Common use of Damages Clause in Contracts

Damages. None of the following events shall relieve Tenant of its liability and obligations hereunder, all of which shall survive any such termination, repossession or reletting: (a) the termination of this Lease pursuant to Section 17.1, (b) the repossession of the Property, (c) the failure of Landlord, notwithstanding reasonable good faith efforts, to relet the Property, (d) the reletting of all or any portion thereof, nor (e) the failure of Landlord to collect or receive any rentals due upon any such reletting. In the event of any such termination, Tenant shall forthwith pay to Landlord all Rent due and payable with respect to the Property 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 Tenant's default, and not as a penalty, 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, (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 unpaid Rent 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 unpaid Rent that Tenant proves could be reasonably avoided, and (iv) any other amount necessary to compensate Landlord for all the detriment proximately caused by ▇▇▇▇▇▇'s failure to perform its obligations under this Lease or which in the ordinary course of things would be likely to result therefrom. In making the above determinations, the "worth at the time of the award" in subsections (i) and (iii) shall be determined by the court having jurisdiction thereof including interest at the Overdue Rate and the "worth at the time of the award" in subsection (iii) shall be determined by the court having jurisdiction thereof using a discount rate equal to the discount rate of the Federal Reserve Bank of San Francisco at the time of the award plus one percent (1%) and the Percentage Rent shall be deemed to be the same as for the then-current Fiscal Year or, if not determinable, the immediately preceding Fiscal Year, for the remainder of the Term, or such other amount as either party shall prove reasonably could have been earned during the remainder of the Term or any portion thereof; or (b) without termination of Tenant's right to possession of the Property, each installment of said Rent and other sums payable by Tenant to Landlord under the 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 enforce, by action or otherwise, any other term or covenant of this Lease.

Damages. None of (i) the following events 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 liability liabilities and obligations hereunder, all of which shall survive any such termination, repossession or reletting: (a) the . 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 pursuant occurs (whether or not Landlord terminates Tenant’s right to Section 17.1, (b) the repossession possession of the Leased Property, (c) the failure of Landlord, notwithstanding reasonable good faith efforts, to relet the Property, (d) the reletting of all or any portion thereof, nor (e) the failure of Landlord to collect or receive any rentals due upon any such reletting. In the event of any such termination), Tenant shall forthwith pay to Landlord all Rent due and payable with respect under this Master Lease to the Property to, and including, including the date of such termination. Thereafter, : Tenant shall forthwith pay to Landlord, at Landlord's ’s option, as and for liquidated and agreed current damages for Tenant's default, and not as a penaltythe occurrence of an Event of Default, either: (aA) the sum of: (i) the worth at the time of award of the unpaid Rent which had been earned at the time of termination,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 unpaid Rent 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 unpaid Rent rental loss that Tenant proves could be reasonably avoided, and; plus (iv) any other amount necessary to compensate Landlord for all the detriment proximately caused by ▇▇▇▇▇▇'s 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. In making the above determinationsAs used in clauses (i) and (ii) above, the "“worth at the time of the award" in subsections (i) and (iii) ” shall be determined computed by the court having jurisdiction thereof including allowing interest at the Overdue Rate and Rate. As used in clause (iii) above, the "“worth at the time of the award" in subsection (iii) ” shall be determined computed by the court having jurisdiction thereof using a discount rate equal to discounting such amount at the discount rate of the Federal Reserve Bank of San Francisco New York at the time of the award plus one percent (1%) and reducing such amount by the portion of the 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 shall be deemed to be the greater of (y) the same as the Percentage Rent for the then-then current Fiscal Lease Year or, if not determinable, the immediately preceding Fiscal Lease Year, for the remainder of the Term, or ; and (z) such other amount as either party Landlord shall prove demonstrate could reasonably could have been earned during the remainder (assuming Net Revenues will have not been impacted by any of the Term or any portion thereof; conditions that contributed to the Event of Default). or (bB) without termination of if Landlord chooses not to terminate Tenant's ’s right to possession of the PropertyLeased Property (whether or not Landlord terminates the Master Lease), each installment of said Rent and other sums payable by Tenant to Landlord under the this Master Lease as the same becomes due and payable, which Rent and other sums shall bear 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 LeaseMaster 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 extent not already paid for by Tenant under this subparagraph (B)).

Damages. None of the following events shall relieve Tenant of its liability and obligations hereunder, all of which shall survive any such termination, repossession or reletting: (a) the termination of this Lease pursuant to Section 17.116.1 hereof, (b) the repossession of the any Leased Property, (c) the failure of Landlord, notwithstanding reasonable good faith efforts, Landlord to relet the any Leased Property, (d) the reletting of all or any portion thereof, nor 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 of any such termination, Tenant shall forthwith pay to Landlord all Rent due and payable with respect to the Property to, Leased Properties to and including, including the date of such the termination. Thereafter, Tenant shall forthwith pay to Landlord, at At Landlord's option, as and for liquidated and agreed current damages for Tenant's default, and not as a penalty, eitherTenant shall also forthwith pay to Landlord: (ai) the sum of: (iA) the worth Worth at the time of award Time of the unpaid Rent which had been earned at the time of termination, (ii) the worth at the time of award Award of the amount by which the unpaid Rent which would have been earned after termination until the time of the award exceeds the amount aggregate Rental Value of the Leased Properties for such unpaid Rent that Tenant proves could have been reasonably avoided,period, and (iiiB) the worth Worth at the time Time of award the Award of the amount by which the unpaid Rent for the balance of the Term after the time of the award exceeds the amount aggregate Rental Value of the Leased Properties for such unpaid Rent that Tenant proves could be reasonably avoidedperiod, and (ivC) any other amount necessary to compensate Landlord for all the detriment damage proximately caused by ▇▇▇▇▇▇Tenant's failure to perform its obligations under this Lease or which in the ordinary course of things would be likely to result therefrom. In making the above determinations, the "worth at the time of the award" in subsections (i) and (iii) shall be determined by the court having jurisdiction thereof including interest at the Overdue Rate and the "worth at the time of the award" in subsection (iii) shall be determined by the court having jurisdiction thereof using a discount rate equal to the discount rate of the Federal Reserve Bank of San Francisco at the time of the award plus one percent (1%) and the Percentage Rent shall be deemed to be the same as for the then-current Fiscal Year or, if not determinable, the immediately preceding Fiscal Year, for the remainder of the Term, or such other amount as either party shall prove reasonably could have been earned during the remainder of the Term or any portion thereof; or (bii) without termination of Tenant's right to possession of the Propertyrespective Leased Properties, each installment of said the Rent and other sums payable by Tenant to Landlord under the 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 enforce, by action or otherwise, any other term or covenant of this Lease.

Damages. None Neither (i) the termination of this Lease pursuant to Section 16.1, (ii) the repossession of the following events 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 Tenant Lessee of its liability and obligations hereunder, all of which shall survive any such termination, repossession or reletting: reletting (a) the termination of this Lease pursuant to Section 17.1, (b) the repossession of the Property, (c) the failure of Landlord, notwithstanding reasonable good faith efforts, to relet the Property, (d) the reletting of all or any portion thereof, nor (e) the failure of Landlord to collect or receive any rentals due upon any such relettingexcept for proceeds received on subletting). In the event of any such termination, Tenant Lessee shall forthwith pay to Landlord Lessor all Rent due and payable with respect to the Leased Property to, to and including, 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 Tenant's default, and not as a penalty, either:. (a) Lessor shall not be deemed to have terminated this Lease unless Lessor delivers written Notice to Lessee of such election. If Lessor voluntarily elects to terminate this Lease upon an Event of Default, then in addition to all remedies available to Lessor, Lessor may recover the sum of: (i) the worth at the time of award of the unpaid Rent which had been earned at the time of termination,; (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 unpaid Rent rental loss that Tenant 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 unpaid Rent rental loss that Tenant Lessee proves could be reasonably avoided, ; and (iv) any other amount necessary to compensate Landlord 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. In making the above determinations, the The "worth at the time of the award" of the amounts referred to in subsections subparagraphs (i) and (iiiii) shall be determined above is computed by the court having jurisdiction thereof including allowing interest at the Overdue Rate and the "Rate. The worth at the time of award of the award" amount referred to in subsection subparagraph (iii) shall be determined is computed by the court having jurisdiction thereof using a discount rate equal to discounting such amount at the discount rate of the Federal Reserve Bank of San Francisco at the time of the award plus one percent (1%) and the Percentage Rent shall be deemed to be the same as for the then-current Fiscal Year or, if not determinable, the immediately preceding Fiscal Year, for the remainder of the Term, or such other amount as either party shall prove reasonably could have been earned during the remainder of the Term or any portion thereof; or (b) without termination of Tenant's right to possession of the Property, each installment of said Rent and other sums payable by Tenant to Landlord under the 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 enforce, by action or otherwise, any other term or covenant of this Lease).

Damages. None Neither (i) the termination of this Lease pursuant to Section 16.1; (ii) the repossession of the following events 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 Tenant Lessee of its liability and obligations hereunder, all of which shall survive any such termination, repossession or reletting: reletting (a) the termination of this Lease pursuant to Section 17.1, (b) the repossession of the Property, (c) the failure of Landlord, notwithstanding reasonable good faith efforts, to relet the Property, (d) the reletting of all or any portion thereof, nor (e) the failure of Landlord to collect or receive any rentals due upon any such relettingexcept for proceeds received on subletting). In the event of any such termination, Tenant Lessee shall forthwith pay to Landlord Lessor all Rent due and payable with respect to the Leased Property to, to and including, 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 Tenant's default, and not as a penalty, either:. (a) Lessor shall not be deemed to have terminated this Lease unless Lessor delivers written Notice to Lessee of such election. If Lessee voluntarily elects to terminate this Lease upon an Event of Default, then in addition to all remedies available to Lessor, Lessor may recover the sum of: (i) the worth at the time of award of the unpaid Rent which had been earned at the time of termination,; (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 unpaid Rent rental loss that Tenant 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 unpaid Rent rental loss that Tenant Lessee proves could be reasonably avoided, ; and (iv) any other amount necessary to compensate Landlord 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. In making the above determinations, the The "worth at the time of the award" of the amounts referred to in subsections subparagraphs (i) and (iiiii) shall be determined above is computed by the court having jurisdiction thereof including allowing interest at the Overdue Rate and the "Rate. The worth at the time of award of the award" amount referred to in subsection subparagraph (iii) shall be determined is computed by the court having jurisdiction thereof using a discount rate equal to discounting such amount at the discount rate of the Federal Reserve Bank of San Francisco Kansas City at the time of the award plus one percent (1%) and the Percentage Rent shall be deemed to be the same as for the then-current Fiscal Year or, if not determinable, the immediately preceding Fiscal Year, for the remainder of the Term, or such other amount as either party shall prove reasonably could have been earned during the remainder of the Term or any portion thereof; or (b) without termination of Tenant's right to possession of the Property, each installment of said Rent and other sums payable by Tenant to Landlord under the 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 enforce, by action or otherwise, any other term or covenant of this Lease).

Damages. None of (i) the following events 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 liability liabilities and obligations hereunder, all of which shall survive any such termination, repossession or reletting: (a) the . 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 pursuant occurs (whether or not Landlord terminates Tenant’s right to Section 17.1, (b) the repossession possession of the Leased Property, (c) the failure of Landlord, notwithstanding reasonable good faith efforts, to relet the Property, (d) the reletting of all or any portion thereof, nor (e) the failure of Landlord to collect or receive any rentals due upon any such reletting. In the event of any such termination), Tenant shall forthwith pay to Landlord all Rent due and payable with respect under this Master Lease to the Property to, and including, including the date of such termination. Thereafter, : Tenant shall forthwith pay to Landlord, at Landlord's ’s option, as and for liquidated and agreed current damages for Tenant's default, and not as a penaltythe occurrence of an Event of Default, either: (aA) the sum of: (i) the worth at the time of award of the unpaid Rent which had been earned at the time of termination,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 unpaid Rent 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 unpaid Rent rental loss that Tenant proves could be reasonably avoided, and; plus (iv) any other amount necessary to compensate Landlord for all the detriment proximately caused by ▇▇▇▇▇▇'s ’s failure to perform its obligations under this Master Lease or which in the ordinary course of things would be likely to result therefrom. In making the above determinationsAs used in clauses (i) and (ii) above, the "“worth at the time of the award" in subsections (i) and (iii) ” shall be determined computed by the court having jurisdiction thereof including allowing interest at the Overdue Rate and Rate. As used in clause (iii) above, the "“worth at the time of the award" in subsection (iii) ” shall be determined computed by the court having jurisdiction thereof using a discount rate equal to discounting such amount at the discount rate of the Federal Reserve Bank of San Francisco New York at the time of the award plus one percent (1%) and reducing such amount by the portion of the 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 shall be deemed to be the greater of (y) the same as the Percentage Rent for the then-then current Fiscal Lease Year or, if not determinable, the immediately preceding Fiscal Lease Year, for the remainder of the Term, or ; and (z) such other amount as either party Landlord shall prove demonstrate could reasonably could have been earned during the remainder (assuming Net Revenues will have not been impacted by any of the Term or any portion thereof; conditions that contributed to the Event of Default). or (bB) without termination of if Landlord chooses not to terminate Tenant's ’s right to possession of the PropertyLeased Property (whether or not Landlord terminates the Master Lease), each installment of said Rent and other sums payable by Tenant to Landlord under the this Master Lease as the same becomes due and payable, which Rent and other sums shall bear 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 LeaseMaster 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 extent not already paid for by Tenant under this subparagraph (B)).

Damages. None of the following events shall relieve Tenant of its liability and obligations hereunder, all of which shall survive any such termination, repossession or reletting: (a) the termination of this Lease pursuant to Section 17.1, (b) the repossession of the Property, (c) the failure of Landlord, notwithstanding reasonable good faith efforts, to relet the Property, (d) the reletting of all or any portion thereof, nor (e) the failure of Landlord to collect or receive any rentals due upon any such reletting. In the event of any such terminationDefault by Tenant, Tenant shall forthwith pay 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 Rent due and payable with respect rights of Tenant hereunder by giving written notice to such intention to terminate. In the Property to, and including, the date of such termination. Thereafter, Tenant event that Landlord shall forthwith pay elect to Landlord, at Landlord's option, as and for liquidated and agreed current damages for so terminate this Lease then Landlord may recover from Tenant's default, and not as a penalty, either: (a) the sum of: (i) i. the worth at the time of award of the any unpaid Rent which had has been earned at the time of such termination,; plus (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 or award exceeds the amount of such unpaid Rent that rental loss Tenant proves could have been reasonably avoided,; plus (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 unpaid Rent rental loss that Tenant proves could be reasonably avoided, and; plus (iv) . any other amount necessary to compensate Landlord for all the detriment proximately caused by ▇▇▇▇▇▇Tenant's failure to perform its obligations his obligation under this Lease or of which in the 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 event suit is filed by Landlord to enforce such remedy; and vi. In making at Landlord's election, such other amounts in addition to or in lieu of the above determinationsforegoing 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 other sums required to be paid by Tenant pursuant to the terms of this Lease. As used in Subparagraphs i and ii above, the "worth at the time of the award" in subsections (i) and (iii) shall be determined is computed by the court having jurisdiction thereof including allowing interest at the Overdue Rate and the "worth at the time of the award" in subsection (iii) shall be determined by the court having jurisdiction thereof using a discount rate equal to the discount rate of the Federal Reserve Bank of San Francisco New York at the time of the award plus one percent (1%) and the Percentage Rent shall be deemed to be the same as for the then-current Fiscal Year or, if not determinable, the immediately preceding Fiscal Year, for the remainder of the Term, or such other amount as either party shall prove reasonably could have been earned during the remainder of the Term or any portion thereof; or (b) without termination of Tenant's right to possession of the Property, each installment of said Rent and other sums payable by Tenant to Landlord under the 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 enforce, by action or otherwise, any other term or covenant of this Lease).

Damages. None (i) Damages payable by Licensee to ORBIMAGE: (A) Except as otherwise provided herein, if prior to the launch and initial of operations 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 equal to the lesser of all reasonable and documented costs incurred to date by ORBIMAGE under this Agreement and the following events 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 July 31, 1998. The $250,000 deposit provided by Licensee shall be credited against any payments by Licensee under this subparagraph (A). (B) Except as otherwise provided herein, if following the 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 payments made to ORBIMAGE for OrbView-3 services through the date of termination. Nothing herein shall relieve Tenant Licensee of its liability 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 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 lesser of all reasonable and obligations hereunderdocumented costs incurred to date by Licensee under this Agreement and the following amounts: $[Confidential Treatment Requested] if the Agreement is terminated before July 31, all 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 July 31, 1998. If the Agreement is terminated pursuant to this Section 7(d)(ii)(A), ORBIMAGE 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 which 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 survive be liable to the other for any such terminationdamages, repossession expenses, costs, indemnification or reletting: (a) otherwise in the termination of event this Lease Agreement is terminated pursuant to Section 17.14(b)(i) or Section 4(b)(vi), (b) the repossession of the Propertyor Section 5(e), (c) the failure of Landlord, notwithstanding reasonable good faith efforts, to relet the Property, (d) the reletting of except that ORBIMAGE shall refund all or any portion thereof, nor (eof the $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) the failure of Landlord to collect or receive any rentals due upon any such reletting. In the event of any such termination, Tenant shall forthwith pay to Landlord all Rent due and payable with respect to the Property 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 Tenant's default, and not as a penalty, either:above. (av) the sum of: (i) the worth at the time In no event shall any liability of award of the unpaid Rent which had been earned at the time of termination, (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 unpaid Rent 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 unpaid Rent that Tenant proves could be reasonably avoided, and (iv) any other amount necessary to compensate Landlord for all the detriment proximately caused by ▇▇▇▇▇▇'s failure to perform its obligations under this Lease or which in the ordinary course of things would be likely to result therefrom. In making the above determinations, the "worth at the time of the award" in subsections (i) and (iii) shall be determined by the court having jurisdiction thereof including interest at the Overdue Rate and the "worth at the time of the award" in subsection (iii) shall be determined by the court having jurisdiction thereof using a discount rate equal to the discount rate of the Federal Reserve Bank of San Francisco at the time of the award plus one percent (1%) and the Percentage Rent shall be deemed to be the same as for the then-current Fiscal Year or, if not determinable, the immediately preceding Fiscal Year, for the remainder of the Term, or such other amount as either party shall prove reasonably could have been earned during exceed the remainder of the Term or any portion thereof; or amounts provided for in this Section 7 (b) without termination of Tenant's right to possession of the Property, each installment of said Rent and other sums payable by Tenant to Landlord under the 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 enforce, by action or otherwise, any other term or covenant of this Leased).

Damages. None of the following events shall relieve Tenant of its liability and obligations hereunder, all of which shall survive any such termination, repossession or reletting: (a) the termination of this Lease pursuant to Section 17.1, (b) the repossession of the Property, (c) the failure of Landlord, notwithstanding reasonable good faith efforts, to relet the Property, (d) the reletting of all or any portion thereof, nor (e) the failure of Landlord to collect or receive any rentals due upon any such reletting. In the event of any such terminationthis Lease is terminated pursuant to Subparagraph 153.2 above, Tenant or otherwise, Landlord shall forthwith pay be entitled to Landlord all Rent due and payable with respect to damages in the Property 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 Tenant's default, and not as a penalty, eitherfollowing sums: (a) the sum of: (i1) the worth at the time of award of the unpaid Rent rent which had has been earned at the time of termination,; plus (ii2) the worth at the time of award of the amount by which the unpaid Rent rent which would have been earned after termination until the time of award exceeds the amount of such unpaid Rent rental loss that Tenant proves could have been reasonably avoided,; plus (iii3) the worth at the time of award of the amount by which the unpaid Rent rent for the balance of the Term term after the time of award exceeds the amount of such unpaid Rent rental loss that Tenant proves could be reasonably avoided, ; and (iv4) any other amount necessary to compensate Landlord for all the detriment proximately caused by ▇▇▇▇▇▇'s Tenant’s failure to perform its Tenant’s obligations under this Lease Lease, or which in the ordinary course of things would be likely to result therefrom. In making the above determinationstherefrom including, without limitation, the "following: (i) expenses for cleaning, repairing or restoring the Premises; (ii) expenses for altering, remodeling or otherwise improving the Premises for the purpose of re-letting, including installation of leasehold improvements (whether such installation be funded by a reduction of rent, direct payment or allowance to the succeeding lessee, or otherwise); (iii) real estate broker’s fees, free or reduced rent and/or tenant improvements for the next tenant, advertising costs and other expenses of re-letting the Premises; (iv) costs of carrying the Premises such as taxes and insurance premiums thereon, utilities and security precautions; (v) expenses in retaking possession of the Premises; (vi) attorneys’ fees and court costs; and (vii) any unamortized real estate brokerage commission paid in connection with this Lease. 5) The “worth at the time of award” of the award" amounts referred to in subsections Subparagraphs (ia) and (iiib) shall be determined of this Paragraph 15.B(3) is computed by the court having jurisdiction thereof including allowing interest at the Overdue Rate and the "Permitted Rate. The “worth at the time of award” of the award" amounts referred to in subsection Subparagraph (iiic) shall be determined of this Paragraph 15.B.(3) is computed by the court having jurisdiction thereof using a discount rate equal to discounting such amount at the discount rate of the Federal Reserve Bank Board of San Francisco at the time of the award plus one percent (1%) and the Percentage Rent ). The term “rent” as used in this Paragraph 15 shall be deemed include all sums required to be the same as for the then-current Fiscal Year or, if not determinable, the immediately preceding Fiscal Year, for the remainder of the Term, or such other amount as either party shall prove reasonably could have been earned during the remainder of the Term or any portion thereof; or (b) without termination of Tenant's right to possession of the Property, each installment of said Rent and other sums payable paid by Tenant to Landlord under pursuant to the 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 enforce, by action or otherwise, any other term or covenant terms of this Lease.

Damages. None The (a) termination of this Lease; (b) repossession of the following events Premises; (c) failure of Landlord, notwithstanding reasonable good faith efforts, to relet the Premises; (d) reletting of all or any portion of the Premises; or (e) failure or inability of Landlord to collect or receive any rentals due upon any such reletting, shall not relieve Tenant of its liability liabilities and obligations hereunder, all of which shall survive any such termination, repossession or reletting: (a) the termination of this Lease pursuant to Section 17.1, (b) the repossession of the Property, (c) the failure of Landlord, notwithstanding reasonable good faith efforts, to relet the Property, (d) the reletting of all or any portion thereof, nor (e) the failure of Landlord to collect or receive any rentals due upon . If any such reletting. In the event of any such terminationtermination occurs, Tenant shall forthwith pay to Landlord all Rent due and payable with respect to the Property to, Premises to and including, including the date of such termination. Thereafter, following any such termination, Tenant shall forthwith pay to Landlord, at Landlord's ’s option, as and for liquidated and agreed current damages for an Event of Default by Tenant's default, and not as a penalty, either: (a) the sum of: (i) 16.3.1 the worth at the time of award of the unpaid Rent (including all monthly Minimum Rent) which had been earned at the time of termination, (ii) 16.3.2 the worth at the time of award of the amount by which the unpaid Rent (including all monthly Minimum Rent) which would have been earned after termination until the time of award exceeds the amount of such unpaid Rent rental loss that Tenant proves could have been reasonably avoided, (iii) 16.3.3 the worth at the time of award of the amount by which the unpaid Rent (including all monthly Minimum Rent) for the balance of the then current Term (not including any Extended Terms that have not yet been exercised, but including any Extended Term which has been exercised but has not yet commenced) after the time of award exceeds the amount of such unpaid Rent rental loss that Tenant proves could be reasonably avoided, andplus (iv) 16.3.4 any other amount necessary to compensate Landlord for all the detriment proximately caused by ▇▇▇▇▇▇'s Tenant’s failure to perform its obligations under this Lease or which in the ordinary course of things would be likely to result therefrom. In making the above determinationsAs used in Subsections 16.3.1 and 16.3.2 above, the "“worth at the time of the award" in subsections (i) and (iii) ” shall be determined computed by the court having jurisdiction thereof including allowing interest at the Overdue Rate and Rate. As used in Subsection 16.3.3 above, the "“worth at the time of the award" in subsection (iii) ” shall be determined computed by the court having jurisdiction thereof using a discount rate equal to discounting such amount at the discount rate of the Federal Reserve Bank of San Francisco New York at the time of the award plus one percent One Percent (1%) and the Percentage Rent shall be deemed to be the same as for the then-current Fiscal Year or). Alternatively, if Landlord does not determinableelect to terminate this Lease, the immediately preceding Fiscal Yearthen Tenant shall pay to Landlord, at Landlord’s option, as and for the remainder agreed damages for such Event of the Term, or such other amount as either party shall prove reasonably could have been earned during the remainder of the Term or any portion thereof; or (b) Default without termination of Tenant's ’s right to possession of the PropertyPremises and any Capital Additions, each installment of said Rent (including the monthly Minimum Rent) and other sums payable by Tenant to Landlord under the this Lease as the same becomes due and payablepayable with respect to the Premises, which Rent and other sums shall bear 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 Lease.

Damages. None of (i) the following events 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 liability liabilities and obligations hereunder, all of which shall survive any such termination, repossession or reletting: (a) the . 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 pursuant occurs (whether or not Landlord terminates Tenant’s right to Section 17.1, (b) the repossession possession of the Leased Property, (c) the failure of Landlord, notwithstanding reasonable good faith efforts, to relet the Property, (d) the reletting of all or any portion thereof, nor (e) the failure of Landlord to collect or receive any rentals due upon any such reletting. In the event of any such termination), Tenant shall forthwith pay to Landlord all Rent due and payable with respect under this Master Lease to the Property to, and including, including the date of such termination. Thereafter, : Tenant shall forthwith pay to Landlord, at Landlord's ’s option, as and for liquidated and agreed current damages for Tenant's default, and not as a penaltythe occurrence of an Event of Default, either: (aA) the sum of: (i) the worth at the time of award of the unpaid Rent which had been earned at the time of termination,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 unpaid Rent rental loss that Tenant proves was in fact avoided or 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 unpaid Rent rental loss that Tenant proves was in fact avoided or could be reasonably avoided, and; plus (iv) any other amount necessary to compensate Landlord for all the detriment proximately caused by ▇▇▇▇▇▇'s 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; provided, however, no compensation shall be due for consequential damages or diminution in value of the Land or the Buildings resulting from the Event of Default; provided, further, that Tenant shall be responsible for consequential damages resulting solely from Tenant’s holding over and remaining in all or any portion of the Leased Property following the expiration or earlier termination of the Lease (or any partial termination thereof with respect to a particular Facility) and first accruing after the date that is six (6) months following such termination. In making the above determinationsAs used in clauses (i) and (ii) above, the "“worth at the time of the award" in subsections (i) and (iii) ” shall be determined computed by the court having jurisdiction thereof including allowing interest at the Overdue Rate and Rate. As used in clause (iii) above, the "“worth at the time of the award" in subsection (iii) ” shall be determined computed by the court having jurisdiction thereof using a discount rate equal to discounting such amount at the discount rate of the Federal Reserve Bank of San Francisco New York at the time of the award plus one percent (1%) and reducing such amount by the portion of the 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 shall be deemed to be the greater of (y) the same as the Percentage Rent for the then-then current Fiscal Lease Year or, if not determinable, the immediately preceding Fiscal Lease Year, for the remainder of the Term, or ; and (z) such other amount as either party Landlord shall prove demonstrate could reasonably could have been earned during the remainder (assuming Net Revenues will have not been impacted by any of the Term or any portion thereof; conditions that contributed to the Event of Default). or (bB) without termination of if Landlord chooses not to terminate Tenant's ’s right to possession of the PropertyLeased Property (whether or not Landlord terminates the Master Lease), each installment of said Rent and other sums payable by Tenant to Landlord under the this Master Lease as the same becomes due and payable, which Rent and other sums shall bear 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 LeaseMaster 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 extent not already paid for by Tenant under this subparagraph (B)).

Damages. None Neither (a) the termination of this Lease pursuant to Section 16.1, (b) the repossession of the following events Leased Property, nor (c) the failure of Lessor, notwithstanding reasonable good faith efforts, to relet the Leased Property, shall relieve Tenant Lessee of its liability and obligations hereunder, all of which shall survive any such termination, repossession or reletting: (a) the termination of this Lease pursuant to Section 17.1, (b) the repossession of the Property, (c) the failure of Landlord, notwithstanding reasonable good faith efforts, to relet the Property, (d) the reletting of all or any portion thereof, nor (e) the failure of Landlord to collect or receive any rentals due upon any such reletting. In the event of any such termination, Tenant Lessee shall forthwith pay to Landlord Lessor all Rent due and payable with respect to the Property to, through and including, including the date of such termination. ThereafterLessor shall not be deemed to have terminated this Lease unless Lessor delivers Notice to Lessee of such election. If Lessee voluntarily elects to terminate this Lease, Tenant shall forthwith pay then in addition to Landlordall remedies available to Lessor, at Landlord's option, as and for liquidated and agreed current damages for Tenant's default, and not as a penalty, either: (a) Lessor may recover the sum of: : (i) the worth at the time of award of the unpaid Rent which had been earned at the time of termination, ; (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 unpaid Rent rental loss that Tenant 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 unpaid Rent rental loss that Tenant Lessee proves could be reasonably avoided, and and (iv) any other amount necessary to compensate Landlord Lessor for all the detriment proximately caused by ▇▇▇▇▇▇'s Lessee’s failure to perform its obligations under this Lease or which in the ordinary course of things would be likely to result therefrom, including reasonable attorney fees, court costs and reasonable out-of-pocket expenses in the enforcement of Lessor’s rights hereunder. In making the above determinations, the "The “worth at the time of award” of the award" amounts referred to in subsections subparagraphs (i) and (iiiii) shall be determined above is computed by the court having jurisdiction thereof including allowing interest at the Overdue Rate and maximum legal rate of interest permitted in accordance with the "laws of the State of New York. The worth at the time of award of the award" amount referred to in subsection subparagraph (iii) shall be determined is computed by the court having jurisdiction thereof using a discount rate equal to discounting such amount at the discount rate of the Federal Reserve Bank of San Francisco at the time of the award plus one percent (1%) ). Without limiting Lessor’s other remedies provided herein and provided by law, Lessor may continue the Percentage Lease in effect after Lessee’s breach and abandonment and recover Rent shall be deemed as it becomes due, provided that, in such event, Lessee has the right to be the same as for the then-current Fiscal Year orsublet or assign subject only to reasonable conditions imposed by Lessor. Accordingly, if not determinable, the immediately preceding Fiscal Year, for the remainder of the Term, or such other amount as either party shall prove reasonably could have been earned during the remainder of the Term or any portion thereof; or (b) without termination of Tenant's Lessee’s right to possession of the Leased Property, Lessor may demand and recover each installment of said Rent and other sums payable by Tenant Lessee to Landlord Lessor under the this Lease as the same becomes due and payable, which Rent and other sums shall bear interest at the Overdue Rate maximum interest rate permitted in accordance with the laws of the State of New York, from the date when due until paid, and Landlord Lessor may enforce, by action or otherwise, any other term or covenant of this Lease.

