Common use of Eminent Domain Clause in Contracts

Eminent Domain. (a) If the Premises shall be affected by any exercise of the power of eminent domain, Basic Rent and Additional Rent payable by Tenant shall be justly and equitably abated and reduced according to the nature and extent of the loss of use thereof suffered by Tenant. In no event shall Landlord have any liability for damages to Tenant for inconvenience, annoyance or interruption of business arising from such exercise of the power of eminent domain. (b) If any part of the Buildings are taken by any exercise of the right of eminent domain, then Landlord shall have the right to terminate this Lease (even if Landlord’s entire interest in the Premises may have been divested) by giving notice of Landlord’s election so to do within ninety (90) days after the occurrence of the effective date of such taking, whereupon this Lease shall terminate thirty (30) days after the date of such notice with the same force and effect as if such date were the date originally established for the expiration of the Term of this Lease. (c) If this Lease shall not be terminated pursuant to Section 11.4(b), Landlord shall thereafter use due diligence to restore the Premises (excluding any Alterations made by Tenant pursuant to Section 5.2) to proper condition for Tenant’s use and occupation, provided that Landlord’s obligation shall be limited to the amount of compensation recoverable by Landlord from the taking authority. If, for any reason, such restoration shall not be substantially completed within six (6) months after the expiration of the ninety (90) day period referred to in Section 11.4(b) (which six month period may be extended for such periods of time as Landlord is prevented from proceeding with or completing such restoration for any cause beyond Landlord’s reasonable control, but in no event for more than an additional three (3) months), Tenant shall have the right to terminate this Lease by giving notice to Landlord thereof within thirty (30) days after the expiration of such period (as so extended). Upon the giving of such notice, this Lease shall cease and come to an end thirty (30) days after the giving of such notice, without further liability or obligation on the part of either party unless, within such thirty (30) 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. (d) Landlord shall have and hereby reserves and excepts, and Tenant hereby grants and assigns to Landlord, all rights to recover for damages to the Property and the leasehold interest hereby created, and to compensation accrued or hereafter to accrue by reason of such taking, and by way of confirming the foregoing, Tenant hereby grants and assigns, and covenants with Landlord to grant and assign to Landlord, all rights to such damages or compensation, and covenants to deliver such further assignments and assurances thereof as Landlord may from time to time request. Nothing contained herein shall be construed to prevent Tenant from prosecuting in any condemnation proceedings a claim for the value of any of Tenant’s Removable Property installed in the Premises by Tenant at Tenant’s expense and for relocation expenses, provided that such action shall not affect the amount of compensation otherwise recoverable by Landlord from the taking authority.

Eminent Domain. (a) If all or any part of the Demised Premises or the Building or the Development shall be affected by any taken as a result of the exercise of the power of eminent domain, Basic Rent and Additional Rent payable by Tenant this Lease shall be justly and equitably abated and reduced according terminate as to the nature and extent part so taken as of the loss date of use thereof suffered by Tenant. In no event shall Landlord have any liability for damages to Tenant for inconveniencetaking, annoyance or interruption and, in the case of business arising from such exercise partial taking of the power of eminent domain. (b) If any part of the Buildings are taken by any exercise of the right of eminent domainDemised Premises, then either Landlord or Tenant shall have the right to terminate this Lease (even if Landlord’s entire interest in as to the Premises may have been divested) by giving notice of Landlord’s election so to do within ninety (90) days after the occurrence balance of the effective date of such taking, whereupon this Lease shall terminate Demised Premises by notice to the other within thirty (30) days after such date; provided, however, that a condition to the date exercise by Tenant of such notice with right to terminate shall be that the portion of the Demised Premises taken shall be of such extent and nature as substantially to handicap, impede or impair Tenant’s use of the balance of the Demised Premises. In the event of any taking, Landlord shall be entitled to any and all compensation, damages, income, rent, awards, or any interest therein whatsoever which may be paid or made in connection therewith, and Tenant shall have no claim against Landlord for the value of any unexpired term of this Lease or otherwise, provided that Tenant, shall have the right, to the extent that the same force shall not reduce or prejudice Landlord’s award, to claim and effect receive from the condemning authority such compensation as if such date were may be recoverable by Tenant in its own right for moving expenses, damage to Tenant’s property and business, the date originally established for cost of leasehold improvements paid by Tenant, and value of Tenant’s leasehold. . In the expiration event of a partial taking of the Term Demised Premises which does not result in a termination of this Lease. (c) If this Lease shall not , the rental thereafter to be terminated pursuant to Section 11.4(b), Landlord shall thereafter use due diligence to restore the Premises (excluding any Alterations made by Tenant pursuant to Section 5.2) to proper condition for Tenant’s use and occupation, provided that Landlord’s obligation paid shall be limited to the amount of compensation recoverable by Landlord from the taking authority. Ifreduced on a per square foot basis; provided, for any reasonhowever, such restoration shall not be substantially completed within six (6) months after the expiration if more than 25% of the ninety (90) day period referred to in Section 11.4(b) (which six month period may be extended for such periods of time as Landlord is prevented from proceeding with or completing such restoration for any cause beyond Landlord’s reasonable control, but in no event for more than an additional three (3) months)Demised Premises are taken, Tenant shall have the right to terminate this Lease by giving providing written notice to Landlord thereof within thirty (30) days after of the expiration of such period (as so extended). Upon the giving of such notice, this Lease shall cease and come to an end thirty (30) days after the giving of such notice, without further liability or obligation on the part of either party unless, within such thirty (30) 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. (d) Landlord shall have and hereby reserves and excepts, and Tenant hereby grants and assigns to Landlord, all rights to recover for damages to the Property and the leasehold interest hereby created, and to compensation accrued or hereafter to accrue by reason date of such taking, and by way of confirming the foregoing, Tenant hereby grants and assigns, and covenants with Landlord to grant and assign to Landlord, all rights to such damages or compensation, and covenants to deliver such further assignments and assurances thereof as Landlord may from time to time request. Nothing contained herein shall be construed to prevent Tenant from prosecuting in any condemnation proceedings a claim for the value of any of Tenant’s Removable Property installed in the Premises by Tenant at Tenant’s expense and for relocation expenses, provided that such action shall not affect the amount of compensation otherwise recoverable by Landlord from the taking authority.

Eminent Domain. Should the Building or any part thereof be taken by eminent domain and such taking (aor damage caused by such taking) is of the type which entitles Prime Lessor or Sublessor to terminate the Prime Lease and either such party elects to terminate the Prime Lease, then, and in that event, the Prime Lease shall cease and come to an end and this Sublease shall cease and come to an end, and the Rent shall be apportioned as of the date of the termination notice. If any such taking renders the remaining portion of the Premises unsuitable for the purposes of Sublessee (in Sublessee's reasonable judgment), then Sublessee shall have the right to terminate this Sublease by written notice to Sublessor which shall be affected by any exercise within sixty (60) days of the power public recording of eminent domainsuch taking. In the event of termination by Sublessee as set forth above, Basic the Rent and Additional Rent payable by Tenant shall be justly apportioned as of the date of such termination notice. In addition, if any taking is of the type which would entitle Sublessor to terminate the Prime Lease, Sublessee shall have the right to terminate this Sublease by giving both Sublessor and equitably abated the Prime Lessor written notice of such termination within the applicable notice period set forth in Section 17A of the Prime Lease. In the event of a taking described in Section 17A of the Prime Lease, the rent and reduced other charges payable hereunder, or a fair and just proportion thereof according to the nature and extent of the loss of use thereof suffered by Tenantuse, shall be suspended or abated, but only to the extent that Sublessor is also entitled to an abatement or suspension under the Prime Lease on account of such taking that is equitably allocable to the Premises subleased hereunder. In no event shall Landlord Sublessor reserves, and Sublessee grants to Sublessor all rights which the Sublessee may have any liability for damages or injury to Tenant the Premises for inconvenience, annoyance or interruption of business arising from such exercise of the power of eminent domain. (b) If any part of the Buildings are taken taking by any exercise of the right of eminent domain, then Landlord shall have except for damage to the Sublessee's fixtures, personal property or equipment, if any, the Sublessee's right to terminate this Lease (even if Landlord’s entire interest in the Premises may have been divested) by giving notice of Landlord’s election so to do within ninety (90) days after the occurrence of the effective date of such taking, whereupon this Lease shall terminate thirty (30) days after the date of such notice with the same force and effect as if such date were the date originally established for the expiration of the Term of this Lease. (c) If this Lease shall not be terminated pursuant to Section 11.4(b), Landlord shall thereafter use due diligence to restore the Premises (excluding any Alterations made by Tenant pursuant to Section 5.2) to proper condition for Tenant’s use and occupation, provided that Landlord’s obligation shall be limited to the amount of compensation recoverable by Landlord from the taking authority. If, for any reason, such restoration shall not be substantially completed within six (6) months after the expiration of the ninety (90) day period referred to in Section 11.4(b) (which six month period may be extended for such periods of time as Landlord is prevented from proceeding with or completing such restoration for any cause beyond Landlord’s reasonable control, but in no event for more than an additional three (3) months), Tenant shall have the right to terminate this Lease by giving notice to Landlord thereof within thirty (30) days after the expiration of such period (as so extended). Upon the giving of such notice, this Lease shall cease and come to an end thirty (30) days after the giving of such notice, without further liability or obligation on the part of either party unless, within such thirty (30) 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. (d) Landlord shall have and hereby reserves and excepts, and Tenant hereby grants and assigns to Landlord, all rights to recover for damages to the Property and the leasehold interest hereby created, and to compensation accrued or hereafter to accrue by reason of such taking, and by way of confirming the foregoing, Tenant hereby grants and assigns, and covenants with Landlord to grant and assign to Landlord, all rights to such damages or compensation, and covenants to deliver such further assignments and assurances thereof as Landlord may from time to time request. Nothing contained herein shall be construed to prevent Tenant from prosecuting in any condemnation proceedings a claim for the value of any of Tenant’s Removable Property installed in the Premises by Tenant at Tenant’s expense and for relocation expenses, provided that such action shall not affect if any, and the amount of compensation otherwise recoverable by Landlord from the taking authoritySublessee's right for business interruption, if any.

Eminent Domain. If any part over ten percent (a10%) If of the Premises or ten percent (10%) of the parking spaces serving the Premises shall be affected by any exercise of taken or appropriated under the power of eminent domain, Basic Rent and Additional Rent payable by Tenant shall be justly and equitably abated and reduced according to the nature and extent of the loss of use thereof suffered by Tenant. In no event shall Landlord have any liability for damages to Tenant for inconvenience, annoyance domain or interruption of business arising from such exercise of the power of eminent domain. (b) If any part of the Buildings are taken by any exercise of the right of eminent domain, then Landlord shall have the right to terminate this Lease (even if Landlord’s entire interest conveyed in the Premises may have been divested) by giving notice of Landlord’s election so to do within ninety (90) days after the occurrence of the effective date of such taking, whereupon this Lease shall terminate thirty (30) days after the date of such notice with the same force and effect as if such date were the date originally established for the expiration of the Term of this Lease. (c) If this Lease shall not be terminated pursuant to Section 11.4(b), Landlord shall thereafter use due diligence to restore the Premises (excluding any Alterations made by Tenant pursuant to Section 5.2) to proper condition for Tenant’s use and occupation, provided that Landlord’s obligation shall be limited to the amount of compensation recoverable by Landlord from the taking authority. If, for any reason, such restoration shall not be substantially completed within six (6) months after the expiration of the ninety (90) day period referred to in Section 11.4(b) (which six month period may be extended for such periods of time as Landlord is prevented from proceeding with or completing such restoration for any cause beyond Landlord’s reasonable control, but in no event for more than an additional three (3) months)lieu thereof, Tenant shall have the right to terminate this Lease by giving notice at its option; however, Tenant’s right to terminate due to a taking of over ten percent (10%) of the parking spaces shall be void if either: (i) Landlord thereof builds a parking structure on the Land to replace said spaces within thirty ninety (3090) days after of the expiration taking subject to Tenant’s reasonable approval of the design, location and construction of said structure; or (ii) if such period a parking structure cannot be built within said ninety (as so extended). Upon the giving of such notice, this Lease shall cease and come to an end thirty (30) days after the giving of such notice, without further liability or obligation on the part of either party unless, within such thirty (3090) day period, Landlord substantially completes agrees in writing within such restorationninety (90) day period to build such a parking structure within two hundred seventy (270) days of the taking and provides valet parking during Business Hours (at no cost or expense to Tenant) for the number of cars which is equal to the number of parking spaces which have been so taken or appropriated, and if Landlord agrees to so build a parking structure it shall promptly commence and diligently pursue the building of such parking structure to completion. Such right In either of termination shall be Tenant’s sole and exclusive remedy at law or in equity for Landlord’s failure so to complete such restoration. (d) events, Landlord shall have receive (and hereby reserves and exceptsTenant 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, and Tenant hereby grants and assigns to Landlord, all rights to recover shall have no claim against Landlord for damages to the Property and the leasehold interest hereby created, and to compensation accrued or hereafter to accrue any part of sum paid by reason virtue of such takingproceedings, and by way of confirming the foregoing, Tenant hereby grants and assigns, and covenants with Landlord whether or not attributable to grant and assign to Landlord, all rights to such damages or compensation, and covenants to deliver such further assignments and assurances thereof as Landlord may from time to time request. Nothing contained herein shall be construed to prevent Tenant from prosecuting in any condemnation proceedings a claim for the value of the unexpired term of this Lease except that Tenant shall be entitled to petition the condemning authority for the following : (i) the then unamortized cost of any Alterations or tenant improvements paid for by Tenant from its own funds (as opposed to any allowance provided by Landlord); (ii) the value of Tenant’s Removable Property trade fixtures; (iii) Tenant’s relocation costs; (iv) Tenant’s goodwill, loss of business and business interruption; and (v) one-half of the amount which is the lesser of (a) the bonus value of this Lease, or (b) the amount of the award in excess of the sum of amounts payable to Landlord’s ground lessor (if any) and any holder of a mortgage or other third party lien encumbering Landlord’s ground lease estate or fee simple ownership in the Property. If a part of the Premises shall be so taken or appropriated or conveyed and neither party hereto shall elect to terminate this Lease and the Premises have been damaged as a consequence of such partial taking or appropriation or conveyance, Landlord shall restore the Premises continuing under this Lease at Landlord’s cost and expense; provided, however, that Landlord 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 any Alterations installed in on the Premises by or at the expense of Tenant. Thereafter, the Rent and Additional Charges to be paid under this Lease for the remainder of the Term shall be proportionately reduced, such that thereafter the amounts to be paid by Tenant at shall be in the ratio that they are of the portion of the Premises not so taken bears to the total area of the Premises prior to such taking. Notwithstanding anything to the contrary contained in this Paragraph 21, if the temporary use or occupancy of any part of the Premises shall be taken or appropriated under power of eminent domain during the Term, this Lease shall be and remain unaffected by such taking or appropriation and Tenant shall continue to pay in full all Rent and Additional Charges payable hereunder by Tenant during the 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 use of or occupancy of the 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 ninety (90) days and unreasonably interferes with Tenant’s expense and for relocation expensesuse of the Premises or the Project Common Areas, provided that such action then Tenant shall not affect have the amount right to terminate the Lease unless, if applicable, Landlord agrees to provide valet parking (at no cost to Tenant) in the same as described in clause (ii) of compensation otherwise recoverable by Landlord from the taking authorityfirst sentence of this Paragraph.

Eminent Domain. (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 the condemning authority unless an earlier date is set by Landlord. If the fee of a substantial part but less than all of the Demised Premises and the land underlying the same is so condemned or appropriated and if the 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 the Demised Premises prior to such condemnation or appropriation, then this lease shall continue in full force without change, with respect to the remaining portion of the Demised Premises, except that the fixed minimum rent shall be affected equitably adjusted. The foregoing not withstanding the Landlord at its option may notify Tenant of its desire to terminate this lease, such termination to be effective on date set by any exercise 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 power of eminent domainDemised Premises. Provided, Basic Rent and Additional Rent payable by Tenant however, that the Landlord shall in no event be justly and equitably abated and reduced according required to the nature and extent expend for such work an amount in excess of the loss amount of use thereof suffered money received by Tenant. In no event shall said Landlord have any liability for damages to Tenant for inconvenience, annoyance or interruption of business arising from such exercise the taking of the power portion of eminent domain. (b) If any the Demised Premises condemned. The amount of money received by Landlord shall mean that part of the Buildings are taken award in condemnation which is free and clear to Landlord of any demand by any exercise mortgagee, mortgagees or other secured parties for the value of the right diminished fee. If, during the performance of eminent domainany such work, then 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 not condemned cannot be used for substantially the same purposes and in substantially the same manner, except for the amount of space, as the Demised Premises prior to such condemnation, the Landlord and the Tenant shall each have the right option to terminate this Lease (even if Landlord’s entire interest in lease by written notice to the Premises may have been divested) by giving notice of Landlord’s election so to do other within ninety (90) days after the occurrence date of taking. If any such notice be given, the lease shall terminate at the end of the effective date month in which occurs the 30th day after the giving of such takingnotice. The foregoing notwithstanding the Landlord, whereupon at its option, may notify Tenant of its desire to terminate this Lease shall terminate thirty (30) days after the lease, such termination to be effective on date of such notice with the same force and effect as if such date were the date originally established for the expiration of the Term of this Leaseset by Landlord. (cb) If this Lease In the event of any condemnation or taking as aforesaid, whether whole or partial, the Tenant shall not be terminated pursuant entitled to Section 11.4(b), any part of the award paid for such condemnation and Landlord shall thereafter use due diligence is to restore receive the Premises (excluding any Alterations made by Tenant pursuant to Section 5.2) to proper condition for Tenant’s use and occupation, provided that Landlord’s obligation shall be limited to the full amount of compensation recoverable by Landlord from such award, the taking authority. IfTenant hereby expressly waiving the right or claim to any part thereof; provided, for any reason, such restoration shall not be substantially completed within six (6) months after the expiration of the ninety (90) day period referred to in Section 11.4(b) (which six month period may be extended for such periods of time as Landlord is prevented from proceeding with or completing such restoration for any cause beyond Landlord’s reasonable control, but in no event for more than an additional three (3) months)however, Tenant shall have the right to terminate claim and recover from the condemning authority, but not from Landlord, such compensation as may be separately awarded or recoverable by Tenant in Tenant's business by reason of the condemnation and for or on account of any cost or loss to which Tenant might be put in the loss or removal of Tenant's merchandise, furniture, fixtures and such leasehold improvements and equipment to which title has not vested in Landlord pursuant to the terms of this Lease by giving notice to Landlord thereof within thirty lease. (30c) days after In the expiration event of such period (as so extended). Upon any termination of the giving of such noticelease under this provision, this Lease shall cease the fixed minimum rental and come to an end thirty (30) days after the giving of such notice, without further liability or obligation on the part of either party unless, within such thirty (30) day period, Landlord substantially completes such restoration. Such right of termination minimum gross sales base for percentage rent purposes shall be Tenant’s sole and exclusive remedy at law or in equity for Landlord’s failure so pro- rated to complete such restorationthe date of vacation of the Demised Premises. (d) Landlord shall have Tenant agrees to promptly execute any and hereby reserves and excepts, and Tenant hereby grants and assigns all instruments as may be required to Landlord, all rights to recover for damages to effectuate the Property and the leasehold interest hereby created, and to compensation accrued or hereafter to accrue by reason provisions of such taking, and by way of confirming the foregoing, Tenant hereby grants and assigns, and covenants with Landlord to grant and assign to Landlord, all rights to such damages or compensation, and covenants to deliver such further assignments and assurances thereof as Landlord may from time to time request. Nothing contained herein shall be construed to prevent Tenant from prosecuting in any condemnation proceedings a claim for the value of any of Tenant’s Removable Property installed in the Premises by Tenant at Tenant’s expense and for relocation expenses, provided that such action shall not affect the amount of compensation otherwise recoverable by Landlord from the taking authoritythis section.

Eminent Domain. (a) 14.1 If all or any part of the Premises shall be affected by any taken as a result of the exercise of the power of eminent domaindomain or any transfer in lieu thereof, Basic Rent and Additional Rent payable by Tenant shall be justly and equitably abated and reduced according to the nature and extent of the loss of use thereof suffered by Tenant. In no event shall Landlord have any liability for damages to Tenant for inconvenience, annoyance or interruption of business arising from such exercise of the power of eminent domain. (b) If any part of the Buildings are taken by any exercise of the right of eminent domain, then Landlord shall have the right to terminate this Lease (even if Landlord’s entire interest in the Premises may have been divested) by giving notice of Landlord’s election so to do within ninety (90) days after the occurrence of the effective date of such taking, whereupon this Lease shall terminate thirty (30) days after as to the part so taken as of the date of such notice with taking, and, in the same force and effect as if such date were the date originally established for the expiration case of the Term of this Lease. (c) If this Lease shall not be terminated pursuant to Section 11.4(b)a partial taking, either Landlord shall thereafter use due diligence to restore the Premises (excluding any Alterations made by Tenant pursuant to Section 5.2) to proper condition for Tenant’s use and occupation, provided that Landlord’s obligation shall be limited to the amount of compensation recoverable by Landlord from the taking authority. If, for any reason, such restoration shall not be substantially completed within six (6) months after the expiration of the ninety (90) day period referred to in Section 11.4(b) (which six month period may be extended for such periods of time as Landlord is prevented from proceeding with or completing such restoration for any cause beyond Landlord’s reasonable control, but in no event for more than an additional three (3) months), Tenant shall have the right to terminate this Lease as to the balance of the Premises by giving written notice to Landlord thereof the other within thirty (30) days after such date, provided, however, that a condition to the expiration exercise by Tenant of such period (as so extended). Upon right to terminate shall be that the giving portion of the Premises taken shall be of such noticeextent and nature as substantially to handicap, impede or impair Tenant’s use of the balance of the Premises. Landlord shall also have the right to terminate this Lease shall cease and come if there is a taking of any portion of the Building which would leave the remainder of the Building unsuitable for use as an office building in a manner comparable to an end thirty (30) days after the giving Building’s use prior to the taking. In the event of such notice, without further liability or obligation on the part of either party unless, within such thirty (30) day periodany taking, Landlord substantially completes such restoration. Such right of termination shall be Tenant’s sole entitled to any and exclusive remedy at law all compensation, damages, income, rent, awards, or any interest therein whatsoever which may be paid or made in equity for Landlord’s failure so to complete such restoration. (d) Landlord shall have and hereby reserves and exceptsconnection therewith, and Tenant hereby grants and assigns to Landlord, all rights to recover for damages to the Property and the leasehold interest hereby created, and to compensation accrued or hereafter to accrue by reason of such taking, and by way of confirming the foregoing, Tenant hereby grants and assigns, and covenants with shall have no claim against Landlord to grant and assign to Landlord, all rights to such damages or compensation, and covenants to deliver such further assignments and assurances thereof as Landlord may from time to time request. Nothing contained herein shall be construed to prevent Tenant from prosecuting in any condemnation proceedings a claim for the value of any unexpired term of this Lease or otherwise; provided that Landlord shall have no claim to any portion of the award that is specifically allocable to Tenant’s Removable Property installed in relocation expenses or the interruption of or damage to Tenant’s business or the value of any Alterations which Landlord required to be removed upon expiration of the term. In the event of a termination of this Lease, the Base Rent and Additional Charges thereafter to be paid shall be equitably reduced. Tenant hereby waives any rights it may have under Sections 1265.120 or 1265.130 of the California Code of Civil Procedure. If this Lease is not terminated, the rentable square footage of the Building, the rentable square footage of the Premises and Tenant’s Share shall, if applicable, be appropriately adjusted. 14.2 Notwithstanding any other provision of this Article 14, if a taking occurs with respect to all or any portion of this Premises for a limited period of time, this Lease shall remain unaffected thereby and Tenant shall continue to pay Base Rent and Additional Charges and to perform all of the terms, conditions and covenants of this Lease. In the event of any such temporary taking, Tenant shall be entitled to receive that portion of any award which represents compensation for the use or occupancy of the Premises during the Term up to the total Base Rent and Additional Charges owing by Tenant at Tenant’s expense for the period of the taking, and for relocation expenses, provided that such action Landlord shall not affect be entitled to receive the amount balance of compensation otherwise recoverable by Landlord from the taking authorityany award.

Eminent Domain. (a) If all or part of the Demised Premises shall be affected taken for any public or quasi-public use by any virtue of the exercise of the power of eminent domaindomain or by private purchase in lieu thereof, Basic Rent and Additional Rent payable this Lease shall terminate as to the part so taken as of the date of taking, and, in the case of a partial taking, either Landlord or Tenant shall have the right to terminate this Lease as to the balance of the Demised Premises by written notice to the other within thirty (30) days after such date; provided, however, that a condition to the exercise by Tenant of such right to terminate shall be justly and equitably abated and reduced according to that the nature and extent portion of the loss Demised Premises taken shall be of such extent and nature as materially to handicap, impede or impair Tenant's use thereof suffered by Tenant. In no event shall Landlord have any liability for damages to Tenant for inconvenience, annoyance or interruption of business arising from such exercise of the power balance of eminent domain. the Demised Premises for its normal business operations. If title to a portion of the Building or Project is taken (b) If any even if no part of the Buildings are taken by any exercise Demised Premises is taken) and such taking results in a material adverse affect to Tenant's use and occupancy of the right Demised Premises or Tenant's access to the Building Parking Facilities or the Demised Premises (and Landlord does not alleviate the effects of eminent domainsuch taking by repairs or replacements made within a reasonable time after such taking), Tenant may terminate this Lease by written notice thereof to Landlord within seventy-five (75) days after the date of such taking; provided, however, Landlord may nullify such termination by Tenant by giving written notice to Tenant within ten (10) days after receipt of such termination notice that such material adverse affect will be so alleviated as soon as reasonably possible, and in any event within three hundred fifty-five (355) days of the date of such nullification notice. If title to so much of the Building is taken that a reasonable amount of reconstruction thereof will not in Landlord's sole discretion result in the Building being a practical improvement and reasonably suitable for use for the purpose for which it is designed, and provided Landlord elects not to reconstruct the remaining portion of the Building for general office use and terminates the leases of all tenants of the Building whose premises (or any portion thereof) are so taken, then Landlord shall have the right to terminate this Lease by written notice to Tenant within sixty (even if Landlord’s entire interest in the Premises may have been divested) by giving notice of Landlord’s election so to do within ninety (90) days after the occurrence of the effective date of such taking, whereupon this Lease shall terminate thirty (3060) days after the date of such notice with the same force and effect as if such date were the date originally established for the expiration of the Term of this Leasetaking. (cb) If this Lease shall not be terminated pursuant to Section 11.4(b), Landlord shall thereafter use due diligence to restore the Demised Premises (excluding any Alterations made by Tenant pursuant to Section 5.2) to proper condition for or Tenant’s use and occupation, provided that Landlord’s obligation shall be limited 's access to the amount of compensation recoverable by Landlord from Building Parking Facilities or to the taking authority. If, for any reason, such restoration shall Demised Premises are not be substantially completed materially repaired or restored within six two (62) months after the expiration of the ninety (90) 365-day period referred to in Section 11.4(bsubparagraph (a) (which six month period may be extended for such periods of time as Landlord is prevented from proceeding with or completing such restoration for any cause beyond Landlord’s reasonable control, but in no event for more than an additional three (3) months)above, Tenant shall have the right to terminate this Lease by giving written notice thereof to Landlord on or before the earlier to occur of (i) the date which is four (4) months after the 365-day period referred to in subparagraph (a) above or (ii) the date that Landlord has substantially completed the repair or restoration of the Demised Premises or Tenant's access to the Building Parking Facilities and Demised Premises; provided, however, if repairs or restoration is delayed because of changes, deletions or additions in construction requested by Tenant, or because of Excusable Delays, the foregoing period for repair and restoration shall be extended for the amount of time Landlord is so delayed, but unless the delay is caused by Tenant, its agents, contractors or employees, the extension under this proviso shall not exceed an additional sixty (60) days. If Landlord shall determine that the Demised Premises or Tenant's access to the Building Parking Facilities or to the Demised Premises cannot be repaired or restored as required of Landlord herein within the 365-day period referred to in subparagraph (a) above, will specify in a notice to Landlord thereof within thirty (30) days after Tenant the expiration of additional time reasonably required for such period (as so extended)repairs and restorations. Upon In the giving of event Tenant has the right in such notice, circumstance to terminate this Lease pursuant to the preceding grammatical paragraph of this subparagraph (b), but Tenant does not elect to so terminate this Lease, the two (2) and four (4) month periods described in the preceding grammatical paragraph shall cease and come to an end thirty each be extended by such additional time so specified in Landlord's notice. (30c) days after If this Lease is terminated under the giving provisions of such noticethis Article 35, without further liability or obligation on the part of either party unless, within such thirty (30) day period, Landlord substantially completes such restoration. Such right of termination Rent shall be apportioned and adjusted as of the date of termination. Tenant shall have no claim against Landlord or against the condemning authority for the value of any leasehold estate or for the value of the unexpired Lease Term (and Tenant hereby assigns to Landlord any right or interest to any award applicable thereto), provided that the foregoing shall not preclude any claim that Tenant may have against the condemning authority for the unamortized cost of leasehold improvements, to the extent the same were installed at Tenant’s sole 's expense (and exclusive remedy at law not with the proceeds of the Improvement Allowance), or for loss of business, moving expenses or other consequential damages, in equity for Landlord’s failure so to complete such restorationaccordance with subparagraph (e) below. (d) If there is a partial taking of the Building and/or Building Parking Facilities and this Lease is not thereupon terminated under the provisions of this Article 35, then this Lease shall remain in full force and effect, and Landlord shall, within a reasonable time thereafter, repair or reconstruct the remaining portion of the Building and/or Building Parking Facilities to the extent necessary to make the same a complete architectural unit; provided that in complying with its obligations hereunder Landlord shall not be required to expend more than the net proceeds of the condemnation award which are paid to Landlord and available to Landlord for repair and reconstruction plus Landlord's Required Contribution. If the portion of the Building, Building Parking Facilities or the Demised Premises taken shall be of such extent and nature as substantially to handicap, impede or impair the conduct of Tenant's business in the Demised Premises or Tenant's access thereto and Landlord does not restore the Building, Building Parking Facilities and Demised Premises as set forth above because the amount of condemnation award paid to Landlord is insufficient by more than Landlord's Required Contribution or because the holder of a Mortgage demands and retains all or any portion of such condemnation award for reduction of the debt secured by such Mortgage and the cost of reconstruction will exceed the portion of such condemnation award available to Landlord for reconstruction by more than Landlord's Required Contribution, either party shall have and hereby reserves and exceptsthe right to terminate this Lease until such time as, if ever, Landlord commences restoration, and upon commencing such restoration, Landlord agrees to complete same within a reasonable time thereafter. In the event Tenant hereby grants and assigns is unable to Landlord, all rights to recover for damages to operate its business in the Property and the leasehold interest hereby created, and to compensation accrued Demised Premises or hereafter to accrue by reason of such taking, and by way of confirming the foregoing, Tenant hereby grants and assigns, and covenants with Landlord to grant and assign to Landlord, all rights to such damages or compensation, and covenants to deliver such further assignments and assurances any portion thereof as a result of Landlord's restoration of the Building as provided herein, then Base Rental, Tenant's Forecast Additional Rental and Tenant's Additional Rental under this Lease shall abate in proportion that the Demised Premises are unusab▇▇ ▇▇til the entire Demised Premises (or portion thereof that was rendered unusable) are again usable. (e) All compensation awarded or paid to Landlord may from time upon a total or partial taking of the Demised Premises or the Building shall belong to time requestand be the property of Landlord without any participation by Tenant. Nothing contained herein shall be construed to prevent preclude Tenant from prosecuting in any condemnation proceedings claim directly against the condemning authority for loss of business, for damage to, and cost of removal of, trade fixtures, furniture and other personal property belonging to Tenant, and for the unamortized cost of leasehold improvements to the extent same were installed at Tenant's expense (and not with the proceeds of the Improvement Allowance), provided, however, that no such claim shall diminish or adversely affect Landlord's award. Tenant shall not have or assert a claim for the value of any unexpired term of Tenant’s Removable Property installed this Lease. Subject to the foregoing provisions of this subparagraph (e), Tenant hereby assigns to Landlord any and all of its right, title and interest in or to any compensation awarded or paid as a result of any such taking. (f) Notwithstanding anything to the contrary contained in this Article, if, during the Lease Term, the use or occupancy of any part of the Building or the Demised Premises shall be taken or appropriated temporarily for any public or quasi-public use under any governmental law, ordinance, or regulations, or by right of eminent domain, this Lease shall be and remain unaffected by such taking or appropriation and Tenant shall continue to pay in full all Rent payable hereunder by Tenant during the Lease 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 loss of use or occupancy of the Demised Premises during the Lease Term, and Landlord shall be entitled to receive that portion of any award which represents the cost of restoration and compensation for the loss of use or occupancy of the Demised Premises after the end of the Lease Term. Notwithstanding the foregoing, if any such temporary taking is of a material portion of the Demised Premises and continues for more than one (1) year, Tenant shall have the right to terminate this Lease by written notice to Landlord at Tenant’s expense any time during the continuation of such temporary taking. (g) If there is a partial taking of the Building or the Building Parking Facilities and for relocation expensesthis Lease is not thereupon terminated under the provisions of this Article, provided Tenant shall, within ten (10) days after receipt by Tenant of a written request therefor from Landlord, provide Landlord with a written reaffirmation of this Lease, including an acknowledgment that Tenant does not have the right to terminate this Lease as a result of such action shall taking or that Tenant had the right to terminate this Lease but has elected not affect the amount of compensation otherwise recoverable by Landlord from the taking authorityto (or has failed to) terminate this Lease as herein provided.

Eminent Domain. (a) If the Premises whole or any substantial part of the Property is taken or condemned by any competent public authority for any public use or purpose, the term of this Lease shall end upon the earlier to occur of the date when the possession of the part so taken shall be affected by any exercise required for such use or purpose or the vesting of title in such public authority. Rent shall be apportioned as of the power date of eminent domainsuch termination. Any award arising from the condemnation of any portion of the Property or the settlement thereof shall belong to and be paid to Landlord. However, Basic Rent Tenant may file a separate claim at Tenant’s sole cost and Additional Rent payable expense for (i) leasehold improvements installed at Tenant’s expense or other property owned by Tenant, and (ii) reasonable costs of moving by Tenant to another location in Alameda County or surrounding areas within the San Francisco Bay Area. In all events, Landlord shall be justly and equitably abated and reduced according solely entitled to any award with respect to the nature and extent real property, including the bonus value of the loss of use thereof suffered by Tenant. In no event shall Landlord have any liability for damages to Tenant for inconvenience, annoyance or interruption of business arising from such exercise of the power of eminent domainleasehold. (b) If any there is a partial taking of the Property by eminent domain which is not a substantial part of the Buildings are taken Property and the Premises remain reasonably suitable for continued use and occupancy by Tenant for the purposes referred to in Paragraph 8, Landlord shall complete any exercise necessary repairs in a diligent manner and this Lease shall remain in full force and effect with a just and proportionate abatement of the right Monthly Base Rent and Additional Rent, based on the extent to which Tenant’s use of eminent domainthe Premises is completely impaired thereafter (subject to subparagraph (c) below). If after a partial taking, the Premises are not reasonably suitable for Tenant’s continued use and occupancy for the uses permitted herein, Tenant may terminate this Lease effective on the earlier of the date title vests in the public authority or the date possession is taken. Subject to the provisions of Paragraph 21(a), the entire award for such taking shall be the property of Landlord. (c) Notwithstanding anything herein to the contrary, if twenty-five percent (25%) or more of the Property or the Building is taken or condemned, then whether or not any portion of the Premises is taken or condemned, Landlord shall have the right to terminate this Lease (even if Landlord’s entire interest as of the date title vests in the Premises may have been divested) by giving notice of Landlord’s election so to do within ninety (90) days after the occurrence of the effective date of such taking, whereupon this Lease shall terminate thirty (30) days after the date of such notice with the same force and effect as if such date were the date originally established for the expiration of the Term of this Lease. (c) If this Lease shall not be terminated pursuant to Section 11.4(b), Landlord shall thereafter use due diligence to restore the Premises (excluding any Alterations made by Tenant pursuant to Section 5.2) to proper condition for Tenant’s use and occupation, provided that Landlord’s obligation shall be limited to the amount of compensation recoverable by Landlord from the taking authority. If, for any reason, such restoration shall not be substantially completed within six (6) months after the expiration of the ninety (90) day period referred to in Section 11.4(b) (which six month period may be extended for such periods of time as Landlord is prevented from proceeding with or completing such restoration for any cause beyond Landlord’s reasonable control, but in no event for more than an additional three (3) months), Tenant shall have the right to terminate this Lease by giving notice to Landlord thereof within thirty (30) days after the expiration of such period (as so extended). Upon the giving of such notice, this Lease shall cease and come to an end thirty (30) days after the giving of such notice, without further liability or obligation on the part of either party unless, within such thirty (30) 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. (d) Landlord shall have and hereby reserves and excepts, and Tenant hereby grants and assigns to Landlord, all rights to recover for damages to the Property and the leasehold interest hereby created, and to compensation accrued or hereafter to accrue by reason of such taking, and by way of confirming the foregoing, Tenant hereby grants and assigns, and covenants with Landlord to grant and assign to Landlord, all rights to such damages or compensation, and covenants to deliver such further assignments and assurances thereof as Landlord may from time to time request. Nothing contained herein shall be construed to prevent Tenant from prosecuting in any condemnation proceedings a claim for the value of any of Tenant’s Removable Property installed in the Premises by Tenant at Tenant’s expense and for relocation expenses, provided that such action shall not affect the amount of compensation otherwise recoverable by Landlord from the taking public authority.

Eminent Domain. (a) If all or part of the Demised Premises shall be affected taken for any public or quasi-public use by any virtue of the exercise of the power of eminent domaindomain or by private purchase in lieu thereof, Basic Rent and Additional Rent payable by Tenant shall be justly and equitably abated and reduced according to the nature and extent of the loss of use thereof suffered by Tenant. In no event shall Landlord have any liability for damages to Tenant for inconvenience, annoyance or interruption of business arising from such exercise of the power of eminent domain. (b) If any part of the Buildings are taken by any exercise of the right of eminent domain, then Landlord shall have the right to terminate this Lease (even if Landlord’s entire interest in the Premises may have been divested) by giving notice of Landlord’s election so to do within ninety (90) days after the occurrence of the effective date of such taking, whereupon this Lease shall terminate thirty (30) days after as to the part so taken as of the date of such notice with taking, and, in the same force and effect as if such date were the date originally established for the expiration case of the Term of this Lease. (c) If this Lease shall not be terminated pursuant to Section 11.4(b)a partial taking, either Landlord shall thereafter use due diligence to restore the Premises (excluding any Alterations made by Tenant pursuant to Section 5.2) to proper condition for Tenant’s use and occupation, provided that Landlord’s obligation shall be limited to the amount of compensation recoverable by Landlord from the taking authority. If, for any reason, such restoration shall not be substantially completed within six (6) months after the expiration of the ninety (90) day period referred to in Section 11.4(b) (which six month period may be extended for such periods of time as Landlord is prevented from proceeding with or completing such restoration for any cause beyond Landlord’s reasonable control, but in no event for more than an additional three (3) months), Tenant shall have the right to terminate this Lease as to the balance of the Demised Premises by giving written notice to Landlord thereof the other within thirty (30) days after such date; provided, however, that a condition to the expiration exercise by Tenant of such period (as so extended). Upon right to terminate shall be that the giving portion of the Demised Premises taken shall be of such noticeextent and nature as substantially to handicap, impede or impair Tenant's use of the balance of the Demised Premises. If title to so much of the Building is taken that a reasonable amount of reconstruction thereof will not in Landlord's sole discretion result in the Building being a practical improvement and reasonably suitable for use for the purpose for which it is designed, then this Lease shall cease and come to an end thirty (30) days after the giving of such notice, without further liability or obligation terminate on the date that the condemning authority actually takes possession of the part so condemned or purchased. (b) If this Lease is terminated under the provisions of either party unlessthis Article 35, Rent shall be apportioned and adjusted as of the date of termination. Tenant shall have no claim against Landlord or against the condemning authority for the value of any leasehold estate or for the value of the unexpired Lease Term provided that the foregoing shall not preclude any claim that Tenant may have against the condemning authority for the unamortized cost of leasehold improvements, to the extent the same were installed at Tenant's expense (and not with the proceeds of the Construction Allowance), or for loss of business, moving expenses or other consequential damages, in accordance with subparagraph (d) below. (c) If there is a partial taking of the Building and this Lease is not thereupon terminated under the provisions of this Article 35, then this Lease shall remain in full force and effect, and Landlord shall, within such thirty (30) day perioda reasonable time thereafter, repair or reconstruct the remaining portion of the Building to the extent necessary to make the same a complete architectural unit; provided that in complying with its obligations hereunder Landlord substantially completes such restoration. Such right shall not be required to expend more than the net proceeds of termination shall be Tenant’s sole and exclusive remedy at law or in equity for the condemnation award which are paid to Landlord’s failure so to complete such restoration. (d) All compensation awarded or paid to Landlord upon a total or partial taking of the Demised Premises or the Building shall have belong to and hereby reserves and excepts, and Tenant hereby grants and assigns to Landlord, all rights to recover for damages to be the Property and the leasehold interest hereby created, and to compensation accrued or hereafter to accrue property of Landlord without any participation by reason of such taking, and by way of confirming the foregoing, Tenant hereby grants and assigns, and covenants with Landlord to grant and assign to Landlord, all rights to such damages or compensation, and covenants to deliver such further assignments and assurances thereof as Landlord may from time to time requestTenant. Nothing contained herein shall be construed to prevent preclude Tenant from prosecuting in any condemnation proceedings claim directly against the condemning authority for loss of business, for damage to, and cost of removal of, trade fixtures, furniture and other personal property belonging to Tenant, and for the unamortized cost of leasehold improvements to the extent same were installed at Tenant's expense (and not with the proceeds of the Construction Allowance), provided, however, that no such claim shall diminish or adversely affect Landlord's award. In no event shall Tenant have or assert a claim for the value of any unexpired term of Tenant’s Removable Property installed this Lease. Subject to the foregoing provisions of this subparagraph (d), Tenant hereby assigns to Landlord any and all of its right, title and interest in or to any compensation awarded or paid as a result of any such taking. (e) Notwithstanding anything to the contrary contained in this Article 35, if, during the Lease Term, the use or occupancy of any part of the Building or the Demised Premises shall be taken or appropriated temporarily for any public or quasi-public use under any governmental law, ordinance, or regulations, or by right of eminent domain, this Lease shall be and remain unaffected by such taking or appropriation and Tenant shall continue to pay in full all Rent payable hereunder by Tenant at Tenant’s expense during the Lease 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 loss of use or occupancy of the Demised Premises during the Lease Term, and Landlord shall be entitled to receive that portion of any award which represents the cost of restoration and compensation for relocation expenses, provided that such action shall not affect the amount loss of compensation otherwise recoverable by Landlord from use or occupancy of the taking authorityDemised Premises after the end of the Lease Term.

