Common use of Eminent Domain Clause in Contracts

Eminent Domain. With respect to eminent domain: A) Condemnation of Demised Premises. If the whole or any substantial part of the Demised Premises shall be taken or acquired by any public or quasi-public authority under the power or threat of eminent domain, for other than a temporary period, the Lease Term shall cease as of the day possession shall be taken by such public or quasi-public authority, and Tenant shall pay Rent up to that date with an appropriate refund by Landlord of any rent which may have been paid in advance for any period subsequent to the date possession is taken. In the event that during the term of this Agreement the Demised Premises, or any part thereof, or more than % of the Real Property or of the Common Area is taken by condemnation or right of eminent domain, or by private purchase in lieu thereof, this Agreement and the term hereby granted shall be terminable at Landlord’s sole option and if Landlord so terminates then this Agreement shall expire on the date when possession shall be taken by the condemnor and the Base Rent herein reserved shall be apportioned and paid in full to that date and all prepaid Base Rent shall forthwith be repaid by Landlord to Tenant. In the event Landlord does not elect to cancel or terminate this Agreement as provided above, then Landlord shall rebuild and restore the Demised Premises as nearly as possible to their condition immediately prior to any such taking and this Agreement shall continue in full force and effect except that, during such restoration, the Base Rent payable pursuant to the terms of this Agreement shall be equitably apportioned in the proportion that the square footage of the part of the Demised Premises so taken bears to the total square footage of the Demised Premises immediately prior to such taking; provided, however, in no event shall there be any abatement of the payment of any Operating Costs, provided further, however, the Landlord’s obligations to restore or rebuild shall be limited to an amount which does not exceed the proceeds obtained from such taking (less expenses incurred in collecting the same). Notwithstanding the foregoing, in the event the net condemnation award received by Landlord is insufficient to restore or rebuild the structural portions of the Demised Premises the Landlord shall have the option within days after Landlord’s receipt of the net condemnation, to cancel and terminate this Agreement, and Tenant shall be limited to consequential damages only.

Eminent Domain. With respect to eminent domain: A) Condemnation of Demised Premises. If Mortgagor warrants, covenants and agrees that should the whole or any substantial part of the Demised Premises shall be taken or acquired by any public or quasi-public authority under the power or threat of eminent domain, for other than a temporary period, the Lease Term shall cease as of the day possession shall be taken by such public or quasi-public authority, and Tenant shall pay Rent up to that date with an appropriate refund by Landlord of any rent which may have been paid in advance for any period subsequent to the date possession is taken. In the event that during the term of this Agreement the Demised PremisesMortgaged Property, or any part thereofthereof or interest therein, be taken or damaged by reason of any public improvement or condemnation proceeding, or more than % of the Real Property or of the Common Area is taken by condemnation or right of eminent domainin any other manner, or by private purchase in lieu thereofshould Mortgagor receive any notice of other information regarding such proceeding, this Agreement Mortgagor shall give written notice thereof within five (5) business days to Mortgagee. Without Mortgagee's prior consent, Mortgagor (1) shall not agree to any compensation or award, and (2) shall not take any action or fail to take any action which would cause the term hereby granted compensation to be determined. Mortgagee shall be terminable at Landlord’s sole option entitled to: (1) all compensation, awards and if Landlord so terminates then this Agreement shall expire on the date when possession shall be taken by the condemnor other payments or relief therefor, (2) to commence, appear in and the Base Rent herein reserved shall be apportioned prosecute in its own name any action or proceedings, and paid (3) to make any compromise or settlement in full to that date and all prepaid Base Rent shall forthwith be repaid by Landlord to Tenant. In the event Landlord does not elect to cancel or terminate this Agreement as provided above, then Landlord shall rebuild and restore the Demised Premises as nearly as possible to their condition immediately prior to any connection with such taking or damage. Mortgagor authorizes Mortgagee to collect and this Agreement shall continue receive such awards and compensation, to give proper receipts and acquittances therefor and in full force and effect except that, during such restoration, Mortgagee's discretion to apply the Base Rent payable pursuant to the terms of this Agreement shall be equitably apportioned in the proportion that the square footage of the part of the Demised Premises so taken bears to the total square footage of the Demised Premises immediately prior to such taking; provided, however, in no event shall there be any abatement of same toward the payment of any Operating Coststhe Obligations, provided furthernotwithstanding the fact that the Obligations, howeveror a portion thereof, may not then be due and payable, or to the Landlord’s obligations to restore or rebuild shall be limited to an amount which does not exceed restoration of the proceeds obtained from such taking (less expenses incurred Mortgaged Property in collecting accordance with the same). Notwithstanding the foregoing, provisions set forth in the event the net condemnation award received by Landlord is insufficient penultimate sentence of Section 11(c) above. Mortgagor further agrees to restore or rebuild the structural portions of the Demised Premises the Landlord shall have the option within days after Landlord’s receipt of the net condemnationmake, to cancel and terminate this Agreementexecute, and Tenant shall be limited deliver to consequential damages onlyMortgagee, at any time upon request, free and clear of any encumbrance of any kind whatsoever, any and all further assignments and other instruments deemed necessary by Mortgagee for the purpose of validly and sufficiently assigning all compensations and awards made to Mortgagor for any taking, either permanent or temporary, under any such proceeding.

Eminent Domain. With respect to eminent domain: A) Condemnation of Demised Premises. If Mortgagor warrants, covenants and agrees that should the whole or any substantial part of the Demised Premises shall be taken or acquired by any public or quasi-public authority under the power or threat of eminent domain, for other than a temporary period, the Lease Term shall cease as of the day possession shall be taken by such public or quasi-public authority, and Tenant shall pay Rent up to that date with an appropriate refund by Landlord of any rent which may have been paid in advance for any period subsequent to the date possession is taken. In the event that during the term of this Agreement the Demised PremisesMortgaged Property, or any part thereofthereof or interest therein, be taken or damaged by reason of any public improvement or condemnation proceeding, or more than % of the Real Property or of the Common Area is taken by condemnation or right of eminent domainin any other manner, or by private purchase in lieu thereofshould Mortgagor receive any notice of other information regarding such proceeding, this Agreement Mortgagor shall give written notice thereof within five (5) business days to Mortgagee. Without Mortgagee's prior consent, Mortgagor (1) shall not agree to any compensation or award, and (2) shall not take any action or fail to take any action which would cause the term hereby granted compensation to be determined. Mortgagee shall be terminable at Landlord’s sole option entitled to: (1) all compensation, awards and if Landlord so terminates then this Agreement shall expire on the date when possession shall be taken by the condemnor other payments or relief therefor, (2) to commence, appear in and the Base Rent herein reserved shall be apportioned prosecute in its own name any action or proceedings, and paid (3) to make any compromise or settlement in full to that date and all prepaid Base Rent shall forthwith be repaid by Landlord to Tenant. In the event Landlord does not elect to cancel or terminate this Agreement as provided above, then Landlord shall rebuild and restore the Demised Premises as nearly as possible to their condition immediately prior to any connection with such taking or damage. Mortgagor authorizes Mortgagee to collect and this Agreement shall continue receive such awards and compensation, to give proper receipts and acquittances therefor and in full force and effect except that, during such restoration, Mortgagee's discretion to apply the Base Rent payable pursuant to the terms of this Agreement shall be equitably apportioned in the proportion that the square footage of the part of the Demised Premises so taken bears to the total square footage of the Demised Premises immediately prior to such taking; provided, however, in no event shall there be any abatement of same toward the payment of any Operating Coststhe Obligations, provided furthernotwithstanding the fact that the Obligations, howeveror a portion thereof, may not then be due and payable, or to the Landlord’s obligations to restore or rebuild shall be limited to an amount which does not exceed restoration of the proceeds obtained from such taking (less expenses incurred Mortgaged Property in collecting accordance with the same). Notwithstanding the foregoing, provisions set forth in the event the net condemnation award received by Landlord is insufficient second-to-last sentence of Section 11(c) above. Mortgagor further agrees to restore or rebuild the structural portions of the Demised Premises the Landlord shall have the option within days after Landlord’s receipt of the net condemnationmake, to cancel and terminate this Agreementexecute, and Tenant shall be limited deliver to consequential damages onlyMortgagee, at any time upon request, free and clear of any encumbrance of any kind whatsoever, any and all further assignments and other instruments deemed necessary by Mortgagee for the purpose of validly and sufficiently assigning all compensations and awards made to Mortgagor for any taking, either permanent or temporary, under any such proceeding.

Eminent Domain. With respect to eminent domain: A) Condemnation of Demised PremisesSECTION 12.1. If the whole or any substantial part of the Demised Premises shall be taken is acquired or acquired by condemned for any public or quasi-public authority under use or purpose, this Lease and the power or threat of eminent domain, for other than a temporary period, the Lease Term shall cease end as of the day possession date of the vesting of title with the same effect as if said date were the Fixed Expiration Date. If only a part of the Premises is so acquired or condemned then, except as hereinafter provided in this Section 12.1, this Lease and the Term shall continue in effect but, if a part of the Premises is so acquired or condemned, from and after the date of the vesting of title, the Fixed Rent and Additional Rent, if any, shall be taken by such public reduced in the proportion which the area of the part of the Premises so acquired or quasi-public authority, and Tenant shall pay Rent up to that date with an appropriate refund by Landlord of any rent which may have been paid in advance for any period subsequent condemned bears to the total area of the Premises immediately prior to such acquisition or condemnation. If the part of the Premises acquired or condemned contains more than fifty percent (50%) of the rentable square feet of the Premises or if, by reason of such acquisition or condemnation, the Premises shall be rendered wholly or substantially unsuitable for the Permitted Use, then either Landlord or Tenant may terminate this Lease and the Term and estate hereby granted, by notifying the other party in writing of such termination within one hundred twenty (120) days after the date possession is takenupon which Tenant receives Notice of vesting of title. In the event that during the term such Notice of termination shall be given, then this Agreement the Demised Premises, or any part thereof, or more than % of the Real Property or of the Common Area is taken by condemnation or right of eminent domain, or by private purchase in lieu thereof, this Agreement Lease and the term Term and estate hereby granted shall be terminable at Landlord’s sole option and if Landlord so terminates then this Agreement shall expire on as of the date when possession shall be taken by of termination stated in said Notice, with the condemnor same effect as if that date were the Fixed Expiration Date. In the event of any termination of this Lease and the Base Term pursuant to the provisions of this Section 12.1, the Fixed Rent herein reserved or Additional Rent shall be apportioned as of the date of sooner termination and paid in full to that any prepaid portion of the Fixed Rent for any period after such date and all prepaid Base Rent shall forthwith be repaid refunded by Landlord to Tenant. In the event Landlord does not elect to cancel or terminate this Agreement as provided above, then Landlord shall rebuild and restore the Demised Premises as nearly as possible to their condition immediately prior to any such taking and this Agreement shall continue in full force and effect except that, during such restoration, the Base Rent payable pursuant to the terms of this Agreement shall be equitably apportioned in the proportion that the square footage of the part of the Demised Premises so taken bears to the total square footage of the Demised Premises immediately prior to such taking; provided, however, in no event shall there be any abatement of the payment of any Operating Costs, provided further, however, the Landlord’s obligations to restore or rebuild shall be limited to an amount which does not exceed the proceeds obtained from such taking (less expenses incurred in collecting the same). Notwithstanding the foregoing, in the event the net condemnation award received by Landlord is insufficient to restore or rebuild the structural portions of the Demised Premises the Landlord shall have the option within days after Landlord’s receipt of the net condemnation, to cancel and terminate this Agreement, and Tenant shall be limited to consequential damages only.

Eminent Domain. With Landlord reserves for itself all rights to any damages or awards with respect to eminent domain: A) Condemnation the Leased Premises and the leasehold estate hereby created by reason of Demised Premises. If the whole or any substantial part exercise of the Demised Premises shall be taken or acquired by any public or quasi-public authority under the power or threat of eminent domain, for other than a temporary period, the Lease Term shall cease as of the day possession shall be taken by such public or quasi-public authority, and Tenant shall pay Rent up to that date with an appropriate refund by Landlord of any rent which may have been paid in advance for any period subsequent to the date possession is taken. In the event that during the term of this Agreement the Demised Premises, or any part thereof, or more than % of the Real Property or of the Common Area is taken by condemnation or right of eminent domain, or by private purchase reason of anything lawfully done in lieu thereofpursuance of any public or other authority; and by way of confirmation Tenant grants and assigns to Landlord all Tenant’s rights to such damages so reserved, except as otherwise provided herein. Tenant covenants to execute and deliver any instruments confirming such assignment as Landlord may from time to time reasonably request. If all the Leased Premises are taken by eminent domain, this Agreement Lease shall terminate when Tenant is required to vacate the Leased Premises or such earlier date as the Tenant is required to begin the payments of rent to the taking authority. If a partial taking by eminent domain results in so much of the Leased Premises being taken as to render the Leased Premises or a material portion thereof unsuitable for Tenant’s continued use and the term hereby granted shall be terminable at Landlord’s sole option and if occupancy as determined by either party in its reasonable discretion, either Landlord so terminates then or Tenant may elect to terminate this Agreement shall expire on Lease as of the date when possession shall be taken the Tenant is required to vacate the portion of the Leased Premises so taken, by the condemnor and the Base Rent herein reserved shall be apportioned and paid in full to that date and all prepaid Base Rent shall forthwith be repaid by Landlord to Tenant. In the event Landlord does not elect to cancel or terminate this Agreement as provided above, then Landlord shall rebuild and restore the Demised Premises as nearly as possible to their condition immediately prior to any such taking and this Agreement shall continue in full force and effect except that, during such restoration, the Base Rent payable pursuant written notice to the terms other given not more than ninety (90) days after the date on which Tenant or Landlord, as the case may be, receives notice of the taking. For purposes of this Agreement shall be equitably apportioned in the proportion that the square footage paragraph, a “material portion” of the part Leased Premises shall mean in excess of the Demised Premises so taken bears to twenty-five percent (25%) of the total square footage of the Demised Leased Premises. If a partial taking by eminent domain does not result in such portion of the Leased Premises as aforesaid being taken, then this Lease shall not be terminated or otherwise affected by any exercise of the right of eminent domain. Whenever any portion of the Lease Premises shall be taken by any exercise of the right of eminent domain, and if this Lease shall not be terminated in accordance with the provisions of this Section 9.2, Landlord shall, at its expense, proceeding with all reasonable dispatch, provided sufficient condemnation proceeds are available therefor (or, if not, provided Tenant provides additional funds needed above the amount of the condemnation proceeds available) do such work as may be required to restore the Leased Premises or what remains thereof (not including Tenant’s trade fixtures, business equipment and furniture) as nearly as may be to the condition they were in immediately prior to such taking; provided, however, in no event shall there be any abatement of the payment of any Operating Costs, provided further, however, the Landlord’s obligations to restore or rebuild shall be limited to an amount which does not exceed the proceeds obtained from such taking (less expenses incurred in collecting the same). Notwithstanding the foregoing, in the event the net condemnation award received by Landlord is insufficient to restore or rebuild the structural portions of the Demised Premises the Landlord shall have the option within days after Landlord’s receipt of the net condemnation, to cancel and terminate this Agreement, and Tenant shall at its expense, proceeding with all reasonable dispatch, do such work to its trade fixtures, business equipment and furniture, as may be limited required. A just proportion of the Rent payable hereunder, according to consequential damages onlythe nature and extent of the taking shall be abated from the time Tenant is required to vacate that portion of the Leased Premises taken. If the Premises have not been restored to a condition substantially suitable for their intended purpose within two hundred seventy (270) days following said taking, then either Landlord or Tenant shall have the right to terminate this Lease by giving notice thereof to the other party within thirty (30) days after the expiration of such period provided that such restoration is not completed within such period. This Lease shall cease and come to an end without further liability or obligation on the part of either party thirty (30) days after such giving of notice unless, within such thirty-day period, Landlord substantially completes such restoration. Such right of termination shall be Tenant’s sole and exclusive remedy at law or in equity for Landlord’s failure so to complete such restoration, and time shall be of the essence with respect thereto. Landlord warrants and represents that it is unaware of any currently pending or potential governmental takings or planned takings of any of the Leased Premises.

Eminent Domain. With respect to eminent domain: A) Condemnation of Demised Premises. If the whole all or any substantial part of the Demised Premises shall be taken or acquired by any public or quasi-public authority under the power or threat of eminent domaindomain or conveyance in lieu thereof, for other than a temporary period, the this Lease Term shall cease terminate as to any portion of the day possession Premises so taken or conveyed on the date when title vests in the condemnor, and Landlord shall be taken by entitled to any and all payment, income, rent, award, or any interest therein whatsoever which may be paid or made in connection with such public taking or quasi-public authorityconveyance, and Tenant shall pay Rent up to that date with an appropriate refund by have no claim against Landlord or otherwise for the value of any rent which may have been paid in advance for any period subsequent to the date possession is taken. In the event that during the unexpired term of this Agreement Lease. Notwithstanding the Demised Premisesforegoing paragraph, any compensation specifically awarded Tenant for loss of business, Tenant's personal property, moving cost or loss of goodwill, shall be and remain the property of Tenant. If (i) any action or proceeding is commenced for such taking of the Premises or any part thereof, or more than % if Landlord is advised in writing by any entity or body having the right or power of condemnation of its intention to condemn the premises or any portion thereof, or (ii) any of the Real Property foregoing events occur with respect to the taking of any space in the Complex not leased hereby, or if any such spaces so taken or conveyed in lieu of such taking and Landlord shall decide to discontinue the use and operation of the Common Area Complex, or decide to demolish, alter or rebuild the Complex, then, in any of such events Landlord shall have the right to terminate this Lease by giving Tenant written notice thereof within sixty (60) days of the date of receipt of said written advice, or commencement of said action or proceeding, or taking conveyance, which termination shall take place as of the first to occur of the last day of the calendar month next following the month in which such notice is given or the date on which title to the Premises shall vest in the condemnor. In the event of such a partial taking or conveyance of the Premises, if the portion of the Premises taken or conveyed is so substantial that the Tenant can no longer reasonably conduct its business, Tenant shall have the privilege of terminating this Lease within sixty (60) days from the date of such taking or conveyance, upon written notice to Landlord of its intention so to do, and upon giving of such notice this Lease shall terminate on the last day of the calendar month next following the month in which such notice is given, upon payment by Tenant of the rent from the date of such taking or conveyance to the date of termination. If a portion of the Premises be taken by condemnation or right of eminent domain, or by private purchase conveyance in lieu thereofthereof and neither Landlord nor Tenant shall terminate this Lease as provided herein, this Agreement and the term hereby granted shall be terminable at Landlord’s sole option and if Landlord so terminates then this Agreement shall expire on the date when possession shall be taken by the condemnor and the Base Rent herein reserved shall be apportioned and paid in full to that date and all prepaid Base Rent shall forthwith be repaid by Landlord to Tenant. In the event Landlord does not elect to cancel or terminate this Agreement as provided above, then Landlord shall rebuild and restore the Demised Premises as nearly as possible to their condition immediately prior to any such taking and this Agreement Lease shall continue in full force and effect except that, during such restoration, the Base Rent payable pursuant as to the terms of this Agreement shall be equitably apportioned in the proportion that the square footage of the part of the Demised Premises not so taken or conveyed, and the rent herein shall be apportioned as of the date of such taking or conveyance so that thereafter the rent to be paid by Tenant shall be in the ratio that the area of the portion of the Premises not so taken or conveyed bears to the total square footage area of the Demised Premises immediately prior to such taking; provided, however, in no event shall there be any abatement of the payment of any Operating Costs, provided further, however, the Landlord’s obligations to restore or rebuild shall be limited to an amount which does not exceed the proceeds obtained from such taking (less expenses incurred in collecting the same). Notwithstanding the foregoing, in the event the net condemnation award received by Landlord is insufficient to restore or rebuild the structural portions of the Demised Premises the Landlord shall have the option within days after Landlord’s receipt of the net condemnation, to cancel and terminate this Agreement, and Tenant shall be limited to consequential damages only.

Eminent Domain. With respect 17.1 If all of the Premises are taken by exercise of the power of eminent domain (or conveyed by Landlord in lieu of such exercise) this Lease shall terminate on a date (the "Termination Date") which is the earlier of the date upon which the condemning authority takes possession of the Premises or the date on which title to eminent domain: A) Condemnation of Demised Premisesthe Premises is vested in the condemning authority. If the whole or any substantial part more than twenty-five percent (25%) of the Demised Rentable Area of the Premises is so taken, Tenant shall have the right to cancel this Lease by written notice to Landlord given within twenty (20) days after the Termination Date. If less than twenty-five percent (25%) of the Rentable Area of the Premises is so taken, or if the Tenant does not cancel this Lease according to the preceding sentence, the Monthly Rent shall be taken or acquired by any public or quasi-public authority under abated in the power or threat of eminent domain, for other than a temporary period, the Lease Term shall cease as proportion of the day possession Rentable Area of the Premises so taken to the Rentable Area of the Premises immediately before such taking, and Tenant's Share shall be taken appropriately recalculated. If twenty-five percent (25%) or more of the Building or the Project is so taken, Landlord may cancel this Lease by such public or quasi-public authority, and written notice to Tenant shall pay Rent up to that date with an appropriate refund by Landlord of any rent which may have been paid in advance for any period subsequent to given within thirty (30) days after the date possession is takenTermination Date. In the event that during of any such taking, the term of this Agreement the Demised Premises, entire award shall be paid to Landlord and Tenant shall have no right or claim to any part thereof, or more than % of the Real Property or of the Common Area is taken by condemnation or right of eminent domain, or by private purchase in lieu thereof, this Agreement and the term hereby granted shall be terminable at Landlord’s sole option and if Landlord so terminates then this Agreement shall expire on the date when possession shall be taken by the condemnor and the Base Rent herein reserved shall be apportioned and paid in full to that date and all prepaid Base Rent shall forthwith be repaid by Landlord to Tenant. In the event Landlord does not elect to cancel or terminate this Agreement as provided above, then Landlord shall rebuild and restore the Demised Premises as nearly as possible to their condition immediately prior to any such taking and this Agreement shall continue in full force and effect except that, during such restoration, the Base Rent payable pursuant to the terms of this Agreement shall be equitably apportioned in the proportion that the square footage of the part of the Demised Premises so taken bears to the total square footage of the Demised Premises immediately prior to such takingaward; provided, however, in no event shall there be any abatement of the payment of any Operating Costs, provided further, however, the Landlord’s obligations to restore or rebuild shall be limited to an amount which does not exceed the proceeds obtained from such taking (less expenses incurred in collecting the same). Notwithstanding the foregoing, in the event the net condemnation award received by Landlord is insufficient to restore or rebuild the structural portions of the Demised Premises the Landlord Tenant shall have the option within days after right to assert a claim against the condemning authority in a separate action, so long as Landlord’s receipt of the net condemnation's award is not otherwise reduced, to cancel for Tenant's moving expenses and terminate this Agreement, and Tenant shall be limited to consequential damages onlyleasehold improvements owned by Tenant.

Eminent Domain. With respect to eminent domain: A) Condemnation of Demised Premises. If In the whole event that all or any substantial part of the Demised Premises shall be or the Building or the common areas at the Property necessary for use and operation of the Premises or Building are taken or acquired (other than for temporary use, hereafter described) by any public or quasi-public authority under the power or threat of eminent domaindomain (or by conveyance in lieu thereof), for other than a temporary periodthen by notice given within three months following the recording of such taking (or conveyance) in the appropriate registry of deeds, the this Lease Term may be terminated at either party’s election thirty (30) days after such notice, and Rent shall cease be apportioned as of the day possession shall be taken by such public or quasi-public authoritydate of termination. If this Lease is not terminated as aforesaid, and Tenant shall pay Rent up to that date with an appropriate refund by Landlord of any rent which may have been paid in advance for any period subsequent subject to the date possession rights of mortgagees Landlord shall within a reasonable time thereafter, diligently restore what may remain of the Premises (excluding any personal property of Tenant, Tenant Work or other items installed or paid for by Tenant that Tenant is takenpermitted or may be required to remove upon expiration) to a tenantable condition for occupancy by Tenant for the Permitted Uses. In the event that during the term some portion of this Agreement the Demised Premises, or any part thereof, or more than % rentable floor area of the Real Property or of the Common Area Premises is taken by condemnation or right of eminent domain(other than for temporary use) and this Lease is not terminated, or by private purchase in lieu thereof, this Agreement and the term hereby granted shall be terminable at Landlord’s sole option and if Landlord so terminates then this Agreement shall expire on the date when possession shall be taken by the condemnor and the Base Rent herein reserved shall be apportioned and paid in full to that date and all prepaid Base Rent shall forthwith be repaid by Landlord to Tenantproportionally abated for the remainder of the Term. In the event of any taking of the Premises or any part thereof for temporary use, (i) this Lease shall be and remain unaffected thereby and rent shall not xxxxx, and (ii) Tenant shall be entitled to receive for itself such portion or portions of any award made for such use with respect to the period of the taking that is within the Term, provided that if such taking shall remain in force at the expiration or earlier termination of this Lease, then Tenant shall pay to Landlord does a sum equal to the reasonable cost of performing Tenant’s obligations hereunder with respect to surrender of the Premises and upon such payment shall be excused from such obligations. If in the last two years of the Term of this Lease, any Taking renders 50% or more of the Premises untenantable, and in either case restoration of the effects of such Taking cannot elect to cancel be repaired or restored in Landlord’s reasonable estimate within the lesser of one (1) year or one-half of the then-remaining Term from the date of such Taking, Tenant may upon thirty (30) days’ prior written notice terminate this Agreement Lease provided that such termination election shall be null and void if Landlord completes such restoration within thirty (30) days of such notice or if Tenant exercises its right to extend the Term pursuant to Section 3.03(a) of this Lease. Any damages that are expressly awarded to Tenant on account of its relocation expenses, and specifically so designated, shall belong to Tenant. Except as provided above, then Landlord shall rebuild and restore in the Demised Premises as nearly as possible to their condition immediately prior to any such taking and this Agreement shall continue in full force and effect except that, during such restoration, the Base Rent payable pursuant to the terms preceding sentence of this Agreement shall be equitably apportioned in the proportion that the square footage paragraph, Landlord reserves to itself, and Tenant releases and assigns to Landlord, all rights to damages accruing on account of the part any taking or by reason of the Demised Premises so taken bears to the total square footage any act of the Demised Premises immediately prior to such taking; any public authority for which damages are payable, provided, however, in no event that Tenant shall there be any abatement of receive, subordinate to the payment repayment of any Operating Costs, provided further, however, mortgage lender holding a mortgage on the Landlord’s obligations to restore or rebuild shall be limited to an Property out of any amount which does not exceed the proceeds obtained from such taking (less expenses incurred in collecting the same). Notwithstanding the foregoing, in the event the net condemnation award actually received by Landlord is insufficient and pari passu with amounts payable to restore or rebuild Landlord, an amount equal to the structural portions unamortized expense of the Demised Premises Excess Costs actually paid by Tenant under the Landlord shall have Work Letter, amortized on a straight line item over the option within days after initial Term of this Lease. Subject to its rights hereunder, Tenant agrees to execute such further instruments of assignment as may be reasonably requested by Landlord’s receipt of the net condemnation, to cancel and terminate this Agreement, and Tenant shall to turn over to Landlord any damages that may be limited to consequential damages onlyrecovered in any proceeding or otherwise.

Eminent Domain. With respect to eminent domain: A) Condemnation of Demised Premises. If the whole or any substantial part portion of the Demised Premises which materially affects Tenant’s ability to continue to use the remainder thereof for the purposes set forth herein, or which renders the Premises untenantable, is taken by right of eminent domain or by condemnation, or is conveyed in lieu of any such taking, then this Lease may be terminated at the option of Tenant. Such option shall be taken exercised by Tenant giving notice to Landlord of such termination within thirty (30) days after such taking or acquired by any public or quasi-public authority under conveyance, whereupon this Lease shall forthwith terminate and the power or threat of eminent domain, for other than a temporary period, the Lease Term Rent shall cease be duly apportioned as of the day possession date of such taking or conveyance. Upon such termination, Tenant shall be taken by such public or quasi-public authoritysurrender to Landlord the Premises and all of Tenant’s interest therein under this Lease, and Tenant shall pay Rent up to that date with an appropriate refund by Landlord of any rent which may have been paid in advance for any period subsequent to the date re-enter and take possession is taken. In the event that during the term of this Agreement the Demised Premises, or any part thereof, or more than % of the Real Property Premises or remove Tenant therefrom. If any portion of the Common Area Premises is taken by condemnation or which does not materially affect Tenant’s right to use the remainder of eminent domain, or by private purchase in lieu thereofthe Premises for the purposes set forth herein, this Agreement and the term hereby granted shall be terminable at Landlord’s sole option and if Landlord so terminates then this Agreement shall expire on the date when possession shall be taken by the condemnor and the Base Rent herein reserved shall be apportioned and paid in full to that date and all prepaid Base Rent shall forthwith be repaid by Landlord to Tenant. In the event Landlord does not elect to cancel or terminate this Agreement as provided above, then Landlord shall rebuild and restore the Demised Premises as nearly as possible to their condition immediately prior to any such taking and this Agreement Lease shall continue in full force and effect except thateffect, during such restorationand Landlord shall promptly perform any repair or restoration work required to restore the Premises, insofar as possible, to its former condition, and the Base Rent payable pursuant to the terms of this Agreement rental owing hereunder shall be equitably apportioned adjusted, if necessary, in such just manner and proportion as the proportion that part so taken (and its effect on Tenant’s ability to use the square footage remainder of the part of the Demised Premises so taken Premises) bears to the total square footage whole. In the event of taking or conveyance as described herein, Landlord shall receive the Demised Premises immediately prior to such takingaward or consideration for the lands and improvements so taken; provided, however, in no event shall there be any abatement of the payment of any Operating Costs, provided further, however, the Landlord’s obligations to restore or rebuild shall be limited to an amount which does not exceed the proceeds obtained from such taking (less expenses incurred in collecting the same). Notwithstanding the foregoing, in the event the net condemnation award received by Landlord is insufficient to restore or rebuild the structural portions of the Demised Premises the that Landlord shall have no interest in any award made for Tenant’s loss of business or value of its leasehold interest or for the option within days after Landlordtaking of Tenant’s receipt of the net condemnationfixtures or property, to cancel and terminate this Agreement, or for Tenant’s relocation expenses. Landlord and Tenant shall be limited to consequential damages onlycooperate with one another in making claims for condemnation awards.

Eminent Domain. With Mortgagor acknowledges that Condemnation Awards have been assigned to Mortgagee, which awards Mortgagee is hereby irrevocably authorized to collect and receive, and to give appropriate receipts and acquittances therefor, and at Mortgagee's option, to apply the same toward the payment of the amount owing on account of the indebtedness hereby secured in such order of application as Mortgagee may elect and whether or not the same may then be due and payable or otherwise adequately secured; provided, however, that a Condemnation Award in respect to eminent domain: A) Condemnation of Demised Premises. If the whole any taking of a portion (but not all or any substantial part material portion) of the Demised Mortgaged Premises shall be made available for the restoration of such Mortgaged Premises in the same manner and subject to the same conditions as are imposed on the release of insurance proceeds set forth in Section 9(d) hereof as if the Mortgaged Premises so taken or acquired by any public or quasi-public authority under were destroyed and the power or threat of eminent domain, Condemnation Award for other than a temporary period, the Lease Term shall cease as such taking was actually insurance proceeds in respect of the day possession shall be taken by such public or quasi-public authority, and Tenant shall pay Rent up to that date with an appropriate refund by Landlord of any rent which may have Mortgaged Premises so deemed as having been paid in advance for any period subsequent to the date possession is takendestroyed. In the event that during any proceeds of a Condemnation Award shall be made available to Mortgagor for restoring the term of this Agreement the Demised PremisesMortgaged Premises so taken, or any part thereof, or more than % Mortgagor hereby covenants to promptly commence and complete such restoration of the Real Property or of the Common Area is taken by condemnation or right of eminent domain, or by private purchase in lieu thereof, this Agreement and the term hereby granted shall be terminable at Landlord’s sole option and if Landlord so terminates then this Agreement shall expire on the date when possession shall be taken by the condemnor and the Base Rent herein reserved shall be apportioned and paid in full to that date and all prepaid Base Rent shall forthwith be repaid by Landlord to Tenant. In the event Landlord does not elect to cancel or terminate this Agreement as provided above, then Landlord shall rebuild and restore the Demised Mortgaged Premises as nearly as possible to their its value, condition immediately prior to any such taking and this Agreement shall continue in full force and effect except that, during such restoration, the Base Rent payable pursuant to the terms of this Agreement shall be equitably apportioned in the proportion that the square footage of the part of the Demised Premises so taken bears to the total square footage of the Demised Premises character immediately prior to such taking; provided, however, in no event shall there be any abatement . Mortgagor covenants and agrees that Mortgagor will give Mortgagee immediate notice of the payment actual or threatened commencement of any Operating Costs, provided further, however, the Landlord’s obligations to restore proceedings under condemnation or rebuild shall be limited to an amount which does not exceed the proceeds obtained from such taking (less expenses incurred in collecting the same). Notwithstanding the foregoing, in the event the net condemnation award received by Landlord is insufficient to restore eminent domain affecting all or rebuild the structural portions any material part of the Demised Mortgaged Premises the Landlord shall have the option within days after Landlord’s receipt including any easement therein or appurtenance thereof or severance and consequential damage and change in grade of the net condemnation, to cancel and terminate this Agreementstreets, and Tenant shall will deliver to Mortgagee copies of any and all papers served in connection with any such proceedings. Mortgagor further covenants and agrees to make, execute and deliver to Mortgagee, at any time or times upon request, free, clear and discharged of any encumbrances of any kind whatsoever, any and all further assignments and/or instruments deemed necessary by Mortgagee for the purpose of validly and sufficiently assigning all awards and other compensation heretofore and hereafter to be limited made to consequential damages onlyMortgagor for any taking, either permanent or temporary, under any such proceeding.

Eminent Domain. With respect to Notwithstanding any taking under the power of eminent domain: A) Condemnation of Demised Premises. If the whole or any substantial part , alteration of the Demised grade of any street, or other injury to or decrease in value of the Mortgaged Premises shall be taken or acquired by any public or quasi-public authority under or corporation, Mortgagor shall continue to pay the power or threat of eminent domain, for other than a temporary period, Mortgage Indebtedness in accordance with the Lease Term shall cease as terms of the day possession Notes, and any reduction in the principal sum resulting from the application by Mortgagee of such award or payment as hereinafter set forth shall be taken deemed to take effect only upon the receipt by Mortgagee of such public award. The Mortgagor hereby assigns the entire proceeds of any award or quasi-public authoritypayment to Mortgagee. The Mortgagee is authorized to commence, appear in and prosecute, in its own or in Mortgagor's name, any action or proceeding relating to any such taking, and Tenant to settle or compromise any claim in connection therewith. Such proceeds shall pay Rent up to that date with an appropriate refund by Landlord be applied first toward reimbursement of all costs and expenses of Mortgagee in collecting said proceeds and then toward payment of the Mortgage Indebtedness or any rent which portion thereof, whether or not then due or payable, or Mortgagee at its option may have been paid in advance for any period subsequent to the date possession is taken. In the event that during the term of this Agreement the Demised Premisesapply said proceeds, or any part thereof, to the alteration, restoration or more than % rebuilding of the Real Property or Mortgaged Premises. No such application of proceeds by Mortgagee toward payment of the Common Area is taken by condemnation or right Mortgage Indebtedness shall reduce the amount of eminent domain, or by private purchase in lieu thereof, this Agreement and the term hereby granted shall payments required to be terminable at Landlord’s sole option and if Landlord so terminates then this Agreement shall expire made on the date when possession shall be taken by the condemnor and the Base Rent herein reserved shall be apportioned and paid Mortgage Indebtedness in full to that date and all prepaid Base Rent shall forthwith be repaid by Landlord to Tenant. In the event Landlord does not elect to cancel or terminate this Agreement as provided above, then Landlord shall rebuild and restore the Demised Premises as nearly as possible to their condition immediately prior to any such taking and this Agreement shall continue in full force and effect except that, during such restoration, the Base Rent payable pursuant to the terms of this Agreement shall be equitably apportioned in the proportion that the square footage of the part of the Demised Premises so taken bears to the total square footage of the Demised Premises immediately prior to such taking; provided, however, in no event shall there be any abatement of the payment of any Operating Costs, provided further, however, the Landlord’s obligations to restore or rebuild shall be limited to an amount which does not exceed the proceeds obtained from such taking (less expenses incurred in collecting the same). Notwithstanding the foregoing, in the event the net condemnation award received by Landlord is insufficient to restore or rebuild the structural portions of the Demised Premises the Landlord shall have the option within days after Landlord’s receipt of the net condemnation, to cancel and terminate this Agreement, and Tenant shall be limited to consequential damages onlyaccordance with its terms.

Eminent Domain. With respect to eminent domain: A) Condemnation of Demised Premises. If the whole or any substantial part portion of the Demised Premises which materially affects Tenant's ability to continue to use the remainder thereof for the purposes set forth herein, or which renders the Premises untenantable, is taken by right of eminent domain or by condemnation, or is conveyed in lieu of any such taking, then this Lease may be terminated at the option of Tenant. Such option shall be taken exercised by Tenant giving notice to Landlord of such termination within thirty (30) days after such taking or acquired by any public or quasi-public authority under conveyance, whereupon this Lease shall forthwith terminate and the power or threat of eminent domain, for other than a temporary period, the Lease Term Rent shall cease be duly apportioned as of the day possession date of such taking or conveyance. Upon such termination, Tenant shall be taken by such public or quasi-public authoritysurrender to Landlord the Premises and all of Tenant's interest therein under this Lease, and Tenant shall pay Rent up to that date with an appropriate refund by Landlord of any rent which may have been paid in advance for any period subsequent to the date re-enter and take possession is taken. In the event that during the term of this Agreement the Demised Premises, or any part thereof, or more than % of the Real Property Premises or remove Tenant therefrom. If any portion of the Common Area Premises is taken by condemnation or which does not materially affect Tenant's right to use the remainder of eminent domain, or by private purchase in lieu thereofthe Premises for the purposes set forth herein, this Agreement and the term hereby granted shall be terminable at Landlord’s sole option and if Landlord so terminates then this Agreement shall expire on the date when possession shall be taken by the condemnor and the Base Rent herein reserved shall be apportioned and paid in full to that date and all prepaid Base Rent shall forthwith be repaid by Landlord to Tenant. In the event Landlord does not elect to cancel or terminate this Agreement as provided above, then Landlord shall rebuild and restore the Demised Premises as nearly as possible to their condition immediately prior to any such taking and this Agreement Lease shall continue in full force and effect except thateffect, during such restorationand Landlord shall promptly perform any repair or restoration work required to restore the Premises, insofar as possible, to its former condition, and the Base Rent payable pursuant to the terms of this Agreement rental owing hereunder shall be equitably apportioned adjusted, if necessary, in such just manner and proportion as the proportion that part so taken (and its effect on Tenant's ability to use the square footage remainder of the part of the Demised Premises so taken Premises) bears to the total square footage whole. In the event of taking or conveyance as described herein, Landlord shall receive the Demised Premises immediately prior to such takingaward or consideration for the lands and improvements so taken; provided, however, in no event shall there be any abatement of the payment of any Operating Costs, provided further, however, the Landlord’s obligations to restore or rebuild shall be limited to an amount which does not exceed the proceeds obtained from such taking (less expenses incurred in collecting the same). Notwithstanding the foregoing, in the event the net condemnation award received by Landlord is insufficient to restore or rebuild the structural portions of the Demised Premises the that Landlord shall have no interest in any award made for Tenant's loss of business or value of its leasehold interest or for the option within days after Landlord’s receipt taking of the net condemnationTenant's fixtures or property, to cancel and terminate this Agreement, or for Tenant's relocation expenses. Landlord and Tenant shall be limited to consequential damages onlycooperate with one another in making claims for condemnation awards.

Eminent Domain. With respect If the Premises are taken in their entirety under the power of eminent domain by, or conveyed in lieu of such exercise to, any public authority, then Tenant’s obligations as to eminent domain: A) Condemnation the Premises shall terminate as of Demised Premisesthe date upon which title to the Premises shall become vested in the condemning authority. If the whole entire parking area associated with the Premises or any substantial part substantially all of the Demised parking area associated with the Premises shall be taken or acquired by at any time during the term of this Lease for any public or quasi-public authority under the purpose by any lawful power or threat authority, by the exercise of right of condemnation or eminent domain, for other than a temporary periodor by agreement between Landlord, the Tenant and those authorized to exercise such right, and Landlord fails to provide suitable replacement parking in connection therewith, then this Lease Term shall cease terminate as of the day possession date upon which title to the parking area shall become vested in the condemning authority. Subject to the parking area provisions, if less than all of the Premises is so taken or conveyed, Tenant’s obligations as to the Premises shall not terminate, Rent shall xxxxx and be taken by reduced proportionally to such public or quasi-public authoritytaking, and Tenant shall pay Rent up shall, at its sole cost and expense, restore the balance of the Premises to a complete structural unit that date with can be operated on an appropriate refund by Landlord economically feasible basis under the provisions of this Lease using the proceeds of the condemnation. If the condemnation proceeds resulting from such taking or conveyance are payable to the Landlord, Landlord’s Mortgagee or the holder of any rent which may future Mortgage Debt, then the obligation of Tenant to so restore the balance of the Premises shall be subject to the availability to Tenant of such proceeds to the extent needed to pay for such restoration. Landlord shall use commercially reasonable efforts in good faith to cause such proceeds to be made available to Tenant for such purpose. In the event Landlord, Landlord’s Mortgagee or the holder of any future Mortgage Debt do not make the condemnation proceeds available to Tenant to restore the balance of the Premises, then and in that event, Tenant will have been paid the option to terminate the Lease or restore the balance of the Premises and receive an abatement of Rent during the restoration and a proportionate reduction in advance Rent for the remainder of the term of the Lease. Tenant shall be obligated to meet all reasonable conditions imposed on the use of any such proceeds by the Landlord’s Mortgagee or any holder of future Mortgage Debt. If such proceeds are made available to Tenant by the Landlord’s Mortgagee or the holder of any future Mortgage Debt and such proceeds are insufficient to restore the Premises as described above, Tenant shall be required to make up such deficiency out of Tenant’s own funds. All damages awarded for any period subsequent taking of all or any part of the Premises shall belong to the date possession is takenLandlord, except that Tenant shall be entitled to any award made for removal and reinstallation of Tenant’s fixtures, moving expenses, loss of business and loss of its leasehold interest. In the event that during the term of this Agreement the Demised PremisesLandlord elects not to do so, or any part thereofTenant, or more than % of the Real Property or of the Common Area is taken by condemnation or right of eminent domainat its sole cost and expense, or by private purchase in lieu thereof, this Agreement and the term hereby granted shall be terminable at Landlord’s sole option and if Landlord so terminates then this Agreement shall expire on the date when possession shall be taken by the condemnor and the Base Rent herein reserved shall be apportioned and paid in full to that date and all prepaid Base Rent shall forthwith be repaid by Landlord to Tenant. In the event Landlord does not elect to cancel or terminate this Agreement as provided above, then Landlord shall rebuild and restore the Demised Premises as nearly as possible to their condition immediately prior to any such taking and this Agreement shall continue in full force and effect except that, during such restoration, the Base Rent payable pursuant to the terms of this Agreement shall be equitably apportioned in the proportion that the square footage of the part of the Demised Premises so taken bears to the total square footage of the Demised Premises immediately prior to such taking; provided, however, in no event shall there be any abatement of the payment of any Operating Costs, provided further, however, the Landlord’s obligations to restore or rebuild shall be limited to an amount which does not exceed the proceeds obtained from such taking (less expenses incurred in collecting the same). Notwithstanding the foregoing, in the event the net condemnation award received by Landlord is insufficient to restore or rebuild the structural portions of the Demised Premises the Landlord shall have the option within days after Landlord’s receipt right to contest any such eminent domain proceedings, including, but not limited to, the right to contest the proposed amount of the net condemnation, to cancel and terminate this Agreement, and Tenant shall be limited to consequential damages onlyany such award.

