the cost and expense sustained in securing any new tenants and other occupants, including in such costs reasonable brokerage commissions, legal services expenses and attorneys' fees and disbursements and other expenses of preparing the Premises Land for reletting, and, if Landlord shall maintain and operate the Land, the cost and expense of operating and maintaining the Land, and (iii) third, pay to itself any balance remaining on account of the liability of Tenant to Landlord. Landlord in no way shall be responsible or liable for any failure to relet the Land or any part thereof, or for any failure to collect any rent due on any such reletting reletting, and no such failure to relet or to collect rent shall operate to relieve Tenant of any liability under this Lease or to otherwise affect any such liability; (c) Landlord shall use commercially reasonable efforts to relet the Premises. The mitigate any damages to which Landlord shall use commercially reasonable efforts to relet the Premisesbecomes, or may become, entitled pursuant to this Section 15.3 because of a termination of this Lease and/or the dispossession of Tenant from the Land. (d) Tenant shall be liable for and shall pay to Landlord, as damages, any part or parts thereof, deficiency (the "Deficiency") between (i) the Rent reserved in this Lease for a term or terms which may, at the Landlord’s option, exceed or be equal to or less than the period which otherwise would otherwise have constituted the balance unexpired portion of the TermTerm and (ii) the net amount, if any, of rents collected under any such reletting effected pursuant to the provisions of Section 15.3(b) for any part of such period (first deducting from the rents collected under any such reletting all of the payments to Landlord described in Section 15.3(b) hereof), any such Deficiency shall be paid in installments by Tenant on the days specified in this Lease for payment of installments of Rent, and may grant such concessions and free rent as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same and shall make such alterations, repairs and improvements in the Premises as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same. No action of the Landlord in accordance with foregoing or failure to relet or to collect rent under reletting shall operate to release or reduce the Tenant’s liability except as provided herein. The Landlord shall be entitled to seek recover from Tenant each Deficiency installment as the same shall arise, and no suit to rent other properties collect the amount of the Deficiency for any installment period shall prejudice Landlord's right to collect the Deficiency for any subsequent installment period by a similar proceeding; and (e) Whether or not Landlord shall have collected any Deficiency installments, Landlord shall be entitled to recover from Tenant and Tenant shall pay to Landlord, on demand, any further Deficiencies, as and for liquidated and agreed final damages (it being agreed that it would be impracticable or extremely difficult to fix the actual damage), a sum equal to the amount by which the Rent reserved in this Lease for the period which otherwise would have constituted the unexpired portion of the Term exceeds the then fair and reasonable rental value of the Land for the same period, both discounted to present worth at the rates then in effect at the time and less than the aggregate amount of Deficiencies theretofore collected by Landlord pursuant to the provisions of Section 15.3(c) for the same period; it being agreed that before presentation of proof of such liquidated damages to any court, commission or tribunal, if the Land, or any substantial part thereof, shall have been relet by Landlord for the period which otherwise would have constituted the unexpired portion of the Term or any part thereof the amount of Rent reserved upon such reletting shall be deemed, prima facie, to be the fair and reasonable rental value for the part or the whole of the Land so relet during the term of the reletting. (f) For the purposes of Sections 15.3(d) and (e), the phrase “Rent reserved in this Lease for the period which otherwise would have constituted the unexpired portion of the Term,” shall be a rental amount reasonably calculated by Landlord based upon the average Percentage Rent actually paid by Tenant during the three (3) Rent Years immediately prior to reletting the Premises.termination of the Lease

Damages. In the event that If this Lease is terminatedterminated by Landlord pursuant to Section 20, Tenant shall, nevertheless, remain liable for all rent and damages which may be due or sustained prior to such termination, and all reasonable costs, fees and expenses including, but not limited to, attorneys’ fees if Landlord is the Tenant covenants prevailing party in a legal proceeding, costs and expenses incurred by Landlord in pursuit of its remedies hereunder, or in renting the Premises to pay others from time to time and additional damages (the Landlord forthwith on the Landlord’s demand“Liquidated Damages”), as compensation, which shall be an amount (the Lump Sum Payment) equal to the excess, if any, of the discounted present value of the total rent reserved which, but for the remainder termination of the Term over the then discounted present fair rental value of the Premises for this Lease, would have become due during the remainder of the Term. In calculating , less the amount of rent, if any, which Landlord shall receive during such period from others to whom the Premises may be rented (other than any additional rent reservedreceived by Landlord as a result of any failure of such other person to perform any of its obligations to Landlord), there in which case such Liquidated Damages shall be includedcomputed and payable in monthly installments, in addition to advance on the Annual Fixed Rent and all Additional Rent, the value first day of all other considerations agreed to be paid or performed by the Tenant over the remainder each calendar month following termination of the TermLease and continuing until the date on which the Term