Eminent Domain. 12.1 If, prior to the Election Date, the Premises or any part thereof shall be acquired under threat of eminent domain or condemned by eminent domain (a "Taking"), then Tenant shall not be entitled to any part of the award as damages or otherwise for such Taking and Landlord shall receive the full amount of such award, Tenant hereby expressly waiving any right or claim to any part thereof; except that Tenant shall be entitled to receive and retain any amounts which may be specifically awarded to it in such condemnation proceedings because of the taking of its trade fixtures and improvements made and paid for by Tenant provided that such award is made separately to Tenant by the condemning authority without reduction of the award otherwise due to Landlord hereunder. In the event of the termination of this Lease as aforesaid, neither Landlord or Tenant shall have any claim against the other hereunder for the value of any unexpired portion of the Term and Tenant shall have no right or claim to any part of the award on account thereof. 12.2 If, following the Election Date, the Premises or any part thereof shall be acquired by a Taking, then the following provisions shall be controlling: (a) If all of the Premises shall be affected acquired by a Taking then and in that event the Term shall terminate from the date of title vesting in such proceeding and Tenant shall have no claim against Landlord for the value of any exercise unexpired Term on the condition that Tenant may pursue a claim for (i) the value of any unexpired portion of the power Term and (ii) the value of eminent domain, Basic Rent any taking of its trade fixtures or improvements made and Additional Rent payable paid for by Tenant shall be justly and equitably abated and reduced according to the nature and extent of the loss of use thereof suffered by Tenant. In no event shall Landlord have any liability for damages to Tenant for inconvenience, annoyance or interruption of business arising from such exercise of the power of eminent domainat its own expense. (b) If any part of the Buildings are taken Premises shall be acquired by any exercise a Taking that does not materially affect Tenant's use of the right of eminent domainPremises, then Landlord shall have the right to terminate this Lease (even if Landlord’s entire interest in the Premises may have been divested) by giving notice of Landlord’s election so to do within ninety (90) days after the occurrence of the effective date of such taking, whereupon this Lease shall terminate thirty (30) days after the date of such notice with the same force and effect as if such date were the date originally established for the expiration of the Term of this Lease. (c) If this Lease shall not be terminated pursuant to Section 11.4(b), Landlord shall thereafter use due diligence elect to restore the Premises to a condition comparable to its condition at the time of the Taking less the portion taken, and this Lease shall thereafter continue in full force and effect. The term "Taking" as used in this Article XII shall include any voluntary conveyance in lieu thereof. Landlord's restoration obligation in clause (excluding any Alterations made by Tenant pursuant to Section 5.2i) to proper condition for Tenant’s use and occupation, provided that Landlord’s obligation above shall be limited to such repair as is necessary to put the remaining portion of the Premises in the same condition as when possession was initially delivered by Landlord to Tenant, reasonable wear and tear excepted, upon commencement of the Term, and in no event shall Landlord be required to expend in connection with such restoration more than the amount of compensation recoverable any condemnation award actually received by Landlord from and allocated by Landlord to the taking authorityPremises. IfIf this Lease is not terminated, for Tenant shall, at Tenant's expense, perform any reasonother work required to utilize the Premises and Tenant shall restore, such restoration shall not be substantially completed within six (6) months after the expiration of the ninety (90) day period referred to repair or replace its stock in Section 11.4(b) (which six month period may be extended for such periods of time as Landlord is prevented from proceeding with or completing such restoration for any cause beyond Landlord’s reasonable controltrade, but in no event for more than an additional three (3) months)fixtures, furniture, furnishings, floor coverings and equipment, and if Tenant has closed, Tenant shall have the right to terminate this Lease by giving notice to Landlord thereof within thirty (30) days after the expiration of such period (as so extended). Upon the giving of such notice, this Lease shall cease and come to an end thirty (30) days after the giving of such notice, without further liability or obligation on the part of either party unless, within such thirty (30) 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. (d) Landlord shall have and hereby reserves and excepts, and Tenant hereby grants and assigns to Landlord, all rights to recover for damages to the Property and the leasehold interest hereby created, and to compensation accrued or hereafter to accrue by reason of such taking, and by way of confirming the foregoing, Tenant hereby grants and assigns, and covenants with Landlord to grant and assign to Landlord, all rights to such damages or compensation, and covenants to deliver such further assignments and assurances thereof as Landlord may from time to time request. Nothing contained herein shall be construed to prevent Tenant from prosecuting in any condemnation proceedings a claim for the value of any of Tenant’s Removable Property installed in promptly reopen the Premises by Tenant at Tenant’s expense and for relocation expenses, provided that such action shall not affect the amount of compensation otherwise recoverable by Landlord from the taking authoritybusiness.

Eminent Domain. (a) If all or part of the Premises shall be affected is taken for any public or quasi-public use by any virtue of the exercise of the power of eminent domaindomain or by private purchase in lieu thereof, Basic Rent and Additional Rent payable by Tenant shall be justly and equitably abated and reduced according to the nature and extent of the loss of use thereof suffered by Tenant. In no event shall Landlord have any liability for damages to Tenant for inconvenience, annoyance or interruption of business arising from such exercise of the power of eminent domain. (b) If any part of the Buildings are taken by any exercise of the right of eminent domain, then Landlord shall have the right to terminate this Lease (even if Landlord’s entire interest in the Premises may have been divested) by giving notice of Landlord’s election so to do within ninety (90) days after the occurrence of the effective date of such taking, whereupon this Lease shall terminate thirty (30) days after as to the part so taken as of the date of such notice with taking, and, in the same force and effect as if such date were the date originally established for the expiration case of the Term of this Lease. (c) If this Lease shall not be terminated pursuant to Section 11.4(b)a partial taking, either Landlord shall thereafter use due diligence to restore the Premises (excluding any Alterations made by Tenant pursuant to Section 5.2) to proper condition for Tenant’s use and occupation, provided that Landlord’s obligation shall be limited to the amount of compensation recoverable by Landlord from the taking authority. If, for any reason, such restoration shall not be substantially completed within six (6) months after the expiration of the ninety (90) day period referred to in Section 11.4(b) (which six month period may be extended for such periods of time as Landlord is prevented from proceeding with or completing such restoration for any cause beyond Landlord’s reasonable control, but in no event for more than an additional three (3) months), Tenant shall have the right to terminate this Lease as to the balance of the Premises by giving written notice to Landlord thereof the other within thirty (30) days after such date; provided, however, that a condition to the expiration exercise by Tenant of such period (as so extended). Upon right to terminate shall be that the giving portion of the Premises taken shall be of such noticeextent and nature as substantially to handicap, impede or impair ▇▇▇▇▇▇’s use of the balance of the Premises. If title to so much of the Building is taken that a reasonable amount of reconstruction thereof will not in Landlord’s sole discretion result in the Building being a practical improvement and reasonably suitable for use for the purpose for which it is designed, then this Lease shall cease and come to an end thirty (30) days after the giving of such notice, without further liability or obligation terminate on the date that the condemning authority actually takes possession of the part so condemned or purchased. (b) If this Lease is terminated under the provisions of either party unlessthis Section 32, Rent shall be apportioned and adjusted as of the date of termination. (c) If there is a partial taking of the Building and this Lease is not thereupon terminated under the provisions of this Section 32, then this Lease shall remain in full force and effect, and Landlord shall, within such thirty (30) day perioda reasonable time thereafter, repair or reconstruct the remaining portion of the Building to the extent necessary to make the same a complete architectural unit; provided that in complying with its obligations hereunder Landlord substantially completes such restoration. Such right shall not be required to expend more than the net proceeds of termination shall be Tenant’s sole the condemnation award which are paid to Landlord, and exclusive remedy at law or in equity for which the Landlord’s failure so mortgagee permits Landlord to complete such restorationuse for this purpose. (d) All compensation awarded or paid upon a total or partial taking of the Premises, or the Building shall belong to and be the property of Landlord shall have and hereby reserves and excepts, and Tenant hereby grants and assigns to Landlord, all rights to recover for damages to the Property and the leasehold interest hereby created, and to compensation accrued or hereafter to accrue without any participation by reason of such taking, and by way of confirming the foregoing, Tenant hereby grants and assigns, and covenants with Landlord to grant and assign to Landlord, all rights to such damages or compensation, and covenants to deliver such further assignments and assurances thereof as Landlord may from time to time requestTenant. Nothing contained herein shall be construed to prevent preclude Tenant from prosecuting in any condemnation proceedings claim directly against the condemning authority for moving expenses, loss of business, for damage to, and cost of removal of, trade fixtures, furniture and other personal property belonging to ▇▇▇▇▇▇, and for the unamortized cost of leasehold improvements to the extent same were installed at Tenant’s expense (and not with the proceeds of the Tenant Improvement Allowance); provided, however, that no such claim shall diminish or adversely affect Landlord’s award. In no event shall Tenant have or assert a claim for the value of any unexpired term of Tenant’s Removable Property installed this Lease. Subject to the foregoing provisions of this Section 32, Tenant hereby assigns to Landlord any and all of its right, title and interest in or to any compensation awarded or paid for the fee as a result of any such taking. (e) Notwithstanding anything to the contrary contained in this Section 32, if, during the Lease Term, the use or occupancy of any part of the Building or the Premises shall be taken or appropriated temporarily for a period of one hundred eighty (180) days or less for any public or quasi-public use under any governmental law, ordinance, or regulations, or by right of eminent domain, this Lease shall be and remain unaffected by such taking or appropriation and Tenant at Tenant’s expense shall continue to pay in full all Rent payable hereunder by ▇▇▇▇▇▇ during the Lease 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 loss of use or occupancy of the Premises during the Lease Term, and Landlord shall be entitled to receive that portion of any award which represents the cost of restoration and compensation for relocation expenses, provided that such action shall not affect the amount loss of compensation otherwise recoverable by Landlord from use or occupancy of the taking authorityPremises after the end of the Lease Term.

Eminent Domain. (a) 22.1 If the entire Building or Premises are taken by right of eminent domain or conveyed in lieu thereof (a “Taking”), this Lease shall be affected by any exercise terminate as of the power of eminent domain, Basic Rent and Additional Rent payable by Tenant shall be justly and equitably abated and reduced according to the nature and extent date of the loss of use thereof suffered by Tenant. In no event shall Landlord have any liability for damages to Tenant for inconvenience, annoyance or interruption of business arising from such exercise of the power of eminent domainTaking. (b) 22.2 If any part of the Buildings are taken by any exercise Building becomes subject to a Taking and such Taking will prevent Tenant from conducting its business in the Premises in a manner reasonably comparable to that conducted immediately before such Taking for a period of the right of eminent domainmore than one hundred eighty (180) days, then Landlord shall have the right to Tenant may terminate this Lease (even if Landlord’s entire interest in the Premises may have been divested) by giving notice as of Landlord’s election so to do within ninety (90) days after the occurrence of the effective date of such taking, whereupon this Lease shall terminate thirty (30) days after the date of such notice with the same force and effect as if such date were the date originally established for the expiration of the Term of this Lease. (c) If this Lease shall not be terminated pursuant to Section 11.4(b), Landlord shall thereafter use due diligence to restore the Premises (excluding any Alterations made by Tenant pursuant to Section 5.2) to proper condition for Tenant’s use and occupation, provided that Landlord’s obligation shall be limited to the amount of compensation recoverable by Landlord from the taking authority. If, for any reason, such restoration shall not be substantially completed within six (6) months after the expiration of the ninety (90) day period referred to in Section 11.4(b) (which six month period may be extended for such periods of time as Landlord is prevented from proceeding with or completing such restoration for any cause beyond Landlord’s reasonable control, but in no event for more than an additional three (3) months), Tenant shall have the right to terminate this Lease Taking by giving written notice to Landlord thereof within thirty (30) days after the expiration Taking, and Rent shall be apportioned as of the date of such period (Taking. If Tenant does not terminate this Lease, then Rent shall be abated on a reasonable basis as so extended). Upon to that portion of the giving Premises rendered untenantable by the Taking. 22.3 If any material portion, but less than all, of such noticethe Building becomes subject to a Taking, or if Landlord is required to pay any of the proceeds arising from a Taking to a Landlord’s mortgagee, then Landlord may terminate this Lease shall cease and come by delivering written notice thereof to an end Tenant within thirty (30) days after such Taking, and Rent shall be apportioned as of the giving date of such noticeTaking. If Landlord does not so terminate this Lease, without further liability then this Lease will continue, but if any portion of the Premises has been taken, Rent shall ▇▇▇▇▇ as provided in Section 21.5. 22.4 If any Taking occurs, then Landlord shall receive the entire award or obligation on other compensation for the part of either party unlessLand, within such thirty the Building, and other improvements taken; however, Tenant may separately pursue a claim (30) 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 to the extent it will not reduce Landlord’s failure so to complete such restoration. (daward) Landlord shall have and hereby reserves and excepts, and Tenant hereby grants and assigns to Landlord, all rights to recover for damages to against the Property and the leasehold interest hereby created, and to compensation accrued or hereafter to accrue by reason of such taking, and by way of confirming the foregoing, Tenant hereby grants and assigns, and covenants with Landlord to grant and assign to Landlord, all rights to such damages or compensation, and covenants to deliver such further assignments and assurances thereof as Landlord may from time to time request. Nothing contained herein shall be construed to prevent Tenant from prosecuting in any condemnation proceedings a claim condemnor for the value of any of Tenant’s Removable Property installed in the Premises by personal property which Tenant at Tenant’s expense is entitled to remove under this Lease, moving costs, loss of business, and for relocation expenses, provided that such action shall not affect the amount of compensation otherwise recoverable by Landlord from the taking authorityother claims it may have.

Eminent Domain. (a) If the Premises shall be affected by any exercise of the power of eminent domain, Basic Rent and Additional Rent payable by Tenant shall be justly and equitably abated and reduced according to the nature and extent of the loss of use thereof suffered by Tenant. In no event shall Landlord have any liability for damages to Tenant for inconvenience, annoyance or interruption of business arising from such exercise of the power of eminent domain. (b) a. If any part of the Buildings are Premises or Common Area is condemned or taken (Taking) by a any authority having the power to exercise such rights (Taking Authority), or if Landlord shall convey or lease any part of the right Premises or Common Area to a Taking Authority in settlement of eminent domaina threat of a Taking, then Landlord shall have the right to terminate this Lease (even if Landlord’s entire interest in the Premises may have been divested) by giving notice of Landlord’s election so to do within ninety (90) days after the occurrence of the effective date of such taking, whereupon this Lease shall terminate thirty as of the date possession is taken upon: (30i) days after a total Taking; or (ii) a partial Taking if in the Tenant’s sole but commercially reasonable opinion the remainder of the Premises or Common Areas are not commercially reasonably suitable for the normal operation of its business. b. In the event of a partial Taking which does not terminate this Lease, the Landlord shall make the repairs and alterations necessary to restore the structural portion of the remainder of the Premises to its prior condition and/or to return the Common Area to a condition suitable for Tenant’s use. From the date of such notice with the same force partial Taking, the Rent, Additional Rent and effect as if such date were any Prorata Share owned by the date originally established for Tenant shall be abated in proportion to the expiration area of the Term of this LeasePremises taken. (c) If this Lease shall not be terminated pursuant to Section 11.4(b), Landlord shall thereafter use due diligence to restore c. All condemnation awards for a taking of the Premises (excluding any Alterations made by or the Shopping Center will belong to Landlord, except that Tenant pursuant to Section 5.2) to proper condition may seek recovery for Tenant’s use and occupation, personalty or leasehold interests provided that such award to Tenant does not reduce Landlord’s obligation shall be limited to the amount of compensation recoverable by Landlord from the taking authorityaward. If, for any reason, such restoration shall not be substantially completed within six (6) months after the expiration of the ninety (90) day period referred to in Section 11.4(b) (which six month period may be extended for such periods of time as Landlord is prevented from proceeding with or completing such restoration for any cause beyond Landlord’s reasonable control, but in no event for more than an additional three (3) months)Also, Tenant shall have be entitled to separately pursue its claim and obtain an award paid by the right to terminate this Lease by giving notice to Landlord thereof within thirty (30) days after the expiration of such period (as so extended). Upon the giving of such notice, this Lease shall cease and come to an end thirty (30) days after the giving of such notice, without further liability or obligation on the part of either party unless, within such thirty (30) day period, Landlord substantially completes such restoration. Such right of termination shall be Taking Authority for Tenant’s sole moving costs and exclusive remedy at law or in equity for Landlord’s failure so to complete such restoration. (d) Landlord shall have the value of the unexpired portion of the then current term and hereby reserves and exceptsany remaining Renewal Terms, and Tenant hereby grants and assigns to Landlord, all rights to recover for damages to the Property and the leasehold interest hereby created, and to compensation accrued or hereafter to accrue by reason of such taking, and by way of confirming the foregoing, Tenant hereby grants and assigns, and covenants with Landlord to grant and assign to Landlord, all rights to such damages or compensation, and covenants to deliver such further assignments and assurances thereof as Landlord may from time to time request. Nothing contained herein shall be construed to prevent Tenant from prosecuting in any condemnation proceedings a claim for the value of any of leasehold alterations or improvements that have been made by Tenant. Notwithstanding the foregoing, Tenant may join in, or upon Tenant’s Removable Property installed in request, Landlord shall pursue on Tenant’s behalf and expense, a separate claim for reimbursement from the Premises Taking Authority for moving expenses, goodwill, and for removal of trade fixtures or other personal property owned by Tenant at Tenant’s expense and for relocation expenses, provided that such action shall not affect the amount of compensation otherwise recoverable or other damages suffered if its claim is permitted by Landlord from the taking authoritylaw.

Eminent Domain. (a) If the entire Improved Leased Premises shall be affected taken by any exercise reason of condemnation or under eminent domain proceedings, Lessee may terminate this Lease as of the power date when possession of eminent domainthe Improved Leased Premises is so taken by the condemning entity. If a portion of the Improved Leased Premises, Basic Rent and Additional Rent payable by Tenant including without limitation the building, site improvements, parking or access, shall be justly and equitably abated and reduced according taken under eminent domain or by reason of condemnation to such an extent that the nature and extent taking materially adversely affects Lessee's use of the loss of use thereof suffered by Tenant. In no event shall Landlord have any liability for damages to Tenant for inconvenienceImproved Leased Premises, annoyance or interruption of business arising from such exercise of the power of eminent domain. (b) If any part of the Buildings are taken by any exercise of the right of eminent domain, then Landlord Lessee shall have the right to terminate this Lease (even if Landlord’s entire interest in the Premises may have been divested) by giving notice of Landlord’s election so to do within ninety (90) days after the occurrence of the effective date of such taking, whereupon this Lease shall terminate thirty (30) days after the date of such notice with the same force and effect as if such date were the date originally established for the expiration of the Term of this Lease. (c) If this Lease shall not be terminated pursuant to Section 11.4(b), Landlord shall thereafter use due diligence to restore the Premises (excluding any Alterations made by Tenant pursuant to Section 5.2) to proper condition for Tenant’s use and occupation, provided that Landlord’s obligation shall be limited to the amount of compensation recoverable by Landlord from the taking authority. If, for any reason, such restoration shall not be substantially completed within six (6) months after the expiration of the ninety (90) day period referred to in Section 11.4(b) (which six month period may be extended for such periods of time as Landlord is prevented from proceeding with or completing such restoration for any cause beyond Landlord’s reasonable control, but in no event for more than an additional three (3) months), Tenant shall have the right option to terminate this Lease by giving written notice to Landlord thereof Lessor within thirty forty-five (3045) days after the expiration of such period (as so extended). Upon the giving of such notice, this Lease shall cease and come to an end thirty (30) days after the giving of such notice, without further liability or obligation on the part of either party unless, within such thirty (30) 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. (d) Landlord shall have and hereby reserves and excepts, and Tenant hereby grants and assigns to Landlord, all rights to recover for damages to the Property and the leasehold interest hereby created, and to compensation accrued or hereafter to accrue by reason of such taking. If this Lease is not so terminated, Lessee may at its sole cost and expense, and by way with a contractor acceptable to Lessor, restore the remaining portions of confirming the foregoingImproved Leased Premises as Lessee deems necessary or appropriate (subject to applicable law) without abatement of rent. For purposes of this Section 19, Tenant hereby (i) a partial taking shall be deemed to include loss or impairment of access to and from the Improved Leased Premises and (ii) grants and assignsor conveyances made in lieu or in anticipation of or under threat of a taking or condemnation shall be deemed a taking. Both parties shall pursue their own damage awards with respect to any such taking, provided however that Lessee shall be entitled to, and covenants with Landlord to grant and assign to Landlord, all rights to such damages or compensation, and covenants to deliver such further assignments and assurances thereof as Landlord may from time to time request. Nothing contained nothing herein shall be construed prevent Lessee from seeking, an award for taking of or damage to prevent Tenant from prosecuting in Lessee's trade fixtures and any condemnation proceedings a claim award for the value of any of Tenant’s Removable Property installed in the Premises by Tenant at Tenant’s expense and for relocation Lessee's moving expenses, provided that such action shall so long as said awards do not affect diminish the amount of compensation otherwise recoverable by Landlord from the taking authorityaward to which Lessor is entitled.

Eminent Domain. If any part over ten percent (a10%) If of the Premises or ten percent (10%) of the parking spaces serving the Premises shall be affected by any exercise of taken or appropriated under the power of eminent domain, Basic Rent and Additional Rent payable by Tenant shall be justly and equitably abated and reduced according to the nature and extent of the loss of use thereof suffered by Tenant. In no event shall Landlord have any liability for damages to Tenant for inconvenience, annoyance domain or interruption of business arising from such exercise of the power of eminent domain. (b) If any part of the Buildings are taken by any exercise of the right of eminent domain, then Landlord shall have the right to terminate this Lease (even if Landlord’s entire interest conveyed in the Premises may have been divested) by giving notice of Landlord’s election so to do within ninety (90) days after the occurrence of the effective date of such taking, whereupon this Lease shall terminate thirty (30) days after the date of such notice with the same force and effect as if such date were the date originally established for the expiration of the Term of this Lease. (c) If this Lease shall not be terminated pursuant to Section 11.4(b), Landlord shall thereafter use due diligence to restore the Premises (excluding any Alterations made by Tenant pursuant to Section 5.2) to proper condition for Tenant’s use and occupation, provided that Landlord’s obligation shall be limited to the amount of compensation recoverable by Landlord from the taking authority. If, for any reason, such restoration shall not be substantially completed within six (6) months after the expiration of the ninety (90) day period referred to in Section 11.4(b) (which six month period may be extended for such periods of time as Landlord is prevented from proceeding with or completing such restoration for any cause beyond Landlord’s reasonable control, but in no event for more than an additional three (3) months)lieu thereof, Tenant shall have the right to terminate this Lease by giving notice at its option; however, Tenant’s right to terminate due to a taking of over ten percent (10%) of the parking spaces shall be void if either: (i) Landlord thereof builds a parking structure on the Land to replace said spaces within thirty ninety (3090) days after of the expiration taking subject to Tenant’s reasonable approval of the design, location and construction of said structure; or (ii) if such period a parking structure cannot be built within said ninety (as so extended). Upon the giving of such notice, this Lease shall cease and come to an end thirty (30) days after the giving of such notice, without further liability or obligation on the part of either party unless, within such thirty (3090) day period, Landlord substantially completes agrees in writing within such restorationninety (90) day period to build such a parking structure within two hundred seventy (270) days of the taking and provides valet parking during Business Hours (at no cost or expense to Tenant) for the number of cars which is equal to the number of parking spaces which have been so taken or appropriated, and if Landlord agrees to so build a parking structure it shall promptly commence and diligently pursue the building of such parking structure to completion. Such right In either of termination shall be Tenant’s sole and exclusive remedy at law or in equity for Landlord’s failure so to complete such restoration. (d) events, Landlord shall have receive (and hereby reserves and exceptsTenant 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, and Tenant hereby grants and assigns to Landlord, all rights to recover shall have no claim against Landlord for damages to the Property and the leasehold interest hereby created, and to compensation accrued or hereafter to accrue any part of sum paid by reason virtue of such takingproceedings, and by way of confirming the foregoing, Tenant hereby grants and assigns, and covenants with Landlord whether or not attributable to grant and assign to Landlord, all rights to such damages or compensation, and covenants to deliver such further assignments and assurances thereof as Landlord may from time to time request. Nothing contained herein shall be construed to prevent Tenant from prosecuting in any condemnation proceedings a claim for the value of the unexpired term of this Lease except that Tenant shall be entitled to petition the condemning authority for the following : (i) the then unamortized cost of any Alterations or tenant improvements paid for by Tenant from its own funds (as opposed to any allowance provided by Landlord); (ii) the value of Tenant’s Removable Property trade fixtures; (iii) Tenant’s relocation costs; (iv) Tenant’s goodwill, loss of business and business interruption; and (v) one-half of the amount which is the lesser of (a) the bonus value of this Lease, or (b) the amount of the award in excess of the sum of amounts payable to Landlord’s ground lessor (if any) and any holder of a mortgage or other third party lien encumbering Landlord’s ground lease estate or fee simple ownership in the Property. If a part of the Premises shall be so taken or appropriated or conveyed and neither party hereto shall elect to terminate this Lease and the Premises have been damaged as a consequence of such partial taking or appropriation or conveyance, Landlord shall restore the Premises continuing under this Lease at Landlord’s cost and expense; provided, however, that Landlord 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 any Alterations installed in on the Premises by or at the expense of Tenant. Thereafter, the Rent and Additional Charges to be paid under this Lease for the remainder of the Term shall be proportionately reduced, such that thereafter the amounts to be paid by Tenant at shall be in the ratio that they are of the portion of the Premises not so taken bears to the total area of the Premises prior to such taking. Notwithstanding anything to the contrary contained in this Paragraph 21, if the temporary use or occupancy of any part of the Premises shall be taken or appropriated under power of eminent domain during the Term, this Lease shall be and remain unaffected by such taking or appropriation and Tenant shall continue to pay in full all Rent and Additional Charges payable hereunder by Tenant during the 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 use of or occupancy of the 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 ninety (90) days and unreasonably interferes with Tenant’s expense and for relocation expensesuse of the Premises or the Project Common Areas, provided that such action then Tenant shall not affect have the amount right to terminate the Lease unless Landlord agrees to provide valet parking (at no cost to Tenant) in the same as described in clause (ii) of compensation otherwise recoverable by Landlord from the taking authorityfirst sentence of this Section.

Eminent Domain. (a) 23.01 If the whole of the Demised Premises shall be affected taken by any exercise of public or quasi-public authority under the power of condemnation, eminent domaindomain or expropriation, Basic Rent and Additional Rent payable by Tenant or in the event of conveyance of the whole of the Demised Premises in lieu thereof, this Lease shall terminate as of the day possession shall be justly and equitably abated and reduced according to the nature and extent taken by such authority. If 25% or less of the loss of use thereof suffered by Tenant. In no event shall Landlord have any liability for damages to Tenant for inconvenience, annoyance or interruption of business arising from such exercise Floor Space of the power of eminent domain. (b) If any part Demised Premises shall be so taken or conveyed, this Lease shall terminate only in respect of the Buildings are part so taken or conveyed as of the day possession shall be taken by any exercise such authority. If more than 25% of the right Floor Space of eminent domainthe Demised Premises shall be so taken or conveyed, then Landlord 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 (even if Landlord’s entire interest in upon notice given to the Premises may have been divested) by giving notice of Landlord’s election so to do other party within ninety (90) 30 days after the occurrence such taking possession. If more than 25% of the effective date Floor Space of such takingthe Building shall be so taken or conveyed, whereupon Landlord may, by notice to Tenant, terminate this Lease as of the day possession shall terminate thirty (30) days after be taken. If so much of the date parking facilities shall be so taken or conveyed that the number of such notice with the same force and effect as if such date were the date originally established parking spaces necessary, in Landlord's judgment, for the expiration continued operation of the Term Building shall not be available, Landlord shall, by notice to Tenant, terminate this Lease as of this Lease. (c) the day possession shall be taken. If this Lease shall continue in effect as to any portion of the Demised Premises not so taken or conveyed, the Rent shall be terminated pursuant to Section 11.4(b)computed as of the day possession shall be taken on the basis of the remaining Floor Space of the Demised Premises. Except 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 thereafter use due diligence be obligated only to restore the Premises extent of the net award or other compensation (after deducting all expenses in connection with obtaining same) available to Landlord for the improvements taken or conveyed (excluding any Alterations made by 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 constitute the remaining Building a complete architectural and tenantable unit, except for the Tenant's Property, and Tenant pursuant shall make all alterations or replacements to Section 5.2) to proper condition the Tenant's Property and decorations in the Demised Premises. All awards and compensation for Tenant’s use and occupationany taking or conveyance, provided that Landlord’s obligation whether for the whole or a part of the Land or Building, the Demised Premised or otherwise, shall be limited to the amount property of compensation recoverable by Landlord from the taking authority. If, for any reason, such restoration shall not be substantially completed within six (6) months after the expiration of the ninety (90) day period referred to in Section 11.4(b) (which six month period may be extended for such periods of time as Landlord is prevented from proceeding with or completing such restoration for any cause beyond Landlord’s reasonable control, but in no event for more than an additional three (3) months), Tenant shall have the right to terminate this Lease by giving notice to Landlord thereof within thirty (30) days after the expiration of such period (as so extended). Upon the giving of such notice, this Lease shall cease and come to an end thirty (30) days after the giving of such notice, without further liability or obligation on the part of either party unless, within such thirty (30) 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. (d) Landlord shall have and hereby reserves and excepts, and Tenant hereby grants and assigns to LandlordLandlord all of Tenant's right, all rights to recover for damages to the Property title and the leasehold interest hereby created, in and to compensation accrued or hereafter to accrue by reason of any and all such taking, awards and by way of confirming the foregoing, Tenant hereby grants and assigns, and covenants with Landlord to grant and assign to Landlord, all rights to such damages or compensation, and covenants to deliver such further assignments and assurances thereof as Landlord may from time to time request. Nothing contained herein shall be construed to prevent Tenant from prosecuting in including, without limitation, any condemnation proceedings a claim award or compensation for the value of any the unexpired portion of Tenant’s Removable Property installed the Term. Tenant shall be entitled to claim, prove and receive in the Premises by Tenant at condemnation proceeding such award or compensation as may be allowed for the Tenant’s expense 's Property and for relocation expensesloss of business, provided that good will, and depreciation or injury to and cost of removal of the Tenant's Property, but only if such action award or compensation shall be made by the condemning authority in addition to, and shall not affect result in a reduction of, the amount of award or compensation otherwise recoverable made by Landlord from the taking authorityit to Landlord.

Eminent Domain. (a) If the whole or any substantial part of the Premises or the Building shall be affected taken by any public authority under the power of eminent domain, then the term of this Lease shall cease on the part so taken on the date possession of that part shall be required for public use, and any rent paid in advance of such date shall be refunded to Tenant, and Landlord and Tenant shall each have the right to terminate this Lease upon written notice to the other, which notice shall be delivered within thirty (30) days following the date notice is received of such taking. In the event that neither party hereto shall terminate this Lease, Landlord shall, to the extent the proceeds of the condemnation award (other than any proceeds awarded for the value of any land taken) are available, make all necessary repairs to the Premises and the Building to render and restore the same 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, under the same terms and conditions as are herein provided, except that the rent reserved herein, Tenant’s Share pursuant to Paragraph l(j) hereof and the parking spaces pursuant to Paragraph l(p) hereof shall each be reduced in direct proportion to the amount of the Premises so taken. All damages awarded for such taking shall belong to and be the property of Landlord, whether such damages be awarded as compensation for diminution in value of the leasehold or to the fee of the Premises; provided, however, Landlord shall not be entitled to any portion of the award made to Tenant for removal and reinstallation of trade fixtures or moving expenses. (b) In the event access to the Premises and/or more than twenty-five percent (25%) of the then existing parking upon the Total Development is no longer available as a result of the exercise of the power of eminent domain, Basic Rent and Additional Rent payable by Tenant shall be justly and equitably abated and reduced according to the nature and extent of the loss of use thereof suffered by Tenant. In no event shall Landlord have any liability for damages to Tenant for inconvenience, annoyance or interruption of business arising from such exercise of the power of eminent domain. (b) If any part of the Buildings are taken by any exercise of the right of eminent domain, then Landlord shall have the right to terminate this Lease (even if Landlord’s entire interest in the Premises may have been divested) by giving notice of Landlord’s election so to do within ninety (90) days after the occurrence of the effective date of such taking, whereupon this Lease shall terminate thirty (30) days after the date of such notice with the same force and effect as if such date were the date originally established for the expiration of the Term of this Lease. (c) If this Lease shall not be terminated pursuant to Section 11.4(b), Landlord shall thereafter use due diligence to restore the Premises (excluding any Alterations made by Tenant pursuant to Section 5.2) to proper condition for Tenant’s use and occupation, provided that Landlord’s obligation shall be limited to the amount of compensation recoverable by Landlord from the taking authority. If, for any reason, such restoration shall not be substantially completed within six (6) months after the expiration of the ninety (90) day period referred to in Section 11.4(b) (which six month period may be extended for such periods of time as Landlord is prevented from proceeding with or completing such restoration for any cause beyond Landlord’s reasonable control, but in no event for more than an additional three (3) months), Tenant shall have the right to terminate this Lease by giving written notice to Landlord thereof within thirty (30) days after such taking. (c) In the expiration event of such period (as so extended). Upon a partial taking which does not result in the giving termination of such notice, this Lease shall cease and come to an end thirty (30) days after the giving of such notice, without further liability or obligation on the part of either party unless, within such thirty (30) day periodLease, Landlord substantially completes shall promptly commence and diligently prosecute the restoration of the Premises and the Total Development as nearly as practicable to a complete unit of like quality and character as existed just prior to such restorationtaking. Such right In such event, the Rent shall ▇▇▇▇▇ during the period of termination shall be Tenant’s sole demolition and exclusive remedy at law or in equity for Landlord’s failure so restoration to complete such restorationthe extent the Premises are unusable, provided that Landlord receives an award therefor. (d) Landlord Notwithstanding the provisions of Paragraph 15 hereof, Tenant shall have and hereby reserves and excepts, and Tenant hereby grants and assigns the right to Landlord, all rights to recover for damages to the Property and the leasehold interest hereby created, and to compensation accrued or hereafter to accrue by reason of such taking, and by way of confirming the foregoing, Tenant hereby grants and assigns, and covenants with Landlord to grant and assign to Landlord, all rights to such damages or compensation, and covenants to deliver such further assignments and assurances thereof as Landlord may from time to time request. Nothing contained herein shall be construed to prevent Tenant from prosecuting in any condemnation proceedings make a claim against the condemning authority (but not Landlord) for compensation for the value of any unamortized cost of Tenant’s Removable Property installed in improvements, alterations or additions made to the Premises by Tenant at Tenant’s expense and for relocation expensescost, provided that such action shall not affect amortization to be computed on a straight line basis over the amount term of compensation otherwise recoverable by Landlord from the taking authoritythis Lease.

Eminent Domain. (a) If any part of the Premises shall be affected taken or condemned for any public use by any exercise legally constituted authority by right of eminent domain and if a part thereof remains that is suitable for the full conduct of Tenant's business, this Lease as to the part to be taken shall terminate as of the power of eminent domaindate title shall vest in the condemnor, Basic Rent and Additional the Base Rent payable by Tenant hereunder shall be justly and equitably abated and reduced according adjusted to an amount which is the nature and extent product of the loss Base Rent times a fraction, the numerator of use thereof suffered by Tenant. In no event shall Landlord have any liability for damages to Tenant for inconvenience, annoyance or interruption of business arising from such exercise which is the fair market value of the power entire Premises immediately after such taking, and the denominator of eminent domainwhich is the fair market value of the Premises immediately prior to such taking. If the aforesaid taking renders the remainder of the Premises unsuitable for Tenant's Permitted Use (as mutually agreed upon by Landlord and Tenant in their good faith and reasonable discretion), Tenant or Landlord may terminate this Lease as of the date when Tenant is required to yield possession, by giving such other party notice to that effect within 30 days after such possession is so yielded. (b) If any part all or substantially all of the Buildings Premises are taken by any exercise of the right of eminent domainor condemned, then Landlord shall have the right to terminate this Lease (even if Landlord’s entire interest in the Premises may have been divested) by giving notice of Landlord’s election so to do within ninety (90) days after the occurrence of the effective date of such taking, whereupon this Lease shall terminate thirty (30) days after the date of such notice with the same force and effect as if such date were the date originally established for the expiration of the Term of this Lease. (c) If this Lease both Landlord and Tenant shall not thereupon be terminated pursuant to Section 11.4(b), released from any liability thereafter accruing hereunder. Landlord shall thereafter use due diligence to restore the Premises (excluding any Alterations made by Tenant pursuant to Section 5.2) to proper condition for Tenant’s use and occupation, provided that Landlord’s obligation shall thereupon be limited entitled to the amount of entire award or compensation recoverable by Landlord from the taking authority. If, for any reason, in such restoration shall not be substantially completed within six (6) months after the expiration of the ninety (90) day period referred to in Section 11.4(b) (which six month period may be extended for such periods of time as Landlord is prevented from proceeding with or completing such restoration for any cause beyond Landlord’s reasonable controlcondemnation proceedings, but in no event for more than an additional three (3) months), Tenant shall have the right to terminate this Lease by giving notice to Landlord thereof within thirty (30) days after the expiration of such period (as so extended). Upon the giving of such notice, this Lease shall cease and come to an end thirty (30) days after the giving of such notice, without further liability or obligation on the part of either party unless, within such thirty (30) 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. (d) Landlord shall have and hereby reserves and excepts, and Tenant hereby grants and assigns to Landlord, all rights to recover for damages to the Property and the leasehold interest hereby created, and to compensation accrued or hereafter to accrue by reason of such taking, and by way of confirming the foregoing, Tenant hereby grants and assigns, and covenants with Landlord to grant and assign to Landlord, all rights to such damages or compensation, and covenants to deliver such further assignments and assurances thereof as Landlord may from time to time request. Nothing nothing contained herein shall be construed deemed to prevent Tenant from prosecuting affect Tenant's right, if any, to receive compensation or damages with respect to its fixtures (to the extent such fixtures are included in such award or compensation) and Tenant's relocation expenses and any condemnation proceedings a claim for the value damages suffered because of any of Tenant’s Removable Property installed in the Premises by Tenant at Tenant’s expense and for relocation expenses, provided that such action shall not affect the amount of compensation otherwise recoverable by Landlord from the taking authoritybusiness interruption.