Eminent Domain. With respect to eminent domain: A) Condemnation of Demised In the event the entire Premises. If , or such portion thereof as will make the whole or any substantial part of Premises unsuitable for the Demised Premises purposes leased, shall be taken or acquired by any public or quasi-public authority under the power eminent domain or threat of eminent domain, for other than a temporary period, the Lease Term term of this lease shall cease as of the day possession shall be taken by such public or quasi-public authority, and Tenant shall pay Rent up to that date with an appropriate refund by Landlord of any rent which may have been paid in advance for any period subsequent to terminate on the date possession Lessee is takenrequired to surrender possession. In the event that during only a part of the term Premises shall be so taken, then (i) if substantial structural alteration or reconstruction of the improvements upon the Premises shall, in the reasonable opinion of Lessor be necessary or appropriate as a result of such taking, Lessor may, at its option, terminate this Agreement lease as of the Demised Premisesdate Lessee surrenders possession of such portion of the Premises by notifying Lessee in writing of such termination within sixty (60) days following the date on which Lessor shall have received final notice of such taking, or any part thereof, or more than % of the Real Property or of the Common Area is taken by condemnation or right of eminent domain, or by private purchase in lieu thereof, this Agreement and the term hereby granted shall be terminable at Landlord’s sole option and (ii) if Landlord so terminates then this Agreement shall expire on the date when possession shall be taken by the condemnor and the Base Rent herein reserved shall be apportioned and paid in full to that date and all prepaid Base Rent shall forthwith be repaid by Landlord to Tenant. In the event Landlord Lessor does not elect to cancel or terminate this Agreement lease as provided aboveaforesaid, then Landlord this lease shall rebuild be and restore the Demised Premises as nearly as possible to their condition immediately prior to remain unaffected by any such taking and this Agreement shall continue in full force and effect taking, except that, during such restoration, that the Base Rent payable pursuant to the terms of this Agreement rent shall be equitably apportioned abated in the proportion that the square footage of the part of the Demised Premises so taken premises bears to the total square footage entire Premises. In the event of termination of this lease as hereinabove provided, rental and other charges shall be paid to the date Lessee surrenders possession and any such payments made beyond that date shall be refunded by Lessor to Lessee. In the event of any taking, in whole or in part, by eminent domain proceedings or threat of eminent domain proceedings, the entire award shall be the property of the Demised Premises immediately prior Lessor. Notwithstanding the foregoing provision, Lessee shall have the right to such taking; make a separate claim with the condemning authority for the value of Lessee's moving or relocation expenses, provided, however, in no event that such separate claim shall there be any abatement not reduce or adversely affect the amount of the payment of any Operating Costs, provided further, however, the Landlord’s obligations to restore or rebuild shall be limited to an amount which does not exceed the proceeds obtained from such taking (less expenses incurred in collecting the same). Notwithstanding the foregoing, in the event the net condemnation award received by Landlord is insufficient to restore or rebuild the structural portions of the Demised Premises the Landlord shall have the option within days after Landlord’s receipt of the net condemnation, to cancel and terminate this Agreement, and Tenant shall be limited to consequential damages onlyLessor's award.

Eminent Domain. With respect to eminent domain: A) Condemnation of Demised Premises. If the whole all or any substantial part of the Demised Premises shall be taken or acquired by any public or quasi-public authority under the power or threat of eminent domaindomain or conveyance in lieu thereof, for other than a temporary period, the this Lease Term shall cease terminate as to any portion of the day possession Premises so taken or conveyed on the date when title vests in the condemnor, and Landlord shall be taken by entitled to any and all payment, income, rent, award or any interest therein whatsoever which may be paid or made in connection with such public taking or quasi-public authorityconveyance, and Tenant shall pay Rent up to that date with an appropriate refund by have no claim against Landlord or otherwise for the value of any rent which may have been paid in advance for any period subsequent to the date possession is taken. In the event that during the unexpired term of this Agreement Lease. Notwithstanding the Demised Premisesforegoing paragraph, any compensation specifically awarded Tenant for loss of business, Tenant’s personal property, moving cost or loss of goodwill, shall be and remain the property of Tenant. If (i) any action or proceeding is commenced for such taking of the Premises or any part thereof, or more than % if Landlord is advised in writing by any entity or body having the right or power of condemnation of its intention to condemn the Premises or any portion thereof, or (ii) any of the Real Property foregoing events occur with respect to the taking of any space in the Complex not leased hereby, or if any such spaces so taken or conveyed in lieu of such taking and Landlord shall decide to discontinue the use and operation of the Common Area Complex, or decide to demolish, alter or rebuild the Complex, then, in any of such events Landlord shall have the right to terminate this Lease by giving Tenant written notice thereof within sixty (60) days of the date of receipt of said written advice, or commencement of said action or proceeding, or taking conveyance, which termination shall take place as of the first to occur: on the last day of the calendar month next following the month in which such notice is given or the date on which title to the Premises shall vest in the condemnor. In the event of such a partial taking or conveyance of the Premises, if the portion of the Premises taken or conveyed is so substantial that the Tenant can no longer reasonably conduct its business, Tenant shall have the privilege of terminating this Lease within sixty (60) days from the date of such taking or conveyance, upon written notice to Landlord of its intention so to do, and upon giving of such notice this Lease shall terminate on the last day of the calendar month next following the month in which such notice is given, upon payment by Tenant of the rent from the date of such taking or conveyance to the date of termination. If a portion of the Premises be taken by condemnation or right of eminent domain, or by private purchase conveyance in lieu thereofthereof and neither Landlord nor Tenant shall terminate this Lease as provided herein, this Agreement and the term hereby granted shall be terminable at Landlord’s sole option and if Landlord so terminates then this Agreement shall expire on the date when possession shall be taken by the condemnor and the Base Rent herein reserved shall be apportioned and paid in full to that date and all prepaid Base Rent shall forthwith be repaid by Landlord to Tenant. In the event Landlord does not elect to cancel or terminate this Agreement as provided above, then Landlord shall rebuild and restore the Demised Premises as nearly as possible to their condition immediately prior to any such taking and this Agreement Lease shall continue in full force and effect except that, during such restoration, the Base Rent payable pursuant as to the terms of this Agreement shall be equitably apportioned in the proportion that the square footage of the part of the Demised Premises not so taken or conveyed, and the rent herein shall be apportioned as of the date of such taking or conveyance so that thereafter the rent to be paid by Tenant shall be in the ratio that the area of the portion of the Premises not so taken or conveyed bears to the total square footage area of the Demised Premises immediately prior to such taking; provided, however, in no event shall there be any abatement of the payment of any Operating Costs, provided further, however, the Landlord’s obligations to restore or rebuild shall be limited to an amount which does not exceed the proceeds obtained from such taking (less expenses incurred in collecting the same). Notwithstanding the foregoing, in the event the net condemnation award received by Landlord is insufficient to restore or rebuild the structural portions of the Demised Premises the Landlord shall have the option within days after Landlord’s receipt of the net condemnation, to cancel and terminate this Agreement, and Tenant shall be limited to consequential damages only.

Eminent Domain. With respect to eminent domain: A) Condemnation of Demised Premises. If the whole all or any substantial part of the Demised Premises shall be taken or acquired by any public or quasi-public authority under the power or threat of eminent domain, for other than a temporary period, the Lease Term shall cease as of the day possession shall be taken by such public domain or quasi-public authority, and Tenant shall pay Rent up to that date with an appropriate refund by Landlord of any rent which may have been paid in advance for any period subsequent to the date possession is taken. In the event that during the term of this Agreement the Demised Premises, or any part thereof, or more than % of the Real Property or of the Common Area is taken by condemnation or right of eminent domain, or by private purchase conveyance in lieu thereof, this Agreement and lease shall terminate as to any portion of the term hereby granted shall be terminable at Landlord’s sole option and if Landlord Premises so terminates then this Agreement shall expire taken or conveyed on the date when possession title vests in the condemnor, and Landlord shall be taken by entitled to any and all payments, income, rent, award or any interest therein whatsoever which may be paid or made in connection with such taking or conveyance. Tenant shall have no claim against Landlord or otherwise for the condemnor and value of any unexpired term of this lease. Notwithstanding the Base Rent herein reserved foregoing, Tenant shall be apportioned entitled to any compensation for depreciation to and paid cost of removal of Tenant's equipment and fixtures and any compensation for its relocation expenses necessitated by such taking, but in full each case only to that the extent the condemning authority makes a separate award therefor or specifically identifies a portion of the award as being therefor. Each party waives the provisions of Section 1265.130 of the California Code of Civil Procedure (which section allows either party to petition the Superior Court to terminate this lease in the event of a partial taking of the Premises). If any action or proceeding is commenced for such taking of the Premises or any portion thereof or of any other space in the Project, or if Landlord is advised in writing by any entity or body having the right or power of condemnation of its intention to condemn the Premises or any portion thereof or of any other space in the Project, and Landlord shall decide to discontinue the use and operation of the Project or decide to demolish, alter or rebuild the Project, then Landlord shall have the right to terminate this lease by giving Tenant written notice thereof within sixty (60) days of the earlier of the date and all prepaid Base Rent of Landlord's receipt of such notice of intention to condemn or the commencement of said action or proceeding. Such termination shall forthwith be repaid by Landlord to Tenanteffective as of the last day of the calendar month next following the month in which such notice is given or the date on which title shall vest in the condemnor, whichever occurs first. In the event Landlord does not elect to cancel of a partial taking, or conveyance in lieu thereof, of the Premises and fifty percent (50%) or more of the number of square feet in the Premises are taken then Tenant may terminate this Agreement lease. Any election by Tenant to so terminate shall be by written notice given to Landlord within sixty (60) days from the date of such taking or conveyance and shall be effective on the last day of the calendar month next following the month in which such notice is given or the date on which title shall vest in the condemnor, whichever occurs first. If a portion of the Premises is taken by power of eminent domain or conveyance in lieu thereof and neither Landlord nor Tenant terminates this lease as provided above, then Landlord shall rebuild and restore the Demised Premises as nearly as possible to their condition immediately prior to any such taking and this Agreement lease shall continue in full force and effect except that, during such restoration, the Base Rent payable pursuant as to the terms of this Agreement shall be equitably apportioned in the proportion that the square footage of the part of the Demised Premises not so taken or conveyed and all payments of rent shall be apportioned as of the date of such taking or conveyance so that thereafter the amounts to be paid by Tenant shall be in the ratio that the area of the portion of the Premises not so taken bears to the total square footage area of the Demised Premises immediately prior to such taking; provided, however, in no event shall there be any abatement of the payment of any Operating Costs, provided further, however, the Landlord’s obligations to restore or rebuild shall be limited to an amount which does not exceed the proceeds obtained from such taking (less expenses incurred in collecting the same). Notwithstanding the foregoing, in the event the net condemnation award received by Landlord is insufficient to restore or rebuild the structural portions of the Demised Premises the Landlord shall have the option within days after Landlord’s receipt of the net condemnation, to cancel and terminate this Agreement, and Tenant shall be limited to consequential damages only.

Eminent Domain. With respect If all of the Leased Premises are taken by exercise of the power of eminent domain (or conveyed by LANDLORD in lieu of such exercise) this LEASE will terminate on a date (the “termination date”) which is the earlier of the date upon which the condemning authority takes possession of the Leased Premises or the date on which title to eminent domain: A) Condemnation of Demised Premisesthe Leased Premises is vested in the condemning authority. If the whole or any substantial part more than 25% of the Demised rentable area of the Leased Premises shall be taken is so taken, TENANT will have the right to cancel this LEASE by written notice to LANDLORD given within 20 days after the termination date. If less than 25% of the rentable area of the Leased Premises is so taken, or acquired by any public or quasi-public authority under if the power or threat of eminent domain, for other than a temporary periodTENANT does not cancel this LEASE according to the preceding sentence, the Lease Term shall cease as monthly rent will be abated in the proportion of the day possession shall be rentable area of the Leased Premises so taken by to the rentable area of the Leased Premises immediately before such public or quasi-public authoritytaking, and Tenant shall pay Rent up TENANT’s share will be appropriately recalculated. If 25% or more of the building or the project is so taken, LANDLORD may cancel this LEASE by written notice to that date with an appropriate refund by Landlord of any rent which may have been paid in advance for any period subsequent to TENANT given within 30 days after the date possession is takentermination date. In the event that during of any such taking, the term of this Agreement the Demised Premisesentire award is hereby assigned by TENANT to LANDLORD, and such award will therefore be paid to LANDLORD. TENANT will have no right or claim to any part thereofof such award; however, or more than % TENANT will have the right to assert a claim against the condemning authority in a separate action, so long as LANDLORD’s award is not otherwise reduced, for TENANT’s moving expenses and leasehold improvements owned by TENANT. Notwithstanding anything to the contrary set forth herein, TENANT hereby waived any and all rights which TENANT might otherwise have had pursuant to Section 1265.130 of the Real Property California Code of Civil Procedure and any successor or of the Common Area is taken by condemnation or right of eminent domain, or by private purchase in lieu thereof, this Agreement and the term hereby granted shall be terminable at Landlord’s sole option and if Landlord so terminates then this Agreement shall expire on the date when possession shall be taken by the condemnor and the Base Rent herein reserved shall be apportioned and paid in full to that date and all prepaid Base Rent shall forthwith be repaid by Landlord to Tenant. In the event Landlord does not elect to cancel or terminate this Agreement as provided above, then Landlord shall rebuild and restore the Demised Premises as nearly as possible to their condition immediately prior to any such taking and this Agreement shall continue in full force and effect except that, during such restoration, the Base Rent payable pursuant to the terms of this Agreement shall be equitably apportioned in the proportion that the square footage of the part of the Demised Premises so taken bears to the total square footage of the Demised Premises immediately prior to such taking; provided, however, in no event shall there be any abatement of the payment of any Operating Costs, provided further, however, the Landlord’s obligations to restore or rebuild shall be limited to an amount which does not exceed the proceeds obtained from such taking (less expenses incurred in collecting the samesubstantially similar statute(s). Notwithstanding the foregoing, in the event the net condemnation award received by Landlord is insufficient to restore or rebuild the structural portions of the Demised Premises the Landlord shall have the option within days after Landlord’s receipt of the net condemnation, to cancel and terminate this Agreement, and Tenant shall be limited to consequential damages only.

Eminent Domain. With respect to eminent domain: A) Condemnation of Demised Premises. If the whole or any substantial part of the Demised Premises shall be is taken or acquired by any public or quasi-public authority under the power or threat of eminent domain then this Lease shall terminate on the part so taken on the date possession of the Premises is required for public use, and any pre-paid rent shall be refunded to the Tenant. If less that the entire space is rendered unusable but the remaining portion is obviously not suited to meet Xxxxxx’s operations needs, then the entire space will be deemed unusable. In such a circumstance, Landlord and Tenant shall also each have the right to terminate this Lease for any remaining portion of the Premises upon written notice to the other, which notice shall be delivered within thirty (30) days following the date notice is received of such taking (provided, however, that Landlord shall only have the right to terminate this Lease if it terminates the leases of all office tenants of the Building which are terminable by Landlord in such event). If neither party terminates this Lease, Landlord shall make all necessary repairs to the Premises and the Building and the improvements in which the Premises are located to render and restore it to a complete architectural unit, and Tenant shall continue in possession of the portion of the Premises not taken under the power of eminent domain, for other than a temporary periodunder the terms and conditions provided in this Lease, except that the Lease Term monthly rent shall cease as be reduced in direct proportion to the amount of the day possession Premises so taken. All damages awarded for such taking shall belong to and shall be taken by property of the Landlord, whether such public damages be awarded as compensation for diminution in value of the Leasehold or quasi-public authority, and Tenant shall pay Rent up to that date with an appropriate refund by Landlord of any rent which may have been paid in advance for any period subsequent to the date possession is taken. In the event that during the term of this Agreement the Demised Premises, or any part thereof, or more than % fee of the Real Property or of the Common Area is taken by condemnation or right of eminent domain, or by private purchase in lieu thereof, this Agreement and the term hereby granted shall be terminable at Landlord’s sole option and if Landlord so terminates then this Agreement shall expire on the date when possession shall be taken by the condemnor and the Base Rent herein reserved shall be apportioned and paid in full to that date and all prepaid Base Rent shall forthwith be repaid by Landlord to Tenant. In the event Landlord does not elect to cancel or terminate this Agreement as provided above, then Landlord shall rebuild and restore the Demised Premises as nearly as possible to their condition immediately prior to any such taking and this Agreement shall continue in full force and effect except that, during such restoration, the Base Rent payable pursuant to the terms of this Agreement shall be equitably apportioned in the proportion that the square footage of the part of the Demised Premises so taken bears to the total square footage of the Demised Premises immediately prior to such taking; provided, however, in no event shall there be any abatement of the payment of any Operating Costs, provided further, however, the Landlord’s obligations to restore or rebuild shall be limited to an amount which does not exceed the proceeds obtained from such taking (less expenses incurred in collecting the same)Premises. Notwithstanding the foregoing, Tenant may go to all legal proceedings and assert any claim that it may have against the condemning authority for compensation for any of Tenant's personal property and trade fixtures and for any relocation expense compensable by statute, and receive such award therefor as may be allowed in the event the net condemnation proceedings, if such award received by Landlord is insufficient to restore or rebuild the structural portions of the Demised Premises the Landlord shall have the option within days after Landlord’s receipt of the net condemnation, to cancel and terminate this Agreement, and Tenant shall be limited made in addition to consequential damages onlyand stated separately from the award made for the Land and the Building or the part thereof so taken.

Eminent Domain. With respect to eminent domain: A) Condemnation of Demised Premises1. If the whole or any substantial part of the Demised entire Leased Premises shall be is taken or acquired by any public authority under power of condemnation or quasi-sold to any public authority under the power or threat in lieu of eminent domaincondemnation, for other than a temporary period, the then this Lease Term shall cease terminate as of the day possession shall be taken by such public or quasi-public authority, and Tenant shall pay Rent up to that date with an appropriate refund by Landlord of any rent which may have been paid in advance for any period subsequent to the date possession is takentaken by the acquiring authority and rent shall be apportioned as of that date. If (i) a portion of the Leased Premises is taken or sold and said taking or sale results in making the Leased Premises unsuitable for the use contemplated herein, then Tenant, at its option, may terminate and cancel this Lease as of the date of taking by giving Landlord written notice of termination within sixty (60) days after the date of taking, and the rent shall be apportioned as of said date. In the event that during this Lease is not terminated upon a partial taking of the term of this Agreement the Demised Leased Premises, or any part thereofLandlord shall, or more than % to the extent possible, promptly commence and pursue diligently until completion the restoration of the Real Property or remaining portion of the Common Area is taken by condemnation or right Leased Premises which Landlord furnished upon the commencement of eminent domain, or by private purchase the Lease term to the condition the same were in lieu thereof, this Agreement and the term hereby granted shall be terminable at Landlord’s sole option and if Landlord so terminates then this Agreement shall expire on the date when possession shall be taken by the condemnor and the Base Rent herein reserved shall be apportioned and paid in full to that date and all prepaid Base Rent shall forthwith be repaid by Landlord to Tenant. In the event Landlord does not elect to cancel or terminate this Agreement as provided above, then Landlord shall rebuild and restore the Demised Premises as nearly as possible to their condition immediately prior to any such taking and this Agreement Lease shall continue in full force and effect except that, during effect. Landlord shall use such restoration, portion of Landlord's proceeds by reason of such taking necessary to repair and restore the Base Rent payable pursuant to the terms of this Agreement shall be equitably apportioned in the proportion that the square footage of the part of the Demised Leased Premises so taken bears to the total square footage of the Demised Premises immediately prior to such taking; as herein provided, however, but in no event shall there Landlord be any abatement obligated to expend for such repairs an amount in excess of the payment of any Operating Costs, provided further, howevercondemnation proceeds available to Landlord for such rebuilding. During the period in which Landlord is repairing and restoring the Leased Premises pursuant to this Paragraph, the Landlord’s obligations to restore or rebuild shall be limited to an amount which does not exceed the proceeds obtained from such taking (less expenses incurred in collecting the same). Notwithstanding the foregoing, in the event the net condemnation award received rental payable by Landlord is insufficient to restore or rebuild the structural portions of the Demised Premises the Landlord shall have the option within days after Landlord’s receipt of the net condemnation, to cancel and terminate this Agreement, and Tenant shall be limited apportioned and prorated in order to consequential damages onlyxxxxx in proportion to the area of the Leased Premises which is untenantable.

Eminent Domain. With respect to eminent domain: A) Condemnation of Demised Premises. If the whole or any substantial part all of the Demised Premises Premises, or such substantial portion thereof as to make it infeasible, in the reasonable opinion of Lessee or Manager, to restore and continue to operate the remaining portion for the purposes contemplated hereby, shall be taken through the exercise, or acquired by any public or quasi-public authority under agreement in lieu of the exercise, of the power or threat of eminent domain, for other than a temporary period, then effective upon the Lease Term date that Lessee shall cease as be required to surrender possession of the day possession Premises, or a portion thereof, either party may terminate this Agreement and neither party shall be taken by such public or quasi-public authority, and Tenant shall pay Rent up to that date with an appropriate refund by Landlord of have any rent which may have been paid in advance for any period subsequent further obligation to the other party hereunder, except with respect to liabilities accruing, or based upon events occurring, prior to the effective date possession is takenof such termination. In the event a substantial portion of the Premises is taken, but Mortgagee fails or refuses to make available to Lessee sufficient proceeds of such eminent domain proceedings in order to permit Lessee to make appropriate alterations, restorations or repairs to the remainder of the Premises, so that during the term of Hotel would continue to be operable for the purposes herein contemplated, then Lessee shall have the right to terminate this Agreement upon written notice to Manager and, upon the Demised Premises, or any part thereof, or more than % date that Lessee shall be required to surrender possession of the Real Property or of Premises to the Common Area is taken by condemnation or right of eminent domain, or by private purchase in lieu thereofcondemning authority, this Agreement shall terminate and neither party shall have any further obligation to the term hereby granted shall be terminable at Landlord’s sole option and if Landlord so terminates then other party hereunder, except with respect to liabilities accruing, or based upon events occurring, prior to the effective date of such termination. Any election to terminate this Agreement shall expire on must be made within thirty (30) days of receipt of actual written notice from the date when possession shall condemning authority setting out the details of the proposed taking. If such notice does not provide the parties with sufficient detail so that a decision may be taken by made regarding termination, the condemnor and parties may mutually agree to extend the Base Rent herein reserved shall be apportioned and paid above time period in full to that date and all prepaid Base Rent shall forthwith be repaid by Landlord to Tenanttheir discretion. In the event Landlord does not elect to cancel or terminate this Agreement as provided aboveis not terminated due to eminent domain in this section 10.02, then Landlord Lessee shall rebuild proceed with all due diligence to repair any damage to the Hotel, or to alter or modify the Hotel so as to render it a complete architectural unit which can be operated as a hotel of substantially the same type and restore class as before, but only to the Demised Premises as nearly as possible extent of condemnation proceeds available to their condition immediately prior Lessee. Lessee and/or its Lessor shall be solely entitled to any Award, subject only to any exceptions set out below. Manager may seek an award from the condemning authority for its loss of business interest only, if such taking and this Agreement shall continue in full force and effect except that, during such restoration, the Base Rent payable pursuant to the terms of this Agreement shall be equitably apportioned in the proportion that the square footage of the part of the Demised Premises so taken bears to the total square footage of the Demised Premises immediately prior to such taking; provided, however, in no event shall there be any abatement of the payment of any Operating Costs, provided further, however, the Landlord’s obligations to restore or rebuild shall be limited to an amount which does not exceed the proceeds obtained from such taking (less expenses incurred in collecting the same)separate claim is permitted. Notwithstanding the foregoing, in In the event the net condemning authority does award Manager for such loss, Manager shall only be entitled to retain that portion of its condemnation award which is necessary to compensate Manager for its lost management fees, which shall be calculated in the same manner as termination fees for Damage by Casualty, as set out above in Section 10.01. Manager shall promptly remit any additional amount to Lessee. In the event any jurisdiction would permit both Manager and Lessee to seek an award for their loss of business interests (respectively), this section shall not prohibit Lessee from making a separate claim therefor. Lessee shall compensate Manager for its lost management fees (calculated in the same manner as termination fees for Damage by Casualty, as set out above in Section 10.01) only if Manager is not permitted to seek an award directly from the condemning authority, and only to the extent of any actual condemnation proceeds received by Landlord is insufficient to restore or rebuild the structural portions of the Demised Premises the Landlord shall have the option within days after Landlord’s receipt of the net condemnation, to cancel and terminate this Agreement, and Tenant shall be limited to consequential damages onlyLessee.

Eminent Domain. With respect to eminent domain: A) Condemnation of Demised Premises. If the whole all or any substantial part of the Demised Premises shall be taken or acquired by any public or quasi-public authority under the power or threat of eminent domaindomain or conveyance in lieu thereof, for other than a temporary period, the this Lease Term shall cease terminate as to any portion of the day possession Premises so taken or conveyed on the date when title vests in the condemnor, and Landlord shall be taken by entitled to any and all payment, income, rent, award, or any interest therein whatsoever which may be paid or made in connection with such public taking or quasi-public authorityconveyance, and Tenant shall pay Rent up to that date with an appropriate refund by have no claim against Landlord or otherwise for the value of any rent which may have been paid in advance for any period subsequent to the date possession is taken. In the event that during the unexpired term of this Agreement Lease. Notwithstanding the Demised Premisesforegoing paragraph, any compensation specifically awarded Tenant for loss of business, Tenant's personal property, moving cost or loss of goodwill, shall be and remain the property of Tenant. If any action or proceeding is commenced for such taking of the Premises or any part thereof, or more than % if Landlord is advised in writing by any entity or body having the right or power of condemnation of its intention to condemn the premises or any portion thereof, then Landlord shall have the right to terminate this Lease by giving Tenant written notice thereof within sixty (60) days of the Real Property date of receipt of said written advice, or commencement of said action or proceeding, or taking conveyance, which termination shall take place as of the Common Area first to occur of the last day of the calendar month next following the month in which such notice is given or the date on which title to the Premises shall vest in the condemnor. In the event of such a partial taking or conveyance of the Premises, if the portion of the Premises taken or conveyed is so substantial that the Tenant can no longer reasonably conduct its business, Tenant shall have the privilege of terminating this Lease within sixty (60) days from the date of such taking or conveyance, upon written notice to Landlord of its intention so to do, and upon giving of such notice this Lease shall terminate on the last day of the calendar month next following the month in which such notice is given, upon payment by Tenant of the rent from the date of such taking or conveyance to the date of termination. If a portion of the Premises be taken by condemnation or right of eminent domain, or by private purchase conveyance in lieu thereofthereof and neither Landlord nor Tenant shall terminate this Lease as provided herein, this Agreement and the term hereby granted shall be terminable at Landlord’s sole option and if Landlord so terminates then this Agreement shall expire on the date when possession shall be taken by the condemnor and the Base Rent herein reserved shall be apportioned and paid in full to that date and all prepaid Base Rent shall forthwith be repaid by Landlord to Tenant. In the event Landlord does not elect to cancel or terminate this Agreement as provided above, then Landlord shall rebuild and restore the Demised Premises as nearly as possible to their condition immediately prior to any such taking and this Agreement Lease shall continue in full force and effect except that, during such restoration, the Base Rent payable pursuant as to the terms of this Agreement shall be equitably apportioned in the proportion that the square footage of the part of the Demised Premises not so taken or conveyed, and the rent herein shall be apportioned as of the date of such taking or conveyance so that thereafter the rent to be paid by Tenant shall be in the ratio that the area of the portion of the Premises not so taken or conveyed bears to the total square footage area of the Demised Premises immediately prior to such taking; provided, however, in no event shall there be any abatement of the payment of any Operating Costs, provided further, however, the Landlord’s obligations to restore or rebuild shall be limited to an amount which does not exceed the proceeds obtained from such taking (less expenses incurred in collecting the same). Notwithstanding the foregoing, in the event the net condemnation award received by Landlord is insufficient to restore or rebuild the structural portions of the Demised Premises the Landlord shall have the option within days after Landlord’s receipt of the net condemnation, to cancel and terminate this Agreement, and Tenant shall be limited to consequential damages only.

Eminent Domain. With respect to eminent domain: A) Condemnation of Demised Premises. If In the event that the whole or any substantial part substantially all of the Demised Leased Premises shall be condemned or taken or acquired by in any manner (including agreement between Landlord and any governmental authority authorized to exercise such right) for any public or quasi-public authority under use, this Lease shall forthwith cease and terminate as of the power date of vesting of title and the Rent due from Tenant hereunder shall be apportioned and paid to such date of vesting. In the event that only a part of the Leased Premises consisting of less than substantially all thereof shall be so condemned or threat taken, then effective as of eminent domainthe date of vesting of title, the Rent reserved hereunder for other such part shall be equitably abated and this Lease shall continue as to such part not so taken. If a substantial part or the whole of the Leased Premises is taken for a term of less than a temporary periodtwelve (12) months, the Lease Term shall cease remain in full force and effect, except that Rent shall xxxxx during the term of such temporary taking as to the portion of the day possession shall be taken by such public or quasi-public authority, and Tenant shall pay Rent up to that date with an appropriate refund by Landlord of any rent which may have been paid in advance for any period subsequent to the date possession is Leased Premises so taken. In the event that during of any condemnation or taking, Landlord shall be entitled to receive the term entire award in the condemnation proceeding, including any award made for the value of the estate vested by this Agreement the Demised PremisesLease in Tenant, and Tenant hereby expressly assigns to Landlord any and all right, title and interest of Tenant now or hereafter arising in or to any such award or any part thereof, or more than % of the Real Property or of the Common Area is taken by condemnation or right of eminent domain, or by private purchase in lieu thereof, this Agreement and the term hereby granted Tenant shall be terminable at Landlord’s sole option and if Landlord so terminates then this Agreement shall expire on the date when possession shall be taken by the condemnor and the Base Rent herein reserved shall be apportioned and paid in full entitled to that date and all prepaid Base Rent shall forthwith be repaid by Landlord to Tenant. In the event Landlord does not elect to cancel or terminate this Agreement as provided above, then Landlord shall rebuild and restore the Demised Premises as nearly as possible to their condition immediately prior to any such taking and this Agreement shall continue in full force and effect except that, during such restoration, the Base Rent payable pursuant to the terms of this Agreement shall be equitably apportioned in the proportion that the square footage of the receive no part of the Demised Premises so taken bears to the total square footage of the Demised Premises immediately prior to such taking; provided, however, in no event shall there be any abatement of the payment of any Operating Costs, provided further, however, the Landlord’s obligations to restore or rebuild shall be limited to an amount which does not exceed the proceeds obtained from such taking (less expenses incurred in collecting the same)award. Notwithstanding the foregoing, in the event the net condemnation award received by Landlord is insufficient to restore or rebuild the structural portions of the Demised Premises the Landlord Tenant shall have the option within days after Landlord’s receipt of the net condemnationright to a separate award for its trade fixtures, to cancel equipment and terminate this Agreement, and Tenant shall be limited to consequential damages onlyrelocation costs.

Eminent Domain. With respect to eminent domain: A) Condemnation of Demised Premises. If In the whole event all or any substantial part portion of the Demised Premises shall be Property, or any access to the property, or any interest in the Property is taken or acquired by any public or quasi-public authority under the power or threat of eminent domain, for other than a temporary period, the Lease Term shall cease as of the day possession shall is threatened to be taken by such public eminent domain (whether or quasi-public authoritynot an eminent domain proceeding is actually commenced) prior to Closing, Seller shall immediately notify Buyer in writing (hereinafter referred to as the “Eminent Domain Notice”) which shall include a description in reasonable detail of the property or interest therein to be taken and Tenant shall pay Rent up Seller’s good faith estimate of the cost to that date with an appropriate refund repair or restore any damage to or loss of the Property which would be occasioned by Landlord of any rent which may have been paid in advance for any period subsequent to the date possession is takentaking. In the such event that during the term of this Agreement the Demised PremisesBuyer may, or any part thereofat its sole election, or more than % of the Real Property or of the Common Area is taken by condemnation or right of eminent domain, or by private purchase in lieu thereof, this Agreement and the term hereby granted shall be terminable at Landlord’s sole option and if Landlord so terminates then this Agreement shall expire on the date when possession shall be taken by the condemnor and the Base Rent herein reserved shall be apportioned and paid in full to that date and all prepaid Base Rent shall forthwith be repaid by Landlord to Tenant. In the event Landlord does not elect to cancel or terminate this Agreement as provided above, then Landlord shall rebuild by giving written notice of such election to Seller and restore the Demised Premises as nearly as possible to their condition immediately Title Company not later than the earlier of (i) the last business day prior to any such taking and this Agreement shall continue in full force and effect except thatscheduled Closing Date, during such restoration, the Base Rent payable pursuant to the terms of this Agreement shall be equitably apportioned in the proportion that the square footage of the part of the Demised Premises so taken bears to the total square footage of the Demised Premises immediately prior to such taking; provided, however, in no event shall there Buyer be any abatement required to give notice of such election sooner than five (5) business days after receipt of the payment of any Operating CostsEminent Domain Notice, provided further, however, and the Landlord’s obligations to restore or rebuild Closing shall be limited adjourned, if necessary, to an amount which does not exceed accommodate such period, or (ii) the proceeds obtained from such taking fifteenth (less expenses incurred in collecting the same). Notwithstanding the foregoing, in the event the net condemnation award received by Landlord is insufficient to restore or rebuild the structural portions of the Demised Premises the Landlord shall have the option within days 15) calendar day after LandlordBuyer’s receipt of the net condemnation, Eminent Domain Notice. If Buyer does not to cancel and terminate this Agreement as provided above Buyer shall be deemed to have elected to proceed to close the Transaction in accordance with the terms of this Agreement. In such latter event Buyer shall be entitled to participate in the taking proceeding relating to the Property or the negotiations regarding the taking award relating to the Property, and Tenant Seller shall assign to Buyer at Closing Seller’s right, title, and interest in any taking award which remains unpaid to Seller in connection with such taking relating to the Property. Further in such event, Buyer shall receive as a credit against the Purchase Price the amount of any taking award previously paid to Seller in connection with the taking and not used in the repair or restoration of the Property prior to Closing. As used herein a “taking” shall be limited deemed to consequential damages onlyinclude a voluntary conveyance in lieu of a taking by eminent domain.

Eminent Domain. With respect to eminent domain: A(a) Condemnation In the event Seller receives any notice of Demised Premises. If any condemnation proceedings, or other proceedings in the whole or any substantial part of the Demised Premises shall be taken or acquired by any public or quasi-public authority under the power or threat nature of eminent domain, Seller will forthwith send a copy of such notice to Buyer. If (1) a Substantial Portion (being defined herein as a taking which will result in an award in condemnation and/or damages in excess of ten (10%) percent of the Purchase Price for other the Premises hereunder) of the Premises is taken by eminent domain or (2) less than a temporary period, the Lease Term shall cease as Substantial Portion of the day possession Premises is taken by eminent domain and the Purchase Money Lender determines to not close the Purchase Money Mortgage Loan solely as a result of such taking, Buyer may, upon written notice to Seller within fifteen (15) days after receipt of notice of such taking, elect to cancel this Agreement, and in such event the Deposit, together with interest earned thereon, shall be returned to Buyer hereunder and neither party shall have any further liability or obligation to the other hereunder except with respect to the indemnifications contained in Paragraphs 5(e), 7 and 22. If a Substantial Portion of the Premises is taken by such public or quasi-public authoritycondemned and this Agreement is not cancelled, Seller shall, at Closing assign to Buyer all of Seller's right, title and Tenant shall pay Rent up interest in and to that date with an appropriate refund by Landlord any awards in condemnation, or damages of any rent kind, to which Seller is or may have been paid in advance become entitled, but has not received, by reason of any exercise of the power of eminent domain with respect to or for any period subsequent to the date possession is taken. In taking of the event that during the term of this Agreement the Demised Premises, Premises or any part thereof, or more than % credit on account of the Real Property or Purchase Price by reducing the amount due Seller at Closing, the amount of the Common Area is taken by condemnation or right of eminent domain, or by private purchase in lieu thereof, this Agreement and the term hereby granted shall be terminable at Landlord’s sole option and if Landlord so terminates then this Agreement shall expire on the date when possession shall be taken by the condemnor and the Base Rent herein reserved shall be apportioned and paid in full to that date and all prepaid Base Rent shall forthwith be repaid by Landlord to Tenant. In the event Landlord does not elect to cancel or terminate this Agreement as provided above, then Landlord shall rebuild and restore the Demised Premises as nearly as possible to their condition immediately prior to any such taking and this Agreement shall continue in full force and effect except that, during such restoration, the Base Rent payable pursuant to the terms of this Agreement shall be equitably apportioned in the proportion that the square footage of the part of the Demised Premises so taken bears to the total square footage of the Demised Premises immediately prior to such taking; provided, however, in no event shall there be any abatement of the payment of any Operating Costs, provided further, however, the Landlord’s obligations to restore awards or rebuild shall be limited to an amount damages which does not exceed the proceeds obtained from such taking (less expenses incurred in collecting the same). Notwithstanding the foregoing, in the event the net condemnation award received by Landlord is insufficient to restore or rebuild the structural portions of the Demised Premises the Landlord shall have the option within days after Landlord’s receipt of the net condemnation, to cancel and terminate this Agreement, and Tenant shall be limited to consequential damages onlySeller has theretofore received.

Eminent Domain. With respect to eminent domain: AIf any part over fifteen percent (15%) Condemnation of Demised Premises. If the whole or any substantial part of the Demised Premises a Building shall be taken or acquired by any public or quasi-public authority appropriated under the power of eminent domain or threat conveyed in lieu thereof, Tenant shall have the right to terminate this Lease with respect to such Building at its option. If any part of a Building shall be taken or appropriated under power of eminent domain or conveyed in lieu thereof and such taking is so extensive that it renders the remaining portion of the Building unsuitable for the use being made of the Building on the date immediately preceding such taking, Landlord may terminate this Lease at its option. If there is a taking or appropriation under the power of eminent domain or conveyance in lieu thereof of any portion of the Common Area which causes the Premises to permanently violate parking requirements under any applicable Laws or which permanently prevents surface access to either Building from a public street in a manner consistent with access requirements of a first-class office building in Palo Alto, Landlord shall cure such non-compliance or provide alternative access by any reasonable means, and if Landlord reasonably determines that such violation is not curable or alternative access not obtainable by reasonable means or fails to commence such cure within sixty (60) days after such taking or other action, both Landlord and Tenant shall have the option, exercisable by written notice to the other party, of terminating this Lease with respect to the affected Building as of the date of vesting of title pursuant to the taking or other action. In any of such events, Landlord shall receive CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. (and Tenant shall assign to Landlord upon demand from Landlord) any income, rent, award or any interest therein which may be paid in connection with the exercise of such power of eminent domain, for other than a temporary period, the Lease Term shall cease as of the day possession shall be taken by such public or quasi-public authority, and Tenant shall pay Rent up to that date with an appropriate refund by have no claim against Landlord of any rent which may have been paid in advance for any period subsequent part of sum paid by virtue of such proceedings, whether or not attributable to the date possession is taken. In value of the event that during the unexpired term of this Agreement Lease, except that Tenant shall be entitled to petition the Demised Premisescondemning authority for the following: (i) the value of Tenant’s Trade Fixtures; (ii) Tenant’s relocation costs; and (iii) Tenant’s goodwill, or any loss of business and business interruption. If a part thereof, or more than % of the Real Property Premises shall be so taken or of the Common Area is taken by condemnation appropriated or right of eminent domain, or by private purchase in lieu thereof, conveyed and neither party hereto shall elect to terminate this Agreement Lease and the term hereby granted Premises have been damaged as a consequence of such partial taking or appropriation or conveyance, Landlord shall be terminable restore the Premises continuing under this Lease at Landlord’s sole option cost and if expense; provided, however, that Landlord so terminates then shall not be required to repair or restore any injury or damage to the property of Tenant or to make any repairs or restoration of the Tenant Improvements, any Alterations or Trade Fixtures. Thereafter, the Monthly Base Rent and Additional Charges to be paid under this Agreement shall expire on Lease for the date when possession remainder of the Term shall be taken proportionately reduced, such that thereafter the amounts to be paid by the condemnor and the Base Rent herein reserved Tenant shall be apportioned and paid in full to that date and all prepaid Base Rent shall forthwith be repaid by Landlord to Tenant. In the event Landlord does not elect to cancel or terminate this Agreement as provided above, then Landlord shall rebuild and restore the Demised Premises as nearly as possible to their condition immediately prior to any such taking and this Agreement shall continue in full force and effect except that, during such restoration, the Base Rent payable pursuant to the terms of this Agreement shall be equitably apportioned in the proportion ratio that the square footage they are of the part portion of the Demised Premises not so taken bears to the total square footage area of the Demised Premises immediately prior to such taking; provided. Notwithstanding anything to the contrary contained in this Paragraph 22, however, in no event shall there be if the temporary use or occupancy of any abatement part of the payment of any Operating Costs, provided further, however, the Landlord’s obligations to restore or rebuild Premises shall be limited to an amount which does not exceed taken or appropriated under power of eminent domain during the proceeds obtained from Term, this Lease shall be and remain unaffected by such taking (less expenses incurred or appropriation and Tenant shall continue to pay in collecting full all Monthly Base Rent and Additional Charges payable hereunder by Tenant during the same). Notwithstanding the foregoing, Term; in the event of any such temporary appropriation or taking, Tenant shall be entitled to receive that portion of any award which represents compensation for the net condemnation award received by Landlord is insufficient to restore use of or rebuild the structural portions occupancy of the Demised Premises during the Term, and Landlord shall be entitled to receive that portion of any award which represents the cost of restoration of the Premises and the use and occupancy of the Premises after the end of the Term. If such temporary taking is for a period longer than two hundred and seventy (270) days and unreasonably interferes with Tenant’s use of either Building, then Tenant shall have the option within days after Landlord’s receipt right to terminate the Lease with respect to the affected Building. Landlord and Tenant understand and agree that the provisions of this Paragraph 22 are intended to govern fully the rights and obligations of the net condemnationparties in the event of a taking of all or any portion of the Premises. Accordingly, the parties each hereby waives any right to cancel and terminate this AgreementLease in whole or in part under Sections 1263.260, 1265.120 and Tenant shall be limited to consequential damages only1265.130 of the California Code of Civil Procedure or under any similar Law now or hereafter in effect.