Damages. None of the following events shall relieve Tenant of its liability and obligations hereunder, all of which shall survive any such termination, repossession or reletting: (a) the termination of this Lease pursuant to Section 17.116.1 hereof, (b) the repossession of the Leased Property, (c) the failure of Landlord, notwithstanding reasonable good faith efforts, Landlord to relet the Leased Property, (d) the reletting of all or any portion thereof, nor 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 of any such termination, Tenant shall forthwith pay to Landlord all Rent due and payable with respect to the Leased Property to, to and including, including the date of such the termination. Thereafter, Tenant shall forthwith pay to Landlord, at At Landlord's option, as and for liquidated and agreed current damages for Tenant's default, and not as a penalty, eitherTenant shall also forthwith pay to Landlord: (ai) the sum of: (iA) the worth Worth at the time of award Time of the unpaid Rent which had been earned at the time of termination, (ii) the worth at the time of award Award of the amount by which the unpaid Rent which would have been earned after termination until the time of the award exceeds the amount aggregate Rental Value of the Leased Property for such unpaid Rent that Tenant proves could have been reasonably avoided,period, and (iiiB) the worth Worth at the time Time of award the Award of the amount by which the unpaid Rent for the balance of the Term after the time of the award exceeds the amount aggregate Rental Value of the Leased Property for such unpaid Rent that Tenant proves could be reasonably avoidedperiod, and (ivC) any other amount necessary to compensate Landlord for all the detriment damage proximately caused by ▇▇▇▇▇▇Tenant's failure to perform its obligations under this Lease or which in the ordinary course of things would be likely to result therefrom. In making the above determinations, the "worth at the time of the award" in subsections (i) and (iii) shall be determined by the court having jurisdiction thereof including interest at the Overdue Rate and the "worth at the time of the award" in subsection (iii) shall be determined by the court having jurisdiction thereof using a discount rate equal to the discount rate of the Federal Reserve Bank of San Francisco at the time of the award plus one percent (1%) and the Percentage Rent shall be deemed to be the same as for the then-current Fiscal Year or, if not determinable, the immediately preceding Fiscal Year, for the remainder of the Term, or such other amount as either party shall prove reasonably could have been earned during the remainder of the Term or any portion thereof; or (bii) without termination of Tenant's right to possession of the Leased Property, each installment of said the Rent and other sums payable by Tenant to Landlord under the 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 enforce, by action or otherwise, any other term or covenant of this Lease.

Damages. None of the following events shall relieve Tenant of its liability and obligations hereunder, all of which shall survive any such termination, repossession or reletting: (a) the termination of this Lease pursuant to Section 17.1, (b) the repossession of the Property, (c) the failure of Landlord, notwithstanding reasonable good faith efforts, to relet the Property, (d) the reletting of all or any portion thereof, nor (e) the failure of Landlord to collect or receive any rentals due upon any such reletting. In the event of any such terminationthis Sublease is terminated pursuant to Subparagraph 14(b)(ii) above, Tenant or otherwise, Sublandlord shall forthwith pay be entitled to Landlord all Rent due and payable with respect to damages in the Property 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 Tenant's default, and not as a penalty, eitherfollowing sums: (aA) the sum of: (i) the The worth at the time of award of the unpaid Rent rent which had has been earned at the time of termination,; plus (iiB) the The worth at the time of award of the amount by which the unpaid Rent rent which would have been earned after termination until the time of award exceeds the amount of such unpaid Rent rental loss that Tenant Subtenant proves could have been reasonably avoided,; plus (iiiC) the The worth at the time of award of the amount by which the unpaid Rent rent for the balance of the Term term after the time of award exceeds the amount of such unpaid Rent rental loss that Tenant Subtenant proves could be reasonably avoided, ; and (ivD) any Any other amount necessary to compensate Landlord Sublandlord for all the detriment proximately caused by ▇▇▇▇▇▇Subtenant's failure to perform its Subtenant's obligations under this Lease Sublease, or which in the ordinary course of things would be likely to result therefrom. In making the above determinations, the . (E) The "worth at the time of the award" of the amounts referred to in subsections Subparagraphs (iA) and (iiiB) shall be determined of this Subparagraph 14(b)(iii), is computed by the court having jurisdiction thereof including allowing interest at the Overdue Rate and the Permitted Rate. The "worth at the time of the award" of the amounts referred to in subsection Subparagraph (iiiC) shall be determined of this Subparagraph 14(b)(iii) is computed by the court having jurisdiction thereof using a discount rate equal to discounting such amount at the discount rate of the Federal Reserve Bank Board of San Francisco at the time of the award plus one percent (1%) and the Percentage Rent ). The term "rent," as used in this Paragraph 14, shall be deemed include all sums required to be paid by Subtenant to Sublandlord pursuant to the same as for the then-current Fiscal Year or, if not determinable, the immediately preceding Fiscal Year, for the remainder of the Term, or such other amount as either party shall prove reasonably could have been earned during the remainder of the Term or any portion thereof; or (b) without termination of Tenant's right to possession of the Property, each installment of said Rent and other sums payable by Tenant to Landlord under the 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 enforce, by action or otherwise, any other term or covenant terms of this LeaseSublease.

Damages. None Neither the termination of this Agreement, the repossession of the following events 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: (a) reletting to the termination of this Lease pursuant to Section 17.1, (b) the repossession of the Property, (c) the failure of Landlord, notwithstanding reasonable good faith efforts, to relet the Property, (d) the reletting of all or any portion thereof, nor (e) the failure of Landlord to collect or receive any rentals due upon any such relettingmaximum extent permitted by law. In the event of any such termination, Tenant shall forthwith pay to Landlord all Rent due and payable with respect to the Leased Property to, to and including, including the date of such termination. ThereafterIn addition, Tenant shall forthwith pay to Landlord, at Landlord's ’s option, as and for liquidated and agreed current damages for Tenant's ’s default, and not as a penalty, 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 otherwise discharged, and Landlord may enforce, by action or otherwise, any other tem or covenant of this Agreement; or (b) the sum of: (i) the worth at the time of award of the unpaid Rent which had been earned at the time of termination,, repossession or reletting, and (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 unpaid Rent that Tenant proves could have been reasonably avoided, (iii) the worth at the time of award termination, repossession or reletting of the amount by which the unpaid Rent for the balance of the Term after the time of award termination, repossession or reletting, exceeds the amount of such unpaid Rent rental loss that Tenant proves could be reasonably avoidedavoided and as reduced for rentals received after the time of termination, repossession or reletting, if and to the extent required by applicable law, and (iviii) any other amount necessary to compensate Landlord for all the detriment proximately caused by ▇▇▇▇▇▇'s Tenant’s failure to perform its obligations under this Lease Agreement or which in the ordinary course of things things, would be likely to result therefrom. In making the above determinations, the "The worth at the time of the award" in subsections (i) and (iii) shall be determined by the court having jurisdiction thereof including interest at the Overdue Rate and the "worth at the time termination, repossession or reletting of the award" amount referred to in subsection subparagraph (iiiii) shall be determined is computed by the court having jurisdiction thereof using a discount rate equal to discounting such amount at the discount rate of the Federal Reserve Bank of San Francisco New York at the time of the award plus one percent (1%) and the Percentage Rent shall be deemed to be the same as for the then-current Fiscal Year or, if not determinable, the immediately preceding Fiscal Year, for the remainder of the Term, or such other amount as either party shall prove reasonably could have been earned during the remainder of the Term or any portion thereof; or (b) without termination of Tenant's right to possession of the Property, each installment of said Rent and other sums payable by Tenant to Landlord under the 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 enforce, by action or otherwise, any other term or covenant of this Lease.

Damages. None of the following events shall relieve Tenant of its liability and obligations hereunder, all of which shall survive any such termination, repossession or reletting: (a) the termination of Should Landlord elect to terminate this Lease pursuant to Section 17.1the provisions of Paragraphs 25.2(a)(1) or 25.2(a)(3) above, (b) the repossession of the Property, (c) the failure of Landlord, notwithstanding reasonable good faith efforts, to relet the Property, (d) the reletting of all or any portion thereof, nor (e) the failure of Landlord to collect or receive any rentals due upon any such reletting. In the event of any such termination, may recover from Tenant shall forthwith pay to Landlord all Rent due and payable with respect to the Property to, and includingas damages, 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 Tenant's default, and not as a penalty, eitherfollowing: (a) the sum of: (i) the 1. The worth at the time of award of the any unpaid fixed minimum rent, Common Area Expenses, Additional Rent or other charges which had been earned at the time of such termination,; plus (ii) the 2. The worth at the time of award of the amount by which the unpaid fixed minimum rent, Common Area Expenses, Additional Rent or other charges which would have been earned after termination until the time of award exceeds the amount of such unpaid Rent that loss Tenant proves could have been reasonably avoided,; plus (iii) the 3. The worth at the time of award of the amount by which the unpaid fixed minimum rent, Common Area Expenses, Additional Rent or other charges for the balance of the Lease Term after the time of award exceeds the amount of such unpaid Rent loss that Tenant proves could be reasonably avoided, and; plus (iv) any 4. Any other amount necessary to compensate Landlord for all the detriment proximately caused by ▇▇▇▇▇▇'s Tenant’s failure to perform its Tenant’s obligations under this Lease or which in the ordinary course of things would be likely to result therefrom. In making the above determinations, the "worth at the time of the award" including, but not limited to any costs or expenses incurred by Landlord in subsections (i) and retaking possession of the Premises, including reasonable attorneys’ fees, (ii) maintaining or preserving the Premises after the occurrence of an Event of Default, (iii) shall preparing the Premises for reletting to a new tenant, including repairs or alterations to the Premises for such reletting, (iv) leasing commissions, and (v) any other costs necessary or appropriate to relet the Premises; plus 5. At Landlord’s election, such other amounts in addition to or in lieu of the foregoing as may be determined permitted from time to time by the court having jurisdiction thereof including interest at the Overdue Rate and the "worth at the time laws of the award" in subsection (iii) shall be determined by State where the court having jurisdiction thereof using a discount rate equal to the discount rate of the Federal Reserve Bank of San Francisco at the time of the award plus one percent (1%) and the Percentage Rent shall be deemed to be the same as for the then-current Fiscal Year or, if not determinable, the immediately preceding Fiscal Year, for the remainder of the Term, or such other amount as either party shall prove reasonably could have been earned during the remainder of the Term or any portion thereof; or (b) without termination of Tenant's right to possession of the Property, each installment of said Rent and other sums payable by Tenant to Landlord under the 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 enforce, by action or otherwise, any other term or covenant of this LeaseDevelopment is situated.

Damages. None Subject to Landlord’s option to receive liquidated damages under this Section 16.3, none of (i) the termination of this Master Lease, (ii) the repossession of the following events 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 liability liabilities and obligations hereunder, all of which shall survive any such termination, repossession or reletting: (a) the . 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 pursuant occurs (whether or not Landlord terminates Tenant’s right to Section 17.1, (b) the repossession possession of the Leased Property, (c) the failure of Landlord, notwithstanding reasonable good faith efforts, to relet the Property, (d) the reletting of all or any portion thereof, nor (e) the failure of Landlord to collect or receive any rentals due upon any such reletting. In the event of any such termination), Tenant shall forthwith pay to Landlord all Rent due and payable with respect under this Master Lease to the Property to, and including, including the date of such termination. Thereafter, : Tenant shall forthwith pay to Landlord, at Landlord's ’s option, as and for liquidated and agreed current damages for Tenant's default, and not as a penaltythe 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,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 unpaid Rent 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 unpaid Rent rental loss that Tenant proves could be reasonably avoided, and; plus (iv) any other amount necessary to compensate Landlord for all the detriment proximately caused by ▇▇▇▇▇▇'s 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. In making the above determinationsAs used in clauses (i) and (ii) above, the "“worth at the time of the award" in subsections (i) and (iii) ” shall be determined computed by the court having jurisdiction thereof including allowing interest at the Overdue Rate and Rate. As used in clause (iii) above, the "“worth at the time of the award" in subsection (iii) ” shall be determined computed by the court having jurisdiction thereof using a discount rate equal to discounting such amount at the discount rate of the Federal Reserve Bank of San Francisco New York at the time of the award plus one percent (1%) and reducing such amount by the Percentage Rent shall be deemed to be the same as for the then-current Fiscal Year or, if not determinable, the immediately preceding Fiscal Year, for the remainder portion of the Term, or such other amount as either party shall prove unpaid Rent that Tenant proves could be reasonably could have been earned during the remainder of the Term or any portion thereof; avoided. or (b) without termination of if Landlord chooses not to terminate Tenant's ’s right to possession of the PropertyLeased Property (whether or not Landlord terminates the Master Lease), each installment of said Rent and other sums payable by Tenant to Landlord under the this Master Lease as the same becomes due and payable, which Rent and other sums shall bear 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 LeaseMaster 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 extent not already paid for by Tenant under this subparagraph (b)).

Damages. None Neither (a) the termination of this Lease, (b) the repossession of the following events Leased Property, (c) the failure of Lessor to re-let the Leased Property, nor (d) the re-letting of all or any portion thereof, shall relieve Tenant Lessee of its liability and obligations hereunder, all of which shall survive any such termination, repossession or reletting: (a) the termination of this Lease pursuant to Section 17.1, (b) the repossession of the Property, (c) the failure of Landlord, notwithstanding reasonable good faith efforts, to relet the Property, (d) the reletting of all or any portion thereof, nor (e) the failure of Landlord to collect or receive any rentals due upon any such relettingre-letting. In the event of any such termination, Tenant Lessee shall forthwith pay to Landlord Lessor all Rent due and payable with respect to the Leased Property to, to and including, including the date of such termination. Thereafter, Tenant Lessee shall forthwith pay to LandlordLessor, at Landlord's Lessor’s option, as and for liquidated and agreed current damages for Tenant's Lessee’s default, and not as a penalty, 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, (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 unpaid Rent 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 unpaid Rent that Tenant proves could be reasonably avoided, and (iv) any other amount necessary to compensate Landlord for all the detriment proximately caused by ▇▇▇▇▇▇'s failure to perform its obligations under this Lease or which in the ordinary course of things would be likely to result therefrom. In making the above determinations, the "worth at the time of the award" in subsections (i) and (iii) shall be determined by the court having jurisdiction thereof including interest at the Overdue Rate and the "worth at the time of the award" in subsection (iii) shall be determined by the court having jurisdiction thereof using a discount rate equal to the discount rate of the Federal Reserve Bank of San Francisco at the time of the award plus one percent (1%) and the Percentage Rent shall be deemed to be the same as for the then-current Fiscal Year or, if not determinable, the immediately preceding Fiscal Year, for the remainder of the Term, or such other amount as either party shall prove reasonably could have been earned during the remainder of the Term or any portion thereof; or (b) without Without termination of Tenant's Lessee’s right to possession of the Leased Property, each installment of said Rent and other sums payable by Tenant Lessee to Landlord Lessor under the 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 paidRate, and Landlord Lessor may enforce, by action or otherwise, any other term or covenant of this Lease; or (b) the sum of: (i) the unpaid Rent which had been earned at the time of termination, repossession or reletting, and (ii) the amount at the time of termination, repossession or reletting of the amount by which the unpaid Rent for the balance of the Term after the time of termination, repossession or reletting, exceeds the amount of such rental loss that Lessee proves could be reasonably avoided, and (iii) 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. The amount at the time of termination, repossession or reletting referred to in subparagraph (B) is computed by discounting such amount at the discount rate of the Federal Reserve Bank of New York at the time of award plus 1%. Rent for the purposes of this Section 16.3 shall be a sum equal to (i) the average of the annual amounts of the greater of the Base Rent or Percentage Rent for the three Fiscal Years immediately preceding the Fiscal Year in which the termination, re-entry or repossession takes place, or (ii) if three Fiscal Years shall not have elapsed, the average of the greater of the Base Rent or Percentage Rent during the preceding Fiscal Years during which the Lease was in effect, or (iii) if one Fiscal Year has not elapsed, the amount derived by annualizing the greater of the Base Rent or Percentage Rent from the effective date of this Lease.

Damages. None of (i) the following events 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 liability liabilities and obligations hereunder, all of which shall survive any such termination, repossession or reletting: (a) the . 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 pursuant occurs (whether or not Landlord terminates Tenant’s right to Section 17.1, (b) the repossession possession of the Leased Property, (c) the failure of Landlord, notwithstanding reasonable good faith efforts, to relet the Property, (d) the reletting of all or any portion thereof, nor (e) the failure of Landlord to collect or receive any rentals due upon any such reletting. In the event of any such termination), Tenant shall forthwith pay to Landlord all Rent due and payable with respect under this Master Lease to the Property to, and including, including the date of such termination. Thereafter, : Tenant shall forthwith pay to Landlord, at Landlord's ’s option, as and for liquidated and agreed current damages for Tenant's default, and not as a penaltythe occurrence of an Event of Default, either: (aA) the sum of: (i) the worth at the time of award of the unpaid Rent which had been earned at the time of termination,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 unpaid Rent 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 unpaid Rent rental loss that Tenant proves could be reasonably avoided, and; plus (iv) any other amount necessary to compensate Landlord for all the detriment proximately caused by ▇▇▇▇▇▇'s 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. In making the above determinationsAs used in clauses (i) and (ii) above, the "“worth at the time of the award" in subsections (i) and (iii) ” shall be determined computed by the court having jurisdiction thereof including allowing interest at the Overdue Rate and Rate. As used in clause (iii) above, the "“worth at the time of the award" in subsection (iii) ” shall be determined computed by the court having jurisdiction thereof using a discount rate equal to discounting such amount at the discount rate of the Federal Reserve Bank of San Francisco New York at the time of the award plus one percent (1%) and reducing such amount by the portion of the 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 shall be deemed to be the greater of (y) the same as the Percentage Rent for the then-then current Fiscal Lease Year or, if not determinable, the immediately preceding Fiscal Lease Year, for the remainder of the Term, or ; and (z) such other amount as either party Landlord shall prove demonstrate could reasonably could have been earned during the remainder (assuming Net Revenues will have not been impacted by any of the Term or any portion thereof; conditions that contributed to the Event of Default). or (bB) without termination of if Landlord chooses not to terminate Tenant's ’s right to possession of the PropertyLeased Property (whether or not Landlord terminates this Master Lease), each installment of said Rent and other sums payable by Tenant to Landlord under the this Master Lease as the same becomes due and payable, which Rent and other sums shall bear 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 LeaseMaster 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 extent not already paid for by Tenant under this subparagraph (B)).

Damages. None Neither (a) the termination of this Lease pursuant to Section 16.1, (b) the repossession of the following events Leased Property, nor (c) the failure of Lessor, notwithstanding reasonable good faith efforts, to relet the Leased Property, shall relieve Tenant Lessee of its liability and obligations hereunder, all of which shall survive any such termination, repossession or reletting: (a) the termination of this Lease pursuant to Section 17.1, (b) the repossession of the Property, (c) the failure of Landlord, notwithstanding reasonable good faith efforts, to relet the Property, (d) the reletting of all or any portion thereof, nor (e) the failure of Landlord to collect or receive any rentals due upon any such reletting. In the event of any such termination, Tenant Lessee shall forthwith pay to Landlord Lessor all Rent due and payable with respect to the Property to, through and including, including the date of such termination. ThereafterLessor shall not be deemed to have terminated this Lease unless Lessor delivers Notice to Lessee of such election. If Lessee voluntarily elects to terminate this Lease, Tenant shall forthwith pay then in addition to Landlordall remedies available to Lessor, at Landlord's option, as and for liquidated and agreed current damages for Tenant's default, and not as a penalty, either: (a) Lessor may recover the sum of: : (i) the worth at the time of award of the unpaid Rent which had been earned at the time of termination, ; (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 unpaid Rent rental loss that Tenant 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 unpaid Rent rental loss that Tenant Lessee proves could be reasonably avoided, and and (iv) any other amount necessary to compensate Landlord 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, including reasonable attorney fees, court costs and reasonable out-of-pocket expenses in the enforcement of Lessor's rights hereunder. In making the above determinations, the The "worth at the time of the award" of the amounts referred to in subsections subparagraphs (i) and (iiiii) shall be determined above is computed by the court having jurisdiction thereof including allowing interest at the Overdue Rate and maximum legal rate of interest permitted in accordance with the "laws of the State of California. The worth at the time of award of the award" amount referred to in subsection subparagraph (iii) shall be determined is computed by the court having jurisdiction thereof using a discount rate equal to discounting such amount at the discount rate of the Federal Reserve Bank of San Francisco at the time of the award plus one percent (1%) ). Without limiting Lessor's other remedies provided herein and provided by law, Lessor may continue the Percentage Lease in effect after Lessee's breach and abandonment and recover Rent shall be deemed as it becomes due, provided that, in such event, Lessee has the right to be the same as for the then-current Fiscal Year orsublet or assign subject only to reasonable conditions imposed by Lessor. Accordingly, if not determinable, the immediately preceding Fiscal Year, for the remainder of the Term, or such other amount as either party shall prove reasonably could have been earned during the remainder of the Term or any portion thereof; or (b) without termination of TenantLessee's right to possession of the Leased Property, Lessor may demand and recover each installment of said Rent and other sums payable by Tenant Lessee to Landlord Lessor under the this Lease as the same becomes due and payable, which Rent and other sums shall bear interest at the Overdue Rate maximum interest rate permitted in accordance with the laws of the State of California, from the date when due until paid, and Landlord Lessor may enforce, by action or otherwise, any other term or covenant of this Lease.

Damages. None of the following events shall relieve Tenant of its liability and obligations hereunder, all of which shall survive any such termination, repossession or reletting: (a) the termination of this Lease pursuant to Section 17.1, (b) the repossession of the Property, (c) the failure of Landlord, notwithstanding reasonable good faith efforts, to relet the Property, (d) the reletting of all or any portion thereof, nor (e) the failure of Landlord to collect or receive any rentals due upon any such reletting. In the event of any such terminationthis Lease is terminated pursuant to Subparagraph 15.B.2 above, Tenant or otherwise, Landlord shall forthwith pay be entitled to Landlord all Rent due and payable with respect to damages in the Property 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 Tenant's default, and not as a penalty, eitherfollowing sums: (a) the sum of: (i) a. the worth at the time of award of the unpaid Rent rent which had has been earned at the time of termination,; plus (ii) b. the worth at the time of award of the amount by which the unpaid Rent rent which would have been earned after termination until the time of award exceeds the amount of such unpaid Rent rental loss that Tenant proves could have been reasonably avoided,; plus (iii) c. the worth at the time of award of the amount by which the unpaid Rent rent for the balance of the Term term after the time of award exceeds the amount of such unpaid Rent rental loss that Tenant proves could be reasonably avoided, ; and (iv) d. any other amount necessary to compensate Landlord for all the detriment proximately caused by ▇▇▇▇▇▇Tenant's failure to perform its Tenant's obligations under this Lease Lease, or which in the ordinary course of things would be likely to result therefrom. In making the above determinationstherefrom including, without limitation, the following: (i) expenses for cleaning, repairing or restoring the Premises; ii) costs of carrying the Premises such as taxes and insurance premiums thereon, utilities and security precautions; (iii) expenses in retaking possession of the Premises; (iv) reasonable attorneys' fees and court costs; and (v) any unamortized real estate brokerage commission paid in connection with this Lease. e. The "worth at the time of the award" of the amounts referred to in subsections Subparagraphs (ia) and (iiib) shall be determined of this Paragraph, is computed by the court having jurisdiction thereof including allowing interest at the Overdue Rate and the Permitted Rate. The "worth at the time of the award" of the amounts referred to in subsection Subparagraph (iiic) shall be determined of this Paragraph is computed by the court having jurisdiction thereof using a discount rate equal to discounting such amount at the discount rate of the Federal Reserve Bank Board of San Francisco at the time of the award plus one percent (1%) and the Percentage Rent ). The term "rent" as used in this Paragraph shall be deemed include all sums required to be the same as for the then-current Fiscal Year or, if not determinable, the immediately preceding Fiscal Year, for the remainder of the Term, or such other amount as either party shall prove reasonably could have been earned during the remainder of the Term or any portion thereof; or (b) without termination of Tenant's right to possession of the Property, each installment of said Rent and other sums payable paid by Tenant to Landlord under pursuant to the 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 enforce, by action or otherwise, any other term or covenant terms of this Lease.

Damages. None of the following events shall relieve Tenant of its liability and obligations hereunder, all of which shall survive any such termination, repossession or reletting: (a) the termination of this Lease pursuant to Section 17.1, (b) the repossession of the Property, (c) the failure of Landlord, notwithstanding reasonable good faith efforts, to relet the Property, (d) the reletting of all or any portion thereof, nor (e) the failure of Landlord to collect or receive any rentals due upon any such reletting. In the event of any such terminationthis Lease is terminated pursuant to Subparagraph 15.B.2 above, Tenant or otherwise, Landlord shall forthwith pay be entitled to Landlord all Rent due and payable with respect to damages in the Property 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 Tenant's default, and not as a penalty, eitherfollowing sums: (a) the sum of: (i) a. the worth at the time of award of the unpaid Rent rent which had has been earned at the time of termination,; plus (ii) b. the worth at the time of award of the amount by which the unpaid Rent rent which would have been earned after termination until the time of award exceeds the amount of such unpaid Rent rental loss that Tenant proves could have been reasonably avoided,; plus (iii) c. the worth at the time of award of the amount by which the unpaid Rent rent for the balance of the Term term after the time of award exceeds the amount of such unpaid Rent rental loss that Tenant proves could be reasonably avoided, ; and (iv) d. any other amount necessary to compensate Landlord for all the detriment proximately caused by ▇▇▇▇▇▇Tenant's failure to perform its Tenant's obligations under this Lease Lease, or which in the ordinary course of things would be likely to result therefrom. In making the above determinationstherefrom including, without limitation, the following: (i) expenses for cleaning, repairing or restoring the Premises; (ii) real estate broker's fees, advertising costs and other expenses of reletting the Premises fairly allocable to the balance of the Lease Term; (iii) costs of carrying the Premises such as taxes and insurance premiums thereon, utilities and security precautions; (iv) expenses in retaking possession of the Premises; and (v) attorneys, fees and court costs. e. The "worth at the time of award's of the award" amounts referred to in subsections Subparagraphs (ia) and (iiib) shall be determined of this Paragraph, is computed by the court having jurisdiction thereof including allowing interest at the Overdue Rate and the Permitted Rate. The "worth at the time of the award" of the amounts referred to in subsection Subparagraph (iiic) shall be determined of this Paragraph is computed by the court having jurisdiction thereof using a discount rate equal to discounting such amount at the discount rate of the Federal Reserve Bank Board of San Francisco at the time of the award plus one percent (1%) and the Percentage Rent ). The term "rent" as used in this Paragraph shall be deemed include all sums required to be the same as for the then-current Fiscal Year or, if not determinable, the immediately preceding Fiscal Year, for the remainder of the Term, or such other amount as either party shall prove reasonably could have been earned during the remainder of the Term or any portion thereof; or (b) without termination of Tenant's right to possession of the Property, each installment of said Rent and other sums payable paid by Tenant to Landlord under pursuant to the 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 enforce, by action or otherwise, any other term or covenant terms of this Lease.

Damages. None of the following events shall relieve Tenant of its liability and obligations hereunder, all of which shall survive any such termination, repossession or reletting: (a) the termination of this Lease pursuant to Section 17.1, (b) the repossession of the Property, (c) the failure of Landlord, notwithstanding reasonable good faith efforts, to relet the Property, (d) the reletting of all or any portion thereof, nor (e) the failure of Landlord to collect or receive any rentals due upon any such reletting. In the event that this Lease is terminated under any of the provisions contained in Section 7.1 or shall be otherwise terminated for breach of any such terminationobligation of Tenant, Tenant covenants to pay forthwith to Landlord, as compensation, the excess of the total rent reserved for the residue of the Term over the rental value of the Premises for said residue of the Term. In calculating the rent reserved there shall forthwith be included, in addition to the Rent and all additional 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 Rent due the sums and payable with respect perform all the obligations which Tenant covenants in this Lease to pay and to perform in the same manner and to the Property tosame extent and at the same time as if this Lease had not been terminated. In calculating the amounts to be paid by Tenant under 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, and after deducting all 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 date of Premises for such termination. Thereafterreletting, it being agreed by Tenant shall forthwith pay to Landlord, at Landlord's option, as and for liquidated and agreed current damages for Tenant's default, and not as a penalty, either: (a) the sum of: that Landlord may (i) relet the worth Premises or any part or parts thereof, for a term or terms which may at Landlord’s option be equal to or less than or exceed the time of award of the unpaid Rent which had been earned at the time of termination, (ii) the worth at the time of award of the amount by which the unpaid Rent period which would otherwise have been earned after termination until the time of award exceeds the amount of such unpaid Rent 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 constituted the balance of the Term and may grant such concessions and free rent as Landlord in its sole judgment considers advisable or necessary to relet the same, 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 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 Tenant’s liability as aforesaid. 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 time provisions contained in Section 7.1 or is otherwise terminated for breach of award exceeds 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 such termination plus the amount of such Rent and additional rent of any kind accrued and unpaid Rent that Tenant proves could be reasonably avoided, and (iv) any other amount necessary to compensate Landlord for all the detriment proximately caused by ▇▇▇▇▇▇'s failure to perform its obligations under this Lease or which in the ordinary course of things would be likely to result therefrom. In making the above determinations, the "worth at the time of termination and less the award" 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 subsections (i) this Lease shall limit or prejudice the right of Landlord to prove for and (iii) shall be determined obtain in proceedings for bankruptcy or insolvency by reason of the court having jurisdiction thereof including interest at termination of this Lease, an amount equal to the Overdue Rate and the "worth 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 award" in subsection (iii) shall be determined by the court having jurisdiction thereof using a discount rate equal loss or damages referred to the discount rate of the Federal Reserve Bank of San Francisco at the time of the award plus one percent (1%) and the Percentage Rent shall be deemed to be the same as for the then-current Fiscal Year or, if not determinable, the immediately preceding Fiscal Year, for the remainder of the Term, or such other amount as either party shall prove reasonably could have been earned during the remainder of the Term or any portion thereof; or (b) without termination of Tenant's right to possession of the Property, each installment of said Rent and other sums payable by Tenant to Landlord under the 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 enforce, by action or otherwise, any other term or covenant of this Leaseabove.