Eminent Domain. (a) If the Building or a material part thereof, or more than thirty percent (30%) of the 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 be affected by any exercise become totally untenantable, this Lease shall terminate as of the power of eminent domain, Basic Rent and Additional Rent payable by Tenant shall be justly and equitably abated and reduced according to the nature and extent earlier of the loss of use date when title or possession thereof suffered is acquired or taken by Tenantthe condemning authority. In no event shall Landlord have Tenant waives any liability for damages claim to Tenant for inconvenience, annoyance or interruption of business arising from such exercise of the power of eminent domain. (b) If any part of the Buildings 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 such that the Leased Premises becomes only partially untenantable, or such partial condemnation materially impairs Tenant’s ability to use the Leased Premises for the Permitted Uses, Tenant may upon thirty (30) days’ notice to Landlord terminate this Lease. Absent such termination, this Lease shall continue in full force and effect as to the portion of the Leased Premises which is not taken and Base Rent 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 such agreement or stipulation; provided, however, that Landlord will promptly notify Tenant of any condemnation threatened to Landlord in writing and allow Tenant to participate in such negotiations if it is customary in such jurisdiction. In the event that less than thirty percent (30%) of the Parking Spaces that Landlord is obligated to make available to Tenant in the North Lot pursuant to Section 14 below are taken by any exercise 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 right of eminent domain, then Landlord shall have the right to terminate this Lease (even if Landlord’s entire interest in the Premises may have been divested) by giving notice of Landlord’s election so to do within ninety (90) days after the occurrence block of the effective date of such taking, whereupon this Lease shall terminate thirty (30) days after the date of such notice with the same force and effect as if such date were the date originally established for the expiration of the Term of this Lease. (c) If this Lease shall not be terminated pursuant to Section 11.4(b), Landlord shall thereafter use due diligence to restore the Premises (excluding any Alterations made by Tenant pursuant to Section 5.2) to proper condition for Tenant’s use and occupation, provided that Landlord’s obligation shall be limited to Building in the amount of compensation recoverable by the taken Parking Spaces. In the event Landlord from the taking authority. If, for any reason, such restoration shall not be is unable to provide alternative parking arrangements replacing all or substantially completed within six (6) months after the expiration all of the ninety (90) day period referred to in Section 11.4(b) (which six month period may be extended for such periods of time as Landlord is prevented from proceeding with or completing such restoration for any cause beyond Landlord’s reasonable control, but in no event for more than an additional three (3) months)taken Parking Spaces, Tenant shall have the right option to terminate this Lease as of the earlier of the date when title or possession thereof is acquired or taken by giving notice to Landlord thereof within thirty (30) days after the expiration of such period (as so extended). Upon the giving of such notice, this Lease shall cease and come to an end thirty (30) days after the giving of such notice, without further liability or obligation on the part of either party unless, within such thirty (30) 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. (d) Landlord shall have and hereby reserves and excepts, and Tenant hereby grants and assigns to Landlord, all rights to recover for damages to the Property and the leasehold interest hereby created, and to compensation accrued or hereafter to accrue by reason of such taking, and by way of confirming the foregoing, Tenant hereby grants and assigns, and covenants with Landlord to grant and assign to Landlord, all rights to such damages or compensation, and covenants to deliver such further assignments and assurances thereof as Landlord may from time to time request. Nothing contained herein shall be construed to prevent Tenant from prosecuting in any condemnation proceedings a claim for the value of any of Tenant’s Removable Property installed in the Premises by Tenant at Tenant’s expense and for relocation expenses, provided that such action shall not affect the amount of compensation otherwise recoverable by Landlord from the taking condemning authority.

Eminent Domain. (a) If 14.1. In the event the whole or any substantial part of the Building or of the Premises shall be affected is taken or condemned by any exercise competent authority for any public use or purpose (including a deed given in lieu of condemnation), this Lease will terminate as of the power date title vests in such authority, and Rent will be apportioned as of eminent domainthe Expiration Date. Notwithstanding anything to the contrary herein set forth, Basic in the event the taking is temporary (for less than the remaining term of this Lease), Landlord may elect to terminate this Lease. Additionally, if more than 25% of the area of the Premises is taken or conveyed, or if 25% or less of the area of the Premises is being taken or conveyed and Tenant, in Tenant’s reasonable discretion, determines that it is unable to continue its operation in the Premises for the use permitted in this Lease, Tenant may elect to terminate this Lease as of the day possession is taken. If so much of the parking facilities are taken or conveyed so that the number of parking spaces necessary, in Landlord’s judgment, for the continued operation of the Building is not available, Landlord may, by notice to Tenant, terminate this Lease as of the day possession is taken. 14.2. If a part of the Building or the Premises is taken or condemned by any competent authority (or a deed is delivered in lieu of condemnation) and this Lease is not terminated, this Lease will be amended to reduce the Fixed Rent and Additional Rent payable by Tenant shall be justly Tenant’s Share to reflect the Rentable Area of the Premises or Building, as the case may be, remaining after any such taking or condemnation. Landlord, upon receipt and equitably abated and reduced according to the nature and extent of the loss award in condemnation (or proceeds of use thereof suffered by Tenant. In no event shall Landlord have any liability for damages sale) will make necessary repairs and restorations to the Premises (exclusive of Tenant for inconvenience, annoyance or interruption of business arising from such exercise Additions) and to the Building to the extent necessary to constitute the portion of the power of eminent domainBuilding not so taken or condemned as a complete architectural and economically efficient unit. (b) If 14.3. Notwithstanding the foregoing in Section 14.2, if as a result of any part taking, or a governmental order that the grade of any street or alley adjacent to the Building is to be changed and such taking or change of grade makes it necessary or desirable to substantially remodel or restore the Building or prevents the economical operation of the Buildings are taken Building as determined by any exercise of the right of eminent domainLandlord, then Landlord shall and Tenant will each have the right to terminate this Lease (even if Landlord’s entire interest in upon 90 days prior written notice to the Premises may have been divested) by giving other and Rent will be adjusted as of such date of termination. Landlord will promptly provide Tenant with notice of Landlord’s election so any proposed takings and will thereafter provide Tenant with monthly updates on any proposed takings and will promptly notice Tenant of any final judgment or settlement with any condemning authority. 14.4. Landlord will be entitled to do within ninety receive the entire award (90or sale proceeds) days after the occurrence of the effective date of from any such taking, whereupon this Lease shall terminate thirty (30) days after the date of such notice with the same force and effect as if such date were the date originally established for the expiration of the Term of this Lease. (c) If this Lease shall not be terminated pursuant condemnation or sale without any payment to Section 11.4(b), Landlord shall thereafter use due diligence to restore the Premises (excluding any Alterations made by Tenant pursuant to Section 5.2) to proper condition for Tenant’s use and occupation, provided that Landlord’s obligation shall be limited to the amount of compensation recoverable by Landlord from the taking authority. If, for any reason, such restoration shall not be substantially completed within six (6) months after the expiration of the ninety (90) day period referred to in Section 11.4(b) (which six month period may be extended for such periods of time as Landlord is prevented from proceeding with or completing such restoration for any cause beyond Landlord’s reasonable control, but in no event for more than an additional three (3) months), Tenant shall have the right to terminate this Lease by giving notice to Landlord thereof within thirty (30) days after the expiration of such period (as so extended). Upon the giving of such notice, this Lease shall cease and come to an end thirty (30) days after the giving of such notice, without further liability or obligation on the part of either party unless, within such thirty (30) 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. (d) Landlord shall have and hereby reserves and excepts, and Tenant hereby grants and assigns to LandlordLandlord Tenant’s interest, all rights to recover for damages to the Property and the leasehold interest hereby createdif any, and to compensation accrued or hereafter to accrue by reason of in such takingaward; provided, and by way of confirming the foregoinghowever, Tenant hereby grants will have the right separately to pursue against the condemning authority a separate award in respect of the loss, if any, for moving expenses and assigns, Tenant additions and covenants with Landlord to grant and assign to Landlord, all rights to such damages or compensation, and covenants to deliver such further assignments and assurances thereof as Landlord may from time to time request. Nothing contained herein shall be construed to prevent Tenant from prosecuting in any condemnation proceedings a claim Alterations paid for the value of any of Tenant’s Removable Property installed in the Premises by Tenant at Tenantwithout any credit or allowance from Landlord so long as there is no diminution of Landlord’s expense and for relocation expenses, provided that such action shall not affect the amount of compensation otherwise recoverable by Landlord from the taking authorityaward as a result.

Eminent Domain. (a) 11.1 If all or substantially all of the Premises Project shall be affected taken for any public or quasi- public use under any statute, by any exercise of the power of eminent domain, Basic Rent and Additional Rent payable by Tenant shall be justly and equitably abated and reduced according to the nature and extent of the loss of use thereof suffered by Tenant. In no event shall Landlord have any liability for damages to Tenant for inconvenience, annoyance or interruption of business arising from such exercise of the power of eminent domain. (b) If any part of the Buildings are taken by any exercise of the right of eminent domain, then Landlord shall have domain or by transfer or purchase in lieu thereof (the right to terminate this Lease (even if Landlord’s entire interest in the Premises may have been divested) by giving notice of Landlord’s election so to do within ninety (90) days after the occurrence of the effective date of such taking, whereupon this Lease shall terminate thirty (30) days after the date of such notice with the same force and effect as if such date were the date originally established for the expiration of the Term of this Lease. (c) If this Lease shall not be terminated pursuant to Section 11.4(b“Condemnation Proceedings”), Landlord shall thereafter use due diligence to restore the Premises (excluding any Alterations made by Tenant pursuant to Section 5.2) to proper condition for Tenant’s use and occupation, provided that Landlord’s obligation shall be limited to the amount of compensation recoverable by Landlord from the taking authority. If, for any reason, such restoration shall not be substantially completed within six (6) months after the expiration of the ninety (90) day period referred to in Section 11.4(b) (which six month period may be extended for such periods of time as Landlord is prevented from proceeding with or completing such restoration for any cause beyond Landlord’s reasonable control, but in no event for more than an additional three (3) months), Tenant shall have the right to terminate this Lease by giving notice to Landlord thereof within thirty (30) days after the expiration of such period (as so extended). Upon the giving of such notice, this Lease shall cease and come automatically terminate on the date title passes to an end thirty or possession is taken by the taking authority, whichever occurs first. For purposes of this Section 11, “substantially all” of the Project shall be deemed taken if more than fifty (3050%) days after of the giving Premises Improvements are untenantable by Residents as a result of such noticethe Condemnation Proceeding. Notwithstanding any provision of this Lease or the Master Concession Agreement to the contrary, without further liability or a termination pursuant to this Section 11.1 shall not give rise to any obligation on the part of either party unlessthe BOR to pay any Early Termination Amount. 11.2 To the extent permitted by law, within such thirty (30) day periodin the event of a taking in a Condemnation Proceeding which results in the termination of this Lease pursuant to Section 11.1, Landlord substantially completes such restoration. Such right of termination the BOR and the Concessionaire shall cooperate in the defense in the Condemnation Proceedings, provided that in any Condemnation Proceeding the sole legal counsel for the BOR shall be Tenantthe Attorney General of the State of Georgia (the “Attorney General”) or a Special Assistant Attorney General so appointed by the Attorney General (which may include counsel recommended by the Concessionaire at the Attorney General’s sole and exclusive remedy at law absolute discretion). Any settlement involving the BOR must be approved in writing by the BOR and the Attorney General to be effective. The condemnation award and/or proceeds of the Condemnation Proceeding shall be payable as follows: 11.2.1 the BOR shall be entitled to claim and recover from the condemning authority the fair market value of (a) the Premises Improvements and (b) the fee estate in Premises, as if (i) the Premises were unimproved but encumbered by this Lease and (ii) no condemnation was pending, threatened or under consideration; 11.2.2 the Concessionaire shall be entitled to claim and recover from the condemning authority an amount equal to the value of its interest in equity the Premises Improvements for Landlord’s failure so the remainder of the Lease Term; and 11.2.3 the balance of the award, if any, shall be paid to complete such restorationthe BOR. 11.3 If less than substantially all of the Project is taken (d) Landlord a “Partial Taking”), this Lease shall have remain in full force and hereby reserves and exceptseffect; provided, and Tenant hereby grants and assigns to Landlordhowever, all rights to recover for damages that on the date of such Partial Taking this Lease shall terminate as to the Property portion of the Project taken, which portion shall no longer be deemed part of the Project. Whether or not the award for a Partial Taking is sufficient to restore the Premises Improvements, the Concessionaire shall promptly restore the Premises Improvements, to the extent reasonably practicable given the nature and scope of the Partial Taking, to their condition immediately prior to such Partial Taking in accordance with the provisions of this Lease, the Master Concession Agreement and the leasehold interest hereby createdProject Operating Agreement, and to compensation accrued or hereafter a standard and quality no less than the construction of the original Improvements (the “Condemnation Restoration”). If the Partial Taking includes any of the Premises Improvements, the award shall first be applied by the Concessionaire to accrue by reason effect the Condemnation Restoration. The balance of such taking, and by way of confirming the foregoing, Tenant hereby grants and assigns, and covenants with Landlord to grant and assign to Landlord, all rights to such damages or compensation, and covenants to deliver such further assignments and assurances thereof as Landlord may from time to time request. Nothing contained herein award (if any) shall be construed allocated between the BOR and the Concessionaire as follows: 11.3.1 the BOR shall be entitled to prevent Tenant from prosecuting an amount equal to the diminution in any condemnation proceedings a claim for the value of any of Tenant’s Removable Property installed its fee estate in the Premises; 11.3.2 the Concessionaire shall be entitled to an amount equal to the diminution in the value of the Premises by Tenant at Tenant’s expense and for relocation expensesImprovements; and 11.3.3 the balance of the award, provided that such action if any, shall not affect be paid to the amount of compensation otherwise recoverable by Landlord from the taking authorityBOR.

Eminent Domain. (a) If the Premises Project, or any part thereof, shall be affected by any exercise of condemned or otherwise taken for public or quasi-public use under the power of eminent domain, Basic Rent and Additional Rent payable by Tenant or be transferred in lieu thereof, all damages or other amounts awarded for the taking of, or injury to, the Project shall be justly paid to Lender, and equitably abated Lender shall have the right, in its sole and reduced according absolute discretion, to apply the nature amounts so received against (a) the costs and extent expenses of the loss Lender, including reasonable attorneys’ fees incurred in connection with collection of use thereof suffered by Tenant. In no event shall Landlord have any liability for damages to Tenant for inconvenience, annoyance or interruption of business arising from such exercise of the power of eminent domain. amounts and (b) If the balance against the Obligations; provided, however, that if (i) no Potential Default or Event of Default shall have occurred and be continuing hereunder, (ii) Borrower provides evidence satisfactory to Lender of Borrower’s ability to pay all amounts becoming due under this Loan Agreement during the pendency of any part restoration or repairs to or replacement of the Buildings Project, and (iii) Lender determines that the proceeds of such award are taken by any exercise of sufficient to restore, repair, replace and rebuild the right of eminent domainProject as nearly as possible to its value, then Landlord shall have the right condition and character immediately prior to terminate this Lease (even if Landlord’s entire interest in the Premises may have been divested) by giving notice of Landlord’s election so to do within ninety (90) days after the occurrence of the effective date of such taking, whereupon this Lease shall terminate thirty (30) days after or, if the date proceeds of such notice award are insufficient for such purpose, if Borrower provides additional sums to Lender’s reasonable satisfaction so that the aggregate of such sums and the proceeds of such award will be sufficient for such purpose, the proceeds of such award, together with additional sums provided by Borrower, shall be placed in a designated Account (the same force and effect as if such date were the date originally established “Loss Proceeds Account”) for the expiration benefit of Lender and Borrower to be used to restore, repair, replace and rebuild the Term of this Lease. (c) If this Lease shall not be terminated pursuant Project as nearly as possible to Section 11.4(b)its value, Landlord shall thereafter use due diligence condition and character immediately prior to restore the Premises (excluding any Alterations made by Tenant pursuant to Section 5.2) to proper condition for Tenant’s use and occupation, provided that Landlord’s obligation shall be limited to the amount of compensation recoverable by Landlord from the taking authority. If, for any reason, such restoration shall not be substantially completed within six (6) months after the expiration of the ninety (90) day period referred to in Section 11.4(b) (which six month period may be extended for such periods of time as Landlord is prevented from proceeding with or completing such restoration for any cause beyond Landlord’s reasonable control, but in no event for more than an additional three (3) months), Tenant shall have the right to terminate this Lease by giving notice to Landlord thereof within thirty (30) days after the expiration of such period (as so extended). Upon the giving of such notice, this Lease shall cease and come to an end thirty (30) days after the giving of such notice, without further liability or obligation on the part of either party unless, within such thirty (30) 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. (d) Landlord shall have and hereby reserves and excepts, and Tenant hereby grants and assigns to Landlord, all rights to recover for damages to the Property and the leasehold interest hereby created, and to compensation accrued or hereafter to accrue by reason of such taking, and any withdrawals from the Loss Proceeds Account shall be subject to the satisfaction of all conditions imposed by way Lender using Lender’s standard construction loan advance procedures. Borrower hereby covenants to diligently prosecute any restoration, repairs or replacement of confirming the foregoing, Tenant hereby grants and assignsProject undertaken by or on behalf of Borrower pursuant to this Section 4.22, and covenants with Landlord agrees that all such work shall be conducted pursuant to grant and assign written contracts, subject to Landlord, all rights to ▇▇▇▇▇▇’s prior written approval of such damages or compensationcontracts, and covenants to deliver free and clear of all mechanic’s or materialmen’s or other liens or lien claims arising from such further assignments and assurances thereof as Landlord may from time to time requestwork. Nothing contained herein In the event any condemnation proceeds remain following the restoration, repair or replacement of the Project, such proceeds shall be construed to prevent Tenant from prosecuting applied against the Obligations in any condemnation proceedings a claim for accordance with the value terms of any of Tenant’s Removable Property installed in the Premises by Tenant at Tenant’s expense and for relocation expenses, provided that such action shall not affect the amount of compensation otherwise recoverable by Landlord from the taking authoritythis Loan Agreement.

Eminent Domain. (a) If the Premises shall be affected by any exercise of the power of eminent domain, Basic Rent and Additional Rent Escalation Charges payable by Tenant shall be justly and equitably abated and reduced according to the nature and extent of the loss of use thereof suffered by Tenant. In no event shall Landlord have any liability for damages to Tenant for inconvenience, annoyance or interruption of business arising from such exercise of the power of eminent domain. (b) If any part of the Buildings are Building is taken by any exercise of the right of eminent domain, then Landlord shall have the right to terminate this Lease (even if Landlord’s entire interest in the Premises may have been divested) by giving notice of Landlord’s election so to do within ninety (90) days after the occurrence of the effective date of such taking, whereupon this Lease shall terminate thirty (30) days after the date of such notice with the same force and effect as if such date were the date originally established for the expiration of the Term of this Lease. (c) If this Lease shall not be terminated pursuant to Section 11.4(b), Landlord shall thereafter use due diligence to restore the Premises (excluding any Alterations made by Tenant pursuant to Section 5.2) to proper condition for Tenant’s use and occupation, provided that Landlord’s obligation shall be limited to the amount of compensation recoverable by Landlord from the taking authority. If, for any reason, such restoration shall not be substantially completed within six (6) months after the expiration of the ninety (90) day period referred to in Section 11.4(b) (which six month period may be extended for such periods of time as Landlord is prevented from proceeding with or completing such restoration for any cause beyond Landlord’s reasonable control, but in no event for more than an additional three (3) months), Tenant shall have the right to terminate this Lease by giving notice to Landlord thereof within thirty (30) days after the expiration of such period (as so extended). Upon the giving of such notice, this Lease shall cease and come to an end thirty (30) days after the giving of such notice, without further liability or obligation on the part of either party unless, within such thirty (30) 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. (d) Landlord shall have and hereby reserves and excepts, and Tenant hereby grants and assigns to Landlord, all rights to recover for damages to the Property and the leasehold interest hereby created, and to compensation accrued or hereafter to accrue by reason of such taking, and by way of confirming the foregoing, Tenant hereby grants and assigns, and covenants with Landlord to grant and assign to Landlord, all rights to such damages or compensation, and covenants to deliver such further assignments and assurances thereof as Landlord may from time to time request, and Tenant hereby irrevocably appoints Landlord its attorney in fact to execute and deliver in Tenant’s name all such assignments and assurances. Nothing contained herein shall be construed to prevent Tenant from prosecuting in any condemnation proceedings a claim for the value of any of Tenant’s Removable Property installed in the Premises by Tenant at Tenant’s expense and for relocation expenses, provided that such action shall not affect the amount of compensation otherwise recoverable by Landlord from the taking authority.

Eminent Domain. (a) If all or part of the Demised Premises shall be affected taken for any public or quasi-public use by any virtue of the exercise of the power of eminent domaindomain or by private purchase in lieu thereof, Basic Rent and Additional Rent payable by Tenant this Lease shall be justly and equitably abated and reduced according terminate as to the nature and extent part so taken as of the loss date of use thereof suffered by Tenant. In no event shall taking, and, in the case of a partial taking, either Landlord have any liability for damages to or Tenant for inconvenience, annoyance or interruption of business arising from such exercise of the power of eminent domain. (b) If any part of the Buildings are taken by any exercise of the right of eminent domain, then Landlord shall have the right to terminate this Lease as to the balance of the Demised Premises by written notice to the other within thirty (even if Landlord’s entire interest in the Premises may have been divested) by giving notice of Landlord’s election so to do within ninety (9030) days after such date; provided, however, that a condition to the occurrence exercise by Tenant of such right to terminate shall be either (i) that more than fifteen percent (15%) of the effective date Demised Premises was taken or (ii) that the portion of the Demised Premises taken shall be of such takingextent and nature as substantially to handicap, whereupon this Lease shall terminate impede or impair, in Tenant's reasonable opinion, Tenant's use of the balance of the Demised Premises or (iii) that more than fifteen percent (15%) of the parking spaces for the Building were taken, unless within thirty (30) days after the date of such notice Taking Landlord shall notify Tenant of its intention to replace the parking spaces, and such replacement is provided within one hundred fifty (150) days of such notice. If title to so much of the Building is taken that a reasonable amount of reconstruction thereof will not in Landlord's sole discretion result in the Building being a practical improvement and reasonably suitable for use for the purpose for which it is designed, then this Lease shall terminate on the date that the condemning authority actually takes possession of the part so condemned or purchased. (b) If this Lease is terminated under the provisions of this Article 33, Rent shall be apportioned and adjusted as of the date of termination. Tenant shall have no claim against Landlord or against the condemning authority for the value of any leasehold estate or for the value of the unexpired Lease Term provided that the foregoing shall not preclude any claim that Tenant may have against the condemning authority for the unamortized cost of leasehold improvements, to the extent the same were installed at Tenant's expense (and not with the same force and effect as if such date were the date originally established for the expiration proceeds of the Term Construction Allowance), or for loss of this Leasebusiness, moving expenses or other consequential damages, in accordance with subparagraph (d) below. (c) If there is a partial taking of the Building and this Lease is not thereupon terminated under the provisions of this Article 33, then this Lease shall not be terminated pursuant remain in full force and effect, and Landlord shall, within a reasonable time thereafter, repair or reconstruct the remaining portion of the Building to Section 11.4(b), Landlord shall thereafter use due diligence the extent necessary to restore make the Premises (excluding any Alterations made by Tenant pursuant to Section 5.2) to proper condition for Tenant’s use and occupation, same a complete architectural unit; provided that Landlord’s obligation shall be limited to the amount of compensation recoverable by in complying with its obligations hereunder Landlord from the taking authority. If, for any reason, such restoration shall not be substantially completed within six (6) months after required to expend more than the expiration net proceeds of the ninety (90) day period referred condemnation award which are paid to in Section 11.4(b) (which six month period may be extended for such periods of time as Landlord is prevented from proceeding with or completing such restoration for any cause beyond Landlord’s reasonable control, but in no event for more than an additional three (3) months), Tenant shall have the right to terminate this Lease by giving notice to Landlord thereof within thirty (30) days after the expiration of such period (as so extended). Upon the giving of such notice, this Lease shall cease and come to an end thirty (30) days after the giving of such notice, without further liability or obligation on the part of either party unless, within such thirty (30) 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. (d) All compensation awarded or paid to Landlord upon a total or partial taking of the Demised Premises or the Building shall have belong to and hereby reserves and excepts, and Tenant hereby grants and assigns to Landlord, all rights to recover for damages to be the Property and the leasehold interest hereby created, and to compensation accrued or hereafter to accrue property of Landlord without any participation by reason of such taking, and by way of confirming the foregoing, Tenant hereby grants and assigns, and covenants with Landlord to grant and assign to Landlord, all rights to such damages or compensation, and covenants to deliver such further assignments and assurances thereof as Landlord may from time to time requestTenant. Nothing contained herein shall be construed to prevent preclude Tenant from prosecuting in any condemnation proceedings claim directly against the condemning authority for loss of business, for damage to, and cost of removal of, trade fixtures, furniture and other personal property belonging to Tenant, and for the unamortized cost of leasehold improvements to the extent same were installed at Tenant's expense (and not with the proceeds of the Construction Allowance). In no event shall Tenant have or assert a claim for the value of any unexpired term of Tenant’s Removable Property installed this Lease. Subject to the foregoing provisions of this subparagraph (d), Tenant hereby assigns to Landlord any and all of its right, title and interest in the Premises by Tenant at Tenant’s expense and for relocation expenses, provided that or to any compensation awarded or paid as a result of any such action shall not affect the amount of compensation otherwise recoverable by Landlord from the taking authoritytaking.

Eminent Domain. (a) If all or part of the Premises shall be affected taken for any public or quasi-public use by any virtue of the exercise of the power of eminent domaindomain or by private purchase in lieu thereof, Basic Rent and Additional Rent payable by Tenant shall be justly and equitably abated and reduced according to the nature and extent of the loss of use thereof suffered by Tenant. In no event shall Landlord have any liability for damages to Tenant for inconvenience, annoyance or interruption of business arising from such exercise of the power of eminent domain. (b) If any part of the Buildings are taken by any exercise of the right of eminent domain, then Landlord shall have the right to terminate this Lease (even if Landlord’s entire interest in the Premises may have been divested) by giving notice of Landlord’s election so to do within ninety (90) days after the occurrence of the effective date of such taking, whereupon this Lease shall terminate thirty (30) days after as to the part so taken as of the date of such notice with taking, and, in the same force and effect as if such date were the date originally established for the expiration case of the Term of this Lease. (c) If this Lease shall not be terminated pursuant to Section 11.4(b)a partial taking, either Landlord shall thereafter use due diligence to restore the Premises (excluding any Alterations made by Tenant pursuant to Section 5.2) to proper condition for Tenant’s use and occupation, provided that Landlord’s obligation shall be limited to the amount of compensation recoverable by Landlord from the taking authority. If, for any reason, such restoration shall not be substantially completed within six (6) months after the expiration of the ninety (90) day period referred to in Section 11.4(b) (which six month period may be extended for such periods of time as Landlord is prevented from proceeding with or completing such restoration for any cause beyond Landlord’s reasonable control, but in no event for more than an additional three (3) months), Tenant shall have the right to terminate this Lease as to the balance of the Premises by giving written notice to Landlord thereof the other within thirty (30) days after such date; provided, however, that a condition to the expiration exercise by Tenant of such period (as so extended). Upon right to terminate shall be that the giving portion of the Premises taken shall be of such noticeextent and nature as substantially to impair Tenant’s use of the balance of the Premises. If title to so much of the Building is taken that a reasonable amount of reconstruction thereof will not in Landlord’s sole discretion result in the Building being a practical improvement and reasonably suitable for use for the purpose for which it is designed, then this Lease shall cease and come to an end thirty (30) days after the giving of such notice, without further liability or obligation terminate on the date that the condemning authority actually takes possession of the part so condemned or purchased. (b) If this Lease is terminated under the provisions of either party unlessthis Article 23, Rent shall be apportioned and adjusted as of the date of termination. Tenant shall have no claim against Landlord or against the condemning authority for the value of any leasehold estate or for the value of the unexpired Lease Term provided that the foregoing shall not preclude any claim that Tenant may have against the condemning authority for the unamortized cost of leasehold improvements, to the extent the same were installed at Tenant’s expense (and not with the proceeds of an allowance provided by Landlord), or for loss of business, moving expenses or other consequential damages, in accordance with subparagraph (d) below, provided, however, that no such claim shall diminish or adversely affect Landlord’s award. (c) If there is a partial taking of the Building and this Lease is not thereupon terminated under the provisions of this Article 23, then this Lease shall remain in full force and effect, and Landlord shall, within such thirty (30) day perioda reasonable time thereafter, repair or reconstruct the remaining portion of the Building to the extent necessary to make the same a complete architectural unit; provided that in complying with its obligations hereunder Landlord substantially completes such restoration. Such right shall not be required to expend more than the net proceeds of termination shall be Tenant’s sole and exclusive remedy at law or in equity for the condemnation award which are paid to Landlord’s failure so to complete such restoration. (d) All compensation awarded or paid to Landlord upon a total or partial taking of the Premises or the Building shall have belong to and hereby reserves and excepts, and Tenant hereby grants and assigns to Landlord, all rights to recover for damages to be the Property and the leasehold interest hereby created, and to compensation accrued or hereafter to accrue property of Landlord without any participation by reason of such taking, and by way of confirming the foregoing, Tenant hereby grants and assigns, and covenants with Landlord to grant and assign to Landlord, all rights to such damages or compensation, and covenants to deliver such further assignments and assurances thereof as Landlord may from time to time requestTenant. Nothing contained herein shall be construed to prevent preclude Tenant from prosecuting in any condemnation proceedings claim directly against the condemning authority for loss of business, for damage to, and cost of removal of, trade fixtures, furniture and other personal property belonging to T▇▇▇▇▇, and for the unamortized cost of leasehold improvements to the extent same were installed at Tenant’s expense, provided, however, that no such claim shall diminish or adversely affect Landlord’s award. In no event shall Tenant have or assert a claim for the value of any unexpired term of Tenant’s Removable Property installed this Lease. Subject to the foregoing provisions of this subparagraph (d), Tenant hereby assigns to Landlord any and all of its right, title and interest in or to any compensation awarded or paid as a result of any such taking. (e) Notwithstanding anything to the contrary contained in this Article 23, if, during the Lease Term, the use or occupancy of any part of the Building or the Premises shall be taken or appropriated temporarily for any public or quasi-public use under any governmental law, ordinance, or regulations, or by right of eminent domain, this Lease shall be and remain unaffected by such taking or appropriation and Tenant at Tenant’s expense shall continue to pay in full all Rent payable hereunder by T▇▇▇▇▇ during the Lease 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 loss of use or occupancy of the Premises during the Lease Term, and Landlord shall be entitled to receive that portion of any award which represents the cost of restoration and compensation for relocation expenses, provided that such action shall not affect the amount loss of compensation otherwise recoverable by Landlord from use or occupancy of the taking authorityPremises after the end of the Lease Term.

Eminent Domain. If any condemnation or eminent domain proceedings of any kind are commenced against any Property, then Sellers shall give notice to Purchaser of any such proceedings within five (5) Business Days after Sellers receive written notice thereof. If prior to Closing: (a) If the Premises shall be affected a material portion of any Property is taken by condemnation or eminent domain proceedings of any exercise of the power of eminent domainkind, Basic Rent and Additional Rent payable by Tenant shall be justly and equitably abated and reduced according to the nature and extent of the loss of use thereof suffered by Tenant. In no event shall Landlord have any liability for damages to Tenant for inconvenience, annoyance or interruption of business arising from such exercise of the power of eminent domain. (b) If condemnation or eminent domain proceedings of any part kind are instituted against a material portion of the Buildings are taken by any exercise of the right of eminent domaina Property, then Landlord shall have the right Purchaser may elect, by written notice to terminate this Lease Sellers given within ten (even if Landlord’s entire interest in the Premises may have been divested) by giving notice of Landlord’s election so to do within ninety (9010) days after receipt of notice thereof from any Seller, to: (x) (i) terminate this Contract as it pertains to that Property only (in which event the occurrence Applicable Share of the effective date Deposit shall be released to Purchaser) and thereafter neither party shall have any further obligations or liability hereunder with respect to such Property, except for any except for any provisions of this Contract that expressly survive a termination of this Contract and (ii) complete the purchase of the remaining Properties without any reduction to the Allocated Purchase Price for each of such takingremaining Properties (as set forth on the Seller Information Schedule), whereupon this Lease shall terminate thirty or (30y) days after complete the date purchase of such notice with the same force and effect as if such date were the date originally established for the expiration all of the Term Properties, less the portion of this Lease. the Property taken by eminent domain or condemnation or voluntarily conveyed in connection therewith without any reduction in Allocated Purchase Price, and all awards or payments paid to Seller under such proceedings or in connection therewith (c) If this Lease shall not be terminated pursuant to Section 11.4(b), Landlord shall thereafter use due diligence to restore the Premises (excluding any Alterations made by Tenant pursuant to Section 5.2) to proper condition for Tenant’s use and occupation, provided that Landlord’s obligation shall be limited up to the amount of compensation recoverable by Landlord from the taking authorityAllocated Purchase Price for the condemned Property), together with and Down Units Proceeds if the Down Unit Trigger occurs, shall be credited against the Purchase Price or, if subsequent to Closing, assigned to Purchaser. IfIf Purchaser fails to notify Seller in writing of its election pursuant to the previous sentence, for any reasonthen Purchaser shall be deemed to have elected the option set forth in clause (y) of this Section 12.1. For purposes of this Section 12.1, such restoration shall not be substantially completed within six (6) months after the expiration a “material portion” of the ninety (90) day period referred Property taken or subject to in Section 11.4(b) (which six month period may be extended for such periods of time as Landlord is prevented from a condemnation or eminent domain proceeding with or completing such restoration for any cause beyond Landlord’s reasonable control, but in no event for more than an additional three (3) months), Tenant shall have the right to terminate this Lease by giving notice to Landlord thereof within thirty (30) days after the expiration of such period (as so extended). Upon the giving of such notice, this Lease shall cease and come to an end thirty (30) days after the giving of such notice, without further liability or obligation on the part of either party unless, within such thirty (30) 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 deemed to complete such restoration. include circumstances where (di) Landlord shall have and hereby reserves and excepts, and Tenant hereby grants and assigns to Landlord, all rights to recover for damages the access to the Property from a public right-of-way is materially and adversely impacted by such proceeding or taking, (ii) the leasehold interest hereby created, and to compensation accrued or hereafter to accrue by reason Property can no longer be used for the same use of such taking, and Property existing as of the Effective Date directly as a result of such proceeding or taking or (iii) such proceeding or such taking is reasonably expected by way of confirming the foregoing, Tenant hereby grants and assigns, and covenants with Landlord Seller to grant and assign to Landlord, all rights to such damages or compensation, and covenants to deliver such further assignments and assurances thereof as Landlord may from time to time request. Nothing contained herein shall be construed to prevent Tenant from prosecuting cause a diminution in any condemnation proceedings a claim for the value of the Property equal to or greater than seven and one-half percent (7.5%) of the Allocated Purchase Price for such Property as set forth on the Seller Information Schedule. This Section will govern to the extent inconsistent with any applicable law. For purposes of Tenant’s Removable Property installed in this Section 12.1, all references to “Allocated Purchase Price” shall be deemed to mean the Premises by Tenant at Tenant’s expense and for relocation expenses, provided that such action shall not affect Allocated Purchase Price set forth on the amount of compensation otherwise recoverable by Landlord from the taking authoritySeller Information Schedule without giving effect to any Allocation Adjustment.

Eminent Domain. (a) If all or substantially all of the Premises shall be affected appropriated or condemned by any public authority in the exercise of the power of eminent domain, Basic Rent and Additional Rent payable by Tenant shall be justly and equitably abated and reduced according to the nature and extent of the loss of use thereof suffered by Tenant. In no event shall Landlord have any liability for damages to Tenant for inconvenience, annoyance or interruption of business arising from such exercise of the power of eminent domain. (b) If any part of the Buildings are taken by any exercise of the its right of eminent domain, then Landlord shall have the right to terminate this Lease (even if Landlord’s entire interest in the Premises may have been divested) by giving notice of Landlord’s election so to do within ninety (90) days after the occurrence of the effective date of such taking, whereupon this Lease shall terminate thirty (30with respect to only the portion of the Premises condemned) as of the date such taking shall occur. If any taking of any part of the Premises occurs which would render the Premises unsuitable for the business then being conducted by Lessee, then the term of this Lease, at the option of Lessee exercised by giving written notice to the Lessor within sixty (60) days after the date of such notice with taking, shall terminate as of the same date of such taking. In the event of a taking of any part of the Premises which is not extensive enough to render the Premises unsuitable for the business then being conducted by Lessee, then Lessor, to the extent possible, shall promptly restore the Premises to a condition comparable to its condition immediately prior to such taking (less the portion lost in the taking) and this Lease shall continue in full force and effect as if such date were effect. In the date originally established for the expiration of the Term of this Lease. (c) If event that this Lease shall not be terminated pursuant to Section 11.4(b)terminate upon any taking of all or any part of the Premises, Landlord shall thereafter use due diligence to restore the Premises (excluding any Alterations made by Tenant pursuant to Section 5.2) to proper condition for Tenant’s use and occupation, provided that Landlord’s obligation there shall be limited an equitable reduction in Base Rent with respect to the amount Premises. Except as otherwise herein specifically provided, Lessor or its first mortgage lender shall be entitled to all awards and proceeds payable by reason of compensation recoverable by Landlord from the any taking, whether full or partial, as damages or otherwise. Lessee hereby expressly waives any right or claim to any part thereof and assigns to Lessor its interest therein; provided, however, that where such taking authority. If, for results in a termination of this Lease as to all or any reason, such restoration shall not be substantially completed within six (6) months after the expiration part of the ninety (90) day period referred Premises, then Lessee shall be entitled to in Section 11.4(b) (which six month period may be extended that portion, if any, of an award made to, or for such periods the benefit of, Lessee, specifically for the cost of time as Landlord is prevented from proceeding with or completing such restoration for any cause beyond Landlord’s reasonable control, but in no event for more than an additional three (3) months), Tenant removal of trade fixtures. Lessee shall have no claim against Lessor for the right value of the unexpired term of the Lease as to terminate this Lease by giving notice to Landlord thereof within thirty (30) days after the expiration of such period (as so extended). Upon the giving of such notice, this Lease shall cease and come to an end thirty (30) days after the giving of such notice, without further liability or obligation on the part of either party unless, within such thirty (30) 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. (d) Landlord shall have and hereby reserves and excepts, and Tenant hereby grants and assigns to Landlord, all rights to recover for damages to the Property and the leasehold interest hereby created, and to compensation accrued or hereafter to accrue by reason of such taking, and by way of confirming the foregoing, Tenant hereby grants and assigns, and covenants with Landlord to grant and assign to Landlord, all rights to such damages or compensation, and covenants to deliver such further assignments and assurances thereof as Landlord may from time to time requestPremises taken. Nothing contained herein shall be construed to prevent Tenant preclude Lessee from prosecuting any claim directly against the condemning authority in any condemnation proceedings a proceedings; provided, however, that no such claim for shall diminish or otherwise adversely affect Lessor’s award or the value award of any of Tenant’s Removable Property installed in the Premises by Tenant at Tenant’s expense and for relocation expenses, provided that such action shall not affect the amount of compensation otherwise recoverable by Landlord from the taking authoritymortgage lender.

Eminent Domain. (a) If 12.1 In the event all of the Leased Premises shall be affected taken or appropriated by any exercise public or quasi-public authority, this Lease shall terminate as of the power of eminent domain, Basic Rent and Additional Rent payable by Tenant date Lessee shall be justly and equitably abated and reduced according to the nature and extent deprived of the loss of use physical possession thereof suffered by Tenant. In no event and the rent and obligation to pay rent shall Landlord have any liability for damages to Tenant for inconvenience, annoyance or interruption of business arising from such exercise terminate as of the power of eminent domainsame date. (b) If any part 12.2 In the event that less than the whole, but such portion of the Buildings are Leased Premises shall be taken by any exercise or appropriated so as to render the use of the right of eminent domainLeased Premises unsuitable for Lessee’s needs, as solely determined by Lessee, then Landlord in such event, Lessee shall have the right option to terminate this Lease (even if Landlord’s entire interest in as of the Premises may have been divested) date Lessee shall be dispossessed from the part so taken or appropriated, by giving notice of Landlord’s election so to do within ninety (90) days after the occurrence of the effective date Lessor of such taking, whereupon this Lease shall election to terminate not later than thirty (30) days after the from date of such notice with dispossession and the Lessee’s obligation to pay rent shall terminate as of the same force and effect as if such date were date. 12.3 In the date originally established for the expiration event of a taking or appropriation of any portion of the Term of this Lease. (c) If Leased Premises, if this Lease shall not be terminated pursuant to Section 11.4(b), Landlord shall thereafter use due diligence to restore the Premises (excluding any Alterations made by Tenant pursuant to Section 5.2) to proper condition for Tenant’s use and occupation, provided that Landlord’s obligation shall be limited to the amount of compensation recoverable by Landlord from the taking authority. If, for any reason, such restoration shall not be substantially completed within six (6) months after the expiration of the ninety (90) day period referred to in Section 11.4(b) (which six month period may be extended for such periods of time as Landlord is prevented from proceeding with or completing such restoration for any cause beyond Landlord’s reasonable control, but in no event for more than an additional three (3) months), Tenant shall have the right to terminate this Lease by giving notice to Landlord thereof within thirty (30) days after the expiration of such period (as so extended). Upon the giving of such noticehereinabove provided, this Lease shall cease continue as to that portion of the Leased Premises which shall not have been appropriated or taken, and come Lessor shall, promptly and with due diligence, restore the remainder of the Leased Premises as nearly as practicable to a complete unit of like quality and character as existed just prior to such appropriation. The rent shall, commencing with the date Lessee has been dispossessed of the appropriated portion of the Leased Premises, be reduced by an end thirty (30) days after amount, mutually agreed upon by the giving parties, which bears the same ratio to Lessee’s rent prior to such appropriation as the appropriated portion of such noticethe Leased Premises bears to the total Leased Premises. If Lessor reconstructs the building or other improvements to their original size and character, without further liability or obligation on the part of either party unless, within such thirty (30) day period, Landlord substantially completes such restoration. Such right of termination rent shall be Tenantreinstated upon completion of the construction and Lessee’s sole and exclusive remedy at law or commencing to use the Leased Premises as reconstructed, provided that an equitable adjustment is made to reflect the loss of the land taken in equity for Landlord’s failure so to complete such restorationsaid appropriation. (d) Landlord 12.4 Nothing herein contained shall have and hereby reserves and excepts, and Tenant hereby grants and assigns deprive Lessee of its right to Landlord, all rights to recover for damages to the Property and the leasehold interest hereby created, and to compensation accrued or hereafter to accrue by reason of such taking, and by way of confirming the foregoing, Tenant hereby grants and assigns, and covenants with Landlord to grant and assign to Landlord, all rights to such damages or compensation, and covenants to deliver such further assignments and assurances thereof as Landlord may from time to time request. Nothing contained herein shall be construed to prevent Tenant from prosecuting in any condemnation proceedings a claim proceeding for the value of its leasehold, fixtures or equipment, or any of Tenant’s Removable Property installed in the Premises by Tenant at Tenant’s expense and for other proper claim, including but not limited to, removal or relocation expenses, provided that such action shall not affect the amount of compensation otherwise recoverable by Landlord from the taking authority.