would have expired but for such termination, and any suit or action brought to collect any such Liquidated Damages for any month shall not in any manner prejudice the right of Landlord to collect any Liquidated Damages for any subsequent month by a similar proceeding. In calculating the amounts If this Lease is terminated pursuant to be paid by the Tenant under the foregoing covenantSection 20, the Tenant shall be credited with the net proceeds of any rent obtained by reletting the Premises, after deducting all the Landlord’s expenses in connection with such reletting, including, without limitation, all repossession costs, brokerage commissions, fees for legal services and expenses of preparing Landlord may relet the Premises for such reletting and Landlord shall use commercially reasonable efforts to relet the Premises. The Landlord shall use commercially reasonable efforts to relet the Premises, or any part or parts thereof, alone or together with other premises, for a term or terms such term(s) which may, at the Landlord’s option, exceed or may be equal to greater or less than the period which otherwise would otherwise have constituted the balance of the TermTerm and on such terms and conditions (which may include concessions, and may grant such concessions and free rent and/or alterations of the Premises) as the Landlord Landlord, in its reasonable commercial judgment considers advisable or necessary sole discretion, may determine, but Landlord shall not be liable for, nor shall Tenant’s obligations hereunder be diminished by reason of, any failure by Landlord to relet the same and shall make such alterations, repairs and improvements in the Premises as the or any failure by Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same. No action of the Landlord in accordance with foregoing or failure to relet or to collect any rent under reletting shall operate to release or reduce the Tenant’s liability except as provided herein. The Landlord shall be entitled to seek to rent other properties of the Landlord prior to reletting the Premisesdue upon such reletting.

Damages. In the event that If this Lease is terminatedand the Lease Term shall terminate as provided in Section 22.2.1 or if Landlord shall re-enter the Premises as provided in Section 22.2.1 hereof, the then, in any of such events: (a) Tenant covenants to shall pay to Landlord all Base Rent, Ground Lease Rent and Additional Rent to the Landlord forthwith on date upon which this Lease and the Lease Term shall have expired or to the date of re-entry upon the Premises by Landlord’s demand, as compensationthe case may be; (b) Tenant also shall pay to Landlord, an amount as damages, any deficiency (a "Deficiency") between the Lump Sum Payment) equal to Rents for the excessperiod that otherwise would have constituted the unexpired portion of the Lease Term and the net amount, if any, of rents collected under any reletting effected pursuant to the discounted present value provisions of Section 22.2.2 for any part of such period (first deducting from the rents collected under any such reletting all of Landlord's expenses in connection with the termination of this Lease, Landlord's re-entry upon the Premises and with such reletting including all repossession costs, brokerage commissions, attorneys' fees and disbursements, alteration costs and other expenses of preparing the Premises for such reletting). Any such Deficiency shall be paid in monthly installments by Tenant on the days specified in this Lease for payment of installments of Base Rent, and Landlord shall be entitled to recover from Tenant each monthly Deficiency as the same shall arise, and no suit to collect the amount of the total rent reserved Deficiency for any month shall prejudice Landlord's right to collect the Deficiency for any subsequent month by a similar proceeding; and (c) Whether or not Landlord shall have collected any monthly Deficiency as aforesaid, Landlord may elect, at any time, to recover from Tenant, and Tenant shall pay to Landlord on demand, in lieu of any further Deficiency as and for liquidated damages, a sum equal to the amount by which the Rents for the remainder period that otherwise would have constituted the unexpired portion of the Lease Term over exceeds the then discounted present fair market rental value of the Premises for the remainder of the Term. In calculating the rent reservedsame period, there shall be included, in addition both discounted to the Annual Fixed Rent and all Additional Rent, the present value of all other considerations agreed to be paid or performed by the Tenant over the remainder of the Term. In calculating the amounts to be paid by the Tenant under the foregoing covenant, the Tenant shall be credited with the net proceeds of any rent obtained by reletting the Premises, after deducting all the Landlord’s expenses in connection with such reletting, including, without limitation, all repossession costs, brokerage commissions, fees for legal services and expenses of preparing the Premises for such reletting and Landlord shall use commercially reasonable efforts to relet the Premises. The Landlord shall use commercially reasonable efforts to relet the Premises, or any part or parts thereof, for a term or terms which may, at the Landlord’s option, exceed or be equal to or rate of six percent (6%) per annum less than the period which would otherwise have constituted the balance aggregate amount of the Term, and may grant such concessions and free rent as the Deficiencies theretofore collected by Landlord in its reasonable commercial judgment considers advisable or necessary to relet for the same and shall make such alterations, repairs and improvements in the Premises as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same. No action of the Landlord in accordance with foregoing or failure to relet or to collect rent under reletting shall operate to release or reduce the Tenant’s liability except as provided herein. The Landlord shall be entitled to seek to rent other properties of the Landlord prior to reletting the Premisesperiod.