Eminent Domain. With respect to eminent domain: A) Condemnation of Demised Premises. If the whole or any substantial part of the Demised Premises Building shall be taken or acquired by any for public or quasi-public use by a governmental or other authority under having the power or threat of eminent domain, or shall be conveyed to such authority in lieu of such taking, and if such taking or conveyance shall cause the remaining part of the Building to be untenantable and inadequate for other than a temporary perioduse by Tenant for the purpose for which it was leased, then Tenant may, at its option, terminate this Lease as of the date Landlord is required to surrender possession of the Building. In such event, all Rent due under this Lease Term shall be apportioned to and shall cease as of the day date Landlord is required to surrender possession of the Building, and Landlord and Tenant shall be released from all further obligations and liability hereunder (except for any obligations previously incurred hereunder). If a part of the Building shall be taken or conveyed, but the remaining part is tenantable and adequate for Tenant's use, Landlord shall make such repairs, alterations and improvements (exclusive of repairs, alterations or improvements to tenant improvements, if any, installed by Tenant pursuant to Section 8.03) as may be necessary to render the part not taken or conveyed tenantable. If such public taking or quasi-public authority, and Tenant shall pay Rent up to that date with an appropriate refund by Landlord conveyance includes any part of any rent which may have been paid in advance for any period subsequent to the date possession is taken. In the event that during the term of this Agreement the Demised Premises, or any part thereof, or more than % of the Real Property or of the Common Area is taken by condemnation or right of eminent domain, or by private purchase in lieu thereof, this Agreement and the term hereby granted Rent shall be terminable at Landlord’s sole option and if Landlord so terminates then this Agreement shall expire on the date when possession shall be taken by the condemnor and the Base Rent herein reserved shall be apportioned and paid reduced in full proportion to that date and all prepaid Base Rent shall forthwith be repaid by Landlord to Tenant. In the event Landlord does not elect to cancel or terminate this Agreement as provided above, then Landlord shall rebuild and restore the Demised Premises as nearly as possible to their condition immediately prior to any such taking and this Agreement shall continue in full force and effect except that, during such restoration, the Base Rent payable pursuant to the terms of this Agreement shall be equitably apportioned in the proportion that the square footage of the part of the Demised Premises so taken bears to the total square footage of the Demised Premises immediately prior to or conveyed. All compensation awarded for such taking; provided, however, in no event shall there be any abatement of the payment of any Operating Costs, provided further, however, the Landlord’s obligations to restore taking or rebuild conveyance shall be limited the property of Landlord, without any deduction therefrom for any present or future estate of Tenant, and Tenant hereby assigns to an amount which does not exceed the proceeds obtained from Landlord all of its right, title and interest in and to any such taking (less expenses incurred in collecting the same)award. Notwithstanding the foregoingHowever, in the event the net condemnation award received by Landlord is insufficient to restore or rebuild the structural portions of the Demised Premises the Landlord Tenant shall have the option within days after right to recover from such authority, but not from Landlord’s receipt , such compensation as may be awarded to Tenant on account of the net condemnationmoving and relocation expenses and depreciation to and removal of Tenant's trade fixtures and personal property and alterations or tenant improvements, if any, installed by Tenant pursuant to cancel and terminate this Agreement, and Tenant shall be limited to consequential damages only.Section 8.03. XII -- LIENS ------------

Eminent Domain. With respect to eminent domain: A) Condemnation of Demised Premises. If In case the whole or any substantial part of the Demised Premises shall be taken or acquired by any public or quasi-public authority under the power or threat of eminent domain, for other than a temporary period, the Lease Term shall cease as of the day possession shall be taken by such public or quasi-public authority, and Tenant shall pay Rent up to that date with an appropriate refund by Landlord of any rent which may have been paid in advance for any period subsequent to the date possession is taken. In the event that during the term of this Agreement the Demised PremisesMortgaged Property, or any part or interest in any thereof, or more than % of the Real Property or of the Common Area is taken by condemnation condemnation, then upon the occurrence and during the continuance of an Event of Default, the Mortgagee is empowered to collect and receive all Condemnation Awards which may be paid for any property taken or right for damages to any property not taken (all of eminent domainwhich the Mortgagor hereby assigns to the Mortgagee), and all Condemnation Awards so received shall be forthwith applied by the Mortgagee, as it may elect in its sole and unreviewable discretion, to the prepayment of the Indebtedness, or by private purchase in lieu thereof, this Agreement and the term hereby granted shall be terminable at Landlord’s sole option and if Landlord so terminates then this Agreement shall expire on the date when possession shall be taken by the condemnor and the Base Rent herein reserved shall be apportioned and paid in full to that date and all prepaid Base Rent shall forthwith be repaid by Landlord to Tenant. In the event Landlord does not elect to cancel or terminate this Agreement as provided above, then Landlord shall rebuild and restore the Demised Premises as nearly as possible to their condition immediately prior to any such taking and this Agreement shall continue in full force and effect except that, during such restoration, the Base Rent payable pursuant to the terms repair and restoration of this Agreement shall be equitably apportioned in the proportion that the square footage of the part of the Demised Premises any property not so taken bears to the total square footage of the Demised Premises immediately prior to such takingor damaged; provided, however, in as long as no event shall there be Event of Default has occurred and is continuing that any abatement Condemnation Awards payable by reason of the payment taking of less than all of the Mortgaged Property shall be made available to the extent required, as determined by the Mortgagee in its reasonable discretion, for the repair or restoration of any Operating Costs, provided further, however, Mortgaged Property not so taken. The Mortgagor hereby empowers the Landlord’s obligations to restore or rebuild shall be limited to an amount which does not exceed the proceeds obtained from such taking (less expenses incurred in collecting the same). Notwithstanding the foregoingMortgagee, in the event Mortgagee’s reasonably exercised discretion, upon the net occurrence and during the continuance of an Event of Default to settle, compromise and adjust any and all claims or rights arising under any condemnation award received by Landlord is insufficient or eminent domain proceeding relating to restore the Mortgaged Property or rebuild any portion thereof. At all times other than during the structural portions continuance of an Event of Default, the Demised Premises the Landlord Mortgagor shall have the option within days after Landlord’s receipt of the net condemnationexclusive right to settle, to cancel and terminate this Agreementcompromise, and Tenant shall be limited adjust any and all claims, rights, or proceeds under any insurance policy maintained by the Mortgagor relating to consequential damages onlythe Mortgaged Property.

Eminent Domain. With respect to eminent domain: A) Condemnation of Demised Premises. If the whole or any substantial part of the Demised Premises hereby leased shall be taken or acquired by any public or quasi-public authority under the power or threat of eminent domain, for other than a temporary periodor by deed in lieu thereof, then the term of this Lease Term shall cease as of the day possession shall be taken by such public or quasi-public authorityauthority and the Rent and other charges due hereunder, and Tenant shall pay Rent be paid up to that date day with an appropriate a proportionate refund by Landlord of any such rent which as may have been paid in advance for any a period subsequent to the date possession is taken. In the event that during the term of this Agreement the Demised Premises, or any part thereof, or more than % of the Real Property or taking. If less than the whole of the Common Area is Premises shall be taken by condemnation or right of under eminent domain, or by private purchase in lieu thereof, this Agreement and Landlord shall have the term hereby granted shall be terminable at Landlord’s sole option and if Landlord so terminates then this Agreement shall expire on the date when possession shall be taken by the condemnor and the Base Rent herein reserved shall be apportioned and paid in full right either to that date and all prepaid Base Rent shall forthwith be repaid by Landlord to Tenant. In the event Landlord does not elect to cancel or terminate this Agreement as provided aboveLease and declare same void, then or require Tenant to continue in the possession of the remainder of the Premises if such can reasonably be accomplished. Landlord shall rebuild and restore the Demised Premises as nearly as possible to their condition immediately prior to any notify Tenant in writing within Twenty (20) days after such taking and this Agreement of Landlord's intention. If the Tenant is to remain in possession, all of the terms herein provided shall continue in full force and effect effect, except that, during such restoration, that the Base Rent payable pursuant Fixed Minimum Annual Rental shall be reduced in proportion to the terms of this Agreement shall be equitably apportioned in the proportion that the square footage amount of the part of the Demised Premises so taken bears Premises, if any, taken. If this Lease continues, Landlord shall, at its expense, make all necessary repairs or alterations to the total square footage of basic building, as such existed at the Demised Commencement Date, subject to ordinary wear and tear since said date, so as to constitute the remaining Leased Premises immediately prior to such taking; provided, howevera complete architectural unit. However, in no event shall there be any abatement Landlord bear the cost of Tenant's merchandise, trade fixtures, furnishings, or operating equipment and personal property, such as signs, wall coverings, carpeting, and drapes. All damages awarded for such taking under the power of eminent domain, whether for the whole or a part of the payment Leased Premises, shall belong to and be the property of Landlord whether such damages shall be awarded as compensation for diminution in value to the leasehold or to the fee of the Premises. The Tenant may pursue its own claims for damages with the appropriate government authority so long as same does not interfere with, or in any Operating Costs, provided further, howevermanner diminish, the award of Landlord’s obligations to restore or rebuild shall be limited to an amount which does not exceed the proceeds obtained from such taking (less expenses incurred in collecting the same). Notwithstanding the foregoing, in the event the net condemnation award received by Landlord is insufficient to restore or rebuild the structural portions of the Demised Premises the Landlord shall have the option within days after Landlord’s receipt of the net condemnation, to cancel and terminate this Agreement, and Tenant shall be limited to consequential damages only.

Eminent Domain. With respect to eminent domain: A) Condemnation of Demised Premises. If In the event the whole or any substantial part of the Demised Premises Premises, the Building or the Project shall be taken or acquired by any public or quasi-public authority under the power or threat of eminent domain, for other than or sold to prevent the exercise thereof (collectively, a temporary period“Taking”), the this Lease Term shall cease automatically terminate as of the day possession date of such Taking. In the event a Taking of a portion of the Project, the Building or the Premises shall, in the reasonable opinion of Landlord, substantially interfere with Landlord’s operation thereof, Landlord may terminate this Lease upon thirty (30) days’ written notice to Tenant given at any time within sixty (60) days following the date of such Taking. For purposes of this Lease, the date of Taking shall be taken by such public or quasi-public authority, and Tenant shall pay Rent up to that date with an appropriate refund by Landlord the earlier of any rent which may have been paid in advance for any period subsequent to the date of transfer of title resulting from such Taking or the date of transfer of possession is takenresulting from such Taking. In the event that during the term of this Agreement the Demised Premises, or any part thereof, or more than % a portion of the Real Property or Premises is so taken and this Lease is not terminated, Landlord shall, to the extent of proceeds paid to Landlord as a result of the Common Area is taken Taking, with reasonable diligence, use commercially reasonable efforts to proceed to restore (to the extent permitted by condemnation or right of eminent domainLaw and covenants, or by private purchase in lieu thereofconditions and restrictions then applicable to the Project) the Premises (other than Tenant’s personal property and fixtures, this Agreement and the term hereby granted shall be terminable at Landlord’s sole option and if Landlord so terminates then this Agreement shall expire on the date when possession shall be taken by the condemnor and above-standard tenant improvements) to a complete, functioning unit. In such case, the Base Rent herein reserved shall be apportioned and paid in full to that date and reduced proportionately based on the portion of the Premises so taken. If all prepaid Base Rent or any portion of the Premises is the subject of a temporary Taking, this Lease shall forthwith be repaid by Landlord to Tenant. In the event Landlord does not elect to cancel or terminate this Agreement as provided above, then Landlord shall rebuild and restore the Demised Premises as nearly as possible to their condition immediately prior to any such taking and this Agreement shall continue remain in full force and effect except thatand Tenant shall continue to perform each of its obligations under this Lease; in such case, during such restoration, Tenant shall be entitled to receive the Base Rent payable pursuant entire award allocable to the terms temporary Taking of this Agreement the Premises. Except as provided herein, Tenant shall not assert any claim against Landlord or the condemning authority for, and hereby assigns to Landlord, any compensation in connection with any such Taking, and Landlord shall be equitably apportioned in entitled to receive the proportion that the square footage of the part of the Demised Premises so taken bears to the total square footage of the Demised Premises immediately prior to such taking; provided, however, in no event shall there be any abatement of the payment entire amount of any Operating Costsaward therefor, provided further, however, the Landlord’s obligations to restore without deduction for any estate or rebuild interest of Tenant. Nothing contained in this Paragraph 10 shall be limited deemed to an amount which does not exceed give Landlord any interest in, or prevent Tenant from seeking any award against the proceeds obtained condemning authority for the Taking of personal property, fixtures, above standard tenant improvements of Tenant or for relocation or moving expenses recoverable by Tenant from such taking (less expenses incurred in collecting the same)condemning authority. Notwithstanding the foregoing, This Paragraph 10 shall be Tenant’s sole and exclusive remedy in the event of a Taking. This Lease sets forth the net condemnation award received by Landlord is insufficient to restore or rebuild terms and conditions upon which this Lease may terminate in the structural portions event of a Taking. Accordingly, the parties waive the provisions of the Demised Premises California Code of Civil Procedure Section 1265.130 and any successor or similar statutes permitting the Landlord shall have the option within days after Landlord’s receipt of the net condemnation, parties to cancel and terminate this Agreement, and Tenant shall be limited to consequential damages onlyLease as a result of a Taking.

Eminent Domain. With respect to Notwithstanding any taking by eminent domain: A) Condemnation of Demised Premises. If the whole or any substantial part , alteration of the Demised Premises shall be taken grade of any street or acquired other injury to or decrease in value of the Mortgaged Property by any public or quasi-public authority or corporation, Mortgagor shall continue to pay interest on the entire principal sum secured hereby until any such award or payment shall have been actually received by Mortgagee and any reduction in the principal sum resulting from the application by Mortgagee of such award or payment as hereinafter set forth shall be deemed to take effect only on the date of such receipt. Mortgagor hereby authorizes and empowers Mortgagee as attorney-in-fact for Mortgagor to make proof of loss, to adjust and compromise any claim under the power or threat of eminent domain, to appear in and prosecute any action for other than a temporary period, the Lease Term shall cease as of the day possession shall be taken by such public condemnation awards or quasi-public authorityproceeds, and Tenant shall pay Rent up to that date with an appropriate refund by Landlord of any rent which may have been paid in advance for any period subsequent to the date possession is taken. In the event that during the term of this Agreement the Demised Premises, or any part thereof, or more than % of the Real Property or of the Common Area is taken by condemnation or right of eminent domain, or by private purchase in lieu thereof, this Agreement and the term hereby granted shall be terminable at Landlorddeduct therefrom Mortgagee’s sole option and if Landlord so terminates then this Agreement shall expire on the date when possession shall be taken by the condemnor and the Base Rent herein reserved shall be apportioned and paid in full to that date and all prepaid Base Rent shall forthwith be repaid by Landlord to Tenant. In the event Landlord does not elect to cancel or terminate this Agreement as provided above, then Landlord shall rebuild and restore the Demised Premises as nearly as possible to their condition immediately prior to any such taking and this Agreement shall continue in full force and effect except that, during such restoration, the Base Rent payable pursuant to the terms of this Agreement shall be equitably apportioned expenses incurred in the proportion that the square footage collection of the part of the Demised Premises so taken bears to the total square footage of the Demised Premises immediately prior to such takingawards and proceeds; provided, however, in no event that nothing contained herein shall there require Mortgagee to incur any expense or take any action hereunder. All such awards or proceeds shall, at the option of Mortgagee, be any abatement retained and applied by Mortgagee toward payment of the payment of any Operating Costsmonies secured by this Mortgage, provided further, however, the Landlord’s obligations to restore whether or rebuild shall be limited to an amount which does not exceed the proceeds obtained from such taking (less expenses incurred in collecting the same). Notwithstanding the foregoingthen due, in such order and in such amounts as Mortgagee may elect. If prior to the event receipt by Mortgagee of such award or payment the net condemnation award received by Landlord is insufficient to restore or rebuild the structural portions Mortgaged Property shall have been sold on foreclosure of the Demised Premises the Landlord this Mortgage, Mortgagee shall have the option within days after Landlord’s receipt right to receive the award or payment to the extent of the net condemnationany deficiency resulting from such sale, to cancel and terminate this Agreementtogether with legal interest thereon, and Tenant shall be limited the reasonable attorneys’ fees, costs and disbursements incurred by Mortgagee in connection with the collection of such award or payment. Mortgagor hereby assigns its interests in any such award to consequential damages onlyMortgagee.

Eminent Domain. With respect to eminent domain: A) Condemnation of Demised Premises. If In the event that the whole or any substantial part of the Demised Leased Premises shall be taken or acquired by condemned for any public or quasi-public quasipublic use or purpose by any competent authority under the power in appropriation proceedings or threat by any right of eminent domain, for other than a temporary period, the then this Lease Term shall cease terminate as of the day possession date title vests in the condemnor, all rents and other payments shall be taken by such public or quasi-public authoritypaid up to that date, and Landlord and Tenant shall pay Rent up to that date with an appropriate refund have no further obligations by Landlord reason of any rent which may have been paid in advance for any period subsequent to the date possession is takenprovisions of this Lease. In the event that during less than the term whole of the Leased Premises is so taken or condemned, then Landlord shall have the right to terminate this Lease upon written notice to Tenant given at least thirty (30) days prior to the date title vests in the condemnor, and this Lease shall terminate as of the date title vests in the condemnor, all rents and other payments shall be paid up to date, and Landlord and Tenant shall have no further obligations by reason of the provisions of this Agreement the Demised Premises, or any part thereof, or more than % of the Real Property or of the Common Area is taken by condemnation or right of eminent domain, or by private purchase in lieu thereof, this Agreement and the term hereby granted shall be terminable at Landlord’s sole option and if Landlord so terminates then this Agreement shall expire on the date when possession shall be taken by the condemnor and the Base Rent herein reserved shall be apportioned and paid in full to that date and all prepaid Base Rent shall forthwith be repaid by Landlord to TenantLease. In the event that Landlord does not elect to cancel or so terminate this Agreement as provided aboveLease, then Landlord Landlord, to the extent of the condemnation award, shall rebuild repair and restore the Demised portion of the Leased Premises and Building not affected by the taking so as nearly as possible to their condition immediately prior constitute the remaining premises a complete architectural unit. Thereafter, the rent to any such taking be paid by Tenant shall be adjusted proportionately according to the ratio that the floor area remaining in the Leased. Premises bears to the former floor area in the Leased Premises, and all of the other terms of this Agreement Lease shall continue remain in full force and effect except that, during effect. Tenant shall have no interest in any award resulting from any condemnation or eminent domain or similar proceedings whether such restoration, the Base Rent payable pursuant award be for diminution in value to the terms of this Agreement shall be equitably apportioned in leasehold or to the proportion that the square footage fee of the part of the Demised Premises so taken bears to the total square footage of the Demised Premises immediately prior to such taking; providedLeased Premises, however, in no event shall there be any abatement of the payment of any Operating Costs, provided further, however, the Landlord’s obligations to restore or rebuild shall be limited to an amount which does not exceed the proceeds obtained from such taking (less expenses incurred in collecting the same). Notwithstanding the foregoing, in the event the net condemnation award received by Landlord is insufficient to restore or rebuild the structural portions of the Demised Premises the Landlord shall have the option within days after Landlord’s receipt of the net condemnation, to cancel and terminate this Agreement, and except that Tenant shall be limited entitled to consequential damages onlyclaim, prove and receive in such proceedings such award as may be allowed it for loss of business, relocation, and for Tenant’s trade fixtures and personal property which are removable by Tenant at the end of the term of this Lease, provided such award shall be in addition to the award for land, buildings and other improvements.

Eminent Domain. With respect to eminent domain: 31. (A) Condemnation of Demised Premises. If In the event that the whole of the Demised Premises or access thereto, shall be lawfully condemned or taken in any substantial manner for any public or quasi-public use, this Lease and the term and estate hereby granted shall forthwith cease and terminate as of the date of vesting of title. In the event that a material part of the Demised Premises shall be taken so condemned or acquired by any public or quasi-public authority under the power or threat of eminent domaintaken, for other than a temporary period, the Lease Term shall cease then effective as of the day possession date of vesting of title, rent and additional rent hereunder shall be taken by such public or quasi-public authority, and Tenant shall pay Rent up to that date with abated in an appropriate refund by Landlord of any rent which may have been paid in advance for any period subsequent amount thereof apportioned according to the date possession is area of the Demised Premises so condemned or taken. In the event that during a material part of the term Building (in excess of this Agreement 25%) shall be so condemned or taken, then Landlord (whether or not the Demised PremisesPremises be affected) may, or any part thereof, or more than % of the Real Property or of the Common Area is taken by condemnation or right of eminent domain, or by private purchase in lieu thereof, at its option terminate this Agreement Lease and the term and estate hereby granted shall be terminable at Landlord’s sole option and if Landlord so terminates then this Agreement shall expire on as of the date when possession of such vesting of title by notifying Tenant in writing of such termination within forty-five (45) days following date on which Landlord shall be taken by the condemnor and the Base Rent herein reserved shall be apportioned and paid in full to that date and all prepaid Base Rent shall forthwith be repaid by Landlord to Tenanthave received notice of vesting of title. In the event that only a part of the Demised Premises shall be so condemned or taken and this Lease and the term and estate hereby granted is not terminated as hereinbefore provided, Landlord does not elect to cancel or terminate this Agreement as provided abovewill, then Landlord shall rebuild and at its expense, promptly (but in all events in less than 120 days) restore the remaining portion of the Demised Premises as nearly as possible practicable to their the same condition immediately as it was in prior to any such taking and this Agreement shall continue in full force and effect except that, during such restoration, condemnation or taking. In the Base Rent payable pursuant to the terms of this Agreement shall be equitably apportioned in the proportion event that the square footage of the a material part of the Demised Premises so taken bears to the total square footage (in excess of 25% of the Demised Premises immediately prior to such taking; provided, however, in no event shall there be any abatement of the payment of any Operating Costs, provided further, however, the Landlord’s obligations to restore or rebuild Premises) shall be limited to an amount which does not exceed the proceeds obtained from such taking (less expenses incurred in collecting the same). Notwithstanding the foregoingso condemned or taken, in the event the net condemnation award received by Landlord is insufficient to restore or rebuild the structural portions of the Demised Premises the Landlord then Tenant shall also have the option within days after Landlord’s receipt of the net condemnation, right to cancel and terminate this Agreement, and Tenant shall be limited to consequential damages onlyLease.

Eminent Domain. With respect to eminent domain: A) Condemnation of Demised Premises. If In the event the whole or any substantial part of the Demised Premises Premises, the Building or the Project shall be taken or acquired by any public or quasi-public authority under the power or threat of eminent domain, for other than or sold to prevent the exercise thereof (collectively, a temporary period“Taking”), the this Lease Term shall cease automatically terminate as of the day possession date of such Taking. In the event a Taking of a portion of the Project, the Building or the Premises shall, in the reasonable opinion of Landlord, substantially interfere with Landlord’s operation thereof, Landlord may terminate this Lease upon thirty (30) days’ written notice to Tenant given at any time within sixty (60) days following the date of such Taking. For purposes of this Lease, the date of Taking shall be taken by such public or quasi-public authority, and Tenant shall pay Rent up to that date with an appropriate refund by Landlord the earlier of any rent which may have been paid in advance for any period subsequent to the date of transfer of title resulting from such Taking or the date of transfer of possession is takenresulting from such Taking. In the event that during a portion of the term Premises is so taken and this Lease is not terminated, Landlord shall, to the extent of this Agreement proceeds paid to Landlord as a result of the Demised PremisesTaking, with reasonable diligence, use commercially reasonable efforts to proceed to restore (to the extent permitted by Law and covenants, conditions and restrictions then applicable to the Project) the Premises (other than Tenant’s personal property and fixtures, and above-standard tenant improvements) to a complete, functioning unit. In such case, the Basic Annual Rent shall be reduced proportionately based on the portion of the Premises so taken. If all or any part thereof, or more than % portion of the Real Property or Premises is the subject of the Common Area is taken by condemnation or right of eminent domain, or by private purchase in lieu thereofa temporary Taking, this Agreement and the term hereby granted Lease shall be terminable at Landlord’s sole option and if Landlord so terminates then this Agreement shall expire on the date when possession shall be taken by the condemnor and the Base Rent herein reserved shall be apportioned and paid in full to that date and all prepaid Base Rent shall forthwith be repaid by Landlord to Tenant. In the event Landlord does not elect to cancel or terminate this Agreement as provided above, then Landlord shall rebuild and restore the Demised Premises as nearly as possible to their condition immediately prior to any such taking and this Agreement shall continue remain in full force and effect except thatand Tenant shall continue to perform each of its obligations under this Lease; in such case, during such restoration, Tenant shall be entitled to receive the Base Rent payable pursuant entire award allocable to the terms temporary Taking of this Agreement the Premises. Except as provided herein, Tenant shall not assert any claim against Landlord or the condemning authority for, and hereby assigns to Landlord, any compensation in connection with any such Taking, and Landlord shall be equitably apportioned in entitled to receive the proportion that the square footage of the part of the Demised Premises so taken bears to the total square footage of the Demised Premises immediately prior to such taking; provided, however, in no event shall there be any abatement of the payment entire amount of any Operating Costsaward therefor, provided further, however, the Landlord’s obligations to restore without deduction for any estate or rebuild interest of Tenant. Nothing contained in this Paragraph 10 shall be limited deemed to an amount which does not exceed give Landlord any interest in, or prevent Tenant from seeking any award against the proceeds obtained condemning authority for the Taking of personal property, fixtures, above standard tenant improvements of Tenant or for relocation or moving expenses recoverable by Tenant from such taking (less expenses incurred in collecting the same)condemning authority. Notwithstanding the foregoing, This Paragraph 10 shall be Tenant’s sole and exclusive remedy in the event of a Taking. This Lease sets forth the net condemnation award received by Landlord is insufficient to restore or rebuild terms and conditions upon which this Lease may terminate in the structural portions event of a Taking. Accordingly, the parties waive the provisions of the Demised Premises California Code of Civil Procedure Section 1265.130 and any successor or similar statutes permitting the Landlord shall have the option within days after Landlord’s receipt of the net condemnation, parties to cancel and terminate this Agreement, and Tenant shall be limited to consequential damages onlyLease as a result of a Taking.

Eminent Domain. With respect to eminent domain: A) Condemnation of Demised Premises. If In the event the whole or any substantial part of the Demised Premises Premises, the Building or the Project shall be taken or acquired by any public or quasi-public authority under the power or threat of eminent domain, for other than or sold to prevent the exercise thereof (collectively, a temporary period“Taking”), the this Lease Term shall cease automatically terminate as of the day possession date of such Taking. In the event a Taking of a portion of the Project, the Building or the Premises shall, in the reasonable opinion of Landlord, substantially interfere with Landlord’s operation thereof, Landlord may terminate this Lease upon thirty (30) days’ written notice to Tenant given at any time within sixty (60) days following the date of such Taking. For purposes of this Lease, the date of Taking shall be taken by such public or quasi-public authority, and Tenant shall pay Rent up to that date with an appropriate refund by Landlord the earlier of any rent which may have been paid in advance for any period subsequent to the date of transfer of title resulting from such Taking or the date of transfer of possession is takenresulting from such Taking. In the event that during a portion of the term Premises is so taken and this Lease is not terminated, Landlord shall, to the extent of this Agreement proceeds paid to Landlord as a result of the Demised PremisesTaking, with reasonable diligence, use commercially reasonable efforts to proceed to restore (to the extent permitted by Law and covenants, conditions and restrictions then applicable to the Project) the Premises (other than Tenant’s personal property and fixtures, and above-standard tenant improvements) to a complete, functioning unit. In such case, the Basic Annual Rent shall be reduced proportionately based on the portion of the Premises so taken. If all or any part thereof, or more than % portion of the Real Property or Premises is the subject of the Common Area is taken by condemnation or right of eminent domain, or by private purchase in lieu thereofa temporary Taking, this Agreement and the term hereby granted Lease shall be terminable at Landlord’s sole option and if Landlord so terminates then this Agreement shall expire on the date when possession shall be taken by the condemnor and the Base Rent herein reserved shall be apportioned and paid in full to that date and all prepaid Base Rent shall forthwith be repaid by Landlord to Tenant. In the event Landlord does not elect to cancel or terminate this Agreement as provided above, then Landlord shall rebuild and restore the Demised Premises as nearly as possible to their condition immediately prior to any such taking and this Agreement shall continue remain in full force and effect except thatand Tenant shall continue to perform each of its obligations under this Lease; in such case, during such restoration, Tenant shall be entitled to receive the Base Rent payable pursuant entire award allocable to the terms temporary Taking of this Agreement the Premises. Except as provided herein, Tenant shall not assert any claim against Landlord or the condemning authority for, and hereby assigns to Landlord, any compensation in connection with any such Taking, and Landlord shall be equitably apportioned in entitled to receive the proportion that the square footage of the part of the Demised Premises so taken bears to the total square footage of the Demised Premises immediately prior to such taking; provided, however, in no event shall there be any abatement of the payment entire amount of any Operating Costsaward therefor, provided further, however, the Landlord’s obligations to restore without deduction for any estate or rebuild interest of Tenant. Nothing contained in this Paragraph 10 shall be limited deemed to an amount which does not exceed give Landlord any interest in, or prevent Tenant from seeking any award against the proceeds obtained condemning authority for the Taking of personal property, fixtures, above standard tenant improvements of Tenant or for relocation or moving expenses recoverable by Tenant from such taking (less expenses incurred in collecting the same)condemning authority. Notwithstanding the foregoing, This Paragraph 10 shall be Tenant’s sole and exclusive remedy in the event of a Taking. This Lease sets forth the net condemnation award received by Landlord is insufficient terms and conditions upon which this Lease may terminate in the event of a Taking. Accordingly, the parties waive any statutes permitting the parties to restore or rebuild the structural portions of the Demised Premises the Landlord shall have the option within days after Landlord’s receipt of the net condemnation, to cancel and terminate this Agreement, and Tenant shall be limited to consequential damages onlyLease as a result of a Taking.

Eminent Domain. With respect to eminent domain: A) Condemnation of Demised Premises. If In the event that the whole of the Land and the Building or any substantial part portion of the Demised Premises shall be lawfully condemned or taken or acquired by in any manner for any public or quasi-public authority under use (a “Taking” or “Taken”), this Lease and the power or threat of eminent domain, for other than a temporary period, the Lease Term term and estate hereby granted shall forthwith cease and terminate as of the day possession shall be taken by such public or quasi-public authority, and Tenant shall pay Rent up to that date with an appropriate refund by Landlord of any rent which may have been paid in advance for any period subsequent to the date possession is takenvesting of title. In the event that during the term of this Agreement the Demised Premises, or any a part thereof, or more than % of the Real Property Land or of Building shall be so Taken, then Landlord (whether or not the Common Area is taken by condemnation or right of eminent domain, or by private purchase in lieu thereof, Premises be affected) may at Landlord’s option terminate this Agreement Lease and the term and estate hereby granted as of the date of such vesting of title by notifying Tenant in writing of such termination within sixty (60) days following the date on which Landlord shall have received notice of vesting of title. If Landlord does not so elect to terminate this Lease, as aforesaid, this Lease shall be terminable at Landlord’s sole option and if Landlord so terminates then this Agreement shall expire on the date when possession shall be taken remain unaffected by the condemnor such Taking, and the Base Rent herein reserved rent payable hereunder shall not be apportioned and paid in full to that date and all prepaid Base Rent shall forthwith be repaid by Landlord to Tenantabated. In the event of any Taking of all or a part of the Land and the Building (which may include the Premises), Landlord does not elect to cancel (or terminate this Agreement as provided abovethe mortgagee of any interest in the Land and/or the Building, then Landlord shall rebuild and restore the Demised Premises as nearly as possible to their condition immediately prior to any such taking and this Agreement shall continue in full force and effect except that, during such restoration, the Base Rent payable if pursuant to the terms of this Agreement the mortgage, or if pursuant to terms of the mortgage, or if pursuant to law, mortgagee is entitled to receive all or a portion of the condemnation award), shall be equitably apportioned entitled to receive the entire award in the proportion that condemnation proceeding. Tenant hereby expressly assigns to Landlord or to the square footage mortgagee, as provided above any and all right, title and interest of the Tenant now or hereafter arising in or to any such award or any part thereof. Tenant shall not be entitled to receive any part of the Demised Premises so taken bears to the total square footage of the Demised Premises immediately prior to such taking; provided, however, in no event shall there be any abatement of the payment of any Operating Costs, provided further, howeveraward from Landlord, the Landlord’s obligations mortgagee, or the condemning authority. Tenant shall not have the right to restore or rebuild shall be limited to an amount which does not exceed participate in the proceeds obtained from such taking (less expenses incurred in collecting the same)condemnation proceeding. Notwithstanding the foregoing, in Tenant may bring a separate claim for a separate award against the event Taking authority for the net condemnation award received by Landlord is insufficient to restore or rebuild the structural portions value of the Demised Premises the Landlord shall have the option within days after estate vested by this Lease in Tenant and any fixtures or improvements made by Tenant, provided such claim and/or award does not impact Landlord’s receipt of the net condemnation, to cancel and terminate this Agreement, and Tenant shall be limited to consequential damages onlyaward.

Eminent Domain. With respect to eminent domain: A) Condemnation of Demised Premises. If In the event the whole or any substantial part of the Demised Premises Premises, Building, Project and/or Common Areas, as the case may be, and/or such part thereof as shall materially interfere with Tenant's use and occupation thereof, shall be taken or acquired by for any public or quasi-public authority under the purpose by any lawful power or threat authority by exercise of the right of appropriation, condemnation or eminent domain, for other than a temporary periodor is sold in lieu of or to prevent such taking, then Tenant shall have the right to terminate this Lease Term shall cease effective as of the day date possession is required to be surrendered to said authority. In the event the whole of the Premises, Building, Project, and/or Common Areas, as the case may be, or such part thereof as shall substantially interfere with Landlord's use and occupation thereof, or if any access points to adjoining streets, shall be taken by such for any public or quasi-public authoritypurpose by any lawful power or authority by exercise of the right of appropriation, and Tenant condemnation or eminent domain, or is sold in lieu of or to prevent such taking, then Landlord shall pay Rent up have the right to that date with an appropriate refund by Landlord terminate this Lease effective as of any rent which may have been paid in advance for any period subsequent to the date possession is takenrequired to be surrendered to said authority. Except as provided below, Tenant shall not assert any claim against Landlord or the taking authority for any compensation because of such taking, and Landlord shall be entitled to receive the entire amount of any award without deduction for any estate or interest of Tenant in the Premises. Nothing contained in this Article XII shall be deemed to give Landlord any interest in any separate award made to Tenant for the taking of personal property and fixtures belonging to Tenant or for Tenant's moving expenses. In the event that during the term amount of this Agreement property or the Demised Premisestype of estate taken shall not materially interfere with the conduct of Tenant's business, or any part thereof, or more than % Landlord shall be entitled to the entire amount of the Real Property award without deduction for any estate or interest of Tenant, Landlord shall promptly proceed to restore the Common Area is taken by condemnation or right of eminent domainBuilding to substantially their same condition prior to such partial taking less the portion thereof lost in such condemnation, or by private purchase in lieu thereof, this Agreement and the term hereby granted shall be terminable at Landlord’s sole option and if Landlord so terminates then this Agreement shall expire on the date when possession shall be taken by the condemnor and the Base Rent herein reserved shall be apportioned proportionately reduced by the time during which, and paid in full to that date and all prepaid Base Rent the portion of the Premises which, Tenant shall forthwith be repaid by Landlord to Tenant. In the event Landlord does not elect to cancel or terminate this Agreement as provided above, then Landlord shall rebuild and restore the Demised Premises as nearly as possible to their condition immediately prior to any such have been deprived of possession on account of said taking and this Agreement shall continue in full force and effect except that, during such restoration, the Base Rent payable pursuant to the terms of this Agreement shall be equitably apportioned in the proportion that the square footage of the part of the Demised Premises so taken bears to the total square footage of the Demised Premises immediately prior to such taking; provided, however, in no event shall there be any abatement of the payment of any Operating Costs, provided further, however, the Landlord’s obligations to restore or rebuild shall be limited to an amount which does not exceed the proceeds obtained from such taking (less expenses incurred in collecting the same). Notwithstanding the foregoing, in the event the net condemnation award received by Landlord is insufficient to restore or rebuild the structural portions of the Demised Premises the Landlord shall have the option within days after Landlord’s receipt of the net condemnation, to cancel and terminate this Agreement, and Tenant shall be limited to consequential damages only.

Eminent Domain. With respect to eminent domain: AIf more than ten percent (10%) Condemnation of Demised Premises. If the whole or any substantial part of the Demised Premises or more than ten percent (10%) of the parking spaces shall be taken or acquired appropriated by any public or quasi-public authority under the power or threat of eminent domain, for other either party hereto shall have the right, at its option, within sixty (60) days after said taking, to terminate this Lease upon thirty (30) days' written notice. If (i) less than a temporary periodten percent (10%) of the Premises or the parking spaces are taken or (ii) more than ten percent (10%) of the Premises or such parking spaces are taken, but neither party elects to terminate as herein provided, the Minimum Rent thereafter to be paid shall be equitably reduced. If the Lease Term is not terminated pursuant to the provisions hereof following any partial taking Landlord shall cease as promptly repair, restore, or rebuild for occupancy by Tenant the portion of the day possession Premises not so taken. If, during the repair, restoration, or rebuilding required, the Premises are not usable in the reasonable opinion of Tenant, the Rent shall be taken by such public or quasi-public authority, abated until the Premises are restored and Tenant shall pay Rent up to that date with an appropriate refund by Landlord of any rent which may have been paid in advance for any period subsequent to the date possession is takenusable. In the event that during of any taking or appropriation whatsoever, Landlord shall be entitled to any and all awards and/or settlements which may be given and Tenant shall have no claim against Landlord for any amounts whatsoever, and in no event shall Tenant have any claim whatsoever against Landlord or the condemning authority for the loss or diminution in value of its Leasehold interest in the Premises or any Leasehold improvements therein or for the value of any unexpired term of this Agreement the Demised PremisesLease, or any part thereof, or more than % of the Real Property or of the Common Area is taken by condemnation or right of eminent domain, or by private purchase in lieu thereof, this Agreement and the term Tenant hereby granted shall be terminable at Landlord’s sole option and if expressly assigns to Landlord so terminates then this Agreement shall expire on the date when possession shall be taken by the condemnor and the Base Rent herein reserved shall be apportioned and paid in full to that date and all prepaid Base Rent shall forthwith be repaid by Landlord to Tenant. In the event Landlord does not elect to cancel or terminate this Agreement as provided above, then Landlord shall rebuild and restore the Demised Premises as nearly as possible to their condition immediately prior to any such taking and this Agreement shall continue in full force and effect except that, during such restoration, the Base Rent payable pursuant to the terms of this Agreement shall be equitably apportioned in the proportion that the square footage of the part of the Demised Premises so taken bears to the total square footage of the Demised Premises immediately prior to such takingright or claim; provided, however, in no event shall there be any abatement of the payment of any Operating Costs, provided further, however, the Landlord’s obligations to restore or rebuild shall be limited to an amount which does not exceed the proceeds obtained from such taking (less expenses incurred in collecting the same). Notwithstanding the foregoing, in the event the net condemnation award received by Landlord is insufficient to restore or rebuild the structural portions of the Demised Premises the Landlord shall have the option within days after Landlord’s receipt of the net condemnation, to cancel and terminate this Agreement, and that Tenant shall be limited entitled to consequential damages onlyany separate award made by the condemning authority solely for or on account of any loss or expense which Tenant may sustain or incur in removing Xxxxxx's merchandise, trade fixtures, or equipment from the Premises or for any loss of or damage to such items of Tenant's personal property. Nothing contained in this paragraph shall be any liability of Tenant to Landlord which arose prior to the effective date of any termination of this Lease pursuant to this paragraph.