Eminent Domain. (a) If all or part of the Demised Premises shall be affected taken for any public or quasi-public use by any virtue of the exercise of the power of eminent domaindomain or by private purchase in lieu thereof, Basic Rent and Additional Rent payable by Tenant shall be justly and equitably abated and reduced according to the nature and extent of the loss of use thereof suffered by Tenant. In no event shall Landlord have any liability for damages to Tenant for inconvenience, annoyance or interruption of business arising from such exercise of the power of eminent domain. (b) If any part of the Buildings are taken by any exercise of the right of eminent domain, then Landlord shall have the right to terminate this Lease (even if Landlord’s entire interest in the Premises may have been divested) by giving notice of Landlord’s election so to do within ninety (90) days after the occurrence of the effective date of such taking, whereupon this Lease shall terminate thirty (30) days after as to the part so taken as of the date of such notice with taking, and, in the same force and effect as if such date were the date originally established for the expiration case of the Term of this Lease. (c) If this Lease shall not be terminated pursuant to Section 11.4(b)a partial taking, either Landlord shall thereafter use due diligence to restore the Premises (excluding any Alterations made by Tenant pursuant to Section 5.2) to proper condition for Tenant’s use and occupation, provided that Landlord’s obligation shall be limited to the amount of compensation recoverable by Landlord from the taking authority. If, for any reason, such restoration shall not be substantially completed within six (6) months after the expiration of the ninety (90) day period referred to in Section 11.4(b) (which six month period may be extended for such periods of time as Landlord is prevented from proceeding with or completing such restoration for any cause beyond Landlord’s reasonable control, but in no event for more than an additional three (3) months), Tenant shall have the right to terminate this Lease as to the balance of the Demised Premises by giving written notice to Landlord thereof the other within thirty (30) days after such date; provided, however, that a condition to the expiration exercise by Tenant of such period right to terminate shall be either (as so extended). Upon i) that more than fifteen percent (15%) of the giving Demised Premises was taken or (ii) that the portion of the Demised Premises taken shall be of such noticeextent and nature as substantially to handicap, impede or impair Tenant's use of the balance of the Demised Premises. If title to so much of the Building is taken that a reasonable amount of reconstruction thereof will not in Landlord's sole discretion result in the Building being a practical improvement and reasonably suitable for use for the purpose for which it is designed, then this Lease shall cease and come to an end thirty (30) days after the giving of such notice, without further liability or obligation terminate on the date that the condemning authority actually takes possession of the part so condemned or purchased. (b) If this Lease is terminated under the provisions of either party unlessthis Article 33, Rent shall be apportioned and adjusted as of the date of termination. Tenant shall have no claim against Landlord or against the condemning authority for the value of any leasehold estate or for the value of the unexpired Lease Term provided that the foregoing shall not preclude any claim that Tenant may have against the condemning authority for the unamortized cost of leasehold improvements, to the extent the same were installed at Tenant's expense (and not with the proceeds of the Construction Allowance), or for loss of business, moving expenses or other consequential damages, in accordance with subparagraph (d) below. (c) If there is a partial taking of the Building and this Lease is not thereupon terminated under the provisions of this Article 33, then this Lease shall remain in full force and effect, and Landlord shall, within such thirty (30) day perioda reasonable time thereafter, repair or reconstruct the remaining portion of the Building to the extent necessary to make the same a complete architectural unit; provided that in complying with its obligations hereunder Landlord substantially completes such restoration. Such right shall not be required to expend more than the net proceeds of termination shall be Tenant’s sole and exclusive remedy at law or in equity for the condemnation award which are paid to Landlord’s failure so to complete such restoration. (d) All compensation awarded or paid to Landlord upon a total or partial taking of the Demised Premises or the Building shall have belong to and hereby reserves be the property of Landlord without any participation by Tenant. All compensation awarded or paid to Landlord upon a temporary taking of all or any portion of the Demised Premises with respect to which Tenant exercises Tenant's right to terminate under Article 33 (e) shall belong to and excepts, and Tenant hereby grants and assigns to Landlord, all rights to recover for damages to be the Property and the leasehold interest hereby created, and to compensation accrued or hereafter to accrue property of Landlord without any participation by reason of such taking, and by way of confirming the foregoing, Tenant hereby grants and assigns, and covenants with Landlord to grant and assign to Landlord, all rights to such damages or compensation, and covenants to deliver such further assignments and assurances thereof as Landlord may from time to time requestTenant. Nothing contained herein shall be construed to prevent preclude Tenant from prosecuting in any condemnation proceedings claim directly against the condemning authority for loss of business, for damage to, and cost of removal of, trade fixtures, furniture and other personal property belonging to Tenant, and for the unamortized cost of leasehold improvements to the extent same were installed at Tenant's expense (and not with the proceeds of the Construction Allowance). In no event shall Tenant have or assert a claim for the value of any unexpired term of Tenant’s Removable Property installed this Lease. Subject to the foregoing provisions of this subparagraph (d), Tenant hereby assigns to Landlord any and all of its right, title and interest in the Premises by Tenant at Tenant’s expense and for relocation expenses, provided that or to any compensation awarded or paid as a result of any such action shall not affect the amount of compensation otherwise recoverable by Landlord from the taking authoritytaking.

Eminent Domain. (a) If If, during the Term hereof, all or so much of the -------------- Leased Premises shall be affected taken in any proceeding by any exercise public authorities by condemnation or otherwise, or be acquired for public or quasi-public purposes, such that the continued operation of the power Tenant's business on the Leased Premises becomes operationally or economically unfeasible (in the reasonable opinion of eminent domainTenant), Basic Rent and Additional Rent payable by Tenant this Lease shall be justly and equitably abated and reduced according terminated, in which case any unearned rent paid or credited in advance shall be refunded to the nature and extent of the loss of use thereof suffered by Tenant. In no the event shall Landlord have any liability for damages to Tenant for inconvenience, annoyance or interruption of business arising from such exercise a partial taking which would not cause the continued operation of the power of eminent domain. business to become operationally or economically unfeasible (b) If any part of the Buildings are taken by any exercise of the right of eminent domain, then Landlord shall have the right to terminate this Lease (even if Landlord’s entire interest in the Premises may have been divested) by giving notice reasonable opinion of Landlord’s election so to do within ninety (90) days after the occurrence of the effective date of such taking, whereupon this Lease shall terminate thirty (30) days after the date of such notice with the same force and effect as if such date were the date originally established for the expiration of the Term of this Lease. (c) If this Lease shall not be terminated pursuant to Section 11.4(bTenant), Landlord shall, with all reasonable dispatch, repair the remaining portion of the 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 Tenant, and the rent payable hereunder shall thereafter use due diligence be reduced in proportion to restore the portion of the building structure and parking areas taken; provided, however, if Landlord is able to provide additional parking in amount, reasonable proximity to the Leased Premises and quality (excluding any Alterations i.e., surfaced and striped) which is equal to or better than that which is condemned, then there shall be no rent reduction for parking loss. Except for payments made by Tenant pursuant to Section 5.2) to proper condition Tenant's rental protection insurance, if any, claim for Tenant’s use and occupation, provided that Landlord’s obligation which shall be limited to made, the amount of compensation recoverable by Landlord from the taking authority. If, for rent shall be abated during any reason, such restoration shall not be substantially completed within six (6) months after the expiration of the ninety (90) day period referred to in Section 11.4(b) (which six month period may be extended for such periods of time as that the Leased Premises is untenantable. In the event Landlord is prevented from proceeding with or completing does not commence such restoration for any cause beyond Landlord’s reasonable control, but in no event for more than an additional three (3) months), Tenant shall have the right to terminate this Lease by giving notice to Landlord thereof work within thirty (30) days after such taking and does not complete the expiration work within one hundred twenty (120) working days after commencement of such period (as so extended). Upon work, then this Lease, at the giving option of such noticeTenant, this Lease shall cease and come to an end thirty (30) days after terminate. It is expressly agreed and understood that all sums awarded or allowed for such taking of the giving of such notice, without further liability Leased Premises or obligation on the any part of either party unless, within such thirty (30) day period, Landlord substantially completes such restoration. Such right of termination shall be Tenant’s sole and exclusive remedy at law thereof or in equity for Landlord’s failure so to complete such restoration. (d) Landlord shall have and hereby reserves and excepts, and Tenant hereby grants and assigns to Landlord, all rights to recover for damages for such taking shall belong to Landlord with the Property and the leasehold interest hereby created, and to compensation accrued or hereafter to accrue by reason of such taking, and by way of confirming the foregoing, Tenant hereby grants and assigns, and covenants with Landlord to grant and assign to Landlord, all rights to such damages or compensation, and covenants to deliver such further assignments and assurances thereof as Landlord may from time to time request. Nothing contained herein shall be construed to prevent Tenant from prosecuting in any condemnation proceedings a claim for the value exception of any of Tenant’s Removable Property installed in the Premises by separate amount specifically awarded to Tenant at Tenant’s expense and for relocation moving expenses, provided that such action shall not affect the amount of compensation otherwise recoverable by Landlord from the taking authority.

Eminent Domain. (a) 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 affected by any exercise of taken or appropriated under the power of eminent domaindomain or conveyed in lieu thereof, Basic Rent and Additional Rent payable either party hereto may, by Tenant shall be justly and equitably abated and reduced according to serving written notice upon the nature and extent of the loss of use thereof suffered by Tenant. In no event shall Landlord have any liability for damages to Tenant for inconvenience, annoyance or interruption of business arising from such exercise of the power of eminent domain. (b) If any part of the Buildings are taken by any exercise of the right of eminent domain, then Landlord shall have the right to terminate this Lease (even if Landlord’s entire interest in the Premises may have been divested) by giving notice of Landlord’s election so to do within ninety (90) days after the occurrence of the effective date of such taking, whereupon this Lease shall terminate thirty (30) days after the date of such notice with the same force and effect as if such date were the date originally established for the expiration of the Term of this Lease. (c) If this Lease shall not be terminated pursuant to Section 11.4(b), Landlord shall thereafter use due diligence to restore the Premises (excluding any Alterations made by Tenant pursuant to Section 5.2) to proper condition for Tenant’s use and occupation, provided that Landlord’s obligation shall be limited to the amount of compensation recoverable by Landlord from the taking authority. If, for any reason, such restoration shall not be substantially completed within six (6) months after the expiration of the ninety (90) day period referred to in Section 11.4(b) (which six month period may be extended for such periods of time as Landlord is prevented from proceeding with or completing such restoration for any cause beyond Landlord’s reasonable control, but in no event for more than an additional three (3) months), Tenant shall have the right to terminate this Lease by giving notice to Landlord thereof other party hereto within thirty (30) days after thereafter, immediately terminate this Lease. If any such substantial part of the expiration Project excluding the Premises shall be taken or appropriated under the power of eminent domain or conveyed in lieu thereof, Landlord may so terminate this Lease. In either of such period 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 any part of any sum so paid, whether or not attributable to the value of the 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 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 so extended). Upon the giving a consequence of such noticepartial taking, appropriation or conveyance, Landlord shall, to the extent of any severance damages received by Landlord, restore the Premises continuing under this Lease, provided, however, that Landlord shall not be required to repair or restore 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 any amount in excess of such severance damages required to complete such repairs or restoration. Notwithstanding anything to the contrary contained in this Section, if the temporary use or occupancy of any part of the Premises shall be taken or appropriated under the power of eminent domain or conveyed in lieu thereof during the term of this Lease, this Lease shall cease be and come to an end thirty (30) days after the giving of such notice, without further liability or obligation on the part of either party unless, within such thirty (30) 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. (d) Landlord shall have and hereby reserves and excepts, and Tenant hereby grants and assigns to Landlord, all rights to recover for damages to the Property and the leasehold interest hereby created, and to compensation accrued or hereafter to accrue remain unaffected by reason of such taking, appropriation or conveyance and Tenant shall continue to pay in full all rent payable hereunder by way Tenant during the term of confirming this Lease. In the foregoingevent of any such temporary taking, appropriation or conveyance, Tenant hereby grants and assignsshall be entitled to receive 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 covenants with Landlord to grant and assign to Landlord, all rights to such damages or compensation, and covenants to deliver such further assignments and assurances thereof as Landlord may from time to time request. Nothing contained herein shall be construed entitled to prevent Tenant from prosecuting in any condemnation proceedings a claim for receive the value balance of any of Tenant’s Removable Property installed in the Premises by Tenant at Tenant’s expense and for relocation expenses, provided that such action shall not affect the amount of compensation otherwise recoverable by Landlord from the taking authorityaward.

Eminent Domain. (a) If the whole, or any part, of the Premises shall be affected taken by any public, or quasi-public authority under the power of eminent domain, or conveyed to any such public or quasi-public authority under threat of exercise of the power of eminent domain, Basic Rent and Additional Rent payable by Tenant then the terms of this Lease shall cease on that part of the Premises so taken or conveyed (hereinafter referred to as the "condemned portion") from the day the possession of the condemned portion shall be justly and equitably abated and taken by the condemning entity. Unless this Lease is canceled as hereinafter provided, the rent provided for herein commencing with the date possession is acquired by the condemning entity, shall be reduced according in proportion to the nature and extent amount of the Premises taken. In the event of partial condemnation, Tenant may cancel this entire Lease if the loss of use thereof suffered the condemned portion will, in Tenant's reasonable judgment based upon generally accepted standards applicable to Tenant's business on the Premises, have a significantly impairing effect on such business as to render the Premises unfit for its intended use. Such right to cancel may be exercised by Tenant. In no event shall , only: (a) If Tenant gives to Landlord have any liability for damages to Tenant for inconvenience, annoyance or interruption at least ten (10) days prior written notice of business arising from such exercise of the power of eminent domain.cancellation; (b) If any part The effective date of such cancellation of the Buildings are taken by any exercise entire Lease is the same as the date possession was obtained of the right of eminent domain, then Landlord shall have condemned portion by the right condemning entity; and (c) Rent is paid in full to terminate this Lease (even if Landlord’s entire interest in the Premises may have been divested) by giving notice of Landlord’s election so to do within ninety (90) days after the occurrence of the effective date of such taking, whereupon this Lease cancellation. All damages awarded for any taking shall terminate thirty (30) days after belong to and be the date of such notice with the same force and effect as if such date were the date originally established for the expiration property of the Term Landlord whether such damages shall be awarded as compensation for diminution in value to the leasehold or the fee of this Lease. (c) If this Lease the Premises herein leased; provided, however, that the Landlord shall not be terminated pursuant entitled to Section 11.4(b), Landlord shall thereafter use due diligence to restore the Premises (excluding any Alterations made by Tenant pursuant to Section 5.2) to proper condition for Tenant’s use and occupation, provided that Landlord’s obligation shall be limited to the amount of compensation recoverable by Landlord from the taking authority. If, for any reason, such restoration shall not be substantially completed within six (6) months after the expiration portion of the ninety (90) day period referred award made to in Section 11.4(b) (which six month period may be extended Tenant for such periods loss of time as Landlord is prevented from proceeding with or completing such restoration for any cause beyond Landlord’s reasonable controlbusiness, but in no event for more than an additional three (3) months), Tenant shall have the right depreciation to terminate this Lease by giving notice to Landlord thereof within thirty (30) days after the expiration and cost of such period (as so extended). Upon the giving removal of such notice, this Lease shall cease stock and come to an end thirty (30) days after the giving of such notice, without further liability or obligation on the part of either party unless, within such thirty (30) 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 restorationtrade fixtures. (d) Landlord shall have and hereby reserves and excepts, and Tenant hereby grants and assigns to Landlord, all rights to recover for damages to the Property and the leasehold interest hereby created, and to compensation accrued or hereafter to accrue by reason of such taking, and by way of confirming the foregoing, Tenant hereby grants and assigns, and covenants with Landlord to grant and assign to Landlord, all rights to such damages or compensation, and covenants to deliver such further assignments and assurances thereof as Landlord may from time to time request. Nothing contained herein shall be construed to prevent Tenant from prosecuting in any condemnation proceedings a claim for the value of any of Tenant’s Removable Property installed in the Premises by Tenant at Tenant’s expense and for relocation expenses, provided that such action shall not affect the amount of compensation otherwise recoverable by Landlord from the taking authority.

Eminent Domain. If more than twenty-five percent (a25%) If of the area of the Premises shall be affected by is taken or appropriated for any exercise of public or quasi-public use under the power of eminent domain, Basic Rent or conveyed in lieu thereof, or if such amount of the Premises is taken or appropriated as makes it impracticable for Lessee to operate its business in the Premises (as reasonably determined by Lessee), either party hereto shall have the right, at its option, to terminate this Lease by written notice to the other party given within ten (10) days of the date of such taking, appropriation or conveyance, and Additional Rent payable by Tenant Lessor shall be justly entitled to any and equitably abated 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 use or purpose, and reduced according Lessee shall have no claim against Lessor for (and hereby assigns to Lessor any claim which Lessee may have for) the nature value of any unexpired Term of this Lease. Lessee shall be entitled to pursue its own award in the event of a taking or appropriation that results in the termination of this Lease including sums to compensate Lessee for trade fixtures, moving expenses and extent of the loss of use thereof suffered by Tenant. In no event shall Landlord have any liability for damages to Tenant for inconveniencegood will, annoyance provided that such award does not decrease the amount or interruption value of business arising from such exercise of the power of eminent domain. (b) Lessor’s Award If any part of the Buildings are taken by any exercise of Building or the right of eminent domainProject other than the Premises may be so taken, then Landlord 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: (even if Landlord’s entire interest i) the termination shall be effective as of the date upon which title to the Premises, the Building, the Project, or a portion thereof, passes to and vests in the Premises may have been divested) by giving notice of Landlord’s election so to do within ninety (90) days after the occurrence of condemnor or the effective date of such takingany order for possession if issued prior to the date 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, whereupon this Lease shall terminate thirty (30) days after prorated as of the date of such notice with the same force and effect as if such date were the date originally established for the expiration taking. If less than twenty-five percent (25%) of the Term of this Lease. Premises is so taken, appropriated or conveyed, or more than twenty-five percent (c25%) If this Lease shall not be terminated pursuant thereof is so taken, appropriated or conveyed and neither party elects to Section 11.4(b)terminate as herein provided, Landlord shall thereafter use due diligence to restore the Premises (excluding any Alterations made by Tenant pursuant to Section 5.2i) to proper condition for Tenant’s use and occupation, provided that Landlord’s obligation Lessor shall be limited entitled to the entirety of the 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 compensation recoverable the Award available to Lessor; and (ii) the Rental thereafter to be paid hereunder for the Premises shall be reduced in the same ratio that the percentage of the area of the Premises so taken, appropriated or conveyed bears to the total area of the Premises immediately prior to the taking, appropriation or conveyance. In addition, if any Rentable Area in the Building containing the Premises is so taken, appropriated or conveyed and this Lease is not terminated by Landlord from Lessor, Lessee’s Percentage Share of Building Expenses allocated to the Office Cost Pool shall be adjusted pursuant to Article 7. Notwithstanding this Article 24 above, upon a temporary taking of all or any portion of the Premises, the Lease shall remain in effect and Lessee shall continue to pay and be liable for all Rentals under this Lease. Upon such temporary taking, Lessee shall be entitled to 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 include a taking which is to last for an indefinite period and/or which will terminate only upon the happening of a specified event unless it can be determined at the time of the taking authority. If, for any reason, when such restoration shall not be substantially completed within six (6) months after the expiration of the ninety (90) day period referred to in Section 11.4(b) (which six month period may be extended for such periods of time as Landlord is prevented from proceeding with or completing such restoration for any cause beyond Landlord’s reasonable control, but in no event for more than an additional three (3) months), Tenant shall have the right to terminate this Lease by giving notice to Landlord thereof within thirty (30) days after the expiration of such period (as so extended). Upon the giving of such notice, this Lease shall cease and come to an end thirty (30) days after the giving of such notice, without further liability or obligation on the part of either party unless, within such thirty (30) 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 restorationwill occur. (d) Landlord shall have and hereby reserves and excepts, and Tenant hereby grants and assigns to Landlord, all rights to recover for damages to the Property and the leasehold interest hereby created, and to compensation accrued or hereafter to accrue by reason of such taking, and by way of confirming the foregoing, Tenant hereby grants and assigns, and covenants with Landlord to grant and assign to Landlord, all rights to such damages or compensation, and covenants to deliver such further assignments and assurances thereof as Landlord may from time to time request. Nothing contained herein shall be construed to prevent Tenant from prosecuting in any condemnation proceedings a claim for the value of any of Tenant’s Removable Property installed in the Premises by Tenant at Tenant’s expense and for relocation expenses, provided that such action shall not affect the amount of compensation otherwise recoverable by Landlord from the taking authority.

Eminent Domain. (a) If all or any par of the Premises shall be affected taken or appropriated for public or quasi-public use by any exercise of the power of eminent domain, Basic Rent and Additional Rent payable by Tenant shall be justly and equitably abated and reduced according to the nature and extent of the loss of use thereof suffered by Tenant. In no event shall Landlord have any liability for damages to Tenant for inconvenience, annoyance or interruption of business arising from such exercise of the power of eminent domain. (b) If any part of the Buildings are taken by any exercise of the right of eminent domain, then Landlord with or without litigation, or transferred by agreement in contemplation of any such taking or appropriation, and the remainder of the Premises is rendered unusable for Lessee's business, either Lessor or Lessee shall have the right to terminate this Lease (even if Landlord’s entire interest in the Premises may have been divested) by giving notice of Landlord’s election so to do at their respective options, exercisable within ninety (90) days after the occurrence of the effective date of such taking, whereupon this Lease shall terminate thirty (30) days after of receipt of notice of such taking, to terminate this Lease as of the date of such notice with possession is taken by the same force and effect as if such date were the date originally established for the expiration condemning authority. If more than twenty five percent (25%) of the Term of this Lease. (c) If this Lease shall not be terminated pursuant to Section 11.4(b), Landlord shall thereafter use due diligence to restore the Premises (excluding any Alterations made by Tenant pursuant to Section 5.2) to proper condition for Tenant’s use and occupation, provided that Landlord’s obligation shall be limited to the amount of compensation recoverable by Landlord from the taking authority. If, for any reason, such restoration shall not be substantially completed within six (6) months after the expiration area of the ninety (90) day period referred to in Section 11.4(b) (which six month period may be extended for such periods of time as Landlord is prevented from proceeding with Building shall he taken or completing such restoration for any cause beyond Landlord’s reasonable controlappropriated, but in no event for more than an additional three (3) months), Tenant Lessor shall have the right at its option to terminate this Lease by giving notice to Landlord thereof within thirty (30) days after the expiration of such period (as so extended). Upon the giving receipt of such notice, this Lease shall cease and come to an end thirty (30) days after the giving of such notice, without further liability or obligation on the part of either party unless, within such thirty (30) 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. (d) Landlord shall have and hereby reserves and excepts, and Tenant hereby grants and assigns to Landlord, all rights to recover for damages to the Property and the leasehold interest hereby created, and to compensation accrued or hereafter to accrue by reason notice of such taking, such termination to be effective as of the date possession is taken by the condemning authority. No award for any partial or entire taking shall be apportioned and by way of confirming the foregoingLessee hereby assigns to Lessor any award which maybe made in such taking, Tenant hereby grants together with any and assigns, and covenants with Landlord to grant and assign to Landlord, all rights of Lessee now or hereafter arising in or to such damages be the same or compensationany part thereof; provided, and covenants to deliver such further assignments and assurances thereof as Landlord may from time to time request. Nothing however, that nothing contained herein shall be construed deemed to prevent Tenant from prosecuting give Lessor any interest in or to require Lessee to assign to Lessor any condemnation proceedings a claim award made to Lessee for the value taking of any property or trade fixtures belonging to Lessee, for unamortized cost of Tenant’s Removable Property Leasehold improvement made or installed by Lessee at its expense or for moving expenses. In the event of a partial taking of the Premises which does not result in a termination of this Lease, rent shall be reduced, effective the date possession is transferred to the condemning authority, in the proportion that the part of the Premises taken or made unusable bears to the area of the Premises immediately prior to such taking. If a temporary taking under this paragraph continues for 90 days or more, Lessee may terminate this Lease by Tenant written notice to Lessor, delivered at Tenant’s expense and least 10 days in advance. Notwithstanding the forgoing sentence, however, Lessee may not terminate this Lease under this provision if during the 90 days following commencement of the taking, Lessor has made available to Lessee for relocation expensesLessee's use, provided other space reasonably sufficient for Lessee to operate its business, taking into account that such action shall not affect the amount of compensation otherwise recoverable by Landlord from the taking authorityother space will be for a temporary use only.

Eminent Domain. (a) 20.01. If the whole of the Building or the Premises shall be affected taken by condemnation or in any exercise other manner for any public or quasi-public use or purpose, this lease and the term and estate hereby granted shall terminate as of the power date of eminent domainvesting of title on such taking (herein called the “Date of the Taking”), Basic and the Fixed Rent and Additional Rent payable by Tenant Charges shall be justly prorated and equitably abated adjusted as of such date. 20.02. If twenty-five (25%) percent or more of the Premises shall be so taken and reduced according the remaining area of the Premises shall not be sufficient, in Tenant’s reasonable judgment, for Tenant to continue the normal operation of its business, or if permanent access to the nature and extent of the loss of use thereof suffered by Tenant. In no event Premises or Building shall Landlord have any liability for damages to be taken, Tenant for inconvenience, annoyance or interruption of business arising from such exercise of the power of eminent domain. (b) If any part of the Buildings are taken by any exercise of the right of eminent domain, then Landlord shall have the right to may terminate this Lease (even if Landlord’s entire interest in the Premises may have been divested) lease by giving Landlord notice of Landlord’s election so to do that effect within ninety (90) days after the occurrence Date of the effective Taking. This lease shall terminate on the date set forth in such notice from Tenant to Landlord, which date shall be no more than ninety (90) days after the date such notice is given, and the Fixed Rent and Additional Charges shall be prorated and adjusted as of such termination date, except that with respect to any portion of the Premises which is the subject of the taking, whereupon if earlier, as of the Date of the Taking. Upon such partial taking and this Lease lease continuing in force as to any part of the Premises, the Fixed Rent and Additional Charges shall be adjusted according to the rentable area remaining. 20.03. Landlord shall be entitled to receive the entire award or payment in connection with any taking without deduction therefrom for any estate vested in Tenant by this lease and Tenant shall receive no part of such award except as hereinafter expressly provided in this Article 20. Tenant hereby expressly assigns to Landlord all of its right, title and interest in and to every such award or payment; provided, however, that Tenant shall have the right to make a claim for the value of Tenant’s moving expenses, and for any of Tenant’s Property and any of Tenant’s furniture, fixtures and equipment taken and, if the provisions of Section 20.05 apply, for the cost of Tenant’s restoration obligations thereunder. (a) If the temporary use or occupancy of all or any part of the Premises shall be taken by condemnation or in any other manner for any public or quasi-public use or purpose during the term of this lease, Tenant shall be entitled to receive the entire award or payment for such taking. Unless this lease shall be terminated as provided in Section 20.04(b) or Section 20.04(c), this lease shall be and remain unaffected by such taking and Tenant shall continue to be responsible for all of its obligations hereunder insofar as such obligations are not affected by such taking and shall continue to pay in full the Fixed Rent and Additional Charges when due. If the period of temporary use or occupancy shall extend beyond the Expiration Date of this lease, that part of the award which represents compensation for the use and occupancy of the Premises (or a part thereof) shall be divided between Landlord and Tenant so that Tenant shall receive so much thereof as represents the period up to and including such Expiration Date and Landlord shall receive so much thereof as represents the period after such Expiration Date. All monies paid as, or as part of, an award for temporary use and occupancy for a period beyond the date to which the Fixed Rent and Additional Charges have been paid shall be received, held and applied by Landlord as a trust fund for payment of the Fixed Rent and Additional Charges becoming due hereunder. (b) If the period of any taking of the temporary use and occupancy of fifty percent (50%) or more of the rentable area of any Office Floor or fifty percent (50%) or more of the rentable area of the entire Premises (a “Temporary Taking Period”) shall exceed twelve (12) months, Tenant may terminate this lease with respect to (x) the portion of such Office Floor or the portion of the entire Premises so taken, (y) the entirety of any such Office Floor or (z) the entirety of the Premises, as the case may be. In the event that Tenant becomes entitled to terminate this lease in whole or in part pursuant to the preceding sentence, Tenant may do so by giving a notice to such effect to Landlord at any time following the date on which Tenant becomes so entitled but prior to the date on which the Temporary Taking Period ends, and unless the Temporary Taking Period shall end prior to the expiration of thirty (30) days after the date from Tenant’s giving of such notice notice, this lease and the term and estate hereby granted (with respect to the entire Premises or the portion thereof designated in Tenant’s notice) shall terminate as of such thirtieth (30th) day with the same force and effect as if such date were the date originally established for Expiration Date specified herein with respect to the expiration of the Term of this Leaseentire Premises or such portion thereof. (c) If this Lease shall not be terminated pursuant to Section 11.4(b), Landlord shall thereafter use due diligence to restore In the Premises (excluding any Alterations made by Tenant pursuant to Section 5.2) to proper condition for Tenant’s use and occupation, provided event that Landlord’s obligation it shall be limited determined or the parties shall receive notice that the Temporary Taking Period with respect to fifty percent (50%) or more of the amount rentable area of compensation recoverable by Landlord from any Office Floor or fifty percent (50%) or more of the taking authority. If, for any reason, such restoration shall not be substantially completed within six rentable area of the entire Premises is expected to exceed the shorter of (6x) eighteen (18) months after and (y) the expiration remainder of the ninety term of this lease (90) day period referred to as the same may have theretofore been extended in Section 11.4(b) (which six month period may be extended for such periods of time as Landlord is prevented from proceeding accordance with or completing such restoration for any cause beyond Landlord’s reasonable control, but in no event for more than an additional three (3) monthsArticle 36), Tenant shall have the right to terminate this Lease by giving notice to Landlord thereof right, within thirty sixty (3060) days after the expiration date of such period determination or notice, as applicable, to terminate this lease with respect to (i) the portion of such Office Floor or the portion of the entire Premises so taken, (ii) the entirety of any such Office Floor or (iii) the entirety of the Premises, as so extended). Upon the giving of case may be, and on the date set forth in such notice, this Lease which shall cease and come to an end thirty not in any event be more than ninety (3090) days after the giving of such notice, without further liability this lease will terminate (with respect to the entire Premises or obligation on the portion thereof designated in Tenant’s notice) as if such date were the Expiration Date specified herein with respect to the entire Premises or such portion thereof. 20.05. In the event of a taking of less than the whole of the Building and/or the Land which does not result in termination of this lease, or in the event of a taking for a temporary use or occupancy of all or any part of either party unlessthe Premises which does not result in a termination of this lease, within such thirty (30a) day periodTenant, Landlord substantially completes such restoration. Such right of termination at its expense, and whether or not any award or awards shall be sufficient for the purpose, shall proceed with reasonable diligence to repair the remaining parts of the Building and the Premises to substantially their former condition to the extent that the same may be feasible (subject to reasonable changes which Tenant shall deem desirable) and so as to constitute a complete and rentable Building and (b) Tenant, at its expense, shall proceed with reasonable diligence (i) at Tenant’s sole and exclusive remedy at law option, to repair all or in equity for Landlord’s failure so to complete such restoration. (d) Landlord shall have and hereby reserves and excepts, and Tenant hereby grants and assigns to Landlord, all rights to recover for damages to the Property and the leasehold interest hereby created, and to compensation accrued or hereafter to accrue by reason of such taking, and by way of confirming the foregoing, Tenant hereby grants and assigns, and covenants with Landlord to grant and assign to Landlord, all rights to such damages or compensation, and covenants to deliver such further assignments and assurances thereof as Landlord may from time to time request. Nothing contained herein shall be construed to prevent Tenant from prosecuting in any condemnation proceedings a claim for the value of any portions of Tenant’s Removable Property installed in the Premises by as Tenant may elect to repair and (ii) at Tenant’s expense option, to be exercised separately with respect to each floor of the Premises, either: (A) repair the remaining parts of the Leasehold Improvements on such floor as shall, at a minimum, result in a usable open floor plan, including, without limitation, ceiling, lighting and for relocation expensesfloor coverings and any and all parts of the Leasehold Improvements which are required to be installed therein to permit such floor to be used in compliance with applicable Legal Requirements; or (B) demolish the Leasehold Improvements located on such floor. Notwithstanding anything to the contrary contained herein, provided that such action shall not affect in the amount event of compensation otherwise recoverable any taking pursuant to this Section 20.3, the entire award received by Landlord from pursuant to Section 20.3 shall be held in trust by Landlord for the taking authoritybenefit of Tenant and paid to Tenant for application to the cost of restoration of the Base Elements in accordance with this Section 20.5 and subject to the provisions of Section 20.3, the balance of such award, if any remaining after such application, shall belong to Landlord. 20.06. The provisions of Section 35.04 regarding Force Majeure Causes shall have no applicability to the provisions of this Article 20, and in no event will any of the time periods set forth in this Article 20 be extended as the result of Force Majeure Causes.

Eminent Domain. Except as hereinafter provided, if the Premises, or such portion thereof as to render the balance (aif reconstructed to the maximum extent practicable in the circumstances) If unsuitable for the Premises Tenant's purposes as contemplated under this Lease, shall be affected by any exercise of the power of eminent domain, Basic Rent and Additional Rent payable by Tenant shall be justly and equitably abated and reduced according to the nature and extent of the loss of use thereof suffered by Tenant. In no event shall Landlord have any liability for damages to Tenant for inconvenience, annoyance or interruption of business arising from such exercise of the power of eminent domain. (b) If any part of the Buildings are taken by any exercise of the condemnation or right of eminent domain, then the Landlord or the Tenant shall have the right to terminate this Lease (even if Landlord’s entire interest in and any separate parking lease by notice to the Premises may have been divested) by giving notice other of Landlord’s election so its desire to do within ninety so, provided that such notice is given not later than thirty (9030) days after receipt by the occurrence Tenant of notice of the effective date of such taking, whereupon this Lease shall terminate thirty (30) days after the date of such notice with the same force and effect as if such date were the date originally established for the expiration . If so much of the Term of this Lease. (c) If this Lease shall not be terminated pursuant to Section 11.4(b), Landlord shall thereafter use due diligence to restore the Premises (excluding any Alterations made by Tenant pursuant to Section 5.2) to proper condition for Tenant’s use and occupation, provided that Landlord’s obligation Building shall be limited so taken that the Landlord reasonably determines chat would be reasonably necessary to raze or substantially alter the amount of compensation recoverable by Building, the Landlord from the taking authority. If, for any reason, such restoration shall not be substantially completed within six (6) months after the expiration of the ninety (90) day period referred to in Section 11.4(b) (which six month period may be extended for such periods of time as Landlord is prevented from proceeding with or completing such restoration for any cause beyond Landlord’s reasonable control, but in no event for more than an additional three (3) months), Tenant shall have the right to terminate this Lease by giving notice to Landlord thereof within the Tenant of the Landlord's desire to do so not later than thirty (30) days after the effective date of such taking. Should any part of the Premises be so taken or condemned during the Term, and should this Lease be not terminated in accordance with the foregoing provisions, the Landlord agrees to use reasonable efforts to put what may remain of the Premises into proper condition for use and occupation as nearly like the condition of the Premises prior to such taking as shall be practicable, subject, however, to applicable laws and codes then in existence. If the Garage, or such portion thereof as to render the Tenant's parking privileges therein impossible or impracticable in the Landlord's reasonable determination, shall be taken by condemnation or right of eminent domain, then the Landlord shall designate, if available to the Landlord and promptly following any such taking, alternative parking within University Park that may be used for the parking of the automobiles of the employees and invitees of the Tenant. All such alternative parking shall be allocated proportionately among all tenants, including the Tenant, then currently leasing parking spaces within the Garage; provided, however, the number of the Tenant's parking spaces guaranteed by the Landlord in Exhibit A shall not change. The Tenant shall pay the market rate from time to tune in effect for such alternative parking facilities. In the event the Landlord is unable to secure for the Tenant such alternative parking within sixty (60) days after the later of the effective date of such taking or the date the Landlord and the Tenant have notice of the effective date of such taking, the Tenant shall have the right, as its sole remedy, to terminate this Lease and any separate parking lease by notice to the Landlord of its desire to do so, provided that the Tenant's notice is given not later than ten (10) days following the expiration of such period the aforesaid sixty (as so extended)60) day period. Upon the giving of such notice, this Lease Such termination shall cease and come to an end be effective thirty (30) days after such notice is given to the giving of such notice, without further liability or obligation on the part of either party unless, within such thirty (30) 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. (d) Landlord shall have and hereby reserves and excepts, and Tenant hereby grants and assigns to Landlord, all rights to recover for damages to or such later date specified by the Property and the leasehold interest hereby created, and to compensation accrued or hereafter to accrue by reason of Tenant in such taking, and by way of confirming the foregoing, Tenant hereby grants and assigns, and covenants with Landlord to grant and assign to Landlord, all rights to notice not exceeding one hundred twenty (120) days after such damages or compensation, and covenants to deliver such further assignments and assurances thereof as Landlord may from time to time request. Nothing contained herein shall be construed to prevent Tenant from prosecuting in any condemnation proceedings a claim for the value of any of Tenant’s Removable Property installed in the Premises by Tenant at Tenant’s expense and for relocation expenses, provided that such action shall not affect the amount of compensation otherwise recoverable by Landlord from the taking authoritynotice is given.

Eminent Domain. (a) If after the execution of this Lease and prior to the expiration of the term of this Lease the whole of the Premises shall be affected by any exercise of taken under the power of eminent domain, Basic Rent then the term of this Lease shall cease as of the time when Landlord shall be divested of its title in the Premises. (b) If only a part of the Premises shall be taken under the power of eminent domain, and Additional Rent payable if as a result thereof the floor area of the Premises shall be reduced by more than twenty percent and the part remaining shall not be reasonably adequate for the operation of the business conducted in the Premises prior to the taking, Landlord or Tenant may, at its election, terminate the term of this Lease, by giving the other notice of the exercise of its election within twenty (20) days after it shall receive notice of such taking, and the termination shall be effective as of the time that possession of the part so taken shall be required for public use. If only a part of the Premises shall be taken under the power of eminent domain and if the term of this Lease shall not be terminated as aforesaid, then the term of this Lease shall continue in full force and effect and Landlord shall, within a reasonable time after possession is required for public use, repair and rebuild what may remain of the Premises so as to put the same into condition for use and occupancy by Tenant shall be justly and equitably abated and reduced a just proportion of the minimum rent according to the nature and extent of the loss of use thereof suffered by Tenant. In no event injury to the Premises shall Landlord have any liability for damages to Tenant for inconvenience, annoyance be suspended or interruption of business arising from such exercise abated until what may remain of the power of eminent domain. (b) If any part Premises shall be put into such condition by Landlord, and thereafter a just proportion of the Buildings are taken by any exercise minimum rent according to the nature and extent of the right of eminent domain, then Landlord part so taken shall have be abated for the right to terminate this Lease (even if Landlord’s entire interest in the Premises may have been divested) by giving notice of Landlord’s election so to do within ninety (90) days after the occurrence balance of the effective date of such taking, whereupon this Lease shall terminate thirty (30) days after the date of such notice with the same force and effect as if such date were the date originally established for the expiration of the Term term of this Lease. Notwithstanding the foregoing, Landlord shall not be required to expend in connection with such repair and rebuilding more than the eminent domain award actually received by Landlord and allocable to the Premises, nor shall Landlord be required to restore any leasehold improvements or personal property of Tenant. (c) If this Lease shall not be terminated pursuant Landlord reserves to Section 11.4(b), Landlord shall thereafter use due diligence to restore the Premises (excluding any Alterations made by Tenant pursuant to Section 5.2) to proper condition for Tenant’s use and occupation, provided that Landlord’s obligation shall be limited to the amount of compensation recoverable by Landlord from the taking authority. If, for any reason, such restoration shall not be substantially completed within six (6) months after the expiration of the ninety (90) day period referred to in Section 11.4(b) (which six month period may be extended for such periods of time as Landlord is prevented from proceeding with or completing such restoration for any cause beyond Landlord’s reasonable control, but in no event for more than an additional three (3) months), Tenant shall have the right to terminate this Lease by giving notice to Landlord thereof within thirty (30) days after the expiration of such period (as so extended). Upon the giving of such notice, this Lease shall cease and come to an end thirty (30) days after the giving of such notice, without further liability or obligation on the part of either party unless, within such thirty (30) 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. (d) Landlord shall have and hereby reserves and exceptsitself, and Tenant hereby grants and assigns to Landlord, all rights to recover damages accruing on account of any taking under the power of eminent domain or by reason of any act of any public or quasi public authority for which damages are payable. Tenant agrees to execute such instruments of assignment as may be reasonably required by Landlord in any proceeding for the Property and the leasehold interest hereby createdrecovery of such damages if required by Landlord, and to compensation accrued or hereafter turn over to accrue by reason of Landlord any damages that may be recovered in such takingproceeding. It is agreed and understood, however, that Landlord does not reserve to itself, and by way of confirming the foregoing, Tenant hereby grants and assigns, and covenants with Landlord to grant and does not assign to Landlord, all rights to such any damages or compensation, and covenants to deliver such further assignments and assurances thereof as Landlord may from time to time request. Nothing contained herein shall be construed to prevent Tenant from prosecuting in any condemnation proceedings a claim payable for the value of any of Tenant’s Removable Property movable fixtures installed in the Premises by Tenant at Tenant’s expense and 's sole cost or for relocation expenses, provided that such action shall not affect the amount moving expenses of compensation otherwise recoverable by Landlord from the taking authorityTenant.