Damages. In If Landlord terminates the event that right of Tenant to possession of the Premises without terminating this Lease, such termination of possession shall not release Tenant, in whole or in part, from Tenant’s obligation to pay the Rent hereunder for the full stated Term, and Landlord shall have the right to the immediate recovery of all such amounts. Alternatively, at Landlord’s option, Landlord shall have the right, from time to time, to recover from Tenant, and Tenant shall remain liable for, all Base Rent and Adjustments and any other sums then due under this Lease is terminatedduring the period from the date of such notice or termination of possession to the end of the Term. Landlord may file suit from time to time to recover any such sums and no suit or recovery by Landlord of any such sums or portion thereof shall be a defense to any subsequent suit brought for any other sums due under this Lease. Alternatively, if Landlord elects to terminate this Lease, Landlord shall be entitled to recover from Tenant all Base Rent and Adjustments accrued and unpaid for the period up to and including such termination date, as well as all other additional sums payable by Tenant hereunder for such period. In addition, Landlord shall be entitled to recover, as damages for loss of the benefit of its bargain and not as a penalty, the Tenant covenants sum of (x) the unamortized cost to pay to Landlord, computed and determined in accordance with generally accepted accounting principles, of any tenant improvements provided by Landlord at its expense, (y) the Landlord forthwith on aggregate sum which at the Landlord’s demand, as compensation, an amount (the Lump Sum Payment) equal to time of such termination represents the excess, if any, of or the discounted present value of the total rent reserved aggregate Base Rent and Adjustments (as reasonably estimated by Landlord) for the remainder of the Term over the then discounted present value of the then aggregate fair rental value of the Premises for the remainder of the Term. In calculating the rent reserved, there shall be included, in addition to the Annual Fixed Rent and all Additional Rent, the value of all other considerations agreed to be paid or performed by the Tenant over the remainder of the Term. In calculating the amounts to be paid by the Tenant under the foregoing covenant, the Tenant shall be credited with the net proceeds of any rent obtained by reletting the Premises, after deducting all the Landlord’s expenses in connection with such reletting, including, without limitation, all repossession costs, brokerage commissions, fees for legal services and expenses of preparing the Premises for such reletting and Landlord shall use commercially reasonable efforts to relet the Premises. The Landlord shall use commercially reasonable efforts to relet the Premises, or any part or parts thereof, for a term or terms which may, at the Landlord’s option, exceed or be equal to or less than the period which would otherwise have constituted the balance of the Term, immediately prior to such termination, such present worth to be computed in each case on the basis of a six percent (6%) per annum discount from the respective dates upon which rentals would have been payable hereunder had the Term not been terminated, and may grant such concessions (z) any damages in addition thereto, including reasonable attorneys’ fees and free rent as the court costs, which Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same and shall make such alterations, repairs and improvements in the Premises as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same. No action have sustained by reason of the breach of any of the covenants of this Lease other than for the payment of Rent. Further, under no circumstances shall Tenant be liable for, and Landlord in accordance with foregoing hereby waives, consequential, punitive, special, or failure to relet exemplary damages, or to collect rent any damages similar thereto. Landlord’s recovery of damages under reletting shall operate to release or reduce the Tenant’s liability except as provided herein. The Landlord this Section 20.04 shall be entitled subject to seek to rent other properties the liability cap under Section 12 of the Landlord prior Rider to reletting the PremisesLease.