Eminent Domain. With respect to eminent domain: A) Condemnation Should Landlord, at any time during the continuance in force of Demised Premises. If the whole or any substantial part this lease, be deprived of the Demised Premises shall be taken or acquired by any public or quasi-public authority under building in which the power or threat of eminent domain, for other than a temporary period, the Lease Term shall cease as of the day possession shall be taken by such public or quasi-public authority, and Tenant shall pay Rent up to that date with an appropriate refund by Landlord of any rent which may have been paid in advance for any period subsequent to the date possession is taken. In the event that during the term of this Agreement the Demised Premisesdemised premises are situated, or any part thereof, or more than % any part of the Real Property land on which the building or of the Common Area is taken appurtenances are situated, by condemnation or right of eminent domain, or by private purchase in lieu thereofdomain proceedings, this Agreement and the term hereby granted lease shall be terminable terminate, at Landlord’s sole option and if Landlord so terminates then this Agreement shall expire option, on the date when Landlord is actually deprived of possession of said land or building, or some part thereof, and thereupon the parties hereto shall be taken released from all further obligations hereunder. Should Tenant, at any time during the continuance in force of this lease, be deprived of the demised premises or any substantial part thereof preventing Tenant from using the remainder of the Premises for the purposes intended under this Lease, by condemnation or eminent domain proceedings, this lease shall terminate, at Tenant’s option , on the condemnor date when Tenant is actually deproved of possession of the Premises, or said substantial part therof, and thereupon the Base Rent herein reserved parties hereto shall be apportioned and paid in full to that date and released from all prepaid Base Rent shall forthwith be repaid by Landlord to Tenantfurther obligations hereunder. In the event Landlord does not elect to cancel or terminate Upon termination of this Agreement Lease as provided aboveaforesaid, then Landlord shall rebuild thereupon repay to Tenant any rental theretofore paid by Tenant and restore unearned at the Demised Premises as nearly as possible to their condition immediately prior date of such termination. Tenant shall not be entitled to any compensation, allowance, claim or offset of any kind against the Landlord, as damages or otherwise, by reason of such taking and this Agreement shall continue in full force and effect except that, during such restoration, condemnation or eminent domain proceedings or by reason of being deprived of the Base Rent payable pursuant to demised premises or the terms termination of this Agreement lease, and said Tenant does hereby waive, renounce and quit-claim to Landlord any right in and to any award, judgment, payment or compensation which shall or may be equitably apportioned in the proportion that the square footage made or given because of the part taking of the Demised Premises so taken bears to the total square footage of the Demised Premises immediately prior to such taking; providedsaid premises, howeveror any portion thereof, in no event shall there be any abatement of the payment by virtue of any Operating Costssuch condemnation or eminent domain proceedings, provided furtherwhether received in any such action or in settlement or compromise thereof by Landlord, however, the Landlord’s obligations to restore or rebuild shall be limited to an amount which does not exceed the proceeds obtained from such taking (less expenses incurred in collecting the same). Notwithstanding the foregoing, in the event the net condemnation award received by Landlord is insufficient to restore or rebuild the structural portions of the Demised Premises the Landlord except that Tenant shall have the option within days after Landlord’s receipt right to file a separate claim to recover the value of its personal property in the net condemnation, to cancel and terminate this Agreement, and Tenant shall be limited to consequential damages onlyeminent domain proceedings.

Eminent Domain. With respect to eminent domain: A) Condemnation of Demised Premises. If the whole Premises or any substantial part of portion thereof or the Demised Premises shall be Project are taken or acquired by any public or quasi-public authority under the power or threat of eminent domain, for other than a temporary periodor sold under the threat of the exercise of said power, this Lease shall terminate as to the Lease Term shall cease part so taken as of the day possession shall be date the condemning authority takes title or possession, whichever first occurs; provided that if so much of the Premises or the Project are taken by such public condemnation as would substantially and adversely affect the operation and profitability of Tenant's business conducted from the Premises, Tenant shall have the option, to be exercised only in writing within thirty (30) days after Landlord shall have given Tenant written notice of such taking (or quasi-public in the absence of such notice, within thirty (30) days after the condemning authority shall have taken possession), to terminate this Lease as of the date the condemning authority takes such possession. If Tenant does not terminate this Lease in accordance with the foregoing, this Lease shall remain in full force and effect as to the portion of the Premises remaining, except that the rent and Tenant's share of Operating Expenses shall be reduced in the proportion that the floor area of the Premises taken bears to the total floor area of the Premises. Common Areas taken shall be excluded from the Common Areas usable by Tenant and no reduction of rent shall occur with respect thereto or by reason thereof. Landlord shall have the option in its sole discretion to terminate this Lease as of the taking of possession by the condemning authority, and by giving written notice to Tenant of such election within thirty (30) days after receipt of notice of taking by condemnation of any part of the Premises or the Project. Any award for the taking of all or any part of the Premises or the Project under the power of eminent domain or any payment made under threat of the exercise of such power shall be the property of Landlord, whether such award shall be made as compensation for diminution in value of the leasehold or for the taking of the fee, or as severance damages; provided, however, that Tenant shall pay Rent up be entitled to that date with an appropriate refund by Landlord any separate award for loss of any rent which may have been paid in advance or damage to Tenant's trade fixtures, removable personal property or for any period subsequent to the date possession is takendamages for cessation or interruption of Tenant's business. In the event that during the term this Lease is not terminated by reason of this Agreement the Demised Premisessuch condemnation, or any part thereof, or more than % of the Real Property or of the Common Area is taken by condemnation or right of eminent domain, or by private purchase in lieu thereof, this Agreement and the term hereby granted shall be terminable at Landlord’s sole option and if Landlord so terminates then this Agreement shall expire on the date when possession shall be taken by the condemnor and the Base Rent herein reserved shall be apportioned and paid in full to that date and all prepaid Base Rent shall forthwith be repaid by Landlord to Tenant. In the event Landlord does not elect to cancel or terminate this Agreement as provided above, then Landlord shall rebuild and restore the Demised Premises as nearly as possible to their condition immediately prior to any such taking and this Agreement shall continue in full force and effect except that, during such restoration, the Base Rent payable pursuant to the terms extent of this Agreement shall be equitably apportioned in the proportion that the square footage of the part of the Demised Premises so taken bears to the total square footage of the Demised Premises immediately prior to such taking; provided, however, in no event shall there be any abatement of the payment of any Operating Costs, provided further, however, the Landlord’s obligations to restore or rebuild shall be limited to an amount which does not exceed the proceeds obtained from such taking (less expenses incurred in collecting the same). Notwithstanding the foregoing, in the event the net condemnation award severance damages received by Landlord is insufficient to restore or rebuild the structural portions of the Demised Premises the Landlord shall have the option within days after Landlord’s receipt of the net in connection with such condemnation, repair any damage to cancel and terminate this Agreement, and the Premises caused by such condemnation except to the extent that Tenant has been reimbursed therefor by the condemning authority. Tenant shall be limited pay any amount in excess of such severance damages required to consequential damages onlycomplete such repair.

Eminent Domain. With respect to eminent domain: A) Condemnation of Demised Premises. If the whole all or any substantial part of the Demised Premises shall be taken or acquired by any public or quasi-public authority under the power or threat of eminent domain, for other than a temporary period, the Lease Term shall cease as of the day possession shall be taken by such public domain or quasi-public authority, and Tenant shall pay Rent up to that date with an appropriate refund by Landlord of any rent which may have been paid in advance for any period subsequent to the date possession is taken. In the event that during the term of this Agreement the Demised Premises, or any part thereof, or more than % of the Real Property or of the Common Area is taken by condemnation or right of eminent domain, or by private purchase conveyance in lieu thereof, this Agreement and Lease shall terminate as to any portion of the term hereby granted shall be terminable at Landlord’s sole option and if Landlord Premises so terminates then this Agreement shall expire taken or conveyed on the date when possession title vests in the condemnor, and Landlord shall be taken by entitled to any and all payment, income, rent, award or any interest therein whatsoever which may be paid or made in connection with such taking or conveyance, and Tenant shall have no claim against Landlord or otherwise for the condemnor and value of any unexpired term of this Lease. Notwithstanding the Base Rent herein reserved foregoing Paragraph, any compensation specifically awarded Tenant for Tenant’s personal property, relocation costs, business damage or business interruption, specifically excluding, however, the so called “bonus value” of this Lease, shall be apportioned and paid in full remain the property of Tenant (it being specifically acknowledged that Tenant shall not be entitled to that date and all prepaid Base Rent shall forthwith be repaid by Landlord to Tenantany so called “bonus value” of the Lease). In the event Landlord does not elect of a partial taking or conveyance of the Premises, if the portion of the Premises taken or conveyed is so substantial that the Tenant can no longer reasonably conduct its business from the remaining Premises, Tenant shall have the privilege of terminating this Lease. In addition, if the portion of the Premises which is taken that is contained in any Building renders that portion of the Premises unusable to cancel or Tenant, Tenant may terminate this Agreement Lease only as to the Building as to which the taking has occurred. Any termination hereunder must occur within sixty (60) days from the date of such taking or conveyance, upon written notice to Landlord of its intention so to do, and upon giving of such notice this Lease shall terminate on the last day of the calendar month next following the month in which such notice is given or upon the effective date of the taking, at Tenant’s election, upon payment by Tenant of the rent through the date of termination. If a portion of the Premises be taken by condemnation or conveyance in lieu thereof and neither Landlord nor Tenant shall terminate this Lease as provided aboveherein, then Landlord shall rebuild and restore the Demised Premises as nearly as possible to their condition immediately prior to any such taking and this Agreement Lease shall continue in full force and effect except that, during such restoration, the Base Rent payable pursuant as to the terms of this Agreement shall be equitably apportioned in the proportion that the square footage of the part of the Demised Premises not so taken or conveyed, and the rent herein shall be apportioned as of the date of such taking or conveyance so that thereafter the rent to be paid by Tenant shall be in the ratio that the area of the portion of the Premises not so taken or conveyed bears to the total square footage area of the Demised Premises immediately prior to such taking; provided, however, in no event shall there be any abatement of the payment of any Operating Costs, provided further, however, the Landlord’s obligations to restore or rebuild shall be limited to an amount which does not exceed the proceeds obtained from such taking (less expenses incurred in collecting the same). Notwithstanding the foregoing, in the event the net condemnation award received by Landlord is insufficient to restore or rebuild the structural portions of the Demised Premises the Landlord shall have the option within days after Landlord’s receipt of the net condemnation, to cancel and terminate this Agreement, and Tenant shall be limited to consequential damages only.

Eminent Domain. With respect If, prior to eminent domain: A) Condemnation of Demised Premises. If the whole Closing, all or any substantial part of the Demised Premises shall be taken or acquired by any public or quasi-public authority under the power or threat of eminent domain, for other than a temporary period, the Lease Term shall cease “significant” (as of the day possession shall be taken by such public or quasi-public authority, and Tenant shall pay Rent up to that date with an appropriate refund by Landlord of any rent which may have been paid in advance for any period subsequent to the date possession is taken. In the event that during the term of this Agreement the Demised Premises, or any part thereof, or more than % hereinafter defined) portion of the Real Property or of the Common Area is taken by condemnation eminent domain (or right is the subject of eminent domaina pending or contemplated taking which has not been consummated), the Contributor shall notify the Acquirer of such fact in writing and the Acquirer shall have the option to terminate this Agreement in its entirety, or by private purchase only as it relates to the portion of the Real Property subject to such taking (in lieu thereof, this Agreement and which case the term hereby granted Consideration hereunder shall be terminable at Landlordadjusted accordingly), upon written notice to the Contributor given not later than thirty (30) days after the Acquirer’s sole option and if Landlord so terminates then this Agreement shall expire on receipt of the date when possession shall be taken by Contributor’s written notice. If the condemnor and the Base Rent herein reserved shall be apportioned and paid in full to that date and all prepaid Base Rent shall forthwith be repaid by Landlord to Tenant. In the event Landlord Acquirer does not elect to cancel or so terminate this Agreement or if an “insignificant” portion (“insignificant” is herein deemed to be any taking which is not “significant”) of the Real Property is taken by eminent domain or condemnation, the Acquirer shall proceed to Closing as provided above, then Landlord shall rebuild and restore the Demised Premises as nearly as possible to their condition immediately prior to any such taking and in this Agreement shall continue in full force and effect except thatwithout adjustment to the Consideration but, during such restorationat Closing, the Base Rent payable pursuant Contributor shall assign and turn over all compensation and damages awarded or the right to the terms of this Agreement shall be equitably apportioned in the proportion that the square footage of the part of the Demised Premises so taken bears to the total square footage of the Demised Premises immediately prior receive same with respect to such taking; provided, howevercondemnation or eminent domain. The Contributor agrees to permit the Acquirer to participate in any negotiations with and legal actions against the condemning authority and will not settle any such dispute relating to such award without the Acquirer’s prior written consent. A “significant portion” shall mean any taking that adversely and materially interferes, in no event shall there be any abatement of the payment of any Operating Costs, provided further, however, the Landlord’s obligations to restore individually or rebuild shall be limited to an amount which does not exceed the proceeds obtained from such taking (less expenses incurred in collecting the same). Notwithstanding the foregoing, in the event aggregate, with the net condemnation award received by Landlord is insufficient to restore marketability or rebuild value of Real Property or the structural portions of the Demised Premises the Landlord shall have the option within days after LandlordContributor’s, Company’s receipt of the net condemnation, to cancel or any other party in possession’s occupancy and terminate this Agreement, and Tenant shall be limited to consequential damages onlyuse thereof.

Eminent Domain. With respect to eminent domain: A) Condemnation of Demised Premises. If the whole all or any substantial part of the Demised Premises shall be taken or acquired by any public or quasi-public authority under the power or threat of eminent domaindomain or conveyance in lieu thereof, for other than a temporary period, the this Lease Term shall cease terminate as to any portion of the day possession Premises so taken or conveyed on the date when title vests in the condemnor, and Landlord shall be taken by entitled to any and all payment, income, rent, award or any interest therein whatsoever which may be paid or made in connection with such public taking or quasi-public authorityconveyance, and Tenant shall pay Rent up to that date with an appropriate refund by have no claim against Landlord or otherwise for the value of any rent which may have been paid in advance for any period subsequent to the date possession is taken. In the event that during the unexpired term of this Agreement Lease. Notwithstanding the Demised Premisesforegoing paragraph, any compensation specifically awarded Tenant for loss of business, Tenant’s personal property, moving cost or loss of goodwill, shall be and remain the property of Tenant. If (i) any action or proceeding is commenced for such taking of the Premises or any part thereof, or more than % if Landlord is advised in writing by any entity or body having the right or power of condemnation of its intention to condemn the Premises or any portion thereof, or (ii)any of the Real Property foregoing events occur with respect to the taking of any space in the Complex not leased hereby, or any such spaces so taken or conveyed in lieu of such taking and Landlord shall decide to discontinue the use and operation of the Common Area Complex, or decide to demolish, alter or rebuild the Complex, then in any of such events Landlord shall have the right to terminate this Lease by giving Tenant written notice thereof within sixty (60) days of the date of receipt of said written advice, or commencement of said action or proceeding, or taking conveyance, which termination shall take place as of the first to occur of the last day of the calendar month next following the month in which such notice is given or the date on which title to the Premises shall vest in the condemnor. In the event of such a partial taking or conveyance of the Premises, if the portion of the Premises taken or conveyed is so substantial that the Tenant can no longer reasonably conduct its business, Tenant shall have the privilege of terminating this Lease within sixty (60) days from the date of such taking or conveyance, upon written notice to Landlord of its intention so to do, and upon giving of such notice this Lease shall terminate on the last day of the calendar month next following the month in which such notice is given, upon payment by Tenant of the rent from the date of such taking or conveyance to the date of termination. If a portion of the Premises be taken by condemnation or right of eminent domain, or by private purchase conveyance in lieu thereofthereof and neither Landlord nor Tenant shall terminate this Lease as provided herein, this Agreement and the term hereby granted shall be terminable at Landlord’s sole option and if Landlord so terminates then this Agreement shall expire on the date when possession shall be taken by the condemnor and the Base Rent herein reserved shall be apportioned and paid in full to that date and all prepaid Base Rent shall forthwith be repaid by Landlord to Tenant. In the event Landlord does not elect to cancel or terminate this Agreement as provided above, then Landlord shall rebuild and restore the Demised Premises as nearly as possible to their condition immediately prior to any such taking and this Agreement Lease shall continue in full force and effect except that, during such restoration, the Base Rent payable pursuant as to the terms of this Agreement shall be equitably apportioned in the proportion that the square footage of the part of the Demised Premises not so taken or conveyed, and the rent herein shall be apportioned as of the date of such taking or conveyance so that thereafter the rent to be paid by Tenant shall be in the ratio that the area of the portion of the Premises not so taken or conveyed bears to the total square footage area of the Demised Premises immediately prior to such taking; provided, however, in no event shall there be any abatement of the payment of any Operating Costs, provided further, however, the Landlord’s obligations to restore or rebuild shall be limited to an amount which does not exceed the proceeds obtained from such taking (less expenses incurred in collecting the same). Notwithstanding the foregoing, in the event the net condemnation award received by Landlord is insufficient to restore or rebuild the structural portions of the Demised Premises the Landlord shall have the option within days after Landlord’s receipt of the net condemnation, to cancel and terminate this Agreement, and Tenant shall be limited to consequential damages only.

Eminent Domain. With respect to eminent domain: A) Condemnation If any proceeding or action is commenced for the taking of Demised Premises. If the whole Mortgaged Property, or any substantial part of the Demised Premises shall be taken thereof or acquired by any interest therein, for public or quasi-public authority use under the power or threat of eminent domain, condemnation or otherwise, or if the same is taken or damaged by reason of any public improvement or condemnation proceeding, or in any other manner, or should Mortgagor receive any notice or other information regarding such proceeding, action, taking or damage, Mortgagor shall give prompt written notice thereof to Mortgagee. If an Event of Default exists, Mortgagee is entitled at its option, if Mortgagee determines its security is impaired, to commence, appear in and prosecute in its own name any such action or proceeding. If an Event of Default exists, Mortgagee is also entitled to make any compromise or settlement in connection with such taking or damage. All compensation, awards, damages, rights of action and proceeds awarded to Mortgagor by reason of any such taking or damage to the Premises or any part thereof or any interest therein for other than a temporary period, the Lease Term shall cease as of the day possession shall be taken by such public or quasi-public authority, and Tenant shall pay Rent up to that date with an appropriate refund by Landlord of any rent which may have been paid in advance for any period subsequent to use under the date possession is taken. In the event that during the term of this Agreement the Demised Premises, or any part thereof, or more than % of the Real Property or of the Common Area is taken by condemnation or right power of eminent domain, by reason of any public improvement or condemnation proceeding, or in any other manner (the "Condemnation Proceeds") are hereby assigned to Mortgagee and Mortgagor agrees to execute such further assignments of the Condemnation Proceeds as Mortgagee may require. After deducting therefrom all costs and expenses (regardless of the particular nature thereof and whether incurred with or without suit), including attorneys' fees, incurred by private purchase it in lieu thereof, this Agreement and the term hereby granted shall be terminable at Landlord’s sole option and if Landlord so terminates then this Agreement shall expire on the date when possession shall be taken by the condemnor and the Base Rent herein reserved shall be apportioned and paid in full to that date and all prepaid Base Rent shall forthwith be repaid by Landlord to Tenant. In the event Landlord does not elect to cancel or terminate this Agreement as provided above, then Landlord shall rebuild and restore the Demised Premises as nearly as possible to their condition immediately prior to connection with any such taking and this Agreement action or proceeding, Mortgagee shall continue in full force and effect except that, during apply all such restoration, the Base Rent payable pursuant Condemnation Proceeds to the terms of this Agreement shall be equitably apportioned in the proportion that the square footage restoration of the part Improvements (other than Condemnation Proceeds attributable to temporary use or occupancy which may be applied, at Mortgagee's option, to installments of principal and interest and other charges due under the Demised Premises so taken bears to Notes and other Loan Documents when the total square footage of the Demised Premises immediately prior to such taking; providedsame become due and payable, however, in no event shall there be any abatement of the without payment of any Operating Costs, a prepayment premium other than the Interest Differential) provided further, however, the Landlord’s obligations to restore or rebuild shall be limited to an amount which does not exceed the proceeds obtained from such taking (less expenses incurred in collecting the same). Notwithstanding the foregoing, in the event the net condemnation award received by Landlord is insufficient to restore or rebuild the structural portions of the Demised Premises the Landlord shall have the option within days after Landlord’s receipt of the net condemnation, to cancel and terminate this Agreement, and Tenant shall be limited to consequential damages only.that:

Eminent Domain. With respect to eminent domain: A) Condemnation of Demised Premises. If the whole all or any substantial part of the Demised Premises shall be taken or acquired by any public or quasi-public authority under the power or threat of eminent domaindomain or conveyance in lieu thereof, for other than a temporary period, the this Lease Term shall cease terminate as to any portion of the day possession Premises so taken or conveyed on the date when title vests in the condemnor, and Landlord shall be taken by entitled to any and all payment, income, rent, award, or any interest therein whatsoever which may be paid or made in connection with such public taking or quasi-public authorityconveyance, and Tenant shall pay Rent up to that date with an appropriate refund by have no claim against Landlord or otherwise for the value of any rent which may have been paid in advance for any period subsequent to the date possession is taken. In the event that during the unexpired term of this Agreement Lease. Notwithstanding the Demised Premisesforegoing paragraph, any compensation specifically awarded Tenant for loss of business, Tenant's personal property, moving costs or loss of goodwill, shall be and remain the property of Tenant. If any action or proceeding is commenced for such taking of the Premises or any part thereof, or more than % if Landlord is advised in writing by any entity or body having the right or power of condemnation of its intention to condemn the premises or any portion thereof, then Landlord shall have the right to terminate this Lease by giving Tenant written notice thereof within sixty (60) days of the Real Property date of receipt of said written advice, or commencement of said action or proceeding, or taking conveyance, which termination shall take place as of the Common Area first to occur of the last day of the calendar month next following the month in which such notice is taken by condemnation given or right of eminent domain, or by private purchase in lieu thereof, this Agreement and the term hereby granted shall be terminable at Landlord’s sole option and if Landlord so terminates then this Agreement shall expire on the date when possession on which title to the Premises shall be taken by vest in the condemnor and the Base Rent herein reserved shall be apportioned and paid in full to that date and all prepaid Base Rent shall forthwith be repaid by Landlord to Tenantcondemnor. In the event of such a partial taking or conveyance of the Premises, if the portion of the Premises taken or conveyed is so substantial that the Tenant can no longer reasonably conduct its business, Tenant shall have the privilege of terminating this Lease within sixty (60) days from the date of such taking or conveyance, upon written notice to Landlord does not elect of its intention so to cancel do, and upon giving of such notice this Lease shall terminate on the last day of the calendar month next following the month in which such notice is given, upon payment by Tenant of the rent from the date of such taking or conveyance to the date of termination. If a portion of the Premises be taken buy condemnation or conveyance in lieu thereof and neither Landlord nor Tenant shall terminate this Agreement Lease as provided abovehere, then Landlord shall rebuild and restore the Demised Premises as nearly as possible to their condition immediately prior to any such taking and this Agreement Lease shall continue in full force and effect except that, during such restoration, the Base Rent payable pursuant as to the terms of this Agreement shall be equitably apportioned in the proportion that the square footage of the part of the Demised Premises not so taken or conveyed, and the rent herein shall be apportioned as of the date of such taking or conveyance so that thereafter the rent to be paid by Tenant shall be in the ratio that the area of the portion of the Premises not so taken or conveyed bears to the total square footage area of the Demised Premises immediately prior to such taking; provided, however, in no event shall there be any abatement of the payment of any Operating Costs, provided further, however, the Landlord’s obligations to restore or rebuild shall be limited to an amount which does not exceed the proceeds obtained from such taking (less expenses incurred in collecting the same). Notwithstanding the foregoing, in the event the net condemnation award received by Landlord is insufficient to restore or rebuild the structural portions of the Demised Premises the Landlord shall have the option within days after Landlord’s receipt of the net condemnation, to cancel and terminate this Agreement, and Tenant shall be limited to consequential damages only.

Eminent Domain. With respect to eminent domain: A) Condemnation of Demised Premises. If the whole all or any substantial part of the Demised Premises shall be taken or acquired by any public or quasi-public authority under the power or threat of eminent domaindomain or conveyance in lieu thereof, for other than a temporary period, the this Lease Term shall cease terminate as to any portion of the day possession Premises so taken or conveyed on the date when title vests in the condemnor, and Landlord shall be taken by entitled to any and all payment, income, rent, award, or any interest therein whatsoever which may be paid or made in connection with such public taking or quasi-public authorityconveyance, and Tenant shall pay Rent up to that date with an appropriate refund by have no claim against Landlord or otherwise for the value of any rent which may have been paid in advance for any period subsequent to the date possession is taken. In the event that during the unexpired term of this Agreement Lease. Notwithstanding the Demised Premisesforegoing paragraph, any compensation specifically awarded Tenant for loss of business, Tenant's personal property, moving cost or loss of goodwill, shall be and remain the property of Tenant. If (i) any action or proceeding is commenced for such taking of the Premises or any part thereof, or more than % if Landlord is advised in writing by any entity or body having the right or power of condemnation of its intention to condemn the Premises or any portion thereof, or (ii) any of the Real Property foregoing events occur with respect to the taking of any space in the Complex not leased hereby, or if any such spaces so taken are conveyed in lieu of such taking and Landlord shall decide to discontinue the use and operation of the Common Area is taken by condemnation or right of eminent domainComplex, or decide to demolish, alter or rebuild the Complex, then, in any of such events, Landlord shall have the right to terminate this Lease by private purchase in lieu thereof, this Agreement and the term hereby granted shall be terminable at Landlord’s sole option and if Landlord so terminates then this Agreement shall expire on giving Tenant written notice thereof within sixty (60) days of the date when possession of receipt of said written notice, or commencement of said action or proceeding, or taking conveyance, which termination shall be taken by take place as of the condemnor and first to occur of the Base Rent herein reserved last day of the calendar month next following the month in which such notice is given or the date on which title to the Premises shall be apportioned and paid vest in full to that date and all prepaid Base Rent shall forthwith be repaid by Landlord to Tenantthe condemnor. In the event of such a partial taking or conveyance of the Premises, if the portion of the Premises taken or conveyed is so substantial that the Tenant can no longer reasonably conduct its business, Tenant shall have the privilege of terminating this Lease within sixty (60) days from the date of such taking or conveyance, upon written notice to Landlord does not elect of its intention to cancel do so, and upon giving of such notice this Lease shall terminate on the last day of the calendar month next following the month in which such notice is given, upon payment by Tenant of the. rent from the date of such taking or conveyance to the date of termination. If a portion of the Prenrisu5 is Laken by condemnation or conveyance in lieu thereof and neither I andlord nor Tenant shall terminate this Agreement Lease as provided aboveherein, then Landlord shall rebuild and restore the Demised Premises as nearly as possible to their condition immediately prior to any such taking and this Agreement Lease shall continue in full force and effect except that, during such restoration, the Base Rent payable pursuant as to the terms of this Agreement shall be equitably apportioned in the proportion that the square footage of the part of the Demised Premises not so taken or conveyed, and the rent herein shall be apportioned as of the date of such taking or conveyance so that thereafter the rent to be paid by Tenant shall be in the ratio that the area of the portion of the Premises not so taken or conveyed bears to the total square footage area of the Demised Premises immediately prior to such taking; provided, however, in no event shall there be any abatement of the payment of any Operating Costs, provided further, however, the Landlord’s obligations to restore or rebuild shall be limited to an amount which does not exceed the proceeds obtained from such taking (less expenses incurred in collecting the same). Notwithstanding the foregoing, in the event the net condemnation award received by Landlord is insufficient to restore or rebuild the structural portions of the Demised Premises the Landlord shall have the option within days after Landlord’s receipt of the net condemnation, to cancel and terminate this Agreement, and Tenant shall be limited to consequential damages only.

Eminent Domain. With respect to eminent domain: AIf (1) Condemnation of Demised Premises. If the whole or any substantial part a material portion of the Demised Premises shall be taken or acquired condemned by a governmental or quasi-governmental authority for any public or quasi-public authority use or purpose (including sale under the power or threat of eminent domainsuch a taking), for other than or (2) if the owner elects to convey title to the condemnor by a temporary perioddeed in lieu of condemnation, or (3) if all or any portion of the Property are so taken, condemned or conveyed and as a result thereof, in Landlord’s reasonable judgment, the Premises are rendered untenantable for the Permitted Use, then this Lease Term shall cease and terminate as of the day possession earlier of the date as of which Tenant is required to vacate the Premises or the date when title vests in such governmental or quasi-governmental authority and Base Rent, and charges on account of Taxes and Operating Expenses, shall be abated as of that date. If less than a material portion of the Premises shall be taken or condemned by such a governmental or quasi-governmental authority for any public or quasi-public authorityuse or purpose (including sale under threat of such a taking), and Tenant shall pay Rent up to that date with an appropriate refund by Landlord of any rent which may have been paid in advance for any period subsequent to the date possession is taken. In the event that during the term of this Agreement the Demised Premises, or any part thereof, or more than % of the Real Property or of the Common Area is taken by condemnation or right of eminent domain, or by private purchase in lieu thereof, this Agreement and the term hereby granted shall be terminable at Landlord’s sole option and if Landlord so terminates then this Agreement shall expire on the date when possession shall be taken by the condemnor and the Base Rent herein reserved shall be apportioned and paid in full to that date and all prepaid Base Rent shall forthwith be repaid by Landlord to Tenant. In the event Landlord does not elect to cancel or terminate this Agreement as provided above, then Landlord shall rebuild and restore the Demised Premises as nearly as possible to their condition immediately prior to any such taking and this Agreement Lease shall continue in full force and effect except that, during such restoration, the Base Rent payable pursuant to the terms of this Agreement shall be equitably apportioned in the proportion that the square footage of the part of the Demised Premises so taken bears to the total square footage of the Demised Premises immediately prior to such takingeffect; provided, however, that Base Rent, and charges on account of Taxes and Operating Expenses, shall be equitably abated on the date when such title vests in such governmental or quasi-governmental authority. In any case, Tenant shall have no event shall there be claim against Landlord for any abatement portion of the payment amount that may be awarded as damages as a result of any Operating Costs, provided furthergovernmental or quasi-governmental taking or condemnation (or sale under threat or such taking or condemnation); and all rights of Tenant to damages therefor are hereby assigned by Tenant to Landlord. The foregoing shall not, however, deprive Tenant of any separate award for Tenant’s personal property, moving expenses, dislocation damages or for any other award which would not reduce the award payable to Landlord and Landlord’s obligations to restore or rebuild shall be limited to an amount which does not exceed the proceeds obtained from such taking mortgagee (less expenses incurred in collecting the sameif any). Notwithstanding As used herein, “material portion of the foregoingPremises” shall mean such amount that, in the event the net condemnation award received by Landlord is insufficient to restore or rebuild the structural portions Landlord’s reasonable judgment, would render more than fifty percent of the Demised Premises untenantable for the Landlord shall have the option within days after Landlord’s receipt of the net condemnation, to cancel and terminate this Agreement, and Tenant shall be limited to consequential damages onlyPermitted Use.

Eminent Domain. With respect to eminent domain: A) Condemnation of Demised Premises. If the whole Premises or any substantial part of the Demised Premises shall be portion thereof (including parking spaces allotted thereto) are taken or acquired by any public or quasi-public authority under the power or threat of eminent domain, for other than a temporary periodor sold under the threat of the exercise of said power (all of which are herein called “condemnation”), this Lease shall terminate as to the Lease Term shall cease part so taken as of the day possession date the condemning authority takes title or possession, whichever first occurs. If more than ten percent (10%) of the floor area of the Premises, or more than twenty five percent (25%) of the land area of the Project which is not occupied by any building, is taken by condemnation and such taking materially interferes with the conduct of or access to Tenant’s business, Tenant may, at Tenant’s option, by written notice to Landlord within ten (10) days after Landlord shall have given Tenant written notice of such taking (or in the absence of such notice, within ten (10) days after the condemning authority shall have taken possession) terminate this Lease as of the date the condemning authority takes possession. If Tenant does not terminate this Lease in accordance with the foregoing, this Lease shall remain in full force and effect as to the portion of the Premises remaining, except that the Base Rent shall be reduced in the proportion that the floor area of the Premises taken by bears to the total floor area of the Premises prior to such public taking. No reduction of Base Rent shall occur if the only area in the Project which is taken is that which does not have a Building located thereon. Any award of the taking of all or quasi-public authorityany part of the Premises under the power of eminent domain or any payment made under threat of the exercise of such power shall be the property of Landlord, and whether such award shall be made as compensation for diminution in value of the leasehold or for the taking of the fee, or as severance damages; provided, however, that Tenant shall pay Rent up be entitled to that date with an appropriate refund by Landlord any award for loss of or damage to Tenant’s trade fixtures and removable personal property, moving expense and interruption of business so long as any rent which may have been paid in advance for any period subsequent to the date possession is takensuch award does not diminish Landlord’s award. In the event that during the term this Lease is not terminated by reason of this Agreement the Demised Premisessuch condemnation, or any part thereof, or more than % of the Real Property or of the Common Area is taken by condemnation or right of eminent domain, or by private purchase in lieu thereof, this Agreement and the term hereby granted shall be terminable at Landlord’s sole option and if Landlord so terminates then this Agreement shall expire on the date when possession shall be taken by the condemnor and the Base Rent herein reserved shall be apportioned and paid in full to that date and all prepaid Base Rent shall forthwith be repaid by Landlord to Tenant. In the event Landlord does not elect to cancel or terminate this Agreement as provided above, then Landlord shall rebuild and restore the Demised Premises as nearly as possible to their condition immediately prior to any such taking and this Agreement shall continue in full force and effect except that, during such restoration, the Base Rent payable pursuant to the terms extent of this Agreement shall be equitably apportioned in the proportion that the square footage of the part of the Demised Premises so taken bears to the total square footage of the Demised Premises immediately prior to such taking; provided, however, in no event shall there be any abatement of the payment of any Operating Costs, provided further, however, the Landlord’s obligations to restore or rebuild shall be limited to an amount which does not exceed the proceeds obtained from such taking (less expenses incurred in collecting the same). Notwithstanding the foregoing, in the event the net condemnation award severance damages received by Landlord is insufficient to restore or rebuild the structural portions of the Demised Premises the Landlord shall have the option within days after Landlord’s receipt of the net in connection with such condemnation, repair any damage to cancel and terminate this Agreement, and the Premises caused by such condemnation except to the extent that Tenant has been reimbursed therefor by the condemning authority. Tenant shall be limited pay any amount in excess of such severance damages required to consequential damages onlycomplete such repair.

Eminent Domain. With respect to eminent domain: A) Condemnation of Demised Premises. If the whole or any substantial part of the Demised Premises shall be taken Premises, including the land or acquired by any public or quasi-public authority under parking area serving the power or threat of eminent domainPremises, for other than a temporary period, the Lease Term shall cease as of the day possession shall be taken by such any legally constituted authority for public or quasi-public authorityuse, and Tenant shall pay Rent up to that date with an appropriate refund by Landlord of any rent which may have been paid in advance for any period subsequent to the date possession is taken. In the event that during the term of this Agreement the Demised Premises, or any part thereof, or more than % of the Real Property or of the Common Area is taken by condemnation or right of eminent domain, domain or by private purchase in lieu thereof, Landlord shall have the right to terminate this Agreement and the term hereby granted shall be terminable at Landlord’s sole option and if Landlord so terminates then this Agreement shall expire on Lease as of the date when possession shall is required to be surrendered to the authority. If more than twenty-five percent (25%) of the rentable square feet of the Premises is taken for a period in excess of one hundred eighty (180) days, and provided the balance of the Premises remaining cannot be effectively utilized by Tenant for the condemnor and purposes that Tenant is currently using the Base Rent herein reserved shall be apportioned and paid in full to Premises (it being understood that date and all prepaid Base Rent shall forthwith be repaid by Landlord to Tenant. In a reduction of the event Landlord available square footage does not elect in and of itself operate to cancel or terminate the Lease unless it renders the Premises untenantable by Tenant), Tenant shall have the option to terminate this Agreement Lease effective as provided above, then Landlord shall rebuild and restore of the Demised Premises as nearly as possible date possession is required to their condition immediately prior be surrendered to any such taking and the authority. If this Agreement shall continue in full force and effect except that, during such restoration, the Base Rent payable Lease is terminated pursuant to the terms of this Agreement paragraph 12, all Fixed Rent and Additional Rent shall be equitably apportioned in prorated to the proportion that the square footage date Tenant gives up possession of the part of the Demised Premises so taken bears to the total square footage of the Demised Premises immediately prior to such taking; provided, however, in no event shall there be any abatement of the payment of any Operating Costs, provided further, however, the Landlord’s obligations to restore or rebuild shall be limited to an amount which does not exceed the proceeds obtained from such taking (less expenses incurred in collecting the same)Premises. Notwithstanding the foregoing, in In the event the net condemnation award received by Landlord Lease is insufficient not terminated pursuant to restore the terms of this paragraph 12, then Tenant shall be responsible for Fixed Rent and Additional Rent to the date of such taking or rebuild purchase; after which date Fixed Rent shall be reduced proportionately as the structural portions usable floor area of the Demised remaining Premises compares to the usable floor area of the Premises before such taking or purchase. Landlord shall be entitled to the entire award from the condemning authority for each and every interest of Landlord in this Lease and the Premises. However, Tenant shall have the option within days after Landlord’s receipt right to seek an award from the condemning authority effecting such condemnation or purchase for the value of alterations made to the net Premises by Tenant, moving expenses and other damages suffered by Tenant as a result of any such condemnation or transaction in lieu of condemnation, to cancel and terminate this Agreement, and Tenant shall be limited to consequential damages onlyprovided that Landlord's interests in the condemnation award are not thereby diminished.

Eminent Domain. With respect to eminent domain: A(a) Condemnation of Demised Premises. If the whole or any substantial part In case all of the Demised Premises Premises, or such part thereof as shall substantially interfere with Tenant's use and occupancy thereof, shall be taken or acquired by for any public or quasi-public authority under the purpose by any lawful power or threat authority by exercise of the right of appropriation, condemnation or eminent domain, for other than a temporary periodor sold to prevent such taking, either party shall have the right to terminate this Lease Term shall cease effective as of the day possession shall be taken by such public or quasi-public authority, and Tenant shall pay Rent up to that date with an appropriate refund by Landlord of any rent which may have been paid in advance for any period subsequent to the date possession is takenrequired to be surrendered to said authority by giving thirty (30) days written notice to the other party. The Annual Basic Rent shall be prorated to the termination date. If this Lease continues in force upon such partial taking, the Annual Basic Rent and Tenant's Proportionate Share shall be equitably adjusted according to the remaining Rentable Area of the Premises and Project. Landlord shall restore the Premises to substantially their same condition prior to such partial taking, (except with respect to property originally installed at Tenant's sole cost and expense) and a proportionate allowance shall be made to Tenant for the Rental corresponding to the time during which, and to the part of the Premises of which, Tenant shall be so deprived on account of such taking and restoration. In the event that during the term of this Agreement the Demised Premisesany taking, partial or any part thereofwhole, or more than % all of the Real Property proceeds of any award, judgment or of settlement payable by the Common Area is taken by condemnation or right of eminent domain, or by private purchase in lieu thereof, this Agreement and the term hereby granted condemning authority shall be terminable at the exclusive property of Landlord’s sole option , and if Landlord so terminates then this Agreement shall expire on the date when possession shall be taken by the condemnor Tenant hereby assigns to landlord all of its right, title and the Base Rent herein reserved shall be apportioned and paid interest in full to that date and all prepaid Base Rent shall forthwith be repaid by Landlord to any award, judgment or settlement from such condemning authority. Tenant. In the event Landlord does not elect to cancel or terminate this Agreement as provided above, then Landlord shall rebuild and restore the Demised Premises as nearly as possible to their condition immediately prior to any such taking and this Agreement shall continue in full force and effect except that, during such restoration, the Base Rent payable pursuant to the terms of this Agreement shall be equitably apportioned in the proportion that the square footage of the part of the Demised Premises so taken bears to the total square footage of the Demised Premises immediately prior to such taking; provided, however, in no event shall there be any abatement of the payment of any Operating Costs, provided further, however, the Landlord’s obligations to restore or rebuild shall be limited to an amount which does not exceed the proceeds obtained from such taking (less expenses incurred in collecting the same). Notwithstanding the foregoing, in the event the net condemnation award received by Landlord is insufficient to restore or rebuild the structural portions of the Demised Premises the Landlord shall have the option within days after Landlord’s receipt of the net condemnationright, to cancel the extent that the right shall not reduce or prejudice Landlord's award, to claim from the condemning authority, but not from Landlord, such compensation as may be recoverable by Tenant in its own right for relocation expenses and terminate this Agreement, and Tenant shall be limited damage to consequential damages onlyTenant's personal property.