Eminent Domain. (a) If the Premises shall be affected by entire Building or a substantial part thereof or any exercise of the power of eminent domain, Basic Rent and Additional Rent payable by Tenant shall be justly and equitably abated and reduced according to the nature and extent of the loss of use part thereof suffered by Tenant. In no event shall Landlord have any liability for damages to Tenant for inconvenience, annoyance which includes all or interruption of business arising from such exercise of the power of eminent domain. (b) If any a substantial part of the Buildings are Premises, shall be taken or condemned by any exercise of the right of eminent domain, then Landlord shall have the right to terminate this Lease competent authority for any public or quasi-public use or purpose (even if Landlord’s entire interest in the Premises may have been divested) by giving notice of Landlord’s election so to do within ninety (90) days after the occurrence of the effective date of such taking, whereupon this Lease shall terminate thirty (30) days after the date of such notice with the same force and effect as if such date were the date originally established for the expiration of the Term of this Lease. (c) If this Lease shall not be terminated pursuant to Section 11.4(ba "Taking"), either Landlord shall thereafter use due diligence to restore the Premises (excluding any Alterations made by or Tenant pursuant to Section 5.2) to proper condition for Tenant’s use and occupation, provided that Landlord’s obligation shall be limited to the amount of compensation recoverable by Landlord from the taking authority. If, for any reason, such restoration shall not be substantially completed within six (6) months after the expiration of the ninety (90) day period referred to in Section 11.4(b) (which six month period may be extended for such periods of time as Landlord is prevented from proceeding with or completing such restoration for any cause beyond Landlord’s reasonable control, but in no event for more than an additional three (3) months), Tenant shall have the right to terminate this Lease by giving written notice to Landlord thereof the other party within thirty (30) days of the Taking. Such termination shall be effective on the earlier of the date when the possession of the part so taken shall be required for such use or purpose or the effective date of the taking, and without apportionment of the award to or for the benefit of Tenant. If this Lease is not terminated by Landlord or Tenant after any such taking or condemnation, Landlord shall proceed with reasonable diligence and to the expiration extent of condemnation proceeds received by Landlord to repair, alter and restore the remaining part of the Building and Premises to substantially their former condition, due allowance being made for the impact of such period (as so extended)taking or condemnation. Upon In such case, all Rent shall be diminished from the giving date of such noticetaking by an amount representing the part of the Rent properly allocated to the portion of the Premises which are unusable by Tenant. In the case that all of the Premises are taken, this Lease Tenant's Rent shall cease and come ▇▇▇▇▇ from the date of the Taking to an end the date of termination or the date the Premises are restored to their former condition. In the event of a temporary taking (defined to mean thirty (30) days after or less) of the giving of such noticePremises and/or Building, without further liability or obligation on Landlord (at its expense) will restore the Premises and/or Building to its former condition, and a proportionate allowance shall be made to Tenant for the Rent corresponding to the time during which, and to the part of either party unlesswhich, within such thirty (30) day period, Landlord substantially completes such restorationthe Premises are untenantable. 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. (d) Landlord Tenant shall have and hereby reserves and excepts, and Tenant hereby grants and assigns no right to Landlord, all rights to recover for damages to the Property and the leasehold interest hereby created, and to compensation accrued claim or hereafter to accrue by reason of such taking, and by way of confirming the foregoing, Tenant hereby grants and assigns, and covenants with Landlord to grant and assign to Landlord, all rights to such damages or compensation, and covenants to deliver such further assignments and assurances thereof as Landlord may from time to time request. Nothing contained herein shall be construed to prevent Tenant from prosecuting share in any condemnation proceedings award, whether for a total or partial taking, for loss of Tenant's leasehold or other loss or expenses; provided, however, Tenant may prosecute a separate claim for Tenant's relocation costs, loss of fixtures and business losses, but only to the value of extent that any of Tenant’s Removable Property installed in the Premises by Tenant at Tenant’s expense and for relocation expenses, provided that award made pursuant to such action claim shall not affect the amount of compensation otherwise recoverable by Landlord from the taking authoritydiminish Landlord's award.

Eminent Domain. (a) If all or any part of the Premises Property shall be affected taken or condemned by any exercise of the power of eminent domaincompetent authority for any public or quasi-public use or purpose, Basic Rent and Additional Rent payable by Tenant except as otherwise provided herein, all compensation therefor shall be justly and equitably abated and reduced according paid to the nature and extent Board of the loss of use thereof suffered by Tenant. In no event Managers which shall Landlord have any liability for damages to Tenant for inconvenience, annoyance or interruption of business arising from hold such exercise of the power of eminent domainfunds in trust as provided herein. (b) If any part substantially all of the Buildings are Property shall be so taken or condemned, the condemnation award shall be distributed by any exercise the Board of the right of eminent domain, then Landlord shall have the right to terminate this Lease (even if Landlord’s entire interest Managers in the Premises may have been divestedmanner designated by the condemning authority, or if no such designation is made, subject to the rights granted by each Unit Owner to the holder of any Permitted Mortgage on such Unit Owner's Unit, to the Unit Owners in accordance with their respective common interests (to the extent that such award relates to the Building) by giving notice and the replacement costs of Landlord’s election so their respective installations (to do within ninety (90) days after the occurrence of extent that such award relates to the effective date of such taking, whereupon this Lease shall terminate thirty (30) days after the date of such notice with the same force and effect as if such date were the date originally established for the expiration of the Term of this LeaseUnit Owner's installations). (c) If In the event of a partial taking and reasonable determination by the Board of Managers that the Unit affected thereby can be repaired in a suitable manner so that it can continue to be used for the purposes intended, the Unit Owner thereof shall repair the remainder of its Unit with reasonable diligence to a complete, independent and self-contained architectural whole which is safe and has no adverse effect on any other Unit or any Common Element, using the E-61 condemnation award for that purpose. Such repair shall be subject to Section 18 of this Lease shall Declaration. In the event of a partial taking and reasonable determination by the Board of Managers that the Unit affected thereby cannot be terminated repaired in a suitable manner so that it can continue to be used for the purposes intended, then the Board of Managers shall pay to such Unit Owner, subject to the rights granted by such Unit Owner to the holder of any Permitted Mortgage on such Unit Owner's Unit, the condemnation award made to and received by the Board of Managers for the taking of such Unit. The Board of Managers shall pay to the remaining Unit Owners, subject to the rights granted by each Unit Owner to the holder of any Permitted Mortgage on such Unit Owner's Unit, the award, if any, for consequential damages. Upon payment by the Board of Managers to the Unit Owner whose Unit cannot be repaired, title to such Unit shall vest in the Board of Managers and such Unit Owner shall cease to have any rights, privileges or powers as a Unit Owner under this Declaration. If all the property taken is a portion of the General Common Elements, and the General Common Elements can, in the reasonable opinion of the Board of Managers, be reconstructed or replaced, the Board of Managers shall undertake such reconstruction in accordance with this Declaration. If the reconstruction exceeds the condemnation award, the deficiency shall be a General Common Expense. If the award is in excess of the costs of reconstruction, the excess shall be distributed to the Unit Owners in accordance with their respective common interests, subject to the rights granted by each Unit Owner to the holder of any Permitted Mortgage on such Unit Owner's Unit. If a Unit or a portion of the General Common Elements is repaired in accordance with this Section, the common interest of each Unit Owner shall be adjusted by the Board of Managers to reflect any change in the proportion that the rentable floor area of each Unit as of the date of this Declaration bears to the aggregate rental floor areas of all Units as of such date. In the event of a temporary taking of all or a portion of the Property, the Board of Managers shall distribute the award in respect of such taking among the affected Unit Owners in accordance with their respective common interests or in such other manner as shall be equitable, subject to the rights granted by each Unit Owner to the holder of any Permitted Mortgage on such Unit Owner's Unit. No payment shall be made to any Unit Owner pursuant to this Section 11.4(b), Landlord shall thereafter use due diligence to restore the Premises (excluding any Alterations made by Tenant pursuant to Section 5.2) to proper condition for Tenant’s use and occupation, provided that Landlord’s obligation shall be limited to the amount 24 until there has first been paid out of compensation recoverable by Landlord from the taking authority. If, for any reason, such restoration shall not be substantially completed within six (6) months after the expiration of the ninety (90) day period referred to in Section 11.4(b) (which six month period may be extended for such periods of time as Landlord is prevented from proceeding with or completing such restoration for any cause beyond Landlord’s reasonable control, but in no event for more than an additional three (3) months), Tenant shall have the right to terminate this Lease by giving notice to Landlord thereof within thirty (30) days after the expiration its share of such period (as so extended). Upon the giving of such noticefunds all General Common Charges, this Lease shall cease liens and come Unit Expenses applicable to an end thirty (30) days after the giving of such notice, without further liability or obligation on the part of either party unless, within such thirty (30) 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 restorationits Unit. (d) Landlord shall have and hereby reserves and excepts, and Tenant hereby grants and assigns to Landlord, all rights to recover for damages to the Property and the leasehold interest hereby created, and to compensation accrued or hereafter to accrue by reason of such taking, and by way of confirming the foregoing, Tenant hereby grants and assigns, and covenants with Landlord to grant and assign to Landlord, all rights to such damages or compensation, and covenants to deliver such further assignments and assurances thereof as Landlord may from time to time request. Nothing contained herein shall be construed to prevent Tenant from prosecuting in any condemnation proceedings a claim for the value of any of Tenant’s Removable Property installed in the Premises by Tenant at Tenant’s expense and for relocation expenses, provided that such action shall not affect the amount of compensation otherwise recoverable by Landlord from the taking authority.

Eminent Domain. (a) If In the Premises event the whole of the Premises, the Building or the Project shall be affected by any exercise of taken under the power of eminent domain, or sold to prevent the exercise thereof (collectively, a "`Taking"), this Lease shall automatically terminate as of the date of such Taking. In the event of a Taking of such portion of the Project, the Building or the Premises as shall, in the 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 the earlier of the date of transfer of title resulting from such Taking or the date of transfer of possession resulting from such Taking. In the event that a portion of the Premises is so taken and this Lease is not terminated, Landlord shall, with reasonable diligence, 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 tenant improvements not constituting Building Standard Installations) 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 portion of the Premises is the subject of a temporary Taking, this Lease shall remain in full force and Additional Rent payable by effect, and Tenant shall continue to perform each of its obligations under this Lease; in such case, Tenant shall be justly and equitably abated and reduced according entitled to receive the entire award allocable to the nature and extent temporary Taking of the loss 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 entitled to receive the entire amount of use thereof suffered any award therefor, without deduction for any estate or interest of Tenant, Nothing contained in this Paragraph 10 shall be deemed to give Landlord any interest in, or prevent Tenant from seeking any award against the condemning authority for the Taking of personal property or fixtures of Tenant, or for relocation or business interruption expenses recoverable by TenantTenant from the condemning authority. In no addition, in the event shall Landlord have any liability for damages to Tenant for inconvenience, annoyance or interruption of business arising from such exercise a Taking of the power of eminent domain. (b) If whole or any part of the Buildings are taken by any exercise of the right of eminent domain, then Landlord shall have the right to terminate this Lease (even if Landlord’s entire interest in the Premises may have been divested) by giving notice of Landlord’s election so to do within ninety (90) days after the occurrence of the effective date of such taking, whereupon this Lease shall terminate thirty (30) days after the date of such notice with the same force and effect as if such date were the date originally established for the expiration of the Term of this Lease. (c) If this Lease shall not be terminated pursuant to Section 11.4(b), Landlord shall thereafter use due diligence to restore the Premises (excluding any Alterations made by Tenant pursuant to Section 5.2) to proper condition for Tenant’s use and occupation, provided that Landlord’s obligation shall be limited to the amount of compensation recoverable by Landlord from the taking authority. If, for any reason, such restoration shall not be substantially completed within six (6) months after the expiration of the ninety (90) day period referred to in Section 11.4(b) (which six month period may be extended for such periods of time as Landlord is prevented from proceeding with or completing such restoration for any cause beyond Landlord’s reasonable control, but in no event for more than an additional three (3) months)only, Tenant shall have the right to terminate seek an award for up to fifty, percent (50%) of Tenant's leasehold interest in this Lease Lease, provided that in no event shall any such claim by giving notice Tenant diminish any award payable to Landlord thereof within thirty (30) days after the expiration of such period (as so extended)Landlord. Upon the giving of such notice, this Lease shall cease and come to an end thirty (30) days after the giving of such notice, without further liability or obligation on the part of either party unless, within such thirty (30) day period, Landlord substantially completes such restoration. Such right of termination This Paragraph 10 shall be Tenant’s 's sole and exclusive remedy at law or in equity for Landlord’s failure so to complete such restoration. (d) Landlord shall have the event of a Taking. Each party hereby waives the provisions of Sections 1265.130 and hereby reserves and excepts, and Tenant hereby grants and assigns to Landlord, all rights to recover for damages to 1265.150 of the Property California Code of Civil Procedure and the leasehold interest hereby created, and to compensation accrued or hereafter to accrue by reason of such taking, and by way of confirming the foregoing, Tenant hereby grants and assigns, and covenants with Landlord to grant and assign to Landlord, all rights to such damages or compensation, and covenants to deliver such further assignments and assurances thereof as Landlord may from time to time request. Nothing contained herein shall be construed to prevent Tenant from prosecuting in any condemnation proceedings a claim for the value provisions of any successor or other law of Tenant’s Removable Property installed in the Premises by Tenant at Tenant’s expense and for relocation expenses, provided that such action shall not affect the amount of compensation otherwise recoverable by Landlord from the taking authoritylike import.

Eminent Domain. (a) If all or any substantial part of the Project, the Building and/or the Premises shall should be affected taken for any public or quasi-public use under governmental law, ordinance, or regulation, or by any exercise of the power right of eminent domain, Basic Rent or by private purchase in lieu thereof, and Additional Rent payable by Tenant shall be justly and equitably abated and reduced according to the nature and extent taking would prevent or materially interfere with the use of the loss Premises for the purpose for which it is then being used, this Lease shall terminate effective when the physical taking shall occur in the same manner as if the date of use thereof suffered by Tenant. In no event shall Landlord have any liability such taking were the date originally fixed in this Lease for damages to Tenant for inconvenience, annoyance or interruption of business arising from such exercise the expiration of the power of eminent domainLease Term. (b) If any part of the Buildings are Project, the Building and/or the Premises is taken for any public or quasi-public use under any governmental law, ordinance, or regulation, or by any exercise of the right of eminent domain, then Landlord shall have the right to terminate or by private purchase in lieu thereof, and this Lease is not terminated as provided in subsection (even if Landlord’s entire interest in the Premises may have been divesteda) by giving notice of Landlord’s election so to do within ninety (90) days after the occurrence of the effective date of such takingabove, whereupon this Lease shall not terminate thirty (30) days after but the date Base Rental and Pass-Through Expenses payable hereunder during the unexpired portion of this Lease and Tenant’s Percentage Share shall be reduced to such notice with the same force extent, if any, as may be fair and effect as if such date were the date originally established for the expiration reasonable under all of the Term of this Leasecircumstances and Landlord shall undertake to restore the Project, the Building and the Premises, as applicable, to a condition suitable for Tenant’s use, as near to the condition thereof immediately prior to such taking as is reasonably feasible under the circumstances. (c) If this Lease Tenant shall not be terminated pursuant share in any condemnation award or payment in lieu thereof or in any award for damages resulting from any grade change of adjacent streets, the same being hereby assigned to Section 11.4(b)Landlord by Tenant; provided, Landlord shall thereafter use due diligence however, that Tenant may, to restore the Premises (excluding any Alterations made extent provided by Tenant pursuant to Section 5.2) to proper condition law, separately claim against and receive from the condemning authority, if legally payable, compensation for Tenant’s use removal, relocation costs, loss of business, business interruption and occupationloss of trade fixtures, provided that but only if and to the extent no such claim or award therefor will reduce or affect Landlord’s obligation shall be limited to the amount of compensation recoverable by Landlord from the taking authority. If, for any reason, such restoration shall not be substantially completed within six (6) months after the expiration of the ninety (90) day period referred to in Section 11.4(b) (which six month period may be extended for such periods of time as Landlord is prevented from proceeding with or completing such restoration for any cause beyond Landlord’s reasonable control, but in no event for more than an additional three (3) months), Tenant shall have the right to terminate this Lease by giving notice to Landlord thereof within thirty (30) days after the expiration of such period (as so extended). Upon the giving of such notice, this Lease shall cease and come to an end thirty (30) days after the giving of such notice, without further liability or obligation on the part of either party unless, within such thirty (30) 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 restorationawards. (d) Notwithstanding anything to the contrary contained in this Section 4.7, if during the Lease Term the use or occupancy of any part of the Building or Premises shall be taken or appropriated temporarily for any public or quasi-public use under any governmental law, ordinance, or regulation, or by right of eminent domain, this Lease shall be and remain unaffected by such taking or appropriation and Tenant shall continue to pay in full all rental payable hereunder by Tenant during the Lease 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 loss of use or occupancy of the Premises during the Lease Term, and Landlord shall have be entitled to receive that portion of any award which represents the cost of restoration and hereby reserves and excepts, and Tenant hereby grants and assigns to Landlord, all rights to recover for damages to the Property and the leasehold interest hereby created, and to compensation accrued or hereafter to accrue by reason of such taking, and by way of confirming the foregoing, Tenant hereby grants and assigns, and covenants with Landlord to grant and assign to Landlord, all rights to such damages or compensation, and covenants to deliver such further assignments and assurances thereof as Landlord may from time to time request. Nothing contained herein shall be construed to prevent Tenant from prosecuting in any condemnation proceedings a claim for the value loss of any use or occupancy of Tenant’s Removable Property installed in the Premises by Tenant at Tenant’s expense and for relocation expenses, provided that such action shall not affect after the amount end of compensation otherwise recoverable by Landlord from the taking authorityterm of this Lease.

Eminent Domain. (a) If after the execution of this Lease and prior to the expiration of the Term of this Lease the whole of the Leased Premises shall be affected by any exercise of taken under the power of eminent domain, Basic Rent and Additional Rent payable by Tenant then the Term of this Lease shall cease as of the time when Landlord shall be justly divested of its title in the Leased Premises, and equitably abated fixed rent shall be apportioned and reduced according to the nature and extent adjusted as of the loss time of use thereof suffered by Tenant. In no event shall Landlord have any liability for damages to Tenant for inconvenience, annoyance or interruption of business arising from such exercise of the power of eminent domaintermination. (b) If any part of the Buildings are Leased Premises shall be taken by any exercise of under the right power of eminent domain, then if as a result thereof the Leased Premises shall be reduced by more than twenty (20%) percent and the part remaining shall not be reasonably adequate for the operation of the business conducted in the Leased Premises prior to the taking, Landlord shall have or Tenant may, at its election, terminate the right to terminate Term of this Lease (even if Landlord’s entire interest in the Premises may have been divested) by giving the other notice of Landlord’s the exercise of its election so to do within ninety twenty (9020) days after the occurrence of the effective date it shall receive notice of such taking, whereupon and the termination shall be effective as of the time that possession of the part so taken shall be required for public use and fixed rent shall be apportioned and adjusted as of the time of termination. If only a part of the Leased Premises shall be taken under the power of eminent domain and if the Term of this Lease shall terminate thirty (30) days after not be terminated as aforesaid, then the date term of such notice with the same this Lease shall continue in full force and effect and Landlord shall, within six (6) months after possession is required for public use, repair and rebuild what may remain of the Leased Premises so as if to put the same into condition for use and occupancy by Tenant, and a just proportion of the Minimum Rent according to the nature and extent of the injury to the Leased Premises shall be suspended or abated until what may remain of the Leased Premises shall be put into such date were condition by Landlord, and thereafter a just proportion of the date originally established minimum rent according to the nature and extent of the part so taken shall be abated for the expiration balance of the Term term of this Lease. (c) If this Lease shall not be terminated pursuant Landlord reserves to Section 11.4(b), Landlord shall thereafter use due diligence to restore the Premises (excluding any Alterations made by Tenant pursuant to Section 5.2) to proper condition for Tenant’s use and occupation, provided that Landlord’s obligation shall be limited to the amount of compensation recoverable by Landlord from the taking authority. If, for any reason, such restoration shall not be substantially completed within six (6) months after the expiration of the ninety (90) day period referred to in Section 11.4(b) (which six month period may be extended for such periods of time as Landlord is prevented from proceeding with or completing such restoration for any cause beyond Landlord’s reasonable control, but in no event for more than an additional three (3) months), Tenant shall have the right to terminate this Lease by giving notice to Landlord thereof within thirty (30) days after the expiration of such period (as so extended). Upon the giving of such notice, this Lease shall cease and come to an end thirty (30) days after the giving of such notice, without further liability or obligation on the part of either party unless, within such thirty (30) 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. (d) Landlord shall have and hereby reserves and excepts, itself and Tenant hereby grants and assigns to Landlord, all rights to recover damages accruing on account of any taking under the power of eminent domain or by reason of any act of any public or quasi public authority for which damages are payable. Tenant agrees to execute such instruments of assignment as may be reasonably required by Landlord in any proceeding for the Property and the leasehold interest hereby createdrecovery of such damages if requested by Landlord, and to compensation accrued or hereafter turn over to accrue by reason of Landlord any damages that may be recovered in such takingproceeding. It is agreed and understood however, that Landlord does not reserve to itself, and by way of confirming the foregoing, Tenant hereby grants and assigns, and covenants with Landlord to grant and does not assign to Landlord, all rights any damages payable for movable trade fixtures installed by Tenant or anybody claiming under Tenant. (d) Landlord agrees, however, that to such damages or compensationthe extent that the Tenant is required to repair and restore that portion of the premises taken by public action, and covenants to deliver such further assignments and assurances thereof as that the Landlord may from time to time request. Nothing contained herein shall be construed to prevent Tenant from prosecuting in any condemnation proceedings a claim will pay for the value cost of repair and/or restoration from the proceeds of any damage awarded subject to approval by the holder of Tenant’s Removable Property installed any Mortgage, it being agreed by Landlord and Tenant that Landlord's obligation to pay for such restoration and repair shall in the Premises by Tenant at Tenant’s expense and for relocation expenses, provided that such action shall not affect no event exceed the amount of compensation otherwise recoverable by Landlord from the taking authoritydamage award. (e) To the extent that the Tenant is required to restore and/or repair pursuant to the provisions of this Article, the Tenant agrees that all such restoration shall be at all times subject to the provisions of Article V herein.

Eminent Domain. (a) If all or a substantial part of the Demised Premises shall be affected taken or acquired by any exercise of public or quasi-public authority under the power or threat of eminent domain, Basic Rent the Demised Term shall cease and Additional Rent payable by Tenant this Lease shall terminate as of the later of (a) the day possession shall be justly and equitably abated and reduced according to the nature and extent of the loss of use thereof suffered taken by Tenant. In no event shall Landlord have any liability for damages to Tenant for inconvenience, annoyance such public or interruption of business arising from such exercise of the power of eminent domain. quasi-public authority or (b) If 90 days following Tenant's election to terminate the Lease, which election shall be available to Tenant at any time after notice of the planned taking or acquisition is given. For purposes hereof, a substantial part of the Buildings are Demised Premises shall be deemed to have been taken by any exercise if, in Landlord's and Tenant's reasonable judgment, the remainder of the right Demised Premises not such taken is not reasonably useable or is not reasonably and economically repairable. If less than a substantial part of the Demised Premises is taken, this Lease shall remain in force as regards to the portion of the Demised Premises not so taken, but the Base Rent shall not be reduced unless Tenant proves that the expenses related to Landlord's obligations under this Lease are materially reduced as a result of such taking, in which case the Base Rent shall be equitably reduced to reflect Landlord's reduced obligations. All compensation awarded or paid for any taking or acquiring under the power or threat of eminent domain, then Landlord whether for the whole or a part of the Demised Premises, shall have be the right to terminate this Lease (even if Landlord’s entire interest in the Premises may have been divested) by giving notice sole property of Landlord’s election so to do within ninety (90) days after the occurrence of the effective date of such taking, whereupon this Lease shall terminate thirty (30) days after the date of such notice with the same force and effect as if such date were the date originally established for the expiration of the Term of this Lease. (c) If this Lease shall not be terminated pursuant to Section 11.4(b), Landlord shall thereafter use due diligence to restore the Premises (excluding any Alterations made by Tenant pursuant to Section 5.2) to proper condition for Tenant’s use and occupation, provided that Landlord’s obligation shall be limited to the amount of compensation recoverable by Landlord from the taking authority. If, for any reason, such restoration shall not be substantially completed within six (6) months after the expiration of the ninety (90) day period referred to in Section 11.4(b) (which six month period may be extended for such periods of time as Landlord is prevented from proceeding with or completing such restoration for any cause beyond Landlord’s reasonable control, but in no event for more than an additional three (3) months), Tenant shall have the right to terminate this Lease by giving notice to Landlord thereof within thirty (30) days after the expiration of such period (as so extended). Upon the giving of such notice, this Lease shall cease and come to an end thirty (30) days after the giving of such notice, without further liability or obligation on the part of either party unless, within such thirty (30) 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. (d) Landlord shall have and hereby reserves and excepts, and Tenant hereby grants and assigns to LandlordLandlord all of Tenant's right, title and interest in and to any and all rights such compensation; provided, however, that Landlord shall not be entitled to recover any award specifically made to Tenant for damages to the Property and the taking of Tenant's furniture, furnishings, leasehold interest hereby createdimprovements, and to compensation accrued or hereafter to accrue by reason of such taking, and by way of confirming the foregoing, Tenant hereby grants and assigns, and covenants with Landlord to grant and assign to Landlord, all rights to such damages or compensation, and covenants to deliver such further assignments and assurances thereof as Landlord may from time to time request. Nothing contained herein shall be construed to prevent Tenant from prosecuting diminution in any condemnation proceedings a claim for the value of any of the Tenant’s Removable Property installed 's leasehold estate in the Premises by Tenant at Tenant’s expense and for relocation expenses, provided that such action shall not affect the amount of compensation otherwise recoverable by Landlord from the taking authorityDemised Premises.

Eminent Domain. (a) 23.01 If the whole of the Demised Premises shall be affected taken by any exercise of competent authority under the power of eminent domaindomain or in the event of conveyance of the whole of the Demised Premises in lieu thereof, Basic Rent and Additional Rent payable by Tenant this Lease shall terminate as of the day possession shall be justly and equitably abated and reduced according to the nature and extent taken by such authority. If 25% or less of the loss of use thereof suffered by Tenant. In no event shall Landlord have any liability for damages to Tenant for inconvenience, annoyance or interruption of business arising from such exercise Floor Space of the power of eminent domain. (b) If any part Demised Premises shall be so taken or conveyed, this Lease shall terminate only in respect of the Buildings are part so taken or conveyed as of the day possession shall be taken by any exercise such authority. If more than 25% of the right Floor Space of eminent domainthe Demised Premises shall be so taken or conveyed, then Landlord 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 (even if Landlord’s entire interest in upon notice given to the Premises may have been divested) by giving notice of Landlord’s election so to do other party within ninety (90) 30 days after the occurrence such taking possession. If more than 25% of the effective date Floor Space of such takingthe Building shall be so taken or conveyed, whereupon Landlord may, by notice to Tenant, terminate this Lease as of the day possession shall terminate thirty (30) days after be taken. If so much of the date parking facilities shall be so taken or conveyed that the number of such notice with the same force and effect as if such date were the date originally established parking spaces necessary, in Landlord's judgment, for the expiration continued operation of the Term Building shall not be available, Landlord shall, by notice to Tenant, terminate this Lease as of this Lease. (c) the day possession shall be taken. If this Lease shall continue in effect as to any portion of the Demised Premises not so taken or conveyed, the Rent shall be terminated pursuant to Section 11.4(b)computed as of the day possession shall be taken on the basis of the remaining Floor Space of the Demised Premises. Except 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 thereafter use due diligence be obligated only to restore the Premises extent of the net award or other compensation (after deducting all expenses in connection with obtaining same) available to Landlord for the improvements taken or conveyed (excluding any Alterations made by 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 constitute the remaining Building a complete architectural and tenantable unit, and Tenant pursuant shall make all alterations or replacements to Section 5.2) to proper condition the Tenant's Property and decorations in the Demised Premises. All awards and compensation for Tenant’s use and occupationany taking or conveyance, provided that Landlord’s obligation whether for the whole or a part of the Land or Building, the Demised Premised or otherwise, shall be limited to the amount property of compensation recoverable by Landlord from the taking authority. If, for any reason, such restoration shall not be substantially completed within six (6) months after the expiration of the ninety (90) day period referred to in Section 11.4(b) (which six month period may be extended for such periods of time as Landlord is prevented from proceeding with or completing such restoration for any cause beyond Landlord’s reasonable control, but in no event for more than an additional three (3) months), Tenant shall have the right to terminate this Lease by giving notice to Landlord thereof within thirty (30) days after the expiration of such period (as so extended). Upon the giving of such notice, this Lease shall cease and come to an end thirty (30) days after the giving of such notice, without further liability or obligation on the part of either party unless, within such thirty (30) 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. (d) Landlord shall have and hereby reserves and excepts, and Tenant hereby grants and assigns to LandlordLandlord all of Tenant's right, all rights to recover for damages to the Property title and the leasehold interest hereby created, in and to compensation accrued or hereafter to accrue by reason of any and all such taking, awards and by way of confirming the foregoing, Tenant hereby grants and assigns, and covenants with Landlord to grant and assign to Landlord, all rights to such damages or compensation, and covenants to deliver such further assignments and assurances thereof as Landlord may from time to time request. Nothing contained herein shall be construed to prevent Tenant from prosecuting in including, without limitation, any condemnation proceedings a claim award or compensation for the value of any the unexpired portion of Tenant’s Removable Property installed the Term. Tenant shall be entitled to claim, prove and receive in the Premises by Tenant at condemnation proceeding such award or compensation as may be allowed for the Tenant’s expense 's property and for relocation expensesloss of business, provided that good will, and depreciation or injury to and cost of removal of the Tenant's property, but only if such action award or compensation shall be made by the condemning authority in addition to, and shall not affect result in a reduction of, the amount of award or compensation otherwise recoverable made by Landlord from the taking authorityit to Landlord.

Eminent Domain. (a) If the whole of the Premises shall be affected taken by right of eminent domain by any exercise governmental authority or other body having the right of condemnation, this Lease shall automatically terminate on the power date of eminent domain, Basic Rent and Additional Rent payable by Tenant vesting of title pursuant to such proceedings. All rent shall be justly and equitably abated and reduced according adjusted to the nature and extent date of the loss of use thereof suffered by Tenant. In no event shall Landlord have any liability for damages to Tenant for inconvenience, annoyance or interruption of business arising from such exercise of the power of eminent domaintermination. (b) If any a sufficient part of the Buildings are Premises shall be taken by any exercise of under the right of eminent domaindomain so that the remainder cannot, in the reasonable opinion of Landlord, be used for the same purpose as before the condemnation or taking, or so as to make the use of the remainder of the Premises by Tenant physically or economically impracticable, or the condemnation or taking will prevent the use of the remainder of the Premises for the purposes contemplated by this Lease, or if a restriction of any kind or nature, such as the taking of part of all of a street, alley or other means now available for ingress to or egress from the Premises which would prevent or substantially interfere with Tenant’s use of the Premises, then Landlord Tenant shall have the right option of terminating this Lease. The termination shall be effected by written notice delivered to terminate this Lease (even if Landlord’s entire interest in the Premises may have been divested) by giving notice of Landlord’s election so to do Landlord within ninety (90) days after the occurrence of the effective date of such taking, whereupon this Lease shall terminate thirty (30) days after from the date of such notice with the same force taking or restriction, and effect it will be effective as if such date were of the date originally established for the expiration of the Term restriction or taking. In the event of a partial taking which does not result in a termination of this Lease, rent shall be reduced in proportion to the reduction in the size of the Building so taken and this Lease shall be modified accordingly. Promptly after obtaining knowledge thereof, Landlord or Tenant, as the case may be, shall notify the other of any pending or threatened condemnation or taking affecting the Premises or the Building. (c) If this Lease shall not be terminated pursuant to Section 11.4(b), Landlord shall thereafter use due diligence to restore any part of the Premises (excluding any Alterations made by Tenant pursuant to Section 5.2) to proper condition for Tenant’s use and occupation, provided that Landlord’s obligation shall be limited taken and Tenant does not have an election to cancel the amount of compensation recoverable by Landlord from the taking authority. IfLease as stated above, for any reasonor, having such restoration shall election does not be substantially completed within six (6) months after the expiration of the ninety (90) day period referred to in Section 11.4(b) (which six month period may be extended for such periods of time as Landlord is prevented from proceeding with or completing such restoration for any cause beyond Landlord’s reasonable control, but in no event for more than an additional three (3) months), Tenant shall have the right to terminate this Lease by giving notice to Landlord thereof within thirty (30) days after the expiration of such period (as so extended). Upon the giving of such noticeexercise it, this Lease shall cease continue in full force and come effect as to an end thirty (30) days after the giving of such notice, without further liability or obligation on the that part of either party unlessthe Premises which has not been so taken; and Landlord shall make such repairs and do such other work as may be necessary to make the remaining portion of the Premises a complete and sound architectural and structural unit. In addition to, within such thirty (30) day periodand without limiting the foregoing, Landlord substantially completes such restoration. Such right the parties agree that to the extent, and for the period of termination time, that the remaining portion of the Premises are rendered untenantable because of the aforesaid work and repairs, a reduction in proportion to that part of the Premises being repaired shall be Tenant’s sole and exclusive remedy at law or made in equity for Landlord’s failure so to complete such restorationrent. (d) In the event of any taking, Landlord shall have be entitled to any and hereby reserves and exceptsall compensation, damages, income, rent, awards, or any interest therein whatsoever which may be paid or made in connection therewith, and Tenant hereby grants and assigns to Landlord, all rights to recover for damages to shall have no claim against Landlord or the Property and the leasehold interest hereby created, and to compensation accrued or hereafter to accrue by reason of such taking, and by way of confirming the foregoing, Tenant hereby grants and assigns, and covenants with Landlord to grant and assign to Landlord, all rights to such damages or compensation, and covenants to deliver such further assignments and assurances thereof as Landlord may from time to time request. Nothing contained herein shall be construed to prevent Tenant from prosecuting in any condemnation proceedings a claim condemning authority for the value of any unexpired term of Tenant’s Removable Property installed in this Lease or otherwise; provided, that nothing contained herein shall preclude Tenant from seeking and obtaining, at its own cost and expense, an award from the Premises condemning authority for loss of business, the value of any personal property of Tenant taken by Tenant at Tenant’s expense and for relocation the condemning authority or moving expenses, provided that so long as such action shall award will not affect result in a diminution of the amount of compensation otherwise recoverable by Landlord from the taking authorityaward made to Landlord.

Eminent Domain. (a) If the Premises shall be affected Building is totally taken by any exercise of the power condemnation or right of eminent domain, Basic Rent and Additional Rent payable by Tenant this SUBLEASE shall terminate as of the date of such taking. If the Building, or such portion thereof as to render the balance (if reconstructed to the maximum extent practicable in the circumstances) physically unsuitable in the SUBLESSEE'S reasonable judgment for the SUBLESSEE'S purposes, shall be justly taken by condemnation or right of eminent domain (including a temporary taking in excess of 180 days), the SUBLESSEE or the SUBLESSOR shall have the right to terminate this SUBLEASE by notice to the other of its desire to do so, provided that such notice is given not later than thirty (30) days after the SUBLESSEE has been deprived of possession. Should any part of the Building be so taken or condemned or receive such damage and equitably abated should this SUBLEASE not be terminated in accordance with the foregoing provisions, the SUBLESSOR shall, to the extent condemnation proceeds are available to SUBLESSOR, promptly restore the Leased Premises (and reduced the Tenant Improvements) to an architectural unit that is suitable to the uses of the SUBLESSEE permitted hereunder. In the event that the amount of such proceeds, if any, made available by SUBLESSOR for reconstruction of the Tenant Improvements is not sufficient in SUBLESSEE'S reasonable judgment to restore the Leased Premises to a suitable whole, SUBLESSEE shall have the right to terminate this SUBLEASE within thirty (30) days after SUBLESSOR has notified SUBLESSEE of the amount of proceeds available for reconstruction of the Tenant Improvements. In the event of a taking described in this Paragraph 17A, the rent and other charges (base rent, financing rent and additional rent) payable hereunder, or a fair and just proportion thereof according to the nature and extent of the loss of use thereof suffered by Tenantuse, shall be suspended or abated. In no event shall Landlord The SUBLESSOR reserves, and the SUBLESSEE grants to the SUBLESSOR, all rights which the SUBLESSEE may have any liability for damages or injury to Tenant the Leased Premises for inconvenience, annoyance or interruption of business arising from such exercise of the power of eminent domain. (b) If any part of the Buildings are taken taking by any exercise of the right of eminent domain, then Landlord shall have except for damage to the SUBLESSEE'S trade fixtures, personal property or equipment, if any, the SUBLESSEE'S right to terminate this Lease (even if Landlord’s entire interest in the Premises may have been divested) by giving notice of Landlord’s election so to do within ninety (90) days after the occurrence of the effective date of such taking, whereupon this Lease shall terminate thirty (30) days after the date of such notice with the same force and effect as if such date were the date originally established for the expiration of the Term of this Lease. (c) If this Lease shall not be terminated pursuant to Section 11.4(b), Landlord shall thereafter use due diligence to restore the Premises (excluding any Alterations made by Tenant pursuant to Section 5.2) to proper condition for Tenant’s use and occupation, provided that Landlord’s obligation shall be limited to the amount of compensation recoverable by Landlord from the taking authority. If, for any reason, such restoration shall not be substantially completed within six (6) months after the expiration of the ninety (90) day period referred to in Section 11.4(b) (which six month period may be extended for such periods of time as Landlord is prevented from proceeding with or completing such restoration for any cause beyond Landlord’s reasonable control, but in no event for more than an additional three (3) months), Tenant shall have the right to terminate this Lease by giving notice to Landlord thereof within thirty (30) days after the expiration of such period (as so extended). Upon the giving of such notice, this Lease shall cease and come to an end thirty (30) days after the giving of such notice, without further liability or obligation on the part of either party unless, within such thirty (30) 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. (d) Landlord shall have and hereby reserves and excepts, and Tenant hereby grants and assigns to Landlord, all rights to recover for damages to the Property and the leasehold interest hereby created, and to compensation accrued or hereafter to accrue by reason of such taking, and by way of confirming the foregoing, Tenant hereby grants and assigns, and covenants with Landlord to grant and assign to Landlord, all rights to such damages or compensation, and covenants to deliver such further assignments and assurances thereof as Landlord may from time to time request. Nothing contained herein shall be construed to prevent Tenant from prosecuting in any condemnation proceedings a claim for the value of any of Tenant’s Removable Property installed in the Premises by Tenant at Tenant’s expense and for relocation expenses, provided that such action shall not affect if any, and the amount of compensation otherwise recoverable by Landlord from the taking authoritySUBLESSEE'S right for business interruption, if any.