Damages. In If Tenant fails to make any rental or Additional Rental or other payment required by the event that provisions of this Lease is terminatedwithin ten (10) days after written notice that the same was not paid when due, or, subject to Section 34.3(b), fails within fifteen (15) days after written notice thereof to commence actions to correct any breach or default in performing any covenants, terms or conditions of this Lease other than nonpayment of rent or Additional Rental or fails to continuously and diligently prosecute such actions to completion after commenced (with diligence being determined based on customary industry practice), or if Tenant abandons the Tenant covenants to pay to demised premises before the Landlord forthwith on the Landlord’s demand, as compensation, an amount (the Lump Sum Payment) equal to the excess, if any, end of the discounted present value term, Landlord shall have the right at any time thereafter to elect to terminate this Lease and Tenant's right to possession hereunder. The foregoing cure periods (including pursuant to Section 34.3(b)) shall run concurrently with, and shall not be in addition to, any statutory cure periods. Upon such termination, Landlord shall. have the right to recover against Tenant: (a) The worth at the time of award of the total unpaid rent reserved for which had been earned at the remainder time of termination; (b) The worth at the time of award of the Term over amount by which the then discounted present fair unpaid rent which would have been earned after termination until the time of award exceeds the amount of such rental value loss that Tenant proves could have been reasonably avoided; (c) The worth at the time of award of the Premises amount by which the unpaid rent for the remainder of the Term. In calculating the rent reserved, there shall be included, in addition to the Annual Fixed Rent and all Additional Rent, the value of all other considerations agreed to be paid or performed by the Tenant over the remainder of the Term. In calculating the amounts to be paid by the Tenant under the foregoing covenant, the Tenant shall be credited with the net proceeds of any rent obtained by reletting the Premises, after deducting all the Landlord’s expenses in connection with such reletting, including, without limitation, all repossession costs, brokerage commissions, fees for legal services and expenses of preparing the Premises for such reletting and Landlord shall use commercially reasonable efforts to relet the Premises. The Landlord shall use commercially reasonable efforts to relet the Premises, or any part or parts thereof, for a term or terms which may, at the Landlord’s option, exceed or be equal to or less than the period which would otherwise have constituted the balance of the Term, and may grant term after the time of award exceeds the amount of such concessions and free rent as the Landlord in its reasonable commercial judgment considers advisable or rental loss that Tenant proves could be reasonably avoided; and (d) Any other amount necessary to relet compensate Landlord for all the same and shall make such alterations, repairs and improvements detriment proximately caused by Tenant's failure to perform its obligations under this Lease or which in the Premises as ordinary course of things would be likely to result therefrom. The "worth at the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same. No action time of award" of the Landlord amounts referred to in accordance with foregoing or failure to relet or to collect rent under reletting subparagraphs (a) and (b) above shall operate to release or reduce the Tenant’s liability except as provided hereinbe computed by allowing interest at ten percent (10%) per annum. The Landlord worth at the time of award of the amount referred to in subparagraph (c) shall be entitled to seek to rent other properties computed by discounting such amount at the discount rate of the Landlord prior to reletting Federal Reserve Bank of San Francisco at the Premisestime of award plus one percent (1%).