Damages. None of the following events shall relieve Tenant of its liability and obligations hereunder, all of which shall survive any such termination, repossession or reletting: (a) the Notwithstanding termination of this Lease and reentry by Landlord pursuant to Section 17.118, (b) the repossession of the Property, (c) the failure of Landlord, notwithstanding reasonable good faith efforts, Landlord shall be entitled to relet the Property, (d) the reletting of all or any portion thereof, nor (e) the failure of Landlord to collect or receive any rentals due upon any such reletting. In the event of any such termination, Tenant shall forthwith pay to Landlord all Rent due and payable with respect to the Property 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 recover from Tenant's default, and not as a penalty, either: (a) the sum of: (i) the 19.4.1 The worth at the time of an award (including interest at the rate set forth in Section 33.8), of the any unpaid Rent rent which had been earned at by Landlord prior to the time of termination,; plus [*CONFIDENTIAL TREATMENT HAS BEEN REQUESTED AS TO CERTAIN PORTIONS OF THIS DOCUMENT. EACH SUCH PORTION, WHICH HAS BEEN OMITTED HEREIN AND REPLACED WITH A SERIES OF THREE ASTERISKS IN BRACKETS [***], HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.] (ii) the 19.4.2 The worth at the time of an award (including interest at the rate set forth in Section 33.8), of the amount by which the unpaid Rent rent which would have been earned after termination until the time of an award exceeds the amount of such unpaid Rent loss of rent that Tenant proves could have been reasonably avoided,; plus (iii) the 19.4.3 The worth at the time of an award of the amount by which the unpaid Rent rent and additional rent for the balance of the Term after the time term of award this Lease (as extended, if at all prior to termination) exceeds the amount of such unpaid Rent loss of rent and additional rent that Tenant proves could have been reasonably avoided (including interest at the rate set forth in Section 33.8 from the date of the award until paid). Such worth of the time of award shall be reasonably avoidedcomputed at the discount rate of the Federal Reserve Bank of San Francisco, andor successor Federal Reserve Bank, on the date of termination; plus (iv) 19.4.4 The unamortized amount, over the initial Term, of any abated rent at the commencement of the Term and the unamortized Allowance plus brokers commissions and other costs incurred by Landlord in connection with this Lease; plus 19.4.5 Any other amount necessary to compensate Landlord for all the detriment damage proximately caused by ▇▇▇▇▇▇Tenant's failure to perform its Tenant's obligations under this Lease or which in the ordinary course of things would be likely to result therefrom. In making the above determinations, the "worth at the time of the award" in subsections (i) and (iii) shall be determined by the court having jurisdiction thereof including interest at the Overdue Rate and the "worth at the time of the award" in subsection (iii) shall be determined by the court having jurisdiction thereof using a discount rate equal to the discount rate of the Federal Reserve Bank of San Francisco at the time of the award plus one percent (1%) and the Percentage Rent shall be deemed to be the same as for the then-current Fiscal Year or, if not determinable, the immediately preceding Fiscal Year, for the remainder of the Term, or such other amount as either party shall prove reasonably could have been earned during the remainder of the Term or any portion thereof; or (b) without termination of Tenant's right to possession of the Property, each installment of said Rent and other sums payable by Tenant to Landlord under the 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 enforce, by action or otherwise, any other term or covenant of this Lease.

Damages. (a) None of (i) the following events termination of this Lease, (ii) the repossession of the Leased Property (including any Capital Improvements to the 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 liability liabilities and obligations hereunder, all of which shall survive any such termination, repossession or reletting: (a) . Landlord and Tenant agree that Landlord shall have no obligation to mitigate Landlord’s damages under this Lease, and Tenant hereby waives any duty of Landlord to mitigate damages under any Legal Requirements to the full extent that such duty may be waived. If any such termination of this Lease pursuant occurs (whether or not Landlord terminates Tenant’s right to Section 17.1, (b) the repossession possession of the Leased Property, (c) the failure of Landlord, notwithstanding reasonable good faith efforts, to relet the Property, (d) the reletting of all or any portion thereof, nor (e) the failure of Landlord to collect or receive any rentals due upon any such reletting. In the event of any such termination), Tenant shall forthwith pay to Landlord (x) all Rent due and payable with respect under this Lease to the Property to, and including, including the date of such termination (together with interest thereon at the Overdue Rate from the date the applicable amount was due) and (y) pay on demand all damages to which Landlord shall be entitled at law or in equity; provided, however, with respect to unpaid Rent from and after the date of termination. Thereafter, at Landlord’s option, Tenant shall forthwith pay to Landlord, at Landlord's option, Landlord as and for liquidated and agreed current damages damages, for Tenant's default, and not as a penaltythe occurrence of an Event of Default, either: (ai) the sum of: (i1) the worth at the time of award of the unpaid Rent (and Additional Charges) which had been earned at the time of termination,termination to the extent not previously paid by Tenant under this Section 16.3; (ii2) 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 unpaid Rent rental loss that Tenant proves could have been reasonably avoided,; (iii3) 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 unpaid Rent rental loss that Tenant proves could be reasonably avoided, and; plus (iv4) any other amount necessary to compensate Landlord for all the detriment proximately caused by ▇▇▇▇▇▇'s Tenant’s failure to perform its obligations under this Lease or which in the ordinary course of things would be likely to result therefrom. In making the above determinationsAs used in Section 16.3(a)(i)(1) and Section 16.3(a)(i)(2), the "“worth at the time of the award" in subsections (i) and (iii) ” shall be determined computed by the court having jurisdiction thereof including allowing interest at the Overdue Rate and Rate. As used in clause Section 16.3(a)(i)(3), the "“worth at the time of the award" in subsection (iii) ” shall be determined computed by the court having jurisdiction thereof using a discount rate equal to discounting such amount at the discount rate of the Federal Reserve Bank of San Francisco New York at the time of the award plus one percent (1%) and reducing such amount by the Percentage Rent shall be deemed to be the same as for the then-current Fiscal Year or, if not determinable, the immediately preceding Fiscal Year, for the remainder portion of the Term, or such other amount as either party shall prove unpaid Rent that Tenant proves could be reasonably could have been earned during the remainder of the Term or any portion thereof; avoided. or (bii) without termination of if Landlord chooses not to terminate Tenant's ’s right to possession of the PropertyLeased Property (whether or not Landlord terminates the Lease), each installment of said Rent and other sums payable by Tenant to Landlord under the this Lease as the same becomes due and payable, which Rent and other sums shall bear 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 LeaseLease (and Landlord may at any time thereafter terminate Tenant’s right to possession of the Leased Property and seek damages under subparagraph (i) hereof, to the extent not already paid for by Tenant under this subparagraph (ii)). (b) If, as of the date of any termination of this Lease pursuant to Section 16.2, the Leased Property shall not be in the condition in which Tenant has agreed to surrender the same to Landlord at the expiration or earlier termination of this Lease pursuant to Section 9.1(d), then Tenant, shall pay, as damages therefor, the cost (as estimated by an independent contractor reasonably selected by Landlord) of placing the Leased Property in the condition in which Tenant is required to surrender the same hereunder.

Damages. None of (i) the following events termination of this Master Lease, (ii) the repossession of the 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 Demised Premises, or (v) the inability of Landlord to collect or receive any rentals due upon any such reletting, shall relieve Tenant of its liability liabilities and obligations hereunder, all of which shall survive any such termination, repossession or reletting: (a) . Landlord and Tenant agree that Landlord shall have no obligation to 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 pursuant occurs (whether or not Landlord terminates Tenant’s right to Section 17.1, (b) the repossession possession of the Property, (c) the failure of Landlord, notwithstanding reasonable good faith efforts, to relet the Property, (d) the reletting of all or any portion thereof, nor (e) the failure of Landlord to collect or receive any rentals due upon any such reletting. In the event of any such terminationDemised Premises), Tenant shall forthwith pay to Landlord all Rent due and payable with respect under this Master Lease, to the Property to, and including, including the date of such termination. Thereafter, Thereafter Tenant shall forthwith pay to Landlord, at Landlord's ’s option, as and for liquidated and agreed upon current damages for Tenant's default, and not as a penaltythe 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,termination to the extent not previously paid by Tenant under this Section 13.3; plus (ii) the worth at the time of award of the amount by which the of unpaid Base Rent which would have been earned after termination until the time of award exceeds the amount of such unpaid Rent that Tenant proves could have been reasonably avoided,award; plus (iii) the worth at the time of award of the amount by which of the unpaid Base Rent for the balance of the Term after the time of award exceeds the amount of such unpaid Rent that Tenant proves could be reasonably avoided, andaward; plus (iv) any other amount necessary to compensate Landlord for all the detriment proximately caused by ▇▇▇▇▇▇'s Tenant’s failure to perform its obligations under this Master Lease or which in the ordinary course of things would be likely to 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 all reasonable costs and expenses of reletting the Demised Premises, including, but not limited to, all brokerage, advertising, repairs and other similar expenses reasonably necessary to secure new tenants for the Demised Premises. In making As used in the above determinationsforegoing clauses (i), (ii) and (iii), the "“worth at the time of the award" in subsections (i) and (iii) ” shall be determined computed by the court having jurisdiction thereof including allowing interest at the Overdue Rate and from the "date when due to the date paid. As used in Section 13.3(a)(iii), the “worth at the time of the award" in subsection (iii) ” shall be determined computed by the court having jurisdiction thereof using a discount rate equal to discounting such amount at the discount rate of the Federal Reserve Bank of San Francisco New York at the time of the award plus one percent (1%) and the Percentage Rent shall be deemed to be the same as for the then-current Fiscal Year or, if not determinable, the immediately preceding Fiscal Year, for the remainder of the Term, or such other amount as either party shall prove reasonably could have been earned during the remainder of the Term or any portion thereof); or (b) without termination regardless of whether Landlord chooses to terminate Tenant's ’s right to possession of the PropertyDemised Premises (whether or not Landlord terminates the Master Lease), each installment of said Rent and other sums payable by Tenant to Landlord under the this Master Lease as the same becomes due and payable, which Rent and other sums shall bear 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 LeaseMaster Lease and Landlord may at any time thereafter terminate Tenant’s right to possession of the Demised Premises and seek damages under subparagraph (a) hereof, to the extent not already paid for by Tenant under this subparagraph (b).

Damages. None of (a) the following events termination of this Lease after the occurrence of an Event of Default pursuant to Section 16.1 or otherwise, (b) the repossession of the Leased Properties, (c) the failure of Lessor to relet the Leased Properties, (d) the reletting of all or any portion thereof, or (v) the failure of Lessor to collect or receive any rentals due upon such any reletting, shall relieve Tenant Lessee of its liability and obligations hereunderunder this Lease, all of which shall survive any such termination, repossession or reletting: (a) the termination of . If this Lease pursuant to Section 17.1is terminated by Lessor, (b) the repossession of the Property, (c) the failure of Landlord, notwithstanding reasonable good faith efforts, to relet the Property, (d) the reletting of all or any portion thereof, nor (e) the failure of Landlord to collect or receive any rentals due upon any such reletting. In the event of any such termination, Tenant ▇▇▇▇▇▇ immediately shall forthwith pay to Landlord Lessor all Rent due and payable with respect to the Property toLeased Properties to and including the Termination Date, including without limitation all interest and including, the date late charges payable under Section 3.3 of this Lease with respect to any late payment of such terminationRent. Thereafter, Tenant Lessee also shall forthwith pay to LandlordLessor, as liquidated damages, at Landlord's Lessor’s option, as and for liquidated and agreed current damages for Tenant's default, and not as a penalty, either: (aA) the The sum of: (i) Lessor’s Interim Rent Loss, minus Net Reletting Proceeds for the worth at period from the time Termination Date through the Judgment Date, and minus the portion of award of the unpaid Lessor’s Interim Rent which had Loss, if any, that Lessee proves reasonably could have been earned at the time of termination,mitigated by Lessor, plus (ii) the worth at Present Value on the time Judgment Date of award Lessor’s Future Rent Loss, assuming the Cost of Living Index were to increase one and one quarter (1.25) percentage points per Lease Year from the Judgment Date through the Expiration Date, minus the Present Value on the Termination Date of the amount portion of Lessor’s Future Rent Loss that Lessee proves reasonably could be mitigated by which the unpaid Rent which would have been earned after termination until the time of award exceeds the amount of such unpaid Rent that Tenant proves could have been reasonably avoided,Lessor; or (iiiB) Each month between the worth at Termination Date and the time Expiration Date, Lessor’s Monthly Rent Loss, minus the Net Reletting Proceeds for such month, and minus the portion, if any, 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 unpaid Rent that Tenant proves could be reasonably avoided, and (iv) any other amount necessary to compensate Landlord for all the detriment proximately caused by ▇▇▇▇▇▇'s failure to perform its obligations under this Lease or which in the ordinary course of things would be likely to result therefrom. In making the above determinations, the "worth at the time of the award" in subsections (i) and (iii) shall be determined by the court having jurisdiction thereof including interest at the Overdue Rate and the "worth at the time of the award" in subsection (iii) shall be determined by the court having jurisdiction thereof using a discount rate equal to the discount rate of the Federal Reserve Bank of San Francisco at the time of the award plus one percent (1%) and the Percentage ’s Monthly Rent shall be deemed to be the same as for the then-current Fiscal Year or, if not determinable, the immediately preceding Fiscal Year, for the remainder of the Term, or such other amount as either party shall prove Loss that Lessee proves reasonably could have been earned during the remainder of the Term or any portion thereof; or avoided. Any suit brought to recover liquidated damages payable under this subsection (bB) without termination of Tenant's shall not prejudice Lessor’s right to possession of the Property, each installment of said Rent and other sums payable by Tenant to Landlord under the 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 enforce, by action or otherwise, any other term or covenant of this Leasecollect liquidated damages for subsequent months in a similar proceeding.

Damages. None of (a) the following events termination of this Lease after the occurrence of an Event of Default pursuant to Section 16.1 or otherwise, (b) the repossession of the Leased Properties, (c) the failure of Lessor to relet the Leased Properties, (d) the reletting of all or any portion thereof, or (v) the failure of Lessor to collect or receive any rentals due upon such any reletting, shall relieve Tenant Lessee of its liability and obligations hereunderunder this Lease, all of which shall survive any such termination, repossession or reletting: (a) the termination of . If this Lease pursuant to Section 17.1is terminated by Lessor, (b) the repossession of the Property, (c) the failure of Landlord, notwithstanding reasonable good faith efforts, to relet the Property, (d) the reletting of all or any portion thereof, nor (e) the failure of Landlord to collect or receive any rentals due upon any such reletting. In the event of any such termination, Tenant L▇▇▇▇▇ immediately shall forthwith pay to Landlord Lessor all Rent due and payable with respect to the Property toLeased Properties to and including the Termination Date, including without limitation all interest and including, the date late charges payable under Section 3.3 of this Lease with respect to any late payment of such terminationRent. Thereafter, Tenant Lessee also shall forthwith pay to LandlordLessor, as liquidated damages, at Landlord's Lessor’s option, as and for liquidated and agreed current damages for Tenant's default, and not as a penalty, either: (aA) the The sum of: (i) Lessor’s Interim Rent Loss, minus Net Reletting Proceeds for the worth at period from the time Termination Date through the Judgment Date, and minus the portion of award of the unpaid Lessor’s Interim Rent which had Loss, if any, that Lessee proves reasonably could have been earned at the time of termination,mitigated by Lessor, plus (ii) the worth at Present Value on the time Judgment Date of award Lessor’s Future Rent Loss, assuming the Cost of Living Index were to increase one and one quarter (1.25) percentage points per Lease Year from the Judgment Date through the Expiration Date, minus the Present Value on the Termination Date of the amount portion of Lessor’s Future Rent Loss that Lessee proves reasonably could be mitigated by which the unpaid Rent which would have been earned after termination until the time of award exceeds the amount of such unpaid Rent that Tenant proves could have been reasonably avoided,Lessor; or (iiiB) Each month between the worth at Termination Date and the time Expiration Date, Lessor’s Monthly Rent Loss, minus the Net Reletting Proceeds for such month, and minus the portion, if any, 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 unpaid Rent that Tenant proves could be reasonably avoided, and (iv) any other amount necessary to compensate Landlord for all the detriment proximately caused by L▇▇▇▇▇▇'s failure to perform its obligations under this Lease or which in the ordinary course of things would be likely to result therefrom. In making the above determinations, the "worth at the time of the award" in subsections (i) and (iii) shall be determined by the court having jurisdiction thereof including interest at the Overdue Rate and the "worth at the time of the award" in subsection (iii) shall be determined by the court having jurisdiction thereof using a discount rate equal to the discount rate of the Federal Reserve Bank of San Francisco at the time of the award plus one percent (1%) and the Percentage ’s Monthly Rent shall be deemed to be the same as for the then-current Fiscal Year or, if not determinable, the immediately preceding Fiscal Year, for the remainder of the Term, or such other amount as either party shall prove Loss that Lessee proves reasonably could have been earned during the remainder of the Term or any portion thereof; or avoided. Any suit brought to recover liquidated damages payable under this subsection (bB) without termination of Tenant's shall not prejudice Lessor’s right to possession of the Property, each installment of said Rent and other sums payable by Tenant to Landlord under the 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 enforce, by action or otherwise, any other term or covenant of this Leasecollect liquidated damages for subsequent months in a similar proceeding.

Damages. None of(a) the termination of this Lease pursuant to Section 16.2, (b) the eviction of Lessee or the repossession of the following events Leased Property, (c) the inability after reasonable diligence of Lessor, notwithstanding reasonable good faith efforts, to relet the Leased Property, (d) the reletting of the Leased Property or (e) the failure of Lessor to collect or receive any rentals due upon any such reletting, shall relieve Tenant Lessee of its liability and obligations hereunder, all of which shall survive any such termination, repossession or reletting: (a) the termination of this Lease pursuant to Section 17.1, (b) the repossession of the Property, (c) the failure of Landlord, notwithstanding reasonable good faith efforts, to relet the Property, (d) the reletting of all or any portion thereof, nor (e) the failure of Landlord to collect or receive any rentals due upon . In any such reletting. In the event of any such terminationevent, Tenant Lessee shall forthwith pay to Landlord Lessor all Rent due and payable with respect to the Leased Property to, to and including, including the date of such termination, repossession or eviction. Thereafter, Tenant Lessee shall forthwith pay to LandlordLessor, at LandlordLessor's option, as and for liquidated and agreed current damages for Tenant's default, and not as a penalty, either: (a) the sum of: (i) the worth 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 time Overdue Rate to the date of award of the unpaid Rent which had been earned at the time of termination, payment, plus (iiy) the worth at (calculated in 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 unpaid Rent that Tenant proves could have been reasonably avoided, (iiimanner stated below) the worth at the time of award of the amount by which the unpaid Rent for the balance of the Term after the time later to occur of award the termination, repossession or eviction exceeds the amount fair market rental value of such unpaid Rent that Tenant proves could be reasonably avoidedthe Leased Property for the balance of the Term, and plus (ivz) any other amount necessary to compensate Landlord Lessor for all the detriment damage proximately caused by ▇▇▇▇▇▇Lessee's failure to perform its obligations under this the Lease Obligations or which in the ordinary course of things would be likely to result therefrom. In making therefrom and less the above determinations, amount of rent that has actually been received by Lessor following the "worth at termination of this Lease from a Person other than an Affiliate of Lessor (which for purposes hereof shall include the time net income received by Lessor or an Affiliate of Lessor from its own operation of the award" Leased Property in subsections the event it elects to resume operation thereof in lieu of hiring a third party manager or re-letting the Leased Property); or (iii) each payment of Rent as the same would have become due and (iii) payable if Lessee's right of possession or other rights under this Lease had not been terminated, or if Lessee had not been evicted, or if the Leased Property had not been repossessed which Rent, to the extent permitted by law, shall be determined by the court having jurisdiction thereof including bear interest at the Overdue Rate from the date when due until the date paid, and Lessor may enforce, by action or otherwise, any other term or covenant of this Lease. There shall be credited against Lessee's obligation under this Clause (ii) amounts actually collected by Lessor from another tenant to whom the Leased Property may have actually been leased or, if Lessor is operating the Leased Property for its own account, the actual Cash Flow of the Leased Property. In making the determinations described in subparagraph (i) above, the "worth at the time worth" of the award" in subsection (iii) unpaid Rent shall be determined by the a court having jurisdiction thereof using a discount rate equal to the discount lowest rate of the Federal Reserve Bank of San Francisco capitalization (highest present worth) reasonably applicable at the time of the award plus one percent (1%) such determination and allowed by applicable law and the Percentage Additional Rent shall be deemed to be the same as the average Additional Rent of the preceding five (5) full calendar years, or if shorter, the average Additional Rent for the then-current Fiscal Year or, if not determinable, calendar years or portions thereof since the immediately preceding Fiscal Year, for the remainder of the Term, date that Additional Rent commenced 104 to accrue or such other amount as either party shall prove reasonably could have been earned during the remainder of the Term or any portion thereof; or (b) without termination of Tenant's right to possession of the Property, each installment of said Rent and other sums payable by Tenant to Landlord under the 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 enforce, by action or otherwise, any other term or covenant of this Lease.

Damages. None (i) In the event this Lease is terminated in accordance with the provisions of Section 19.02(a)(i), Tenant shall remain liable to Landlord for damages in an amount equal to the Base Rent and any Additional Rent and any other sums due hereunder as of the following events shall relieve Tenant date of its liability and obligations hereunder, all of which shall survive any such termination, repossession or reletting: (a) the termination of this Lease pursuant to Section 17.1, (b) plus the repossession Base Rent and any Additional Rent which would have been owing by Tenant hereunder for the balance of the PropertyLease Term (collectively, the “Aggregate Gross Rent”) had this Lease not been terminated, less the net proceeds, if any, received as a result of any reletting of the Premises by Landlord subsequent to such termination, after deducting all of Landlord’s expenses including, without limitation, all repossession costs, brokerage commissions, legal expenses, reasonable attorney fees, expenses of employees, alteration and repair costs and expenses of preparation for such reletting (c) collectively, the failure “Reletting Costs”). Landlord shall be entitled to 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, notwithstanding reasonable good faith efforts, to relet the Property, (d) the reletting of all or any portion thereof, nor (e) the failure of Landlord to collect or receive any rentals due upon any such reletting. In in the event of any such terminationthis Lease is so terminated, Tenant Landlord shall be entitled to recover forthwith pay to Landlord all Rent due and payable with respect to the Property to, and including, the date of such termination. Thereafter, Tenant shall forthwith pay to Landlord, at Landlord's optionagainst Tenant, as and for liquidated and agreed current damages for Tenant's default, and not as a penalty, either: (a) the sum of: (i) the worth at the time of award then value of the unpaid Aggregate Gross Rent which had been earned at and Reletting Costs less the time of termination, (ii) the worth at the time of award aggregate rental value of the amount by which the unpaid Rent which Premises for what otherwise would have been earned after termination until the time unexpired balance of award exceeds the Lease Term. In the event Landlord 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 such unpaid Base Rent 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 unpaid Rent that Tenant proves could be reasonably avoided, and (iv) any other amount necessary to compensate Landlord for all the detriment proximately caused by ▇▇▇▇▇▇'s failure to perform its obligations under this Lease or which in the ordinary course of things would be likely to result therefrom. In making the above determinations, the "worth at the time of the award" in subsections (i) and (iii) shall be determined by the court having jurisdiction thereof including interest at the Overdue Rate and the "worth at the time of the award" in subsection (iii) shall be determined by the court having jurisdiction thereof using a discount rate equal to the discount rate of the Federal Reserve Bank of San Francisco at the time of the award plus one percent (1%) and the Percentage Rent shall be deemed to be the same as for the then-current Fiscal Year or, if not determinable, the immediately preceding Fiscal Year, for the remainder of the Term, or such other amount as either party shall prove reasonably could have been earned during the remainder of the Term or any portion thereof; or (b) without termination of Tenant's right to possession of the Property, each installment of said 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 under the Lease as the same becomes due and payable, which Base Rent and other sums 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 Premises by Landlord after deducting the Reletting Costs to the extent not paid to Landlord pursuant to the following sentence. Tenant shall bear interest at pay Base Rent and Additional Rent due Landlord, monthly, on 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 Leasedays on which rent would have been payable hereunder if possession had not been retaken.

Damages. None Neither (a) the termination of this Lease pursuant to Section 16.1, (b) the repossession of the following events Leased Property, nor (c) the failure of Lessor, notwithstanding reasonable good faith efforts, to relet the Leased Property, shall relieve Tenant Lessee of its liability and obligations hereunder, all of which shall survive any such termination, repossession or reletting: (a) the termination of this Lease pursuant to Section 17.1, (b) the repossession of the Property, (c) the failure of Landlord, notwithstanding reasonable good faith efforts, to relet the Property, (d) the reletting of all or any portion thereof, nor (e) the failure of Landlord to collect or receive any rentals due upon any such reletting. In the event of any such termination, Tenant Lessee shall forthwith pay to Landlord Lessor all Rent due and payable with respect to the Property to, through and including, including the date of such termination. ThereafterLessor shall not be deemed to have terminated this Lease unless Lessor delivers Notice to Lessee of such election. If Lessee voluntarily elects to terminate this Lease, Tenant shall forthwith pay then in addition to Landlordall remedies available to Lessor, at Landlord's option, as and for liquidated and agreed current damages for Tenant's default, and not as a penalty, either: (a) Lessor may recover the sum of: : (i) the worth at the time of award of the unpaid Rent which had been earned at the time of termination, ; (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 unpaid Rent rental loss that Tenant 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 unpaid Rent rental loss that Tenant Lessee proves could be reasonably avoided, and and (iv) any other amount necessary to compensate Landlord 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, including reasonable attorney fees, court costs and reasonable out-of-pocket expenses in the enforcement of Lessor's rights hereunder. In making the above determinations, the The "worth at the time of the award" of the amounts referred to in subsections subparagraphs (i) and (iiiii) shall be determined above is computed by the court having jurisdiction thereof including allowing interest at the Overdue Rate and maximum legal rate of interest permitted in accordance with the "laws of the State of California. The worth at the time of award of the award" amount referred to in subsection subparagraph (iii) shall be determined is computed by the court having jurisdiction thereof using a discount rate equal to discounting such amount at the discount rate of the Federal Reserve Bank of San Francisco at the time of the award plus one percent (1%) and the Percentage Rent shall be deemed to be the same as for the then-current Fiscal Year or, if not determinable, the immediately preceding Fiscal Year, for the remainder of the Term, or such other amount as either party shall prove reasonably could have been earned during the remainder of the Term or any portion thereof; or (b) without termination of Tenant's right to possession of the Property, each installment of said Rent and other sums payable by Tenant to Landlord under the 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 enforce, by action or otherwise, any other term or covenant of this Lease).

Damages. None of (i) the following events 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 liability liabilities and obligations hereunder, all of which shall survive any such termination, repossession or reletting: (a) the . 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 pursuant occurs (whether or not Landlord terminates Tenant’s right to Section 17.1, (b) the repossession possession of the Leased Property, (c) the failure of Landlord, notwithstanding reasonable good faith efforts, to relet the Property, (d) the reletting of all or any portion thereof, nor (e) the failure of Landlord to collect or receive any rentals due upon any such reletting. In the event of any such termination), Tenant shall forthwith pay to Landlord all Rent due and payable with respect under this Master Lease to the Property to, and including, including the date of such termination. Thereafter, : Tenant shall forthwith pay to Landlord, at Landlord's ’s option, as and for liquidated and agreed current damages for Tenant's default, and not as a penaltythe occurrence of an Event of Default, either:: |US-DOCS\126208570.12|| (aA) the sum of: (i) the worth at the time of award of the unpaid Rent which had been earned at the time of termination,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 unpaid Rent rental loss that Tenant proves was in fact avoided or 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 unpaid Rent rental loss that Tenant proves was in fact avoided or could be reasonably avoided, and; plus (iv) any other amount necessary to compensate Landlord for all the detriment proximately caused by ▇▇▇▇▇▇'s 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; provided, however, no compensation shall be due for consequential damages or diminution in value of the Land or the buildings resulting from the Event of Default; provided, further, that Tenant shall be responsible for consequential damages resulting solely from Tenant’s holding over and remaining in all or any portion of the Leased Property following the expiration or earlier termination of this Master Lease (or any partial termination thereof with respect to a particular Facility) and first accruing after the date that is six (6) months following such termination. In making the above determinationsAs used in clauses (i) and (ii) above, the "“worth at the time of the award" in subsections (i) and (iii) ” shall be determined computed by the court having jurisdiction thereof including allowing interest at the Overdue Rate and Rate. As used in clause (iii) above, the "“worth at the time of the award" in subsection (iii) ” shall be determined computed by the court having jurisdiction thereof using a discount rate equal to discounting such amount at the discount rate of the Federal Reserve Bank of San Francisco New York at the time of the award plus one percent (1%) and reducing such amount by the Percentage Rent shall be deemed to be the same as for the then-current Fiscal Year or, if not determinable, the immediately preceding Fiscal Year, for the remainder portion of the Term, or such other amount as either party shall prove unpaid Rent that ▇▇▇▇▇▇ proves could be reasonably could have been earned during the remainder of the Term or any portion thereof; avoided. or (bB) without termination of if Landlord chooses not to terminate Tenant's ’s right to possession of the PropertyLeased Property (whether or not Landlord terminates the Master Lease), each installment of said Rent and other sums payable by Tenant to Landlord under the this Master Lease as the same becomes due and payable, which Rent and other sums shall bear 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 LeaseMaster 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 extent not already paid for by Tenant under this subparagraph (B)).

Damages. None of (a) the following events termination of this Lease pursuant to Section 16.2, (b) the eviction of Lessee or the repossession of the Leased Property, (c) the inability after reasonable diligence of Lessor, notwithstanding reasonable good faith efforts, to relet the Leased Property, (d) the reletting of the Leased Property or (e) the failure of Lessor to collect or receive any rentals due upon any such reletting, shall relieve Tenant Lessee of its liability and obligations hereunder, all of which shall survive any such termination, repossession or reletting: (a) the termination of this Lease pursuant to Section 17.1, (b) the repossession of the Property, (c) the failure of Landlord, notwithstanding reasonable good faith efforts, to relet the Property, (d) the reletting of all or any portion thereof, nor (e) the failure of Landlord to collect or receive any rentals due upon . In any such reletting. In the event of any such terminationevent, Tenant Lessee shall forthwith pay to Landlord Lessor all Rent due and payable with respect to the Leased Property to, to and including, including the date of such termination, repossession or eviction. Thereafter, Tenant Lessee shall forthwith pay to LandlordLessor, at LandlordLessor's option, as and for liquidated and agreed current damages for Tenant's default, and not as a penalty, either: (a) the sum of: (i) the worth 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 time Overdue Rate to the date of award of the unpaid Rent which had been earned at the time of termination, payment, plus (iiy) the worth at (calculated in 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 unpaid Rent that Tenant proves could have been reasonably avoided, (iiimanner stated below) the worth at the time of award of the amount by which the unpaid Rent for the balance of the Term after the time later to occur of award the termination, repossession or eviction exceeds the amount fair market rental value of such unpaid Rent that Tenant proves could be reasonably avoidedthe Leased Property for the balance of the Term, and plus (ivz) any other amount necessary to compensate Landlord Lessor for all the detriment damage proximately caused by ▇▇▇▇▇▇Lessee's failure to perform its obligations under this the Lease Obligations or which in the ordinary course of things would be likely to result therefrom. In making therefrom and less the above determinations, amount of rent that has actually been received by Lessor following the "worth at termination of this Lease from a Person other than an Affiliate of Lessor (which for purposes hereof shall include the time net income received by Lessor or an Affiliate of Lessor from its own operation of the award" Leased Property in subsections the event it elects to resume operation thereof in lieu of hiring a third party manager or re-letting the Leased Property); or (iii) each payment of Rent as the same would have become due and (iii) payable if Lessee's right of possession or other rights under this Lease had not been terminated, or if Lessee had not been evicted, or if the Leased Property had not been repossessed which Rent, to the extent permitted by law, shall be determined by the court having jurisdiction thereof including bear interest at the Overdue Rate from the date when due until the date paid, and Lessor may enforce, by action or otherwise, any other term or covenant of this Lease. There shall be credited against Lessee's obligation under this Clause (ii) amounts actually collected by Lessor from another tenant to whom the Leased Property may have actually been leased or, if Lessor is operating the Leased Property for its own account, the actual Cash Flow of the Leased Property. In making the determinations described in subparagraph (i) above, the "worth at the time worth" of the award" in subsection (iii) unpaid Rent shall be determined by the a court having jurisdiction thereof using a discount rate equal to the discount lowest rate of the Federal Reserve Bank of San Francisco capitalization (highest present worth) reasonably applicable at the time of the award plus one percent (1%) such determination and allowed by applicable law and the Percentage Additional Rent shall be deemed to be the same as the average Additional Rent of the preceding five (5) full calendar years, or if shorter, the average Additional Rent for the then-current Fiscal Year or, if not determinable, calendar years or portions thereof since the immediately preceding Fiscal Year, for the remainder of the Term, date that Additional Rent commenced to accrue or such other amount as either party shall prove reasonably could have been earned during the remainder of the Term or any portion thereof; or (b) without termination of Tenant's right to possession of the Property, each installment of said Rent and other sums payable by Tenant to Landlord under the 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 enforce, by action or otherwise, any other term or covenant of this Lease.