Eminent Domain. (a) If 22.1 In case the whole of the Premises shall be affected taken for any public or quasi-public purpose by any exercise of the lawful power of eminent domain, Basic Rent and Additional Rent payable or authority by Tenant shall be justly and equitably abated and reduced according to the nature and extent of the loss of use thereof suffered by Tenant. In no event shall Landlord have any liability for damages to Tenant for inconvenience, annoyance or interruption of business arising from such exercise of the power of eminent domain. (b) If any part of the Buildings are taken by any exercise of the right of appropriation, condemnation or eminent domain, then Landlord shall have the right or sold to terminate this Lease prevent such taking (even if Landlord’s entire interest in the Premises may have been divested) by giving notice of Landlord’s election so to do within ninety (90) days after the occurrence of the effective date of such takinga “Taking”), whereupon this Lease shall terminate thirty (30) days after effective as of the date of such notice with the same force and effect as if such date were the date originally established for the expiration possession is required to be surrendered to said authority. In case only part of the Term Premises is subject to a Taking, but such part [or the Taking of this Lease. (c) If this Lease any other portion of the Site] shall not be terminated pursuant to Section 11.4(b), Landlord shall thereafter use due diligence to restore the Premises (excluding any Alterations made by Tenant pursuant to Section 5.2) to proper condition for materially interfere with Tenant’s use and occupation, provided that Landlord’s obligation shall be limited to the amount of compensation recoverable by Landlord from the taking authority. If, for any reason, such restoration shall not be substantially completed within six (6) months after the expiration occupancy of the ninety (90) day period referred to in Section 11.4(b) (which six month period may be extended for such periods of time as Landlord is prevented from proceeding with or completing such restoration for any cause beyond Landlord’s reasonable control, but in no event for more than an additional three (3) months)Premises, Tenant shall have the right to terminate this Lease by giving notice effective as of the date possession is required to be surrendered to said authority. Tenant shall not assert any claim against Landlord thereof within thirty (30) days after or the expiration of such period (as so extended). Upon the giving of such notice, this Lease shall cease and come to an end thirty (30) days after the giving of such notice, without further liability or obligation on the part of either party unless, within such thirty (30) day period, Landlord substantially completes such restoration. Such right of termination shall be Tenant’s sole and exclusive remedy at law or in equity taking authority for Landlord’s failure so to complete such restoration. (d) Landlord shall have and hereby reserves and excepts, and Tenant hereby grants and assigns to Landlord, all rights to recover for damages to the Property and the leasehold interest hereby created, and to any compensation accrued or hereafter to accrue by reason 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; provided, however, that the foregoing shall not be deemed to prohibit Tenant from filing a separate claim at its sole cost and expense for an award or portion thereof separately designated for (a) relocation costs, (b) moving expenses, (c) the unamortized portion of the value of all Tenant Improvements or Changes performed in the Premises (or, if this Lease is not terminated, in the portion thereof subject to the Taking) and paid for by way Tenant (such amortization to be calculated on a straight-line basis, without interest, over the Term of confirming this Lease remaining as of the foregoingcompletion of such work). In the case of a Taking in which this Lease is not terminated, Landlord shall be entitled to the entire amount of the award without deduction for any estate or interest of Tenant, and Landlord shall promptly proceed to 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 hereby grants shall be so deprived on account of such Taking and assigns, and covenants with Landlord to grant and assign to Landlord, all rights to such damages or compensation, and covenants to deliver such further assignments and assurances thereof as Landlord may from time to time requestrestoration. Nothing contained herein in this Paragraph shall be construed deemed to prevent Tenant from prosecuting give Landlord any interest in any condemnation proceedings a claim award separately made to Tenant for the value taking of personal property and trade fixtures belonging to Tenant or for moving costs incurred by Tenant in relocating Tenant’s business. 22.2 In the event of a Taking of the Premises or any part thereof for temporary use, (i) this Lease shall be and remain unaffected thereby and rent shall not ▇▇▇▇▇, and (ii) Tenant shall be entitled to receive for itself such portion or portions of any award made for such use with respect to the period of Tenant’s Removable Property installed in the Premises by Tenant at Tenant’s expense and for relocation expensesTaking which is within the Term, provided that if such action Taking shall not affect remain in force at the amount expiration or earlier termination of compensation otherwise recoverable by this Lease, Tenant shall then pay to Landlord a sum equal to the reasonable cost of performing Tenant’s obligations under Paragraph 14 with respect to surrender of the Premises and upon such payment shall be excused from such obligations. For purpose of this Subparagraph 22.2, a temporary taking shall be defined as a taking for a period of 180 days or less. 22.3 Landlord and Tenant each hereby waive the provisions of California Code of Civil Procedure Section 1265.130 and any other applicable existing or future law, ordinance or governmental regulation providing for, or allowing either party to petition the courts of the state of California for, a termination of this lease upon a partial taking authorityof the Premises and/or the Building.

Eminent Domain. (a) If the whole of the Premises or the Common Area, or so much thereof as to cause a material interference with the conduct of the Lessee's business in the Premises as a whole shall be affected by any exercise of the taken under power of eminent domain, Basic Rent and Additional Rent payable by Tenant shall be justly and equitably abated and reduced according to the nature and extent of the loss of use thereof suffered by Tenant. In no event shall Landlord have any liability for damages to Tenant for inconvenience, annoyance or interruption of business arising from such exercise of the power of eminent domain. (b) If any part of the Buildings are taken by any exercise of the right of eminent domain, then Landlord shall have the right to terminate this Lease (even if Landlord’s entire interest in the Premises may have been divested) by giving notice of Landlord’s election so to do within ninety (90) days after the occurrence of the effective date of such taking, whereupon this Lease shall automatically terminate thirty (30) days after as of the date of such notice condemnation, or as of the date possession is taken by the condemning authority, whichever is earlier. No award for any partial or entire taking shall be apportioned, and the Lessee hereby assigns to the Lessor any award which may be made in such taking or condemnation, together with any and all rights of the Lessee now or hereafter arising in or to the same force and effect as if such date were the date originally established for the expiration of the Term of this Lease. (c) If this Lease shall not be terminated pursuant to Section 11.4(b)or any part thereof; provided, Landlord shall thereafter use due diligence to restore the Premises (excluding any Alterations made by Tenant pursuant to Section 5.2) to proper condition for Tenant’s use and occupationhowever, provided that Landlord’s obligation shall be limited to the amount of compensation recoverable by Landlord from the taking authority. If, for any reason, such restoration shall not be substantially completed within six (6) months after the expiration of the ninety (90) day period referred to in Section 11.4(b) (which six month period may be extended for such periods of time as Landlord is prevented from proceeding with or completing such restoration for any cause beyond Landlord’s reasonable control, but in no event for more than an additional three (3) months), Tenant shall have the right to terminate this Lease by giving notice to Landlord thereof within thirty (30) days after the expiration of such period (as so extended). Upon the giving of such notice, this Lease shall cease and come to an end thirty (30) days after the giving of such notice, without further liability or obligation on the part of either party unless, within such thirty (30) 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. (d) Landlord shall have and hereby reserves and excepts, and Tenant hereby grants and assigns to Landlord, all rights to recover for damages to the Property and the leasehold interest hereby created, and to compensation accrued or hereafter to accrue by reason of such taking, and by way of confirming the foregoing, Tenant hereby grants and assigns, and covenants with Landlord to grant and assign to Landlord, all rights to such damages or compensation, and covenants to deliver such further assignments and assurances thereof as Landlord may from time to time request. Nothing nothing contained herein shall be construed deemed to prevent Tenant from prosecuting give the Lessor any interest in or to require the Lessee to assign to the Lessor any condemnation proceedings a claim award made to the Lessee for the value of any of Tenant’s Removable Property installed in the Premises by Tenant at Tenant’s expense and for its relocation expenses, provided that any bonus value of the leasehold estate, the taking of personal property and fixtures belonging to the Lessee, the interruption of or damage to the Lessee's business and/or for the Lessee's unamortized cost of leasehold improvements. The unamortized portion of the Lessee's expenditures for improving the Premises shall be determined by multiplying such action expenditures by a fraction, the numerator of which shall be the number of years of the term of this Lease which shall not affect have expired at the amount time of such appropriation or taking and the denominator of which shall be the number of years of the term of this Lease which shall not have expired at the time of improving the Premises. The Lessee's right to receive compensation otherwise recoverable by Landlord from the taking authorityor damages for its fixtures and personal property shall not be affected in any manner thereby.

Eminent Domain. (a) 23.01 If the whole of the Demised Premises shall be affected taken by any exercise of public or quasi-public authority under the power of condemnation, eminent domaindomain or expropriation, Basic Rent and Additional Rent payable by Tenant or in the event of conveyance of the whole of the Demised Premises in lieu thereof, this Lease shall terminate as of the day possession shall be justly and equitably abated and reduced according to the nature and extent taken by such authority. If 25% or less of the loss of use thereof suffered by Tenant. In no event shall Landlord have any liability for damages to Tenant for inconvenience, annoyance or interruption of business arising from such exercise Floor Space of the power of eminent domain. (b) If any part Demised Premises shall be so taken or conveyed, this Lease shall terminate only in respect of the Buildings are part so taken or conveyed as of the day possession shall be taken by any exercise such authority. If more than 25% of the right Floor Space of eminent domainthe Demised Premises shall be so taken or conveyed, then Landlord 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 (even if Landlord’s entire interest in upon notice given to the Premises may have been divested) by giving notice of Landlord’s election so to do other party within ninety (90) 30 days after the occurrence such taking possession. If more than 25% of the effective date Floor Space of such takingthe Building shall be so taken or conveyed, whereupon Landlord may, by notice to Tenant, terminate this Lease as of the day possession shall terminate thirty (30) days after be taken. If so much of the date parking facilities shall be so taken or conveyed that the number of such notice with the same force and effect as if such date were the date originally established parking spaces necessary, in Landlord's judgment, for the expiration continued operation of the Term Building or the Entire Premises shall not be available, Landlord shall, by notice to Tenant, terminate this Lease as of this Lease. (c) the day possession shall be taken. If this Lease shall continue in effect as to any portion of the Demised Premises not so taken or conveyed, the Rent shall be terminated pursuant to Section 11.4(b)computed as of the day possession shall be taken on the basis of the remaining Floor Space of the Demised Premises. Except 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 thereafter use due diligence be obligated only to restore the Premises extent of the net award or other compensation (after deducting all expenses in connection with obtaining same) available to Landlord for the improvements taken or conveyed (excluding any Alterations made by 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 constitute the remaining Building a complete architectural and tenantable unit, except for the Tenant's property, and Tenant pursuant shall make all alterations or replacements to Section 5.2) to proper condition the Tenant's property and decorations in the Demised Premises. All awards and compensation for Tenant’s use and occupationany taking or conveyance, provided that Landlord’s obligation whether for the whole or a part of the Land or Building, the Demised Premised or otherwise, shall be limited to the amount property of compensation recoverable by Landlord from the taking authority. If, for any reason, such restoration shall not be substantially completed within six (6) months after the expiration of the ninety (90) day period referred to in Section 11.4(b) (which six month period may be extended for such periods of time as Landlord is prevented from proceeding with or completing such restoration for any cause beyond Landlord’s reasonable control, but in no event for more than an additional three (3) months), Tenant shall have the right to terminate this Lease by giving notice to Landlord thereof within thirty (30) days after the expiration of such period (as so extended). Upon the giving of such notice, this Lease shall cease and come to an end thirty (30) days after the giving of such notice, without further liability or obligation on the part of either party unless, within such thirty (30) 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. (d) Landlord shall have and hereby reserves and excepts, and Tenant hereby grants and assigns to LandlordLandlord all of Tenant's right, all rights to recover for damages to the Property title and the leasehold interest hereby created, in and to compensation accrued or hereafter to accrue by reason of any and all such taking, awards and by way of confirming the foregoing, Tenant hereby grants and assigns, and covenants with Landlord to grant and assign to Landlord, all rights to such damages or compensation, and covenants to deliver such further assignments and assurances thereof as Landlord may from time to time request. Nothing contained herein shall be construed to prevent Tenant from prosecuting in including, without limitation, any condemnation proceedings a claim award or compensation for the value of any the unexpired portion of Tenant’s Removable Property installed the Term. Tenant shall be entitled to claim, prove and receive in the Premises by Tenant at condemnation proceeding such award or compensation as may be allowed for the Tenant’s expense 's property and for relocation expensesloss of business, provided that good will, and depreciation or injury to and cost of removal of the Tenant's property, but only if such action award or compensation shall be made by the condemning authority in addition to, and shall not affect result in a reduction of, the amount of award or compensation otherwise recoverable made by Landlord from the taking authorityit to Landlord.

Eminent Domain. 12.2.1 In the event of any condemnation or taking in any manner for public or quasi-public use, which shall be deemed to include a voluntary conveyance in lieu of a taking (aa “taking”) If of the whole of the Property, this Lease shall forthwith terminate as of the date when Tenant is required to vacate the Premises. 12.2.2 Unless this Lease is terminated as provided herein, the Landlord, at its own expense, and proceeding with due diligence and all reasonable dispatch, but subject to delays beyond the reasonable control of Landlord, shall restore the remaining portion of the Premises (but not any alterations or improvements made by or for Tenant, including the Tenant’s Improvements, or any trade fixtures, equipment or personal property of Tenant) and the necessary portions of the Property as nearly as practicable to the same condition as it was prior to such taking, subject to zoning and building laws then in effect. Notwithstanding the foregoing, Landlord’s obligation to restore the remaining portion of the Premises shall be affected by any exercise limited to the extent of the power condemnation proceeds (net of eminent domainall costs and expenses incurred in connection with same) received by Landlord on account thereof. Landlord shall not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting from delays in restoring the Premises. 12.2.3 In the event that only a part of the Premises or the Property shall be taken, Basic 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 title has been divested by such authority, terminate this Lease, effective as of the date when Tenant is required to vacate any portion of the Premises or appurtenant rights. A “substantial taking” shall mean a taking which: requires restoration and repair of the remaining portion of the Property that cannot in the ordinary course be reasonably expected to be repaired within 180 days; results in the loss of reasonable access to the Premises; results in the loss of more than 25% of the rentable floor area of the Premises; or results in loss of parking or of facilities in 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. 12.2.4 If this Lease is not terminated as aforesaid, then this Lease shall continue in full force and effect, provided if as a result of which there is material interference with the operation of Tenant’s use of the Premises, then the Fixed Rent and Additional Rent additional rent payable by Tenant shall be justly and equitably abated and reduced according to the nature and extent of the loss of use thereof suffered by Tenant. In no event shall Landlord have any liability for damages to Tenant for inconvenience, annoyance or interruption of business arising from such exercise of the power of eminent domain. (b) If any part of the Buildings are taken by any exercise of the right of eminent domain, then Landlord shall have the right to terminate this Lease (even if Landlord’s entire interest in the Premises may have been divested) by giving notice of Landlord’s election so to do within ninety (90) days after the occurrence of the effective date of such taking, whereupon this Lease shall terminate thirty (30) days after the date of such notice with the same force and effect as if such date were the date originally established for the expiration of the Term of this Lease. (c) If this Lease shall not be terminated pursuant to Section 11.4(b), Landlord shall thereafter use due diligence to restore the Premises (excluding any Alterations made by Tenant pursuant to Section 5.2) to proper condition for Tenant’s use and occupation, provided that Landlord’s obligation shall be limited to the amount of compensation recoverable by Landlord from the taking authority. If, for any reason, such restoration shall not be substantially completed within six (6) months after the expiration of the ninety (90) day period referred to in Section 11.4(b) (which six month period may be extended for such periods of time as Landlord is prevented from proceeding with or completing such restoration for any cause beyond Landlord’s reasonable control, but in no event for more than an additional three (3) months), Tenant shall have the right to terminate this Lease by giving notice to Landlord thereof within thirty (30) days after the expiration of such period (as so extended). Upon the giving of such notice, this Lease shall cease and come to an end thirty (30) days after the giving of such notice, without further liability or obligation on the part of either party unless, within such thirty (30) 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. (d) 12.2.5 Landlord shall have and hereby reserves and excepts, and Tenant hereby grants and assigns to Landlord, all rights to recover for damages to the Property Building, the Lot, and the leasehold interest hereby createdcreated (including any award made for the value of the estate vested by this Lease in Tenant), and to compensation accrued or hereafter to accrue by reason of such taking, and by way of confirming the foregoing, Tenant hereby grants and assigns, and covenants with Landlord to grant and assign assign, to Landlord, Landlord all rights to such damages or of compensation, and covenants to deliver such further assignments and assurances thereof as Landlord may from time to time request. Nothing contained herein shall be construed to prevent Tenant from prosecuting in any condemnation proceedings a separate claim for the value of any of Tenant’s Removable Property installed in the Premises by Tenant at Tenant’s expense personal property and for relocation expensesexpenses and business losses, provided that such action shall not affect the amount of compensation otherwise recoverable by Landlord from the taking authority.

Eminent Domain. (a) 15.1 If the Premises shall be affected by Demised Premises, or any exercise part thereof, or more than twenty- five percent (25%) of the power of eminent domain, Basic Rent and Additional Rent payable by Tenant shall be justly and equitably abated and reduced according to the nature and extent of the loss of use thereof suffered by Tenant. In no event shall Landlord have any liability for damages to Tenant for inconvenience, annoyance or interruption of business arising from such exercise of the power of eminent domain. (b) If any part of the Buildings Common Areas are taken by any exercise of the condemnation or right of eminent domain, or by private purchase in lieu thereof, this Lease may be terminated by Lessor. If Lessor so terminates, then Landlord this Lease shall have expire on the right date possession is taken by the condemnor, the rent herein reserved shall be apportioned and paid in full to that date and all prepaid rent shall be repaid by the Lessor to Lessee. If Lessor does not elect to terminate this Lease as provided above, then Lessor shall rebuild and restore the Demised Premises as nearly as possible to their condition immediately prior to any such taking and this Lease shall continue in full force and effect except that, during such restoration, the rent payable pursuant to Article III hereof shall be equitably apportioned by 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, provided further, however, Lessor's obligations to restore or rebuild shall be limited to an amount which does not exceed the proceeds obtained from such taking (even less expenses incurred in collecting the same). Notwithstanding the foregoing, if Landlord’s entire interest in the Premises may net condemnation award received by Lessor is insufficient to restore or rebuild the structural portions of the Demised Premises, or the holder of the First Mortgage encumbering the Building restricts Lessor from doing so, Lessor shall have been divested) by giving notice of Landlord’s election so to do the option, within ninety (90) days after the occurrence Lessor's receipt of the effective date of such takingnet condemnation proceeds, whereupon this Lease shall to terminate thirty (30) days after the date of such notice with the same force and effect as if such date were the date originally established for the expiration of the Term of this Lease. (c) If this Lease shall not be terminated pursuant to Section 11.4(b), Landlord shall thereafter use due diligence to restore the Premises (excluding any Alterations made by Tenant pursuant to Section 5.2) to proper condition for Tenant’s use and occupation, provided that Landlord’s obligation Lessee shall be limited to the amount of consequential damages only. 15.2 All compensation recoverable by Landlord from the awarded or paid upon any total or partial taking authority. If, for any reason, such restoration shall not be substantially completed within six (6) months after the expiration of the ninety (90) day period referred Demised Premises shall belong to in Section 11.4(b) (which six month period may and be extended for such periods the property of time as Landlord is prevented from proceeding with or completing such restoration for any cause beyond Landlord’s reasonable control, but in no event for more than an additional three (3) months), Tenant shall have Lessor. The Lessee reserves the right to terminate this Lease pursue any award for furniture, fixture and equipment or improvements insured by giving notice to Landlord thereof within thirty (30) days after the expiration of such period (as so extended). Upon the giving of such notice, this Lease shall cease and come to an end thirty (30) days after the giving of such notice, without further liability or obligation on the part of either party unless, within such thirty (30) 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 restorationlessee. (d) Landlord shall have and hereby reserves and excepts, and Tenant hereby grants and assigns to Landlord, all rights to recover for damages to the Property and the leasehold interest hereby created, and to compensation accrued or hereafter to accrue by reason of such taking, and by way of confirming the foregoing, Tenant hereby grants and assigns, and covenants with Landlord to grant and assign to Landlord, all rights to such damages or compensation, and covenants to deliver such further assignments and assurances thereof as Landlord may from time to time request. Nothing contained herein shall be construed to prevent Tenant from prosecuting in any condemnation proceedings a claim for the value of any of Tenant’s Removable Property installed in the Premises by Tenant at Tenant’s expense and for relocation expenses, provided that such action shall not affect the amount of compensation otherwise recoverable by Landlord from the taking authority.

Eminent Domain. If any part over fifteen percent (a15%) If of the Premises shall be affected by any exercise of taken or appropriated under the power of eminent domain, Basic Rent and Additional Rent payable by Tenant shall be justly and equitably abated and reduced according to the nature and extent of the loss of use thereof suffered by Tenant. In no event shall Landlord have any liability for damages to Tenant for inconvenience, annoyance domain or interruption of business arising from such exercise of the power of eminent domain. (b) If any part of the Buildings are taken by any exercise of the right of eminent domain, then Landlord shall have the right to terminate this Lease (even if Landlord’s entire interest conveyed in the Premises may have been divested) by giving notice of Landlord’s election so to do within ninety (90) days after the occurrence of the effective date of such taking, whereupon this Lease shall terminate thirty (30) days after the date of such notice with the same force and effect as if such date were the date originally established for the expiration of the Term of this Lease. (c) If this Lease shall not be terminated pursuant to Section 11.4(b), Landlord shall thereafter use due diligence to restore the Premises (excluding any Alterations made by Tenant pursuant to Section 5.2) to proper condition for Tenant’s use and occupation, provided that Landlord’s obligation shall be limited to the amount of compensation recoverable by Landlord from the taking authority. If, for any reason, such restoration shall not be substantially completed within six (6) months after the expiration of the ninety (90) day period referred to in Section 11.4(b) (which six month period may be extended for such periods of time as Landlord is prevented from proceeding with or completing such restoration for any cause beyond Landlord’s reasonable control, but in no event for more than an additional three (3) months)lieu thereof, Tenant shall have the right to terminate this Lease by giving notice at its option. In such event, Landlord shall receive (and Tenant shall assign to Landlord thereof within thirty (30upon demand from Landlord) days after any income, rent, award or any interest therein which may be paid in connection with the expiration exercise of such period power of eminent domain, and Tenant shall have no claim against Landlord for any part of sum paid by virtue of such proceedings, whether or not attributable to the value of the unexpired term of this Lease except that Tenant shall be entitled to petition the condemning authority for the following: (i) the then unamortized cost of any Alterations paid for by Tenant from its own funds (as opposed to any allowance, including the Tenant Allowance, provided by Landlord); (ii) the value of Tenant's trade fixtures; (iii) Tenant's relocation costs; and (iv) Tenant's goodwill, loss of business and business interruption. 1f a part of the Premises shall be so extended). Upon taken or appropriated or conveyed and neither party hereto shall elect to terminate this Lease and the giving Premises have been damaged as a consequence of such noticepartial taking or appropriation or conveyance, Landlord shall restore the Premises continuing under this Lease at Landlord's cost and expense; provided, however, that Landlord 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 any Alterations installed on the Premises by or at the expense of Tenant. Thereafter, the Monthly Base Rent and Additional Charges to be paid under this Lease for the remainder of the Term shall be proportionately reduced, such that thereafter the amounts to be paid by Tenant shall be in the ratio that they are of the portion of the Premises not so taken bears to the total area of the Premises prior to such taking. Notwithstanding anything to the contrary contained in this Paragraph 21, if the temporary use or occupancy of any part of the Premises shall be taken or appropriated under power of eminent domain during the Term, this Lease shall cease be and come remain unaffected by such taking or appropriation and Tenant shall continue to an pay in full all Monthly Base Rent and Additional Charges payable hereunder by Tenant during the 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 use of or occupancy of the 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 thirty of the Term. If such temporary taking is for a period longer than two hundred and seventy (30270) days after and unreasonably interferes with Tenant's use of the giving Premises or the Common Area, then Tenant shall have the right to terminate the Lease. Landlord and Tenant understand and agree that the provisions of such noticethis Paragraph 21 are intended to govern fully the rights and obligations of the parties in the event of a Taking of all or any portion of the Premises. Accordingly, without further liability or obligation on the part of either party unless, within such thirty (30) day period, Landlord substantially completes such restoration. Such parties each hereby waives any right of termination shall be Tenant’s sole and exclusive remedy at law to terminate this Lease in whole or in equity for Landlord’s failure so to complete such restoration. (d) Landlord shall have part under Sections 1265.120 and hereby reserves and excepts, and Tenant hereby grants and assigns to Landlord, all rights to recover for damages to 1265.130 of the Property and the leasehold interest hereby created, and to compensation accrued California Code of Civil Procedure or under any similar Law now or hereafter to accrue by reason of such taking, and by way of confirming the foregoing, Tenant hereby grants and assigns, and covenants with Landlord to grant and assign to Landlord, all rights to such damages or compensation, and covenants to deliver such further assignments and assurances thereof as Landlord may from time to time request. Nothing contained herein shall be construed to prevent Tenant from prosecuting in any condemnation proceedings a claim for the value of any of Tenant’s Removable Property installed in the Premises by Tenant at Tenant’s expense and for relocation expenses, provided that such action shall not affect the amount of compensation otherwise recoverable by Landlord from the taking authorityeffect.

Eminent Domain. (a) If any part of the Subleased Premises or the Facility shall be affected taken by any the exercise of eminent domain or by action of any public or other authority, and if, as a result thereof, Prime Lessor or Sublessor is entitled and elects to terminate the power Prime Lease pursuant to the provisions of eminent domainArticle 11, then Sublessor shall notify Sublessee of such termination and this Sublease shall likewise terminate as of the effective date of the termination of the Prime Lease. If this Sublease is not terminated as aforesaid, a just proportion of the Basic Rent and Additional Rent payable by Tenant shall be justly and equitably abated and reduced Rent, according to the nature and extent of the loss portion of the Subleased Premises rendered untenantable, shall be abated until use thereof suffered and occupancy of substantially all of the remaining portion of the Subleased Premises shall have been granted to the Sublessee as aforesaid, and thereafter a just proportion of the Basic Rent, according to the nature and extent of the portion of the Subleased Premises so taken, shall be abated for the balance of the term of this Sublease. Prime Lessor reserves and accepts all rights to damages to the Subleased Premises, including, without limitation, the Facility and the leasehold improvements therein, accrued or subsequently accruing by Tenant. In no event shall Landlord have reason of anything lawfully done in pursuance of any liability public or other authority; and, by way of confirmation, Sublessee grants to Prime Lessor all of Sublessee's rights to such damages, except for damages to Tenant for inconveniencetrade fixtures and other property which Sublessee may remove from the Subleased Premises pursuant to the provisions of this Sublease, annoyance or interruption relocation expenses, loss of business arising from such exercise during the remainder of the power Term and any other award made for the taking of eminent domain. (b) If any part of the Buildings are taken by any exercise of the right of eminent domain, then Landlord shall have the right to terminate this Lease (even if Landlord’s entire Sublessee's leasehold interest in the Premises may have been divested) by giving notice of Landlord’s election so to do within ninety (90) days after the occurrence of the effective date of such takingSubleased Premises, whereupon this Lease shall terminate thirty (30) days after the date of such notice with the same force and effect as if such date were the date originally established for the expiration of the Term of this Lease. (c) If this Lease shall which would not be terminated pursuant to Section 11.4(b), Landlord shall thereafter use due diligence to restore the Premises (excluding any Alterations made by Tenant pursuant to Section 5.2) to proper condition for Tenant’s use and occupation, provided that Landlord’s obligation shall be limited to diminish the amount of compensation recoverable by Landlord from the taking authority. If, for any reason, such restoration shall not be substantially completed within six (6) months after the expiration Prime Lessor's said award pursuant to Article 19 of the ninety (90) day period referred to in Section 11.4(b) (which six month period may be extended for such periods of time as Landlord is prevented from proceeding with or completing such restoration for any cause beyond Landlord’s reasonable control, but in no event for more than an additional three (3) months), Tenant shall have the right to terminate this Lease by giving notice to Landlord thereof within thirty (30) days after the expiration of such period (as so extended). Upon the giving of such notice, this Lease shall cease and come to an end thirty (30) days after the giving of such notice, without further liability or obligation on the part of either party unless, within such thirty (30) 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. (d) Landlord shall have and hereby reserves and excepts, and Tenant hereby grants and assigns to Landlord, all rights to recover for damages to the Property and the leasehold interest hereby created, and to compensation accrued or hereafter to accrue by reason of such taking, and by way of confirming the foregoing, Tenant hereby grants and assigns, and covenants with Landlord to grant and assign to Landlord, all rights to such damages or compensationPrime Lease, and covenants to execute and deliver such further instruments or assignments and assurances thereof as Landlord Prime Lessor may from time to time request. Nothing contained herein shall be construed to prevent Tenant from prosecuting in any condemnation proceedings a claim for the value of any of Tenant’s Removable Property installed in the Premises by Tenant at Tenant’s expense and for relocation expenses, provided that such action shall not affect the amount of compensation otherwise recoverable by Landlord from the taking authority.

Eminent Domain. (a) If the entire Premises shall be affected by any exercise of the power of eminent domain, Basic Rent and Additional Rent payable by Tenant shall be justly and equitably abated and reduced according to the nature and extent of the loss of use thereof suffered by Tenant. In no event shall Landlord have any liability for damages to Tenant for inconvenience, annoyance or interruption of business arising from such exercise of the power of eminent domain. (b) If any part of the Buildings are taken by any the exercise of the right of eminent domaindomain for any public or quasi-public improvement or use, this Lease and the term hereby granted shall then Landlord expire, on the date when title to the Premises so taken shall vest in the appropriate authority or on the date when any possession is surrendered, if later, at which time all rights and obligations between the parties shall cease and rents and other charges shall be apportioned. (b) If: (i) a portion of the building shall be so taken as to make the balance thereof unusable in Tenant's reasonable opinion, for the purposes to which the Premises shall then be devoted; or (ii) more than twenty percent (20%) of the then existing parking area for the Premises shall be taken; or then Tenant shall have the right to cancel or terminate this Lease (even if Landlord’s entire interest in the Premises may have been divested) by giving notice of Landlord’s election so to do within ninety (90) days after the occurrence of the effective date of such taking, whereupon this Lease shall terminate on thirty (30) days prior written notice to Landlord, to be given after the date when title to the portion(s) so taken shall vest in the appropriate authority. On such entire or partial taking, Landlord and Tenant shall pursue, in their respective individual and separate names and rights, unless otherwise required by law, such remedies and make such claims as they may have against the authority exercising such right of eminent domain or other lawful taking as if this Lease and the term hereof had not expired (whether or not such expiration shall have occurred on account of such notice with the same force taking) and effect as if such date were the date originally established for the expiration purpose of determining the respective rights and remedies of the Term parties, or for the purpose of this Leasean apportionment of the award for damages Landlord shall be deemed to be the owner of the land constituting the Premises and Tenant shall be deemed to be the owner of the buildings and all other improvements situated upon said Premises, subject to Landlord's right of reversion. The allocation of any award for the building and the improvements shall be based on straight line amortization based on a twenty-nine (29) year lease term including option periods rounded to the nearest month with Landlord entitled to the portion of the award based on the number of months which have passed from the Effective Date and Tenant the balance. In no event shall Tenant be entitled to the diminution in value rent-wise of its leasehold, or the appreciation in value of its leasehold interest. Tenant shall be, however, entitled to any separately awarded amount for moving expenses and its trade fixtures as opposed to other building improvements so long as such award does not reduce Landlord's award for the entire value of the land and its portion of the award for the Improvements as set forth above. (c) If Tenant shall not cancel the Lease as hereinabove provided in subparagraph 2 of this Article, this Lease shall not be terminated pursuant to Section 11.4(b), Landlord shall thereafter use due diligence to restore terminate but the rental for the land constituting the Premises (excluding any Alterations made by Tenant pursuant to Section 5.2) to proper condition for Tenant’s use and occupation, provided that Landlord’s obligation shall be limited reduced in proportion to the amount of compensation recoverable land taken. Tenant shall make such repairs or construction at its own cost and expense out of the award or portion of award to Tenant, as is made necessary due to such partial taking. In any event, the amount of the award to be received by Landlord from the taking authority. If, for any reason, such restoration shall not be substantially completed within six (6) months after the expiration of the ninety (90) day period referred to in Section 11.4(b) (which six month period may be extended for such periods of time as Landlord is prevented from proceeding with or completing such restoration for any cause beyond Landlord’s reasonable control, but in no event for more than an additional three (3) months), Tenant shall have the right to terminate this Lease by giving notice to Landlord thereof within thirty (30) days after the expiration of such period (as so extended). Upon the giving of such notice, this Lease shall cease and come to an end thirty (30) days after the giving of such notice, without further liability or obligation on the part of either party unless, within such thirty (30) 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. (d) Landlord shall have and hereby reserves and excepts, and Tenant hereby grants and assigns to Landlord, all rights to recover for damages to the Property and the leasehold interest hereby created, and to compensation accrued or hereafter to accrue by reason of such taking, and by way of confirming the foregoing, Tenant hereby grants and assigns, and covenants with Landlord to grant and assign to Landlord, all rights to such damages or compensation, and covenants to deliver such further assignments and assurances thereof as Landlord may from time to time request. Nothing contained herein shall be construed to prevent Tenant from prosecuting in any condemnation proceedings a claim for the value of any the land so taken and value of Tenant’s Removable Property installed the reversionary interest in the Premises by Tenant at Tenant’s expense Improvements as determined pursuant to Paragraph 2 above, and for relocation expenses, provided that such action shall not affect the amount of compensation otherwise recoverable the award to be received by Landlord from Tenant shall be the taking authorityvalue of the Improvements taken less the value of Landlord's reversionary interest therein.

Eminent Domain. (a) If the Premises shall be affected whole or any material part of the Premises, including the buildings and/or other improvements, are taken by any public authority under the power of eminent domain, or in the event of a conveyance by Lessor in lieu of the exercise of the power of eminent domaindomain by such public authority, Basic Rent and Additional Rent payable by Tenant such that Lessee cannot continue to operate its business from the Premises, then the Term of this Lease shall cease as of the date possession thereof shall be justly taken by such public authority and equitably abated the rent and reduced according other charges shall be paid up to the nature that day, with a proportionate refund by Lessor of any such rent and extent other charges as may have been paid in advance. If only a part or portion of the loss Premises is taken which would not prevent Lessee from operating its business at the Premises, as reasonably determined by Lessor, then Lessee shall repair, rebuild or restore any improvements on the Premises, with the proceeds from the condemnation award (which Lessor hereby agrees to assign to Lessee for such purpose), to a condition acceptable to Lessee for its business. The determination of use thereof suffered by Tenant. In no whether Lessee can continue to operate its business from the Premises after an eminent domain event shall Landlord have any liability for damages to Tenant for inconvenience, annoyance or interruption of business arising from such exercise of be determined by the power of eminent domainLessor in Lessor's reasonable judgment. (b) If The amount awarded or paid for any part of total or partial taking under the Buildings are taken by any exercise of the right power of eminent domaindomain shall belong to and be the property of Lessor, then Landlord shall have the right to terminate this Lease (even if Landlord’s entire interest in the Premises may have been divested) by giving notice of Landlord’s election so to do within ninety (90) days after the occurrence of the effective date of such taking, whereupon this Lease shall terminate thirty (30) days after the date of such notice with the same force and effect as if such date were the date originally established amount is awarded as compensation for the expiration fee of the Term of this Lease. (c) If this Lease shall not be terminated pursuant to Section 11.4(b), Landlord shall thereafter use due diligence to restore the Premises (excluding including the building and related improvements paid for by Lessor) or as damage to the residue; provided, however, that if there is a partial taking which does not prevent Lessee from operating its business on the Premises, Lessor agrees to assign such reasonable portion of the award to Lessee to be used by Lessee to repair, rebuild or restore any Alterations made by Tenant pursuant improvements on the Premises taken as a result of such appropriate action. Lessor and Lessee are entitled to Section 5.2) to proper condition for Tenant’s use participate in the negotiations with the condemning authority, and occupation, provided that Landlord’s obligation Lessee shall be limited entitled to proceed with direct negotiations with the amount condemning authority with respect to any damage or taking of compensation recoverable by Landlord from the taking authority. If, for any reason, such restoration shall not be substantially completed within six (6) months after the expiration of the ninety (90) day period referred to in Section 11.4(b) (which six month period may be extended for such periods of time as Landlord is prevented from proceeding with or completing such restoration for any cause beyond Landlord’s reasonable control, but in no event for more than an additional three (3) months), Tenant shall have the right to terminate this Lease by giving notice to Landlord thereof within thirty (30) days after the expiration of such period (as so extended). Upon the giving of such notice, this Lease shall cease and come to an end thirty (30) days after the giving of such notice, without further liability or obligation improvements constructed on the part Premises by or on behalf of either party unless, within such thirty (30) 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. (d) Landlord shall have and hereby reserves and excepts, and Tenant hereby grants and assigns to Landlord, all rights to recover for damages to the Property and the leasehold interest hereby createdLessee, and to compensation accrued or hereafter to accrue by reason of such takingLessee’s fixtures, equipment, personal property and/or for moving expenses, and any such amounts separately awarded for such items of equipment and personal property owned by way of confirming the foregoing, Tenant hereby grants and assigns, and covenants with Landlord Lessee shall belong to grant and assign to Landlord, all rights to such damages or compensation, and covenants to deliver such further assignments and assurances thereof as Landlord may from time to time request. Nothing contained herein shall be construed to prevent Tenant from prosecuting in any condemnation proceedings a claim for the value of any of Tenant’s Removable Property installed in the Premises by Tenant at Tenant’s expense and for relocation expenses, provided that such action shall not affect the amount of compensation otherwise recoverable by Landlord from the taking authorityLessee.

Eminent Domain. (aA) If after the execution of this Lease and prior to the expiration of the term of this Lease the whole of the Demised Premises shall be affected by any exercise of taken under the power of eminent domain, Basic Rent and Additional Rent payable or acquired for any public or quasi-public use by Tenant deed in lieu thereof, then the term of this Lease shall cease as of the time when Landlord shall be justly divested of its title in the Demised Premises, and equitably abated minimum rent shall be apportioned and adjusted as of time of termination. (B) If only a part of the Entire Parcel shall be taken under the power of eminent domain, or acquired for any public or quasi-public use by deed in lieu thereof and if as a result thereof the paved area of the Entire Parcel shall be reduced by more than twenty percent (20%) or the ground floor area of the Building shall be reduced by more than ten percent (10%), and the part remaining shall not be reasonably adequate for the operation of business conducted in the Demised Premises prior to the taking, either Landlord or Tenant may, at its election terminate the term of this Lease by giving the other notice of the exercise of its election within twenty days(20) after it shall receive notice of such taking, and termination shall be effective as of the time that possession of the part so taken shall be required for public or quasi-public use, and minimum rent shall be apportioned and adjusted as of the time of termination. If only a part of the Demised Premises shall be taken under the power of eminent domain or so acquired and if the term of this Lease shall not be terminated as aforesaid, then the term of this Lease shall continue in full force and effect and Landlord shall, within a reasonable time after possession is required for public use, repair and restore what may remain of the Entire Parcel and the demised Premises subject to reduction in area as a result thereof and subject to then existing building and zoning codes, and a just proportion of the minimum rent, according to the nature and extent of the loss of use thereof suffered by Tenant. In no event injury to the Demised Premises, shall Landlord have any liability for damages to Tenant for inconvenience, annoyance be suspended or interruption of business arising from such exercise abated until what may remain of the power Demised Premises shall be put into such condition by Landlord, and thereafter proportion of eminent domainthe minimum rent shall be abated for the balance of the term of this Lease, said proportion to be computed on the basis of the relationship which the ground floor area of the Demised Premises rendered unusable bears to the ground floor area of the Demised Premises immediately prior thereto. Notwithstanding the foregoing, Landlord shall not be obligated to make any such repairs and restoration under this Article which shall cost Landlord any amount in excess of such damages as shall be paid to Landlord as the result of such taking or deed and not required to be paid by Landlord to the holders of any mortgages upon the Entire Parcel. (b) If any part of the Buildings are taken by any exercise of the right of eminent domain, then Landlord shall have the right to terminate this Lease (even if Landlord’s entire interest in the Premises may have been divested) by giving notice of Landlord’s election so to do within ninety (90) days after the occurrence of the effective date of such taking, whereupon this Lease shall terminate thirty (30) days after the date of such notice with the same force and effect as if such date were the date originally established for the expiration of the Term of this Lease. (c) If this Lease shall not be terminated pursuant to Section 11.4(b), Landlord shall thereafter use due diligence to restore the Premises (excluding any Alterations made by Tenant pursuant to Section 5.2) to proper condition for Tenant’s use and occupation, provided that Landlord’s obligation shall be limited to the amount of compensation recoverable by Landlord from the taking authority. If, for any reason, such restoration shall not be substantially completed within six (6) months after the expiration of the ninety (90) day period referred to in Section 11.4(b) (which six month period may be extended for such periods of time as Landlord is prevented from proceeding with or completing such restoration for any cause beyond Landlord’s reasonable control, but in no event for more than an additional three (3) months), Tenant shall have the right to terminate this Lease by giving notice to Landlord thereof within thirty (30) days after the expiration of such period (as so extended). Upon the giving of such notice, this Lease shall cease and come to an end thirty (30) days after the giving of such notice, without further liability or obligation on the part of either party unless, within such thirty (30) 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. (dC) Landlord shall have and hereby reserves and exceptsto itself, and Tenant hereby grants and assigns to Landlord, all rights to recover damages accruing on account of any taking under the power of eminent domain or by reason of any such act of any public or quasi-public authority for which damages are payable. Tenant agrees to execute such instruments of assignment as may be reasonably required by Landlord in any proceeding for the Property and the leasehold interest hereby createdrecovery of such damages if requested by Landlord, and to compensation accrued or hereafter pay over to accrue by reason of such takingLandlord any damages that may be recovered in said proceeding. It is agreed and understood, however, that Landlord does not reserve to itself, and by way of confirming the foregoing, Tenant hereby grants and assigns, and covenants with Landlord to grant and does not assign to Landlord, all rights to such any damages or compensation, and covenants to deliver such further assignments and assurances thereof as Landlord may from time to time request. Nothing contained herein shall be construed to prevent Tenant from prosecuting in any condemnation proceedings a claim payable for the value of any of Tenant’s Removable Property movable trade fixtures installed in the Premises by Tenant or any person claiming under Tenant at the sole cost of Tenant or any person claiming under Tenant’s expense and for relocation expenses, provided that such action shall not affect the amount of compensation otherwise recoverable by Landlord from the taking authority.