Eminent Domain. With respect to eminent domain: A) Condemnation of Demised Premises. If In the whole event that all or any substantial part of the Demised Premises shall be or the Building or its common areas is taken or acquired (other than for temporary use, hereafter described) by any public or quasi-public authority under the power or threat of eminent domaindomain (or by conveyance in lieu thereof), for other than a temporary periodthen by notice given within three (3) months following the recording of such taking (or conveyance) in the appropriate registry of deeds, the this Lease Term may be terminated at Landlord’s election thirty (30) days after such notice, and Base Rent and Tenant’s share of Total Operating Costs and Taxes shall cease be apportioned as of the day possession shall be taken by such public or quasi-public authority, and Tenant shall pay Rent up to that date with an appropriate refund by Landlord of any rent which may have been paid in advance for any period subsequent to the date possession is takentermination. In the event there is a taking that during results in the term loss of this Agreement reasonable access to the Demised Premises, or any part thereof, or ; results in the loss of more than % twenty-five percent (25%) of the Real rentable floor area of the Premises; or results in loss of parking facilities for the Building and Landlord reasonably determines it is not practical to relocate such parking or relocate and reconnect such facilities within the remaining Building or Property then Tenant shall have the right, upon written notice to Landlord given within thirty (30) days after notice of the taking, to terminate the Lease. If this Lease is not terminated as aforesaid, subject to the rights of mortgagees Landlord shall within a reasonable time thereafter, diligently restore what may remain of the Premises (excluding any Tenant Property or of the Common Area other items installed or paid for by Tenant that Tenant is taken by condemnation permitted or right of eminent domain, or by private purchase in lieu thereof, this Agreement may be required to remove upon expiration and the term hereby granted shall be terminable at Landlord’s sole option any Initial Tenant Improvements and if Landlord so terminates then this Agreement shall expire on the date when possession shall be taken by the condemnor and the Base Rent herein reserved shall be apportioned and paid in full Tenant Work) to that date and all prepaid Base Rent shall forthwith be repaid by Landlord to Tenanta tenantable condition. In the event some portion of rentable floor area of the Premises is taken (other than for temporary use) and this Lease is not terminated, Base Rent shall be proportionally abated for the remainder of the Term. In the event of any taking of the Premises or any part thereof for temporary use, (i) this Lease shall be and remain unaffected thereby and rent shall not xxxxx, and (ii) Tenant shall be entitled to receive for itself such portion or portions of any award made for such use with respect to the period of the taking that is within the Term, provided that if such taking shall remain in force at the expiration or earlier termination of this Lease, then Tenant shall pay to Landlord does a sum equal to the reasonable cost of performing Tenant’s obligations hereunder with respect to surrender of the Premises and upon such payment shall be excused from such obligations. So long as Tenant is not elect then in breach of any covenant or condition of this Lease, any specific damages that are expressly awarded to cancel or terminate this Agreement Tenant on account of its relocation expenses, and specifically so designated, shall belong to Tenant. Except as provided above, then Landlord shall rebuild and restore in the Demised Premises as nearly as possible to their condition immediately prior to any such taking and this Agreement shall continue in full force and effect except that, during such restoration, the Base Rent payable pursuant to the terms preceding sentence of this Agreement shall be equitably apportioned in the proportion that the square footage of the part of the Demised Premises so taken bears paragraph, Landlord reserves to the total square footage of the Demised Premises immediately prior to such taking; provided, however, in no event shall there be any abatement of the payment of any Operating Costs, provided further, however, the Landlord’s obligations to restore or rebuild shall be limited to an amount which does not exceed the proceeds obtained from such taking (less expenses incurred in collecting the same). Notwithstanding the foregoing, in the event the net condemnation award received by Landlord is insufficient to restore or rebuild the structural portions of the Demised Premises the Landlord shall have the option within days after Landlord’s receipt of the net condemnation, to cancel and terminate this Agreementitself, and Tenant releases and assigns to Landlord, all rights to damages accruing on account of any taking or by reason of any act of any public authority for which damages are payable. Tenant agrees to execute such further instruments of assignment as may be reasonably requested by Landlord, and to turn over to Landlord any damages that may be recovered in any proceeding or otherwise; and Tenant irrevocably appoints Landlord as its attorney-in-fact with full power of substitution so to execute and deliver in Tenant’s name, place and stead all such further instruments if Tenant shall be limited fail to consequential damages onlydo so after ten (10) days’ notice.

Eminent Domain. With respect to eminent domain: AIf more than twenty-five percent (25%) Condemnation of Demised Premises. If the whole or any substantial part of the Demised area of the -------------- Premises shall be is taken or acquired by appropriated for any public or quasi-public authority use under the power or threat of eminent domain, for or conveyed in lieu thereof, either party hereto shall have the right, at its option, to terminate this Lease by written notice to the other than a temporary period, the Lease Term shall cease as party given within ten (10) days of the day possession date of such taking, appropriation or conveyance, and Lessor shall be taken by entitled to any and all income, rent, award, or any interest therein whatsoever which may be paid or made (the "Award") in connection with such public or quasi-public authorityuse or purpose, and Tenant Lessee shall pay Rent up have no claim against Lessor for (and hereby assigns to that date with an appropriate refund by Landlord Lessor any claim which Lessee may have for) the value of any rent unexpired Term of this Lease. If any part of the Building or the Project other than the Premises may be so taken, appropriated or conveyed, Lessor shall have the right at its option to terminate this Lease. and in any such event Lessor shall be entitled to the entire Award whether or not this Lease is terminated. If this Lease is terminated as provided above: (i) the termination shall be effective as of the date upon which may have been paid title to the Premises, the Building, the Project, or a portion thereof, passes to and vests in advance the condemnor or the effective date of any order for any period subsequent possession if issued prior to the date possession title vests in the condemnor; (ii) Lessor shall refund to Lessee any prepaid but unearned Rentals and the unused balance of the Security Deposit; and (iii) Lessee shall pay to Lessor any Rentals or other charges due Lessor under the Lease, prorated as of the date of taking. If less than twenty-five percent (25%) of the Premises is so taken. In the event that during the term of this Agreement the Demised Premises, appropriated or any part thereofconveyed, or more than % twenty-five percent (25%) thereof is so taken, appropriated or conveyed and neither party elects to terminate as herein provided, (i) Lessor shall be entitled to the entirety of the Real Property or Award, and Lessee shall be entitled to make a claim for any separate award attributable to any taking of Lessee's trade fixtures so long as any such award to Lessee does not reduce the amount of the Common Area is taken by condemnation or right of eminent domain, or by private purchase in lieu thereof, this Agreement Award available to Lessor; and (ii) the term hereby granted Rental thereafter to be paid hereunder for the Premises shall be terminable at Landlord’s sole option and if Landlord so terminates then this Agreement shall expire on the date when possession shall be taken by the condemnor and the Base Rent herein reserved shall be apportioned and paid in full to that date and all prepaid Base Rent shall forthwith be repaid by Landlord to Tenant. In the event Landlord does not elect to cancel or terminate this Agreement as provided above, then Landlord shall rebuild and restore the Demised Premises as nearly as possible to their condition immediately prior to any such taking and this Agreement shall continue in full force and effect except that, during such restoration, the Base Rent payable pursuant to the terms of this Agreement shall be equitably apportioned reduced in the proportion same ratio that the square footage percentage of the part area of the Demised Premises so taken taken, appropriated or conveyed bears to the total square footage area of the Demised Premises immediately prior to such the taking; provided, howeverappropriation or conveyance. In addition, if any Rentable Area in no event the Building containing the Premises is so taken, appropriated or conveyed and this Lease is not terminated by Lessor, Lessee's Percentage Share of Building Expenses shall there be adjusted pursuant to Article 7. Notwithstanding this Article 24 above, upon a temporary taking of all or any abatement portion of the payment of any Operating Costs, provided further, howeverPremises, the Landlord’s obligations Lease shall remain in effect and Lessee shall continue to restore or rebuild pay and be liable for all Rentals under this Lease. Upon such temporary taking, Lessee shall be limited entitled to an amount any Award for the Temporary use of the portion of the Premises taken which is attributable to the period prior to the date of Lease Termination, and Lessor shall be entitled to any portion of the Award for such use attributable to the period after Lease Termination. As used in this paragraph, a temporary taking shall mean a taking for a period of one year or less and does not exceed include a taking which is to last for an indefinite period and/or which will terminate only upon the proceeds obtained from such taking (less expenses incurred in collecting happening of a specified event unless it can be determined at the same). Notwithstanding the foregoing, in the event the net condemnation award received by Landlord is insufficient to restore or rebuild the structural portions time of the Demised Premises the Landlord shall have the option within days after Landlord’s receipt of the net condemnation, to cancel and terminate this Agreement, and Tenant shall be limited to consequential damages onlytaking when such event will occur.

Eminent Domain. With respect to eminent domain: A) Condemnation of Demised Premises. If the whole or any substantial part Mortgagor, immediately upon obtaining knowledge of the Demised Premises shall be taken institution of any eminent domain or acquired by any public or quasi-public authority under other proceedings for the power or threat of eminent domain, for other than a temporary period, the Lease Term shall cease as condemnation of the day possession shall be taken by such public or quasi-public authority, and Tenant shall pay Rent up to that date with an appropriate refund by Landlord of any rent which may have been paid in advance for any period subsequent to the date possession is taken. In the event that during the term of this Agreement the Demised PremisesMortgaged Property, or any part portion thereof, or more than % shall notify Mortgagee of the Real pendency of such proceedings. Mortgagee shall be entitled to all compensation awards, damages, claims, rights of action and proceeds of, or on account of, any damage or taking through eminent domain or other condemnation proceedings and is hereby authorized, at its option, to commence, appear in and prosecute in its own or Mortgagor's name any action or proceeding relating to eminent domain or condemnation and to settle or compromise any claim in connection therewith. All such compensation awards, damages, claims, rights of action and proceeds, and any other payments or relief, and the right thereto, are included in the Mortgaged Property and Mortgagee, after deducting therefrom all its expenses including attorneys' fees and expenses, may release any monies received by it to Mortgagor without affecting the lien of this Mortgage or may apply the same, in such manner as Mortgagee shall determine, to the reduction of the Common Area is taken by condemnation or right Obligations. Subject to applicable law, any balance of eminent domain, or by private purchase in lieu thereof, this Agreement and the term hereby granted such monies then remaining shall be terminable at Landlord’s sole option paid to Mortgagor. Mortgagor agrees to execute such further assignments of any compensation awards, damages, claims, rights of action and if Landlord so terminates then this Agreement proceeds as Mortgagee may require. Notwithstanding any such condemnation, Mortgagor shall expire continue to pay interest on the date when possession shall be taken by entire unpaid principal amount of the condemnor and the Base Rent herein reserved shall be apportioned and paid in full to that date and all prepaid Base Rent shall forthwith be repaid by Landlord to TenantObligations. In the event Landlord does not elect to cancel or terminate this Agreement as provided above, then Landlord shall rebuild and restore the Demised Premises as nearly as possible to their condition immediately If prior to any the receipt by Mortgagee of such taking and this Agreement award or payment the Mortgaged Property shall continue in full force and effect except that, during such restoration, the Base Rent payable pursuant to the terms have been sold on foreclosure of this Agreement shall be equitably apportioned in the proportion that the square footage of the part of the Demised Premises so taken bears to the total square footage of the Demised Premises immediately prior to such taking; providedMortgage, however, in no event shall there be any abatement of the payment of any Operating Costs, provided further, however, the Landlord’s obligations to restore or rebuild shall be limited to an amount which does not exceed the proceeds obtained from such taking (less expenses incurred in collecting the same). Notwithstanding the foregoing, in the event the net condemnation award received by Landlord is insufficient to restore or rebuild the structural portions of the Demised Premises the Landlord Mortgagee shall have the option within days after Landlord’s receipt right to receive said award or payment to the extent of the net condemnationany deficiency found to be due upon such sale, to cancel and terminate with legal interest thereon, whether or not a deficiency judgment on this AgreementMortgage shall have been sought or recovered or denied, and Tenant shall be limited to consequential damages onlyreasonable attorneys' fees, costs and disbursements incurred by Mortgagee in connection with the collection of such award or payment.

Eminent Domain. With respect to eminent domain: A) Condemnation of Demised Premises. If the whole Building or any substantial part of the Demised Premises shall be taken or acquired by any public or quasi-public authority under the power or threat of eminent domain, for other than a temporary period, the Lease Term shall cease as of the day possession shall be taken by such public or quasi-public authority, and Tenant shall pay Rent up to that date with an appropriate refund by Landlord of any rent which may have been paid in advance for any period subsequent to the date possession is taken. In the event that during the term of this Agreement the Demised Premises, or any material part thereof, or more than % thirty percent (30%) of the Real Property Parking Spaces that Landlord is obligated to make available to Tenant in the North Lot pursuant to Section 14 below, be taken by any authorized entity by eminent domain or by negotiated purchase under threat thereof, so that the Leased Premises shall become totally untenantable, this Lease shall terminate as of the Common Area is taken by condemnation or right earlier of eminent domain, or by private purchase in lieu thereof, this Agreement and the term hereby granted shall be terminable at Landlord’s sole option and if Landlord so terminates then this Agreement shall expire on the date when title or possession thereof is acquired or taken by the condemning authority. Tenant waives any claim to any part of the award payable to Landlord by the condemning authority for such taking and all rights of Tenant in this Lease shall immediately cease and terminate. If allowed under applicable law, Tenant may separately pursue a claim against the condemnor for (a) the value of Tenant’s Property; (b) Tenant’s moving costs; and/or (c) Tenant’s loss of business; so long as such claims do not reduce the amount of the condemnation award otherwise payable to Landlord. If fifteen percent (15%) or more of the Building shall be taken by such that the condemnor and Leased Premises becomes only partially untenantable, or such partial condemnation materially impairs Tenant’s ability to use the Base Rent herein reserved shall be apportioned and paid in full Leased Premises for the Permitted Uses, Tenant may upon thirty (30) days’ notice to that date and all prepaid Base Rent shall forthwith be repaid by Landlord to Tenant. In the event Landlord does not elect to cancel or terminate this Agreement as provided aboveLease. Absent such termination, then Landlord shall rebuild and restore the Demised Premises as nearly as possible to their condition immediately prior to any such taking and this Agreement Lease shall continue in full force and effect except that, during such restoration, as to the portion of the Leased Premises which is not taken and Base Rent payable pursuant shall be proportionately abated. Landlord may without any obligation or liability to Tenant stipulate with any condemning authority for a judgment of condemnation without the necessity of a formal suit or judgment of condemnation, and the date of taking under this clause shall then be deemed the date agreed to under the terms of this Agreement shall be equitably apportioned in the proportion that the square footage of the part of the Demised Premises so taken bears to the total square footage of the Demised Premises immediately prior to such takingagreement or stipulation; provided, however, that Landlord will promptly notify Tenant of any condemnation threatened to Landlord in no writing and allow Tenant to participate in such negotiations if it is customary in such jurisdiction. In the event shall there be any abatement that less than thirty percent (30%) of the payment of any Operating Costs, provided further, however, the Landlord’s obligations Parking Spaces that Landlord is obligated to restore or rebuild shall be limited make available to an amount which does not exceed the proceeds obtained from such taking (less expenses incurred in collecting the same). Notwithstanding the foregoing, Tenant in the North Lot pursuant to Section 14 below are taken by any authorized entity by eminent domain or by negotiated purchase under threat thereof, Landlord may replace such Parking Spaces by providing surface or structured parking located within one (1) city block of the block of the Building in the amount of the taken Parking Spaces. In the event the net condemnation award received by Landlord is insufficient unable to restore provide alternative parking arrangements replacing all or rebuild the structural portions substantially all of the Demised Premises the Landlord taken Parking Spaces, Tenant shall have the option within days after Landlord’s receipt to terminate this Lease as of the net condemnation, to cancel and terminate this Agreement, and Tenant shall be limited to consequential damages onlyearlier of the date when title or possession thereof is acquired or taken by the condemning authority.

Eminent Domain. With respect to eminent domain: A) Condemnation of Demised Premises. 23.01 If the whole or any substantial part of the Demised Premises shall be taken or acquired by any public or quasi-public authority under the power of condemnation, eminent domain or threat expropriation, or in the event of eminent domainconveyance of the whole of the Demised Premises in lieu thereof, for other than a temporary period, the this Lease Term shall cease terminate as of the day possession shall be taken by such public authority. If 25% or quasi-public authority, and Tenant shall pay Rent up to that date with an appropriate refund by Landlord less of any rent which may have been paid in advance for any period subsequent to the date possession is taken. In the event that during the term Floor Space of this Agreement the Demised PremisesPremises shall be so taken or conveyed, or any part thereof, or more than % this Lease shall terminate only in respect of the Real Property part so taken or conveyed as of the Common Area is taken by condemnation or right of eminent domain, or by private purchase in lieu thereof, this Agreement and the term hereby granted shall be terminable at Landlord’s sole option and if Landlord so terminates then this Agreement shall expire on the date when day possession shall be taken by the condemnor and the Base Rent herein reserved shall be apportioned and paid in full to that date and all prepaid Base Rent shall forthwith be repaid by Landlord to Tenantsuch authority. In the event Landlord does not elect to cancel or terminate this Agreement as provided above, then Landlord shall rebuild and restore the Demised Premises as nearly as possible to their condition immediately prior to any such taking and this Agreement shall continue in full force and effect except that, during such restoration, the Base Rent payable pursuant to the terms of this Agreement shall be equitably apportioned in the proportion that the square footage If more than 25% of the part Floor Space of the Demised Premises shall be so taken bears or conveyed, this Lease shall terminate only in respect of the part so taken or conveyed as of the day possession shall be taken by such authority, but either party shall have the right to terminate this Lease upon notice given to the total square footage other party within 30 days after such taking possession. If more than 25% of the Floor Space of the Building shall be so taken or conveyed, Landlord may, by notice to Tenant, terminate this Lease as of the day possession shall be taken. If so much of the parking facilities shall be so taken or conveyed that the number of parking spaces necessary, in Landlord's judgment, for the continued operation of the Building shall not be available, Landlord shall, by notice to Tenant, terminate this Lease as of the day possession shall be taken. If this Lease shall continue in effect as to any portion of the Demised Premises immediately prior to such taking; providednot so taken or conveyed, however, in no event the Rent shall there be any abatement computed as of the payment of any Operating Costs, provided further, however, the Landlord’s obligations to restore or rebuild day possession shall be limited to an amount which does not exceed taken on the proceeds obtained from such taking (less expenses incurred in collecting basis of the same)remaining Floor Space of the Demised Premises. Notwithstanding the foregoingExcept as specifically provided herein, in the event of any such taking or conveyance there shall be no reduction in Rent. If this Lease shall continue in effect, Landlord shall, at its expense, but shall be obligated only to the net condemnation award received by Landlord is insufficient to restore or rebuild the structural portions of the Demised Premises the Landlord shall have the option within days after Landlord’s receipt extent of the net condemnationaward or other compensation (after deducting all expenses in connection with obtaining same) available to Landlord for the improvements taken or conveyed (excluding any award or other compensation for land or for the unexpired portion of the term of any Superior Lease), make all necessary alterations so as to cancel constitute the remaining Building a complete architectural and terminate this Agreementtenantable unit, except for the Tenant's Property, and Tenant shall make all alterations or replacements to the Tenant's Property and decorations in the Demised Premises. All awards and compensation for any taking or conveyance, whether for the whole or a part of the Land or Building, the Demised Premised or otherwise, shall be limited the property of Landlord, and Tenant hereby assigns to consequential damages onlyLandlord all of Tenant's right, title and interest in and to any and all such awards and compensation, including, without limitation, any award or compensation for the value of the unexpired portion of the Term. Tenant shall be entitled to claim, prove and receive in the condemnation proceeding such award or compensation as may be allowed for the Tenant's Property and for loss of business, good will, and depreciation or injury to and cost of removal of the Tenant's Property, but only if such award or compensation shall be made by the condemning authority in addition to, and shall not result in a reduction of, the award or compensation made by it to Landlord.

Eminent Domain. With respect to eminent domain: A) Condemnation of Demised Premises. If the whole or any substantial part of the Demised Premises shall be are taken or acquired condemned, or purchased in lieu thereof, by any government authority for any public or quasi-public authority under use or purpose, then, this Lease will terminate from the power time when the possession is required for such use or threat of eminent domain, for other than a temporary period, purpose. The Rent will be prorated to the Lease Term shall cease as date when the possession is required. If any part of the day possession shall be taken by such public or quasi-public authorityPremises, including the Common Areas, are taken, Sublandlord will notify Tenant in writing, and Tenant shall pay will have the option to cancel this Lease, by giving Sublandlord written notice within twenty (20) days after receipt of such notice from Sublandlord. If Tenant exercises the option, then cancellation will be effective and the Rent up to that date with an appropriate refund by Landlord of any rent which may have been paid in advance for any period subsequent will be pro-rated to the date possession when Tenant vacates the Premises. If Tenant is taken. In not entitled to cancel the event that during the term Lease or, if it is entitled to do so, but does not exercise its option, as of this Agreement the Demised Premises, or any part thereof, or more than % of the Real Property or of the Common Area is taken by condemnation or right of eminent domain, or by private purchase in lieu thereof, this Agreement and the term hereby granted shall be terminable at Landlord’s sole option and if Landlord so terminates then this Agreement shall expire on the date when possession shall be taken by the condemnor and the Base Rent herein reserved shall be apportioned and paid in full to that date and all prepaid Base Rent shall forthwith be repaid by Landlord to Tenant. In the event Landlord does not elect to cancel or terminate this Agreement as provided above, then Landlord shall rebuild and restore the Demised Premises as nearly as possible to their condition immediately prior to any such taking and this Agreement shall continue in full force and effect except that, during such restorationis required, the Base Rent payable pursuant to the terms of this Agreement shall will be equitably apportioned reduced in the proportion that the square footage Net Rentable Area contained in the remaining Premises bears to the Net Rentable Area contained in the Table of Contents Premises before the taking. Any award of proceeds resulting from a condemnation or sale in lieu thereof of the whole or part of the Demised Premises so taken bears will belong solely to Sublandlord and Tenant hereby waives any right to make any claim therefor as the total square footage result of the Demised Premises immediately prior to such taking; providedthis Lease. Provided, however, in no event shall there be that Sublandlord is not entitled to any abatement of award for relocation expenses and the payment of any Operating Costs, provided further, however, the Landlordtaking Tenant’s obligations Property specifically awarded to restore or rebuild shall be limited to an amount which does not exceed the proceeds obtained from such taking (less expenses incurred in collecting the same). Notwithstanding the foregoing, in the event the net condemnation award received by Landlord is insufficient to restore or rebuild the structural portions of the Demised Premises the Landlord shall have the option within days after Landlord’s receipt of the net condemnation, to cancel and terminate this Agreement, and Tenant shall be limited to consequential damages onlyTenant.

Eminent Domain. With respect to eminent domain: AIf more than twenty-five percent (25%) Condemnation of Demised Premises. If the whole or any substantial part of the Demised area of the -------------- Premises shall be is taken or acquired by appropriated for any public or quasi-public authority use under the power or threat of eminent domain, for or conveyed in lieu thereof, either party hereto shall have the right, at its option, to terminate this Lease by written notice to the other than a temporary period, the Lease Term shall cease as party given within ten (10) days of the day possession date of such taking, appropriation or conveyance, and Lessor shall be taken by entitled to any and all income, rent, award, or any interest therein whatsoever which may be paid or made (the "Award") in connection with such public or quasi-public authorityuse or purpose, and Tenant Lessee shall pay Rent up to that date with an appropriate refund by Landlord have no claim against Lessor for the value of any rent unexpired term of this Lease. If any part of the Building or the Project other than the Premises may be so taken, appropriated or conveyed, Lessor shall have the right at its option to terminate this Lease, and in any such event Lessor shall be entitled to the entire Award whether or not this Lease is terminated. If this Lease is terminated as provided above: (i) the termination shall be effective as of the date upon which may have been paid title to the Premises, the Building, the Project, or a portion thereof, passes to and vests in advance the condemnor or the effective date of any order for any period subsequent possession if issued prior to the date possession title vests in the condemnor; (ii) Lessor shall refund to Lessee any prepaid but unearned Rentals and the unused balance of the Security Deposit; and (iii) Lessee shall pay to Lessor any Rentals or other charges due Lessor under the Lease, prorated as of the date of taking. If less than twenty-five percent (25%) of the Premises is so taken. In the event that during the term of this Agreement the Demised Premises, appropriated or any part thereofconveyed, or more than % twenty-five percent (25%) thereof is so taken, appropriated or conveyed and neither party elects to terminate as herein provided, (i) Lessee shall receive from the Award that portion of the Real Property Award attributable to trade fixtures of Lessee to the extent the Award is not payable to the beneficiary or mortgagee of a deed of trust or mortgage affecting the Building containing the Premises and Lessor shall receive the balance of the Common Area is taken by condemnation or right of eminent domain, or by private purchase in lieu thereof, this Agreement Award; and (ii) the term hereby granted Rental thereafter to be paid hereunder for the Premises shall be terminable at Landlord’s sole option and if Landlord so terminates then this Agreement shall expire on the date when possession shall be taken by the condemnor and the Base Rent herein reserved shall be apportioned and paid in full to that date and all prepaid Base Rent shall forthwith be repaid by Landlord to Tenant. In the event Landlord does not elect to cancel or terminate this Agreement as provided above, then Landlord shall rebuild and restore the Demised Premises as nearly as possible to their condition immediately prior to any such taking and this Agreement shall continue in full force and effect except that, during such restoration, the Base Rent payable pursuant to the terms of this Agreement shall be equitably apportioned reduced in the proportion same ratio that the square footage percentage of the part area of the Demised Premises so taken taken, appropriated or conveyed bears to the total square footage area of the Demised Premises immediately prior to such the taking; provided, howeverappropriation or conveyance. In addition, if any rentable area in no event the Building containing the Premises is so taken, appropriated or conveyed and this Lease is not terminated by Lessor, Lessee's Percentage Share of Excess Expenses shall there be adjusted pursuant to Article 7. Notwithstanding this Article 24 above, upon a temporary taking of all or any abatement portion of the payment of any Operating Costs, provided further, howeverPremises, the Landlord’s obligations Lease shall remain in effect and Lessee shall continue to restore or rebuild pay and be liable for all Rentals under this Lease. Upon such temporary taking, Lessee shall be limited entitled to an amount any Award for the temporary use of the portion of the Premises taken which is attributable to the period prior to the date of Lease Termination, and Lessor shall be entitled to any portion of the Award for such use attributable to the period after Lease Termination. As used in this paragraph, a temporary taking shall mean a taking for a period of one year or less and does not exceed include a taking which is to last for an indefinite period and/or which will terminate only upon the proceeds obtained from such taking (less expenses incurred in collecting happening of a specified event unless it can be determined at the same). Notwithstanding the foregoing, in the event the net condemnation award received by Landlord is insufficient to restore or rebuild the structural portions time of the Demised Premises the Landlord shall have the option within days after Landlord’s receipt of the net condemnation, to cancel and terminate this Agreement, and Tenant shall be limited to consequential damages onlytaking when such event will occur.

Eminent Domain. With respect to eminent domain: A) Condemnation of Demised Premises. 9.01 Effect on Lease --------------- If the whole Premises or any substantial part of the Demised Premises shall be portion thereof are taken or acquired damaged, including severance damage, under the power of eminent domain or by inverse condemnation or for any public or quasi-public authority under the power use, or threat voluntarily conveyed or transferred in lieu of an exercise of eminent domaindomain or while condemnation proceedings are pending (all of which are herein called "condemnation"), for other than a temporary period, this Lease shall terminate as to the Lease Term shall cease part so taken as of the day date the condemning authority takes title or possession, whichever first occurs. If so much of the Premises is taken by condemnation that the remainder is unsuitable for Tenant's continued occupancy for the uses and purposes for which the Premises are leased, Tenant shall have the option, exercisable only by written notice to Landlord within thirty (30) days after Landlord shall have given Tenant written notice of such taking (or in the absence of such notice, within thirty (30) days after the condemning authority shall have taken title or possession, whichever first occurs), to terminate this Lease as of the later of the date the condemning authority takes such title or possession (whichever first occurs) or the date Tenant vacates the Premises; provided, however, that if Landlord disagrees with Tenant's determination that the portion of the Premises remaining after condemnation is unsuitable for Tenant's occupancy, such controversy shall be taken settled by such public or quasi-public authorityarbitration in Los Angeles, and Tenant shall pay Rent up to that date California in accordance with an appropriate refund by Landlord the commercial arbitration rules of any rent which may have been paid the American Arbitration Association then in advance for any period subsequent to the date possession is takeneffect. In the event that during the term of this Agreement the Demised Premises, or any part thereof, or more less than % all of the Real Property or of the Common Area is taken by condemnation or right of eminent domain, or by private purchase in lieu thereof, this Agreement and the term hereby granted shall be terminable at Landlord’s sole option and if Landlord so terminates then this Agreement shall expire on the date when possession Premises shall be taken by the condemnor condemnation and the Base Rent herein reserved shall be apportioned and paid in full to that date and all prepaid Base Rent shall forthwith be repaid by Landlord to Tenant. In the event Landlord Tenant does not elect to cancel or terminate this Agreement as provided aboveLease in accordance with the foregoing, then Landlord this Lease shall rebuild and restore the Demised Premises as nearly as possible to their condition immediately prior to any such taking and this Agreement shall continue remain in full force and effect except that, during such restoration, the Base Rent payable pursuant as to the terms portion of this Agreement the Premises remaining, except that the Monthly Rent and applicable Additional Rent shall be equitably apportioned reduced in the proportion same ratio that the square footage floor area of the part portion of the Demised Premises so taken by such condemnation bears to the total square footage floor area of the Demised Premises immediately prior to before such taking; provided, however, in no event shall there be any abatement of the payment of any Operating Costs, provided further, however, the Landlord’s obligations to restore or rebuild shall be limited to an amount which does not exceed the proceeds obtained from such taking (less expenses incurred in collecting the same). Notwithstanding the foregoing, in the event the net condemnation award received by Landlord is insufficient to restore or rebuild the structural portions of the Demised Premises the Landlord shall have the option within days after Landlord’s receipt of the net condemnation, to cancel and terminate this Agreement, and Tenant shall be limited to consequential damages only.

Eminent Domain. With respect to eminent domain: A(a) Condemnation of Demised Premises. If the whole or any substantial part In case all of the Demised Premises Premises, Building or Parking Facilities or such part thereof as shall substantially interfere with Tenants access to or intended use and occupancy of the Premises, shall be taken or acquired by for any public or quasi-public authority under the purpose by any lawful power or threat authority by exercise of the right of appropriation, condemnation or eminent domain, for other than a temporary periodor sold to prevent such taking, either party shall have the right to terminate this Lease Term shall cease effective as of the day possession shall be taken by such public or quasi-public authority, and Tenant shall pay Rent up to that date with an appropriate refund by Landlord of any rent which may have been paid in advance for any period subsequent to the date possession is takenrequired to be surrendered to said authority; provided, however, Tenant shall not have the right to terminate this Lease due to a taking of the Parking Facilities, as long as Landlord shall replace that portion of Tenant's parking privileges affected by such taking with other parking facilities within a reasonable distance from the Premises. Tenant shall not assert any claim against Landlord or, except as otherwise provided below, the taking authority, for any compensation because of such taking, and Landlord shall be entitled to receive the entire amount of any award; provided, however, Tenant shall be entitled to fifty percent (50%) of any portion of the award attributable to the bonus value of Tenant's leasehold estate. In the event the amount of property or the type of estate taken shall not substantially interfere with the conduct of Tenant's business, Landlord shall be entitled to the entire amount of the award without deduction for any estate or interest of Tenant, Landlord shall restore the Premises to substantially their same condition prior to such partial taking, and a proportionate allowance shall be made to Tenant for the rent corresponding to the time during which, and to the part of the Premises of which, Tenant shall be so deprived on account of such taking and restoration. Nothing contained in this Subparagraph shall be deemed to give Landlord any interest in any award made to Tenant for the taking of personal property and fixtures belonging to Tenant, Tenant's goodwill or moving expenses incurred in connection with the relocation of Tenant's business. In the event that during the term of this Agreement the Demised Premises, or any part thereof, or more than % Landlord permanently relocates Tenant's parking due to a taking of the Real Property or of the Common Area is taken by condemnation or right of eminent domainParking Facilities, or by private purchase in lieu thereof, this Agreement and the term hereby granted Tenant's parking charges shall be terminable at Landlord’s sole option and if Landlord so terminates then this Agreement shall expire on the date when possession shall be taken by the condemnor and the Base Rent herein reserved shall be apportioned and paid in full subject to that date and all prepaid Base Rent shall forthwith be repaid by Landlord to Tenant. In the event Landlord does not elect to cancel or terminate this Agreement as provided above, then Landlord shall rebuild and restore the Demised Premises as nearly as possible to their condition immediately prior to any such taking and this Agreement shall continue in full force and effect except that, during such restoration, the Base Rent payable pursuant to the terms of this Agreement shall be equitably apportioned in the proportion that the square footage of the part of the Demised Premises so taken bears to the total square footage of the Demised Premises immediately prior to such taking; provided, however, in no event shall there be any abatement of the payment of any Operating Costs, provided further, however, the Landlord’s obligations to restore or rebuild shall be limited to an amount which does not exceed the proceeds obtained from such taking (less expenses incurred in collecting the same). Notwithstanding the foregoing, equitable reduction in the event that the net condemnation award received by Landlord is insufficient to restore or rebuild quality and/or location of Tenant's new parking facilities are not commensurate with the structural portions of the Demised Premises the Landlord shall have the option within days after Landlord’s receipt of the net condemnation, to cancel and terminate this Agreement, and Tenant shall be limited to consequential damages onlyParking Facilities.

Eminent Domain. With respect to eminent domain: A) Condemnation of Demised Premises. If the whole all or any substantial part (such that the Leased Premises will be commercially impracticable for Tenant's Permitted Use) of the Demised Premises Building or Common Areas shall be taken or acquired by any public or quasi-public authority under the power or threat exercise of eminent domain, Landlord may terminate this Lease by giving written notice to Tenant on or before the date possession thereof is so taken; provided, however Landlord shall use good faith efforts to notify Tenant of any such anticipated termination in advance of the effective date thereof. If all or any part of the Leased Premises shall be acquired by the exercise of eminent domain so that the Leased Premises shall become commercially impracticable for other than a temporary periodTenant to use for Tenant's Permitted Use, the Tenant may terminate this Lease Term shall cease by giving written notice to Landlord as of the day date possession thereof is so taken. All damages awarded shall belong to Landlord; provided, however, that notwithstanding the foregoing, nothing contained herein shall prevent Tenant from seeking in a separate action reimbursement from the condemning authority (if permitted by law) for moving expenses, business interruption, expenses for removal of Tenant's personal property, loss of Tenant's business good will, or for the value of the leasehold estate, but if and only if such action shall not reduce the amount of the award or other compensation otherwise recoverable from the condemning authority by Landlord or any mortgagees. Provided that if Landlord is alleging that Tenant's award shall or has reduced Landlord's award, Landlord shall provide Tenant with reasonable documentation that Tenant's award shall or has reduced Landlord's award. If the Lease is not terminated pursuant to this Article 10, Monthly Rental Installments and Additional Rent shall be taken by such public or quasi-public authority, and Tenant shall pay Rent up to that date with an appropriate refund by Landlord reduced as of any rent which may have been paid in advance for any period subsequent to the date possession is taken. In the event that during the term of this Agreement the Demised Premises, or any part thereof, or more than % of the Real Property or of the Common Area is taken by condemnation or right of eminent domain, or by private purchase in lieu thereof, this Agreement and the term hereby granted shall be terminable at Landlord’s sole option and if Landlord so terminates then this Agreement shall expire on the date when possession shall be taken by the condemnor and the Base Rent herein reserved shall be apportioned and paid in full to that date and all prepaid Base Rent shall forthwith be repaid by Landlord to Tenant. In the event Landlord does not elect to cancel or terminate this Agreement as provided above, then Landlord shall rebuild and restore the Demised Premises as nearly as possible to their condition immediately prior to any such taking and this Agreement shall continue in full force and effect except that, during such restoration, the Base Rent payable pursuant to the terms of this Agreement shall be equitably apportioned in the proportion that the square footage area of the part of the Demised Leased Premises or Common Areas so taken bears to the total square footage area of the Demised Leased Premises immediately prior to such taking; providedor, however, in no event shall there be any abatement of the payment of any Operating Costs, provided further, howeveras applicable, the Landlord’s obligations to restore or rebuild shall be limited to an amount which does not exceed the proceeds obtained from such taking (less expenses incurred in collecting the same). Notwithstanding the foregoing, in the event the net condemnation award received by Landlord is insufficient to restore or rebuild the structural portions of the Demised Premises the Landlord shall have the option within days after Landlord’s receipt of the net condemnation, to cancel and terminate this Agreement, and Tenant shall be limited to consequential damages onlyCommon Areas.

Eminent Domain. With respect to eminent domain: A) Condemnation of Demised Premises. If the whole or any substantial part a material portion of the Demised Premises (or use or occupancy of the Premises) shall be taken or acquired condemned by a governmental or quasi-governmental authority for any public or quasi-public authority use or purpose (including sale under the power or threat of eminent domainsuch a taking), for other than or if the owner elects to convey title to the condemnor by a temporary perioddeed in lieu of condemnation, or if all or any portion of the Land or Building are so taken, condemned or conveyed and as a result thereof, in Landlord’s reasonable but sole judgment, the Premises cannot be used for Tenant’s Permitted Use as set forth herein, then this Lease Term shall cease and terminate as of the day possession date when title vests in such governmental or quasi-governmental authority and Fixed Rent and Additional Rent shall be abated on the date when such title vests in such governmental or quasi-governmental authority. If less than a material portion of the Premises is taken or condemned by such any governmental or quasi-governmental authority for any public or quasi-public authorityuse or purpose (including sale under threat of such a taking), Landlord shall promptly restore the remaining portion of the Premises to an architecturally and functionally complete unit, and Tenant Fixed Rent and Tenant’s Proportionate Share shall pay Rent up to that date with an appropriate refund by Landlord of any rent which may have been paid in advance for any period subsequent to be equitably adjusted (on the date possession is taken. In the event that during the term of this Agreement the Demised Premises, or any part thereof, or more than % basis of the Real Property or number of the Common Area is taken by condemnation or right of eminent domain, or by private purchase in lieu thereof, this Agreement square feet before and the term hereby granted shall be terminable at Landlord’s sole option and if Landlord so terminates then this Agreement shall expire after such event) on the date when possession shall be taken by the condemnor and the Base Rent herein reserved shall be apportioned and paid title vests in full to that date and all prepaid Base Rent shall forthwith be repaid by Landlord to Tenant. In the event Landlord does not elect to cancel such governmental or terminate this Agreement as provided above, then Landlord shall rebuild and restore the Demised Premises as nearly as possible to their condition immediately prior to any such taking quasi-governmental authority and this Agreement Lease shall otherwise continue in full force and effect except thateffect. In any case, during such restoration, the Base Rent payable pursuant to the terms of this Agreement Tenant shall be equitably apportioned in the proportion that the square footage have no claim against Landlord for any portion of the part amount that may be awarded as damages as a result of the Demised Premises so taken bears any governmental or quasi-governmental taking or condemnation (or sale under threat or such taking or condemnation); and all rights of Tenant to the total square footage of the Demised Premises immediately prior damages therefor are hereby assigned by Tenant to such taking; providedLandlord. The foregoing shall not, however, in no event shall there be any abatement of the payment deprive Tenant of any Operating Costsseparate award for moving expenses, provided furtherdislocation damages, howevervalue of furnishing and trade fixtures, or for any other award which would not reduce the award payable to Landlord’s obligations to restore or rebuild shall be limited to an amount which does not exceed the proceeds obtained from such taking (less expenses incurred in collecting the same). Notwithstanding the foregoing, in the event the net condemnation award received by Landlord is insufficient to restore or rebuild the structural portions of the Demised Premises the Landlord shall have the option within days after Landlord’s receipt of the net condemnation, to cancel and terminate this Agreement, and Tenant shall be limited to consequential damages only.

Eminent Domain. With respect to eminent domain: A) Condemnation of Demised Premises. If the whole Premises, or any substantial part such portion thereof as to render the balance wholly unsuitable for the purposes of the Demised Premises shall be taken or acquired by any public or quasi-public authority under the power or threat of eminent domainTenant, for other than a temporary period, the Lease Term shall cease as of the day possession shall be taken by such public or quasi-public authority, and Tenant shall pay Rent up to that date with an appropriate refund by Landlord of any rent which may have been paid in advance for any period subsequent to the date possession is taken. In the event that during the term of this Agreement the Demised Premises, or any part thereof, or more than % of the Real Property or of the Common Area is taken by condemnation or the right of eminent domain, or by private purchase in lieu thereof, this Agreement agreement between Landlord and those authorized to exercise such right (herein collectively referred to as the term hereby granted “condemnation proceedings”) either party upon written notice to the other shall be terminable at entitled to terminate this Lease provided that such notice is given within thirty (30) days after Tenant has been deprived of possessions or use by such taking. Should any part of the Premises be so taken and should this Lease not be terminated in accordance with the foregoing provisions, Landlord agrees, promptly after such taking, to expend so much as may be necessary of the net amount which may be awarded to and received by it in such condemnation proceedings to restore the Premises to an architectural unit as nearly like its condition prior to such taking as shall in the judgment of Landlord be practicable with an appropriate abatement to be made in Tenant’s fixed annual rent. Should the net amount so awarded to and received by Landlord be insufficient to cover the cost of restoring the Premises as estimated by Landlord’s sole option architect, Landlord may at its election supply the amount of such insufficiency and if Landlord so terminates then this Agreement shall expire on the date when possession shall be taken by the condemnor and the Base Rent herein reserved shall be apportioned and paid in full to that date and restore said Premises as above provided with all prepaid Base Rent shall forthwith be repaid by Landlord to Tenant. In the event Landlord does not elect to cancel reasonable diligence, or terminate this Agreement as provided aboveLease. Where Tenant has not already exercised any right of termination accorded to it under this paragraph, then Landlord shall rebuild and restore notify Tenant of Landlord’s election within ninety (90) days after the Demised Premises as nearly as possible to their condition immediately prior to any such taking and this Agreement shall continue in full force and effect except that, during such restoration, the Base Rent payable pursuant to the terms of this Agreement shall be equitably apportioned in the proportion that the square footage final determination of the part amount of the Demised Premises so taken bears to the total square footage of the Demised Premises immediately prior to such taking; provided, however, in no event shall there be any abatement of the payment of any Operating Costs, provided further, however, the Landlord’s obligations to restore or rebuild shall be limited to an amount which does not exceed the proceeds obtained from such taking (less expenses incurred in collecting the same). Notwithstanding the foregoing, in the event the net condemnation award received by Landlord is insufficient to restore or rebuild the structural portions of the Demised Premises the Landlord shall have the option within days after Landlord’s receipt of the net condemnation, to cancel and terminate this Agreement, and Tenant shall be limited to consequential damages onlyaward.