Damages. None Neither (i) the termination of this Master Lease pursuant to Section 16.1, (ii) the repossession of the following events Leased Properties, (iii) the failure of Lessor to relet the Leased Properties, (iv) the reletting of all or any portion of any of the Leased Properties, nor (v) the inability of Lessor to collect or receive any rentals due upon any such reletting, shall relieve Tenant Lessee of its liability and obligations hereunder, all of which shall survive any such termination, repossession or reletting: (a) the termination of this Lease pursuant to Section 17.1, (b) the repossession of the Property, (c) the failure of Landlord, notwithstanding reasonable good faith efforts, to relet the Property, (d) the reletting of all or any portion thereof, nor (e) the failure of Landlord to collect or receive any rentals due upon any such reletting. In the event of any such termination, Tenant Lessee shall forthwith pay be liable for the payment to Landlord Lessor of all Rent due and payable with respect to the Property to, and including, including the date of such the termination. Thereafter, Tenant shall forthwith pay including without limitation all interest and late charges payable under Section 3.4 hereof and thereafter for the payment to Landlord, Lessor at LandlordLessor's option, as and for liquidated and agreed current damages for Tenant's such default, and not as a penalty, either: (a1) the sum of: (ia) the worth at the time of award of the unpaid Base Rent and Additional Charges which had been earned at the time of termination, (iib) the worth at the time of award of the amount by which the unpaid Base Rent and Additional Charges which would have been earned after termination until the time of award exceeds the amount of such unpaid Rent the rental loss that Tenant Lessee proves was avoided or could have been reasonably avoided, (iiic) the worth at the time of award of the amount by which the unpaid Base Rent and Additional Charges for the balance of the Term after the time of award exceeds the amount of such unpaid Rent rental loss that Tenant Lessee proves could be reasonably avoided, and (ivd) the Deferred Base Rent which is due and owing at the time of the award, and (e) any other amount necessary to compensate Landlord Lessor for all the detriment proximately caused by ▇▇▇▇▇▇Lessee's failure to perform its obligations under this the terminated Lease or which in the ordinary course of things would be likely to result therefrom. In making the above determinations, the "worth at the time of the award" in subsections (i) and (iii) shall be determined by using the court having jurisdiction thereof including interest lowest rate of capitalization (highest present worth) applicable at the Overdue Rate time of the determination and allowed by applicable laws of the "State. If the laws of the State do not provide for a rate of capitalization, then the worth at the time of award shall be computed by discounting such amount at the Federal Reserve Discount rate for the State, applicable at the time of the award" in subsection (iii) shall be determined by the court having jurisdiction thereof using a discount rate equal to the discount rate of the Federal Reserve Bank of San Francisco at the time of the award , plus one percent (1%) and ). Lessor's net income from its operation of the Percentage Rent Leased Property, if any, shall be deemed to included in the determination of amounts of rental loss that Lessee proves could reasonably be the same as for the then-current Fiscal Year or, if not determinable, the immediately preceding Fiscal Year, for the remainder of the Term, or such other amount as either party shall prove reasonably could have been earned during the remainder of the Term or any portion thereof; orwere avoided. OR (b2) without termination of TenantLessee's right to possession of the Leased Property, each installment of said the Rent and other sums payable by Tenant Lessee to Landlord under the Lease Lessor as the same becomes due and payable, which Rent and other sums shall bear interest at the Overdue Rate maximum annual rate permitted by the law of the State from the date when due until paid, and Landlord Lessor may enforce, by action or otherwise, any other term or covenant of this Master Lease.

Damages. None of the following events shall relieve Tenant of its liability and obligations hereunder, all of which shall survive any such termination, repossession or reletting: (a) the termination of this Lease pursuant to Section 17.1, (b) the repossession of the Property, (c) the failure of Landlord, notwithstanding reasonable good faith efforts, to relet the Property, (d) the reletting of all or any portion thereof, nor (e) the failure of Landlord to collect or receive any rentals due upon any such reletting. In the event of any such termination, Tenant shall forthwith pay to Landlord all Rent due and payable with respect to the Property 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 Tenant's default, and not as a penalty, 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, (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 unpaid Rent that Tenant proves could have been reasonably avoided,, and (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 unpaid Rent that Tenant proves could be reasonably avoided, and (iv) any other amount necessary to compensate Landlord for all the detriment proximately caused by ▇▇▇▇▇▇'s failure to perform its obligations under this Lease or which in the ordinary course of things would be likely to result therefrom. In making the above determinations, the "worth at the time of the award" in subsections (i) and (iiiii) shall be determined by the court having jurisdiction thereof including interest at the Overdue Rate and the "worth at the time of the award" in subsection (iii) shall be determined by the court having jurisdiction thereof using a discount rate equal to the discount rate of the Federal Reserve Bank of San Francisco at the time of the award plus one percent (1%) and the Percentage Rent shall be deemed to be the same as for the then-current Fiscal Year or, if not determinable, the immediately preceding Fiscal Year, for the remainder of the Term, or such other amount as either party shall prove reasonably could have been earned during the remainder of the Term or any portion thereof; or (b) without termination of Tenant's right to possession of the Property, each installment of said Rent and other sums payable by Tenant to Landlord under the 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 enforce, by action or otherwise, any other term or covenant of this Lease.

Damages. (a) None of (i) the following events termination of this Lease, (ii) the repossession of the Leased Property (including any Capital Improvements to the 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 liability liabilities and obligations hereunder, all of which shall survive any such termination, repossession or reletting: (a) . Landlord and Tenant agree that Landlord shall have no obligation to mitigate Landlord’s damages under this Lease, and Tenant hereby waives any duty of Landlord to mitigate damages under any Legal Requirements to the full extent that such duty may be waived. If any such termination of this Lease pursuant occurs (whether or not Landlord terminates Tenant’s right to Section 17.1, (b) the repossession possession of the Leased Property, (c) the failure of Landlord, notwithstanding reasonable good faith efforts, to relet the Property, (d) the reletting of all or any portion thereof, nor (e) the failure of Landlord to collect or receive any rentals due upon any such reletting. In the event of any such termination), Tenant shall forthwith pay to Landlord all Rent due and payable with respect under this Lease to the Property to, and including, including the date of such terminationtermination (together with interest thereon at the Overdue Rate from the date the applicable amount was due). Thereafter, Tenant shall forthwith pay to Landlord, at Landlord's ’s option, as and for liquidated and agreed current damages for Tenant's default, and not as a penaltythe occurrence of an Event of Default, either: (aA) the sum of: (i) the worth at the time of award of the unpaid Rent which had been earned at the time of termination,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 unpaid Rent rental loss that Tenant proves was in fact avoided or 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 unpaid Rent rental loss that Tenant proves was in fact avoided or could be reasonably avoided, and; plus (iv) any other amount necessary to compensate Landlord for all the detriment proximately caused by ▇▇▇▇▇▇'s Tenant’s failure to perform its obligations under this Lease or which in the ordinary course of things would be likely to result therefrom; provided, however, no compensation shall be due for consequential damages or diminution in value of the Land or the buildings resulting from the Event of Default; provided, further, that Tenant shall be responsible for consequential damages resulting solely from Tenant’s holding over and remaining in all or any portion of the Leased Property following the expiration or earlier termination of this Lease and first accruing after the date that is six (6) months following such termination. In making the above determinationsAs used in clauses (i) and (ii) above, the "“worth at the time of the award" in subsections (i) and (iii) ” shall be determined computed by the court having jurisdiction thereof including allowing interest at the Overdue Rate and Rate. As used in clause (iii) above, the "“worth at the time of the award" in subsection (iii) ” shall be determined computed by the court having jurisdiction thereof using a discount rate equal to discounting such amount at the discount rate of the Federal Reserve Bank of San Francisco New York at the time of the award plus one percent (1%) and reducing such amount by the Percentage Rent shall be deemed to be the same as for the then-current Fiscal Year or, if not determinable, the immediately preceding Fiscal Year, for the remainder portion of the Term, or such other amount as either party shall prove unpaid Rent that Tenant proves could be reasonably could have been earned during the remainder of the Term or any portion thereof; avoided. or (bB) without termination of if Landlord chooses not to terminate Tenant's ’s right to possession of the PropertyLeased Property (whether or not Landlord terminates the Lease), each installment of said Rent and other sums payable by Tenant to Landlord under the this Lease as the same becomes due and payable, which Rent and other sums shall bear 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 LeaseLease (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 extent not already paid for by Tenant under this subparagraph (B)). (b) If, as of the date of any termination of this Lease pursuant to Section 16.2, the Leased Property shall not be in the condition in which Tenant has agreed to surrender the same to Landlord at the expiration or earlier termination of this Lease pursuant to Section 9.1(d), then Tenant shall be obligated to place the Leased Property in the condition in which Tenant is required to surrender the same hereunder; provided that if the Tenant does not do so in a time period necessary and practicable to accomplish the foregoing, then Tenant shall pay, as damages therefor, the cost (as reasonably estimated by a nationally recognized independent contractor reasonably selected by Landlord) of placing the Leased Property in the condition in which Tenant is required to surrender the same hereunder.

Damages. None of (a) the following events termination of this Lease pursuant 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 Tenant the Lessee of its liability and obligations hereunder, all of which shall survive any such termination, repossession or reletting: (a) the termination of this Lease pursuant to Section 17.1, (b) the repossession of the Property, (c) the failure of Landlord, notwithstanding reasonable good faith efforts, to relet the Property, (d) the reletting of all or any portion thereof, nor (e) the failure of Landlord to collect or receive any rentals due upon . In any such reletting. In event, the event of any such termination, Tenant Lessee shall forthwith pay to Landlord the Lessor all Rent due and payable with respect to the Leased Property to, to and including, including the date of such termination, repossession or eviction. Thereafter, Tenant the Lessee shall forthwith pay to Landlordthe Lessor, at Landlordthe Lessor's option, as and for liquidated and agreed current damages for Tenant's default, and not as a penalty, either: (a) the sum of: (i) the worth sum of: (x) all Rent that is due and unpaid at the time later to occur of award of the unpaid Rent which had been earned termination, repossession or eviction, together with interest thereon at the time Overdue Rate to the date of termination, payment, plus (iiy) the worth at (calculated in 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 unpaid Rent that Tenant proves could have been reasonably avoided, (iiimanner stated below) the worth at the time of award of the amount by which the unpaid Rent for the balance of the Term after the time later to occur of award the termination, repossession or eviction exceeds the amount fair market rental value of such unpaid Rent that Tenant proves could be reasonably avoidedthe Leased Property for the balance of the Term, and plus (ivz) any other amount necessary to compensate Landlord the Lessor for all the detriment damage proximately caused by ▇▇▇▇▇▇the Lessee's failure to perform its obligations under this the Lease Obligations or which in the ordinary course of things would be likely to result therefrom. In making the above determinations, the "worth at the time of the award" in subsections (i) and (iii) shall be determined by the court having jurisdiction thereof including interest at the Overdue Rate and the "worth at the time of the award" in subsection (iii) shall be determined by the court having jurisdiction thereof using a discount rate equal to the discount rate of the Federal Reserve Bank of San Francisco at the time of the award plus one percent (1%) and the Percentage Rent shall be deemed to be the same as for the then-current Fiscal Year or, if not determinable, the immediately preceding Fiscal Year, for the remainder of the Term, or such other amount as either party shall prove reasonably could have been earned during the remainder of the Term or any portion thereof; or (bii) without termination each payment of Tenant's right to possession of the Property, each installment of said Rent and other sums payable by Tenant to Landlord under the Lease as the same becomes would have become due and payablepayable 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 and other sums Rent, to the extent permitted by law, shall bear interest at the Overdue Rate from the date when due until the date paid, and Landlord the Lessor may enforce, by action or otherwise, any other 66 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 own account, the actual net cash flow of the Leased Property. In making the determinations described in subparagraph (i) above, the "worth" of unpaid Rent shall be determined by a court having jurisdiction thereof using the lowest rate of capitalization (highest present worth) reasonably applicable at the time of such determination and allowed by applicable law.

Damages. None of the following events shall relieve Tenant of its liability and obligations hereunder, all of which shall survive any such termination, repossession or reletting: (a) the termination of this Lease pursuant to Section 17.1, (b) the repossession of the Property, (c) the failure of Landlord, notwithstanding reasonable good faith efforts, to relet the Property, (d) the reletting of all or any portion thereof, nor (e) the failure of Landlord to collect or receive any rentals due upon any such reletting. In the event that this Lease is terminated under any of the provisions contained in Section 7.1 or shall be otherwise terminated for breach of any such terminationobligation of Tenant, Tenant covenants to pay forthwith to Landlord, as compensation, the excess of the total rent reserved for the residue of the Term over the rental value of the Premises for said residue of the Term. In calculating the rent reserved there shall forthwith be included, in addition to the Base Rent and all additional 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 Rent due the sums and payable with respect perform all the obligations which Tenant covenants in this Lease to pay and to perform in the same manner and to the Property tosame extent and at the same time as if this Lease had not been terminated. In calculating the amounts to be paid by Tenant under 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, and after deducting all 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 date of Premises for such termination. Thereafterreletting, it being agreed by Tenant shall forthwith pay to Landlord, at Landlord's option, as and for liquidated and agreed current damages for Tenant's default, and not as a penalty, either: (a) the sum of: that Landlord may (i) relet the worth Premises or any part or parts thereof, for a term or terms which may at Landlord’s option be equal to or less than or exceed the time of award of the unpaid Rent which had been earned at the time of termination, (ii) the worth at the time of award of the amount by which the unpaid Rent period which would otherwise have been earned after termination until the time of award exceeds the amount of such unpaid Rent 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 constituted the balance of the Term and may grant such concessions and free rent as Landlord in its sole judgment considers advisable or necessary to relet the same, 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 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 Tenant’s liability as aforesaid. (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 time provisions contained in Section 7.1 or is otherwise terminated for breach of award exceeds 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 (discounted to present value) ended next prior to such termination plus the amount of such Base Rent and additional rent of any kind accrued and unpaid Rent that Tenant proves could be reasonably avoided, and (iv) any other amount necessary to compensate Landlord for all the detriment proximately caused by ▇▇▇▇▇▇'s failure to perform its obligations under this Lease or which in the ordinary course of things would be likely to result therefrom. In making the above determinations, the "worth at the time of termination and less the award" 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, similarly discounted to present value. (c) Nothing contained in subsections (i) this Lease shall limit or prejudice the right of Landlord to prove for and (iii) shall be determined obtain in proceedings for bankruptcy or insolvency by reason of the court having jurisdiction thereof including interest at termination of this Lease, an amount equal to the Overdue Rate and the "worth 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 award" in subsection (iii) shall be determined by the court having jurisdiction thereof using a discount rate equal loss or damages referred to the discount rate of the Federal Reserve Bank of San Francisco at the time of the award plus one percent (1%) and the Percentage Rent shall be deemed to be the same as for the then-current Fiscal Year or, if not determinable, the immediately preceding Fiscal Year, for the remainder of the Term, or such other amount as either party shall prove reasonably could have been earned during the remainder of the Term or any portion thereof; orabove. (bd) without termination 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 right to possession of the Property, each installment of said Rent and other sums payable by Tenant to Landlord under the 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 enforce, by action ’s breach or otherwise, any other term or covenant threatened breach of this Lease. Landlord shall be entitled to the remedies of injunction and specific performance with respect to any such breach.

Damages. None If Landlord terminates the right of Tenant to possession of the following events Premises without terminating this Lease, such termination of possession shall relieve 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 of its liability and obligations hereundershall remain liable for, all of which shall survive Base Rent and additional Rent and any such termination, repossession or reletting: (a) the termination of other sums then due under this Lease pursuant to Section 17.1, (b) during the repossession of the Property, (c) the failure of Landlord, notwithstanding reasonable good faith efforts, to relet the Property, (d) the reletting of all or any portion thereof, nor (e) the failure of Landlord to collect or receive any rentals due upon any such reletting. In the event of any such termination, Tenant shall forthwith pay to Landlord all Rent due and payable with respect to the Property to, and including, period from the date of such terminationnotice or termination of possession to the end of the Term. ThereafterLandlord 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 shall forthwith pay all Base Rent and additional Rent accrued and unpaid for the period up to Landlord, at Landlord's optionand including such termination date, as and for liquidated and agreed current well as all other additional sums payable by Tenant hereunder. In addition, Landlord shall be entitled to recover, as damages for Tenant's default, loss of the benefit of its bargain and not as a penalty, either: the sum of (ax) the sum of: unamortized cost to Landlord, computed and determined in accordance with generally accepted accounting principles, of any tenant improvements provided by Landlord at its expense, (iy) the worth aggregate sum which at the time of award such termination represents the excess, if any, or the present value of the unpaid aggregate Base Rent which had been earned at and additional Rent (as reasonably estimated by Landlord) for the time of termination, (ii) the worth at the time of award remainder of the amount by which Term over the unpaid Rent which would have been earned after termination until the time of award exceeds the amount of such unpaid Rent that Tenant proves could have been reasonably avoided, (iii) the worth at the time of award then present value of the amount by which then aggregate fair rental value of the unpaid Rent Premises for 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 after the time of award exceeds the amount of such unpaid Rent that Tenant proves could be reasonably avoidednot been terminated, and and (ivz) any other amount necessary to compensate damages in addition thereto, including reasonable attorneys’ fees and court costs, which Landlord for all shall have sustained by reason of the detriment proximately caused by ▇▇▇▇▇▇'s failure to perform its obligations under breach of any of the covenants of this Lease or which in the ordinary course of things would be likely to result therefrom. In making the above determinations, the "worth at the time of the award" in subsections (i) and (iii) shall be determined by the court having jurisdiction thereof including interest at the Overdue Rate and the "worth at the time of the award" in subsection (iii) shall be determined by the court having jurisdiction thereof using a discount rate equal to the discount rate of the Federal Reserve Bank of San Francisco at the time of the award plus one percent (1%) and the Percentage Rent shall be deemed to be the same as other than for the then-current Fiscal Year or, if not determinable, the immediately preceding Fiscal Year, for the remainder payment of the Term, or such other amount as either party shall prove reasonably could have been earned during the remainder of the Term or any portion thereof; or (b) without termination of Tenant's right to possession of the Property, each installment of said Rent and other sums payable by Tenant to Landlord under the 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 enforce, by action or otherwise, any other term or covenant of this LeaseRent.

Damages. None Neither (i) the termination of this Lease pursuant to Section 16.1, (ii) the repossession of the following events Leased Properties, (iii) the failure of Lessor to relet the Leased Properties, (iv) the reletting of all or any portion thereof, nor (v) the failure of Lessor to collect or receive any rentals due upon such any reletting, shall relieve Tenant Lessee of its liability and obligations hereunder, all of which shall survive any such termination, repossession or reletting: (a) the termination of this Lease pursuant to Section 17.1, (b) the repossession of the Property, (c) the failure of Landlord, notwithstanding reasonable good faith efforts, to relet the Property, (d) the reletting of all or any portion thereof, nor (e) the failure of Landlord to collect or receive any rentals due upon any such reletting. In the event of any such terminationthis Lease is terminated by Lessor, Tenant Lessee shall forthwith pay to Landlord Lessor all Rent due and payable with respect to the Property toLeased Properties to and including the Termination Date, including without limitation all interest and including, the date late charges payable under Section 3.3 hereof with respect to any late payment of such terminationRent. Thereafter, Tenant Lessee shall forthwith also pay to LandlordLessor, as liquidated damages, at Landlord's Lessor’s option, as and for liquidated and agreed current damages for Tenant's default, and not as a penalty, either: (aA) the The sum of: (i) Lessor’s Interim Rent Loss, minus Net Reletting Proceeds for such period, and minus the worth at the time portion of award of the unpaid Lessor’s Interim Rent which had Loss, if any, that Lessee prove could reasonably have been earned at the time of termination,mitigated by Lessor, plus (ii) the worth at Present Value on the time Judgment Date of award Lessor’s Future Rent Loss, assuming the Cost of Living Index were to increase four (4) percentage points per Lease Year from the Judgment Date through the Expiration Date, minus the Present Value on the Termination Date of the amount by which the unpaid portion of Lessor’s Future Rent which would have been earned after termination until the time of award exceeds the amount of such unpaid Rent Loss that Tenant Lessee proves could have been reasonably avoided, (iii) the worth at the time of award of the amount be mitigated by which the unpaid Rent for the balance of the Term after the time of award exceeds the amount of such unpaid Rent that Tenant proves could be reasonably avoided, and (iv) any other amount necessary to compensate Landlord for all the detriment proximately caused by ▇▇▇▇▇▇'s failure to perform its obligations under this Lease or which in the ordinary course of things would be likely to result therefrom. In making the above determinations, the "worth at the time of the award" in subsections (i) and (iii) shall be determined by the court having jurisdiction thereof including interest at the Overdue Rate and the "worth at the time of the award" in subsection (iii) shall be determined by the court having jurisdiction thereof using a discount rate equal to the discount rate of the Federal Reserve Bank of San Francisco at the time of the award plus one percent (1%) and the Percentage Rent shall be deemed to be the same as for the then-current Fiscal Year or, if not determinable, the immediately preceding Fiscal Year, for the remainder of the Term, or such other amount as either party shall prove reasonably could have been earned during the remainder of the Term or any portion thereofLessor; or (bB) without termination Each month between the Termination Date and the Expiration Date, Lessor’s Monthly Rent Loss, minus the Net Reletting Proceeds for such month, and minus the portion, if any, of Tenant's Lessor’s Monthly Rent Loss that Lessee proves could reasonably have been avoided. Any suit brought to recover liquidated damages payable under this subsection “(B)” shall not prejudice Lessor’s right to possession of the Property, each installment of said Rent and other sums payable by Tenant to Landlord under the 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 enforce, by action or otherwise, any other term or covenant of this Leasecollect liquidated damages for subsequent months in a similar proceeding.

Damages. None of (i) the following events 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 liability liabilities and obligations hereunder, all of which shall survive any such termination, repossession or reletting: (a) the . 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 pursuant occurs (whether or not Landlord terminates Tenant’s right to Section 17.1, (b) the repossession possession of the Leased Property, (c) the failure of Landlord, notwithstanding reasonable good faith efforts, to relet the Property, (d) the reletting of all or any portion thereof, nor (e) the failure of Landlord to collect or receive any rentals due upon any such reletting. In the event of any such termination), Tenant shall forthwith pay to Landlord all Rent due and payable with respect under this Master Lease to the Property to, and including, including the date of such termination. Thereafter, : Tenant shall forthwith pay to Landlord, at Landlord's ’s option, as and for liquidated and agreed current damages for Tenant's default, and not as a penaltythe occurrence of an Event of Default, either: (aA) the sum of:: ACTIVE/119970514.22 (i) the worth at the time of award of the unpaid Rent which had been earned at the time of termination,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 unpaid Rent 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 unpaid Rent rental loss that Tenant proves could be reasonably avoided, and; plus (iv) any other amount necessary to compensate Landlord for all the detriment proximately caused by ▇▇▇▇▇▇'s ’s failure to perform its obligations under this Master Lease or which in the ordinary course of things would be likely to result therefrom. In making the above determinationsAs used in clauses (i) and (ii) above, the "“worth at the time of the award" in subsections (i) and (iii) ” shall be determined computed by the court having jurisdiction thereof including allowing interest at the Overdue Rate and Rate. As used in clause (iii) above, the "“worth at the time of the award" in subsection (iii) ” shall be determined computed by the court having jurisdiction thereof using a discount rate equal to discounting such amount at the discount rate of the Federal Reserve Bank of San Francisco New York at the time of the award plus one percent (1%) and reducing such amount by the Percentage Rent shall be deemed to be the same as for the then-current Fiscal Year or, if not determinable, the immediately preceding Fiscal Year, for the remainder portion of the Term, or such other amount as either party shall prove unpaid Rent that ▇▇▇▇▇▇ proves could be reasonably could have been earned during the remainder of the Term or any portion thereof; avoided. or (bB) without termination of if Landlord chooses not to terminate Tenant's ’s right to possession of the PropertyLeased Property (whether or not Landlord terminates the Master Lease), each installment of said Rent and other sums payable by Tenant to Landlord under the this Master Lease as the same becomes due and payable, which Rent and other sums shall bear 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 LeaseMaster 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 extent not already paid for by Tenant under this subparagraph (B)).

Damages. None of the following events shall relieve Tenant of its liability and obligations hereunder, all of which shall survive any such termination, repossession or reletting: (a) the termination of this Lease pursuant to Section 17.1, (b) the repossession of the Property, (c) the failure of Landlord, notwithstanding reasonable good faith efforts, to relet the Property, (d) the reletting of all or any portion thereof, nor (e) the failure of Landlord to collect or receive any rentals due upon any such reletting. In the event of any such terminationthis Lease is terminated pursuant to ------- Subparagraph 15.B.2 above, Tenant or otherwise, Landlord shall forthwith pay be entitled to Landlord all Rent due and payable with respect to damages in the Property 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 Tenant's default, and not as a penalty, eitherfollowing sums: (a) the sum of: (i) the worth at the time of award of the unpaid Rent rent which had has been earned at the time of termination,; plus (iib) the worth at the time of award of the amount by which the unpaid Rent rent which would have been earned after termination until the time of award exceeds the amount of such unpaid Rent rental loss that Tenant proves could have been reasonably avoided,; plus (iiic) the worth at the time of award of the amount by which the unpaid Rent rent for the balance of the Term term after the time of award exceeds the amount of such unpaid Rent rental loss that Tenant proves could be reasonably avoided, ; and (ivd) any other amount necessary to compensate Landlord for all the detriment proximately caused by ▇▇▇▇▇▇Tenant's failure to perform its Tenant's obligations under this Lease Lease, or which in the ordinary course of things would be likely to result therefrom. In making the above determinationstherefrom including, without limitation, the following: (i) expenses for cleaning, repairing or restoring the Premises; (ii) real estate broker's fees, advertising costs and other expenses of reletting the Premises; (iii) costs of carrying the Premises such as taxes and insurance premiums thereon, utilities and security precautions; (iv) expenses in retaking possession of the Premises; and (v) reasonable attorneys' fees and court costs. (e) The "worth at the time of the award" of the amounts referred to in subsections Subparagraphs (ia) and (iiib) shall be determined of this Paragraph 15.B(3) is computed by the court having jurisdiction thereof including allowing interest at the Overdue Rate and the Permitted Rate. The "worth at the time of the award" of the amounts referred to in subsection Subparagraph (iiic) shall be determined of this Paragraph 15.B(3) is computed by the court having jurisdiction thereof using a discount rate equal to discounting such amount at the discount rate of the Federal Reserve Bank of San Francisco at the time of the award plus one percent (1%) and the Percentage Rent shall be deemed to be the same as for the then-current Fiscal Year or, if not determinable, the immediately preceding Fiscal Year, for the remainder of the Term, or such other amount as either party shall prove reasonably could have been earned during the remainder of the Term or any portion thereof; or (b) without termination of Tenant's right to possession of the Property, each installment of said Rent and other sums payable by Tenant to Landlord under the 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 enforce, by action or otherwise, any other term or covenant of this Lease.the

Damages. None Neither (a) the termination of this Lease pursuant to Section 16.1, (b) the repossession of the following events Leased Property, nor (c) the failure of Lessor, notwithstanding reasonable good faith efforts, to relet the Leased Property, shall relieve Tenant Lessee of its liability and obligations hereunder, all of which shall survive any such termination, repossession or reletting: (a) the termination of this Lease pursuant to Section 17.1, (b) the repossession of the Property, (c) the failure of Landlord, notwithstanding reasonable good faith efforts, to relet the Property, (d) the reletting of all or any portion thereof, nor (e) the failure of Landlord to collect or receive any rentals due upon any such reletting. In the event of any such termination, Tenant Lessee shall forthwith pay to Landlord Lessor all Rent due and payable with respect to the Property to, through and including, including the date of such termination. ThereafterLessor shall not be deemed to have terminated this Lease unless Lessor delivers Notice to Lessee of such election. If Lessee voluntarily elects to terminate this Lease, Tenant shall forthwith pay then in addition to Landlordall remedies available to Lessor, at Landlord's option, as and for liquidated and agreed current damages for Tenant's default, and not as a penalty, either: (a) Lessor may recover the sum of: : (i) the worth at the time of award of the unpaid Rent which had been earned at the time of termination, ; (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 unpaid Rent rental loss that Tenant 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 unpaid Rent rental loss that Tenant Lessee proves could be reasonably avoided, and and (iv) any other amount necessary to compensate Landlord 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, including reasonable attorney fees, court costs and reasonable out-of-pocket expenses in the enforcement of Lessor's rights hereunder. In making the above determinations, the The "worth at the time of the award" of the amounts referred to in subsections subparagraphs (i) and (iiiii) shall be determined above is computed by the court having jurisdiction thereof including allowing interest at the Overdue Rate and maximum legal rate of interest permitted in accordance with the "laws of the State of California. The worth at the time of award of the award" amount referred to in subsection subparagraph (iii) shall be determined is computed by the court having jurisdiction thereof using a discount rate equal to discounting such amount at the discount rate of the Federal Reserve Bank of San Francisco at the time of the award plus one percent (1%) ). -31- Without limiting Lessor's other remedies provided herein and provided by law, Lessor may continue the Percentage Lease in effect after Lessee's breach and abandonment and recover Rent shall be deemed as it becomes due, provided that, in such event, Lessee has the right to be the same as for the then-current Fiscal Year orsublet or assign subject only to reasonable conditions imposed by Lessor. Accordingly, if not determinable, the immediately preceding Fiscal Year, for the remainder of the Term, or such other amount as either party shall prove reasonably could have been earned during the remainder of the Term or any portion thereof; or (b) without termination of TenantLessee's right to possession of the Leased Property, Lessor may demand and recover each installment of said Rent and other sums payable by Tenant Lessee to Landlord Lessor under the this Lease as the same becomes due and payable, which Rent and other sums shall bear interest at the Overdue Rate maximum interest rate permitted in accordance with the laws of the State of California, from the date when due until paid, and Landlord Lessor may enforce, by action or otherwise, any other term or covenant of this Lease.