Eminent Domain. (a) If the entire Premises shall be affected by taken for public or quasi-public purposes, this Lease shall terminate on the date when title vests pursuant to such taking (the "Taking Date"). The rent, and any exercise additional rent, shall be apportioned as of the power of eminent domaintermination data, Basic Rent and Additional Rent payable by Tenant any rent paid for any period beyond that data shall be justly and equitably abated and reduced according repaid to the nature and extent of the loss of use thereof suffered by Tenant. In no event shall Landlord have any liability for damages to Tenant for inconvenience, annoyance or interruption of business arising from such exercise of the power of eminent domainLessee. (b) If any part such portion of the Buildings are Premises shall be taken by any exercise of the right of eminent domain, then Landlord shall have the right so as to terminate this Lease (even if Landlord’s entire interest in render the Premises may have been divested) by giving notice unsuitable for the continuance of Landlord’s election so Lessee's entire business in substantially the same manner as it was being conducted immediately prior to do within ninety (90) days after the occurrence of the effective date of such taking, whereupon this Lease shall terminate thirty (30) days after then the date of such notice with the same force and effect as if such date were the date originally established for the expiration of the Term of this Lease. (c) If this Lease shall not be terminated pursuant to Section 11.4(b), Landlord shall thereafter use due diligence to restore the Premises (excluding any Alterations made by Tenant pursuant to Section 5.2) to proper condition for Tenant’s use and occupation, provided that Landlord’s obligation shall be limited to the amount of compensation recoverable by Landlord from the taking authority. If, for any reason, such restoration shall not be substantially completed within six (6) months after the expiration of the ninety (90) day period referred to in Section 11.4(b) (which six month period may be extended for such periods of time as Landlord is prevented from proceeding with or completing such restoration for any cause beyond Landlord’s reasonable control, but in no event for more than an additional three (3) months), Tenant Lessee shall have the right to terminate this Lease by giving written notice to Landlord thereof the Lessor of its election to so terminate within thirty (30) days after the Taking date. If the Lessee fails to so notify Lessor on or before the expiration of such period (as so extended). Upon the giving of such notice, this Lease shall cease and come to an end thirty (30) days after the giving of such notice, without further liability or obligation on the part of either party unless, within such said thirty (30) day period, Landlord substantially completes such restoration. Such right of termination the Lessee shall be Tenant’s sole deemed to have waived this contingency and exclusive remedy at law shall be bound to this Agreement and the performance of all obligations herein. (c) If however, such portion of the Premises shall be taken so as to render the Premises unsuitable for the continuance of only a portion of the Lessee's business, then the Lessee shall have the right to terminate this Lease only as to that portion of the Premises by written notice to the Lessor of its election to so terminate within thirty.(30) days utter the Taking Date, whereupon, all rent due under this Lease shall be thereafter adjusted to take into account the value of the portion of the Premises lost as a result of said partial taking. If the Lessee fails to so notify Lessor on or in equity for Landlord’s failure so before the expiration of said thirty (30) day period, the Lessee shall be deemed to complete such restorationhave waived this contingency and shall be bound to this Agreement and the performance of all obligations herein. (d) Landlord Lessee shall have be entitled to a part of the award for such taking or any payment in lieu thereof in an amount not to exceed the unamortized value of any approved fixtures and hereby reserves improvements owned by Lessee and excepts, and Tenant hereby grants and assigns subject to Landlord, all rights to recover for damages to the Property and the leasehold interest hereby created, and to compensation accrued or hereafter to accrue by reason of such taking, utilizing reasonable amortization schedules and by way using the term of confirming this lease as the foregoing, Tenant hereby grants and assigns, and covenants with Landlord to grant and assign to Landlord, all rights to such damages or compensation, and covenants to deliver such further assignments and assurances thereof as Landlord may from time to time request. Nothing contained herein shall be construed to prevent Tenant from prosecuting in any condemnation proceedings a claim for the value of any of Tenant’s Removable Property installed in the Premises by Tenant at Tenant’s expense and for relocation expenses, provided that such action shall not affect the amount of compensation otherwise recoverable by Landlord from the taking authoritymaximum amortization period.

Eminent Domain. (a) If the Premises shall be affected by any exercise of the power of eminent domain, Basic Rent and Additional Rent payable by Tenant shall be justly and equitably abated and reduced according to the nature and extent of the loss of use thereof suffered by Tenant. In no event shall Landlord have any liability for damages to Tenant for inconvenience, annoyance or interruption of business arising from such exercise of the power of eminent domain. (b) 13.01 If any part of the Buildings are Premises shall be taken or condemned for a public or quasi-public use or shall be sold by Landlord or the landlord under the Master Lease to any exercise of entity having the right of eminent domaindomain after notice of intent to exercise such right has been given to Landlord by such entity, then this Lease shall immediately terminate as to the part so taken, condemned or sold. If a part of the Premises remains which is susceptible of the reasonable conduct of the business of Tenant, as determined by Landlord, this Lease shall remain in full force and effect as to the portion of the Premises not so taken, condemned or sold, as the case may be, but the rent payable under this Lease shall be adjusted so that Tenant shall be required to pay for the remainder of the term only the proportion of the rent as the area measured in square feet of the part remaining after the taking or sale bears to the total area measured in square feet of the Premises at the date of taking or sale; provided, however, that Landlord shall have the right option to terminate this Lease (even if Landlord’s entire interest in its entirety as of the date when title to the part so taken or sold vests in the Premises may have been divested) condemner or purchaser by giving Tenant notice in writing of Landlord’s 's election to so to do terminate within ninety ten (90) days after the occurrence of the effective date of such taking, whereupon this Lease shall terminate thirty (3010) days after the date of such notice with taking or sale, as the same force and effect as if case may be. 13.02 If the entire Premises, or such date were the date originally established for the expiration substantial part of the Term of this Lease. (c) If this Lease shall Premises is taken, condemned or sold so that there does not be terminated pursuant to Section 11.4(b), Landlord shall thereafter use due diligence to restore the Premises (excluding any Alterations made by Tenant pursuant to Section 5.2) to proper condition for Tenant’s use and occupation, provided that Landlord’s obligation shall be limited to the amount of compensation recoverable by Landlord from the taking authority. If, for any reason, such restoration shall not be substantially completed within six (6) months after the expiration remain a portion susceptible of the ninety (90) day period referred to in Section 11.4(b) (which six month period may be extended for such periods reasonable conduct of time Tenant's business, as Landlord is prevented from proceeding with or completing such restoration for any cause beyond determined by Landlord’s reasonable control, but in no event for more than an additional three (3) months), Tenant shall have the right to terminate this Lease by giving notice to Landlord thereof within thirty (30) days after the expiration of such period (as so extended). Upon the giving of such notice, this Lease shall cease and come to an end thirty (30) days after terminate as of the giving date of such notice, without further liability taking or obligation on the part of either party unless, within such thirty (30) 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 restorationsale. 13.03 If a part or all of the Premises are taken, condemned or sold, all compensation awarded upon such taking or condemnation or the payment made upon any such sale (dexcept any compensation specifically awarded for the taking of any of Tenant's trade fixtures or personal property or both, or for Tenant's relocation costs associated with such a taking or sale) shall go to Landlord and Tenant shall have and hereby reserves and exceptsno claim thereto, and Tenant hereby grants irrevocably assigns and assigns transfers to Landlord, all rights Landlord any right to recover for compensation or damages to which Tenant may become entitled during the Property and the leasehold interest hereby created, and to compensation accrued or hereafter to accrue term of this Lease by reason of such takingthe permanent or temporary condemnation or sale to the condemning authority of all, and by way or a part of confirming the foregoing, Tenant hereby grants and assigns, and covenants with Landlord to grant and assign to Landlord, all rights to such damages or compensation, and covenants to deliver such further assignments and assurances thereof as Landlord may from time to time request. Nothing contained herein shall be construed to prevent Tenant from prosecuting in any condemnation proceedings a claim for the value of any of Tenant’s Removable Property installed in the Premises by Tenant at Tenant’s expense and for relocation expenses, provided that such action shall not affect the amount of compensation otherwise recoverable by Landlord from the taking authorityPremises.

Eminent Domain. Modifying (ato the extent of any inconsistency between such provisions and this Paragraph 15) If and supplementing those provisions of Article 25 of the Overlease that have been incorporated into this Sublease, as such ▇▇▇▇▇▇▇▇▇s are applicable to the Sublease Premises: A. In the event that all of the Sublease Premises shall be affected acquired or condemned by any exercise of the power of eminent domain, Basic Rent this Sublease shall terminate as of the earliest of: (i) the date of the vesting of title in the condemning authority; (ii) the date that Subtenant is dispossessed by the condemning authority; and Additional Rent payable by Tenant (iii) the date that the Overlease shall be justly and equitably abated and reduced according terminated pursuant to Article 25 thereof, as i▇ ▇▇▇▇ ▇▇te were the Expiration Date. B. If only a portion of the Sublease Premises shall be so acquired or condemned then, unless the Sublease shall be terminated by virtue of the Overlease having been terminated pursuant to the nature terms of Article ▇▇ ▇▇▇▇▇▇f, this Sublease shall continue in full force and extent effect. In such case, if Sublandlord, as tenant under the Overlease, shall be entitled to a rent abatement with respect to s▇▇▇ ▇▇▇▇▇ portion of the loss Sublease Premises pursuant to Article 25 of use thereof suffered by Tenantthe Overlease, the Rent under this Sublease shall also abate, it being ▇▇▇▇▇▇▇▇od and agreed that Subtenant shall not be ▇▇▇▇▇led to any abatement under this Sublease if the abatement granted to Sublandlord under the Overlease is on account of any portion of the Premises that is not ▇▇▇▇ ▇▇ the Sublease Premises. In no the event shall Landlord have any liability that the Sublease remains in effect in accordance with the foregoing terms of this Paragraph 15(B) and (i) the Landlord's Restoration Work, if any, is in fact not completed within the 270 day period following the condemnation (subject to Force Majeure but not for damages to Tenant for inconvenience, annoyance a period greater than thirty (30) days) or interruption of business arising from such exercise (ii) the portion of the power of eminent domain. (b) If any part of Sublease Premises that is not condemned cannot reasonably be used for general office purposes, the Buildings are taken by any exercise of the right of eminent domain, then Landlord Subtenant shall have the right to terminate this Lease Sublease by delivering written notice thereof to Sublandlord within fifteen (even if Landlord’s entire interest in the Premises may have been divested) by giving notice of Landlord’s election so to do within ninety (9015) days after the occurrence of the effective date expiration of such taking, whereupon this Lease shall terminate 270 day period in the case of clause (i) or thirty (30) days after the date of such notice with condemnation in the same force case of clause (ii), and effect as if such date were termination shall be effective ten (10) days after the date originally established of such notice. C. In the event of any such acquisition or condemnation of all or part of the Sublease Premises, (i) Subtenant shall not receive any portion of the award for any such acquisition or condemnation, and (ii) Subtenant shall have no claim against Sublandlord or Overlandlord for the expiration value of any unexpired portion of the Term of this Lease. (c) If this Lease shall and agrees not be terminated pursuant to Section 11.4(b), Landlord shall thereafter use due diligence to restore the Premises (excluding join in any Alterations claim made by Tenant pursuant Overlandlord or Sublandlord and to Section 5.2) execute all further documents that may be required in order to proper condition for Tenant’s use and occupationfacilitate the collection of the award by Overlandlord. Notwithstanding the foregoing, provided that Landlord’s obligation shall that, in the exercise of Sublandlord's reasonable business judgment, neither Overlandlord nor Sublandlord will be limited to the amount of compensation recoverable by Landlord from the taking authority. Ifadversely affected, for any reason, such restoration shall not be substantially completed within six (6) months after the expiration of the ninety (90) day period referred to in Section 11.4(b) (which six month period may be extended for such periods of time as Landlord is prevented from proceeding with or completing such restoration for any cause beyond Landlord’s reasonable control, but in no event for more than an additional three (3) months), Tenant Subtenant shall have the right to terminate this Lease by giving notice to Landlord thereof within thirty (30) days after the expiration of such period (as so extended). Upon the giving of such noticemake a separate claim for Subtenant's moving expenses, this Lease shall cease business dislocation expenses, furnishings, fixtures and come to an end thirty (30) days after the giving of such notice, without further liability or obligation on the part of either party unless, within such thirty (30) 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. (d) Landlord shall have and hereby reserves and exceptsother personal property, and Tenant hereby grants the unamortized cost of Subtenant's Alterations, including Subtenant's Work which were paid for by Subtenant and assigns not attributable to Landlord, all rights to recover for damages to the Property and the leasehold interest hereby created, and to compensation accrued or hereafter to accrue by reason of such taking, and by way of confirming the foregoing, Tenant hereby grants and assigns, and covenants with Landlord to grant and assign to Landlord, all rights to such damages or compensation, and covenants to deliver such further assignments and assurances thereof as Landlord may from time to time request. Nothing contained herein shall be construed to prevent Tenant from prosecuting in any condemnation proceedings a claim for the value of any of Tenant’s Removable Property installed in the Premises by Tenant at Tenant’s expense and for relocation expenses, provided that such action shall not affect the amount of compensation otherwise recoverable by Landlord from the taking authoritySublandlord's Contribution.

Eminent Domain. (a) If the Premises shall be affected by any exercise of entire Premises, or the power of eminent domainAdjacent Premises, Basic Rent and Additional Rent payable by Tenant shall be justly and equitably abated and reduced according to the nature and extent of the loss of use thereof suffered by Tenant. In no event shall Landlord have any liability for damages to Tenant for inconvenience, annoyance or interruption of business arising from such exercise of the power of eminent domain. (b) If any part of the Buildings are Premises or the Adjacent Premises, as, in Tenant's judgment, renders the remainder of the combined area of the Premises and the Adjacent Premises unsuitable for Tenant's continued use, shall be taken in appropriation proceedings or by any exercise of the right rights of eminent domain, then Landlord shall have the right to terminate this Lease (even shall terminate and be void from the time when possession thereof is required for public use, and such taking shall not operate as or be deemed an eviction of the Tenant or a breach of Landlord's covenant for quiet enjoyment; but Tenant shall pay all rent due, and perform and observe all other covenants hereof, up to the time when possession is required for public use; provided, however, that if Landlord’s entire interest in Tenant's judgment, the combined area of the Premises may have and the Adjacent Premises after such taking can be made to be suitable for Tenant's continued use, and if two (2) years or more of the term hereof (including the extension of such term) then remains unexpired or available, and if the remaining Premises and Adjacent Premises can be substantially restored within sixty (60) days, then, at Tenant's option, this Lease shall not terminate, but Landlord shall, at Landlord's sole expense, restore the Premises to a condition satisfactory to Tenant. The rent payable by Tenant during the period of restoration will be reduced by a reasonable amount, but after such restoration, the rent herein reserved shall be 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 Improvements, has been divested) reduced because of such taking. Said market value immediately before and after such taking shall be determined by giving notice agreement of Landlord’s election so to do the parties or, failing agreement of the parties within ninety thirty (9030) days after the occurrence of the effective date of such taking, whereupon this Lease shall terminate thirty (30) days after by a local Independent Fee Appraiser selected by mutual agreement of Landlord and Tenant, which appraiser's decision will be final and binding on the date parties. The cost of such notice with the same force and effect as if such date were the date originally established for the expiration of the Term of this Lease. (c) If this Lease shall not be terminated pursuant to Section 11.4(b), Landlord shall thereafter use due diligence to restore the Premises (excluding any Alterations made by Tenant pursuant to Section 5.2) to proper condition for Tenant’s use and occupation, provided that Landlord’s obligation appraiser shall be limited to the amount of compensation recoverable borne equally by Landlord from the taking authorityand Tenant. If, for any reason, such restoration shall not be substantially completed within six (6) months after the expiration of the ninety (90) day period referred to in Section 11.4(b) (which six month period may be extended for such periods of time as Landlord is prevented from proceeding with or completing such restoration for any cause beyond Landlord’s reasonable control, but in no event for more than an additional three (3) months), Tenant shall have the right at Tenant's sole cost and expense to terminate this Lease by giving notice to Landlord thereof within thirty (30) days after the expiration of such period (as so extended). Upon the giving of such notice, this Lease shall cease and come to an end thirty (30) days after the giving of such notice, without further liability assert a separate claim or obligation on the part of either party unless, within such thirty (30) day period, Landlord substantially completes such restoration. Such right of termination shall be Tenant’s sole and exclusive remedy at law or join in equity for Landlord’s failure so to complete such restoration. (d) Landlord shall have and hereby reserves and excepts, and Tenant hereby grants and assigns to Landlord, all rights to recover for damages to the Property and the leasehold interest hereby created, and to compensation accrued or hereafter to accrue by reason of such taking, and by way of confirming the foregoing, Tenant hereby grants and assigns, and covenants with Landlord to grant and assign to Landlord, all rights to such damages or compensation, and covenants to deliver such further assignments and assurances thereof as Landlord may from time to time request. Nothing contained herein shall be construed to prevent Tenant from prosecuting 's claim in any condemnation proceedings a claim proceeding for the its personal property, Tenant's improvements, loss of value in Tenant's leasehold estate, moving expenses or any other claims Tenant may have. Tenant shall be entitled to and shall receive that portion of any award or payment made which is attributable solely to Tenant's claims, and Landlord shall be entitled to and shall receive that portion of Tenant’s Removable Property installed in any award or payment made which is attributable solely to the Premises by Tenant at Tenant’s expense land and for relocation expenses, provided that such action shall not affect the amount of compensation otherwise recoverable by Landlord from the taking authorityImprovements erected thereon.

Eminent Domain. (a) If 12.1 In the Premises shall be affected by any exercise event that the whole of the power of eminent domainPremises, Basic Rent and Additional Rent payable by Tenant shall be justly and equitably abated and reduced according or so much thereof as to render the nature and extent of the loss of use thereof suffered by Tenant. In no event shall Landlord have any liability for damages balance unusable to Tenant for inconveniencethe purposes leased hereunder, annoyance as reasonably determined by Landlord, shall be lawfully condemned or interruption of business arising from such exercise taken in any manner for any public or quasi-public use, or conveyed by Landlord in lieu thereof (a "Taking"), this Lease and the term hereby granted shall forthwith cease and terminate on the date of the power taking of eminent domainpossession by the condemning authority (the "Date of Taking"). (b) If any 12.2 In the event of a Taking of a portion of the Premises which does not result in the termination of this Lease pursuant to Section 12.1, above, the Base Rent shall be abated in proportion to the part of the Buildings are taken by any exercise Premises so taken. 12.3 In the event that there is a Taking of a portion of the right of eminent domainBuilding other than the Premises, then Landlord shall have the right to terminate this Lease (even if Landlord’s entire interest and if, in the Premises may have been divested) by giving notice opinion of Landlord’s election , the Taking is so substantial as to do within ninety (90) days after render the occurrence remainder of the effective date of such takingBuilding uneconomic to maintain despite reasonable reconstruction or remodeling, whereupon this Lease shall terminate thirty (30) days after or if it would be necessary to alter the date of such notice with the same force and effect as if such date were the date originally established for the expiration of the Term of this Lease. (c) If this Lease shall not be terminated pursuant to Section 11.4(b)Building or Premises materially, Landlord shall thereafter use due diligence to restore the Premises (excluding any Alterations made by Tenant pursuant to Section 5.2) to proper condition for Tenant’s use and occupation, provided that Landlord’s obligation shall be limited to the amount of compensation recoverable by Landlord from the taking authority. If, for any reason, such restoration shall not be substantially completed within six (6) months after the expiration of the ninety (90) day period referred to in Section 11.4(b) (which six month period may be extended for such periods of time as Landlord is prevented from proceeding with or completing such restoration for any cause beyond Landlord’s reasonable control, but in no event for more than an additional three (3) months), Tenant shall have the right to terminate this Lease by giving notice to Landlord thereof within thirty (30) days after the expiration notifying Tenant of such period (as so extended). Upon termination within 60 days following the giving Date of such noticetaking, and this Lease shall cease and come to an end thirty (30) on the date specified in the notice of termination, which shall not be less than 60 days after the giving of such notice, without further liability . 12.4 No temporary Taking of the Building or obligation on the part Premises and/or Tenant's rights therein or under this Lease shall terminate this Lease or give Tenant any right to abatement of either party unless, within such thirty (30) day period, Landlord substantially completes such restorationrent hereunder. Such right of termination Tenant shall be entitled to receive such portion or portions of any award made for the temporary use with respect to the period of the taking which is within the term of this Lease, provided that, if such taking shall remain in force at the expiration or earlier termination of this Lease, then Tenant shall pay to Landlord a sum equal to the reasonable costs of performing Tenant’s sole and exclusive remedy at law 's obligations under Section 15 with respect to Tenant's surrender of the Premises and, upon such payment, shall be excused from such obligations. For purpose of this Section 12.4, a temporary taking shall be defined as a taking for a period of 270 days or in equity for Landlord’s failure so to complete such restorationless. (d) Landlord shall have and hereby reserves and excepts12.5 Except for the award in the event of a temporary Taking as contemplated in Section 12.4, and Tenant hereby grants and assigns to Landlord, all rights to recover for damages to the Property and the leasehold interest hereby created, and to compensation accrued or hereafter to accrue by reason of such taking, and by way of confirming the foregoingabove, Tenant hereby grants releases and assignsshall have no interest in, and covenants or right to participate with Landlord respect to grant and assign to Landlordthe determination of, all rights to such damages or compensationany compensation for any Taking, and covenants to deliver such further assignments and assurances thereof as Landlord may from time to time request. Nothing contained herein except only that Tenant shall be construed entitled to prevent the portion of any award specifically designated by the condemning authority to be for any personal property of Tenant from prosecuting included in any condemnation proceedings a claim such taking or for the value of any of relocation expenses or business interruption loss incurred by Tenant’s Removable Property installed in the Premises by Tenant at Tenant’s expense and for relocation expenses, provided that such action shall not affect the amount of compensation otherwise recoverable by Landlord from the taking authority.

Eminent Domain. (a) If all or part of the Demised Premises shall be affected taken for any public or quasi-public use by any virtue of the exercise of the power of eminent domaindomain or by private purchase in lieu thereof, Basic Rent and Additional Rent payable by Tenant shall be justly and equitably abated and reduced according to the nature and extent of the loss of use thereof suffered by Tenant. In no event shall Landlord have any liability for damages to Tenant for inconvenience, annoyance or interruption of business arising from such exercise of the power of eminent domain. (b) If any part of the Buildings are taken by any exercise of the right of eminent domain, then Landlord shall have the right to terminate this Lease (even if Landlord’s entire interest in the Premises may have been divested) by giving notice of Landlord’s election so to do within ninety (90) days after the occurrence of the effective date of such taking, whereupon this Lease shall terminate thirty (30) days after as to the part so taken as of the date of such notice with taking, and, in the same force and effect as if such date were the date originally established for the expiration case of the Term of this Lease. (c) If this Lease shall not be terminated pursuant to Section 11.4(b)a partial taking, either Landlord shall thereafter use due diligence to restore the Premises (excluding any Alterations made by Tenant pursuant to Section 5.2) to proper condition for Tenant’s use and occupation, provided that Landlord’s obligation shall be limited to the amount of compensation recoverable by Landlord from the taking authority. If, for any reason, such restoration shall not be substantially completed within six (6) months after the expiration of the ninety (90) day period referred to in Section 11.4(b) (which six month period may be extended for such periods of time as Landlord is prevented from proceeding with or completing such restoration for any cause beyond Landlord’s reasonable control, but in no event for more than an additional three (3) months), Tenant shall have the right to terminate this Lease as to the balance of the Demised Premises by giving written notice to Landlord thereof the other within thirty (30) days after such date; provided, however, that a condition to the expiration exercise by Tenant of such period right to terminate shall be either (as so extended). Upon i) that more than fifteen percent (15 %) of the giving Demised Premises was taken or (ii) that the portion of the Demised Premises taken shall be of such noticeextent and nature as substantially to handicap, impede or impair Tenant's use of the balance of the Demised Premises. If title to so much of the Building is taken that a reasonable amount of reconstruction thereof will not in Landlord's sole discretion result in the Building being a practical improvement and reasonably suitable for use for the purpose for which it is designed, then this Lease shall cease and come to an end thirty (30) days after the giving of such notice, without further liability or obligation terminate on the date that the condemning authority actually takes possession of the part so condemned or purchased. (b) If this Lease is terminated under the provisions of either party unlessthis Article 34, Rent shall be apportioned and adjusted as of the date of termination. Tenant shall have no claim against Landlord or against the condemning authority for the value of any leasehold estate or for the value of the unexpired Lease Term providing that the foregoing shall not preclude any claim that Tenant may have against the condemning authority for the unamortized cost of leasehold improvements, to the extent the same were installed at Tenant's expense (and not with the proceeds of the Construction Allowance), or for loss of business, moving expenses or other consequential damages, in accordance with subparagraph (d) below. (c) If there is a partial taking of the Building and this Lease is not thereupon terminated under the provisions of this Article 34, then this Lease shall remain in full force and effect, and Landlord shall, within such thirty (30) day perioda reasonable time thereafter, repair or reconstruct the remaining portion of the Building to the extent necessary to make the same a complete architectural unit; provided that in complying with its obligations hereunder Landlord substantially completes such restoration. Such right shall not be required to expend more than the net proceeds of termination shall be Tenant’s sole and exclusive remedy at law or in equity for the condemnation award which are paid to Landlord’s failure so to complete such restoration. (d) All compensation awarded or paid to Landlord upon a total or partial taking of the Demised Premises or the Building shall have belong to and hereby reserves and excepts, and Tenant hereby grants and assigns to Landlord, all rights to recover for damages to be the Property and the leasehold interest hereby created, and to compensation accrued or hereafter to accrue property of Landlord without any participation by reason of such taking, and by way of confirming the foregoing, Tenant hereby grants and assigns, and covenants with Landlord to grant and assign to Landlord, all rights to such damages or compensation, and covenants to deliver such further assignments and assurances thereof as Landlord may from time to time requestTenant. Nothing contained herein shall be construed to prevent preclude Tenant from prosecuting in any condemnation proceedings claim directly against the condemning authority for loss of business, for damage to, and cost of removal of, trade fixtures, furniture and other personal property belonging to Tenant, and for the unamortized cost of leasehold improvements to the extent same were installed at Tenant's expense (and not with the proceeds of the Construction Allowance). In no event shall Tenant have or assert a claim for the value of any unexpired term of Tenant’s Removable Property installed this Lease. Subject to the foregoing provisions of the subparagraph (d), Tenant hereby assigns to Landlord any and all of its right, title and interest in or to any compensation awarded or paid as a result of any such taking. (e) Notwithstanding anything to the contrary contained in this Article 34, if, during the Lease Term, the use or occupancy of any part of the Building or the Demised Premises shall be taken or appropriated temporarily for any public or quasi-public use under any governmental law, ordinance, or regulations, or by right of eminent domain, this Lease shall be and remain unaffected by such taking or appropriation and Tenant shall continue to pay in full all Rent payable hereunder by Tenant at Tenant’s expense during the Lease 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 loss of use or occupancy of the Demised Premises during the Lease Term, and Landlord shall be entitled to receive that portion of any award which represents the cost of restoration and compensation for relocation expenses, provided that such action shall not affect the amount loss of compensation otherwise recoverable by Landlord from use or occupancy of the taking authorityDemised Premises after the end of the Lease Term.

Eminent Domain. (aA) If all or part of the Premises shall be affected taken by any exercise of public or quasi-public authority under the power of eminent domaindomain or conveyance in lieu thereof, Basic Rent and Additional Rent payable by Tenant this Lease shall terminate as to any portion of the Premises so taken or conveyed on the date when title or the right to possession vests in the condemnor. (B) If (i) a part of the Premises shall be justly and equitably abated and reduced according to the nature and extent of the loss of use thereof suffered taken by Tenant. In no event shall Landlord have any liability for damages to Tenant for inconvenience, annoyance public or interruption of business arising from such exercise of quasi-public authority under the power of eminent domaindomain or conveyance in lieu thereof; and (ii) Tenant is reasonably able to continue the operation of Tenant's business in that portion of the Premises remaining; and (iii) Landlord elects to restore the Premises to an architectural whole, then this Lease shall remain in effect as to said portion of the Premises remaining, and the Basic Monthly Rental and Tenant's Percentage Share of Operating Expenses and Real Property Taxes payable from the date of the taking shall be reduced in the same proportion as the area of the Premises taken bears to the total area of the Premises. If, after a partial taking, Tenant is not reasonably able to continue the operation of its business in the Premises or Landlord elects not to restore the Premises as hereinabove described or if any material portion of the Premises is taken during the last twelve (12) months of the Lease Term, this Lease may be terminated by either Landlord or Tenant by giving written notice to the other party within thirty (30) days of the date of the taking. Such notice shall specify the date of termination which shall be not less than thirty (30) nor more than sixty (60) days after the date of said notice. (bC) If any part a portion of the Buildings are taken by Building is taken, whether any exercise portion of the right Premises is taken or not, and Landlord determines that it is not economically feasible to continue operating the portion of eminent domainthe Building remaining, then Landlord shall have the right to terminate this Lease (even if Landlord’s entire interest in the Premises may have been divested) by giving notice option for a period of Landlord’s election so to do within ninety (90) days after the occurrence of the effective date of such taking, whereupon this Lease shall terminate thirty (30) days after such determination to terminate this Lease. If Landlord determines that it is economically feasible to continue operating the date of such notice with the same force and effect as if such date were the date originally established for the expiration portion of the Term of Building remaining after such taking, then this LeaseLease shall remain in effect, with Landlord, at Landlord's cost, restoring the Building to an architectural whole. (cD) If All compensation awarded or received in connection with a taking or conveyance described in this Lease shall not be terminated pursuant to Section 11.4(b), Landlord shall thereafter use due diligence to restore the Premises (excluding any Alterations made by Tenant pursuant to Section 5.2) to proper condition for Tenant’s use and occupation, provided that Landlord’s obligation Paragraph 20 shall be limited to the amount property of compensation recoverable by Landlord from the taking authority. If, for any reason, such restoration shall not be substantially completed within six (6) months after the expiration of the ninety (90) day period referred to in Section 11.4(b) (which six month period may be extended for such periods of time as Landlord is prevented from proceeding with or completing such restoration for any cause beyond Landlord’s reasonable control, but in no event for more than an additional three (3) months), Tenant shall have the right to terminate this Lease by giving notice to Landlord thereof within thirty (30) days after the expiration of such period (as so extended). Upon the giving of such notice, this Lease shall cease and come to an end thirty (30) days after the giving of such notice, without further liability or obligation on the part of either party unless, within such thirty (30) 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. (d) Landlord shall have and hereby reserves and excepts, and Tenant hereby grants and assigns to LandlordLandlord any and all elements of said compensation which Tenant would, all rights in the absence of said assignment, have been entitled to recover receive. Specifically, and without limiting the generality of the foregoing, said assignment is intended to include: (i) the "bonus value" represented by the difference, if any, between Rental under this Lease and market rent for damages the unexpired Lease Term, (ii) the value of improvements to the Property and Premises, whether said improvements were paid for by Landlord or by Tenant, (iii) the leasehold interest hereby createdvalue of any trade fixtures, and to (iv) the value of any and all other items and categories of property for which payment of compensation accrued or hereafter to accrue by reason of may be made in any such taking, and by way of confirming proceeding. Notwithstanding the foregoing, Tenant hereby grants and assigns, and covenants with Landlord to grant and assign to Landlord, all rights to such damages or compensation, and covenants to deliver such further assignments and assurances thereof as Landlord may from time to time request. Nothing contained herein shall be construed entitled to prevent receive any award of compensation for loss of or damage to the goodwill of Tenant's business (but only to the extent the same does not constitute "bonus value") and for any moving or relocation expenses which Tenant is entitled under Applicable Laws to recover directly from prosecuting in any condemnation proceedings the public agency which acquires the Premises. In addition, Tenant shall be entitled to seek directly from the public agency acquiring the Premises a claim separate award for the value unamortized cost of any of Tenant’s Removable Property the Tenant Improvements or Alterations installed in the Premises by Tenant at Tenant’s expense and for relocation expenses's expense, provided that such action shall award does not affect reduce any award otherwise allocable or payable to Landlord. (E) Tenant hereby waives Sections 1265.110 through 1265.160 of the amount California Code of compensation otherwise recoverable by Landlord from the taking authorityCivil Procedure.

Eminent Domain. (a) If the Premises or a substantial portion thereof shall be affected taken by any exercise competent authority under the powers of eminent domain or be required for any public or quasi-public use or purpose, then this Lease shall terminate upon the date (the "Condemnation Date") when the title to said Premises or the part thereof so taken shall be transferred to such authority for such use or purpose. If this Lease is so terminated, Lessees rental hereunder shall be prorated and payable by Lessee to Lessor until the Condemnation Date and Lessee shall surrender the entire Premises on or before the Condemnation Date. However, in the event of a partial taking in which the portion of the power Premises not so taken remains reasonably usable by Lessee for the purposes set forth herein; then, with regard only to such portion of eminent domainthe Premises not so taken, Basic Rent and Additional Rent payable by Tenant this Lease shall not terminate, but, effective as of the Condemnation Date, the rental hereunder shall be justly and equitably abated and reduced according pro rata in proportion to the nature and extent rentable square footage of the loss of use thereof suffered by TenantPremises so taken. In any event, Lessee shall have no event claim for apportionment of any award paid or payable on account of any such taking, whether total or partial, or for the value of any unexpired term of this Lease. If any condemnation proceeding shall Landlord have any liability for damages be instituted in which it is sought to Tenant for inconvenience, annoyance take or interruption of business arising from such exercise of the power of eminent domain. (b) If damage any part of the Buildings are taken Building or the land under it or contiguous thereto, or if the grade of any street or alley adjacent to the Building is changed by any exercise competent authority and such change of grade makes it necessary or desirable to remodel the right of eminent domainBuilding to conform to the changed grade, then Landlord Lessor shall have the right to terminate cancel this Lease after giving written notice of cancellation to Lessee not less than sixty (even if Landlord’s entire interest 60) days prior to the date of cancellation designated in the Premises may have been divested) notice. If Lessor gives such notice, then rent at the then current rate shall be prorated and payable by giving notice of Landlord’s election so Lessee to do within ninety (90) days after the occurrence of the effective date of such taking, whereupon this Lease shall terminate thirty (30) days after Lessor until the date of such notice with termination. No separate consideration shall be payable by the same force and effect as if such date were Lessor to the date originally established Lessee for the expiration right of cancellation, and the Term Lessee shall have no right to share in the condemnation award or in any judgment for damages caused by such taking or such change of grade or for any unexpired term of this Lease. (c) If . For all purposes of this Lease shall not be terminated pursuant to Section 11.4(b)Lease, Landlord shall thereafter use due diligence to restore the Premises (excluding any Alterations made transfer by Tenant pursuant to Section 5.2) to proper condition for Tenant’s use and occupation, provided that Landlord’s obligation Lessor in lieu of a condemnation proceeding or in lieu of a taking by any competent authority under powers of eminent domain shall be limited deemed to be a condemnation or a taking under powers of eminent domain, as the amount of compensation recoverable by Landlord from the taking authority. If, for any reason, such restoration shall not be substantially completed within six (6) months after the expiration of the ninety (90) day period referred to in Section 11.4(b) (which six month period case may be extended for such periods of time as Landlord is prevented from proceeding with or completing such restoration for any cause beyond Landlord’s reasonable control, but in no event for more than an additional three (3) months), Tenant shall have the right to terminate this Lease by giving notice to Landlord thereof within thirty (30) days after the expiration of such period (as so extended). Upon the giving of such notice, this Lease shall cease and come to an end thirty (30) days after the giving of such notice, without further liability or obligation on the part of either party unless, within such thirty (30) 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 restorationbe. (d) Landlord shall have and hereby reserves and excepts, and Tenant hereby grants and assigns to Landlord, all rights to recover for damages to the Property and the leasehold interest hereby created, and to compensation accrued or hereafter to accrue by reason of such taking, and by way of confirming the foregoing, Tenant hereby grants and assigns, and covenants with Landlord to grant and assign to Landlord, all rights to such damages or compensation, and covenants to deliver such further assignments and assurances thereof as Landlord may from time to time request. Nothing contained herein shall be construed to prevent Tenant from prosecuting in any condemnation proceedings a claim for the value of any of Tenant’s Removable Property installed in the Premises by Tenant at Tenant’s expense and for relocation expenses, provided that such action shall not affect the amount of compensation otherwise recoverable by Landlord from the taking authority.

Eminent Domain. (a) If all or any part of the Premises shall be affected is taken for public or quasi-public use by any exercise of a governmental authority under the power of eminent domain, Basic Rent and Additional Rent payable by Tenant shall be justly and equitably abated and reduced according domain or is conveyed to the nature and extent of the loss of use thereof suffered by Tenant. In no event shall Landlord have any liability for damages to Tenant for inconvenience, annoyance or interruption of business arising from such exercise of the power of eminent domain. (b) If any part of the Buildings are taken by any exercise of the right of eminent domain, then Landlord shall have the right to terminate this Lease (even if Landlord’s entire interest a governmental authority in the Premises may have been divested) by giving notice of Landlord’s election so to do within ninety (90) days after the occurrence of the effective date of such taking, whereupon this Lease shall terminate thirty (30) days after the date of such notice with the same force and effect as if such date were the date originally established for the expiration of the Term of this Lease. (c) If this Lease shall not be terminated pursuant to Section 11.4(b), Landlord shall thereafter use due diligence to restore the Premises (excluding any Alterations made by Tenant pursuant to Section 5.2) to proper condition for Tenant’s use and occupation, provided that Landlord’s obligation shall be limited to the amount of compensation recoverable by Landlord from the taking authority. If, for any reason, such restoration shall not be substantially completed within six (6) months after the expiration of the ninety (90) day period referred to in Section 11.4(b) (which six month period may be extended for such periods of time as Landlord is prevented from proceeding with or completing such restoration for any cause beyond Landlord’s reasonable control, but in no event for more than an additional three (3) months), Tenant shall have the right to terminate this Lease by giving notice to Landlord thereof within thirty (30) days after the expiration of such period (as so extended). Upon the giving of such notice, this Lease shall cease and come to an end thirty (30) days after the giving of such notice, without further liability or obligation on the part of either party unless, within such thirty (30) 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. (d) Landlord shall have and hereby reserves and excepts, and Tenant hereby grants and assigns to Landlord, all rights to recover for damages to the Property and the leasehold interest hereby created, and to compensation accrued or hereafter to accrue by reason lieu of such taking, and if the taking or conveyance causes the remaining part of the Premises to be untenantable and inadequate for use by way Tenant for the purpose for which they were leased, then Tenant, at its option and by giving notice within fifteen (15) days after the taking, may terminate this Lease as of confirming the foregoingdate Tenant is required to surrender possession of the Premises. If a part of the Premises is taken or convoyed but the remaining part is tenantable and adequate for Tenant's use, then this Lease shall be terminated as to the part taken or conveyed as of the date Tenant surrenders possession; Landlord shall make such repairs, alterations and improvements as may be necessary to render the part not taken or conveyed tenantable; and the Rent shall be reduced in proportion to the part of the Premises taken or conveyed. All compensation awarded for the taking or conveyance shall be the property of Landlord without any deduction therefrom for any estate of Tenant, and Tenant hereby grants assigns to Landlord all its right, title and assignsinterest in and to the award. Tenant shall have the right, and covenants with Landlord however, to grant and assign to recover from the governmental authority, but not from Landlord, all rights such compensation as may be awarded to such damages or compensation, and covenants to deliver such further assignments and assurances thereof as Landlord may from time to time request. Nothing contained herein shall be construed to prevent Tenant from prosecuting in on account of (i) the then unamortized cost of any condemnation proceedings a claim alterations paid for by Tenant; (ii) the value of Tenant's trade fixtures; (iii) Tenant's loss of goodwill (so long as such award does not reduce any award to Landlord); (iv) Tenant's relocation costs and (v) Tenant's loss of Tenant’s Removable Property installed in the Premises by Tenant at Tenant’s expense business and for relocation expenses, provided that such action shall not affect the amount of compensation otherwise recoverable by Landlord from the taking authoritybusiness interruption.