Damages. In (i) The termination of this Lease; (ii) the event repossession of the Leased Property and any Capital Addition thereto; (iii) the failure of Lessor, notwithstanding reasonable good faith efforts, to relet the Leased Property; (iv) the reletting of all or any portion of the Leased Property; or (v) the inability of Lessor to collect or receive any rentals due upon any such reletting, shall not relieve Lessee of its liabilities and obligations hereunder, all of which shall survive any such termination, repossession or reletting. If any such termination occurs, Lessee shall forthwith pay to Lessor all Rent due and payable with respect to the Leased Property to and including the date of such termination. Thereafter: Lessee shall forthwith pay to Lessor, at Lessor's option, as and for liquidated and agreed current damages for Lessee's Default, either: (A) the sum of: (i) the worth at the time of award of the unpaid Rent which had been earned at the time of termination to the extent not previously paid by Lessee under this Section 16.3, (ii) the worth at the time of award of the amount by which the unpaid Rent which would have been earned after termination until the time of award exceeds the amount of such rental loss that Lessee proves could have been reasonably avoided, (iii) the worth at the time of award of the amount by which the unpaid Rent for the balance of the Term after the time of award exceeds the amount of such rental loss that Lessee proves could be reasonably avoided, plus (iv) any other amount necessary to compensate Lessor for all the detriment proximately caused by Lessee's failure to perform its obligations under this Lease is terminatedor which in the ordinary course of things would be likely to result therefrom. As used in clauses (i) and (ii) above, the Tenant covenants to pay to "worth at the Landlord forthwith on time of award" shall be computed by allowing interest at the Landlord’s demandOverdue Rate. As used in clause (iii) above, as compensation, an the "worth at the time of award" shall be computed by discounting such amount (at the Lump Sum Payment) equal to the excess, if any, discount rate of the discounted present value Federal Reserve Bank of San Francisco at the time of award plus one percent (1%). For purposes of determining the worth at the time of the total rent reserved award, Additional Rent that would have been payable for the remainder of the Term over shall be deemed to be the greater of (y) the same as the Additional Rent for the then discounted present fair rental value current Lease Year or, if not determinable, the immediately preceding Lease Year; and (z) such other amount as Lessor shall demonstrate could reasonably have been earned. or (B) without termination of Lessee's right to possession of the Premises for the remainder Leased Property, each installment of the Term. In calculating the rent reserved, there shall be included, in addition to the Annual Fixed said Rent and all Additional Rent, the value of all other considerations agreed sums payable by Lessee to be paid or performed by the Tenant over the remainder of the Term. In calculating the amounts to be paid by the Tenant Lessor under the foregoing covenantLease as the same becomes due and payable, together with interest at the Tenant shall be credited with Overdue Rate from the net proceeds of date when due until paid, and Lessor may enforce, by action or otherwise, any rent obtained by reletting the Premises, after deducting all the Landlord’s expenses in connection with such reletting, including, without limitation, all repossession costs, brokerage commissions, fees for legal services and expenses of preparing the Premises for such reletting and Landlord shall use commercially reasonable efforts to relet the Premises. The Landlord shall use commercially reasonable efforts to relet the Premises, or any part or parts thereof, for a other term or terms which may, at the Landlord’s option, exceed or be equal to or less than the period which would otherwise have constituted the balance covenant of the Term, and may grant such concessions and free rent as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same and shall make such alterations, repairs and improvements in the Premises as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same. No action of the Landlord in accordance with foregoing or failure to relet or to collect rent under reletting shall operate to release or reduce the Tenant’s liability except as provided herein. The Landlord shall be entitled to seek to rent other properties of the Landlord prior to reletting the Premisesthis Lease.