Damages. None of (a) the following events termination of this Lease pursuant to Section 17.2, (b) the eviction of Lessee or the repossession of the Leased Property, (c) the failure of Lessor, notwithstanding reasonable good faith efforts, to relet the Leased Property, (d) the reletting of all or any portion thereof, or (e) the failure of Lessor to collect or receive any rentals due upon any such reletting, shall relieve Tenant Lessee of its liability and obligations hereunder, all of which shall survive any such termination, repossession or reletting: (a) the termination of this Lease pursuant to Section 17.1, (b) the repossession of the Property, (c) the failure of Landlord, notwithstanding reasonable good faith efforts, to relet the Property, (d) the reletting of all or any portion thereof, nor (e) the failure of Landlord to collect or receive any rentals due upon . In any such reletting. In the event of any such terminationevent, Tenant Lessee shall forthwith pay to Landlord Lessor all Rent due and payable with respect to the Leased Property to, to and including, including the date of such termination, repossession or eviction. Thereafter, Tenant Lessee shall forthwith pay to LandlordLessor, at LandlordLessor's option, as and for liquidated and agreed current damages for Tenant's default, and not as a penalty, either: (a) the sum of: (i) the worth sum of: (A) all Rent that is due and unpaid at the time date of award of the unpaid Rent which had been earned termination, repossession or eviction, whichever is later, together with interest thereon at the time Overdue Rate to the date of termination, payment, plus (iiB) the worth at (calculated in 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 unpaid Rent that Tenant proves could have been reasonably avoided, (iiimanner stated below) 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 such date exceeds the amount fair market rental value of such unpaid Rent that Tenant proves could be reasonably avoidedthe Leased Property for the balance of the Term, and plus (ivC) any other amount necessary to compensate Landlord 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. In making ; or (ii) each installment of Rent and other sums payable by Lessee to Lessor under this Lease as the above determinationssame would have become due and payable if Lessee's right of possession or other rights under the Lease had not been terminated, or if Lessee had not been evicted, or if the "worth at the time of the award" in subsections (i) Leased Property had not been repossessed which Rent and (iii) other sums shall be determined by the court having jurisdiction thereof including bear interest at the Overdue Rate from the date when due until paid, and Lessor may enforce, by action or otherwise, any other term or covenant of this Lease. There shall be credited against Lessee's obligation under this Clause (B) amounts actually 73 84 collected by Lessor from another tenant to whom the Facility may have actually been leased or, if Lessor is operating the Facility for its own account, the actual Cash Flow of the Facility. In making the determinations described in subparagraph (i) above, the "worth at the time worth" of the award" in subsection (iii) unpaid Rent shall be determined by the a court having jurisdiction thereof using a discount rate equal to the discount lowest rate of the Federal Reserve Bank of San Francisco capitalization (highest present worth) reasonably applicable at the time of the award plus one percent (1%) such determination and allowed by applicable law and the Percentage Additional Rent shall be deemed to be the same as the average Additional Rent of the preceding five (5) full Fiscal Years, or if shorter, the average Additional Rent for the then-current Fiscal Year or, if not determinable, Years or portions thereof since the immediately preceding Fiscal Year, for the remainder of the Term, date that Additional Rent commenced to accrue or such other amount as either party shall prove reasonably could have been earned during the remainder of the Term or any portion thereof; or (b) without termination of Tenant's right to possession of the Property, each installment of said Rent and other sums payable by Tenant to Landlord under the 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 enforce, by action or otherwise, any other term or covenant of this Lease.

Damages. None of the following events shall relieve Tenant of its liability and obligations hereunder, all of which shall survive any such termination, repossession or reletting: (a) the termination of this Lease pursuant to Section 17.1, (b) the repossession of the Property, (c) the failure of Landlord, notwithstanding reasonable good faith efforts, to relet the Property, (d) the reletting of all or any portion thereof, nor (e) the failure of Landlord to collect or receive any rentals due upon any such reletting. In the event of any such termination, Tenant shall forthwith pay to Landlord all Rent due and payable with respect to the Property 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 Tenant's default, and not as a penalty, 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, (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 unpaid Rent 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 unpaid Rent that Tenant proves could be reasonably avoided, and (iv) any other amount necessary to compensate Landlord for all the detriment proximately caused by ▇▇▇▇▇▇Tenant's failure to perform its obligations under this Lease or which in the ordinary course of things would be likely to result therefrom. In making the above determinations, the "worth at the time of the award" in subsections (i) and (iii) shall be determined by the court having jurisdiction thereof including interest at the Overdue Rate and the "worth at the time of the award" in subsection (iii) shall be determined by the court having jurisdiction thereof using a discount rate equal to the discount rate of the Federal Reserve Bank of San Francisco at the time of the award plus one percent (1%) and the Percentage Rent and FB&M Rent shall be deemed to be the same as for the then-current Fiscal Year or, if not determinable, the immediately preceding Fiscal Year, for the remainder of the Term, or such other amount as either party shall prove reasonably could have been earned during the remainder of the Term or any portion thereof; or (b) without termination of Tenant's right to possession of the Property, each installment of said Rent and other sums payable by Tenant to Landlord under the 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 enforce, by action or otherwise, any other term or covenant of this Lease.

Damages. None of the following events shall relieve Tenant of its liability and obligations hereunder, all of which shall survive any such termination, repossession or reletting: (a) the termination of this Lease pursuant to Section 17.1, (b) the repossession of the Property, (c) the failure of Landlord, notwithstanding reasonable good faith efforts, to relet the Property, (d) the reletting of all or any portion thereof, nor (e) the failure of Landlord to collect or receive any rentals due upon any such reletting. In the event of any such terminationthis Lease is terminated pursuant to Subparagraph 14.B.2 above, Tenant or otherwise, Landlord shall forthwith pay be entitled to Landlord all Rent due and payable with respect to damages in the Property 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 Tenant's default, and not as a penalty, eitherfollowing sums: (a) the sum of: (i) a. the worth at the time of award of the unpaid Rent rent which had has been earned at the time of termination,; plus (ii) b. the worth at the time of award of the amount by which the unpaid Rent rent which would have been earned after termination until the time of award exceeds the amount of such unpaid Rent rental loss that Tenant proves could have been reasonably avoided,; plus (iii) c. the worth at the time of award of the amount by which the unpaid Rent rent for the balance of the Term term after the time of award exceeds the amount of such unpaid Rent rental loss that Tenant proves could be reasonably avoided, ; and (iv) d. any other amount necessary to compensate Landlord for all the detriment proximately caused by ▇▇▇▇▇▇Tenant's failure to perform its Tenant's obligations under this Lease Lease, or which in the ordinary course of things would be likely to result therefrom. In making the above determinationstherefrom including, without limitation, the following: (i) expenses for cleaning, repairing or restoring the Total Project, or applicable portion thereof, (ii) costs of carrying the Total Project such as taxes and insurance premiums thereon, utilities and security precautions; (iii) expenses in retaking possession of the Total Project, or applicable portion thereof, (iv) reasonable attorneys' fees and court costs; and (v) any unamortized real estate brokerage commission paid in connection with this Lease. e. The "worth at the time of the award" of the amounts referred to in subsections Subparagraphs (ia) and (iiib) shall be determined of this Paragraph, is computed by the court having jurisdiction thereof including allowing interest at the Overdue Rate and the Permitted Rate. The "worth at the time of the award" of the amounts referred to in subsection Subparagraph (iiic) shall be determined of this Paragraph is computed by the court having jurisdiction thereof using a discount rate equal to discounting such amount at the discount rate of the Federal Reserve Bank Board of San Francisco at the time of the award plus one percent (1%) and the Percentage Rent ). The term "rent" as used in this Paragraph shall be deemed include all sums required to be the same as for the then-current Fiscal Year or, if not determinable, the immediately preceding Fiscal Year, for the remainder of the Term, or such other amount as either party shall prove reasonably could have been earned during the remainder of the Term or any portion thereof; or (b) without termination of Tenant's right to possession of the Property, each installment of said Rent and other sums payable paid by Tenant to Landlord under pursuant to the 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 enforce, by action or otherwise, any other term or covenant terms of this Lease.

Damages. None of the following events shall relieve Tenant of its liability and obligations hereunder, all of which shall survive any such termination, repossession or reletting: (a) the termination of this Lease pursuant to Section 17.1, (b) the repossession of the Property, (c) the failure of Landlord, notwithstanding reasonable good faith efforts, to relet the Property, (d) the reletting of all or any portion thereof, nor (e) the failure of Landlord to collect or receive any rentals due upon any such reletting. In the event of any such termination, Tenant termination Lessee shall forthwith pay to Landlord all Lessor the Rent due and payable with respect up to the Property to, and including, the date time of such termination. ThereafterLessee shall remain liable for, Tenant and shall forthwith pay on the days originally fixed for such payment hereunder, the full amount of all Basic Rent and Additional Rent as if this Lease had not been terminated; PROVIDED, HOWEVER, if Lessor relets the Premises, there shall be credited against such obligation the amount actually received by Lessor each month from such lessee after first deducting all costs and expenses incurred by Lessor in connection with reletting the Premises. In lieu of any other damages hereunder, Lessee agrees to pay to LandlordLessor, at Landlord's optionon demand, as and for liquidated and agreed current damages for TenantLessee's default, and not as a penalty, eitherthe amount by which: (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, (ii) the worth at the time of award of the amount by which the unpaid aggregate Rent which would have been earned after payable under this Lease by Lessee from the date of such termination until what would have been the time last day of award exceeds the Term but for such termination, EXCEEDS (b) the greater of (i) the fair and reasonable rental value of the Premises for the same period, less Lessor's reasonable estimate of expenses to be incurred in connection with reletting the Premises, including, without limitation, all repossession costs, brokerage commissions, legal expenses, reasonable attorneys' fees, alteration costs, and expenses of preparation for such reletting, or (ii) the sum of (A) the amount actually received by Lessor from reletting the Premises (if any), and (B) the amount actually received by Lessor from Lessee pursuant to the preceding paragraph of this Section (if any). If the Premises or any part thereof are relet by Lessor for the period prior to what would have been the last day of the Term but for such termination, or any portion thereof, the amount of rent 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. In lieu of any other damages hereunder, Lessor may by written notice to Lessee, at any time after this Lease is so terminated, elect to recover, and Lessee shall pay as full and final liquidated damages, an amount equal to (i) the Basic Rent and Additional Rent accrued under Section 5.0 hereof in the twelve (12) months ending on the effective date of such termination, PLUS (ii) all Basic Rent and Additional Rent which was unpaid Rent that Tenant proves could have been reasonably avoided, as of the effective date of such termination, LESS (iii) the worth amount received by Lessor pursuant to the foregoing provisions of this Section 14.4 prior to the time of payment by Lessee of such liquidated damages. Nothing herein contained shall limit or prejudice the right of Lessor to prove and obtain as liquidated damages by reason of such termination, an amount equal to the maximum allowed by any statute or rule of law in effect at the time of award of when, and governing the proceedings in which, such damages are to be proved, whether or not such amount by which the unpaid Rent for the balance of the Term after the time of award exceeds be greater, equal to, or less than the amount of such unpaid Rent that Tenant proves could be reasonably avoided, and (iv) any other amount necessary the difference referred to compensate Landlord for all the detriment proximately caused by ▇▇▇▇▇▇'s failure to perform its obligations under this Lease or which in the ordinary course of things would be likely to result therefrom. In making the above determinations, the "worth at the time of the award" in subsections (i) and (iii) shall be determined by the court having jurisdiction thereof including interest at the Overdue Rate and the "worth at the time of the award" in subsection (iii) shall be determined by the court having jurisdiction thereof using a discount rate equal to the discount rate of the Federal Reserve Bank of San Francisco at the time of the award plus one percent (1%) and the Percentage Rent shall be deemed to be the same as for the then-current Fiscal Year or, if not determinable, the immediately preceding Fiscal Year, for the remainder of the Term, or such other amount as either party shall prove reasonably could have been earned during the remainder of the Term or any portion thereof; or (b) without termination of Tenant's right to possession of the Property, each installment of said Rent and other sums payable by Tenant to Landlord under the 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 enforce, by action or otherwise, any other term or covenant of this Leaseabove.

Damages. None Neither (a) the termination of this Lease, (b) the ------- repossession of the following events Leased Property, (c) the failure of Landlord to relet the Leased Property, nor (d) 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: (a) the termination of this Lease pursuant to Section 17.1, (b) the repossession of the Property, (c) the failure of Landlord, notwithstanding reasonable good faith efforts, to relet the Property, (d) the reletting of all or any portion thereof, nor (e) the failure of Landlord to collect or receive any rentals due upon any such reletting. In the event of any such termination, Tenant shall forthwith pay to Landlord all Rent due and payable with respect to the Leased Property to, to and including, 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 Tenant's default, and not as a penalty, either: (a1) the sum of: (i) the worth at the time of award of the unpaid Rent which had been earned at the time of termination, (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 unpaid Rent 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 unpaid Rent that Tenant proves could be reasonably avoided, and (iv) any other amount necessary to compensate Landlord for all the detriment proximately caused by ▇▇▇▇▇▇'s failure to perform its obligations under this Lease or which in the ordinary course of things would be likely to result therefrom. In making the above determinations, the "worth at the time of the award" in subsections (i) and (iii) shall be determined by the court having jurisdiction thereof including interest at the Overdue Rate and the "worth at the time of the award" in subsection (iii) shall be determined by the court having jurisdiction thereof using a discount rate equal to the discount rate of the Federal Reserve Bank of San Francisco at the time of the award plus one percent (1%) and the Percentage Rent shall be deemed to be the same as for the then-current Fiscal Year or, if not determinable, the immediately preceding Fiscal Year, for the remainder of the Term, or such other amount as either party shall prove reasonably could have been earned during the remainder of the Term or any portion thereof; or (b) without Without termination of Tenant's right to possession of the Leased Property, each installment of said Rent and other sums payable by Tenant to Landlord under the 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 paidRate, and Landlord may enforce, by action or otherwise, any other term or covenant of this Lease; or (2) the sum of: (A) the unpaid Rent which had been earned at the time of termination, repossession or reletting, and (B) the worth at the time of termination, repossession or reletting of the amount by which the unpaid Rent for the balance of the Term after the time of termination, repossession or reletting, exceeds the amount of such rental loss that Tenant proves could be reasonably avoided, and (C) any other amount necessary to compensate Landlord for all the detriment proximately caused by Tenant's failure to perform its obligations under this Lease or which in the ordinary course of things, would be likely to result therefrom. The worth at the time of termination, repossession or reletting of the amount referred to in subparagraph (B) is computed by discounting such amount at the discount rate of the Federal Reserve Bank of New York at the time of award plus 1%. Rent for the purposes of this Section 16.3 shall be a sum equal to (i) the average of the annual amounts of the Rent for the three Fiscal Years immediately preceding the Fiscal Year in which the termination, re-entry or repossession takes place, or (ii) if three Fiscal Years shall not have elapsed, the average of the Rent during the preceding Fiscal Years during which the Lease was in effect, or (iii) if one Fiscal Year has not elapsed, the amount derived by annualizing the Rent from the effective date of this Lease.

Damages. None Neither (i) the termination of this Lease pursuant to Section 16.1, (ii) the repossession of the following events Leased Properties, (iii) the failure of Landlord to relet the Leased Properties, (iv) the reletting of all or any portion thereof, nor (v) the failure of Landlord to collect or receive any rentals due upon such any reletting, shall relieve Tenant of its liability and obligations hereunder, all of which shall survive any such termination, repossession or reletting: (a) the termination of this Lease pursuant to Section 17.1, (b) the repossession of the Property, (c) the failure of Landlord, notwithstanding reasonable good faith efforts, to relet the Property, (d) the reletting of all or any portion thereof, nor (e) the failure of Landlord to collect or receive any rentals due upon any such reletting. In the event of any such terminationthis Lease is terminated by Landlord, Tenant shall forthwith pay to Landlord all Rent due and payable with respect to the Property toLeased Properties to and including the Termination Date, including without limitation all interest and including, the date late charges payable under Section 3.3 hereof with respect to any late payment of such terminationRent. Thereafter, Tenant shall forthwith also pay to Landlord, as liquidated damages, at Landlord's ’s option, as and for liquidated and agreed current damages for Tenant's default, and not as a penalty, either: (aA) the The sum of:: A request for confidential treatment has been made with respect to portions of this document that are marked ‘[*****]’. The redacted portions have been filed separately with the SEC. 67 Master Lease (OHI - Diversicare) Derwent – 9.25.18 (i) Landlord’s Interim Rent Loss, minus Net Reletting Proceeds for such period, and minus the worth at the time portion of award of the unpaid Landlord’s Interim Rent which had Loss, if any, that Tenant prove could reasonably have been earned at the time of termination,mitigated by Landlord, plus (ii) the worth at Present Value on the time Judgment Date of award Landlord’s Future Rent Loss, assuming the Cost of Living Index were to increase four (4) percentage points per Lease Year from the Judgment Date through the Expiration Date, minus the Present Value on the Termination Date of the amount by which the unpaid portion of Landlord’s Future Rent which would have been earned after termination until the time of award exceeds the amount of such unpaid Rent Loss that Tenant proves could have been reasonably avoided,be mitigated by Landlord; or (iiiB) Each month between the worth at Termination Date and the time Expiration Date, Landlord’s Monthly Rent Loss, minus the Net Reletting Proceeds for such month, and minus the portion, if any, of award of the amount by which the unpaid Landlord’s Monthly Rent for the balance of the Term after the time of award exceeds the amount of such unpaid Rent Loss that Tenant proves could be reasonably have been avoided, and (iv) any other amount necessary . Any suit brought to compensate Landlord for all the detriment proximately caused by ▇▇▇▇▇▇'s failure to perform its obligations recover liquidated damages payable under this Lease or which in the ordinary course of things would be likely to result therefrom. In making the above determinations, the "worth at the time of the award" in subsections subsection “(i) and (iii) B)” shall be determined by the court having jurisdiction thereof including interest at the Overdue Rate and the "worth at the time of the award" in subsection (iii) shall be determined by the court having jurisdiction thereof using a discount rate equal to the discount rate of the Federal Reserve Bank of San Francisco at the time of the award plus one percent (1%) and the Percentage Rent shall be deemed to be the same as for the then-current Fiscal Year or, if not determinable, the immediately preceding Fiscal Year, for the remainder of the Term, or such other amount as either party shall prove reasonably could have been earned during the remainder of the Term or any portion thereof; or (b) without termination of Tenant's prejudice Landlord’s right to possession of the Property, each installment of said Rent and other sums payable by Tenant to Landlord under the 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 enforce, by action or otherwise, any other term or covenant of this Leasecollect liquidated damages for subsequent months in a similar proceeding.

Damages. None (i) The termination of this Lease; (ii) the repossession of the following events 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 failure or inability of Lessor to collect or receive any rentals due upon any such reletting, shall not relieve Tenant Lessee of its liability liabilities and obligations hereunder, all of which shall survive any such termination, repossession or reletting: (a) the termination of this Lease pursuant to Section 17.1, (b) the repossession of the Property, (c) the failure of Landlord, notwithstanding reasonable good faith efforts, to relet the Property, (d) the reletting of all or any portion thereof, nor (e) the failure of Landlord to collect or receive any rentals due upon . If any such reletting. In the event of any such terminationtermination occurs, Tenant Lessee shall forthwith pay to Landlord Lessor all Rent due and payable with respect to the Leased Property to, to and including, including the date of such termination. Thereafter, Tenant : Lessee shall forthwith pay to LandlordLessor, at LandlordLessor's option, as and for liquidated and agreed current damages for Tenant's default, and not as a penaltyan Event of Default by Lessee, either: (aA) the The sum of: (i) the worth at the time of award of the unpaid Rent which had been earned at the time of termination, (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 unpaid Rent rental loss that Tenant 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 unpaid Rent rental loss that Tenant Lessee proves could be reasonably avoided, andplus (iv) any other amount necessary to compensate Landlord 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. In making the above determinationsAs used in clauses (i) and (ii) above, the "worth at the time of the award" in subsections (i) and (iii) shall be determined computed by the court having jurisdiction thereof including allowing interest at the Overdue Rate and Rate. As used in clause (iii) above, the "worth at the time of the award" in subsection (iii) shall be determined computed by the court having jurisdiction thereof using a discount rate equal to discounting such amount at the discount rate of the Federal Reserve Bank of San Francisco at the time of the award plus one two percent (12%) and ). For purposes of determining the Percentage worth at the time of the award, Additional Rent that would have been payable for the remainder of the Term shall be deemed to be the greater of (y) the same as the Additional Rent for the then-then current Fiscal Lease Year or, if not determinable, the immediately preceding Fiscal Lease Year, for the remainder of the Term, or ; and (z) such other amount as either party Lessor shall prove demonstrate could reasonably could have been earned during the remainder of the Term earned. or any portion thereof; or (bB) alternatively, if Lessor does not elect to terminate this Lease, then: without termination of TenantLessee's right to possession of the Leased Property, each installment of said Rent and other sums payable by Tenant Lessee to Landlord Lessor under the Lease as the same becomes due and payable, which Rent and other sums shall bear together with interest at the Overdue Rate from the date when due until paid, and Landlord Lessor may enforce, by action or otherwise, any other term or covenant of this Lease.

Damages. None of (i) the following events 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 liability liabilities and obligations hereunder, all of which shall survive any such termination, repossession or reletting: (a) the . Landlord and Tenant agree that Landlord shall have no obligation to mitigate Landlord’s damages under this Master L▇▇▇▇. If any such termination of this Master Lease pursuant occurs (whether or not Landlord terminates Tenant’s right to Section 17.1, (b) the repossession possession of the Leased Property, (c) the failure of Landlord, notwithstanding reasonable good faith efforts, to relet the Property, (d) the reletting of all or any portion thereof, nor (e) the failure of Landlord to collect or receive any rentals due upon any such reletting. In the event of any such termination), Tenant shall forthwith pay to Landlord all Rent due and payable with respect under this Master Lease to the Property to, and including, including the date of such termination. Thereafter, : Tenant shall forthwith pay to Landlord, at Landlord's ’s option, as and for liquidated and agreed current damages for Tenant's default, and not as a penaltythe occurrence of an Event of Default, either: (aA) the sum of: (i) the worth at the time of award of the unpaid Rent which had been earned at the time of termination,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 unpaid Rent 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 unpaid Rent rental loss that Tenant proves could be reasonably avoided, and; plus (iv) any other amount necessary to compensate Landlord for all the detriment proximately caused by T▇▇▇▇▇▇'s ’s failure to perform its obligations under this Master Lease or which in the ordinary course of things would be likely to result therefrom. In making the above determinationsAs used in clauses (i) and (ii) above, the "“worth at the time of the award" in subsections (i) and (iii) ” shall be determined computed by the court having jurisdiction thereof including allowing interest at the Overdue Rate and Rate. As used in clause (iii) above, the "“worth at the time of the award" in subsection (iii) ” shall be determined computed by the court having jurisdiction thereof using a discount rate equal to discounting such amount at the discount rate of the Federal Reserve Bank of San Francisco New York at the time of the award plus one percent (1%) and reducing such amount by the portion of the unpaid Rent that T▇▇▇▇▇ 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 shall be deemed to be the greater of (y) the same as the Percentage Rent for the then-then current Fiscal Lease Year or, if not determinable, the immediately preceding Fiscal Lease Year, for the remainder of the Term, or ; and (z) such other amount as either party Landlord shall prove demonstrate could reasonably could have been earned during the remainder (assuming Net Revenues will have not been impacted by any of the Term or any portion thereof; conditions that contributed to the Event of Default). or (bB) without termination of if Landlord chooses not to terminate Tenant's ’s right to possession of the PropertyLeased Property (whether or not Landlord terminates this Master Lease), each installment of said Rent and other sums payable by Tenant to Landlord under the this Master Lease as the same becomes due and payable, which Rent and other sums shall bear 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 LeaseMaster Lease (and Landlord may at any time thereafter terminate T▇▇▇▇▇’s right to possession of the Leased Property and seek damages under subparagraph (A) hereof, to the extent not already paid for by Tenant under this subparagraph (B)).

Damages. None (i) The termination of this Lease; (ii) the repossession of the following events 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 failure or inability of Lessor to collect or receive any rentals due upon any such reletting, shall not relieve Tenant Lessee of its liability liabilities and obligations hereunder, all of which shall survive any such termination, repossession or reletting: (a) the termination of this Lease pursuant to Section 17.1, (b) the repossession of the Property, (c) the failure of Landlord, notwithstanding reasonable good faith efforts, to relet the Property, (d) the reletting of all or any portion thereof, nor (e) the failure of Landlord to collect or receive any rentals due upon . If any such reletting. In the event of any such terminationtermination occurs, Tenant Lessee shall forthwith pay to Landlord Lessor all Rent due and payable with respect to the Leased Property to, to and including, including the date of such termination. Thereafter, Tenant subject to mandatory provisions of applicable law: Lessee shall forthwith pay to LandlordLessor, at Landlord's Lessor’s option, as and for liquidated and agreed current damages for Tenant's default, and not as a penaltyan Event of Default by Lessee, either: (aA) the sum of: (i) the worth at the time of award of the unpaid Rent which had been earned at the time of termination, (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 unpaid Rent rental loss that Tenant Lessee proves could have been reasonably avoided,, plus (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 unpaid Rent rental loss that Tenant Lessee proves could be reasonably avoided, and . As used in clauses (ivi) any other amount necessary to compensate Landlord for all the detriment proximately caused by ▇▇▇▇▇▇'s failure to perform its obligations under this Lease or which in the ordinary course of things would be likely to result therefrom. In making the above determinationsand (ii) above, the "“worth at the time of the award" in subsections (i) and (iii) ” shall be determined computed by the court having jurisdiction thereof including allowing interest at the Overdue Rate and Rate. As used in clause (iii) above, the "“worth at the time of the award" in subsection (iii) ” shall be determined computed by the court having jurisdiction thereof using a discount rate equal to discounting such amount at the discount rate of the Federal Reserve Bank of San Francisco at the time of the award plus one two percent (12%) and the Percentage Rent shall be deemed to be the same as for the then-current Fiscal Year or, if not determinable, the immediately preceding Fiscal Year, for the remainder of the Term, ). or such other amount as either party shall prove reasonably could have been earned during the remainder of the Term or any portion thereof; or (bB) without termination of Tenant's Lessee’s right to possession of the Leased Property, each installment of said Rent and other sums payable by Tenant Lessee to Landlord Lessor under the Lease as the same becomes due and payable, which Rent and other sums shall bear together with interest at the Overdue Rate from the date when due until paid, and Landlord Lessor may enforce, by action or otherwise, any other term or covenant of this Lease.

Damages. None (i) The termination of this Lease; (ii) the repossession of the following events 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 Tenant Lessee of its liability liabilities and obligations hereunder, all of which shall survive any such termination, repossession or reletting: (a) the termination of this Lease pursuant to Section 17.1, (b) the repossession of the Property, (c) the failure of Landlord, notwithstanding reasonable good faith efforts, to relet the Property, (d) the reletting of all or any portion thereof, nor (e) the failure of Landlord to collect or receive any rentals due upon . If any such reletting. In the event of any such terminationtermination occurs, Tenant Lessee shall forthwith pay to Landlord Lessor all Rent due and payable with respect to the Leased Property to, to and including, including the date of such termination. Thereafter, Tenant : Lessee shall forthwith pay to LandlordLessor, at LandlordLessor's option, as and for liquidated and agreed current damages for TenantLessee's default, and not as a penaltyDefault, either: (aA) the sum of: (i) the worth at the time of award of the unpaid Rent which had been earned at the time of terminationtermination 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 unpaid Rent rental loss that Tenant 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 unpaid Rent rental loss that Tenant Lessee proves could be reasonably avoided, andplus (iv) any other amount necessary to compensate Landlord 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. In making the above determinationsAs used in clauses (i) and (ii) above, the "worth at the time of the award" in subsections (i) and (iii) shall be determined computed by the court having jurisdiction thereof including allowing interest at the Overdue Rate and Rate. As used in clause (iii) above, the "worth at the time of the award" in subsection (iii) shall be determined computed by the court having jurisdiction thereof using a discount rate equal to discounting such amount at the discount rate of the Federal Reserve Bank of San Francisco at the time of the award plus one percent (1%) and ). For purposes of determining the Percentage worth at the time of the award, Additional Rent that would have been payable for the remainder of the Term shall be deemed to be the greater of (y) the same as the Additional Rent for the then-then current Fiscal Lease Year or, if not determinable, the immediately preceding Fiscal Lease Year, for the remainder of the Term, or ; and (z) such other amount as either party Lessor shall prove demonstrate could reasonably could have been earned during the remainder of the Term earned. or any portion thereof; or (bB) without termination of TenantLessee's right to possession of the Leased Property, each installment of said Rent and other sums payable by Tenant Lessee to Landlord Lessor under the Lease as the same becomes due and payable, which Rent and other sums shall bear together with interest at the Overdue Rate from the date when due until paid, and Landlord Lessor may enforce, by action or otherwise, any other term or covenant of this Lease.

Damages. None Lessor shall have the right to terminate this Lease, in which event Lessee shall immediately surrender the Premises to Lessor, and if Lessee fails to do so, Lessor may, without prejudice to any other remedy which it may have for possession or arrearages in rent, enter upon and take possession of the following events shall relieve Tenant of its liability Premises and obligations hereunder, all of which shall survive expel or remove Lessee and any such termination, repossession or reletting: (a) other person who may be occupying the termination of this Lease pursuant to Section 17.1, (b) the repossession of the Property, (c) the failure of Landlord, notwithstanding reasonable good faith efforts, to relet the Property, (d) the reletting of all Premises or any portion thereof, nor (e) part thereof in accordance with applicable Laws; and Lessor may recover from Lessee the failure of Landlord to collect or receive any rentals due upon any such reletting. In the event of any such termination, Tenant shall forthwith pay to Landlord all Rent due and payable with respect to the Property 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 Tenant's default, and not as a penalty, eitherfollowing: (a) the sum of: (i) the The worth at the time of award of the any unpaid Rent rent which had has been earned at the time of such termination,; plus (iib) the The worth at the time of award of the amount by which the unpaid Rent rent which would have been earned after termination until the time of award exceeds the amount of such unpaid Rent rental loss that Tenant Lessee proves could have been reasonably avoided,; plus (iiic) the The worth at the time of award of the amount by which the unpaid Rent rent for the balance of the Lease Term after the time of award exceeds the amount of such unpaid Rent rental loss that Tenant Lessee proves could be reasonably avoided, and; plus (ivd) any Any other amount necessary to compensate Landlord Lessor for all the detriment proximately caused by ▇▇▇▇▇▇'s Lessee’s failure to perform its obligations under this Lease or which in the ordinary course of things would be likely to result therefrom. In making , specifically including but not limited to all reasonable and customary costs permitted by Laws incurred by Lessor in connection with the above determinations, the "worth at the time releasing of the award" in subsections Premises (i) and (iii) which costs shall be determined by the court having jurisdiction thereof including interest at the Overdue Rate and the "worth at the time of the award" in subsection (iii) shall be determined by the court having jurisdiction thereof using a discount rate equal include, to the discount rate extent demonstrably incurred by Lessor, brokerage commissions and advertising expenses incurred, expenses of remodeling the Federal Reserve Bank of San Francisco at the time of the award plus one percent (1%) and the Percentage Rent shall be deemed to be the same as for the then-current Fiscal Year or, if not determinable, the immediately preceding Fiscal Year, for the remainder of the Term, or such other amount as either party shall prove reasonably could have been earned during the remainder of the Term Premises or any portion thereofthereof for a new Lessee, whether for the same or a different use, and any special concessions made to obtain a new Lessee); orand (be) without termination of Tenant's right At Lessor’s election, such other amounts in addition to possession or in lieu of the Property, each installment of said Rent and other sums payable foregoing as may be permitted from time to time by Tenant to Landlord under the 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 enforce, by action or otherwise, any other term or covenant of this Leaseapplicable Laws.