Eminent Domain. With respect to eminent domain: A) Condemnation of Demised Premises. If the whole or any substantial part of the Demised Premises premises hereby demised shall be taken or acquired condemned by any competent authority for any public use or quasipurpose then the term hereby granted shall cease from the time when possession of the part so taken shall be required for such public purpose and without apportionment of award, the Tenant hereby assigning to the Landlord all right and claim to any such award, the current rent, however, in such case to be apportioned. SIXTH.-- LEASE NOT IN EFFECT DEFAULTS TEN DAY NOTICE RE-public authority POSSESSION OF LANDLORD RE-LETTING WAIVER BY TENANT If, before the commencement of the term, the Tenant be adjudicated a bankrupt, or make a "general assignment", or take the benefit of any insolvent act, or if a Receiver or Trustee be appointed for the Tenant's property, or if this lease or the estate of the Tenant hereunder be transferred or pass to or devolve upon any other person or corporation, or if the Tenant shall default in the performance of any agreement by the Tenant contained in any other lease to the Tenant by the Landlord or by any corporation of which an officer of the Landlord is a Director, this lease shall thereby, at the option of the Landlord, be terminated and in that case, neither the Tenant nor anybody claiming under the power Tenant shall be entitled to go into possession of the demised premises. If after the commencement of the term, any of the events mentioned above in this subdivision shall occur, or threat if Tenant shall make default in fulfilling any of eminent domain, for the covenants of this lease other than a temporary the covenants for the payment of rent or "additional rent" or if the demised premises become vacant or deserted, the Landlord may give to the Tenant ten days' notice of intention to end the term of this lease, and thereupon at the expiration of said ten days' (if said condition which was the basis of said notice shall continue to exist) the term under this lease shall expire as fully and completely as if that day were the date herein definitely fixed for the expiration of the term and the Tenant will then quit and surrender the demised premises to the Landlord, but the Tenant shall remain liable as hereinafter provided. If the Tenant shall make default in the payment of the rent reserved hereunder, or any item of "additional rent" herein mentioned, or any part of either or in making any other payment herein provided for, or if the notice last above provided for shall have been given and if the condition which was the basis of said notice shall exist at the expiration of said ten days' period, the Lease Term shall cease as Landlord may immediately, or at any time thereafter, re-enter the demised premises and remove all persons and all or any property therefrom, either by summary dispossess proceedings, or by any suitable action or proceeding at law, or by force or otherwise, without being liable to indictment, prosecution or damages therefor, and re-possess and enjoy said premises together with all additions, alterations and improvements. In any such case or in the event that this lease be "terminated" before the commencement of the day possession term, as above provided, the Landlord may either re-let the demised premises or any part or parts thereof for the Landlord's own account, or may, at the Landlord's option, re-let the demised premises or any part or parts thereof as the agent of the Tenant, and receive the rents therefor, applying the same first to the payment of such expenses as the Landlord may have incurred, and then to the fulfillment of the covenants of the Tenant herein, and the balance, if any, at the expiration of the term first above provided for, shall be taken by such public or quasi-public authority, and Tenant shall pay Rent up to that date with an appropriate refund by Landlord of any rent which may have been paid in advance for any period subsequent to the date possession is takenTenant. Landlord may rent the premises for a term extending beyond the term hereby granted without releasing Tenant from any liability. In the event that during the term of this Agreement the Demised Premiseslease shall expire as above in this subdivision "Sixth" provided, or any part thereofterminate by summary proceedings or otherwise, and if the Landlord shall not re-let the demised premises for the Landlord's own account, then, whether or more than % not the premises be re-let, the Tenant shall remain liable for, and the Tenant hereby agrees to pay to the Landlord, until the time when this lease would have expired but for such termination or expiration, the equivalent of the Real Property or amount of any of the Common Area is taken rent and "additional rent" reserved herein less the avails of re-letting, if any, and the same shall be due and payable by condemnation or the Tenant to the Landlord on the several rent days above specified, that is, upon each of such rent days the Tenant shall pay to the Landlord the amount of deficiency then existing. The Tenant hereby expressly waives any and all right of eminent domainredemption in case the Tenant shall be dispossessed by judgment or warrant of any court or judge, or by private purchase in lieu thereof, this Agreement and the term hereby granted shall be terminable at Landlord’s sole option Tenant waives and if Landlord so terminates then this Agreement shall expire on the date when possession shall be taken will waive all right to trial by jury in any summary proceedings hereafter instituted by the condemnor Landlord against the Tenant in respect to the demised premises. The words "re-enter" and the Base Rent herein reserved shall be apportioned and paid "re-entry" as used in full this lease are not restricted to that date and all prepaid Base Rent shall forthwith be repaid by Landlord to Tenanttheir technical legal meaning. In the event Landlord does not elect to cancel of a breach or terminate this Agreement as provided above, then Landlord shall rebuild and restore threatened breach by the Demised Premises as nearly as possible to their condition immediately prior to Tenant of any such taking and this Agreement shall continue in full force and effect except that, during such restoration, the Base Rent payable pursuant to the terms of this Agreement shall be equitably apportioned in the proportion that the square footage of the part of the Demised Premises so taken bears to the total square footage of the Demised Premises immediately prior to such taking; providedcovenants or provisions hereof, however, in no event shall there be any abatement of the payment of any Operating Costs, provided further, however, the Landlord’s obligations to restore or rebuild shall be limited to an amount which does not exceed the proceeds obtained from such taking (less expenses incurred in collecting the same). Notwithstanding the foregoing, in the event the net condemnation award received by Landlord is insufficient to restore or rebuild the structural portions of the Demised Premises the Landlord shall have the option within days after Landlord’s receipt right of injunction and the net condemnationright to invoke any remedy allowed at law or in equity, to cancel as if re-entry, summary proceedings and terminate this Agreement, and Tenant shall be limited to consequential damages onlyother remedies were not herein provided for.

Eminent Domain. With respect to eminent domain: A) Condemnation of Demised Premises. If the whole or any substantial part of the Demised Premises Building shall be taken or acquired by any for public or quasi-public use by a governmental or other authority under having the power or threat of eminent domain, or shall be conveyed to such authority in lieu of such taking, and if such taking or conveyance shall cause the remaining part of the Building to be untenantable and inadequate for other than a temporary perioduse by Tenant for the purpose for which it was leased, then Tenant may, at its option, terminate this Lease as of the date Landlord is required to surrender possession of the Building. In such event, all Rent due under this Lease Term shall be apportioned to and shall cease as of the day date Landlord is required to surrender possession of the Building, and Landlord and Tenant shall be released from all further obligations and liability hereunder (except for any obligations previously incurred hereunder). If a part of the Building shall be taken or conveyed, but the remaining part is tenantable and adequate for Tenant's use, Landlord shall make such repairs, alterations and improvements (exclusive of repairs, alterations or improvements to tenant improvements, if any, installed by Tenant pursuant to Section 8.03) as may be necessary to render the part not taken or conveyed tenantable. If such public taking or quasi-public authority, and Tenant shall pay Rent up to that date with an appropriate refund by Landlord conveyance includes any part of any rent which may have been paid in advance for any period subsequent to the date possession is taken. In the event that during the term of this Agreement the Demised Premises, or any part thereof, or more than % of the Real Property or of the Common Area is taken by condemnation or right of eminent domain, or by private purchase in lieu thereof, this Agreement and the term hereby granted Rent shall be terminable at Landlord’s sole option and if Landlord so terminates then this Agreement shall expire on the date when possession shall be taken by the condemnor and the Base Rent herein reserved shall be apportioned and paid reduced in full proportion to that date and all prepaid Base Rent shall forthwith be repaid by Landlord to Tenant. In the event Landlord does not elect to cancel or terminate this Agreement as provided above, then Landlord shall rebuild and restore the Demised Premises as nearly as possible to their condition immediately prior to any such taking and this Agreement shall continue in full force and effect except that, during such restoration, the Base Rent payable pursuant to the terms of this Agreement shall be equitably apportioned in the proportion that the square footage of the part of the Demised Premises so taken bears to the total square footage of the Demised Premises immediately prior to or conveyed. All compensation awarded for such taking; provided, however, in no event shall there be any abatement of the payment of any Operating Costs, provided further, however, the Landlord’s obligations to restore taking or rebuild conveyance shall be limited the property of Landlord, without any deduction therefrom for any present or future estate of Tenant, and Tenant hereby assigns to an amount which does not exceed the proceeds obtained from Landlord all of its right, title and interest in and to any such taking (less expenses incurred in collecting the same)award. Notwithstanding the foregoingHowever, in the event the net condemnation award received by Landlord is insufficient to restore or rebuild the structural portions of the Demised Premises the Landlord Tenant shall have the option within days after right to recover from such authority, but not from Landlord’s receipt , such compensation as may be awarded to Tenant on account of the net condemnationmoving and relocation expenses and depreciation to and removal of Tenant's trade fixtures and personal property and alterations or tenant improvements, if any, installed by Tenant pursuant to cancel and terminate this Agreement, and Tenant shall be limited to consequential damages only.Section 8.03. XII -- LIENS

Eminent Domain. With respect to eminent domain: A) Condemnation of Demised Premises. If In the event the whole or any substantial part of the Demised Premises Premises, the Building or the Project shall be taken or acquired by any public or quasi-public authority under the power or threat of eminent domain, for other than or sold to prevent the exercise thereof (collectively, a temporary period“Taking”), the this Lease Term shall cease automatically terminate as of the day possession date of such Taking. In the event a Taking of a portion of the Project, the Building or the Premises shall, in the reasonable opinion of Landlord, substantially interfere with Landlord’s operation thereof, Landlord may terminate this Lease upon thirty (30) days’ written notice to Tenant given at any time within sixty (60) days following the date of such Taking. If Tenant is not in default under this Lease and there is a condemnation where more than twenty-five percent (25%) of the Premises then occupied by Tenant are taken and such Taking prevents Tenant from the conduct of Tenant’s permitted use, Tenant shall have the right to terminate this Lease. In order to exercise such termination right, Tenant shall deliver written notice of such election to terminate to Landlord within thirty (30) days after the date of such taking and such termination shall become effective as of the later to occur of (i) the date set forth in Tenant’s notice (not later than thirty (30) days after delivery of such notice) or (ii) the date Tenant surrenders the Premises to Landlord in accordance with the terms and provisions of this Lease. For purposes of this Lease, the date of Taking shall be taken by such public or quasi-public authority, and Tenant shall pay Rent up to that date with an appropriate refund by Landlord the earlier of any rent which may have been paid in advance for any period subsequent to the date of transfer of title resulting from such Taking or the date of transfer of possession is takenresulting from such Taking. In the event that during the term of this Agreement the Demised Premises, or any part thereof, or more than % a portion of the Real Property or Premises is so taken and this Lease is not terminated, Landlord shall, to the extent of proceeds paid to Landlord as a result of the Common Area is taken Taking, with reasonable diligence, use commercially reasonable efforts to proceed to restore (to the extent permitted by condemnation or right of eminent domainLaw and covenants, or by private purchase in lieu thereofconditions and restrictions then applicable to the Project) the Premises (other than Tenant’s personal property and fixtures, this Agreement and the term hereby granted shall be terminable at Landlord’s sole option and if Landlord so terminates then this Agreement shall expire on the date when possession shall be taken by the condemnor and above-standard tenant improvements) to a complete, functioning unit. In such case, the Base Rent herein reserved shall be apportioned and paid in full to that date and reduced proportionately based on the portion of the Premises so taken. If all prepaid Base Rent or any portion of the Premises is the subject of a temporary Taking, this Lease shall forthwith be repaid by Landlord to Tenant. In the event Landlord does not elect to cancel or terminate this Agreement as provided above, then Landlord shall rebuild and restore the Demised Premises as nearly as possible to their condition immediately prior to any such taking and this Agreement shall continue remain in full force and effect except thatand Tenant shall continue to perform each of its obligations under this Lease; in such case, during such restoration, Tenant shall be entitled to receive the Base Rent payable pursuant entire award allocable to the terms temporary Taking of this Agreement the Premises. Except as provided herein, Tenant shall not assert any claim against Landlord or the condemning authority for, and hereby assigns to Landlord, any compensation in connection with any such Taking, and Landlord shall be equitably apportioned in entitled to receive the proportion that the square footage of the part of the Demised Premises so taken bears to the total square footage of the Demised Premises immediately prior to such taking; provided, however, in no event shall there be any abatement of the payment entire amount of any Operating Costsaward therefor, provided further, however, the Landlord’s obligations to restore without deduction for any estate or rebuild interest of Tenant. Nothing contained in this Paragraph 10 shall be limited deemed to an amount which does not exceed give Landlord any interest in, or prevent Tenant from seeking any award against the proceeds obtained condemning authority for the Taking of personal property, fixtures, above standard tenant improvements of Tenant or for relocation or moving expenses recoverable by Tenant from such taking (less expenses incurred in collecting the same)condemning authority. Notwithstanding the foregoing, This Paragraph 10 shall be Tenant’s sole and exclusive remedy in the event of a Taking. This Lease sets forth the net condemnation award received by Landlord is insufficient to restore or rebuild terms and conditions upon which this Lease may terminate in the structural portions event of the Demised Premises the Landlord shall have the option within days after Landlord’s receipt of the net condemnation, to cancel and terminate this Agreement, and Tenant shall be limited to consequential damages onlya Taking.

Eminent Domain. With Mortgagor acknowledges that Condemnation Awards have been assigned to Mortgagee, which awards Mortgagee is hereby irrevocably authorized to collect and receive, and to give appropriate receipts and acquittances therefor, and, at Mortgagee's option, to apply the same toward the payment of the amount owing on account of the indebtedness hereby secured in such order of application as Mortgagee may elect and whether or not the same may then be due and payable or otherwise adequately secured; provided, however, that a Condemnation Award in respect to eminent domain: A) Condemnation of Demised Premises. If the whole any taking of a portion (but not all or any substantial part material portion) of the Demised Mortgaged Premises shall be made available for the restoration of such Mortgaged Premises in the same manner and subject to the same conditions as are imposed on the release of insurance proceeds set forth in Section 9(d) hereof as if the Mortgaged Premises so taken or acquired by any public or quasi-public authority under were destroyed and the power or threat of eminent domain, Condemnation Award for other than a temporary period, the Lease Term shall cease as such taking was actually insurance proceeds in respect of the day possession shall be taken by such public or quasi-public authority, and Tenant shall pay Rent up to that date with an appropriate refund by Landlord of any rent which may have Mortgaged Premises so deemed as having been paid in advance for any period subsequent to the date possession is takendestroyed. In the event that during any proceeds of a Condemnation Award shall be made available to Mortgagor for restoring the term of this Agreement the Demised PremisesMortgaged Premises so taken, or any part thereof, or more than % Mortgagor hereby covenants to promptly commence and complete such restoration of the Real Property or of the Common Area is taken by condemnation or right of eminent domain, or by private purchase in lieu thereof, this Agreement and the term hereby granted shall be terminable at Landlord’s sole option and if Landlord so terminates then this Agreement shall expire on the date when possession shall be taken by the condemnor and the Base Rent herein reserved shall be apportioned and paid in full to that date and all prepaid Base Rent shall forthwith be repaid by Landlord to Tenant. In the event Landlord does not elect to cancel or terminate this Agreement as provided above, then Landlord shall rebuild and restore the Demised Mortgaged Premises as nearly as possible to their its value, condition immediately prior to any such taking and this Agreement shall continue in full force and effect except that, during such restoration, the Base Rent payable pursuant to the terms of this Agreement shall be equitably apportioned in the proportion that the square footage of the part of the Demised Premises so taken bears to the total square footage of the Demised Premises character immediately prior to such taking; provided, however, in no event shall there be any abatement . Mortgagor covenants and agrees that Mortgagor will give Mortgagee immediate notice of the payment actual or threatened commencement of any Operating Costs, provided further, however, the Landlord’s obligations to restore proceedings under condemnation or rebuild shall be limited to an amount which does not exceed the proceeds obtained from such taking (less expenses incurred in collecting the same). Notwithstanding the foregoing, in the event the net condemnation award received by Landlord is insufficient to restore eminent domain affecting all or rebuild the structural portions any part of the Demised Mortgaged Premises the Landlord shall have the option within days after Landlord’s receipt including any easement therein or appurtenance thereof or severance and consequential damage and change in grade of the net condemnation, to cancel and terminate this Agreementstreets, and Tenant shall will deliver to Mortgagee copies of any and all papers served in connection with any such proceedings. Mortgagor further covenants and agrees to make, execute and deliver to Mortgagee, at any time or times upon request, free, clear and discharged of any encumbrances of any kind whatsoever, any and all further assignments and/or instruments deemed necessary by Mortgagee for the purpose of validly and sufficiently assigning all awards and other compensation heretofore and hereafter to be limited made to consequential damages onlyMortgagor for any taking, either permanent or temporary, under any such proceeding.

Eminent Domain. With respect to eminent domain: A) Condemnation of Demised Premises. If the whole or any substantial part of the Demised Premises shall be entire Building is taken or acquired by any public or quasi-public authority under the power or threat of eminent domain, for other than a temporary period, the this Lease Term Agreement shall cease automatically terminate as of the day possession shall be date of taking. If a portion of the Building is taken by such public or quasi-public authorityeminent domain and the estimated time for restoration and repair exceeds one hundred eighty (180) days, the Landlord shall have the right to terminate this Lease Agreement, provided it gives written notice thereof to the Tenant within sixty (60) days after the date of taking. If a portion of the Premises is taken by eminent domain and Tenant shall pay Rent up this Lease Agreement is not terminated by Landlord, the Landlord shall, at its expense, restore the Premises to that date with an appropriate refund by Landlord of any rent as near the condition which may have been paid in advance for any period subsequent existed immediately prior to the date possession is taken. In the event that during the term of this Agreement the Demised Premisestaking as reasonably possible, or any part thereof, or more than % of the Real Property or of the Common Area is taken by condemnation or right of eminent domain, or by private purchase in lieu thereof, this Agreement and the term hereby granted rentals shall be terminable at Landlord’s sole option and if Landlord so terminates then this Agreement shall expire on the date when possession shall be taken by the condemnor and the Base Rent herein reserved shall be apportioned and paid in full to that date and all prepaid Base Rent shall forthwith be repaid by Landlord to Tenant. In the event Landlord does not elect to cancel or terminate this Agreement as provided above, then Landlord shall rebuild and restore the Demised Premises as nearly as possible to their condition immediately prior to any such taking and this Agreement shall continue in full force and effect except that, xxxxx during such restorationperiod of time as the Premises are untenantable or unsuitable for Tenant’s use (provided that the Premises or the portion thereof that has been rendered untenantable or unsuitable are not actually occupied by Tenant), the Base Rent payable pursuant to the terms of this Agreement shall be equitably apportioned in the proportion that the square footage untenantable or unsuitable portion of the part of the Demised Premises so taken bears to the total square footage entire Premises. All damages awarded for such taking under the power of eminent domain shall belong to and be the sole property of Landlord, irrespective of the Demised Premises immediately prior to such taking; basis upon which they are awarded, provided, however, in no event that nothing contained herein shall there be any abatement prevent Tenant from making a separate claim to the condemning authority for its moving expenses and trade fixtures. For purposes of the payment of any Operating Coststhis Article, provided further, however, the a taking by eminent domain shall include Landlord’s obligations giving of a deed under threat of condemnation. Any other provision herein to restore or rebuild shall be limited to an amount which does not exceed the proceeds obtained contrary notwithstanding Tenant may claim and recover from such taking (less expenses incurred in collecting the same). Notwithstanding the foregoingcondemning authority a separate award for Tenant’s moving expenses, in the event the net condemnation award received business dislocation damages, goodwill, personal property, fixtures and leasehold improvements paid for by Landlord is insufficient to restore or rebuild the structural portions of the Demised Premises the Landlord shall have the option within days after Landlord’s receipt of the net condemnation, to cancel and terminate this AgreementTenant, and Tenant shall be limited any other award that would not reduce the award payable to consequential damages onlyLandlord.

Eminent Domain. With respect to eminent domain: A) Condemnation of Demised Premises. If the whole all or any substantial part of the Demised Premises shall be taken or acquired by any public or quasi-public authority under the power or threat of eminent domaindomain or conveyance in lieu thereof, this Lease shall terminate as to any portion of the Premises so taken or conveyed on the date when title vests in the condemnor, and Landlord shall be entitled to any and all payment, income, rent, award, or any interest therein whatsoever which may be paid or made in connection with such taking or conveyance, and Tenant shall have no claim against Landlord or otherwise for other than a temporary periodthe value of any unexpired Term of this Lease. Notwithstanding the foregoing sentence, any compensation specifically awarded Tenant for loss of business, Tenant’s then unamortized share of the cost of the Tenant Improvements paid for by Tenant, Tenant’s personal property, moving costs or loss of goodwill, shall be and remain the property of Tenant. If any action or proceeding is commenced for such taking of the Premises or any material part thereof, or if Landlord is advised in writing by any entity or body having the right or power of condemnation of its authorized election to condemn the Premises or any material part thereof, then Landlord shall have the right to terminate this Lease Term by giving Tenant written notice thereof within sixty (60) days of the date of receipt of said written advice, or commencement of said action or proceeding, or taking conveyance, which termination shall cease take place as of the first to occur of the last day possession of the calendar month next following the month in which such notice is given or the date on which title to the Premises shall vest in the condemnor. In the event of a partial taking or conveyance of the Premises, if the portion of the Premises taken or conveyed is so substantial that the Tenant can no longer reasonably conduct its business, Tenant shall have the privilege of terminating this Lease within ten (10) days from the date of such taking or conveyance, upon written notice to the Landlord of its intention so to do, and upon giving of such notice this Lease shall terminate on the earlier of the date by which Tenant was no longer able to reasonably conduct its business provided the entity taking the Premises pays to Landlord the difference in Rent that would otherwise be taken by due Landlord for the period prior to the expiration of the thirty (30) days from the date of taking, or that date which is thirty (30) days from the date of such public or quasi-public authoritynotice , and Tenant shall pay Rent up to that from the date with an appropriate refund by Landlord of any rent which may have been paid in advance for any period subsequent such taking or conveyance to the date possession is takenof Lease termination. In the event that during the term of this Agreement the Demised Premises, or any part thereof, or more than % If a portion of the Real Property or of the Common Area is Premises be taken by condemnation or right of eminent domain, or by private purchase conveyance in lieu thereofthereof and neither Landlord nor Tenant shall terminate this Lease as provided herein, this Agreement and the term hereby granted shall be terminable at Landlord’s sole option and if Landlord so terminates then this Agreement shall expire on the date when possession shall be taken by the condemnor and the Base Rent herein reserved shall be apportioned and paid in full to that date and all prepaid Base Rent shall forthwith be repaid by Landlord to Tenant. In the event Landlord does not elect to cancel or terminate this Agreement as provided above, then Landlord shall rebuild and restore the Demised Premises as nearly as possible to their condition immediately prior to any such taking and this Agreement Lease shall continue in full force and effect except that, during such restoration, the Base Rent payable pursuant as to the terms of this Agreement shall be equitably apportioned in the proportion that the square footage of the part of the Demised Premises not so taken or conveyed, and the Rent herein shall be apportioned as of the date of such taking or conveyance so that thereafter the Rent to be paid by Tenant shall be in the ratio that the area of the portion of the Premises not so taken or conveyed bears to the total square footage area of the Demised Premises immediately prior to such taking; provided, however, in no event shall there be any abatement of the payment of any Operating Costs, provided further, however, the Landlord’s obligations to restore or rebuild shall be limited to an amount which does not exceed the proceeds obtained from such taking (less expenses incurred in collecting the same). Notwithstanding the foregoing, in the event the net condemnation award received by Landlord is insufficient to restore or rebuild the structural portions of the Demised Premises the Landlord shall have the option within days after Landlord’s receipt of the net condemnation, to cancel and terminate this Agreement, and Tenant shall be limited to consequential damages only.

Eminent Domain. With respect to eminent domain: A) Condemnation of Demised Premises. If the whole entire Premises, or any substantial such part of thereof, as, in the Demised Premises Landlord’s judgment, renders the remainder unsuitable for Tenant’s continued use, shall be taken in appropriate proceedings or acquired by any public or quasi-public authority under the power or threat rights of eminent domain, then this Lease shall terminate and be utterly void from the time when possession thereof is required for other than a temporary period, the Lease Term shall cease as of the day possession shall be taken by such public or quasi-public authorityuse, and such taking shall not operate as or be deemed an eviction of Tenant or a breach of Landlord’s covenant for quiet enjoyment; but Tenant shall pay Rent all rent due, and perform and observe all other covenants hereof, up to that date with an appropriate refund by Landlord of any rent which may have been paid in advance for any period subsequent to the date time when possession is takenrequired for public use. In However, if only a part of said Premises shall be so taken and in the event that parties’ mutual judgment the Premises remain suitable for Tenant’s continued use, and if two (2) years or more of the Term hereof then remains unexpired, and if the remaining Premises can be substantially restored within sixty (60) calendar days, then this Lease shall not be terminated. Landlord will, at its expense, restore the Premises. The rent payable by the Tenant during the term period of this Agreement the Demised Premises, or any part thereof, or more than % of the Real Property or of the Common Area is taken by condemnation or right of eminent domain, or by private purchase in lieu thereof, this Agreement and the term hereby granted restoration shall be terminable at Landlord’s sole option and if Landlord so terminates then this Agreement shall expire on the date when possession shall be taken reduced by the condemnor and apportioned amount. After such restoration, the Base Rent rent herein reserved shall be apportioned paid by Tenant as herein provided during the remainder of the Term hereof abated by the percentage that the fair market value of the Premises, attributable solely to the land and paid in full to that improvements, has been reduced because of such taking. Said market value immediately before and after such taking shall be determined by agreement of the parties or, failing agreement of the parties, within thirty (30) calendar days of the effective date of such taking, by a local independent fee appraiser selected by mutual agreement of Landlord and all prepaid Base Rent Tenant, which appraiser’s decision will be final and binding on the parties. The cost of such appraiser shall forthwith be repaid borne equally by Landlord to and Tenant. In the event Landlord does not elect to cancel or terminate this Agreement as provided above, then Landlord shall rebuild and restore the Demised Premises as nearly as possible to their condition immediately prior to any such taking and this Agreement shall continue in full force and effect except that, during such restoration, the Base Rent payable pursuant to the terms of this Agreement shall be equitably apportioned in the proportion that the square footage of the part of the Demised Premises so taken bears to the total square footage of the Demised Premises immediately prior to such taking; provided, however, in no event shall there be any abatement of the payment of any Operating Costs, provided further, however, the Landlord’s obligations to restore or rebuild shall be limited to an amount which does not exceed the proceeds obtained from such taking (less expenses incurred in collecting the same). Notwithstanding the foregoing, in the event the net condemnation award received by Landlord is insufficient to restore or rebuild the structural portions of the Demised Premises the Landlord Tenant shall have the option within days after right at its sole cost and expense to assert a separate claim or join in Landlord’s receipt claim in any condemnation proceeding for its personal property, its improvements, loss of value in its leasehold estate, moving expenses, or any other claims it may have. Any dispute which arises under this Article regarding the usability of the net condemnation, to cancel Premises after a taking and terminate this Agreement, and Tenant reasonable rent shall be limited settled by arbitration pursuant and to consequential damages onlythe provisions of Article 28.

Eminent Domain. With respect to eminent domain: A) Condemnation of Demised Premises. If the whole or any substantial part portion of the Demised Premises which materially affects Tenant’s ability to continue to use the remainder thereof for the purposes set forth herein, or which renders the Premises untenantable, is taken by right of eminent domain or by condemnation, or is conveyed in lieu of any such taking, then this Lease may be terminated at the option of Tenant. Such option shall be taken exercised by Tenant giving notice to Landlord of such termination within thirty (30) days after such taking or acquired by any public or quasi-public authority under conveyance, whereupon this Lease shall forthwith terminate and the power or threat of eminent domain, for other than a temporary period, the Lease Term Rent shall cease be duly apportioned as of the day possession date of such taking or conveyance. Upon such termination, Tenant shall be taken by such public or quasi-public authoritysurrender to Landlord the Premises and all of Tenant’s interest therein under this Lease, and Tenant shall pay Rent up to that date with an appropriate refund by Landlord of any rent which may have been paid in advance for any period subsequent to the date re-enter and take possession is taken. In the event that during the term of this Agreement the Demised Premises, or any part thereof, or more than % of the Real Property Premises or remove Tenant therefrom. If any portion of the Common Area Premises is taken by condemnation or which does not materially affect Tenant’s right to use the remainder of eminent domain, or by private purchase in lieu thereofthe Premises for the purposes set forth herein, this Agreement and the term hereby granted shall be terminable at Landlord’s sole option and if Landlord so terminates then this Agreement shall expire on the date when possession shall be taken by the condemnor and the Base Rent herein reserved shall be apportioned and paid in full to that date and all prepaid Base Rent shall forthwith be repaid by Landlord to Tenant. In the event Landlord does not elect to cancel or terminate this Agreement as provided above, then Landlord shall rebuild and restore the Demised Premises as nearly as possible to their condition immediately prior to any such taking and this Agreement Lease shall continue in full force and effect except thateffect, during such restorationand Landlord shall promptly perform any repair or restoration work required to restore the Premises, insofar as possible, to its former condition, and the Base Rent payable pursuant to the terms of this Agreement rental owing hereunder shall be equitably apportioned adjusted, if necessary, in such just manner and proportion as the proportion that part so taken (and its effect on Tenant’s ability to use the square footage remainder of the part of the Demised Premises so taken Premises) bears to the total square footage whole. In the event of taking or conveyance as described herein, Landlord shall receive the Demised Premises immediately prior to such takingaward or consideration for the lands and improvements so taken; provided, however, in no event shall there be any abatement of the payment of any Operating Costs, provided further, however, the Landlord’s obligations to restore or rebuild shall be limited to an amount which does not exceed the proceeds obtained from such taking (less expenses incurred in collecting the same). Notwithstanding the foregoing, in the event the net condemnation award received by Landlord is insufficient to restore or rebuild the structural portions of the Demised Premises the that Landlord shall have no interest in any award made for Tenant’s loss of business or value of its leasehold interest or for the option within days after Landlordtaking of Tenant’s receipt of the net condemnationfixtures or property, to cancel and terminate this Agreement, or for Tenant's relocation expenses. Landlord and Tenant shall be limited to consequential damages onlycooperate with one another in making claims for condemnation awards.

Eminent Domain. With respect to eminent domain: A) Condemnation of Demised Premises. If the whole or any substantial part of the Demised Premises shall be taken or acquired by any public or quasi-public authority under the power or threat of eminent domainIf, for other than a temporary period, the Lease Term shall cease as of the day possession shall be taken by such public or quasi-public authority, and Tenant shall pay Rent up to that date with an appropriate refund by Landlord of any rent which may have been paid in advance for any period subsequent to the date possession is taken. In the event that during the term of this Agreement the Demised PremisesAgreement, or any part thereof, or more than % portion of the Real Property or of the Common Area is Project shall be taken by condemnation or right of eminent domain, or by private purchase in lieu is the subject of eminent domain proceedings threatened or commenced, Seller shall promptly notify Purchaser thereof, and immediately provide Purchaser with copies of any written communication from any condemning authority. If any of said events occurs prior to the Closing Date, Purchaser may, without recourse by either party hereto against the other, terminate this Agreement upon notice to Seller at any time prior to the Closing Date, and neither Seller nor Purchaser shall have any further duties or obligations under this Agreement, and Purchaser shall have no further interest in the term hereby granted shall be terminable at Landlord’s sole option and if Landlord so terminates then this Agreement shall expire on the date when possession shall be taken by the condemnor and the Base Rent herein reserved shall be apportioned and paid in full to that date and all prepaid Base Rent shall forthwith be repaid by Landlord to TenantProject. In the event Landlord Purchaser does not elect to cancel or terminate this Agreement as provided above, then Landlord shall rebuild and restore the Demised Premises as nearly as possible to their condition immediately prior to any such taking and this Agreement shall continue in full force and effect except that, during such restoration, the Base Rent payable pursuant to the terms preceding sentence and purchases the Project, (a) if the transfer to the condemning authority takes place prior to the Closing Date, the remainder of this Agreement the Project shall be equitably apportioned in conveyed to Purchaser at the proportion that Closing; (b) if the square footage of the part of the Demised Premises so taken bears transfer to the total square footage of the Demised Premises immediately condemning authority has not taken place prior to the Closing Date, the entire Project shall be conveyed to Purchaser at the Closing; (c) if Seller has received payment for such condemnation or taking prior to the Closing Date, the amount of such payment shall be a credit against the Purchase Price payable by Purchaser hereunder and any excess proceeds shall be delivered to Purchaser; and (d) if Seller has not received such payment by the Closing Date, Seller shall assign to Purchaser all claims and rights on account of or arising out of such taking; provided, however, including the right to conduct any litigation in no event shall there be any abatement respect of the payment of any Operating Costs, provided further, however, the Landlord’s obligations to restore or rebuild shall be limited to an amount which does not exceed the proceeds obtained from such taking (less expenses incurred in collecting the same). Notwithstanding the foregoing, in the event the net condemnation award received by Landlord is insufficient to restore or rebuild the structural portions of the Demised Premises the Landlord shall have the option within days after Landlord’s receipt of the net condemnation, to cancel and terminate this Agreement, and Tenant shall be limited to consequential damages only.

Eminent Domain. With respect 23.1 If the entire Premises or so much thereof as to render the balance thereof not reasonably usable for the conduct of Tenant's business, shall be taken or appropriated under the power of eminent domain: Adomain or conveyed in lieu thereof, either party hereto may, by serving written notice upon the other party hereto within thirty (30) Condemnation of Demised Premisesdays thereafter, immediately terminate this Lease. If the whole or any such substantial part of the Demised Project excluding the Premises shall be taken or acquired by any public or quasi-public authority appropriated under the power or threat of eminent domaindomain or conveyed in lieu thereof, Landlord may so terminate this Lease. In either of such events, Landlord shall receive (and Tenant shall assign to Landlord upon demand by Landlord) any income, rent, award or any interest therein which may be paid in connection therewith, and Tenant shall have no claim for other than a temporary periodany part of any sum so paid, whether or not attributable to the Lease Term shall cease as value of the day possession unexpired term of this Lease; provided, however, that nothing herein shall prevent Tenant from pursuing a separate award in connection with the taking of Tenant's removable tangible personal property placed in the Premises solely at Tenant's expense and for Tenant's relocation costs. If a part of the Premises shall be taken so taken, appropriated or conveyed and neither party hereto shall elect to so terminate this Lease, (i) Base Rent and Additional Rent payable hereunder shall be abated in the proportion that the rentable area of the Premises so taken, appropriated or conveyed beats to the rentable area of the entire Premises, and (ii) if the Premises shall have been damaged as a consequence of such partial taking, appropriation or conveyance, Landlord shall, to the extent of any severance damages received by such public Landlord, restore the Premises continuing under this Lease, provided, however, that Landlord shall not be required to repair or quasi-public authorityrestore any damage to the property of Tenant or to make any repairs to or restoration of any alterations, additions, fixtures or improvements installed on the Premises by or at the expense of Tenant, and Tenant shall pay Rent up any amount in excess of such severance damages required to that date with an appropriate refund by Landlord complete such repairs or restoration. Notwithstanding anything to the contrary contained in this Section, if the temporary use or occupancy of any rent which may have been paid part of the Premises shall be taken or appropriated under the power of eminent domain or conveyed in advance for any period subsequent to the date possession is taken. In the event that lieu thereof during the term of this Agreement the Demised Premises, or any part thereof, or more than % of the Real Property or of the Common Area is taken by condemnation or right of eminent domain, or by private purchase in lieu thereofLease, this Agreement Lease shall be and remain unaffected by such taking, appropriation or conveyance and Tenant shall continue to pay in full all rent payable hereunder by Tenant during the term hereby granted shall be terminable at Landlord’s sole option and if Landlord so terminates then of this Agreement shall expire on the date when possession shall be taken by the condemnor and the Base Rent herein reserved shall be apportioned and paid in full to that date and all prepaid Base Rent shall forthwith be repaid by Landlord to TenantLease. In the event Landlord does not elect to cancel or terminate this Agreement as provided above, then Landlord shall rebuild and restore the Demised Premises as nearly as possible to their condition immediately prior to of any such taking and this Agreement shall continue in full force and effect except thattemporary taking, during such restorationappropriation or conveyance, the Base Rent payable pursuant to the terms of this Agreement shall be equitably apportioned in the proportion that the square footage of the part of the Demised Premises so taken bears to the total square footage of the Demised Premises immediately prior to such taking; provided, however, in no event shall there be any abatement of the payment of any Operating Costs, provided further, however, the Landlord’s obligations to restore or rebuild shall be limited to an amount which does not exceed the proceeds obtained from such taking (less expenses incurred in collecting the same). Notwithstanding the foregoing, in the event the net condemnation award received by Landlord is insufficient to restore or rebuild the structural portions of the Demised Premises the Landlord shall have the option within days after Landlord’s receipt of the net condemnation, to cancel and terminate this Agreement, and Tenant shall be limited entitled to consequential damages onlyreceive that portion of any award which represents compensation for loss of the use or occupancy of the Premises during the term of this Lease, and Landlord shall be entitled to receive the balance of such award.

Eminent Domain. With respect If, prior to eminent domain: Athe Close of Escrow, (i) Condemnation all or substantially all (or so much thereof so as to substantially and materially interfere with the operation of Demised Premises. If the whole Hotel) of the Real Property, (ii) any portion of the parking areas on the Real Property which results in there being insufficient parking for the operation of the Hotel as established by applicable governmental codes and regulations, or (iii) any substantial access-way to the Real Property or to any part of the Demised Premises shall be any building with guest rooms is taken by condemnation or acquired by any public or quasi-public authority under the power or threat of eminent domain, for other than a temporary periodat the election of Purchaser this Agreement shall, upon the Lease Term shall cease as giving of Notice of such event or of the day possession condemning authorities’ intention so to take the Real Property, terminate, and Purchaser shall receive a full and prompt refund of all sums deposited by them with Escrow Holder and/or Seller. If, prior to the Close of Escrow, less than all or substantially all of the Real Property shall be taken by such public condemnation or quasi-public authorityeminent domain, and Tenant shall pay Rent up to that date with an appropriate refund by Landlord then, if any of any rent which may have been paid the foregoing, in advance for any period subsequent to Purchaser’s reasonable opinion, materially impairs the date possession is taken. In the event that during the term of this Agreement the Demised Premises, or any part thereof, or more than % value of the Real Property or of the Common Area is taken by condemnation or right of eminent domain, or by private purchase in lieu thereof, this Agreement and the term hereby granted shall be terminable at Landlord’s sole option and if Landlord so terminates then this Agreement shall expire on the date when possession shall be taken by the condemnor and the Base Rent herein reserved shall be apportioned and paid in full to that date and all prepaid Base Rent shall forthwith be repaid by Landlord to Tenant. In the event Landlord does not elect to cancel or terminate this Agreement as provided aboveany significant interest therein, then Landlord shall rebuild and restore the Demised Premises as nearly as possible to their condition immediately prior to any such taking and this Agreement shall continue in full force and effect except that, during such restoration, the Base Rent payable pursuant to the terms of this Agreement shall be equitably apportioned in the proportion that the square footage of the part of the Demised Premises so taken bears to the total square footage of the Demised Premises immediately prior to such taking; provided, however, in no event shall there be any abatement of the payment of any Operating Costs, provided further, however, the Landlord’s obligations to restore or rebuild shall be limited to an amount which does not exceed the proceeds obtained from such taking (less expenses incurred in collecting the same). Notwithstanding the foregoing, in the event the net condemnation award received by Landlord is insufficient to restore or rebuild the structural portions of the Demised Premises the Landlord Purchaser shall have the option within days after Landlord’s receipt to (A) accept title to the Real Property subject to such taking, in which event at the Close of Escrow all of the net condemnation, proceeds of any award or payment made or to cancel and terminate this Agreementbe made by reason of such taking shall be assigned by Seller to Purchaser, and Tenant any money theretofore received by Seller in connection with such taking shall be limited paid over to consequential damages onlyPurchaser, whereupon Purchaser shall pay the Purchase Price without abatement by reason of such taking, or (B) receive a full and prompt refund of all sums deposited by Purchaser with Escrow Holder and/or Seller. Seller shall not settle, agree to, or accept any award or payment in connection with a taking of less than all of the Real Property without obtaining Purchaser’s prior written consent in each case, which consent shall not be unreasonably withheld or delayed.

Eminent Domain. With respect to eminent domain: A) Condemnation of Demised Premises. If the whole all or any substantial material part of the Demised Premises shall be or balance of -------------- the Real Property is taken or acquired by any for public or quasi-public use by a governmental authority under the power or threat of eminent domaindomain or is conveyed to a governmental authority in lieu of such taking (a "taking"), Landlord may terminate this Lease by written notice to Tenant within thirty (30) days after the taking. If all or any material part of the Premises is taken, and if the taking causes the remaining part of the Premises to be untenantable and inadequate for other than a temporary perioduse by Tenant for the purpose for which they were leased, then Tenant, at its option and by giving notice within thirty (30) days after the taking, may terminate this Lease Term shall cease as of the day date Tenant is required to surrender possession of the Premises. If part of the Premises is taken but the remaining part is tenantable and adequate for Tenant's use, then this Lease shall be taken by such public or quasi-public authority, and Tenant shall pay Rent up to that date with an appropriate refund by Landlord of any rent which may have been paid in advance for any period subsequent terminated as to the date possession is taken. In the event that during the term of this Agreement the Demised Premises, or any part thereof, or more than % taken as of the Real Property or of date Tenant is required to surrender possession, and, unless Landlord shall have terminated this Lease pursuant to the Common Area is foregoing provisions, Landlord shall make such repairs, alterations and improvements as may be necessary to render the part not taken by condemnation or right of eminent domaintenantable, or by private purchase in lieu thereof, this Agreement and the term hereby granted shall be terminable at Landlord’s sole option and if Landlord so terminates then this Agreement shall expire on the date when possession shall be taken by the condemnor and the Base Rent herein reserved and Operating Expenses payable by Tenant shall be apportioned and paid reduced in full proportion to that date and all prepaid Base Rent shall forthwith be repaid by Landlord to Tenant. In the event Landlord does not elect to cancel or terminate this Agreement as provided above, then Landlord shall rebuild and restore the Demised Premises as nearly as possible to their condition immediately prior to any such taking and this Agreement shall continue in full force and effect except that, during such restoration, the Base Rent payable pursuant to the terms of this Agreement shall be equitably apportioned in the proportion that the square footage of the part of the Demised Premises so taken bears taken. All compensation awarded for the taking shall be the property of Landlord without any deduction therefrom for any estate of Tenant, and Tenant hereby assigns to Landlord all its right, title and interest in and to the total square footage of award. Tenant shall have the Demised Premises immediately prior to such taking; providedright, however, in no event shall there to recover from the governmental authority, but not from Landlord, such compensation as may be any abatement awarded to Tenant on account of the payment interruption of any Operating CostsTenant's business, moving and relocation expenses and removal of Tenant's Personal Property, provided further, howeverthat any such award to Tenant will not reduce the award which would otherwise be made to Landlord. In recognition that the Premises are located in two separate Buildings, the Landlord’s obligations to restore or rebuild provisions of this Section 12 shall be limited applied separately as to an amount which does not exceed each such Building and the proceeds obtained from such taking (less expenses incurred in collecting the same). Notwithstanding the foregoing, in the event the net condemnation award received by Landlord is insufficient to restore or rebuild the structural portions portion of the Demised Premises the Landlord shall have the option within days after Landlord’s receipt of the net condemnation, to cancel and terminate this Agreement, and Tenant shall be limited to consequential damages onlylocated therein.