Damages. In the event that this Lease is terminatedUpon any Event of Default, the Tenant covenants to pay shall remain liable to the Landlord forthwith on for the following amounts: (a) any Rent of any kind whatsoever which may have become due with respect to the period in the Term which has already expired, (b) all Rent which becomes due during the remainder of the Term, (c) all costs, fees and expenses incurred by Landlord in leasing the Premises to others from time to time, including but not limited to leasing commissions, construction and other build-out costs, design and permitting costs and the like, and (d) all costs, fees and expenses incurred by Landlord in pursuit of its remedies hereunder, including but not limited to attorneys' fees and court costs. All such amounts shall be due and payable immediately upon demand by Landlord and shall bear interest at 18% per annum until paid. Furthermore, at Landlord’s demand's option, as compensationTenant shall be obligated to pay, in lieu of item (b) above in this Section 14.04, an amount (the Lump Sum Payment"Substitute Amount") which is equal to the excess, if any, of the discounted present value of the total rent reserved for the remainder of the Term over the then discounted present fair rental value of the Premises for all Rent which would become due during the remainder of the Term. In calculating the rent reserved, there including all Additional Rent which shall be includeddeemed to continue and increase over such remainder of the Term at the average rate of increase occurring over the then-expired portion of the Term, with such present value to be determined by discounting at an annual rate of interest which is equal to 5%. Provided that the Substitute Amount is actually paid in addition full to Landlord and the Premises are surrendered by Tenant, Landlord shall affirmatively list the Premises with its broker as available for lease (to the Annual Fixed Rent extent Landlord's contract with such broker does not already apply to all vacant space at the Building), and all Additional Rent, the value Tenant shall receive a reduction and reimbursement of all other considerations agreed such amounts which is equal to the amount of any rent actually received from others to whom the Premises may be paid or performed by the Tenant over rented during the remainder of the original Term. In calculating the amounts Tenant and Landlord acknowledge and agree that payment to be paid by the Tenant under Landlord of the foregoing covenantSubstitute Amount, the Tenant shall be credited together with the net proceeds corresponding reduction by reimbursement to Tenant of any rent obtained paid by reletting the Premisessubstitute tenants, after deducting all the Landlord’s expenses in connection with such reletting, including, without limitation, all repossession costs, brokerage commissions, fees for legal services and expenses of preparing the Premises for such reletting and Landlord shall use commercially are a reasonable efforts to relet the Premises. The Landlord shall use commercially reasonable efforts to relet the Premises, or any part or parts thereof, for a term or terms which may, at the Landlord’s option, exceed or be equal to or less than the period which would otherwise have constituted the balance forecast of the Termactual damages which will be suffered by Landlord in case of an Event of Default by Tenant, which actual damages are otherwise difficult or impossible to ascertain, and may grant therefore such concessions payment and free rent as the reimbursement together constitute liquidated damages and not a penalty. Any suit or action brought by Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same and shall make such alterations, repairs and improvements in the Premises as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same. No action of the Landlord in accordance with foregoing or failure to relet or to collect rent under reletting any such liquidated damages shall operate to release not in any manner prejudice any other rights or reduce the Tenant’s liability except as provided herein. The remedies of Landlord shall be entitled to seek to rent other properties of the Landlord prior to reletting the Premiseshereunder.

Damages. In the event that this Lease is terminatedterminated under any of the provisions contained in Section 7.1 or shall be otherwise terminated for breach of any obligation of Tenant, the Tenant covenants to pay forthwith to the Landlord forthwith on the Landlord’s demand, as compensation, an amount (the Lump Sum Payment) equal to the excess, if any, of the discounted present value excess of the total rent reserved for the remainder residue of the Term over the then discounted present fair rental value of the Premises for the remainder said residue of the Term. In calculating the rent reserved, reserved there shall be included, in addition to the Annual Fixed Rent and all Additional Rentadditional rent, the value of all other considerations agreed to be paid or performed by Tenant for said residue. Tenant further covenants as an additional and cumulative obligation after any such termination to pay punctually to Landlord all the sums and perform all the obligations which Tenant over covenants in this Lease to pay and to perform in the remainder of same manner and to the Termsame extent and at the same time as if this Lease had not been terminated. In calculating the amounts to be paid by the Tenant under the foregoing covenant, the immediately preceding covenant Tenant shall be credited with any amount paid to Landlord as compensation as in this Section 7.2 provided and also with the net proceeds of any rent obtained by Landlord by reletting the Premises, after deducting all the Landlord’s reasonable expenses in connection with such reletting, including, without limitation, all repossession costs, brokerage commissions, fees for legal services and expenses of preparing the Premises for such reletting and reletting, it being agreed by Tenant that Landlord shall use commercially reasonable efforts to may (i) relet the Premises. The Landlord shall use commercially reasonable efforts to relet the Premises, Premises or any part or parts thereof, for a term or terms which may, may at the Landlord’s option, exceed or option be equal to or less than or exceed the period which would otherwise have constituted the balance of the Term, Term and may grant such concessions and free rent as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same and shall make such alterations, repairs and improvements in the Premises as the Landlord in its reasonable commercial sole judgment considers advisable or necessary to relet the same. No , and (ii) make such alterations, repairs and decorations in the Premises as Landlord in its sole judgment considers advisable or necessary to relet the same, and no action of the Landlord in accordance with the foregoing or failure to relet or to collect rent under reletting shall operate or be construed to release or reduce the Tenant’s liability except as provided hereinaforesaid. The In lieu of any other damages or indemnity and in lieu of full recovery by Landlord shall be entitled of all sums payable under all the foregoing provisions of this Section 7.2, Landlord may by written notice to seek to rent other properties Tenant, at any time after this Lease is terminated under any of the Landlord provisions contained in Section 7.1 or is otherwise terminated for breach of any obligation of Tenant and before such full recovery, elect to recover, and Tenant shall thereupon pay, as liquidated damages, an amount equal to the aggregate of the Rent and additional rent accrued under this Lease in the twelve (12) months ended next prior to reletting such termination plus the Premisesamount of Rent and additional rent of any kind accrued and unpaid at the time of termination and less the amount of any recovery by Landlord under the foregoing provision of this Section 7.2 up to the time of payment of such liquidated damages. Nothing contained in this Lease shall limit or prejudice the right of Landlord to prove for and obtain in proceedings for bankruptcy or insolvency by reason of the termination of this Lease, an amount equal to the maximum allowed by any statute or rule of law in effect at the time when, and governing the proceedings in which, the damages are to be provided, whether or not the amount be greater, equal to, or less than the amount of the loss or damages referred to above.