Damages. None (a) The termination of this Lease; (b) the repossession of the following events Leased Property and any Capital Addition thereto; (c) the failure of Lessor, notwithstanding reasonable good faith efforts, to relet the Leased Property; (d) the reletting of all or any portion of the Leased Property; or (e) the failure or inability of Lessor to collect or receive any rentals due upon any such reletting, shall not relieve Tenant Lessee of its liability liabilities and obligations hereunder, all of which shall survive any such termination, repossession or reletting: (a) the termination of this Lease pursuant to Section 17.1, (b) the repossession of the Property, (c) the failure of Landlord, notwithstanding reasonable good faith efforts, to relet the Property, (d) the reletting of all or any portion thereof, nor (e) the failure of Landlord to collect or receive any rentals due upon . If any such reletting. In the event of any such terminationtermination occurs, Tenant Lessee shall forthwith pay to Landlord Lessor all Rent due and payable with respect to the Leased Property to, to and including, including the date of such termination. Thereafter, Tenant : Lessee shall forthwith pay to LandlordLessor, at LandlordLessor's option, as and for liquidated and agreed current damages for TenantLessee's default, and not as a penaltyDefault, either: (ai) the sum of: (iA) the worth at the time of award of the unpaid Rent which had been earned at the time of termination, (iiB) 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 unpaid Rent rental loss that Tenant Lessee proves could have been reasonably avoided, (iiiC) 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 unpaid Rent rental loss that Tenant Lessee proves could be reasonably avoided, andplus (ivD) any other amount necessary to compensate Landlord 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. In making the above determinationsAs used in clauses (i) and (ii) above, the "worth at the time of the award" in subsections (i) and (iii) shall be determined computed by the court having jurisdiction thereof including allowing interest at the Overdue Rate and Rate. As used in clause (iii) above, the "worth at the time of the award" in subsection (iii) shall be determined computed by the court having jurisdiction thereof using a discount rate equal to discounting such amount at the discount rate of the Federal Reserve Bank of San Francisco at the time of the award plus one two percent (12%) and ). For purposes of determining the Percentage worth at the time of the award, Additional Rent that would have been payable for the remainder of the Term shall be deemed to be the greater of (y) the same as the Additional Rent for the then-then current Fiscal Lease Year or, if not determinable, the immediately preceding Fiscal Lease Year, for the remainder of the Term, or ; and (z) such other amount as either party Lessor shall prove demonstrate could reasonably could have been earned during the remainder of the Term earned. or any portion thereof; or (bii) without termination of TenantLessee's right to possession of the Leased Property, each installment of said Rent and other sums payable by Tenant Lessee to Landlord Lessor under the Lease as the same becomes due and payable, which Rent and other sums shall bear together with interest at the Overdue Rate from the date when due until paid, and Landlord Lessor may enforce, by action or otherwise, any other term or covenant of this Lease.

Damages. None of (i) the following events termination of this Master Lease, (ii) the repossession of the Property, (iii) the failure of Landlord to relet the Property or any portion thereof, (iv) the reletting of all or any portion of the Property, or (v) the inability of Landlord to collect or receive any rentals due upon any such reletting, shall relieve Tenant of its liability liabilities and obligations hereunder, all of which shall survive any such termination, repossession or reletting: (a) . Landlord and Tenant agree that Landlord shall have no obligation to 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 pursuant occurs (whether or not Landlord terminates Tenant’s right to Section 17.1, (b) the repossession possession of the Property, (c) the failure of Landlord, notwithstanding reasonable good faith efforts, to relet the Property, (d) the reletting of all or any portion thereof, nor (e) the failure of Landlord to collect or receive any rentals due upon any such reletting. In the event of any such termination), Tenant shall forthwith pay to Landlord all Rent due and payable with respect under this Master Lease, to the Property to, and including, including the date of such termination. Thereafter, Thereafter Tenant shall forthwith pay to Landlord, at Landlord's ’s option, as and for liquidated and agreed upon current damages for Tenant's default, and not as a penaltythe 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,termination to the extent not previously paid by Tenant under this Section 13.3; plus (ii) the worth at the time of award of the amount by which the of unpaid Base Rent which would have been earned after termination until the time of award exceeds the amount of such unpaid Rent that Tenant proves could have been reasonably avoided,award; plus (iii) the worth at the time of award of the amount by which of the unpaid Base Rent for the balance of the Term after the time of award exceeds the amount of such unpaid Rent that Tenant proves could be reasonably avoided, andaward; plus (iv) any other amount necessary to compensate Landlord for all the detriment proximately caused by ▇▇▇▇▇▇'s Tenant’s failure to perform its obligations under this Master Lease or which in the ordinary course of things would be likely to 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 all reasonable costs and expenses of reletting the Property, including, but not limited to, all brokerage, advertising, repairs and other similar expenses reasonably necessary to secure new tenants for the Property. In making As used in the above determinationsforegoing clauses (i), (ii) and (iii), the "“worth at the time of the award" in subsections (i) and (iii) ” shall be determined computed by the court having jurisdiction thereof including allowing interest at the Overdue Rate and from the "date when due to the date paid. As used in Section 13.3(a)(iii), the “worth at the time of the award" in subsection (iii) ” shall be determined computed by the court having jurisdiction thereof using a discount rate equal to discounting such amount at the discount rate of the Federal Reserve Bank of San Francisco New York at the time of the award plus one percent (1%) and the Percentage Rent shall be deemed to be the same as for the then-current Fiscal Year or, if not determinable, the immediately preceding Fiscal Year, for the remainder of the Term, or such other amount as either party shall prove reasonably could have been earned during the remainder of the Term or any portion thereof); or (b) without termination regardless of whether ▇▇▇▇▇▇▇▇ chooses to terminate Tenant's ’s right to possession of the PropertyProperty (whether or not Landlord terminates the Master Lease), each installment of said Rent and other sums payable by Tenant to Landlord under the this Master Lease as the same becomes due and payable, which Rent and other sums shall bear 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 LeaseMaster Lease and Landlord may at any time thereafter terminate ▇▇▇▇▇▇’s right to possession of the Property and seek damages under subparagraph (a) hereof, to the extent not already paid for by Tenant under this subparagraph (b).

Damages. None of the following events shall relieve Tenant of its liability and obligations hereunder, all of which shall survive any such termination, repossession or reletting: (a) the termination of this Lease pursuant to ------- Section 17.116.1, (b) the b)the repossession of the Leased Property, (c) the failure of ------------ Landlord, notwithstanding reasonable good faith efforts, to relet the Leased Property, (d) the reletting of all or any portion thereof, nor (e) the failure of Landlord to collect or receive any rentals due upon any such reletting, shall relieve Tenant of its liability and obligations hereunder, all of which shall survive any such termination, repossession or reletting. In the event of any such termination, Tenant shall forthwith pay to Landlord all Rent due and payable with respect to the Leased Property 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 Tenant's default, and not as a penalty, 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, (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 unpaid Rent 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 unpaid Rent rental loss that Tenant proves could be reasonably avoided, and (iv) any other amount necessary to compensate Landlord for all the detriment proximately caused by ▇▇▇▇▇▇Tenant's failure to perform its obligations under this Lease or which in the ordinary course of things would be likely to result therefrom. In making the above determinations, the "worth at the time of the award" in subsections (i) and (iii) shall be determined by the court having jurisdiction thereof including interest at the Overdue Rate and the "worth at the time of the award" in subsection (iii) award shall be determined by the court having jurisdiction thereof using a discount rate equal to the discount rate of the Federal Reserve Bank of San Francisco at the time of the award Federal Funds Rate plus one percent (1%) and the Percentage Additional Rent shall be deemed to be the same as for the then-current Fiscal Year or, if not determinable, the immediately preceding Fiscal Year, for the remainder of the Term, or such other amount as either party shall prove reasonably could have been earned eamed during the remainder of the Term or any portion thereof; or (b) without termination of Tenant's right to possession of the Leased Property, each installment of said Rent and other sums payable by Tenant to Landlord under the 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 enforce, by action or otherwise, any other term or covenant of this Lease. Landlord may ▇▇▇ repeatedly to collect such damages from time to time.

Damages. None Tenant shall be liable for and pay all damages arising from any Event of the following events shall relieve Tenant of its liability and obligations hereunder, all of which shall survive any such termination, repossession or reletting: (a) the termination of Default. Landlord may ▇▇▇ periodically for damages as they accrue without barring a later action for further damages. If this Lease pursuant or Tenant’s right of possession is terminated due to Section 17.1an Event of Default, (b) the repossession of the Propertysuch damages shall specifically include, (c) the failure of Landlord, notwithstanding reasonable good faith efforts, to relet the Property, (d) the reletting of all or any portion thereof, nor (e) the failure of Landlord to collect or receive any rentals due upon any such reletting. In the event of any such termination, Tenant shall forthwith pay to Landlord all Rent due and payable with respect to the Property but not be limited 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 Tenant's default, and not as a penalty, either: (a) the sum of: (i) the worth at the time of award of the any unpaid Rent which had been earned at the time of termination,such termination of the Lease or possession; plus (iib) the worth at the time of award of the amount by which the unpaid Rent which would have been earned after termination of the Lease or possession until the time of award exceeds the amount of such unpaid Rent loss that Tenant proves could have been reasonably avoided,; plus (iiic) 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 unpaid Rent loss that Tenant proves could be reasonably avoided, and; plus (ivd) the worth at the time of award of any other amount necessary to compensate Landlord for including but not limited to, all legal expenses and other related costs incurred by Landlord; the detriment proximately caused unamortized portion of any rent abatement, tenant improvement costs and leasing commission paid or incurred by ▇▇▇▇▇▇'s failure Landlord related to perform its obligations under the then current Term of this Lease (amortized evenly over the then current Term with 8% interest); all costs incurred by Landlord in restoring the Premises to good order and condition, or which in remodeling, renovating or otherwise preparing the ordinary course of things would be likely to result therefrom. In making Premises for reletting; all other costs incurred by Landlord in reletting the above determinationsPremises, including, without limitation, any brokerage commissions and legal fees; and interest and late charges as herein provided. (e) the "“worth at the time of the award" ” referred to in subsections Paragraphs (i) a), (b), and (iiid) shall be determined by the court having jurisdiction thereof including above will additionally include interest at the Overdue Rate and the "Default Rate. The “worth at the time of award” referred to in Paragraph (c) will be computed by discounting the award" in subsection (iii) shall be determined by the court having jurisdiction thereof using a discount rate equal to amount at the discount rate of the Federal Reserve Bank of San Francisco in effect at the time of award. (f) Landlord shall not be obligated to relet the award plus one percent (1%) and the Percentage Rent shall be deemed Premises to be the same as for the then-current Fiscal Year a particular tenant, or, if not determinable, in the immediately preceding Fiscal Yearevent of any such reletting, for refusal or failure to collect any rent due upon such reletting; and no such refusal or failure shall operate to relieve Tenant of any liability under this Lease or otherwise affect any such liability. If there is other unleased space in the remainder of Building, Landlord shall have no obligation to attempt to relet the Term, or Premises prior to leasing such other amount as either party shall prove reasonably could have been earned during space in the remainder of the Term or any portion thereof; or (b) without termination of Tenant's right to possession of the Property, each installment of said Rent and other sums payable by Tenant to Landlord under the 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 enforce, by action or otherwise, any other term or covenant of this LeaseBuilding.

Damages. None of (a) the following events termination of this Lease (either in whole ------- or in respect of any Individual Leased Property or Properties), (b) the repossession of the Leased Property (either in whole or in respect of any Individual Leased Property or Properties), (c) the failure of Lessor to relet all or any portion of the Leased Property, nor (d) the reletting of all or any portion thereof, shall relieve Tenant Lessee of its liability and obligations hereunder, all of which shall survive any such termination, repossession or reletting: (a) the termination of this Lease pursuant to Section 17.1, (b) the repossession of the Property, (c) the failure of Landlord, notwithstanding reasonable good faith efforts, to relet the Property, (d) the reletting of all or any portion thereof, nor (e) the failure of Landlord to collect or receive any rentals due upon any such reletting. In the event of any such termination, Tenant Lessee shall forthwith pay to Landlord Lessor all Rent due and payable with respect to the Leased Property to, to and including, including the date of such termination. Thereafter, Tenant Lessee shall forthwith pay to LandlordLessor, at LandlordLessor's option, as and for liquidated and agreed current damages for TenantLessee's default, and not as a penalty, either: (a) Without termination of Lessee's right to possession of the Leased Property, each installment of Rent and other sums payable by Lessee to Lessor under the Lease as the same becomes due and payable, which Rent and other sums shall bear interest at the Overdue Rate, and Lessor may enforce, by action or otherwise, any other term or covenant of this Lease; or (b) the sum of: (i1) the worth at the time of award of the unpaid Rent which had been earned at the time of termination,, repossession or reletting, and (ii2) the worth (computed by discounting such amount at the discount rate of the Federal Reserve Bank of New York 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 unpaid Rent that Tenant proves could have been reasonably avoided, (iiiplus 1%) the worth at the time of award termination, repossession or reletting of the amount by which the unpaid Rent for the balance of the Term after the time of award termination, repossession or reletting, exceeds the amount of such unpaid Rent rental loss that Tenant Lessee proves could be reasonably avoided, and (iv3) any other amount necessary to compensate Landlord 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. In making Percentage Rent for the above determinations, the "worth at the time purposes of the award" in subsections (i) and (iii) this Section 16.3 shall be determined by the court having jurisdiction thereof including interest at the Overdue Rate and the "worth at the time of the award" in subsection (iii) shall be determined by the court having jurisdiction thereof using a discount rate sum equal to the discount rate average of the Federal Reserve Bank annual amounts of San Francisco at the time of the award plus one percent (1%) and the Percentage Rent shall be deemed to be the same as for the then-current three Fiscal Years immediately preceding the Fiscal Year orin which the termination, re-entry or repossession takes place, or if three Fiscal Years shall not determinablehave elapsed, the immediately average of the Percentage Rent during the preceding Fiscal Year, for the remainder of the Term, or such other amount as either party shall prove reasonably could have been earned Years during the remainder of the Term or any portion thereof; or (b) without termination of Tenant's right to possession of the Property, each installment of said Rent and other sums payable by Tenant to Landlord under which the 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 enforce, by action or otherwise, any other term or covenant of this Leasewas in effect.

Damages. None Neither (a) the termination of this Lease, (b) the repossession of the following events Leased Property, (c) the failure of Lessor to relet the Leased Property, nor (d) the reletting of all or any portion thereof, shall relieve Tenant Lessee of its liability and obligations hereunder, all of which shall survive any such termination, repossession or reletting: (a) the termination of this Lease pursuant to Section 17.1, (b) the repossession of the Property, (c) the failure of Landlord, notwithstanding reasonable good faith efforts, to relet the Property, (d) the reletting of all or any portion thereof, nor (e) the failure of Landlord to collect or receive any rentals due upon any such reletting. In the event of any such termination, Tenant Lessee shall forthwith pay to Landlord Lessor all Rent due and payable with respect to the Leased Property to, to and including, including the date of such termination. Thereafter, Tenant Lessee shall forthwith pay to LandlordLessor, at LandlordLessor's option, as and for liquidated and agreed current damages for TenantLessee's default, and not as a penalty, either: (a1) the sum of: (i) the worth at the time of award of the unpaid Rent which had been earned at the time of termination, (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 unpaid Rent 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 unpaid Rent that Tenant proves could be reasonably avoided, and (iv) any other amount necessary to compensate Landlord for all the detriment proximately caused by ▇▇▇▇▇▇'s failure to perform its obligations under this Lease or which in the ordinary course of things would be likely to result therefrom. In making the above determinations, the "worth at the time of the award" in subsections (i) and (iii) shall be determined by the court having jurisdiction thereof including interest at the Overdue Rate and the "worth at the time of the award" in subsection (iii) shall be determined by the court having jurisdiction thereof using a discount rate equal to the discount rate of the Federal Reserve Bank of San Francisco at the time of the award plus one percent (1%) and the Percentage Rent shall be deemed to be the same as for the then-current Fiscal Year or, if not determinable, the immediately preceding Fiscal Year, for the remainder of the Term, or such other amount as either party shall prove reasonably could have been earned during the remainder of the Term or any portion thereof; or (b) without Without termination of TenantLessee's right to possession of the Leased Property, each installment of said Rent and other sums payable by Tenant Lessee to Landlord Lessor under the 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 paidRate, and Landlord Lessor may enforce, by action or otherwise, any other term or covenant of this Lease; or (2) the sum of: (A) the unpaid Rent which had been earned at the time of termination, repossession or reletting, and Lease Agreement Ashford TRS Corporation (B) the worth at the time of termination, repossession or reletting of the amount by which the unpaid Rent for the balance of the Term after the time of termination, repossession or reletting, exceeds the amount of such rental loss that Lessee proves could be reasonably avoided, and (C) 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. The worth at the time of termination, repossession or reletting of the amount referred to in subparagraph (B) is computed by discounting such amount at the discount rate of the Federal Reserve Bank of New York at the time of award plus 1%. Rent for the purposes of this SECTION 16.3 shall be a sum equal to (i) the average of the annual amounts of the greater of the Base Rent or Percentage Rent for the three Fiscal Years immediately preceding the Fiscal Year in which the termination, re-entry or repossession takes place, or (ii) if three Fiscal Years shall not have elapsed, the average of the greater of the Base Rent or Percentage Rent during the preceding Fiscal Years during which the Lease was in effect, or (iii) if one Fiscal Year has not elapsed, the amount derived by annualizing the greater of the Base Rent or Percentage Rent from the effective date of this Lease.

Damages. None 22.1 If, as a result of the following events occurrence of any Event of Default (and as provided in section 21.1 above), this Lease is terminated or Landlord shall relieve Tenant of its liability and obligations hereunderreenter the Leased Premises, all of which shall survive any such termination, repossession or reletting: then: (a) Tenant shall pay to Landlord all rent (including Base Rent and additional rent of all kinds) and other charges (including late charges and interest, if any, as provided in section 3.7 above) payable under this Lease by Tenant to Landlord to the date upon which (i) this Lease shall have terminated or (ii) Landlord shall have reentered the Leased Premises, whichever shall have first occurred, and (b) Tenant shall pay to Landlord any deficiency (hereafter called the "Deficiency") between the rent (including Base Rent and additional rent of all kinds) reserved in this Lease for the period which otherwise would have constituted the remainder of the Term after the date referred to in paragraph (a) above and the net amount, if any, of rents collected under any reletting effected pursuant to the provisions of section 21.1(c) above 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 pursuant and/or Landlord's reentry upon the Leased Premises, all repossession costs, brokerage commissions, legal expenses, attorney fees, alteration costs, and other expenses of preparing the Leased Premises for such reletting). (1) Any such Deficiency shall be paid in monthly installments by Tenant on the days specified in this Lease for payment of installments of rent and Landlord shall be entitled to Section 17.1recover from Tenant each monthly Deficiency as the same shall arise (including late charges and interest, (b) the repossession of the Propertyif any, (c) the failure of Landlordas provided in section 3.7 above), notwithstanding reasonable good faith efforts, to relet the Property, (d) the reletting of all or any portion thereof, nor (e) the failure of Landlord and no suit to collect such amounts for any month shall prejudice Landlord's right to collect the Deficiency for any subsequent month by a similar proceeding. (2) Whether or receive not Landlord shall have collected any rentals due upon any such reletting. In the event monthly Deficiency as aforesaid, in lieu of any such termination, subsequent Deficiency installments Tenant shall forthwith pay to Landlord all Rent due and payable with respect to the Property to, and including, the date of such termination. Thereafter, Tenant shall forthwith pay to Landlord, at Landlord's optionon demand, as and for liquidated and agreed current damages for Tenant's defaultfinal damages, and not as a penalty, 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, (ii) the worth at the time of award of equal to the amount by which the unpaid rent (including Base Rent which would have been earned after termination until and additional rent of all kinds) reserved in this Lease for the time of award exceeds the amount of such unpaid Rent that Tenant proves could have been reasonably avoided, (iii) the worth period which, at the time of award of such demand, otherwise would have constituted the amount by which the unpaid Rent for the balance unexpired portion of the Term after the time of award exceeds the amount then fair and reasonable rental value of the Leased Premises for the same period. If, before presentation of proof of such unpaid Rent that Tenant proves could be reasonably avoidedliquidated damages to any court, and (iv) commission, or tribunal, the Leased Premises, or any other amount necessary to compensate part thereof, shall have been relet by Landlord for all the detriment proximately caused by ▇▇▇▇▇▇'s failure to perform its obligations under this Lease or period which in otherwise would have constituted the ordinary course of things would be likely to result therefrom. In making the above determinations, the "worth at the time of the award" in subsections (i) and (iii) shall be determined by the court having jurisdiction thereof including interest at the Overdue Rate and the "worth at the time of the award" in subsection (iii) shall be determined by the court having jurisdiction thereof using a discount rate equal to the discount rate of the Federal Reserve Bank of San Francisco at the time of the award plus one percent (1%) and the Percentage Rent shall be deemed to be the same as for the then-current Fiscal Year or, if not determinable, the immediately preceding Fiscal Year, for the remainder unexpired portion of the Term, or any part thereof, the amount of rent reserved upon such other amount as either party reletting shall prove reasonably could have been earned be deemed, prima facie, to be the fair and reasonable rental value for the part or the whole of the Leased Premises so relet during the remainder term of the Term reletting. Solely for the purposes of this section 22.1(b)(2), the term "rent" as used in such section shall mean the rent in effect immediately prior to the date upon which demand under this section 22.1(b)(2) is made. 22.2 If the Leased Premises, or any portion part thereof; or (b) without termination , shall be relet together with other space in the Building, the rents collected or reserved under any such reletting and the expenses of Tenant's right any such reletting shall be equitably apportioned for the purposes of this article 22. Tenant shall in no event be entitled to possession of any rents collected or payable under any reletting, whether or not such rents shall exceed the Property, each installment of said Rent and other sums payable by Tenant to Landlord rent provided under the 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 enforce, by action or otherwise, any other term or covenant of this Lease. 22.3 Nothing contained in articles 20, 21, or this article shall be deemed to limit or preclude (i) the application to damages of the Security Deposit provided in section 4.1 above or (ii) the recovery by Landlord from Tenant of the maximum amount allowed to be obtained as damages under applicable law or of any sums or damages to which Landlord may be entitled in addition to the damages set forth in section 22.1 above.

Damages. None 23.01 If this Sublease and the Term shall expire and come to an end as provided in Section 21 or by or under any summary proceedings or any other action or proceedings, or if Sublessor shall re-enter the Subleased Premises as provided in Section 22 or by or under any summary proceeding or any other action or proceedings, then, in any of said events: (i) Subtenant shall pay to Sublessor all Fixed Rent, Additional Rent and other charges payable under this Sublease by Subtenant to Sublessor to the date upon which this Sublease and the Term shall have expired and come to an end or to the date of re-entry upon the Subleased Premises by Sublessor, as the case may be; and (ii) Subtenant shall also be liable for and shall pay to Sublessor, as damages, any deficiency (referred to as "Deficiency") between the Fixed Rent and Additional Rent reserved in this Sublease for the period which otherwise would have constituted the unexpired portion of the following events shall relieve Tenant Term, and the net amount, if any, of its liability and obligations hereunder, rents collected under any reletting effected pursuant to the provisions of Section 23.01 for any part of such period (first deducting from the rents collected under any such reletting all of which shall survive any such termination, repossession or reletting: (a) Sublessor's expenses in connection with the termination of this Lease pursuant Sublease or Sublessor's re-entry upon the Subleased Premises and such reletting including, but not limited to, all repossession costs, brokerage commissions, legal expenses, attorneys' fees, alteration costs and other expenses of preparing the Subleased Premises for such reletting). Any such Deficiency shall be paid in monthly installments by Subtenant on the days specified in this Sublease for payment of installments of Fixed Rent. Sublessor shall be entitled to Section 17.1recover from Subtenant each monthly Deficiency as the same shall arise, (b) and no suit to collect the repossession amount of the Property, (c) the failure of Landlord, notwithstanding reasonable good faith efforts, to relet the Property, (d) the reletting of all or Deficiency for any portion thereof, nor (e) the failure of Landlord month shall prejudice Sublessor's right to collect the Deficiency for any subsequent month by a similar proceeding; or (iii) At any time after the Term shall have expired and come to an end or receive Sublessor shall have re-entered upon the Subleased Premises, as the case may be, whether or not Sublessor shall have collected any rentals due upon any such reletting. In the event of any such terminationDeficiency as aforesaid, Tenant Sublessor shall forthwith be entitled to recover from Subtenant, and Subtenant shall pay to Landlord all Rent due and payable with respect to the Property toSublessor, and including, the date of such termination. Thereafter, Tenant shall forthwith pay to Landlord, at Landlord's optionon demand, as and for liquidated and agreed current damages for Tenant's defaultfinal damages, and not as a penalty, 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, (ii) the worth at the time of award of equal to the amount by which the unpaid Fixed Rent and Additional Rent reserved in this Sublease for the period which otherwise would have been earned after termination until constituted the time of award exceeds the amount of such unpaid Rent 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 unexpired portion of the Term after the time of award exceeds the amount fair and reasonable rental value of such unpaid Rent that Tenant proves could be reasonably avoidedthe Subleased Premises for the same period. If, and (iv) any other amount necessary to compensate Landlord for all the detriment proximately caused by ▇▇▇▇▇▇'s failure to perform its obligations under this Lease or which in the ordinary course before presentation of things would be likely to result therefrom. In making the above determinationsproof of such, the Subleased Premises, or any part thereof, shall have been relet by Sublessor in an "worth at the time of the awardarms length" in subsections (i) and (iii) shall be determined by the court having jurisdiction thereof including interest at the Overdue Rate and the "worth at the time of the award" in subsection (iii) shall be determined by the court having jurisdiction thereof using a discount rate equal to the discount rate of the Federal Reserve Bank of San Francisco at the time of the award plus one percent (1%) and the Percentage Rent shall be deemed to be the same as for the then-current Fiscal Year or, if not determinable, the immediately preceding Fiscal Yeartransaction, for the remainder period which otherwise would have constituted the unexpired portion of the Term, or any part thereof, the amount of rent reserved upon such other amount as either party reletting shall prove reasonably could have been earned be deemed, prima facie, to be the fair and reasonable rental value for the part of the whole of the Subleased Premises so relet during the remainder term of the reletting. Subtenant's payment of liquidated and agreed final damages as hereinabove provided shall be reduced by the rent actually received by Sublessor upon such reletting. 23.02 Subtenant 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 Sublease. Solely for the purposes of this Section 23, the terms Fixed Rent as used in Section 23 shall mean the Fixed Rent in effect immediately prior to the date upon which this Sublease and the Term shall have expired and come to an end, or the date of re-entry upon Subleased Premises by Sublessor, as the case may be, plus any portion thereof; or Additional Rent, pursuant to the provisions of Section 5 payable for the Lease Year immediately preceding such event (bor if less than twelve (12) without termination of Tenant's right to possession months have elasped since the Commencement Date, all of the Propertycalendar months immediately preceding such termination, each installment as annualized to reflect a full calendar year). Nothing contained in Sections 21 or 22 or this Section 23 shall be deemed to limit or preclude the recovery by Sublessor from Subtenant of said Rent and other the maximum amount allowed to be obtained as damages by any statute or rule of law, or of any sums payable by Tenant or damages to Landlord under which Sublessor may be entitled in addition to the 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 enforce, by action or otherwise, any other term or covenant of damages set forth in this LeaseSection 23.

Damages. None (i) In the event this Lease is terminated in accordance with the provisions of Section 7.2(a)(i), Tenant shall remain liable to Landlord for damages in an amount equal to the Base Rent and any Additional Rent and any other sums due hereunder as of the following events shall relieve Tenant date of its liability and obligations hereunder, all of which shall survive any such termination, repossession or reletting: (a) the termination of this Lease pursuant to Section 17.1, (b) plus the repossession Base and any Additional Rent which would have been owing by Tenant hereunder for the balance of the PropertyTerm (collectively, the “Aggregate Gross Rent”) had this Lease not been terminated, less the net proceeds, if any, received as a result of any reletting of the Premises by Landlord subsequent to such termination, after deducting all of Landlord’s expenses including, without limitation, all repossession costs, brokerage commissions, legal expenses, reasonable attorneys’ fees, expenses of employees, alteration and repair costs and expenses of preparation for such reletting (ccollectively, the “Reletting Costs”). Landlord shall use reasonable efforts to relet the Premises but shall not be obligated to: (1) attempt to relet the failure Premises 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, 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, notwithstanding reasonable good faith efforts, to relet the Property, (d) the reletting of all or any portion thereof, nor (e) the failure of Landlord to collect or receive any rentals due upon any such reletting. In in the event of any such terminationthis Lease is so terminated, Tenant Landlord shall be entitled to recover forthwith pay to Landlord all Rent due and payable with respect to the Property to, and including, the date of such termination. Thereafter, Tenant shall forthwith pay to Landlord, at Landlord's optionagainst Tenant, as and for liquidated and agreed current damages for Tenant's default, and not as a penalty, either: (a) the sum of: (i) the worth at the time of award then value of the unpaid Aggregate Gross Rent which had been earned at and Reletting Costs less the time of termination, (ii) the worth at the time of award aggregate rental value of the amount by which the unpaid Rent which Premises for what otherwise would have been earned after termination until the time of award exceeds the amount of such unpaid Rent 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 unexpired balance of the Term after the time of award exceeds the amount of such unpaid Rent that Tenant proves could be reasonably avoided, and (iv) any other amount necessary to compensate Landlord for all the detriment proximately caused by ▇▇▇▇▇▇'s failure to perform its obligations under this Lease or which in the ordinary course of things would be likely to result therefrom. In making the above determinations, the "worth at the time of the award" in subsections (i) and (iii) shall be determined by the court having jurisdiction thereof including interest at the Overdue Rate and the "worth at the time of the award" in subsection (iii) shall be determined by the court having jurisdiction thereof using a discount rate equal to the discount rate of the Federal Reserve Bank of San Francisco at the time of the award plus one percent (1%) and the Percentage Rent shall be deemed to be the same as for the then-current Fiscal Year or, if not determinable, the immediately preceding Fiscal Year, for the remainder of the Term, or such other amount as either party discounted to present value at a rate of eight percent (8%) per annum. In the event Landlord shall prove reasonably could relet the Premises for the period which otherwise would have been earned during constituted the remainder unexpired portion of the Term (or any portion part thereof; or (b) without termination ), the amount of Tenant's right to possession of the Property, each installment of said 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 under the Lease as Base Rent and any Additional Rent which would be payable hereunder if such repossession had not occurred, less the same becomes net proceeds received by Landlord, if any, of any reletting of the Premises 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 and payableLandlord, monthly, on the days on which Rent and other sums shall bear 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 Overdue Rate rate applicable to judgments in Colorado, from the date when the abated installment of Rent would have been due and payable but for the abatement until paid, and Landlord may enforce, the date recovered by action or otherwise, any other term or covenant of this LeaseLandlord.