Eminent Domain. With respect to eminent domain: A) Condemnation of Demised Premises. If the whole or any substantial part of the Demised Premises shall be taken or acquired by any public or quasi-public authority under the power or threat of eminent domain, for other than a temporary period, the Lease Term shall cease as of the day possession shall be taken by such public or quasi-public authority, and Tenant shall pay Rent up to that date with an appropriate refund by Landlord of any rent which may have been paid in advance for any period subsequent to the date possession is taken. In the event that during the term of this Agreement the Demised PremisesMortgaged Property, or any part thereof, shall be taken in condemnation proceedings or more than % by the exercise of the Real Property or of the Common Area is taken by condemnation or any right of eminent domaindomain or bona fide sale in lieu thereof (hereinafter collectively referred to as condemnation proceedings), Mortgagor and Mortgagee shall have the right to participate in any such condemnation proceedings and the award that may be made in any such condemnation proceedings or the proceeds thereof or the agreed upon compensation for damages sustained shall be applied by Mortgagee, in such order and amounts as Mortgagee, in its sole discretion, may elect, in reduction of the outstanding principal balance of the Note, all accrued and unpaid interest, or by private purchase in lieu thereof, this Agreement and the term hereby granted shall be terminable at Landlord’s sole option and if Landlord so terminates then this Agreement shall expire on the date when possession shall be taken any other sum due under and/or secured by the condemnor and the Base Rent herein reserved shall be apportioned and paid in full to that date and all prepaid Base Rent shall forthwith be repaid by Landlord to TenantNote or this Mortgage, whether or not then due. In the event Landlord does not elect to cancel or terminate this Agreement as provided above, then Landlord shall rebuild and restore the Demised Premises as nearly as possible to their condition immediately prior to any such taking and this Agreement shall continue in full force and effect except that, during such restoration, the Base Rent payable pursuant to the terms of this Agreement shall be equitably apportioned in the proportion that the square footage whole of the part Mortgaged Property is taken and the amount of the Demised Premises so taken bears awards, proceeds or compensation received by Mortgagee is insufficient to pay the total square footage then unpaid principal balance of the Demised Premises immediately prior Note, together with all accrued and unpaid interest thereon, and all other sums then due to such taking; providedMortgagee from Mortgagor and TN, howeverMortgagor and/or TN shall, in no event shall there be any abatement within ten (10) days after the application of the payment award, proceeds or compensation as aforesaid, pay such deficiency to Mortgagee. In the event less than the whole of any Operating Coststhe Mortgaged Property is taken, provided furtherand the amount of the awards, however, proceeds or compensation received by Mortgagee is insufficient to reduce the Landlord’s obligations to restore or rebuild shall be limited outstanding balance of the Note to an amount which does not exceed the proceeds obtained from such taking equal to or less than eighty-five (less expenses incurred in collecting the same). Notwithstanding the foregoing, in the event the net condemnation award received by Landlord is insufficient to restore or rebuild the structural portions 85%) percent of the Demised Premises appraised value of the Landlord shall have Mortgaged Property after the option taking determined by an appraisal of the Mortgaged Property by a qualified appraiser approved by Mortgagee, then Mortgagor and/or TN shall, within ten (10) days after Landlord’s receipt the application of the net condemnationaward, proceeds or compensation as aforesaid, pay to cancel and terminate this Agreement, and Tenant Mortgagee the amount necessary to reduce the outstanding balance of the Note to an amount equal to eighty-five (85%) percent of the appraised value of the Mortgaged Property after the taking. The cost of such appraisal shall be limited to consequential damages onlythe responsibility of Mortgagor.

Eminent Domain. With respect (a) If the fee of the entire Demised Premises and the land underlying the same is condemned or appropriated by any apparent competent authority, then and in that event the term of this lease shall cease and terminate on the date possession is given to eminent domain: A) Condemnation of Demised Premisesthe condemning authority unless an earlier date is set by Landlord. If the whole or any fee of a substantial part but less than all of the Demised Premises shall be taken or acquired by any public or quasi-public authority under the power or threat of eminent domain, for other than a temporary period, the Lease Term shall cease as of the day possession shall be taken by such public or quasi-public authority, and Tenant shall pay Rent up to that date with an appropriate refund by Landlord of any rent which may have been paid in advance for any period subsequent to the date possession is taken. In the event that during the term of this Agreement the Demised Premises, or any part thereof, or more than % of the Real Property or of the Common Area is taken by condemnation or right of eminent domain, or by private purchase in lieu thereof, this Agreement and the term hereby granted shall be terminable at Landlord’s sole option land underlying the same is so condemned or appropriated and if Landlord so terminates then this Agreement shall expire on the date when possession shall be taken by the condemnor and the Base Rent herein reserved shall be apportioned and paid in full to that date and all prepaid Base Rent shall forthwith be repaid by Landlord to Tenant. In the event Landlord does not elect to cancel or terminate this Agreement as provided above, then Landlord shall rebuild and restore remainder of the Demised Premises can reasonably be used for substantially the same purposes and in substantially the same manner, except for the amount of floor space, as nearly as possible to their condition immediately the Demised Premises prior to any such taking and condemnation or appropriation, then this Agreement lease shall continue in full force and effect except thatwithout change, during such restoration, the Base Rent payable pursuant with respect to the terms remaining portion of this Agreement the Demised Premises, except that the fixed minimum rent shall be equitably apportioned in adjusted. The foregoing not withstanding the proportion Landlord at its option may notify Tenant of its desire to terminate this lease, such termination to be effective on date set by Landlord. If this lease shall so continue, the Landlord shall, at its own cost and expense, with reasonable promptness, repair and/or rebuild the remaining portion of the Demised Premises. Provided, however, that the square footage Landlord shall in no event be required to expend for such work an amount in excess of the amount of money received by said Landlord for the taking of the portion of the Demised Premises condemned. The amount of money received by Landlord shall mean that part of the award in condemnation which is free and clear to Landlord of any demand by mortgagee, mortgagees or other secured parties for the value of the diminished fee. If, during the performance of any such work, the business of the Tenant is substantially interrupted, the fixed minimum rent shall be equitably adjusted until such work is completed. If the part of the Demised Premises so taken bears to not condemned cannot be used for substantially the total square footage same purposes and in substantially the same manner, except for the amount of space, as the Demised Premises immediately prior to such taking; provided, however, in no event shall there be any abatement of the payment of any Operating Costs, provided further, howevercondemnation, the Landlord’s obligations to restore or rebuild Landlord and the Tenant shall be limited to an amount which does not exceed the proceeds obtained from such taking (less expenses incurred in collecting the same). Notwithstanding the foregoing, in the event the net condemnation award received by Landlord is insufficient to restore or rebuild the structural portions of the Demised Premises the Landlord shall each have the option to terminate this lease by written notice to the other within ninety (90) days after Landlord’s receipt the date of taking. If any such notice be given, the lease shall terminate at the end of the net condemnationmonth in which occurs the 30th day after the giving of such notice. The foregoing notwithstanding the Landlord, at its option, may notify Tenant of its desire to cancel and terminate this Agreementlease, and Tenant shall such termination to be limited to consequential damages onlyeffective on date set by Landlord.

Eminent Domain. With respect to eminent domain: A) Condemnation of Demised Premises. If the whole or any substantial part of the Demised Premises shall be taken or acquired by any public or quasi-public authority under the power or threat of eminent domainIf, for other than a temporary period, the Lease Term shall cease as of the day possession shall be taken by such public or quasi-public authority, and Tenant shall pay Rent up to that date with an appropriate refund by Landlord of any rent which may have been paid in advance for any period subsequent to the date possession is taken. In the event that during the term of this Agreement the Demised PremisesOption Contract, or any part thereof, or more than % portion of the Real Property or of the Common Area is shall be taken by condemnation or right of eminent domain, or by private purchase in lieu thereof, this Agreement and is the term hereby granted shall be terminable at Landlord’s sole option and if Landlord so terminates then this Agreement shall expire on the date when possession shall be taken by the condemnor and the Base Rent herein reserved shall be apportioned and paid in full to that date and all prepaid Base Rent shall forthwith be repaid by Landlord to Tenant. In the event Landlord does not elect to cancel subject of eminent domain proceedings threatened or terminate this Agreement as provided abovecommenced, then Landlord shall rebuild and restore the Demised Premises as nearly as possible to their condition immediately prior to any such taking and this Agreement shall continue in full force and effect except that, during such restoration, the Base Rent payable pursuant to the terms of this Agreement shall be equitably apportioned in the proportion that the square footage of the part of the Demised Premises so taken bears to the total square footage of the Demised Premises immediately prior to such taking; provided, however, in no event shall there be any abatement of the payment of any Operating Costs, provided further, however, the Landlord’s obligations to restore or rebuild shall be limited to an amount which does not exceed the proceeds obtained from such taking (less expenses incurred in collecting the same). Notwithstanding the foregoing, in the event the net condemnation award received by Landlord is insufficient to restore or rebuild the structural portions of the Demised Premises the Landlord Purchaser shall have the option within days after Landlordright by written notice to Seller to terminate this Option Contract, in which event the Option Consideration and Applicable Extension Consideration, as the case may be, shall each be refunded to Purchaser, and neither party shall have any further agreement, obligation or liability hereunder (except agreements, obligations and liabilities hereunder which by their terms or nature survive termination). However, if the eminent domain taking affects only a portion of a phase of Purchaser’s receipt project, and other phases of the net condemnationproject can proceed without impediment, or if the eminent domain taking is in service of the Purchaser’s project, then Seller shall not have the right to cancel and terminate this AgreementOption pursuant to this section. If any of said events occur and Purchaser still desires to exercise the Option and Close, and Tenant (a) if the transfer to the condemning authority takes place prior to Closing hereunder, the remainder of the Property shall be limited conveyed to consequential damages onlyPurchaser at Closing; (b) if the transfer to the condemning authority has not taken place prior to Closing, the entire Property shall be conveyed to Purchaser at Closing hereunder; (c) if Seller has received payment for such condemnation or taking prior to the Closing hereunder, the amount of such payment received by Seller shall be a credit against the Option Purchase Price payable by Purchaser hereunder; and (d) if Seller has not received such payment at the time of Closing, Seller shall assign to Purchaser all of Seller’s claims and rights on account of or arising out of such taking, including the right to conduct any litigation in respect of such condemnation. The parties agree that this Section 4 only establishes the respective rights and obligations of the parties with respect to eminent domain as Purchaser and as Seller under this Option Contract.

Eminent Domain. With respect to eminent domain: A) Condemnation of Demised Premises. If the whole entire Premises, or any substantial such part of thereof, as, in the Demised Premises parties' judgment, renders the remainder unsuitable for Tenant's continued use, shall be taken in appropriation proceedings or acquired by any public or quasi-public authority under the power or threat rights of eminent domain, then this Lease shall terminate and be void from the time when possession thereof is required for other than a temporary periodpublic use, the Lease Term and such taking shall cease not operate as or be deemed an eviction of the day possession shall be taken by such public Tenant or quasi-public authority, and a breach of Landlord's covenant for quiet enjoyment; but Tenant shall pay Rent all rent due, and perform and observe all other covenants hereof, up to that date with an appropriate refund by Landlord of any rent which may have been paid in advance for any period subsequent to the date time when possession is takenrequired for public use. In Provided, however, that if only a part of said Premises be so taken and in the event that Landlord and Tenant's judgment the Leased Premises remain unsuitable for Tenant's continued use, and if two (2) years or more of the term hereof then remains unexpired, and if the remaining Premises can be substantially restored within sixty (60) days, then this Lease shall not terminate, but Landlord will, at its sole expense, restore the Leased Premises. Rent payable by Tenant during the term period of this Agreement the Demised Premises, or any part thereof, or more than % of the Real Property or of the Common Area is taken by condemnation or right of eminent domain, or by private purchase in lieu thereof, this Agreement and the term hereby granted restoration shall be terminable at Landlord’s sole option and if Landlord so terminates then this Agreement shall expire on reduced by a reasonable amount, but after such restoration, the date when possession shall be taken by the condemnor and the Base Rent rent herein reserved shall be apportioned paid by Tenant as herein provided during the remainder of the term hereof abated by the percentage that the fair market value of the Premises, attributable solely to the land and paid in full to that Improvements, has been reduced because of such taking. Said market value immediately before and after such taking shall be determined by agreement of the parties or, failing agreement of the parties within thirty (30) days of the effective date of such taking, by a local Independent Fee Appraiser selected by mutual agreement of Landlord and all prepaid Base Rent Tenant, which appraiser's decision will be final and binding on the parties. The cost of such appraiser shall forthwith be repaid borne equally by Landlord to and Tenant. In Tenant shall have the event Landlord does not elect right at its sole cost and expense to cancel assert a separate claim or terminate this Agreement as provided abovejoin in Landlord's claim in any condemnation proceeding for its personal property, then Landlord shall rebuild and restore the Demised Premises as nearly as possible to their condition immediately prior to its improvements, moving expenses, or any such taking and this Agreement shall continue in full force and effect except that, during such restoration, the Base Rent payable pursuant to the terms of this Agreement shall be equitably apportioned in the proportion that the square footage of the part of the Demised Premises so taken bears to the total square footage of the Demised Premises immediately prior to such takingother claims it may have; provided, however, that no award to the Tenant shall reduce the award which would otherwise be due the Landlord and in no event shall there be any abatement of prevent the payment of any Operating Costs, provided further, however, the Landlord’s obligations to restore or rebuild shall be limited to an amount which does not exceed the proceeds obtained Mortgagee from such taking (less expenses incurred in collecting the same)award proceeds. Notwithstanding the foregoing, in the event the net condemnation award received by Landlord is insufficient to restore or rebuild the structural portions of the Demised Premises the Landlord shall have the option within days after Landlord’s receipt of the net condemnation, to cancel and terminate this Agreement, and Tenant shall be limited entitled to consequential damages onlyand shall receive that portion of any award or payment made which is attributable solely to its claim, as set forth above and Landlord shall be entitled to and shall receive that portion of any award of payment made which is attributable solely to the land and Improvements erected thereon.

Eminent Domain. With respect to eminent domain: AIn the event that more than twenty percent (20%) Condemnation of Demised Premises. If the whole or any substantial part of the Demised Premises shall be are taken by paramount governmental authority or acquired in any way condemned or appropriated by any public the exercise of the right of eminent domain or quasi-public authority under the power a deed or threat conveyance in lieu of eminent domain, for other than (each a temporary period“Taking”), either Party hereto shall have the right, at its option, within sixty (60) days after said Taking, to terminate this Lease Term shall cease as of the day possession shall be taken by such public or quasi-public authority, and Tenant shall pay Rent up to that date with an appropriate refund by Landlord of any rent which may have been paid in advance for any period subsequent upon thirty (30) days’ written Notice to the date possession is takenother Party. In the event that during either Party elects to terminate this Lease, the term of this Agreement the Demised Premises, or any part thereof, or more than % rent herein set forth shall be abated and Txxxxx’s liability therefore will cease as of the Real Property or date of the Common Area is taken by condemnation or right of eminent domain, or by private purchase in lieu thereofsuch Taking, this Agreement Lease shall terminate as of said date, and the term hereby granted any prepaid rent shall be terminable at Landlord’s sole option and if Landlord so terminates then this Agreement shall expire on the date when possession shall be taken by the condemnor and the Base Rent herein reserved shall be apportioned and paid in full to that date and all prepaid Base Rent shall forthwith be repaid by Landlord returned to Tenant. In the event Landlord does If this Lease is not elect to cancel or terminate this Agreement terminated as provided aboveherein provided, then Landlord shall rebuild and restore the Demised Premises as nearly as possible to their condition immediately prior to any such taking and this Agreement it shall continue in full force and effect except thateffect, during such restoration, and Landlord shall within a reasonable time after possession is physically taken by the condemning authority restore the remaining portion of the Premises to render it reasonably suitable for the uses permitted by this Lease and the Base Rent payable pursuant to the terms of this Agreement shall be proportionately and equitably apportioned in the proportion that the square footage of the part of the Demised Premises so taken bears to the total square footage of the Demised Premises immediately prior to such taking; provided, however, in no event shall there be any abatement of the payment of any Operating Costs, provided further, however, the Landlord’s obligations to restore or rebuild shall be limited to an amount which does not exceed the proceeds obtained from such taking (less expenses incurred in collecting the same)reduced. Notwithstanding the foregoing, Landlord shall not be obligated to expend an amount greater than the proceeds received from the condemning authority less all expenses reasonably incurred in connection therewith (including attorneys’ fees) for the restoration. In the event the net condemnation award received by Landlord is insufficient to restore any mortgagee or rebuild the structural portions lender requires that all or any portion of the Demised Premises proceeds received from the condemning authority be applied to any debt, Landlord will not be deemed to have received such proceeds. All compensation awarded in connection with or as a result of a Taking shall have be the option within days after Landlord’s receipt property of the net condemnationLandlord, except that Tenant may apply for and keep as its property a separate award for: (i) the value of Tenant’s leasehold interest; (ii) the value of Tenant Property or Tenant’s trade fixtures or personal property; (iii) Tenant’s moving expenses; (iv) Tenant’s business relocation expenses; and (v) damages to cancel and terminate this Agreement, and Tenant shall be limited to consequential damages onlyTenant’s business incurred as a result of such Taking.

Eminent Domain. With respect to eminent domain: A) Condemnation of Demised Premises. If 23.1 In case the whole or any substantial part of the Demised Premises Premises, or such part thereof as shall substantially interfere with Tenant’s use and occupancy thereof, shall be taken or acquired by for any public or quasi-public authority under the purpose by any lawful power or threat authority by exercise of the right of appropriation, condemnation or eminent domain, for other than a temporary periodor sold to prevent such taking, either party shall have the right to terminate this Lease Term shall cease effective as of the day possession shall be taken by such public or quasi-public authority, and Tenant shall pay Rent up to that date with an appropriate refund by Landlord of any rent which may have been paid in advance for any period subsequent to the date possession is takenrequired to be surrendered to said authority. In Tenant shall not assert any claim against Landlord or the event taking authority for any compensation because of such taking (provided that during the term of this Agreement the Demised PremisesTenant may present a separate claim for Tenant’s relocation costs and lost personal property, or so long as such claim does not diminish any part thereofaward otherwise available to Landlord), or more than % of the Real Property or of the Common Area is taken by condemnation or right of eminent domain, or by private purchase in lieu thereof, this Agreement and the term hereby granted Landlord shall be terminable at Landlord’s sole option and if Landlord so terminates then this Agreement shall expire on entitled to receive the date when possession shall be taken by the condemnor and the Base Rent herein reserved shall be apportioned and paid in full to that date and all prepaid Base Rent shall forthwith be repaid by Landlord to entire amount of any award without deduction for any estate or interest of Tenant. In the event Landlord does the amount of property or the type of estate taken shall not elect to cancel or terminate this Agreement as provided abovesubstantially interfere with the conduct of Tenant’s business, then Landlord shall rebuild and be entitled to the entire amount of the award without deduction for any estate or interest of Tenant. If this Lease is not so terminated, Landlord shall promptly proceed to restore the Demised Premises as nearly as possible to substantially their same condition immediately prior to any such taking partial taking, and this Agreement a proportionate allowance shall continue in full force and effect except that, during such restoration, be made to Tenant for the Base Rent payable pursuant rent corresponding to the terms of this Agreement shall be equitably apportioned in the proportion that the square footage of time during which, and to the part of the Demised Premises so taken bears to the total square footage of the Demised Premises immediately prior to such taking; providedwhich, however, in no event shall there be any abatement of the payment of any Operating Costs, provided further, however, the Landlord’s obligations to restore or rebuild Tenant shall be limited to an amount which does not exceed the proceeds obtained from so deprived on account of such taking (less expenses and restoration. Nothing contained in this Paragraph shall be deemed to give Landlord any interest in any award separately made to Tenant for the taking of personal property and trade fixtures belonging to Tenant or for moving costs incurred by Tenant in collecting the same)relocating Tenant’s business. Notwithstanding the foregoing, in the event the net condemnation award received by Landlord and Tenant hereby agree that if Landlord is insufficient obligated to repair or restore the Premises pursuant to this Xxxxxxxxx 00.0, Xxxxxxxx shall be obligated to make such repairs or rebuild the structural restoration only of those portions of the Demised Premises the Landlord shall have the option within days after which were originally provided at Landlord’s receipt expense (including the Tenant Improvements) and only to the extent of the net condemnation, to cancel and terminate this Agreement, and Tenant shall be limited to consequential damages onlyany award amount received by Landlord.

Eminent Domain. With respect to eminent domain: A) Condemnation of Demised Premises. If the whole or any substantial part of the Demised Leased Premises shall be taken appropriated or acquired condemned under power of eminent domain (which shall include a voluntary sale in lieu of taking) or by any competent authority for any public or quasi-public authority under use or purpose during the power term of this Lease, or threat any renewal hereof, Tenant reserves the right to prosecute its claim for an award for damages based on the value of eminent domainTenant's Property erected or installed on the Leased Premises and any damages Tenant may sustain for removal, relocation and replacement costs and expenses caused by said appropriation or taking, provided, however, such claim by Tenant shall not impair any rights of Landlord for other than a temporary periodsuch appropriation and taking of, or the injury to, the remainder. In said event, this Lease Term shall cease as of terminate when Tenant can no longer reasonably use the day Leased Premises in the manner herein intended, or when possession thereof shall be taken required by such public the appropriating or quasi-public condemning authority, and Tenant shall pay Rent up to that date with an appropriate refund by Landlord of any rent which may have been paid in advance for any period subsequent or when legal title to the date possession is takenLeased Premises shall vest in the appropriating or condemning authority, whichever shall first occur, but such termination of this Lease shall not preclude nor restrict Tenant's right to an award hereinbefore provided. In the event that during a part of the term of this Agreement Leased Premises shall be appropriated or condemned and the Demised part so taken shall include the building on the Leased Premises, or any part thereof, ; or (ii) more than 20% of the Real Property parking area, or result in the loss of any driveway, or curb cut, which provides access to any adjacent public street or highway, the loss of which would materially interfere with Tenant's use of the Common Area is taken Leased Premises for the purposes for which the same are then being used by condemnation Tenant, then, and in any said event, Tenant, at its sole option, to be exercised at any time either prior to or right within a period of eminent domain, or by private purchase in lieu thereof, this Agreement and the term hereby granted shall be terminable at Landlord’s sole option and if Landlord so terminates then this Agreement shall expire on sixty (60) days after the date when possession of the part of the Leased Premises so taken shall be taken required by the condemnor appropriating or condemning authority, may elect to terminate this Lease. In the event, Tenant shall exercise said election to terminate this Lease, Tenant shall have the right to prosecute its claim for an award for damages based upon the value of Tenant's Property erected, placed or installed on or about the Leased Premises, in the same manner and to the Base Rent herein same extent as that hereinbefore reserved shall be apportioned and paid in full to that date and all prepaid Base Rent shall forthwith be repaid by Landlord to Tenant. In the event Landlord does not elect Tenant shall fail to cancel or exercise said option to terminate this Agreement as provided aboveLease, then Landlord shall rebuild and restore the Demised Premises as nearly as possible to their condition immediately prior to any such taking and this Agreement shall continue in full force and effect except that, during such restoration, the Base Rent payable pursuant to the terms of this Agreement shall be equitably apportioned or in the proportion event that the square footage of the a part of the Demised Leased Premises so shall be taken bears or condemned under circumstances in which Tenant shall have no such option, then in either said event, Landlord, with reasonable promptness, shall make necessary repairs to and alterations of Landlord's Improvements for the purpose of restoring the same to the total square footage of same condition as existed before the Demised Premises taking so that Tenant may make the same use thereof as that which was in effect immediately prior to such taking; providedtaking and to the extent that may have been necessitated by such appropriation or condemnation. In said event, howeverthe annual base rent shall be reduced, as of the date when possession of the Leased Premises shall be required by the appropriating or condemning authority, in proportion to the degree of interference with Tenant's business resulting from such condemnation. In no event shall there the reduction in the annual base rent be any abatement greater, annually, than an amount equal to 10% of the payment of any Operating Costs, provided further, however, the Landlord’s obligations to restore or rebuild shall be limited to an amount which does not exceed the proceeds obtained from such taking (less expenses incurred in collecting the same). Notwithstanding the foregoing, in the event the net condemnation award received by Landlord is insufficient to restore or rebuild the structural portions as a result of the Demised Premises the Landlord shall have the option within days after Landlord’s receipt of the net such condemnation, to cancel and terminate this Agreement, and Tenant shall be limited to consequential damages only.

Eminent Domain. With respect to eminent domain: A) Condemnation of Demised Premises. If If, during the whole Term hereof, all or any substantial part so much of the Demised -------------- Leased Premises shall be taken in any proceeding by public authorities by condemnation or otherwise, or be acquired by any for public or quasi-public authority under purposes, such that the power or threat of eminent domain, for other than a temporary period, the Lease Term shall cease as continued operation of the day possession Tenant's business on the Leased Premises becomes operationally or economically unfeasible (in the reasonable opinion of Tenant), this Lease shall be taken by such public terminated, in which case any unearned rent paid or quasi-public authority, and Tenant shall pay Rent up to that date with an appropriate refund by Landlord of any rent which may have been paid credited in advance for any period subsequent shall be refunded to the date possession is takenTenant. In the event that during of a partial taking which would not cause the term of this Agreement the Demised Premises, or any part thereof, or more than % continued operation of the Real Property business to become operationally or economically unfeasible (in the reasonable opinion of Tenant), Landlord shall, with all reasonable dispatch, repair the remaining portion of the Common Area is taken building structure and/or parking areas complete in themselves and as a complete architectural and/or physical unit so as to put the building structure and parking areas in a condition to be used by condemnation or right of eminent domainTenant, or by private purchase in lieu thereof, this Agreement and the term hereby granted rent payable hereunder shall be terminable at Landlord’s sole option reduced in proportion to the portion of the building structure and parking areas taken; provided, however, if Landlord so terminates is able to provide additional parking in amount, reasonable proximity to the Leased Premises and quality (i.e., surfaced and striped) which is equal to or better than that which is condemned, then this Agreement shall expire on the date when possession there shall be taken by the condemnor and the Base Rent herein reserved no rent reduction for parking loss. Except for payments made pursuant to Tenant's rental protection insurance, if any, claim for which shall be apportioned and paid in full to made, the rent shall be abated during any period of time that date and all prepaid Base Rent shall forthwith be repaid by Landlord to Tenantthe Leased Premises is untenantable. In the event Landlord does not elect to cancel or terminate this Agreement as provided above, then Landlord shall rebuild and restore the Demised Premises as nearly as possible to their condition immediately prior to any commence such work within thirty (30) days after such taking and does not complete the work within one hundred twenty (120) working days after commencement of such work, then this Agreement Lease, at the option of Tenant, shall continue in full force cease and effect except that, during terminate. It is expressly agreed and understood that all sums awarded or allowed for such restoration, the Base Rent payable pursuant to the terms of this Agreement shall be equitably apportioned in the proportion that the square footage taking of the Leased Premises or any part of thereof or for damages for such taking shall belong to Landlord with the Demised Premises so taken bears to the total square footage of the Demised Premises immediately prior to such taking; provided, however, in no event shall there be any abatement of the payment exception of any Operating Costs, provided further, however, the Landlord’s obligations separate amount specifically awarded to restore or rebuild shall be limited to an amount which does not exceed the proceeds obtained from such taking (less expenses incurred in collecting the same). Notwithstanding the foregoing, in the event the net condemnation award received by Landlord is insufficient to restore or rebuild the structural portions of the Demised Premises the Landlord shall have the option within days after Landlord’s receipt of the net condemnation, to cancel and terminate this Agreement, and Tenant shall be limited to consequential damages onlyfor moving expenses.

Eminent Domain. With respect to eminent domain: A(a) Condemnation of Demised Premises. If In case the whole or any substantial part of the Demised Premises Premises, or such part thereof as shall be taken or acquired by any public or quasi-public authority under the power or threat of eminent domainsubstantially interfere with Tenant's use and occupancy thereof, for other than a temporary period, the Lease Term shall cease as of the day possession shall be taken by such public any lawful power or quasi-public authority, and Tenant shall pay Rent up to that date with an appropriate refund authority by Landlord of any rent which may have been paid in advance for any period subsequent to the date possession is taken. In the event that during the term of this Agreement the Demised Premises, or any part thereof, or more than % exercise of the Real Property or of the Common Area is taken by condemnation or right of eminent domain, or by private purchase in lieu thereofsold to prevent such taking or threat of such taking, either Tenant or Landlord may terminate this Agreement Lease effective as of the date possession is required to be surrendered to said authority. Except as provided herein, Tenant shall not because of such taking assert any claim against Landlord or the taking authority for any compensation because of such taking, and the term hereby granted Landlord shall be terminable at Landlord’s sole option and if Landlord so terminates then this Agreement shall expire on entitled to receive the date when possession shall be taken by the condemnor and the Base Rent herein reserved shall be apportioned and paid in full to that date and all prepaid Base Rent shall forthwith be repaid by Landlord to entire amount of any award without deduction for any estate or interest of Tenant. In the event Landlord does the amount of property or the type of estate taken shall not elect to cancel or terminate this Agreement as provided abovesubstantially interfere with Tenant's use of the Premises, then Landlord shall rebuild and be entitled to the entire amount of the award without deduction for any estate or interest of Tenant. In such event, Landlord shall promptly proceed to restore the Demised Premises as nearly as possible to substantially their condition immediately prior to any such taking partial taking, and this Agreement a proportionate allowance shall continue in full force and effect except that, during such restoration, be made to Tenant for the Base Rent payable pursuant rent corresponding to the terms of this Agreement shall be equitably apportioned in the proportion that the square footage of time during which, and to the part of the Demised Premises so taken bears to the total square footage of the Demised Premises immediately prior to such taking; providedwhich, however, in no event shall there be any abatement of the payment of any Operating Costs, provided further, however, the Landlord’s obligations to restore or rebuild shall be limited to an amount which does not exceed the proceeds obtained from such taking (less expenses incurred in collecting the same). Notwithstanding the foregoing, in the event the net condemnation award received by Landlord is insufficient to restore or rebuild the structural portions of the Demised Premises the Landlord shall have the option within days after Landlord’s receipt of the net condemnation, to cancel and terminate this Agreement, and Tenant shall be limited so deprived on account of such taking and restoration. Any such rental abatement shall not defeat or diminish Landlord's rights to consequential damages onlyrecover upon any rental interruption insurance maintained by Landlord pursuant to Paragraph 20. Nothing contained in this Paragraph 15(a) shall be deemed to give Landlord any interest in, or prevent Tenant from seeking any award against the taking authority for, the taking of personal property and fixtures belonging to Tenant or for relocation or business interruption expenses recoverable from the taking authority. Landlord may, without any obligation to Tenant, agree to sell and/or convey to any taking authority the Premises, the Building, the Project or any portion thereof sought by such taking authority, free from this Lease and the rights of Tenant hereunder, without first requiring that any action or proceeding be instituted or pursued to judgment.

Eminent Domain. With respect The Grantor shall notify the Beneficiary promptly upon learning of any action or proceeding relating to eminent domain: A) Condemnation of Demised Premises. If the whole any condemnation or any substantial part other taking or conveyance in lieu thereof, whether direct or indirect, of the Demised Premises shall be taken or acquired by any public or quasi-public authority under the power or threat of eminent domain, for other than a temporary period, the Lease Term shall cease as of the day possession shall be taken by such public or quasi-public authority, and Tenant shall pay Rent up to that date with an appropriate refund by Landlord of any rent which may have been paid in advance for any period subsequent to the date possession is taken. In the event that during the term of this Agreement the Demised PremisesProperty, or any part thereof, or more than % of the Real Property or of the Common Area is taken by condemnation or right of eminent domain, or by private purchase in lieu thereof, this Agreement and the term hereby granted Grantor shall be terminable at Landlord’s sole option appear in and if Landlord so terminates then this Agreement shall expire on the date when possession shall be taken by the condemnor and the Base Rent herein reserved shall be apportioned and paid in full to that date and all prepaid Base Rent shall forthwith be repaid by Landlord to Tenantprosecute any such action or proceeding. In the event Landlord does not elect to cancel or terminate this Agreement as provided above, then Landlord shall rebuild and restore the Demised Premises as nearly as possible to their condition immediately prior to of any such condemnation, taking or conveyance, and this Agreement shall continue in full force and effect except that, during such restorationto the extent practicable, the Base Rent payable pursuant Grantor, at its own expense, shall promptly rebuild, restore and repair the Property to the terms of this Agreement shall be equitably apportioned in the proportion that the square footage of the part of the Demised Premises so taken bears to the total square footage of the Demised Premises same condition as existed immediately prior to such condemnation, taking or conveyance. The Trustee and the Beneficiary may participate in any such action or proceeding, and the Grantor, from time to time, shall execute and deliver to the Trustee and the Beneficiary any and all instruments requested by them in order to permit such participation. In any such action or proceeding, the Trustee and the Beneficiary may be represented by counsel selected by them, and the Grantor shall reimburse the Beneficiary and the Trustee for all fees, costs and expenses incurred by them in connection with such representation promptly upon demand therefore. Any award or compensation payable in connection with such action or proceeding is hereby assigned to and shall be paid to the Beneficiary, subject to the rights of the prior deed of trust holders. Grantor further covenants and agrees, subject to the rights of the prior deed of trust holder, to make, execute and deliver to Beneficiary, at any time or times upon request, free, clear and discharged of any encumbrances of any kind whatsoever except the rights of the holder of the prior deed of trust, any and all further assignments and/or other instruments deemed necessary by Beneficiary for the purpose of validly and sufficiently assigning all awards and other compensation heretofore and hereafter to be made to Grantor (including the assignment of any award from the United States Government at any time after the allowance of the claim therefor, the ascertainment of the amount thereof and the issuance of the warrant for payment thereof) for any taking; , either permanent or temporary, under any such proceedings. Grantor further agrees that should the Property or any part thereof, including any easement or appurtenance thereof, be taken or damaged, permanently or temporarily, by reason of any public improvement or condemnation proceedings, including severance and consequential damage and change in grade of streets, or damage by earthquake or in any other manner, subject to the rights of the prior deed of trust holder, Beneficiary shall be entitled, subject to the rights of the prior deed of trust holders, to any compensation, award, payment or relief therefor and Grantor does hereby appoint Beneficiary its Attorney-in-Fact, coupled with an interest, and authorizes, directs and empowers such Attorney, at the option of the Attorney on behalf of the Grantor, its successors or assigns, to commence, appear in and prosecute, in its own name, any action or proceedings, to adjust or compromise any claim therefor and to collect and receive proceeds thereof, and to give proper receipts and acquittances therefor and after deducting expenses of collection, to apply the net proceeds as a credit on any portion, as selected by Beneficiary, of the indebtedness secured hereby notwithstanding the fact that the amount owing thereon may not then be due and payable hereunder or that the indebtedness is otherwise adequately secured, provided, however, in that no event shall there be any abatement of the payment of any Operating Costs, provided further, however, the Landlord’s obligations to restore or rebuild prepayment premium shall be limited due in connection with any net proceeds applied to an amount which does not exceed the proceeds obtained from such taking (less expenses incurred in collecting the same). Notwithstanding the foregoing, in the event the net condemnation award received by Landlord is insufficient to restore or rebuild the structural portions of the Demised Premises the Landlord shall have the option within days after Landlord’s receipt of the net condemnation, to cancel and terminate this Agreement, and Tenant shall be limited to consequential damages onlyindebtedness.

Eminent Domain. With respect If Tenant's use of the Premises is materially affected due to the taking by eminent domain: Adomain of (a) Condemnation the Premises or any part thereof or any estate therein; or (b) any other part of the Building; then, in either event, this Lease shall terminate on the earlier of (i) the date of delivery of the Deed by the owner of the fee to the Condemnor or (ii) the date of lawful physical possession by Condemnor provided said possession materially affects Tenant's use of the Demised Premises. If the whole or The Rent shall be apportioned as of said termination date and any substantial Rent paid for any period beyond said date shall be repaid to Tenant. Tenant shall not be entitled to any part of the Demised Premises shall be taken award for such taking or acquired any payment in lieu thereof, but Tenant may file a separate claim for any taking of fixtures and improvements owned by any public or quasi-public authority under the power or threat of eminent domain, for other than a temporary period, the Lease Term shall cease as of the day possession shall be taken by such public or quasi-public authorityTenant which have not become Landlord's property, and Tenant for moving expenses, provided the same shall pay Rent up to that date with an appropriate refund by Landlord of any rent which may have been paid in advance for any period subsequent to the date possession is takenno way affect or diminish Landlord's award. In the event that during the term of a partial taking, which does not affect a termination of this Agreement Lease, but does deprive Tenant of the use of a portion of the Demised Premises, there shall either be an abatement or any part thereof, or more than % an equitable reduction of the Real Property or Fixed Basic Rent, depending on the period for which and the extent to which the portion of the Common Area is taken by condemnation or right of eminent domain, or by private purchase in lieu thereof, this Agreement and the term hereby granted shall be terminable at Landlord’s sole option and if Landlord so terminates then this Agreement shall expire on the date when possession shall be taken by the condemnor and the Base Rent herein reserved shall be apportioned and paid in full to that date and all prepaid Base Rent shall forthwith be repaid by Landlord to Tenant. In the event Landlord does not elect to cancel or terminate this Agreement as provided above, then Landlord shall rebuild and restore the Demised Premises as nearly as possible to their condition immediately prior to any such taking and this Agreement shall continue in full force and effect except that, during such restoration, the Base Rent payable pursuant to the terms of this Agreement shall be equitably apportioned in the proportion that the square footage of the part of the Demised Premises so taken bears to are not reasonably usable for the total square footage of the Demised Premises immediately prior to such taking; providedpurpose for which they are leased hereunder, however, in no event shall there be any abatement of the payment of any Operating Costs, provided further, however, the Landlord’s obligations to restore or rebuild and Tenant's Percentage shall be limited to an amount which does not exceed the proceeds obtained from such taking (less expenses incurred in collecting the same). Notwithstanding the foregoingproportionately adjusted, in the event the net condemnation award received by Landlord is insufficient to restore or rebuild the structural portions of the Demised Premises the Landlord shall have the option within days after Landlord’s receipt of the net condemnation, to cancel and except that Tenant may terminate this Agreement, and Lease if any partial taking results in Tenant shall be limited being unable to consequential damages onlysubstantially conduct its business at the Premises.

Eminent Domain. With respect If, prior to eminent domain: Athe Close of Escrow, (i) Condemnation all or substantially all (or so much thereof so as to substantially and materially interfere with the operation of Demised Premises. If the whole Hotel) of the Real Property, (ii) any portion of the parking areas on the Real Property which results in there being insufficient parking for the operation of the Hotel as established by applicable governmental codes and regulations, or (iii) any access-way to the Real Property or any substantial part of the Demised Premises shall be building with guest rooms is taken by condemnation or acquired by any public or quasi-public authority under the power or threat of eminent domain, for other than a temporary periodat the election of Purchaser this Agreement shall, upon the Lease Term shall cease as giving of Notice of such event or of the day possession condemning authorities’ intention so to take the Real Property, terminate, and Purchaser shall receive a full and prompt refund of all sums deposited by them with Escrow Holder and/or Seller. If, prior to the Close of Escrow, less than all or substantially all of the Real Property shall be taken by such public condemnation or quasi-public authorityeminent domain, and Tenant shall pay Rent up to that date with an appropriate refund by Landlord then, if any of any rent which may have been paid the foregoing, in advance for any period subsequent to Purchaser’s reasonable opinion, materially impairs the date possession is taken. In the event that during the term of this Agreement the Demised Premises, or any part thereof, or more than % value of the Real Property or of the Common Area is taken by condemnation or right of eminent domain, or by private purchase in lieu thereof, this Agreement and the term hereby granted shall be terminable at Landlord’s sole option and if Landlord so terminates then this Agreement shall expire on the date when possession shall be taken by the condemnor and the Base Rent herein reserved shall be apportioned and paid in full to that date and all prepaid Base Rent shall forthwith be repaid by Landlord to Tenant. In the event Landlord does not elect to cancel or terminate this Agreement as provided aboveany significant interest therein, then Landlord shall rebuild and restore the Demised Premises as nearly as possible to their condition immediately prior to any such taking and this Agreement shall continue in full force and effect except that, during such restoration, the Base Rent payable pursuant to the terms of this Agreement shall be equitably apportioned in the proportion that the square footage of the part of the Demised Premises so taken bears to the total square footage of the Demised Premises immediately prior to such taking; provided, however, in no event shall there be any abatement of the payment of any Operating Costs, provided further, however, the Landlord’s obligations to restore or rebuild shall be limited to an amount which does not exceed the proceeds obtained from such taking (less expenses incurred in collecting the same). Notwithstanding the foregoing, in the event the net condemnation award received by Landlord is insufficient to restore or rebuild the structural portions of the Demised Premises the Landlord Purchaser shall have the option within days after Landlord’s receipt to (A) accept title to the Real Property subject to such taking, in which event at the Close of Escrow all of the net condemnation, proceeds of any award or payment made or to cancel and terminate this Agreementbe made by reason of such taking shall be assigned by Seller to Purchaser, and Tenant any money theretofore received by Seller in connection with such taking shall be limited paid over to consequential damages onlyPurchaser, whereupon Purchaser shall pay the Purchase Price without abatement by reason of such taking, or (B) receive a full and prompt refund of all sums deposited by Purchaser with Escrow Holder and/or Seller. Seller shall not settle, agree to, or accept any award or payment in connection with a taking of less than all of the Real Property without obtaining Purchaser’s prior written consent in each case, which consent shall not be unreasonably withheld or delayed.