Damages. In the event of any such Default by Tenant, then in ------- addition to any other remedies available to Landlord at law or in equity, Landlord shall have the immediate option to terminate this Lease and all rights of Tenant hereunder by giving written notice to such intention to terminate. In the event that Landlord shall elect to so terminate this Lease is terminated, then Landlord may recover from Tenant: (i) the Tenant covenants to pay to worth at the Landlord forthwith on time of award of any unpaid Rent which has been earned at the Landlord’s demand, as compensation, an amount time of such termination; plus (ii) the Lump Sum Payment) equal to worth at the excess, if any, time of award of the discounted present value amount by which the unpaid Rent which would have been earned after termination until the time of or award exceeds the amount of such rental loss Tenant proves could have been reasonably avoided; plus (iii) the worth at the time of award of the total rent reserved amount by which the unpaid Rent for the remainder balance of the Term over after the then discounted present fair time of award exceeds the amount of such rental value loss that Tenant proves could be reasonably avoided; plus (iv) any other amount necessary to compensate Landlord for all the detriment proximately caused by Tenant's failure to perform his obligation under this Lease of which in the Premises for ordinary course of things would be likely to result therefrom; plus (v) such reasonable attorney's fees incurred by Landlord as a result of such Default, and costs in the remainder of the Term. In calculating the rent reservedevent suit is filed by Landlord to enforce such remedy; and (vi) at Landlord's election, there shall be included, such other amounts in addition to or in lieu of the Annual Fixed foregoing as may be permitted from time to time by applicable law. The term "Rent", as used in this Section 23, shall be deemed to be and to mean the monthly Rent, Additional Rent and all Additional Rent, the value of all other considerations agreed to be paid or performed by the Tenant over the remainder of the Term. In calculating the amounts sums required to be paid by Tenant pursuant to the Tenant under the foregoing covenantterms of this Lease. As used in Sub-sections (i) and (ii) above, the Tenant shall be credited with the net proceeds of any rent obtained by reletting the Premises, after deducting all the Landlord’s expenses in connection with such reletting, including, without limitation, all repossession costs, brokerage commissions, fees for legal services and expenses of preparing the Premises for such reletting and Landlord shall use commercially reasonable efforts to relet the Premises. The Landlord shall use commercially reasonable efforts to relet the Premises, or any part or parts thereof, for a term or terms which may, "worth at the Landlord’s option, exceed or be equal to or less than time of award" is computed by allowing interest at the period which would otherwise have constituted the balance rate of the Term, and may grant such concessions and free rent as Federal Reserve Bank of New York at the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same and shall make such alterations, repairs and improvements in the Premises as the Landlord in its reasonable commercial judgment considers advisable or necessary to relet the same. No action time of the Landlord in accordance with foregoing or failure to relet or to collect rent under reletting shall operate to release or reduce the Tenant’s liability except as provided herein. The Landlord shall be entitled to seek to rent other properties of the Landlord prior to reletting the Premisesaward plus [*] percent ([*]%).