Damages. None of the following events shall relieve Tenant of its liability and obligations hereunder, all of which shall survive any such termination, repossession or reletting: (a) the termination of this Lease pursuant to Section 17.1, (b) the repossession of the Property, (c) the failure of Landlord, notwithstanding reasonable good faith efforts, to relet the Property, (d) the reletting of all or any portion thereof, nor (e) the failure of Landlord to collect or receive any rentals due upon any such reletting. In the event of any Upon such termination, Tenant shall forthwith pay to the Landlord all the Rent due and payable with respect up to the Property to, and including, the date time of such termination. Thereafter, Tenant shall forthwith also pay to LandlordLandlord monthly on the days on which Basic Rent would have been payable, at as damages for Tenant's default, the amount by which: (1) the amount of Rent which would be payable under this Lease by Tenant if this Lease were still in effect, exceeds (2) the net proceeds of any reletting, after deduction of all Landlord's optionreasonable reletting expenses, including, without limitation, all repossession costs, brokerage commissions, legal expenses, attorneys' fees, alteration costs, and expenses of preparation for such reletting. At any time after such termination, in lieu of collecting the monthly difference as aforesaid, Landlord shall be entitled to recover from Tenant on demand, as and for liquidated and agreed current damages for Tenant's defaultDefault, and not as a penalty, either:the difference between (a1) the sum of: (i) the worth at the time of award of the unpaid Rent which had been earned at the time of termination, (ii) the worth at the time of award of the amount by which the unpaid aggregate Rent which would have been earned after payable under this Lease by Tenant from the date of such termination until the time Stated Expiration Date, less (2) the fair and reasonable rental value of award exceeds 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 reserved upon such unpaid Rent that Tenant proves could have been reasonably avoided, (iii) reletting shall be prima facie the worth 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 to prove and obtain as liquidated damages by reason of such termination an amount equal to the maximum allowed by any statute or rule of law in effect at the time of award of when, and governing the proceedings in which, such damages are to be proved, whether or not such amount by which the unpaid Rent for the balance of the Term after the time of award exceeds be greater, equal to, or less than the amount of such unpaid Rent that Tenant proves could be reasonably avoided, and (iv) any other amount necessary the difference referred to compensate Landlord for all the detriment proximately caused by ▇▇▇▇▇▇'s failure to perform its obligations under this Lease or which in the ordinary course of things would be likely to result therefrom. In making the above determinations, the "worth at the time of the award" in subsections (i) and (iii) shall be determined by the court having jurisdiction thereof including interest at the Overdue Rate and the "worth at the time of the award" in subsection (iii) shall be determined by the court having jurisdiction thereof using a discount rate equal to the discount rate of the Federal Reserve Bank of San Francisco at the time of the award plus one percent (1%) and the Percentage Rent shall be deemed to be the same as for the then-current Fiscal Year or, if not determinable, the immediately preceding Fiscal Year, for the remainder of the Term, or such other amount as either party shall prove reasonably could have been earned during the remainder of the Term or any portion thereof; or (b) without termination of Tenant's right to possession of the Property, each installment of said Rent and other sums payable by Tenant to Landlord under the 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 enforce, by action or otherwise, any other term or covenant of this Leaseabove.

Damages. None Neither (a) the termination of this Lease (which shall not include the expiration of the following events Term pursuant to the express provisions hereof), (b) the repossession of the Leased Property, (c) the failure of Lessor to relet the Leased Property, nor (d) the reletting of all or any portion thereof, shall relieve Tenant Lessee of its liability and obligations hereunder, all of which shall survive any such termination, repossession or reletting: (a) the termination of this Lease pursuant to Section 17.1, (b) the repossession of the Property, (c) the failure of Landlord, notwithstanding reasonable good faith efforts, to relet the Property, (d) the reletting of all or any portion thereof, nor (e) the failure of Landlord to collect or receive any rentals due upon any such reletting. In the event of any such termination, Tenant Lessee shall forthwith pay to Landlord Lessor all Rent due and payable with respect to the Leased Property to, to and including, including the date of such termination. Thereafter, Tenant Lessor shall use commercially reasonable efforts to relet the Leased Property and Lessee’s obligations to Lessor under this Lease. Lessee shall forthwith pay to LandlordLessor, at Landlord's Lessor’s option, as and for liquidated and agreed current damages for Tenant's Lessee’s default, and not as a penalty, either: (a1) Without termination of Lessee’s right to possession of the Leased Property, each installment of rent and other sums payable by Lessee to Lessor under the Lease as the same becomes due and payable, which rent and other sums shall bear interest at the rate of 12% per annum until paid, and Lessor may enforce, by action or otherwise, any other term or covenant of this Lease; or (2) the sum of: (iA) the worth at the time of award of the unpaid Rent rent which had been earned at the time of termination,, repossession or reletting, and (iiB) the worth at the time of award termination, repossession or reletting 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 unpaid Rent that Tenant proves could have been reasonably avoided, (iii) the worth at the time of award of the amount by which the unpaid Rent rent for the balance of the Term after the time of award termination, repossession or reletting, exceeds the amount of such unpaid Rent rental loss that Tenant Lessee proves could be reasonably avoided, and (ivC) any other amount necessary to compensate Landlord Lessor for all the detriment proximately caused by ▇▇▇▇▇▇'s Lessee’s failure to perform its obligations under this Lease or which in the ordinary course of things would be likely to result therefrom. In making the above determinations, the "The worth at the time of the award" in subsections (i) and (iii) shall be determined by the court having jurisdiction thereof including interest at the Overdue Rate and the "worth at the time termination, repossession or reletting of the award" amount referred to in subsection subparagraph (iiiB) shall be determined is computed by the court having jurisdiction thereof using a discount rate equal to discounting such amount at the discount rate of the Federal Reserve Bank of San Francisco New York at the time of the award plus one percent (1%. Percentage Rent for the purposes of this Section 16.3 shall be a sum equal to (i) and the average of the annual amounts of Percentage Rent for the three calendar years immediately preceding the calendar year in which the termination, re-entry or repossession takes place, or (ii) if three calendar years shall not have elapsed, the Percentage Rent shall be deemed to be during the same as for the then-current Fiscal Year orpreceding calendar year during which this Lease was in effect, or (iii) if one calendar year has not determinableelapsed, the immediately preceding Fiscal Year, for amount derived by annualizing the remainder of the Term, or such other amount as either party shall prove reasonably could have been earned during the remainder of the Term or any portion thereof; or (b) without termination of Tenant's right to possession of the Property, each installment of said Percentage Rent and other sums payable by Tenant to Landlord under the Lease as the same becomes due and payable, which Rent and other sums shall bear interest at the Overdue Rate from the effective date when due until paid, and Landlord may enforce, by action or otherwise, any other term or covenant of this Lease.

Damages. None of the following events shall relieve Tenant of its liability and obligations hereunder, all of which shall survive any Notwithstanding such termination, repossession or reletting: (a) the termination of this Lease pursuant to Section 17.1, (b) the repossession of the Property, (c) the failure of Landlord, notwithstanding reasonable good faith efforts, to relet the Property, (d) the reletting of all or any portion thereof, nor (e) the failure of Landlord to collect or receive any rentals due upon any such reletting. In the event of any such reentry and/or termination, Tenant shall forthwith pay immediately be liable to Landlord all Rent due and payable with respect to the Property 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 Tenant's default, and not as a penalty, either: (a) the sum of: of the following: (i) the worth at the time of award of the unpaid all rent (whether Annual Net Rent which had been earned at the time of termination, or Additional Rent) then in arrears; (ii) all other liabilities of Tenant and damages sustained by Landlord as a result of Tenant's Default, including but not limited to, the worth at reasonable costs of reletting 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 unpaid Rent that Tenant proves could have been reasonably avoided, Premises and any broker's commissions payable as a result thereof; (iii) all of Landlord's costs and expenses (including reasonable counsel fees) in connection with such Default and recovery of possession; (iv) the worth at difference between the time of award of the amount by which the unpaid rent reserved under this Lease (Net Annual Rent and Additional Rent) for the balance of the Term after term and the time fair rental value of award exceeds the Premises for the balance of the term to be determined as of the date of reentry; or at Landlord's option in lieu thereof, Tenant shall pay the amount of the rent (Net Annual Rent or Additional Rent) reserved under this Lease at the times herein stipulated for payment of such unpaid Rent that Tenant proves could rent for the balance of the term, less any amount received by Landlord during such period from others to whom the Premises may be reasonably avoidedrented on such terms and conditions and at such rentals as Landlord, and in its sole discretion, shall deem proper; and (ivv) any other amount necessary to compensate Landlord for all the detriment proximately caused damages recoverable by ▇▇▇▇▇▇'s failure to perform its obligations under this Lease or which in the ordinary course of things would be likely to result therefromlaw. In making the above determinations, the "worth at the time of the award" in subsections (i) and (iii) shall be determined by the court having jurisdiction thereof including interest at the Overdue Rate and the "worth at the time of the award" in subsection (iii) shall be determined by the court having jurisdiction thereof using a discount rate equal event Landlord brings any action against Tenant to the discount rate of the Federal Reserve Bank of San Francisco at the time of the award plus one percent (1%) and the Percentage Rent shall be deemed to be the same as for the then-current Fiscal Year or, if not determinable, the immediately preceding Fiscal Year, for the remainder of the Term, or such other amount as either party shall prove reasonably could have been earned during the remainder of the Term or any portion thereof; or (b) without termination of Tenant's right to possession of the Property, each installment of said Rent and other sums payable enforce compliance by Tenant to Landlord under the 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 enforce, by action with any covenant or otherwise, any other term or covenant condition of this Lease, including the covenant to pay rent (Net Annual Rent or Additional Rent), and it is judicially determined that Tenant has defaulted in performing or complying with any such covenant or condition, then and in such event, Tenant shall pay to Landlord all costs and expenses incurred by Landlord in bringing and prosecuting such action against Tenant, including a reasonable attorney's fee.

Damages. None of the following events shall relieve Tenant of its liability and obligations hereunder, all of which shall survive any such termination, repossession or reletting: (a) the termination of this Lease pursuant to Section 17.1, (b) the repossession of the Property, (c) the failure of Landlord, notwithstanding reasonable good faith efforts, to relet the Property, (d) the reletting of all or any portion thereof, nor (e) the failure of Landlord to collect or receive any rentals due upon any such reletting. In the event of any such terminationthis Sublease is terminated pursuant to Subparagraph 14(b)(ii) above, Tenant or otherwise, Sublandlord shall forthwith pay be entitled to Landlord all Rent due and payable with respect to damages in the Property 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 Tenant's default, and not as a penalty, eitherfollowing sums: (aA) the sum of: (i) the The worth at the time of award of the unpaid Rent rent which had has been earned at the time of termination,; plus (iiB) the The worth at the time of award of the amount by which the unpaid Rent rent which would have been earned after termination until the time of award exceeds the amount of such unpaid Rent rental loss that Tenant Subtenant proves could have been reasonably avoided,; plus (iiiC) the The worth at the time of award of the amount by which the unpaid Rent rent for the balance of the Term term after the time of award exceeds the amount of such unpaid Rent rental loss that Tenant Subtenant proves could be reasonably avoided, ; and (ivD) any Any other amount necessary to compensate Landlord Sublandlord for all the detriment proximately caused by ▇▇▇▇▇▇Subtenant's failure to perform its Subtenant's obligations under this Lease Sublease, or which in the ordinary course of things would be likely to result therefrom. In making the above determinations, the . (E) The "worth at the time of the award" of the amounts referred to in subsections Subparagraphs (iA) and (iiiB) shall be determined of this Subparagraph 14(b)(iii), is computed by the court having jurisdiction thereof including allowing interest at the Overdue Rate and the Permitted Rate. The "worth at the time of the award" of the amounts referred to in subsection Subparagraph (iiiC) shall be determined of this subparagraph 14(b)(iii) is computed by the court having jurisdiction thereof using a discount rate equal to discounting such amount at the discount rate of the Federal Reserve Bank Board of San Francisco at the time of the award plus one percent (1%). The term "rent," as used in this Paragraph 14, shall include all sums required to be paid by Subtenant to Sublandlord pursuant to the terms of this Sublease. (c) and the Percentage Rent Sublandlord shall be deemed in default under this Sublease hereunder if Sublandlord breaches an agreement, or fails to perform an obligation required of Sublandlord within ten (10) days after notice in the case of a monetary obligation, or thirty (30) days after notice in the case of a nonmonetary obligation; provided, however, that if the nature of a nonmonetary obligation of Sublandlord is such that more than thirty (30) days are reasonably required for performance, then Sublandlord shall not be in default if Sublandlord commences performance within such thirty (30) day period and thereafter diligently prosecutes the same to completion. If Sublandlord breaches any agreement in this Sublease or fails to make any payment or perform any other act on its part to be the same as for the then-current Fiscal Year orperformed under this Sublease, provided that Subtenant has delivered to Sublandlord (and Sublandlord's Lender, if not determinablerequired) written notice of such default and Sublandlord (or Sublandlord's Lender, if required) has failed to cure such default within the immediately preceding Fiscal Yeartime period required under this Section 14(c), for Subtenant may make such payment or cure such performance or breach to the remainder extent Subtenant deems desirable and, in connection therewith, pay reasonable expenses and employ counsel. All sums reasonably advanced by Subtenant on Sublandlord's behalf, any delinquent sums owed by Sublandlord to Subtenant under any provision of the Termthis Sublease, or such other amount as either party shall prove reasonably could have been earned during the remainder of the Term or any portion thereof; or (b) without termination of Tenant's right to possession of the Propertyand all penalties, each installment of said Rent interest and other sums costs in connection therewith, including reasonable attorneys' fees and collection costs, shall be due and payable by Tenant to Landlord under the Lease as the same becomes due and payableSublandlord on written demand, which Rent and other sums shall bear together with interest at the Overdue Rate thereon from the date when due until paid, and Landlord may enforce, by action or otherwise, any other term or covenant of this Leasedelinquency at the Permitted Rate.

Damages. None of (A) the following events termination of this Lease pursuant 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 Tenant the Lessee of its liability and obligations hereunder, all of which shall survive any such termination, repossession or reletting: (a) the termination of this Lease pursuant to Section 17.1, (b) the repossession of the Property, (c) the failure of Landlord, notwithstanding reasonable good faith efforts, to relet the Property, (d) the reletting of all or any portion thereof, nor (e) the failure of Landlord to collect or receive any rentals due upon . In any such reletting. In event, the event of any such termination, Tenant Lessee shall forthwith pay to Landlord the Lessor all Rent due and payable with respect to the Leased Property to, to and including, including the date of such termination, repossession or eviction. Thereafter, Tenant the Lessee shall forthwith pay to Landlordthe Lessor, at Landlordthe Lessor's option, as and for liquidated and agreed current damages for Tenant's default, and not as a penalty, either: (aI) the sum of: : (iX) 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 at (calculated in the time of award of the unpaid Rent which had been earned at the time of termination, (iimanner stated below) 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 unpaid Rent 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 later to occur of award the termination, repossession or eviction exceeds the amount fair market rental value of such unpaid Rent that Tenant proves could be reasonably avoidedthe Leased Property for the balance of the Term, and plus (ivZ) any other amount necessary to compensate Landlord the Lessor for all the detriment damage proximately caused by ▇▇▇▇▇▇the Lessee's failure to perform its obligations under this the Lease Obligations or which in the ordinary course of things would be likely to result therefrom. In making the above determinations, the "worth at the time of the award" in subsections (i) and (iii) shall be determined by the court having jurisdiction thereof including interest at the Overdue Rate and the "worth at the time of the award" in subsection (iii) shall be determined by the court having jurisdiction thereof using a discount rate equal to the discount rate of the Federal Reserve Bank of San Francisco at the time of the award plus one percent (1%) and the Percentage Rent shall be deemed to be the same as for the then-current Fiscal Year or, if not determinable, the immediately preceding Fiscal Year, for the remainder of the Term, or such other amount as either party shall prove reasonably could have been earned during the remainder of the Term or any portion thereof; or (bII) without termination each payment of Tenant's right to possession of the Property, each installment of said Rent and other sums payable by Tenant to Landlord under the Lease as the same becomes would have become due and payablepayable 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 and other sums Rent, to the extent permitted by law, shall bear interest at the Overdue Rate from the date when due until the date paid, and Landlord 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, 95 106 if the Lessor is operating the Leased Property for its own account, the actual Cash Flow of the Leased Property. In making the determinations described in subparagraph (i) above, the "worth" of unpaid Rent shall be determined by a court having jurisdiction thereof using the lowest rate of capitalization (highest present worth) reasonably applicable at the time of such determination and allowed by applicable law.

Damages. None of (A) the following events termination of this Lease pursuant to Section 16.2, (B) the eviction of the Lessee or the repossession of the Leased Property, (C) the failure or inability of the 105 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 Tenant the Lessee of its liability and obligations hereunder, all of which shall survive any such termination, repossession or reletting: (a) the termination of this Lease pursuant to Section 17.1, (b) the repossession of the Property, (c) the failure of Landlord, notwithstanding reasonable good faith efforts, to relet the Property, (d) the reletting of all or any portion thereof, nor (e) the failure of Landlord to collect or receive any rentals due upon . In any such reletting. In event, the event of any such termination, Tenant Lessee shall forthwith pay to Landlord the Lessor all Rent due and payable with respect to the Leased Property to, to and including, including the date of such termination, repossession or eviction. Thereafter, Tenant the Lessee shall forthwith pay to Landlordthe Lessor, at Landlordthe Lessor's option, as and for liquidated and agreed current damages for Tenant's default, and not as a penalty, either: (aI) the sum of: : (iX) 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 at (calculated in the time of award of the unpaid Rent which had been earned at the time of termination, (iimanner stated below) 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 unpaid Rent 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 later to occur of award the termination, repossession or eviction exceeds the amount fair market rental value of such unpaid Rent that Tenant proves could be reasonably avoidedthe Leased Property for the balance of the Term, and plus (ivZ) any other amount necessary to compensate Landlord the Lessor for all the detriment damage proximately caused by ▇▇▇▇▇▇the Lessee's failure to perform its obligations under this the Lease Obligations or which in the ordinary course of things would be likely to result therefrom. In making the above determinations, the "worth at the time of the award" in subsections (i) and (iii) shall be determined by the court having jurisdiction thereof including interest at the Overdue Rate and the "worth at the time of the award" in subsection (iii) shall be determined by the court having jurisdiction thereof using a discount rate equal to the discount rate of the Federal Reserve Bank of San Francisco at the time of the award plus one percent (1%) and the Percentage Rent shall be deemed to be the same as for the then-current Fiscal Year or, if not determinable, the immediately preceding Fiscal Year, for the remainder of the Term, or such other amount as either party shall prove reasonably could have been earned during the remainder of the Term or any portion thereof; or (bII) without termination each payment of Tenant's right to possession of the Property, each installment of said Rent and other sums payable by Tenant to Landlord under the Lease as the same becomes would have become due and payablepayable 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 and other sums Rent, to the extent permitted by law, shall bear interest at the Overdue Rate from the date when due until the date paid, and Landlord 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 own account, the actual Cash Flow of the Leased Property. In making the determinations described in subparagraph (i) above, the "worth" of unpaid Rent shall be determined by a court having jurisdiction thereof using the lowest rate of capitalization (highest present worth) reasonably applicable at the time of such determination and allowed by applicable law.

Damages. None Landlord may elect, whether this Lease or Tenant's possession is terminated or not, to recover damages from the Tenant in accordance with either of the following events shall relieve Tenant of its liability and obligations hereunder, all of which shall survive any such termination, repossession or reletting: (a) the termination of this Lease pursuant to Section 17.1, (b) the repossession of the Property, (c) the failure of Landlord, notwithstanding reasonable good faith efforts, to relet the Property, (d) the reletting of all or any portion thereof, nor (e) the failure of Landlord to collect or receive any rentals due upon any such reletting. In the event of any such termination, Tenant shall forthwith pay to Landlord all Rent due and payable with respect to the Property 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 Tenant's default, and not as a penalty, eitherprovisions: (a) the sum of: (i) the worth at the time of award The present value of the unpaid Rent which had been earned at the time of termination, (ii) the worth at the time of award entire amount of the amount by which the unpaid Rent which would have been earned after termination until become due and payable during the time of award exceeds the amount of such unpaid Rent 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 remainder of the Term after of this Lease, in which event Tenant agrees to pay the time of award exceeds the amount of same at once, together with all Rent theretofore due, at Landlord's address as provided herein; provided, however, that such unpaid Rent that Tenant proves could be reasonably avoidedpayment shall not constitute a penalty or forfeiture or liquidated damages, and (iv) any other amount necessary to compensate Landlord for all the detriment proximately caused by ▇▇▇▇▇▇'s failure to perform its obligations under this Lease or which but shall constitute payment in the ordinary course of things would be likely to result therefrom. In making the above determinations, the "worth at the time advance of the award" in subsections (i) and (iii) shall be determined by the court having jurisdiction thereof including interest at the Overdue Rate and the "worth at the time of the award" in subsection (iii) shall be determined by the court having jurisdiction thereof using a discount rate equal to the discount rate of the Federal Reserve Bank of San Francisco at the time of the award plus one percent (1%) and the Percentage Rent shall be deemed to be the same as for the then-current Fiscal Year or, if not determinable, the immediately preceding Fiscal Year, for the remainder of the 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 173(a), then same shall be Landlord's sole remedy for such other amount as either party shall prove reasonably could have been earned during the remainder of the Term or any portion thereofdefault; or (b) without termination of Tenant's right sums equal to possession of the Property, each installment of said Rent and other sums which would have been payable by Tenant to Landlord under in accordance with the Lease payable upon the due dates as set forth in the same becomes due Lease through the Expiration Date of this Lease. Lawsuits for the recovery of such damages, or any installments thereof, may be brought by Landlord from time to time at its election, and payable, which Rent and other sums nothing contained herein shall bear interest at the Overdue Rate from be deemed to require Landlord to postpone suit until the date when due until paidthe Term of this Lease would have expired, and nor limit or preclude recovery by Landlord against Tenant of any sums or damages which, in addition to the damages particularly provided above, Landlord may enforcelawfully be entitled by reason or any default hereunder on the part of Tenant. All remedies of Landlord provided for herein, by action or otherwiseotherwise at law or in equity, any other term or covenant of this Leaseshall be cumulative and concurrent.

Damages. None Neither (a) the termination of this Lease, (b) the repossession of the following events Leased Property, (c) the failure of Lessor to relet the Leased Property, nor (d) the reletting of all or any portion thereof, shall relieve Tenant Lessee of its Lessee's liability and obligations hereunder, all of which shall survive any such termination, repossession or reletting: (a) reletting to the termination of this Lease pursuant to Section 17.1, (b) the repossession of the Property, (c) the failure of Landlord, notwithstanding reasonable good faith efforts, to relet the Property, (d) the reletting of all or any portion thereof, nor (e) the failure of Landlord to collect or receive any rentals due upon any such relettingmaximum extent permitted by law. In the event of any such termination, Tenant Lessee shall forthwith pay to Landlord Lessor all Rent due and payable with respect to the Leased Property to, to and including, including the date of such termination. ThereafterIn addition, Tenant Lessee shall forthwith pay to LandlordLessor, at LandlordLessor's option, as and for liquidated and agreed current damages for TenantLessee's default, and not as a penalty, either: (a1) the sum of: (i) the worth at the time of award of the unpaid Rent which had been earned at the time of termination, (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 unpaid Rent 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 unpaid Rent that Tenant proves could be reasonably avoided, and (iv) any other amount necessary to compensate Landlord for all the detriment proximately caused by ▇▇▇▇▇▇'s failure to perform its obligations under this Lease or which in the ordinary course of things would be likely to result therefrom. In making the above determinations, the "worth at the time of the award" in subsections (i) and (iii) shall be determined by the court having jurisdiction thereof including interest at the Overdue Rate and the "worth at the time of the award" in subsection (iii) shall be determined by the court having jurisdiction thereof using a discount rate equal to the discount rate of the Federal Reserve Bank of San Francisco at the time of the award plus one percent (1%) and the Percentage Rent shall be deemed to be the same as for the then-current Fiscal Year or, if not determinable, the immediately preceding Fiscal Year, for the remainder of the Term, or such other amount as either party shall prove reasonably could have been earned during the remainder of the Term or any portion thereof; or (b) without Without termination of TenantLessee's right to possession of the Leased Property, each installment of said Rent (including Percentage Rent as determined below) and other sums payable by Tenant Lessee to Landlord Lessor under the 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 paidpaid or otherwise discharged, and Landlord Lessor may enforce, by action or otherwise, any other term or covenant of this Lease; or (2) the sum of: (A) the unpaid Rent which had been earned at the time of termination, repossession or reletting, and (B) the worth at the time of termination, repossession or reletting of the amount by which the unpaid Rent for the balance of the Term after the time of termination, repossession or reletting, exceeds the amount of such rental loss that Lessee proves could be reasonably avoided and as reduced for rentals received after the time of termination, repossession or reletting, if and to the extent required by applicable law, and (C) any other amount necessary to compensate Lessor for all the detriment proximately caused by Lessee's failure to perform Lessee's obligations under this Lease or which in the ordinary course of things, would be likely to result therefrom. The worth at the time of termination, repossession or reletting of the amount referred to in subparagraph (B) is 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%).

Damages. None of the following events shall relieve Tenant of its liability and obligations hereunder, all of which shall survive any such termination, repossession or reletting: (a) the Notwithstanding termination of this Lease and reentry by Landlord pursuant to Section 17.118, (b) the repossession of the Property, (c) the failure of Landlord, notwithstanding reasonable good faith efforts, Landlord shall be entitled to relet the Property, (d) the reletting of all or any portion thereof, nor (e) the failure of Landlord to collect or receive any rentals due upon any such reletting. In the event of any such termination, Tenant shall forthwith pay to Landlord all Rent due and payable with respect to the Property 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 recover from Tenant's default, and not as a penalty, either: (a) the sum of: (i) the 19.4.1 The worth at the time of an award (including interest at the rate set forth in Section 33.8), of the any unpaid Rent rent which had been earned at by Landlord prior to the time of termination,; plus [*CONFIDENTIAL TREATMENT HAS BEEN REQUESTED AS TO CERTAIN PORTIONS OF THIS DOCUMENT. EACH SUCH PORTION, WHICH HAS BEEN OMITTED HEREIN AND REPLACED WITH A SERIES OF THREE ASTERISKS IN BRACKETS [***], HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.] (ii) the 19.4.2 The worth at the time of an award (including interest at the rate set forth in Section 33.8), of the amount by which the unpaid Rent rent which would have been earned after termination until the time of an award exceeds the amount of such unpaid Rent loss of rent that Tenant proves could have been reasonably avoided,; plus (iii) the 19.4.3 The worth at the time of an award of the amount by which the unpaid Rent rent and additional rent for the balance of the Term after the time term of award this Lease (as extended, if at all prior to termination) exceeds the amount of such unpaid Rent loss of rent and additional rent that Tenant proves could have been reasonably avoided (including interest at the rate set forth in Section 33.8 from the date of the award until paid). Such worth of the time of award shall be reasonably avoidedcomputed at the discount rate of the Federal Reserve Bank of San Francisco, andor successor Federal Reserve Bank, on the date of termination; plus (iv) 19.4.4 The unamortized amount, over the initial Term, of any abated rent at the commencement of the Term and the unamortized Allowance plus brokers commissions and other costs incurred by Landlord in connection with this Lease; plus 19.4.5 Any other amount necessary to compensate Landlord for all the detriment damage proximately caused by ▇▇▇▇▇▇'s Tenant’s failure to perform its Tenant’s obligations under this Lease or which in the ordinary course of things would be likely to result therefrom. In making the above determinations, the "worth at the time of the award" in subsections (i) and (iii) shall be determined by the court having jurisdiction thereof including interest at the Overdue Rate and the "worth at the time of the award" in subsection (iii) shall be determined by the court having jurisdiction thereof using a discount rate equal to the discount rate of the Federal Reserve Bank of San Francisco at the time of the award plus one percent (1%) and the Percentage Rent shall be deemed to be the same as for the then-current Fiscal Year or, if not determinable, the immediately preceding Fiscal Year, for the remainder of the Term, or such other amount as either party shall prove reasonably could have been earned during the remainder of the Term or any portion thereof; or (b) without termination of Tenant's right to possession of the Property, each installment of said Rent and other sums payable by Tenant to Landlord under the 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 enforce, by action or otherwise, any other term or covenant of this Lease.

Damages. None of the following events shall relieve Tenant of its liability and obligations hereunder, all of which shall survive any such termination, repossession or reletting: (a) the termination of this Lease pursuant to Section 17.1, (b) the repossession of the Property, (c) the failure of Landlord, notwithstanding reasonable good faith efforts, to relet the Property, (d) the reletting of all or any portion thereof, nor (e) the failure of Landlord to collect or receive any rentals due upon any such reletting. In the event of any such termination, Tenant termination Lessee shall forthwith pay to Landlord all Lessor the Rent due and payable with respect up to the Property to, and including, the date time of such termination. ThereafterLessee shall remain liable for, Tenant and shall forthwith pay on the days originally fixed for such payment hereunder, the full amount of all Basic Rent and Additional Rent as if this Lease had not been terminated; PROVIDED, HOWEVER, if Lessor relets the Premises, there shall be credited against such obligation the amount actually received by Lessor each month from such lessee after first deducting all costs and expenses incurred by Lessor in connection with reletting the Premises. Lessee further agrees to pay to LandlordLessor, at Landlord's optionon demand, as and for liquidated and agreed current damages for TenantLessee's default, and the amount (discounted to present value at a discount rate equal to the then-current yield on United States Treasury securities with a maturity closest to what would have been the last day of the Term if this Lease had not as a penalty, eitherbeen terminated) by which: (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, (ii) the worth at the time of award of the amount by which the unpaid aggregate Rent which would have been earned after payable under this Lease by Lessee from the date of such termination until what would have been the time last day of award exceeds the Term but for such termination, EXCEEDS (b) the greater of (i) the fair and reasonable rental value of the Premises for the same period, less Lessor's reasonable estimate of expenses to be incurred in connection with reletting the Premises, including, without limitation, all repossession costs, brokerage commissions, legal expenses, reasonable attorneys' fees, alteration costs, and expenses of preparation for such reletting, or (ii) the sum of (A) the amount actually received by Lessor from reletting the Premises (if any), and (B) the amount actually received by Lessor from Lessee pursuant to the preceding paragraph of this Section (if any). If the Premises or any part thereof are relet by Lessor for the period prior to what would have been the last day of the Term but for such termination, or any portion thereof, the amount of rent 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. In lieu of any other damages hereunder, Lessor may by written notice to Lessee, at any time within one (1) year after this Lease is so terminated, elect to recover, and Lessee shall pay as full and final liquidated damages, an amount equal to (i) the Basic Rent and Additional Rent accrued under Sections 3.0 and 5.0 hereof respectively in the twelve (12) months ending on the effective date of such termination, PLUS (ii) all Basic Rent and Additional Rent which was unpaid Rent that Tenant proves could have been reasonably avoided, as of the effective date of such termination, LESS (iii) the worth amount received by Lessor pursuant to the foregoing provisions of this Section 14.4 prior to the time of payment by Lessee of such liquidated damages. Nothing herein contained shall limit or prejudice the right of Lessor to prove and obtain as liquidated damages by reason of such termination, an amount equal to the maximum allowed by any statute or rule of law in effect at the time of award of when, and governing the proceedings in which, such damages are to be proved, whether or not such amount by which the unpaid Rent for the balance of the Term after the time of award exceeds be greater, equal to, or less than the amount of such unpaid Rent that Tenant proves could be reasonably avoided, and (iv) any other amount necessary the difference referred to compensate Landlord for all the detriment proximately caused by ▇▇▇▇▇▇'s failure to perform its obligations under this Lease or which in the ordinary course of things would be likely to result therefrom. In making the above determinations, the "worth at the time of the award" in subsections (i) and (iii) shall be determined by the court having jurisdiction thereof including interest at the Overdue Rate and the "worth at the time of the award" in subsection (iii) shall be determined by the court having jurisdiction thereof using a discount rate equal to the discount rate of the Federal Reserve Bank of San Francisco at the time of the award plus one percent (1%) and the Percentage Rent shall be deemed to be the same as for the then-current Fiscal Year or, if not determinable, the immediately preceding Fiscal Year, for the remainder of the Term, or such other amount as either party shall prove reasonably could have been earned during the remainder of the Term or any portion thereof; or (b) without termination of Tenant's right to possession of the Property, each installment of said Rent and other sums payable by Tenant to Landlord under the 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 enforce, by action or otherwise, any other term or covenant of this Leaseabove.