Eminent Domain. With respect to eminent domain: A) Condemnation of Demised Premises. If the whole or any substantial part of the Demised Leased Premises shall be taken or acquired by any public authority by the exercise, or quasi-public authority under the threat of the exercise, of the power or threat of eminent domain, for other than a temporary period, the Lease Term shall cease as of the day the right to possession shall be taken by such public or quasi-public authority, and Tenant shall pay Rent rent up to that date with an appropriate refund by Landlord of any such rent which as may have been paid in advance for any period subsequent to the date the right of possession is taken. In the event that during the term of this Agreement the Demised Premises, or any part thereof, or more If less than % all of the Real Property or Floor Area of the Common Area is taken by condemnation or right of eminent domain, or by private purchase in lieu thereof, this Agreement and the term hereby granted Leased Premises shall be terminable at Landlord’s sole option and if Landlord so terminates then this Agreement taken, the Lease Term shall expire cease only on the date when parts so taken as of the day the right to possession shall be taken by the condemnor such public authority, and the Base Rent herein reserved Tenant shall be apportioned and paid in full pay rent up to that date with appropriate refund by Landlord of such rent as may have been paid in advance for any period subsequent to the date the right to possession is taken and all prepaid Base thereafter the Fixed Minimum Rent shall forthwith be repaid equitably adjusted. Landlord shall, at its expense, make all necessary repairs or alterations to the basic building and exterior work so as to constitute the remaining premises a complete architectural unit, provided that Landlord shall not be obligated to undertake any such repairs and alterations if the cost thereof exceeds the award received by Landlord. If the Floor Area of the Leased Premises so taken leaves space no longer suitable for the use set forth in Section 1.1, then the Lease Term shall cease and Tenant shall pay rent up to the date the right to possession is taken, with an appropriate refund by Landlord of such rent as may have been paid in advance for any period subsequent to Tenantthe date of the taking of the right to possession. If more than Twenty Five Percent (25%) of the Floor Area of the building in which the Leased Premises are located, or more than Twenty Five Percent (25%) of the aggregate Floor Area of all buildings in the Shopping Center, shall be taken by the exercise, or under the threat of the exercise, of the power of eminent domain, Landlord may, by notice in writing to Tenant delivered on or before the day of surrendering the right to possession to the public authority, terminate this Lease and rent shall be paid or refunded as of the date of termination. In the event Landlord does not elect fifty percent (50%) of the Shopping Center is lost due to cancel or terminate this Agreement as provided above, then Landlord shall rebuild and restore the Demised Premises as nearly as possible to their condition immediately prior to any such taking and this Agreement shall continue in full force and effect except that, during such restoration, the Base Rent payable pursuant taking significantly impairs Tenant’s ability to the terms of this Agreement shall be equitably apportioned do business in the proportion that Leased Premises, Tenant shall have the square footage right to terminate this Lease by sending a written notice (“Termination Notice”) to Landlord setting forth the grounds for such termination and setting a date for such termination (“Termination Date”) at least ninety (90) days prior to such Termination Date. All compensation awarded for any taking under the power of eminent domain, whether for the whole or a part of the Demised Premises so taken bears Leased Premises, shall be the property of Landlord, whether such damages shall be awarded as compensation for diminution in the value of the leasehold or to the total square footage fee of the Demised Leased Premises immediately prior to such taking; provided, however, in no event shall there be any abatement of the payment of any Operating Costs, provided further, however, the Landlord’s obligations to restore or rebuild shall be limited to an amount which does not exceed the proceeds obtained from such taking (less expenses incurred in collecting the same). Notwithstanding the foregoing, in the event the net condemnation award received by Landlord is insufficient to restore or rebuild the structural portions of the Demised Premises the Landlord shall have the option within days after Landlord’s receipt of the net condemnation, to cancel and terminate this Agreementotherwise, and Tenant shall be limited hereby assigns to consequential damages onlyLandlord all of Tenant’s right, title and interest in and to any and all such compensation.

Eminent Domain. With respect to eminent domain: A) Condemnation In the event of Demised Premises. If the whole any condemnation or taking in any substantial part of the Demised Premises shall be taken or acquired by any manner for public or quasi-public authority under use, which shall be deemed to include a voluntary conveyance in lieu of a taking (a “taking”) of the power or threat whole of eminent domainthe Building, for other than a temporary period, the this Lease Term shall cease forthwith terminate as of the day possession date when Tenant is required to vacate the Premises. In such event Base Rent and Tenant’s share of Operating Costs shall be taken by such public or quasi-public authority, and apportioned as of the date of termination. Landlord shall promptly notify Tenant shall pay Rent up to that date with an appropriate refund of any written notice received by Landlord from any governmental authority with respect to any condemnation or taking (including said voluntary conveyance) of the Property or any rent which may have been paid in advance for any period subsequent to the date possession is takenpart thereof. In the event that during the term of this Agreement the Demised Premises, or any only a part thereof, or more than % of the Real Property Premises or of the Common Area is taken by condemnation or right of eminent domain, or by private purchase in lieu thereof, this Agreement and the term hereby granted Building shall be terminable at taken, then, if such taking is a substantial taking (as hereinafter defined), either Landlord or Tenant may, by delivery of notice in writing to the other within sixty (60) days following the date on which Landlord’s sole option and if Landlord so terminates then title has been divested by such authority, terminate this Agreement shall expire on Lease, effective as of the date when possession Tenant is required to vacate the portion of the Premises so taken. A “substantial taking” shall mean a taking which: requires restoration and repair of the remaining portion of the Building that cannot in the ordinary course be reasonably expected to be repaired within one hundred eighty (180) days; results in the loss of all reasonable access to the Premises; results in the loss of more than twenty-five percent (25%) of the rentable floor area of the Premises; or results in the loss of more than ten (10%) percent of the number of parking spaces currently serving the Building and Landlord reasonably determines it is not practical to relocate such parking within the remaining Property or on other property within the vicinity of the Property. Unless this Lease is terminated as provided herein, Landlord, at its own expense (but only to the extent of the condemnation proceeds (net of all costs and expenses incurred in obtaining same) received by Landlord on account thereof), shall proceed with diligence to restore the remaining portion of the Premises (including the Initial Tenant Work) and the necessary portions of the Building as nearly as practicable to the same condition as it was prior to such taking, subject to then applicable Legal Requirements. Landlord shall not be liable for delays in the performance of such restoration that are due to government regulation, casualties, strikes, unavailability of labor and materials, delays in payment of condemnation proceeds, and other causes beyond the reasonable control of Landlord, nor shall Landlord be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting from delays in repairing such damage. All repairs to and replacements of Tenant Property and any Tenant Work other than the Initial Tenant Work shall be taken made by and at the condemnor expense of Tenant, which work Tenant shall promptly commence as soon as practicable and the Base Rent herein reserved shall be apportioned and paid in full thereafter prosecute diligently to that date and all prepaid Base Rent shall forthwith be repaid by Landlord to Tenantcompletion. In the event Landlord does some portion of the rentable floor area of the Premises is taken (other than for temporary use) and this Lease is not elect terminated, Base Rent and Tenant’s share of Operating Costs shall be proportionally abated for the remainder of the Term. In the event of any taking of the Premises or any part thereof for temporary use, (i) this Lease shall be and remain unaffected thereby and Rent shall not xxxxx, and (ii) Tenant shall be entitled to cancel receive for itself such portion or terminate portions of any award made for such use with respect to the period of the taking that is within the Term (and the remainder of such award shall be paid to Landlord), provided that if such taking shall remain in force at the expiration or earlier termination of this Agreement as provided aboveLease, then Tenant shall pay to Landlord shall rebuild and restore the Demised Premises as nearly as possible to their condition immediately prior to any such taking and this Agreement shall continue in full force and effect except that, during such restoration, the Base Rent payable pursuant a sum equal to the terms reasonable cost of this Agreement performing Tenant’s obligations hereunder with respect to surrender of the Premises and upon such payment shall be equitably apportioned in the proportion that the square footage of the part of the Demised Premises so taken bears to the total square footage of the Demised Premises immediately prior to such taking; provided, however, in no event shall there be any abatement of the payment of any Operating Costs, provided further, however, the Landlord’s obligations to restore or rebuild shall be limited to an amount which does not exceed the proceeds obtained excused from such taking (less expenses incurred in collecting the same)obligations. Notwithstanding the foregoing, in the event the net condemnation award received by Landlord is insufficient to restore or rebuild the structural portions of the Demised Premises the Landlord shall have the option within days after Landlord’s receipt of the net condemnation, to cancel and terminate this Agreementhereby reserves and excepts, and Tenant hereby grants and assigns to Landlord, all rights to recover for damages to the Premises, the Building or the Property. Tenant agrees to execute such further instruments of assignment as may be reasonably requested by Landlord, and to turn over to Landlord any damages that may be recovered in any proceeding or otherwise; and Tenant irrevocably appoints Landlord as its attorney-in-fact with full power of substitution so to execute and deliver in Tenant’s name, place and stead all such further instruments if Tenant shall fail to do so after ten (10) days’ notice. Nothing contained herein shall be limited construed to consequential damages onlyprevent Tenant from prosecuting in any condemnation proceedings a separate claim for the value of any of Tenant’s leasehold interest and improvements, Tenant’s personal property, and for relocation and moving expenses and business losses, provided that such action shall not affect the amount of compensation otherwise recoverable by Landlord from the taking authority.

Eminent Domain. With respect to eminent domain: A) Condemnation of Demised Premises. If In the event the whole or any substantial part of the Demised Premises Premises, the Building or the Project shall be taken or acquired by any public or quasi-public authority under the power or threat of eminent domain, for other than or sold to prevent the exercise thereof (collectively, a temporary period“Taking”), the this Lease Term shall cease automatically terminate as of the day possession date of such Taking. In the event a Taking of a portion of the Project, the Building or the Premises shall, in the reasonable opinion of Landlord, substantially interfere with Landlord’s operation thereof, Landlord may terminate this Lease upon thirty (30) days’ written notice to Tenant given at any time within sixty (60) days following the date of such Taking. For purposes of this Lease, the date of Taking shall be taken by such public or quasi-public authority, and Tenant shall pay Rent up to that date with an appropriate refund by Landlord the earlier of any rent which may have been paid in advance for any period subsequent to the date of transfer of title resulting from such Taking or the date of transfer of possession is takenresulting from such Taking. In the event that during the term of this Agreement the Demised Premises, or any part thereof, or more than % a portion of the Real Property or Premises is so taken and this Lease is not terminated, Landlord shall, to the extent of proceeds paid to Landlord as a result of the Common Area is taken Taking, with reasonable diligence, use commercially reasonable efforts to proceed to restore (to the extent permitted by condemnation or right of eminent domainLaw and covenants, or by private purchase in lieu thereofconditions and restrictions then applicable to the Project) the Premises (other than Tenant’s personal property and fixtures, this Agreement and the term hereby granted shall be terminable at Landlord’s sole option and if Landlord so terminates then this Agreement shall expire on the date when possession shall be taken by the condemnor and above-standard tenant improvements) to a complete, functioning unit. In such case, the Base Rent herein reserved shall be apportioned and paid in full to that date and reduced proportionately based on the portion of the Premises so taken. If all prepaid Base Rent or any portion of the Premises is the subject of a temporary Taking, this Lease shall forthwith be repaid by Landlord to Tenant. In the event Landlord does not elect to cancel or terminate this Agreement as provided above, then Landlord shall rebuild and restore the Demised Premises as nearly as possible to their condition immediately prior to any such taking and this Agreement shall continue remain in full force and effect except thatand Tenant shall continue to perform each of its obligations under this Lease; in such case, during such restoration, Tenant shall be entitled to receive the Base Rent payable pursuant entire award allocable to the terms temporary Taking of this Agreement the Premises. Except as provided herein, Tenant shall not assert any claim against Landlord or the condemning authority for, and hereby assigns to Landlord, any compensation in connection with any such Taking, and Landlord shall be equitably apportioned in entitled to receive the proportion that the square footage of the part of the Demised Premises so taken bears to the total square footage of the Demised Premises immediately prior to such taking; provided, however, in no event shall there be any abatement of the payment entire amount of any Operating Costsaward therefor, provided further, however, the Landlord’s obligations to restore without deduction for any estate or rebuild interest of Tenant. Nothing contained in this Paragraph 10 shall be limited deemed to an amount which does not exceed give Landlord any interest in, or prevent Tenant from seeking any award against the proceeds obtained condemning authority for the Taking of personal property, fixtures, above standard tenant improvements of Tenant or for relocation or moving expenses recoverable by Tenant from such taking (less expenses incurred in collecting the same)condemning authority. Notwithstanding the foregoing, This Paragraph 10 shall be Tenant’s sole and exclusive remedy in the event of a Taking. This Lease sets forth the net condemnation award received by Landlord is insufficient to restore or rebuild terms and conditions upon which this Lease may terminate in the structural portions event of the Demised Premises the Landlord shall have the option within days after Landlord’s receipt of the net condemnation, to cancel and terminate this Agreement, and Tenant shall be limited to consequential damages onlya Taking.

Eminent Domain. With respect to eminent domain: A) Condemnation of Demised Premises. If In the whole event that all or any substantial part of the Demised Premises shall be or the Building or its common areas is taken or acquired (other than for temporary use, hereafter described) by any public or quasi-public authority under the power or threat of eminent domaindomain (or by conveyance in lieu thereof), for other than a temporary periodthen by notice given within three (3) months following the recording of such taking (or conveyance) in the appropriate registry of deeds, the this Lease Term shall cease as of the day possession shall may be taken by terminated at Landlord’s election thirty (30) days after such public or quasi-public authority, and Tenant shall pay Rent up to that date with an appropriate refund by Landlord of any rent which may have been paid in advance for any period subsequent to the date possession is takennotice. In the event there is a taking that during results in the term loss of this Agreement reasonable access to the Demised Premises, or any part thereof, or ; results in the loss of more than % twenty-five percent (25%) of the Real Property or rentable floor area of the Common Area Premises; or results in loss of parking facilities for the Building and Landlord reasonably determines it is taken by condemnation not practical to relocate such parking or right relocate and reconnect such facilities within the remaining Building or Property then Tenant shall have the right, upon written notice to Landlord given within thirty (30) days after notice of eminent domainthe taking, or by private purchase in lieu thereof, this Agreement and to terminate the term hereby granted shall be terminable at Landlord’s sole option and if Landlord so terminates then this Agreement shall expire on the date when possession shall be taken by the condemnor and the Base Rent herein reserved shall be apportioned and paid in full to that date and all prepaid Base Rent shall forthwith be repaid by Landlord to TenantLease. In the event of termination, Base Rent and Tenant’s share of Total Operating Costs and Taxes shall be apportioned as of the date of termination. If this Lease is not terminated as aforesaid, subject to the rights of mortgagees Landlord does shall within a reasonable time thereafter, diligently restore what may remain of the Premises (excluding any Tenant Property or other items installed or paid for by Tenant that Tenant is permitted or may be required to remove upon expiration and any and Tenant Work) to a tenantable condition. In the event some portion of rentable floor area of the Premises is taken (other than for temporary use) and this Lease is not elect terminated, Base Rent and Tenant’s Pro Rata Share of Total Operating Costs shall be proportionally abated for the remainder of the Term. In the event of any taking of the Premises or any part thereof for temporary use, (i) this Lease shall be and remain unaffected thereby and rent shall not xxxxx, and (ii) Tenant shall be entitled to cancel receive for itself such portion or terminate portions of any award made for such use with respect to the period of the taking that is within the Term, provided that if such taking shall remain in force at the expiration or earlier termination of this Agreement Lease, then Tenant shall pay to Landlord a sum equal to the reasonable cost of performing Tenant’s obligations hereunder with respect to surrender of the Premises and upon such payment shall be excused from such obligations. So long as Tenant is not then in breach of any covenant or condition of this Lease, any specific damages that are expressly awarded to Tenant on account of its relocation expenses, and specifically so designated, shall belong to Tenant. Except as provided above, then Landlord shall rebuild and restore in the Demised Premises as nearly as possible to their condition immediately prior to any such taking and this Agreement shall continue in full force and effect except that, during such restoration, the Base Rent payable pursuant to the terms preceding sentence of this Agreement shall be equitably apportioned in the proportion that the square footage of the part of the Demised Premises so taken bears paragraph, Landlord reserves to the total square footage of the Demised Premises immediately prior to such taking; provided, however, in no event shall there be any abatement of the payment of any Operating Costs, provided further, however, the Landlord’s obligations to restore or rebuild shall be limited to an amount which does not exceed the proceeds obtained from such taking (less expenses incurred in collecting the same). Notwithstanding the foregoing, in the event the net condemnation award received by Landlord is insufficient to restore or rebuild the structural portions of the Demised Premises the Landlord shall have the option within days after Landlord’s receipt of the net condemnation, to cancel and terminate this Agreementitself, and Tenant releases and assigns to Landlord, all rights to damages accruing on account of any taking or by reason of any act of any public authority for which damages are payable. Tenant agrees to execute such further instruments of assignment as may be reasonably requested by Landlord, and to turn over to Landlord any damages that may be recovered in any proceeding or otherwise; and Tenant irrevocably appoints Landlord as its attorney-in-fact with full power of substitution so to execute and deliver in Tenant’s name, place and stead all such further instruments if Tenant shall be limited fail to consequential damages onlydo so after ten (10) days’ notice.

Eminent Domain. With respect to eminent domain: A(a) Condemnation of Demised Premises. If the whole or any substantial part of the Demised Premises Mortgagor shall be taken or acquired by any public or quasi-public authority under the power or threat of eminent domain, for other than a temporary period, the Lease Term shall cease as of the day possession shall be taken by such public or quasi-public authority, and Tenant shall pay Rent up to that date with an appropriate refund by Landlord notify Mortgagee immediately upon obtaining knowledge of any rent which may have been paid in advance for any period subsequent to Taking affecting the date possession is taken. In the event that during the term of this Agreement the Demised Premises, Trust Estate or any part thereof, . If the Taking is a Taking of less than the whole or substantially all of the Premises but (i) is estimated to result in an award of more than $10,000,000 or (ii) the Taking will interfere with or adversely affect the operation of the Casino Hotel (other than any portion thereof consisting solely of unimproved, paved or unpaved surface parking) other than to a de minimis extent, then within 30 days after such Taking, Mortgagor shall deliver to Mortgagee a certificate of an Architect stating whether, in such Architect's opinion, applicable Legal Requirements permit the Restoration of any buildings and improvements for the same uses and to the same size and quality in all material respects as existed immediately prior to the Taking (and if said certificate states that Legal Requirements do not permit such Restoration, said certificate shall describe the manner closest approximating such criteria to which the buildings and improvements could be so restored and shall be accompanied by a Certificate of Appraised Value dated not more than 10 days prior to delivery setting forth the Appraised Value immediately prior to the Taking and the estimated Appraised Value immediately after the permitted Restoration). If Mortgagor is required to deliver such Certificate of Appraised value and if based on such Certificate of Appraised Value immediately after Restoration, (i) the Outstanding Amount of Indebtedness of the Mortgagor, the Company or TCHI immediately after such Restoration shall exceed the greater of (A) 80% of the Real Property Appraised Value immediately after such Restoration or (B) the quotient of the Common Area is taken by condemnation or right Outstanding Amount of eminent domain, or by private purchase in lieu thereof, this Agreement and Indebtedness of the term hereby granted shall be terminable at Landlord’s sole option and if Landlord so terminates then this Agreement shall expire on the date when possession shall be taken by the condemnor and the Base Rent herein reserved shall be apportioned and paid in full to that date and all prepaid Base Rent shall forthwith be repaid by Landlord to Tenant. In the event Landlord does not elect to cancel or terminate this Agreement as provided above, then Landlord shall rebuild and restore the Demised Premises as nearly as possible to their condition immediately prior to any such taking and this Agreement shall continue in full force and effect except that, during such restorationMortgagor, the Base Rent payable pursuant to the terms of this Agreement shall be equitably apportioned in the proportion that the square footage of the part of the Demised Premises so taken bears to the total square footage of the Demised Premises Company or TCHI immediately prior to such taking; providedTaking divided by the Appraised Value immediately prior to the Taking multiplied by the Appraised Value immediately after such Restoration, howeveror (ii) applicable Legal Requirements do not permit the Restoration of the Casino Hotel for use as a casino and hotel complex, then, in no event any of such events, the Taking shall there be any abatement deemed a Taking of "the whole or substantially all of the payment of any Operating Costs, provided further, however, the Landlord’s obligations to restore or rebuild Premises." The Taking shall be limited to an amount which does not exceed deemed a Taking of "less than the proceeds obtained from such taking (less expenses incurred in collecting the same). Notwithstanding the foregoing, in the event the net condemnation award received by Landlord is insufficient to restore whole or rebuild the structural portions substantially all of the Demised Premises Premises" if Mortgagor is not required to deliver a Certificate Of Appraised Value or if, at the Landlord shall have the option within days after Landlord’s receipt time of delivery of such Certificate, neither of the net condemnation, to cancel tests set forth in clauses (i) and terminate this Agreement, and Tenant shall be limited to consequential damages only(ii) is met.

Eminent Domain. With respect If any governmental unit with the power of eminent domain (the “Condemning Authority”) desires to eminent domain: A) Condemnation acquire all or any portion of Demised Premisesthe Premises (a “Taking”), Landlord will notify Tenant and Tenant DT-Carvana Lease 9 will reasonably determine whether the Taking will render the Premises unsuitable for Tenant’s intended purposes. If Tenant concludes that the whole Taking will render the Premises unsuitable for Tenant’s intended purposes, Landlord and Tenant will document such determination and this Lease will terminate as of the date the Condemning Authority takes possession of the portion of the Premises taken. Tenant will pay Rent to the date of termination. If a Condemning Authority takes all or any substantial material part of the Demised Premises shall be or if a Taking reduces the value of the Property by 50% or more (as reasonably determined by Landlord), regardless, then Landlord may, by notifying Tenant terminate this Lease effective on the date the Condemning Authority takes possession of the portion of the Property taken. If this Lease does not terminate with respect to the entire Premises under this Section and the Taking includes a portion of the Premises, this Lease automatically terminates as to the portion of the Premises taken or acquired by any public or quasi-public authority under the power or threat of eminent domain, for other than a temporary period, the Lease Term shall cease as of the day date the Condemning Authority takes possession shall be taken by such public or quasi-public authority, and Tenant shall pay Rent up to that date with an appropriate refund by Landlord of any rent which may have been paid in advance for any period subsequent to the date possession is taken. In the event that during the term of this Agreement the Demised Premises, or any part thereof, or more than % of the Real Property or portion taken and Landlord will, at its sole cost and expense, restore the remaining portion of the Common Area is taken by condemnation or right of eminent domain, or by private purchase in lieu thereof, this Agreement Premises to a complete architectural unit with all commercially reasonable diligence and the term hereby granted shall be terminable at Landlord’s sole option speed and if Landlord so terminates then this Agreement shall expire on the date when possession shall be taken by the condemnor and will equitably reduce the Base Rent herein reserved shall be apportioned for the period after the date the Condemning Authority takes possession of the portion of the Premises taken. Landlord will also equitably adjust Tenant’s Share of Operating Expenses for the same period to account for the reduction in the rentable area of the Premises resulting from the Taking. Tenant’s obligation to pay Base Rent and paid in full Tenant’s Share of Operating Expenses will xxxxx on a proportionate basis with respect to that date portion of the Premises remaining after the Taking that Tenant is unable to use for Tenant’s business purposes during Landlord’s restoration for the period of time that Tenant is unable to use such portion of the Premises. Landlord and Tenant are entitled to receive and keep all prepaid Base Rent shall forthwith be repaid by Landlord to Tenant. In the event Landlord does not elect to cancel damages, awards or terminate this Agreement payments resulting from or paid on account of a Taking as provided aboveby Law. Tenant may prove in any condemnation proceedings and may receive any separate award for damages to or condemnation of Tenant’s unamortized costs of all Alterations including but not limited to, then Landlord shall rebuild movable trade fixtures and restore the Demised Premises as nearly as possible to their condition immediately prior to any such taking equipment and this Agreement shall continue in full force and effect except that, during such restoration, the Base Rent payable pursuant to the terms of this Agreement shall be equitably apportioned in the proportion that the square footage of the part of the Demised Premises so taken bears to the total square footage of the Demised Premises immediately prior to such takingfor moving expenses; provided, provided however, that Tenant has no right to receive any award for its interest in no event shall there be any abatement this Lease or for loss of the payment of any Operating Costs, provided further, however, the Landlord’s obligations to restore or rebuild shall be limited to an amount which does not exceed the proceeds obtained from such taking (less expenses incurred in collecting the same). Notwithstanding the foregoing, in the event the net condemnation award received by Landlord is insufficient to restore or rebuild the structural portions of the Demised Premises the Landlord shall have the option within days after Landlord’s receipt of the net condemnation, to cancel and terminate this Agreement, and Tenant shall be limited to consequential damages onlyImprovements.

Eminent Domain. With respect to eminent domain: A) Condemnation Should Landlord, at any time during the continuance in force of Demised Premises. If the whole or any substantial part this lease, be deprived of the Demised Premises shall be taken or acquired by any public or quasi-public authority under building in which the power or threat of eminent domain, for other than a temporary period, the Lease Term shall cease as of the day possession shall be taken by such public or quasi-public authority, and Tenant shall pay Rent up to that date with an appropriate refund by Landlord of any rent which may have been paid in advance for any period subsequent to the date possession is taken. In the event that during the term of this Agreement the Demised Premisesdemised premises are situated, or any part thereof, or more than % any part of the Real Property land on which the building or of the Common Area is taken appurtenances are situated, by condemnation or right of eminent domain, or by private purchase in lieu thereofdomain proceedings, this Agreement and the term hereby granted lease shall be terminable terminate, at Landlord’s sole option and if Landlord so terminates then this Agreement shall expire 's option, on the date when Landlord is actually deprived of possession of said land or building, or some part thereof, and thereupon the parties hereto shall be taken released from all further obligations hereunder. Should Tenant, at any time during the continuance in force of this lease, be deprived of the demised premises or any substantial part thereof preventing Tenant from using the remainder of the Premises for the purposes intended under this Lease, by condemnation or eminent domain proceedings, this lease shall terminate, at Tenant's option, on the condemnor date when Tenant is actually deprived of possession of the Premises, or said substantial part thereof, and thereupon the Base Rent herein reserved parties hereto shall be apportioned and paid in full to that date and released from all prepaid Base Rent shall forthwith be repaid by Landlord to Tenantfurther obligations hereunder. In Upon the event Landlord does not elect to cancel or terminate termination of this Agreement Lease as provided aboveaforesaid, then Landlord shall rebuild thereupon repay to Tenant any rental theretofore paid by Tenant and restore unearned at the Demised Premises as nearly as possible to their condition immediately prior date of such termination. Tenant shall not be entitled to any compensation, allowance, claim or offset of any kind against the Landlord, as damages or otherwise, by reason of such taking and this Agreement shall continue in full force and effect except that, during such restoration, condemnation or eminent domain proceedings or by reason of being deprived of the Base Rent payable pursuant to demised premises or the terms termination of this Agreement lease, and said Tenant does hereby waive, renounce and quit-claim to Landlord any right in any to any award, judgment, payment or compensation which shall or may be equitably apportioned in the proportion that the square footage made or given because of the part taking of the Demised Premises so taken bears to the total square footage of the Demised Premises immediately prior to such taking; providedsaid premises, howeveror any portion thereof, in no event shall there be any abatement of the payment by virtue of any Operating Costssuch condemnation or eminent domain proceedings, provided furtherwhether received in any such action or in settlement or compromise thereof by Landlord, however, the Landlord’s obligations to restore or rebuild shall be limited to an amount which does not exceed the proceeds obtained from such taking (less expenses incurred in collecting the same). Notwithstanding the foregoing, in the event the net condemnation award received by Landlord is insufficient to restore or rebuild the structural portions of the Demised Premises the Landlord except that Tenant shall have the option within days after Landlord’s receipt right to file a separate claim to recover the value of its personal property in the net condemnation, to cancel and terminate this Agreement, and Tenant shall be limited to consequential damages onlyeminent domain proceedings.

Eminent Domain. With respect to eminent domain: A) Condemnation of Demised Premises. If the whole entire Premises or any substantial part substantially all of the Demised Premises shall be is permanently taken or acquired by any public or quasi-public authority under the power or threat of eminent domain, for other than a temporary period, the this Lease Term shall cease automatically terminate as of the day possession shall be date of such taking. If any portion of the Premises is taken by such public or quasi-public authorityeminent domain, Landlord shall also have the right to terminate this Lease by giving written notice thereof to Tenant within ninety (90) days after the date of taking. If only a portion of the Premises is taken by eminent domain and Tenant shall pay Rent up Landlord elects not to that date with an appropriate refund by terminate this Lease, Landlord shall, at its expense, restore the Premises, exclusive of any rent improvements or other changes made to the Premises by Tenant, to as near the condition which may have been paid in advance for any period subsequent existed immediately prior to the date possession is takenof taking as reasonably possible. In Rent shall xxxxx during such period of time as the event that during Premises are unusable in a reasonable manner based on Tenant's ability to utilize the term remaining portion of this Agreement the Demised PremisesPremises and upon completion of restoration necessary adjustments shall be made in the Rent, or any part thereof, or more than % other costs to reflect a reduction in the size of the Real Property Premises. Tenant shall have the right to terminate this Lease within ninety (90) days after the date of taking by giving written notice thereof to Landlord, if the taking involved results in (i) Tenant not being able to reasonably utilize the remaining Premises for Tenant’s Uses or (ii) the remainder of the Common Area Premises is taken by condemnation or right of eminent domain, or by private purchase in lieu thereof, this Agreement and the term hereby granted shall be terminable at Landlordnot suitable for Tenant’s sole option and if Landlord so terminates then this Agreement shall expire on the date when possession shall be taken by the condemnor and the Base Rent herein reserved shall be apportioned and paid in full to that date and all prepaid Base Rent shall forthwith be repaid by Landlord to Tenant. In the event Landlord Uses for its entire student population (including without limitation it does not elect to cancel or terminate this Agreement as provided above, then Landlord meet the State Building Requirements). Tenant shall rebuild and restore the Demised Premises as nearly as possible to their condition immediately prior have no right to any of the award or payment made in connection with such taking and this Agreement shall continue in full force and effect except that, during such restoration, the Base Rent payable pursuant to the terms of this Agreement shall be equitably apportioned in the proportion that the square footage of the part of the Demised Premises so taken bears to the total square footage of the Demised Premises immediately prior to such taking; provided, however, in no event shall there be any abatement of the payment of any Operating Costs, provided further, however, the Landlord’s obligations to restore or rebuild shall be limited to an amount which does not exceed the proceeds obtained from such taking (less expenses incurred in collecting the same). Notwithstanding the foregoing, in the event the net condemnation award received by Landlord is insufficient to restore or rebuild the structural portions of the Demised Premises the Landlord shall have the option within days after Landlord’s receipt of the net condemnation, to cancel and terminate this Agreement, and that Tenant shall be limited entitled to consequential damages onlyrecover any separate amount for Tenant fixtures and/or relocation costs provided under appropriate statutes, ordinances or regulations.

Eminent Domain. With respect to eminent domain: A) Condemnation of Demised Premises. If the whole all or any substantial part of the Demised Premises shall be taken or acquired by any public or quasi-public authority under the power or threat of eminent domaindomain or conveyance in lieu thereof, for other than a temporary period, the this Lease Term shall cease terminate as to any portion of the day possession Premises so taken or conveyed on the date when title vests in the condemnor, and Landlord shall be taken by entitled to any and all payment, income, rent, award, or any interest therein whatsoever which may be paid or made in connection with such public taking or quasi-public authorityconveyance, and Tenant shall pay Rent up to that date with an appropriate refund by have no claim against Landlord or otherwise for the value of any rent which may have been paid in advance for any period subsequent to the date possession is taken. In the event that during the unexpired term of this Agreement Lease. Notwithstanding the Demised Premisesforegoing paragraph, any compensation specifically awarded Tenant for loss of business, Tenant's personal property, moving cost or loss of goodwill, shall be and remain the property of Tenant. If any action or proceeding is commenced for such taking of the Premises or any part thereof, or more than % if Landlord is advised in writing by any entity or body having the right or power of condemnation of its intention to condemn the Premises or any portion thereof, then Landlord shall have the right to terminate this Lease by giving Tenant written notice thereof within sixty (60) days of the Real Property date of receipt of said written advice, or commencement of said action or proceeding, or taking conveyance, which termination shall take place as of the Common Area first to occur of the last day of the calendar month next following the month in which such notice is given or the date on which title to the Premises shall vest in the condemnor. In the event of such a partial taking or conveyance of the Premises, if the portion of the Premises taken or conveyed is so substantial that the Tenant can no longer reasonably conduct its business, Tenant shall have the privilege of terminating this Lease within sixty (60) days from the date of such taking or conveyance, upon written notice to Landlord of its intention so to do, and upon giving of such notice this Lease shall terminate on the last day of the calendar month next following the month in which such notice is given, upon payment by Tenant of the rent from the date of such taking or conveyance to the date of termination. If a portion of the Premises be taken by condemnation or right of eminent domain, or by private purchase conveyance in lieu thereofthereof and neither Landlord nor Tenant shall terminate this Lease as provided herein, this Agreement and the term hereby granted shall be terminable at Landlord’s sole option and if Landlord so terminates then this Agreement shall expire on the date when possession shall be taken by the condemnor and the Base Rent herein reserved shall be apportioned and paid in full to that date and all prepaid Base Rent shall forthwith be repaid by Landlord to Tenant. In the event Landlord does not elect to cancel or terminate this Agreement as provided above, then Landlord shall rebuild and restore the Demised Premises as nearly as possible to their condition immediately prior to any such taking and this Agreement Lease shall continue in full force and effect except that, during such restoration, the Base Rent payable pursuant as to the terms of this Agreement shall be equitably apportioned in the proportion that the square footage of the part of the Demised Premises not so taken or conveyed, and the rent herein shall be apportioned as of the date of such taking or conveyance so that thereafter the rent to be paid by Tenant shall be in the ratio that the area of the portion of the Premises not so taken or conveyed bears to the total square footage area of the Demised Premises immediately prior to such taking; provided, however, in no event shall there be any abatement of the payment of any Operating Costs, provided further, however, the Landlord’s obligations to restore or rebuild shall be limited to an amount which does not exceed the proceeds obtained from such taking (less expenses incurred in collecting the same). Notwithstanding the foregoing, in the event the net condemnation award received by Landlord is insufficient to restore or rebuild the structural portions of the Demised Premises the Landlord shall have the option within days after Landlord’s receipt of the net condemnation, to cancel and terminate this Agreement, and Tenant shall be limited to consequential damages only.

Eminent Domain. With respect to eminent domain: A) Condemnation of Demised Premises. If the whole all or any substantial part of the Demised Premises shall be taken or acquired by any public or quasi-public authority under the power or threat of eminent domain, for other than a temporary period, the Lease Term shall cease as of the day possession shall be taken by such public domain or quasi-public authority, and Tenant shall pay Rent up to that date with an appropriate refund by Landlord of any rent which may have been paid in advance for any period subsequent to the date possession is taken. In the event that during the term of this Agreement the Demised Premises, or any part thereof, or more than % of the Real Property or of the Common Area is taken by condemnation or right of eminent domain, or by private purchase conveyance in lieu thereof, this Agreement and Lease shall terminate as to any portion of the term hereby granted shall be terminable at Landlord’s sole option and if Landlord Premises so terminates then this Agreement shall expire taken or conveyed on the date when possession title vests in the condemner, and Landlord shall be taken by entitled to any and all payment, income, rent, award, or any interest therein whatsoever which may be paid or made in connection with such taking or conveyance, and Tenant shall have no claim against Landlord or otherwise for the condemnor and value of any unexpired Lease Term. Notwithstanding the Base Rent herein reserved foregoing sentence, any compensation specifically awarded Tenant for loss of business (including severance damages associated with Tenant's other business activities), Tenant's Lab Equipment, trade fixtures, personal property, moving costs or loss of goodwill, shall be apportioned and paid remain the property of Tenant. If (A) (i) any action or proceeding is commenced for the taking of the Premises or any material part thereof, or if Landlord is advised in full writing by any entity or body having the right or power of condemnation of its intention to that date and all prepaid Base Rent shall forthwith be repaid by condemn the Premises or any material part thereof, or (ii) any of the foregoing events occur with respect to the taking of any material portion of the Common Area which make it impractical for Landlord to Tenantcontinue to lease the Building to Tenant with reasonable Common Area amenities, and (B) Landlord shall decide to discontinue the use and operation of the Complex, or decide to demolish or materially redesign and rebuild the Complex, then, in any of such events Landlord shall have the right to terminate this Lease by giving Tenant written notice thereof and this Lease shall then terminate on the date preceding the date of conveyance. In the event of such a partial taking or conveyance of the Premises, if the portion of the Premises taken or conveyed is so substantial that the Tenant can no longer reasonably conduct its business, Tenant shall have the privilege of terminating this Lease within sixty (60) days following the date of such taking or conveyance, upon written notice to the Landlord does not elect of its intention so to cancel do, and upon giving of such notice this Lease shall terminate on the last day of the calendar month next following the month in which such notice is given, upon payment by Tenant of the Rent (apportioned in such manner as provided in the following paragraph) from the date of such taking or conveyance to the date of termination. If a portion of the Premises and/or Complex be taken by condemnation or conveyance in lieu thereof and neither Landlord nor Tenant shall terminate this Agreement Lease as provided aboveherein, then Landlord shall rebuild and restore the Demised Premises as nearly as possible to their condition immediately prior to any such taking and this Agreement Lease shall continue in full force and effect except that, during such restoration, the Base Rent payable pursuant as to the terms of this Agreement shall be equitably apportioned in the proportion that the square footage of the part of the Demised Premises not so taken or conveyed and the recipient of the award shall restore the Premises and/or Complex to the extent reasonably practicable, and the Rent herein shall be apportioned as of the date of such taking or conveyance so that thereafter the Rent to be paid by Tenant shall be in the ratio that the area of the portion of the Premises not so taken or conveyed bears to the total square footage area of the Demised Premises immediately prior to such taking; provided, however, in no event shall there be any abatement of the payment of any Operating Costs, provided further, however, the Landlord’s obligations to restore or rebuild shall be limited to an amount which does not exceed the proceeds obtained from such taking (less expenses incurred in collecting the same). Notwithstanding the foregoing, in the event the net condemnation award received by Landlord is insufficient to restore or rebuild the structural portions of the Demised Premises the Landlord shall have the option within days after Landlord’s receipt of the net condemnation, to cancel and terminate this Agreement, and Tenant shall be limited to consequential damages only.

Eminent Domain. With respect to eminent domain: A) Condemnation of Demised Premises. If In the event that the whole or any substantial part of the Demised Leased Premises shall be taken or acquired by condemned for any public or quasi-public quasipublic use or purpose by any competent authority under the power in appropriation proceedings or threat by any right of eminent domain, for other than a temporary period, the then this Lease Term shall cease terminate as of the day possession date title vests in the condemnor, all rents and other payments shall be taken by such public or quasi-public authoritypaid up to that date, and Landlord and Tenant shall pay Rent up to that date with an appropriate refund have no further obligations by Landlord reason of any rent which may have been paid in advance for any period subsequent to the date possession is takenprovisions of this Lease. In the event that during less than the term whole of the Leased Premises is so taken or condemned, then Landlord shall have the right to terminate this Lease upon written notice to Tenant given at least thirty (30) days prior to the date title vests in the condemnor, and this Lease shall terminate as of the date title vests in the condemnor, all rents and other payments shall be paid up to date, and Landlord and Tenant shall have no further obligations by reason of the provisions of this Agreement the Demised Premises, or any part thereof, or more than % of the Real Property or of the Common Area is taken by condemnation or right of eminent domain, or by private purchase in lieu thereof, this Agreement and the term hereby granted shall be terminable at Landlord’s sole option and if Landlord so terminates then this Agreement shall expire on the date when possession shall be taken by the condemnor and the Base Rent herein reserved shall be apportioned and paid in full to that date and all prepaid Base Rent shall forthwith be repaid by Landlord to TenantLease. In the event that Landlord does not elect to cancel or so terminate this Agreement as provided aboveLease, then Landlord shall rebuild Landlord, to the extent of the condemnation award, Xxxx repair and restore the Demised portion of the Leased Premises and Building not affected by the taking so as nearly as possible to their condition immediately prior constitute the remaining premises a complete architectural unit. Thereafter, the Base Rent and additional rent to any such taking be paid by Tenant shall be adjusted proportionately according to the ratio that the floor area remaining in the Leased Premises bears to the former floor area in the Leased Premises, and all of the other terms of this Agreement Lease shall continue remain in full force and effect except that, during effect. Tenant shall have no interest in any award resulting from any condemnation or eminent domain or similar proceedings whether such restoration, the Base Rent payable pursuant award be for diminution in value to the terms of this Agreement shall be equitably apportioned in leasehold or to the proportion that the square footage fee of the part of the Demised Premises so taken bears to the total square footage of the Demised Premises immediately prior to such taking; providedLeased Premises, however, in no event shall there be any abatement of the payment of any Operating Costs, provided further, however, the Landlord’s obligations to restore or rebuild shall be limited to an amount which does not exceed the proceeds obtained from such taking (less expenses incurred in collecting the same). Notwithstanding the foregoing, in the event the net condemnation award received by Landlord is insufficient to restore or rebuild the structural portions of the Demised Premises the Landlord shall have the option within days after Landlord’s receipt of the net condemnation, to cancel and terminate this Agreement, and except that Tenant shall be limited entitled to consequential damages onlyclaim, prove and receive in such proceedings such award as may be allowed it for loss of business, relocation, and for Tenant’s trade fixtures and personal property which are removable by Tenant at the end of the term of this Lease, provided such award shall be in addition to the award for land, buildings and other improvements.