Damages. None Neither (i) the termination of this Lease pursuant to. Section 16.1, (ii) the repossession of the following events 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 Tenant Lessee of its liability and obligations hereunder, all of which shall survive any such termination, repossession or reletting: reletting (a) the termination of this Lease pursuant to Section 17.1, (b) the repossession of the Property, (c) the failure of Landlord, notwithstanding reasonable good faith efforts, to relet the Property, (d) the reletting of all or any portion thereof, nor (e) the failure of Landlord to collect or receive any rentals due upon any such relettingexcept for proceeds received on subletting). In the event of any such termination, Tenant Lessee shall forthwith pay to Landlord Lessor all Rent due and payable with respect to the Leased Property to, to and including, 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 Tenant's default, and not as a penalty, either:. (a) Lessor shall not be deemed to have terminated this Lease unless Lessor delivers written Notice to Lessee of such election. If Lessor voluntarily elects to terminate this Lease upon an Event of Default, then in addition to all remedies available to Lessor, Lessor may recover the sum of: (i) the worth at the time of award of the unpaid Rent which had been earned at the time of termination,; (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 unpaid Rent rental loss that Tenant 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 unpaid Rent rental loss that Tenant Lessee proves could be reasonably avoided, ; and (iv) any other amount necessary to compensate Landlord 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. In making the above determinations, the The "worth at the time of the award" of the amounts referred to in subsections subparagraphs (i) and (iiiii) shall be determined above is computed by the court having jurisdiction thereof including allowing interest at the Overdue Rate and the "Rate. The worth at the time of award of the award" amount referred to in subsection subparagraph (iii) shall be determined is computed by the court having jurisdiction thereof using a discount rate equal to discounting such amount at the discount rate of the Federal Reserve Bank of San Francisco at the time of the award plus one percent (11 %) and the Percentage Rent shall be deemed to be the same as for the then-current Fiscal Year or, if not determinable, the immediately preceding Fiscal Year, for the remainder of the Term, or such other amount as either party shall prove reasonably could have been earned during the remainder of the Term or any portion thereof; or (b) without termination of Tenant's right to possession of the Property, each installment of said Rent and other sums payable by Tenant to Landlord under the 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 enforce, by action or otherwise, any other term or covenant of this Lease).

Damages. None (i) The termination of this Lease with respect to any one or more of the following events Facilities; (ii) the repossession of the Leased Property and Capital Additions of any 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 Tenant Lessee of its liability liabilities and obligations hereunder, all of which shall survive any such termination, repossession or reletting: (a) the termination of this Lease pursuant to Section 17.1, (b) the repossession of the Property, (c) the failure of Landlord, notwithstanding reasonable good faith efforts, to relet the Property, (d) the reletting of all or any portion thereof, nor (e) the failure of Landlord to collect or receive any rentals due upon . If any such reletting. In the event of any such terminationtermination occurs, Tenant Lessee shall forthwith pay to Landlord Lessor all Rent due and payable with respect to the Property to, Facility terminated to and including, including the date of such termination. Thereafter, Tenant following any such termination, Lessee shall forthwith pay to LandlordLessor, at LandlordLessor's option, as and for liquidated and agreed current damages for Tenant's defaultan Event of Default by Lessee, and not as a penalty, either: (a) the sum of: (ia) the worth at the time of award of the unpaid Rent which had been earned at the time of terminationtermination with respect to the terminated Facility, (iib) the worth at the time of award of the amount by which the unpaid Rent which would have been earned after termination with respect to the terminated Facility until the time of award exceeds the amount of such unpaid Rent rental loss that Tenant Lessee proves could have been reasonably avoided, (iiic) 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 unpaid Rent rental loss that Tenant Lessee proves could be reasonably avoided, andplus (ivd) any other amount necessary to compensate Landlord 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. In making the above determinationsAs used in clauses (a) and (b) above, the "worth at the time of the award" in subsections (i) and (iii) shall be determined computed by the court having jurisdiction thereof including allowing interest at the Overdue Rate and Rate. As used in clause (c) above, the "worth at the time of the award" in subsection (iii) shall be determined computed by the court having jurisdiction thereof using a discount rate equal to discounting such amount at the discount rate of the Federal Reserve Bank of San Francisco at the time of the award plus one percent One Percent (1%) and the Percentage Rent shall be deemed to be the same as for the then-current Fiscal Year or). Alternatively, if Lessor does not determinableelect to terminate this Lease with respect to any Facility, the immediately preceding Fiscal Yearthen Lessee shall pay to Lessor, at Lessor's option, as and for the remainder agreed damages for such Event of the Term, or such other amount as either party shall prove reasonably could have been earned during the remainder of the Term or any portion thereof; or (b) Default without termination of TenantLessee's right to possession of the PropertyLeased Property and any Capital Additions or any portion thereof, each installment of said Rent and other sums payable by Tenant Lessee to Landlord Lessor under the Lease as the same becomes due and payable, which Rent and other sums shall bear together with interest at the Overdue Rate from the date when due until paid, and Landlord Lessor may enforce, by action or otherwise, any other term or covenant of this Lease.

Damages. None (i) The termination of this Lease; (ii) the repossession of the following events 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 Tenant Lessee of its liability liabilities and obligations hereunder, all of which shall survive any such termination, repossession or reletting: (a) . In addition, the termination of this Lease pursuant shall not relieve Lessee of its liabilities and obligations hereunder that are intended to survive the termination of this Lease, including, without limitation, the obligations set forth in this Section 17.116.3 and Sections 16.5, (b) the repossession of the Property23, (c) the failure of Landlord, notwithstanding reasonable good faith efforts, to relet the Property, (d) the reletting of all or any portion thereof, nor (e) the failure of Landlord to collect or receive any rentals due upon 36.4 and 44.1.6. If any such reletting. In the event of any such terminationtermination occurs, Tenant Lessee shall forthwith pay to Landlord Lessor all Rent due and payable with respect to the Property to, and including, including the date of such termination. Thereafter, Tenant following any such termination, Lessee shall forthwith pay to LandlordLessor, at Landlord's Lessor’s option, as and for liquidated and agreed current damages for Tenant's defaultan Event of Default by Lessee, and not as a penalty, either: (a) the sum of: (ia) the worth at the time of award of the unpaid Rent which had been earned at the time of termination, (iib) 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 unpaid Rent rental loss that Tenant Lessee proves could have been reasonably avoided, (iiic) 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 unpaid Rent rental loss that Tenant Lessee proves could be reasonably avoided, andplus (ivd) any other amount necessary to compensate Landlord Lessor for all the detriment proximately caused by ▇▇▇▇▇▇'s Lessee’s failure to perform its obligations under this Lease or which in the ordinary course of things would be likely to result therefrom. In making the above determinationsAs used in clauses (a) and (b) above, the "“worth at the time of the award" in subsections (i) and (iii) ” shall be determined computed by the court having jurisdiction thereof including allowing interest at the Overdue Rate and Rate. As used in clause (c) above, the "“worth at the time of the award" in subsection (iii) ” shall be determined computed by the court having jurisdiction thereof using a discount rate equal to discounting such amount at the discount rate of the Federal Reserve Bank of San Francisco at the time of the award plus one percent One Percent (1%) and the Percentage Rent shall be deemed to be the same as for the then-current Fiscal Year or). Alternatively, if Lessor does not determinableelect to terminate this Lease, the immediately preceding Fiscal Yearthen Lessee shall pay to Lessor, at Lessor’s option, as and for the remainder agreed damages for such Event of the Term, or such other amount as either party shall prove reasonably could have been earned during the remainder of the Term or any portion thereof; or (b) Default without termination of Tenant's Lessee’s right to possession of the PropertyLeased Property and any Capital Additions or any portion thereof, each installment of said Rent and other sums payable by Tenant Lessee to Landlord Lessor under the this Lease as the same becomes due and payable, which Rent and other sums shall bear together with interest at the Overdue Rate from the date when due until paid, and Landlord Lessor may enforce, by action or otherwise, any other term or covenant of this Lease.

Damages. None Neither (i) the termination of this Lease pursuant to Section 16.1, (ii) the repossession of the following events 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 Tenant Lessee of its liability and obligations hereunder, all of which shall survive any such termination, repossession or reletting: reletting (a) the termination of this Lease pursuant to Section 17.1, (b) the repossession of the Property, (c) the failure of Landlord, notwithstanding reasonable good faith efforts, to relet the Property, (d) the reletting of all or any portion thereof, nor (e) the failure of Landlord to collect or receive any rentals due upon any such relettingexcept for proceeds received on subletting). In the event of any such termination, Tenant Lessee shall forthwith pay to Landlord Lessor all Rent due and payable with respect to the Leased Property to, to and including, 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 Tenant's default, and not as a penalty, either:. (a) Lessor shall not be deemed to have terminated this Lease unless Lessor delivers written Notice to Lessee of such election. If Lessee voluntarily elects to terminate this Lease upon an Event of Default, then in addition to all remedies available to Lessor, Lessor may recover the sum of: (i) the worth at the time of award of the unpaid Rent which had been earned at the time of termination,; (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 unpaid Rent rental loss that Tenant 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 unpaid Rent rental loss that Tenant Lessee proves could be reasonably avoided, ; and (iv) any other amount necessary to compensate Landlord 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. In making the above determinations, the The "worth at the time of the award" of the amounts referred to in subsections subparagraphs (i) and (iiiii) shall be determined above is computed by the court having jurisdiction thereof including allowing interest at the Overdue Rate and the "Rate. The worth at the time of award of the award" amount referred to in subsection subparagraph (iii) shall be determined is computed by the court having jurisdiction thereof using a discount rate equal to discounting such amount at the discount rate of the Federal Reserve Bank of San Francisco at the time of the award plus one percent (1%) and the Percentage Rent shall be deemed to be the same as for the then-current Fiscal Year or, if not determinable, the immediately preceding Fiscal Year, for the remainder of the Term, or such other amount as either party shall prove reasonably could have been earned during the remainder of the Term or any portion thereof; or (b) without termination of Tenant's right to possession of the Property, each installment of said Rent and other sums payable by Tenant to Landlord under the 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 enforce, by action or otherwise, any other term or covenant of this Lease).

Damages. None If Tenant fails to make any rental or Additional Rental or other payment required by the provisions of this Lease within 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 demised premises before the end of the following events term, Landlord shall relieve Tenant of its liability have the right at any time thereafter to elect to terminate this Lease and obligations Tenant's right to possession hereunder. The foregoing cure periods (including pursuant to Section 34.3(b)) shall run concurrently with, all of which and shall survive not be in addition to, any statutory cure periods. Upon such termination, repossession or reletting: (a) Landlord shall. have the termination of this Lease pursuant right to Section 17.1, (b) the repossession of the Property, (c) the failure of Landlord, notwithstanding reasonable good faith efforts, to relet the Property, (d) the reletting of all or any portion thereof, nor (e) the failure of Landlord to collect or receive any rentals due upon any such reletting. In the event of any such termination, Tenant shall forthwith pay to Landlord all Rent due and payable with respect to the Property 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 recover against Tenant's default, and not as a penalty, either: (a) the sum of: (i) the The worth at the time of award of the unpaid Rent rent which had been earned at the time of termination,; (iib) the The worth at the time of award of the amount by which the unpaid Rent rent which would have been earned after termination until the time of award exceeds the amount of such unpaid Rent rental loss that Tenant proves could have been reasonably avoided,; (iiic) the The worth at the time of award of the amount by which the unpaid Rent rent for the balance of the Term term after the time of award exceeds the amount of such unpaid Rent rental loss that Tenant proves could be reasonably avoided, ; and (ivd) any Any other amount necessary to compensate Landlord for all the detriment proximately caused by ▇▇▇▇▇▇Tenant's failure to perform its obligations under this Lease or which in the ordinary course of things would be likely to result therefrom. In making the above determinations, the The "worth at the time of the award" of the amounts referred to in subsections subparagraphs (ia) and (iiib) above shall be determined computed by the court having jurisdiction thereof including allowing interest at the Overdue Rate and the "ten percent (10%) per annum. The worth at the time of award of the award" amount referred to in subsection subparagraph (iiic) shall be determined computed by the court having jurisdiction thereof using a discount rate equal to discounting such amount at the discount rate of the Federal Reserve Bank of San Francisco at the time of the award plus one percent (1%) and the Percentage Rent shall be deemed to be the same as for the then-current Fiscal Year or, if not determinable, the immediately preceding Fiscal Year, for the remainder of the Term, or such other amount as either party shall prove reasonably could have been earned during the remainder of the Term or any portion thereof; or (b) without termination of Tenant's right to possession of the Property, each installment of said Rent and other sums payable by Tenant to Landlord under the 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 enforce, by action or otherwise, any other term or covenant of this Lease).

Damages. None of the following events shall relieve Tenant of its liability and obligations hereunder, all of which shall survive any such termination, repossession or reletting: (a) the termination of If Landlord elects to terminate this Lease pursuant as provided III Section 18.1 above, Landlord shall be entitled to Section 17.1, (b) recover from Tenant the repossession of the Property, (c) the failure of Landlord, notwithstanding reasonable good faith efforts, to relet the Property, (d) the reletting of all or any portion thereof, nor (e) the failure of Landlord to collect or receive any rentals due upon any such reletting. In the event of any such termination, Tenant shall forthwith pay to Landlord all Rent due and payable with respect to the Property 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 Tenant's default, and not as a penalty, eitheraggregate of: (a) the sum of: (i) the The worth at the time of award of the unpaid Rent which had been rent and charges equivalent to rent earned at as of the time date of termination,the termination hereof; (iib) the The worth at the time of award of the amount by which the unpaid Rent rent and charges equivalent to rent which would have been earned after the date of termination hereof until the time of award exceeds the amount of such unpaid Rent rental loss that Tenant proves could have been reasonably avoided,; (iiic) the The worth at the time of award of the amount by which the unpaid Rent rent and charges equivalent to rent for the balance of the Term hereof after the time of award exceeds the amount of such unpaid Rent rental loss that Tenant proves could be have been reasonably avoided, and; (ivd) any Any other amount necessary to compensate Landlord for all the detriment proximately caused by ▇▇▇▇▇▇Tenant's failure to perform its obligations under this Lease or which which, in the ordinary course of things things, would be likely to result therefrom; and (e) Any other amount which Landlord may hereafter be permitted to recover from Tenant to compensate Landlord for the detriment caused by Tenant's default. In making For the above determinationspurposes of this Section, the "time of award" shall mean the date upon which the judgment in any action brought by Landlord against Tenant by reason of such default is entered or such earlier date as the court may determine; the "worth at the time of the award" of the amounts referred to in subsections (iSections 18.2(a) and (iii18.2(b) shall be determined computed by the court having jurisdiction thereof including allowing interest at the Overdue lesser of the Lease Rate plus three (3) percentage points or the maximum rate permitted by law; and the "worth at the time of the award" of the amount referred to in subsection (iiiSection 18.2(c) shall be determined computed by the court having jurisdiction thereof using a discount rate equal to discounting such amount at the discount rate of the Federal Reserve Bank of San Francisco at the time of the award plus one percent (1%l%) per annum. Tenant agrees that such charges shall be recoverable by Landlord under California Code of Civil Procedure Section 1174(b) or any similar, successor or related provision of law. Further, Tenant hereby waives the provisions of California Code of Civil Procedure Section 1174(c) and the Percentage Rent shall be deemed to be the same as for the then-current Fiscal Year or, if not determinable, the immediately preceding Fiscal Year, for the remainder of the Term, or such other amount as either party shall prove reasonably could have been earned during the remainder of the Term California Civil Code Section 1951.7 or any portion thereof; or (b) without termination other similar, successor or related provision of law providing for Tenant's right to possession satisfy any judgment in order to prevent a forfeiture of this Lease or requiring Landlord to deliver written notice to Tenant of any reletting of the Property, each installment Premises. No acts or efforts of said Rent and Landlord to mitigate damages caused by Tenant's breach or default shall be construed or operate to waive or reduce any damages or other sums payable recoverable by Tenant Landlord hereunder (provided, however, that Landlord shall under no circumstances be obligated to Landlord under the 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 enforce, by action or otherwise, so mitigate any other term or covenant of this Leasesuch damages).

Damages. None of the following events shall relieve Tenant of its liability and obligations hereunder, all of which shall survive any such termination, repossession or reletting: (a) the termination of this Lease pursuant to Section 17.1, (b) the repossession of the Property, (c) the failure of Landlord, notwithstanding reasonable good faith efforts, to relet the Property, (d) the reletting of all or any portion thereof, nor (e) the failure of Landlord to collect or receive any rentals due upon any such reletting. In the event of any such terminationthis Lease is terminated pursuant to Subparagraph 15.B.2 above, Tenant or otherwise, Landlord shall forthwith pay be entitled to Landlord all Rent due and payable with respect to damages in the Property 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 Tenant's default, and not as a penalty, eitherfollowing sums: (a) the sum of: (i) a. the worth at the time of award of the unpaid Rent rent which had has been earned at the time of termination,; plus (ii) b. the worth at the time of award of the amount by which the unpaid Rent rent which would have been earned after termination until the time of award exceeds the amount of such unpaid Rent rental loss that Tenant proves could have been reasonably avoided,; plus (iii) c. the worth at the time of award of the amount by which the unpaid Rent rent for the balance of the Term term after the time of award exceeds the amount of such unpaid Rent rental loss that Tenant proves could be reasonably avoided, ; and (iv) d. any other amount necessary to compensate Landlord for all the detriment proximately caused by ▇▇▇▇▇▇Tenant's failure to perform its Tenant's obligations under this Lease Lease, or which in the ordinary course of things would be likely to result therefrom. In making the above determinationstherefrom including, without limitation, the following: (i) expenses for cleaning, repairing or restoring the Premises; (ii) expenses for altering, remodeling or otherwise improving the Premises for the purpose of reletting, including installation of leasehold improvements (whether such installation be funded by a reduction of rent, direct payment or allowance to the succeeding lessee, or otherwise); (iii) real estate broker's fees, advertising costs and other expenses of reletting the Premises; (iv) costs of carrying the Premises such as taxes and insurance premiums thereon, utilities and security precautions; (v) expenses in retaking possession of the Premises; (vi) attorneys' fees and court costs; and (vii) any unamortized real estate brokerage commission paid in connection with this Lease. e. The "worth at the time of the award" of the amounts referred to in subsections Subparagraphs (ia) and (iiib) shall be determined of this Paragraph, is computed by the court having jurisdiction thereof including allowing interest at the Overdue Rate and the Permitted Rate. The "worth at the time of the award" of the amounts referred to in subsection Subparagraph (iiic) shall be determined of this Paragraph is computed by the court having jurisdiction thereof using a discount rate equal to discounting such amount at the discount rate of the Federal Reserve Bank Board of San Francisco at the time of the award plus one percent (1%) and the Percentage Rent ). The term "rent" as used in this Paragraph shall be deemed include all sums required to be the same as for the then-current Fiscal Year or, if not determinable, the immediately preceding Fiscal Year, for the remainder of the Term, or such other amount as either party shall prove reasonably could have been earned during the remainder of the Term or any portion thereof; or (b) without termination of Tenant's right to possession of the Property, each installment of said Rent and other sums payable paid by Tenant to Landlord under pursuant to the 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 enforce, by action or otherwise, any other term or covenant terms of this Lease.

Damages. None In the event of the following events shall relieve Tenant of its liability and obligations hereunder, all of which shall survive any such termination, repossession or reletting: (a) the termination of this Lease pursuant to Section 17.1, Article 19 (b) the repossession of the Property, (c) the failure of Landlord, notwithstanding reasonable good faith efforts, to relet the Property, (d) the reletting of all or any portion thereof, nor (e) the failure of Landlord to collect or receive any rentals due upon any such reletting. In the event of any such termination, Tenant shall forthwith pay to Landlord all Rent due and payable with respect to the Property 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 Tenant's default, and not as a penalty, either:"Default Termination"), (a) Landlord may recover from Tenant the sum total of: (i) the worth at the time of award of the unpaid Rent which had been fixed rent and additional rent earned at to the time date of termination,such Default Termination; (ii) the worth at the time of award of the amount by which the unpaid Rent fixed rent and additional rent which would have been earned after termination the date of such Default Termination until the time of award exceeds the amount of such unpaid Rent 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 fixed rent and additional rent which would have been earned for the balance of the Term term of this Lease after the time of award exceeds the amount of such unpaid Rent rental loss that Tenant proves could be have been reasonably avoided, and; (iv) any other amount necessary to compensate Landlord for all of the detriment proximately caused by ▇▇▇▇▇▇Tenant's failure to observe or perform any of its obligations covenants and agreements under this Lease or which in the ordinary course of things events would be likely to result therefrom. In making the above determinations, including, without limitation, the payment of the reasonable expenses incurred or paid by Landlord in re-entering and securing possession of the Premises and in the reletting thereof (including, without limitation, altering and preparing the Premises for new tenants and brokers' commission); and (v) at Landlord's election, such other amounts in addition to or in lieu of the foregoing as may be permitted from time to time under applicable California laws. (b) The "worth at the time of the award" in subsections is computed (i) in paragraphs (a)(i) and (iiiii) shall be determined above, by the court having jurisdiction thereof including allowing interest at the Overdue Rate and the "worth at the time rate of ten percent (10%) per annum (but in no event in excess of the award" maximum rate permitted by law) and (ii) in subsection paragraph (iiia)(iii) shall be determined above, by the court having jurisdiction thereof using a discount rate equal to discounting such amount at the discount rate of the Federal Reserve Bank of San Francisco at the time of the award plus one percent (1%). (c) For purposes of computing unpaid rental which would have accrued and become payable under this Lease, unpaid rental shall consist of the Percentage Rent shall be deemed to be sum of: (i) the same as total fixed rent for the then-current Fiscal Year or, if not determinable, the immediately preceding Fiscal Year, for the remainder balance of the Termterm, or such other amount as either party shall prove reasonably could have been earned during the remainder plus (ii) a computation of the Term or any portion thereof; or (b) without termination of Tenant's right to possession Share of the Property, each installment of said Rent and other sums payable by Tenant to Landlord additional rent due under the Lease including, without limitation, Tenant's share of operating expenses (including real estate taxes) for the balance of the term. For purposes of computing increases such additional rent for the calendar year of the default and each future calendar year in the term shall be assumed to be equal to the additional rent for the calendar year prior to the year in which default occurs compounded at a rate equal to the mean average rate of inflation for the preceding five calendar years as determined by the United States Department of Labor, Bureau of Labor Statistics Consumer Price Index (All Urban Consumers, all items, 1982-84 equals 100) for the metropolitan area or region of which Los Angeles, California is a part. If such index is discontinued or revised, the average rate of inflation shall be determined by reference to the index designated as the same becomes due and payable, which Rent and other sums shall bear interest at successor or substitute index by the Overdue Rate from government of the date when due until paid, and Landlord may enforce, by action or otherwise, any other term or covenant of this LeaseUnited States.

Damages. None In the event that this Lease is terminated, 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 same extent and at the same time as if this Lease had not been terminated. In calculating the amounts to be paid by Tenant under the foregoing covenant, Tenant shall be credited with the net proceeds of any rent obtained by reletting the following events shall relieve Tenant of its liability and obligations hereunderPremises, after deducting all Landlord's expenses in connection with such reletting, including, without limitation, all repossession costs, brokerage commissions, fees for legal services and expenses of which shall survive any such termination, repossession or reletting: (a) preparing the termination of this Lease pursuant to Section 17.1, (b) the repossession of the Property, (c) the failure of Landlord, notwithstanding reasonable good faith efforts, to relet the Property, (d) the reletting of all or any portion thereof, nor (e) the failure of Landlord to collect or receive any rentals due upon any Premises for such reletting. In Landlord may (i) relet the event of Premises, or any such terminationpart or parts thereof, Tenant shall forthwith pay to Landlord all Rent due and payable with respect to the Property to, and including, the date of such termination. Thereafter, Tenant shall forthwith pay to Landlordfor a term or terms which may, at Landlord's option, as and for liquidated and agreed current damages for Tenant's default, and not as a penalty, either: (a) exceed or be equal to or less than the sum of: (i) the worth at the time of award of the unpaid Rent which had been earned at the time of termination, (ii) the worth at the time of award of the amount by which the unpaid Rent period which would otherwise have been earned after termination until the time of award exceeds the amount of such unpaid Rent 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 constituted the balance of the Term after the time of award exceeds the amount of Term, and may grant such unpaid Rent that Tenant proves could be reasonably avoided, and (iv) any other amount concessions and free rent as Landlord in its reasonable commercial judgment considers advisable or necessary to compensate relet the same and (ii) make such alterations, repairs and improvements in the Premises as Landlord for all in its reasonable commercial judgment considers advisable or necessary to relet the detriment proximately caused by ▇▇▇▇▇▇'s same. No action of Landlord in accordance with the foregoing or failure to perform its obligations relet or to collect rent under reletting shall operate to release or reduce Tenant's liability. Landlord agrees to attempt in good faith to relet the Premises but Landlord shall be entitled to seek to rent other properties of Landlord prior to reletting the Premises. At any time following the termination of this Lease or which Lease, Landlord may elect to receive, in the ordinary course lieu of things would be likely to result therefrom. In making the above determinationsreceiving further Periodic Payments, an amount (the "worth at the time of the award" in subsections (iLump Sum Payment") and (iii) shall be determined by the court having jurisdiction thereof including interest at the Overdue Rate and the "worth at the time of the award" in subsection (iii) shall be determined by the court having jurisdiction thereof using a discount rate equal to the discount rate excess, if any, of the Federal Reserve Bank of San Francisco discounted present value (at the time legal interest rate) of the award plus one percent (1%) and the Percentage Rent shall be deemed to be the same as total rent reserved for the then-current Fiscal Year or, if not determinable, remainder of the immediately preceding Fiscal Year, 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 (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 such other amount as either party shall prove reasonably could have been earned during performed by Tenant over the remainder of the Term or any portion thereof; or (b) without termination of Tenant's right to possession of the Property, each installment of said Rent and other sums payable by Tenant to Landlord under the 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 enforce, by action or otherwise, any other term or covenant of this LeaseTerm.

Damages. None Subject to Landlord's option to receive liquidated damages under this Section 16.3, none of: (v) the termination of this Master Lease; (w) the repossession of the following events Leased Property (including any Capital Improvements to any Facility); (x) the failure of Landlord to relet the Leased Property or any portion thereof; (y) the reletting of all or any portion of the Leased Property; or (z) the inability of Landlord to collect or receive any rentals due upon any such reletting, shall relieve Tenant of its liability liabilities and obligations hereunder, all of which shall survive any such termination, repossession or reletting: (a) the . 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 pursuant occurs (whether or not Landlord terminates Tenant's right to Section 17.1, (b) the repossession possession of the Leased Property, (c) the failure of Landlord, notwithstanding reasonable good faith efforts, to relet the Property, (d) the reletting of all or any portion thereof, nor (e) the failure of Landlord to collect or receive any rentals due upon any such reletting. In the event of any such termination), Tenant shall forthwith pay to Landlord all Rent due and payable with respect under this Master Lease to the Property to, and including, 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 Tenant's default, and not as a penaltythe 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,termination to the extent not previously paid by Tenant under this Section 16.3; plus (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 unpaid Rent rental loss that Tenant proves could have been reasonably avoided,; plus (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 unpaid Rent rental loss that Tenant proves could be reasonably avoided, and; 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. In making the above determinations, the "worth at the time of the award" in subsections (i) and (iii) shall be determined by the court having jurisdiction thereof including interest at the Overdue Rate and the "worth at the time of the award" in subsection (iii) shall be determined by the court having jurisdiction thereof using a discount rate equal to the discount rate of the Federal Reserve Bank of San Francisco at the time of the award plus one percent (1%) and the Percentage Rent shall be deemed to be the same as for the then-current Fiscal Year or, if not determinable, the immediately preceding Fiscal Year, for the remainder of the Term, or such other amount as either party shall prove reasonably could have been earned during the remainder of the Term or any portion thereof; or (b) without termination of if Landlord chooses not to terminate Tenant's right to possession of the PropertyLeased Property (whether or not Landlord terminates the Master Lease), each installment of said Rent and other sums payable by Tenant to Landlord under the this Master Lease as the same becomes due and payable, which Rent and other sums shall bear 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 LeaseMaster 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 extent not already paid for by Tenant under this subparagraph (b)).

Damages. None of (i) the following events 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 liability liabilities and obligations hereunder, all of which shall survive any such termination, repossession or reletting: (a) the . 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 pursuant occurs (whether or not Landlord terminates Tenant’s right to Section 17.1, (b) the repossession possession of the Leased Property, (c) the failure of Landlord, notwithstanding reasonable good faith efforts, to relet the Property, (d) the reletting of all or any portion thereof, nor (e) the failure of Landlord to collect or receive any rentals due upon any such reletting. In the event of any such termination), Tenant shall forthwith pay to Landlord all Rent due and payable with respect under this Master Lease to the Property to, and including, including the date of such termination. Thereafter, : Tenant shall forthwith pay to Landlord, at Landlord's ’s option, as and for liquidated and agreed current damages for Tenant's default, and not as a penaltythe occurrence of an Event of Default, either: (aA) the sum of: (i) the worth at the time of award of the unpaid Rent which had been earned at the time of termination,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 unpaid Rent 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 unpaid Rent rental loss that Tenant proves could be reasonably avoided, and; plus (iv) any other amount necessary to compensate Landlord for all the detriment proximately caused by ▇▇▇▇▇▇'s ’s failure to perform its obligations under this Master Lease or which in the ordinary course of things would be likely to result therefrom. In making the above determinationsAs used in clauses (i) and (ii) above, the "“worth at the time of the award" in subsections (i) and (iii) ” shall be determined computed by the court having jurisdiction thereof including allowing interest at the Overdue Rate and Rate. As used in clause (iii) above, the "“worth at the time of the award" in subsection (iii) ” shall be determined computed by the court having jurisdiction thereof using a discount rate equal to discounting such amount at the discount rate of the Federal Reserve Bank of San Francisco New York at the time of the award plus one percent (1%) and reducing such amount by the portion of the 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 shall be deemed to be the greater of (y) the same as the Percentage Rent for the then-then current Fiscal Lease Year or, if not determinable, the immediately preceding Fiscal Lease Year, for the remainder of the Term, or ; and (z) such other amount as either party Landlord shall prove demonstrate could reasonably could have been earned during the remainder ACTIVE/119768607.18 (assuming Net Revenues will have not been impacted by any of the Term or any portion thereof; conditions that contributed to the Event of Default). or (bB) without termination of if Landlord chooses not to terminate Tenant's ’s right to possession of the PropertyLeased Property (whether or not Landlord terminates the Master Lease), each installment of said Rent and other sums payable by Tenant to Landlord under the this Master Lease as the same becomes due and payable, which Rent and other sums shall bear 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 LeaseMaster 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 extent not already paid for by Tenant under this subparagraph (B)).