Eminent Domain. (a) 25.01. If the whole of the Demised Premises shall be affected taken by any exercise of public or quasi-public authority under the power of condemnation, eminent domaindomain or expropriation, Basic Rent and Additional Rent payable by Tenant or in the event of conveyance of the whole of the Demised Premises in lieu thereof, this Lease shall terminate as of the day possession shall be justly and equitably abated and reduced according to the nature and extent taken by such authority. If 25% or less of the loss of use thereof suffered by Tenant. In no event shall Landlord have any liability for damages to Tenant for inconvenience, annoyance or interruption of business arising from such exercise square footage of the power of eminent domain. (b) If any part Demised Premises shall be so taken or conveyed, this Lease shall terminate only in respect of the Buildings are part so taken or conveyed as of the day possession shall be taken by any exercise such authority. If more than 25% of the right square footage of eminent domainthe Demised Premises shall be so taken or conveyed, then Landlord 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 (even if Landlord’s entire interest in the Premises may have been divested) by giving upon notice of Landlord’s election so to do within ninety (90) days after the occurrence of the effective date of such taking, whereupon this Lease shall terminate thirty (30) days after the date of such notice with the same force and effect as if such date were the date originally established for the expiration of the Term of this Lease. (c) If this Lease shall not be terminated pursuant to Section 11.4(b), Landlord shall thereafter use due diligence to restore the Premises (excluding any Alterations made by Tenant pursuant to Section 5.2) to proper condition for Tenant’s use and occupation, provided that Landlord’s obligation shall be limited given to the amount of compensation recoverable by Landlord from the taking authority. If, for any reason, such restoration shall not be substantially completed within six (6) months after the expiration of the ninety (90) day period referred to in Section 11.4(b) (which six month period may be extended for such periods of time as Landlord is prevented from proceeding with or completing such restoration for any cause beyond Landlord’s reasonable control, but in no event for more than an additional three (3) months), Tenant shall have the right to terminate this Lease by giving notice to Landlord thereof other party within thirty (30) days after such taking of possession. If more than 25% of the expiration square footage of such period (the Building shall be so taken or conveyed, Landlord, may, by notice to Tenant, terminate this Lease as so extended)of the day possession shall be taken. Upon the giving of such notice, If this Lease shall cease and come continue in effect as to an end thirty (30) days after any portion of the giving Demised Premises not so taken or conveyed, the Rent shall be computed as of such notice, without further liability or obligation the day possession shall be taken on the basis of the remaining square footage of the Demised Premises. Except 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 extent of the net award or other compensation (after deducting all expenses in connection with obtaining the award or other compensation), 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 constitute the remaining Building a complete architectural and tenantable 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 either party unlessthe Land or Building, within such thirty (30) day periodthe Demised Premises or otherwise, Landlord substantially completes such restoration. Such right of termination shall be Tenant’s sole and exclusive remedy at law or in equity for the property of Landlord’s failure so to complete such restoration. (d) Landlord shall have and hereby reserves and excepts, and Tenant hereby grants and assigns to LandlordLandlord all of Tenant’s right, all rights to recover for damages to the Property title and the leasehold interest hereby created, in and to compensation accrued or hereafter to accrue by reason of any and all such taking, awards and by way of confirming the foregoing, Tenant hereby grants and assigns, and covenants with Landlord to grant and assign to Landlord, all rights to such damages or compensation, and covenants to deliver such further assignments and assurances thereof as Landlord may from time to time request. Nothing contained herein shall be construed to prevent Tenant from prosecuting in including, without limitation, any condemnation proceedings a claim award or compensation for the value of any 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 separately awarded by the court for the Tenant’s Removable Property installed in non-depreciated leasehold improvements and for loss of business, goodwill, and depreciation or injury to and cost of removal of the Premises by Tenant at Tenant’s expense Property. 25.02. This Lease shall be and remain unaffected by such taking and Tenant shall continue to be responsible for relocation expenses, provided that all of its obligations hereunder insofar as such action obligations are not affected by such taking and shall not affect continue to pay the amount of compensation otherwise recoverable by Landlord from the taking authorityRent in full when due.

Eminent Domain. (a) If 23.1 In the event the whole of the Premises shall be affected taken for any public or quasi-public purpose by any lawful power or authority by exercise of the power right of appropriation, condemnation or eminent domain, Basic Rent and Additional Rent payable or sold to prevent such taking, Tenant or Landlord may terminate this Lease effective as of the date possession is required to be surrendered to said authority. The condemnation proceeds shall be reasonably allocated to Tenant to the extent of its trade fixtures, the value of any improvements (as that term is referred to in Article 17, including, without limitation, Tenant's Improvements constructed by Tenant pursuant to the Work Letter) which Tenant has the right to remove from the Premises, the unamortized value allocable to the remainder of the term of this Lease of any improvements (as that term is referred to in Article 17 hereof, including, without limitation, Tenant's Improvements constructed by Tenant pursuant to the Work Letter) installed at Tenant's expense which are not removable, good will, and moving expenses, and Landlord shall be justly and equitably abated and reduced according entitled to any condemnation proceed attributable to the nature Real Property, the Land Improvements, the Building Shell, the value of any improvements not allocated to Tenant above, and extent any severance damages. 23.2 In the event of a partial taking of the loss Premises for any public or quasi-public purpose by any lawful power or authority by exercise of right of appropriation, condemnation, or eminent domain, or sold to prevent such taking, then Tenant may elect to terminate this Lease if such taking is of material detriment to, and substantially interferes with, Tenant's use thereof suffered by and occupancy of, and conduct of its business from, the Premises, including but not limited to materially affecting Tenant's parking or Tenant's ingress and egress from the Premises, unless Landlord provides reasonable alternatives thereto acceptable to Tenant. In no event shall this Lease be terminated when such a partial taking does not have a material adverse effect upon Landlord have any liability for damages or Tenant or both. Termination pursuant to Tenant for inconvenience, annoyance or interruption of business arising from such exercise this section shall be effective as of the power date possession is required to be surrendered to said authority. In the event of eminent domaina partial taking and whether or not Tenant terminates this Lease, Tenant and Landlord shall be entitled to those condemnation proceeds attributable to those items for which they are entitled to compensation pursuant to Section 23.1 (excluding moving expenses). (b) 23.3 If upon any part taking of the Buildings are taken by any exercise of the right of eminent domainnature described in this Article 23 this Lease continues in effect, then Landlord shall have the right to terminate this Lease (even if Landlord’s entire interest in the Premises may have been divested) by giving notice of Landlord’s election so to do within ninety (90) days after the occurrence of the effective date of such taking, whereupon this Lease shall terminate thirty (30) days after the date of such notice with the same force and effect as if such date were the date originally established for the expiration of the Term of this Lease. (c) If this Lease shall not be terminated pursuant to Section 11.4(b), Landlord shall thereafter use due diligence promptly proceed to restore the Premises (excluding any Alterations made by Tenant pursuant to Section 5.2) to proper condition for Tenant’s use and occupation, provided that Landlord’s obligation shall be limited to the amount of compensation recoverable by Landlord from the taking authority. If, for any reason, such restoration shall not be substantially completed within six (6) months after the expiration remaining portion of the ninety (90) day period referred Premises, and all improvements and fixtures located thereon, to substantially their same condition prior to such partial taking. Landlord shall contribute any amount necessary for restoration of Landlord's Work described in Section 11.4(b) (which six month period may be extended the Work Letter in excess of the condemnation proceeds awarded for such periods of time as Landlord is prevented from proceeding with or completing such restoration for any cause beyond Landlord’s reasonable control, but in no event for more than an additional three (3) months), Tenant shall have the right to terminate this Lease by giving notice to Landlord thereof within thirty (30) days after the expiration of such period (as so extended). Upon the giving of such notice, this Lease shall cease and come to an end thirty (30) days after the giving of such notice, without further liability or obligation on the part of either party unless, within such thirty (30) 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. (d) Landlord shall have and hereby reserves and exceptspurpose, and Tenant hereby grants shall contribute any amount necessary for restoration of Tenant's Improvement Work described in the Work Letter in excess of the condemnation proceeds awarded for such purposes. Basic Annual Rent shall be abated proportionately on the basis of the rental value of the Premises, including improvements and assigns to Landlordfixtures, all rights to recover for damages as restored after such taking compared to the Property and rental value of the leasehold interest hereby created, and Premises prior to compensation accrued or hereafter to accrue by reason of such taking. 23.4 The provisions of Article 17 shall apply to any restoration work under this Article as if the restoration was an alteration, and by way of confirming the foregoing, Tenant hereby grants and assigns, and covenants with Landlord to grant and assign to Landlord, all rights to such damages addition or compensation, and covenants to deliver such further assignments and assurances thereof as Landlord may from time to time request. Nothing contained herein shall be construed to prevent Tenant from prosecuting in any condemnation proceedings a claim for the value of any of Tenant’s Removable Property installed in the Premises by Tenant at Tenant’s expense and for relocation expenses, provided that such action shall not affect the amount of compensation otherwise recoverable by Landlord from the taking authorityimprovement thereunder.

Eminent Domain. (a) If the Premises premises or any part thereof or any estate therein, or any other part of the building materially affecting Lessee's use of the premise, shall be affected taken by any exercise of the power of eminent domain, Basic Rent and Additional Rent payable by Tenant this lease shall terminate on the date when title vests pursuant to such taking. The rent shall be justly and equitably abated and reduced according to the nature and extent apportioned as of the loss of use thereof suffered by Tenanttermination date, and any rent paid for and period beyond that date shall be repaid to Lessee. In no event Lessee shall Landlord have any liability for damages not be entitled to Tenant for inconvenience, annoyance or interruption of business arising from such exercise of the power of eminent domain. (b) If any part of the Buildings are taken award for such taking or any payment in lieu thereof, but Lessee may file a claim for any taking of fixtures and improvements owned by any exercise Lessee, and for moving expenses. Assignment of the right of eminent domain, then Landlord Agreement and Subletting: Lessee shall have the right without Lessor's consent, to terminate assign this Lease to a corporation with which Lessee may merge or consolidate, to any subsidiary of Lessee, to any corporation under common control with Lessee, or to a purchaser of substantially all of Lessee's assets provided that (even if Landlord’s entire interest in a) the Premises may have been divested) by giving notice of Landlord’s election so to do within ninety (90) days after the occurrence of the effective date net worth of such takingassignee after such merger, whereupon this Lease reorganization or consolidation shall terminate thirty be no less than that of Lessee immediately prior to such merger, reorganization or consolidation, (30b) days after the date of Lessee is not at such notice with the same force time in Default hereunder, and effect as if such date were the date originally established for the expiration of the Term of this Lease. (c) If this Lease such successor shall not be terminated pursuant execute an instrument in writing fully assuming all of the obligations and liabilities imposed upon Lessee hereunder and deliver the same to Section 11.4(b), Landlord shall thereafter use due diligence to restore the Premises (excluding any Alterations made by Tenant pursuant to Section 5.2) to proper condition for Tenant’s use and occupation, provided that Landlord’s obligation Lessor; whereupon Lessee shall be limited to the amount of compensation recoverable by Landlord discharged from the taking authorityany further liability hereunder. IfExcept as set forth above, for Lessee will not sublet any reason, such restoration shall not be substantially completed within six (6) months after the expiration part of the ninety (90) day period referred to in Section 11.4(b) (which six month period premises or assign this Agreement without the prior written consent of Lessor. Any such assignment or subletting without consent shall be void and, at the option of the Lessor, may be extended for such periods terminate this lease. No assignment or transfer of time as Landlord is prevented from proceeding with or completing such restoration for any cause beyond Landlord’s reasonable control, but in no event for more than an additional three (3) months), Tenant shall have the right to terminate this Lease by giving notice Lessee consented to Landlord thereof within thirty (30) days after by Lessor shall be effective, unless the expiration assignee or transferee shall, at the time of such period (as so extended). Upon assignment or transfer, assume all the giving terms, covenants and conditions of such notice, this Lease thereafter to be performed by Lessee and shall cease agree to be bound thereby. Notwithstanding such assignment or transfer or the acceptance by Lessor from such assignee of any rent or other monies or other performance of the obligations of Lessee hereunder, Lessee shall remain liable and come obligated as a principal (and not as a surety or guarantor) to an end thirty (30) days after perform all the giving terms, conditions and covenants, including the payment of such noticerent and other monies, without further liability or obligation on the part herein provided to be performed by Lessee. Violation of Laws: Lessee, guests and invitees of either party unlessLessee or guests will not use the premises in such a manner that violates any law, within such thirty (30) day periodordinance, Landlord substantially completes such restoration. Such right statutes or requirement of termination shall any municipal, state or federal authority now in force, or which may hereafter be Tenant’s sole and exclusive remedy at law or in equity for Landlord’s failure so to complete such restoration. (d) Landlord shall have and hereby reserves and exceptsforce, and Tenant hereby grants and assigns to Landlord, all rights to recover for damages pertaining to the Property and premises, occasioned by or affecting the leasehold interest hereby createduse thereof by Lessee. Lessor shall comply with all laws, and to compensation accrued orders, ordinances, statutes or requirements now or hereafter to accrue by reason of such taking, and by way of confirming affecting the foregoing, Tenant hereby grants and assigns, and covenants with Landlord to grant and assign to Landlord, all rights to such damages or compensation, and covenants to deliver such further assignments and assurances thereof as Landlord may from time to time request. Nothing contained herein shall be construed to prevent Tenant from prosecuting in any condemnation proceedings a claim for the value of any of Tenant’s Removable Property installed in the Premises by Tenant at Tenant’s expense and for relocation expenses, provided that such action shall not affect the amount of compensation otherwise recoverable by Landlord from the taking authoritypremises.

Eminent Domain. (a) If In case the Premises whole of the demised promises shall be affected taken by any exercise of public authority under the power of eminent domaindomain or conveyed by LANDLORD under the threat of such taking, Basic Rent and Additional Rent payable by Tenant the term of this lease shall cease form the date the possession of said premises is required for the public purpose for which the same is taken or conveyed. In case a part of the demised premises shall be justly and equitably abated and reduced according to the nature and extent of the loss of use thereof suffered taken by Tenant. In no event shall Landlord have any liability for damages to Tenant for inconvenience, annoyance or interruption of business arising from such exercise of public authority under the power of eminent domain. domain or conveyed by LANDLORD under the threat of such taking and such taking is not such as to destroy the usefulness of the demised premises for the operation of TENANT's business thereon, this lease shall remain in full force and effect and there shall be no reduction or abatement of rental. If, however, a partial taking does destroy the usefulness of the demised premises for the purpose of operation of TENANT's business thereon, TENANT shall have the right, exercisable by the giving of notice to LANDLORD within ten (b10) days after TENANT has been notified of such taking or conveyance, either to terminate this lease or to continue in the remainder of the demised premises under and pursuant to the term sand provisions of this lease. If TENANT elects to continue in possession, there shall be no reduction in or abatement of rental. If under such circumstances TENANT elects to terminate this lease and if at the time of the condemnation (or conveyance in lieu thereof) the premises were subject to a mortgage indebtedness, TENANT shall pay to the mortgagee the excess, if any, of the mortgage indebtedness over the amount of the condemnation award or settlement paid to LANDLORD. For the purposes hereof the condemnation (or conveyance under threat thereof) of land along the south side of the demised premises for purposes of widening of ▇▇▇▇▇ Road shall not be cause for termination of this lease so long as TENANT is not deprived of access to the demised premises. In case of a complete termination of this lease under the circumstances provided in this Article, the portion of any prepaid payments by LANDLORD TO TENANT or by TENANT to LANDLORD which is referable to a period of time subsequent to such termination shall be refunded. LANDLORD agrees that he will promptly furnish to TENANT copies of any notices served upon LANDLORD by any public authority notifying LANDLORD of any proposed condemnation of any part of the Buildings are taken by any exercise of the right of eminent domain, then Landlord shall have the right to terminate this Lease (even if Landlord’s entire interest in the Premises may have been divested) by giving notice of Landlord’s election so to do within ninety (90) days after the occurrence of the effective date of such taking, whereupon this Lease shall terminate thirty (30) days after the date of such notice with the same force and effect as if such date were the date originally established for the expiration of the Term of this Leasedemised premises. (c) If this Lease shall not be terminated pursuant to Section 11.4(b), Landlord shall thereafter use due diligence to restore the Premises (excluding any Alterations made by Tenant pursuant to Section 5.2) to proper condition for Tenant’s use and occupation, provided that Landlord’s obligation shall be limited to the amount of compensation recoverable by Landlord from the taking authority. If, for any reason, such restoration shall not be substantially completed within six (6) months after the expiration of the ninety (90) day period referred to in Section 11.4(b) (which six month period may be extended for such periods of time as Landlord is prevented from proceeding with or completing such restoration for any cause beyond Landlord’s reasonable control, but in no event for more than an additional three (3) months), Tenant shall have the right to terminate this Lease by giving notice to Landlord thereof within thirty (30) days after the expiration of such period (as so extended). Upon the giving of such notice, this Lease shall cease and come to an end thirty (30) days after the giving of such notice, without further liability or obligation on the part of either party unless, within such thirty (30) 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. (d) Landlord shall have and hereby reserves and excepts, and Tenant hereby grants and assigns to Landlord, all rights to recover for damages to the Property and the leasehold interest hereby created, and to compensation accrued or hereafter to accrue by reason of such taking, and by way of confirming the foregoing, Tenant hereby grants and assigns, and covenants with Landlord to grant and assign to Landlord, all rights to such damages or compensation, and covenants to deliver such further assignments and assurances thereof as Landlord may from time to time request. Nothing contained herein shall be construed to prevent Tenant from prosecuting in any condemnation proceedings a claim for the value of any of Tenant’s Removable Property installed in the Premises by Tenant at Tenant’s expense and for relocation expenses, provided that such action shall not affect the amount of compensation otherwise recoverable by Landlord from the taking authority.

Eminent Domain. (a) If the whole or any part of the Leased Premises shall be affected taken by any exercise of the power of eminent domaindomain or condemned by any competent authority for any public or quasi-public use or purpose, Basic Rent and Additional Rent payable by Tenant or if any adjacent property or street shall be justly and equitably abated and reduced according so taken, condemned, reconfigured, or vacated by such authority in such manner as to require the nature and extent use, reconstruction, or remodeling of any part of the loss Leased Premises, or if Lessor shall grant a deed or other instrument in lieu of use thereof suffered such taking by Tenanteminent domain or condemnation, Lessor shall have the option to terminate this Lease on thirty (30) days' notice. In no event Lessor shall Landlord be entitled to receive the entire award or payment in connection therewith without any payment to Lessee and Lessee hereby irrevocably assigns to Lessor its interest in such award or payment, except that Lessee shall have the right to file any liability separate claim available to Lessee for damages any taking of Lessee's personal property and fixtures belonging to Tenant for inconvenience, annoyance or interruption of business arising from such exercise Lessee and removable by Lessee upon expiration of the power term, and for moving expenses (so long as such claim does not diminish the award available to Lessor, and such claim is payable separately to Lessee). All rent shall be apportioned as of eminent domain. (b) the date of such termination, or the date of such taking, whichever shall first occur. If any part of the Buildings are Leased Premises shall be taken by any exercise of the right of eminent domain, then Landlord shall have the right to terminate this Lease (even if Landlord’s entire interest in the Premises may have been divested) by giving notice of Landlord’s election so to do within ninety (90) days after the occurrence of the effective date of such taking, whereupon this Lease shall terminate thirty (30) days after the date of such notice with the same force and effect as if such date were the date originally established for the expiration of the Term of this Lease. (c) If this Lease shall not be terminated pursuant to Section 11.4(b)so terminated, Landlord shall thereafter use due diligence to restore the Premises (excluding any Alterations made by Tenant pursuant to Section 5.2) to proper condition for Tenant’s use and occupation, provided that Landlord’s obligation rent shall be limited to proportionately abated. If less than the amount whole or substantially the whole of compensation recoverable by Landlord from the taking authority. IfLeased Premises be condemned or taken, for any reasonand in the reasonable exercise of Lessee's business judgment, such restoration shall not be substantially completed within six (6) months the area of the Leased Premises remaining after the expiration of the ninety (90) day period referred condemnation is insufficient for Lessee to conduct its business in Section 11.4(b) (which six month period may be extended for such periods of time as Landlord is prevented from proceeding with or completing such restoration for any cause beyond Landlord’s reasonable controlan efficient businesslike manner, but in no event for more than an additional three (3) months)Lessee may, Tenant shall have the right to at its option, terminate this Lease as of the date of the taking of possession for such use or purpose by giving notice to Landlord thereof within thirty (30) days after the expiration notifying Lessor in writing of such period (as so extended). Upon the giving of such notice, this Lease shall cease and come to an end thirty (30) days after the giving of such notice, without further liability or obligation on the part of either party unless, within such thirty (30) 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 restorationtermination. (d) Landlord shall have and hereby reserves and excepts, and Tenant hereby grants and assigns to Landlord, all rights to recover for damages to the Property and the leasehold interest hereby created, and to compensation accrued or hereafter to accrue by reason of such taking, and by way of confirming the foregoing, Tenant hereby grants and assigns, and covenants with Landlord to grant and assign to Landlord, all rights to such damages or compensation, and covenants to deliver such further assignments and assurances thereof as Landlord may from time to time request. Nothing contained herein shall be construed to prevent Tenant from prosecuting in any condemnation proceedings a claim for the value of any of Tenant’s Removable Property installed in the Premises by Tenant at Tenant’s expense and for relocation expenses, provided that such action shall not affect the amount of compensation otherwise recoverable by Landlord from the taking authority.

Eminent Domain. (a) If the whole of the Premises is condemned or purchased in lieu of condemnation by any competent authority, for any public purpose, this lease agreement shall terminate from the time when possession by the authority is required and the rent shall be affected by any exercise of the power of eminent domain, Basic Rent and Additional Rent payable by Tenant shall be justly and equitably abated and reduced according prorated to the nature and extent of the loss of use thereof suffered by Tenant. In no event shall Landlord have any liability for damages to Tenant for inconvenience, annoyance or interruption of business arising from such exercise of the power of eminent domaintermination date. (b) If any part a portion of the Buildings are taken Premises is condemned or purchased in lieu of a condemnation by any exercise competent authority for any public purpose and the portion of the right Premises remaining cannot be effectively utilized for LESSEE's business, LESSEE may terminate this lease aqreement by giving LESSOR written notice within 20 days after receipt of eminent domainnotice of the condemnation from LESSOR or, then Landlord shall have in the right absence of such notice, within a reasonable time after the taking occurs. If LESSEE is entitled to terminate this Lease (even lease agreement and does so, rent shall be prorated to the date the condemning authority takes possession. If LESSEE is not entitled to terminate this lease agreement, or if Landlord’s entire interest in it does not exercise its option to terminate, then LESSEE will be responsible for the Premises may have been divested) by giving notice of Landlord’s election so full rent to do within ninety (90) days after the occurrence of the effective date of such taking, whereupon this Lease shall terminate thirty (30) days after the date of such notice with taking or purchase; thereafter the same force and effect rent shall be reduced proportionately as if such date were the date originally established for the expiration usable improved area of the Term remaining Premises compares to the usable improved area of this Leasethe Premises before the taking or purchase. If the taking or purchase involves an unimproved portion of the Premises other than a parking area, the rent shall not be reduced. (c) If this Lease shall a substantial or material part of the improved portion of the Premises is taken by condemnation or by deed in lieu of condemnation and LESSOR decides not be terminated pursuant to Section 11.4(b), Landlord shall thereafter use due diligence to restore the premises, LESSOR may, upon reasonable prior notice to LESSEE, terminate this lease agreement. (d) If this lease agreement is not terminated by either party as provided herein, LESSOR shall apply the proceeds of condemnation received by LESSOR to restoration of the Premises (excluding any Alterations made by Tenant pursuant to Section 5.2) to proper condition for Tenant’s use and occupation, provided that Landlord’s obligation shall be limited to the amount of compensation recoverable by Landlord from the taking authority. If, for any reason, such restoration shall not be substantially completed within six (6) months after the expiration of the ninety (90) day period referred to in Section 11.4(b) (which six month period may be extended for such periods of time as Landlord is prevented from proceeding with or completing such restoration for any cause beyond Landlord’s reasonable controlextent necessary, but in no event for more than an additional three (3) months), Tenant shall have LESSOR be obligated to use funds in excess of the right proceeds of condemnation to terminate this Lease by giving notice to Landlord thereof within thirty (30) days after restore the expiration of such period (as so extended). Upon the giving of such notice, this Lease shall cease and come to an end thirty (30) days after the giving of such notice, without further liability or obligation on the part of either party unless, within such thirty (30) 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 restorationPremises. (de) Landlord shall have If all or any part of the Addition is taken and hereby reserves this lease agreement is terminated by either party, LESSOR and excepts, and Tenant hereby grants and assigns to Landlord, all rights to recover for damages LESSEE agree that the portion of the condemnation award allocated to the Property and value of the leasehold interest hereby created, and to compensation accrued or hereafter to accrue by reason of such taking, and by way of confirming the foregoing, Tenant hereby grants and assigns, and covenants with Landlord to grant and assign to Landlord, all rights to such damages or compensation, and covenants to deliver such further assignments and assurances thereof as Landlord may from time to time request. Nothing contained herein Addition shall be construed allocated between LESSOR and LESSEE as follows: (i) Until LESSEE installs Tenant Improvements 82% of the award shall go to prevent LESSOR, 18% to LESSEE. (ii) After LESSEE installs Tenant from prosecuting Improvements, the award shall be divided according to a formula to be agreed upon by LESSOR and LESSEE reflecting the proportionate equities of the parties in the Addition. (f) If portions of the Premises other than the Addition are taken and this lease agreement is terminated by either Party, any condemnation proceedings award belongs solely to LESSOR and LESSEE waives any right to make a claim for any portion of the value award except for any portion of any of Tenant’s Removable Property installed in the Premises by Tenant at Tenant’s expense and for relocation expenses, provided that such action award allocated to LESSEE's trade fixtures. (g) LESSEE shall not affect be precluded from pursuing any claim allowed by Florida law against the amount of compensation otherwise recoverable by Landlord from the taking authoritycondemning authority so long as that claim does not diminish LESSOR's award as described above.

Eminent Domain. (a) If all or part of the Demised Premises shall be affected taken for any public or quasi-public use by any virtue of the exercise of the power of eminent domaindomain or by purchase in lieu thereof, Basic Rent and Additional Rent payable by Tenant shall be justly and equitably abated and reduced according to the nature and extent of the loss of use thereof suffered by Tenant. In no event shall Landlord have any liability for damages to Tenant for inconvenience, annoyance or interruption of business arising from such exercise of the power of eminent domain. (b) If any part of the Buildings are taken by any exercise of the right of eminent domain, then Landlord shall have the right to terminate this Lease (even if Landlord’s entire interest in the Premises may have been divested) by giving notice of Landlord’s election so to do within ninety (90) days after the occurrence of the effective date of such taking, whereupon this Lease shall terminate thirty (30) days after as to the part so taken as of the date of such notice with taking, and, in the same force and effect as if such date were the date originally established for the expiration case of the Term of this Lease. (c) If this Lease shall not be terminated pursuant to Section 11.4(b)a partial taking, either Landlord shall thereafter use due diligence to restore the Premises (excluding any Alterations made by Tenant pursuant to Section 5.2) to proper condition for Tenant’s use and occupation, provided that Landlord’s obligation shall be limited to the amount of compensation recoverable by Landlord from the taking authority. If, for any reason, such restoration shall not be substantially completed within six (6) months after the expiration of the ninety (90) day period referred to in Section 11.4(b) (which six month period may be extended for such periods of time as Landlord is prevented from proceeding with or completing such restoration for any cause beyond Landlord’s reasonable control, but in no event for more than an additional three (3) months), Tenant shall have the right to terminate this Lease as to the balance of the Demised Premises by giving written notice to Landlord thereof the other within thirty (30) days after such date; provided, however, that a condition to the expiration exercise by Tenant of such period (as so extended). Upon right to terminate shall be that the giving portion of the Demised Premises taken shall be of such noticeextent and nature as substantially to handicap, impede or impair Tenant's use of the balance of the Demised Premises. If title to so much of the Building is taken that a reasonable amount of reconstruction thereof will not in Landlord's sole discretion result in the Building being a practical improvement and reasonably suitable for use for the purpose for which it is designed, then this Lease shall cease and come to an end thirty (30) days after the giving of such notice, without further liability or obligation terminate on the date that the condemning authority actually takes possession of the part so condemned or purchased. (b) If this Lease is terminated under the provisions of either party unlessthis Article 35, Rent shall be apportioned and adjusted as of the date of termination. Tenant shall have no claim against Landlord or against the condemning authority for the value of any leasehold estate or for the value of the unexpired Lease Term provided that the foregoing shall not preclude any claim that Tenant may have against the condemning authority for the unamortized cost of leasehold improvements, to the extent the same were installed at Tenant's expense (and not with the proceeds of the Construction Allowance), or for loss of business, moving expenses or other consequential damages, in accordance with subparagraph (d) below. (c) If there is a partial taking of the Building and this Lease is not thereupon terminated under the provisions of this Article 35, then this Lease shall remain in full force and effect, and Landlord shall, within such thirty (30) day perioda reasonable time thereafter, repair or reconstruct the remaining portion of the Building to the extent necessary to make the same a complete architectural unit; provided that in complying with its obligations hereunder Landlord substantially completes such restoration. Such right shall 29 35 not be required to expend more than the net proceeds of termination shall be Tenant’s sole and exclusive remedy at law or in equity for the condemnation award which are paid to Landlord’s failure so to complete such restoration. (d) All compensation awarded or paid to Landlord upon a total or partial taking of the Demised Premises or the Building shall have belong to and hereby reserves and excepts, and Tenant hereby grants and assigns to Landlord, all rights to recover for damages to be the Property and the leasehold interest hereby created, and to compensation accrued or hereafter to accrue property of Landlord without any participation by reason of such taking, and by way of confirming the foregoing, Tenant hereby grants and assigns, and covenants with Landlord to grant and assign to Landlord, all rights to such damages or compensation, and covenants to deliver such further assignments and assurances thereof as Landlord may from time to time requestTenant. Nothing contained herein shall be construed to prevent preclude Tenant from prosecuting in any condemnation proceedings claim directly against the condemning authority for loss of business, for damage to, and cost of removal of, trade fixtures, furniture and other personal property belonging to Tenant, and for the unamortized cost of leasehold improvements to the extent same were installed at Tenant's expense (and not with the `proceeds of the Construction Allowance), provided, however, that no such claim shall diminish or adversely affect Landlord's award. In no event shall Tenant have or assert a claim for the value of any unexpired term of Tenant’s Removable Property installed this Lease. Subject to the foregoing provisions of this subparagraph (d), Tenant hereby assigns to Landlord any and all of its right, title and interest in or to any compensation awarded or paid as a result of any such taking. (e) Notwithstanding anything to the contrary contained in this Article 35, if, during the Lease Term, the use or occupancy of any part of the Building or the Demised Premises shall be taken or appropriated temporarily for any public or quasi-public use under any governmental law, ordinance, or regulations, or by right of eminent domain, this Lease shall be and remain unaffected by such taking or appropriation and Tenant shall continue to pay in full all Rent payable hereunder by Tenant at Tenant’s expense during the Lease 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 loss of use or occupancy of the Demised Premises during the Lease Term, and Landlord shall be entitled to receive that portion of any award which represents the cost of restoration and compensation for relocation expenses, provided that such action shall not affect the amount loss of compensation otherwise recoverable by Landlord from use or occupancy of the taking authorityDemised Premises after the end of the Lease Term.

Eminent Domain. (a) If In the event the entire Premises shall be affected by any exercise appropriated or taken under the power of eminent domain this Lease shall terminate and expire as of the date of such taking. In the event more than twenty-five percent (25%) of the square footage of the Premises is taken under the power of eminent domain, Basic Rent and Additional Rent payable or if by Tenant shall be justly and equitably abated and reduced according to the nature and extent reason of any appropriation or taking, regardless of the loss of use thereof suffered by Tenant. In no event shall Landlord have any liability for damages to Tenant for inconvenienceamount-so taken, annoyance or interruption of business arising from such exercise the remainder of the power Premises is not one undivided parcel of eminent domain. (b) If any part of the Buildings are taken by any exercise of the right of eminent domainproperty, then either Landlord shall have the right to terminate this Lease (even if Landlord’s entire interest in the Premises may have been divested) by giving notice of Landlord’s election so to do within ninety (90) days after the occurrence of the effective date of such taking, whereupon this Lease shall terminate thirty (30) days after the date of such notice with the same force and effect as if such date were the date originally established for the expiration of the Term of this Lease. (c) If this Lease shall not be terminated pursuant to Section 11.4(b), Landlord shall thereafter use due diligence to restore the Premises (excluding any Alterations made by Tenant pursuant to Section 5.2) to proper condition for Tenant’s use and occupation, provided that Landlord’s obligation shall be limited to the amount of compensation recoverable by Landlord from the taking authority. If, for any reason, such restoration shall not be substantially completed within six (6) months after the expiration of the ninety (90) day period referred to in Section 11.4(b) (which six month period may be extended for such periods of time as Landlord is prevented from proceeding with or completing such restoration for any cause beyond Landlord’s reasonable control, but in no event for more than an additional three (3) months), Tenant shall have the right to terminate this Lease by as of the date Tenant is required to vacate a portion of the Premises upon giving notice to Landlord thereof in writing of such election within thirty (30) days after receipt by ▇▇▇▇▇▇ from Landlord of written notice that said Premises have been so appropriated or taken. If neither Landlord nor Tenant elects to so terminate this Lease, Tenant shall remain in that portion of the expiration Premises that shall not have been appropriated or taken as herein provided, or in the event less than twenty-five percent (25%) of the square footage of the Premises shall be appropriated under the power of eminent domain by any public or quasi-public authority, and the remainder thereof is an undivided parcel of property, then in either such period (event Landlord agrees, at ▇▇▇▇▇▇▇▇'s cost and expense, as so extended). Upon soon as reasonably possible to restore the giving of such notice, this Lease shall cease and come to an end thirty (30) days after the giving of such notice, without further liability or obligation Premises on the land remaining to a complete unit of like quality and character as existed prior to such taking; and thereafter the Minimum Rent shall be reduced on an equitable basis, taking into account the relative value of the portion taken as compared to the portion remaining. All awards for the taking of any part of either party unless, within such thirty (30) day period, Landlord substantially completes such restoration. Such right of termination the Premises shall be Tenant’s sole and exclusive remedy at law or in equity for Landlord’s failure so to complete such restoration. (d) Landlord shall have and hereby reserves and excepts, and Tenant hereby grants and assigns to the property of Landlord, all rights to recover whether made as compensation for damages to the Property and diminution of value of the leasehold interest hereby createdestate, and to compensation accrued or hereafter to accrue by reason of such taking, and by way of confirming the foregoing, Tenant hereby grants and assigns, and covenants with Landlord to grant and assign to Landlord, all rights to such damages or compensation, and covenants to deliver such further assignments and assurances thereof as Landlord may from time to time request. Nothing contained herein shall be construed to prevent Tenant from prosecuting in any condemnation proceedings a claim for the value of any of Tenant’s Removable Property installed in taking or the Premises by Tenant at Tenant’s expense and for relocation expensesfee, or as severance damages, provided that such action Tenant shall not affect be entitled to any award for loss or damage to Tenant's fixtures or removable personal property if the amount same is sought by ▇▇▇▇▇▇ and is awarded separately. For the purposes of compensation otherwise recoverable by Landlord from this Article 14, a voluntary sale or conveyance in lieu of condemnation shall be deemed an appropriation or taking under the taking authoritypower of eminent domain.

Eminent Domain. (a) If the Premises entire Building or Project shall be affected taken or condemned by any exercise competent authority for any public or quasi-public use or purpose, then the Lease Term shall end upon the effective date of the power of eminent domain, Basic Rent and Additional Rent payable by Tenant shall be justly and equitably abated and reduced according to the nature and extent of the loss of use thereof suffered by Tenantsuch taking or condemnation. In no event shall Landlord have any liability for damages to Tenant for inconvenience, annoyance or interruption of business arising from such exercise of the power of eminent domain. (b) If any only a part of the Buildings are Building or Project shall be so taken by any exercise of the right of eminent domain, then or condemned: (i) Landlord shall have the right to terminate this Lease (even if Landlord’s entire interest in the Premises may have been divested) by giving written notice of Landlord’s election so thereof to do within ninety Tenant given no later than sixty (9060) days after the occurrence later of (1) the effective date of such taking, whereupon this Lease shall terminate thirty the taking or condemnation in question or (302) days after the date of the order, settlement or other disposition entered in connection with such condemnation) if: (A) such taking or condemnation would render the operation of the Building economically unfeasible, and (B) the leases of all other tenants in the Building are terminated; it being agreed that any such termination shall be effective upon not less than one hundred eighty (180) days’ written notice with the same force and effect as if such date were prior to the date originally established for of termination designated in the expiration of the Term of this Lease.notice; and/or (cii) If this Lease shall not be terminated pursuant to Section 11.4(b), Landlord shall thereafter use due diligence to restore the Premises (excluding any Alterations made by Tenant pursuant to Section 5.2) to proper condition for Tenant’s use and occupation, provided that Landlord’s obligation shall be limited to the amount of compensation recoverable by Landlord from the taking authority. If, for any reason, such restoration shall not be substantially completed within six (6) months after the expiration of the ninety (90) day period referred to in Section 11.4(b) (which six month period may be extended for such periods of time as Landlord is prevented from proceeding with or completing such restoration for any cause beyond Landlord’s reasonable control, but in no event for more than an additional three (3) months), Tenant shall have the right to terminate this Lease (by giving written notice thereof to Landlord thereof within thirty given no later than sixty (3060) days after the expiration effective date of the taking or condemnation in question) if a material portion of the Project is affected thereby, which, for purposes hereof, shall mean if: (A) more than thirty-five percent (35%) of the Rentable Area of the Premises is so taken or condemned, or (B) all portions of the Building or Project providing reasonable access to and from the Premises are so taken or condemned; it being agreed that any such termination shall be effective as of the date of termination specified by Tenant in its notice to Landlord (which date of termination specified by Tenant shall not be earlier than the effective date of the taking or condemnation in question). If this Lease is terminated pursuant to this Paragraph 10, Base Rent and Additional Rent at the then-current rate shall be apportioned as of the date of the termination of this Lease, and, except as otherwise provided herein, there shall be no apportionment of the award payable as a result of the applicable taking or condemnation to or for the benefit of Tenant. If a portion of the Premises, Building or Project is taken or condemned by any competent authority for any public or quasi-public purpose or use and the Lease is not terminated pursuant to the foregoing provisions of this Paragraph 10, then (I) from and after the date when possession of such period portion of the Premises, Building or Project is required for such use until such possession ends, the Base Rent and Tenant’s Proportionate Share, as the case may be, shall be equitably adjusted to reflect the reduced area of the Premises, Building and/or Project, and (as so extended)II) Landlord shall promptly effect Landlord’s Basic Restoration Work (if any) for the portion of the Premises, Building and Project not taken, but affected by such taking, including any required demising and separation work. Upon Landlord shall be entitled to receive the giving entire award or payment in connection therewith, except that Tenant shall have the right to file any claim available to Tenant under applicable Law for any taking of such noticeany Tenant Improvements or Alterations paid for by Tenant, and of any trade fixtures and personal property of Tenant, and for moving expenses incurred by Tenant in connection with moving to another location. (b) If any portion of the Project other than the Building is taken by condemnation or if the temporary use or occupancy of all or any part of the Premises shall be taken by condemnation during the Lease Term, this Lease shall cease be and come remain unaffected by such condemnation, and Tenant shall continue to an end thirty (30) days pay in full the Base Rent and Additional Rent payable hereunder. In the event of any such temporary taking for use or occupancy of all or any part of the Premises, so long as Tenant does not exercise its right to terminate as provided in the next sentence, Tenant shall be entitled to appear, claim, prove and receive the portion of the award for such taking that represents compensation for use or occupancy of the Premises during the Lease Term and Landlord shall be entitled to appear, claim, prove and revive the portion of the award that represents the costs of restoration of the Premises and the use or occupancy of the Premises after the giving end of such notice, without further liability or obligation on the part of either party unless, within such thirty Lease Term hereof. (30c) day period, Landlord substantially completes such restoration. Such right of termination This Paragraph 10 shall be Tenant’s sole and exclusive remedy at law in the event of a taking or in equity for Landlord’s failure so to complete such restoration. (d) Landlord shall have and hereby reserves and excepts, and Tenant hereby grants and assigns to Landlord, all rights to recover for damages condemnation relating to the Property Premises, Building or Project. This Lease sets forth the terms and the leasehold interest hereby created, and to compensation accrued or hereafter to accrue by reason of such taking, and by way of confirming the foregoing, Tenant hereby grants and assigns, and covenants with Landlord to grant and assign to Landlord, all rights to such damages or compensation, and covenants to deliver such further assignments and assurances thereof as Landlord conditions upon which this Lease may from time to time request. Nothing contained herein shall be construed to prevent Tenant from prosecuting in any condemnation proceedings a claim for the value of any of Tenant’s Removable Property installed terminate in the Premises by Tenant at Tenant’s expense event of a taking or condemnation relating to the Premises, Building or Project. Accordingly, the parties waive the provisions of the California Code of Civil Procedure Section 1265.130 and for relocation expensesany successor or similar statutes permitting the parties to terminate this Lease as a result of a taking or condemnation relating to the Premises, provided that such action shall not affect the amount of compensation otherwise recoverable by Landlord from the taking authorityBuilding or Project.

Eminent Domain. (a) ‌ DRAFT If all or any part of the Premises shall be affected by any is taken as a result of the exercise of the power of eminent domain, Basic this Facility Lease shall terminate as to the part so taken (provided such taking is permanent) as of the date Tenant is deprived of possession of such portion of the Premises, and the Base Rent and Additional Rent payable by Tenant shall be justly and equitably abated and proportionately reduced according to the nature degree to which Tenant’s use and extent enjoyment of the loss Premises (including, without limitation the Parking Facilities) is impaired, but in no event shall such reduction be less than a proportionate reduction based on the amount of use thereof suffered square feet rented by Tenant that is taken by eminent domain as compared to the total amount of square feet rented by Tenant. In no Either Tenant or Landlord may, at their option, terminate this Facility Lease in its entirety in the event a taking shall, in Tenant’s or Landlord’s reasonable judgment, materially or adversely interfere with Tenant’s continued use and occupancy of the Premises. If in the event of any taking, this Facility Lease is not terminated, Landlord shall make such repairs or alterations as may be necessary to restore and maximize the portion(s) of the Premises not so taken to useful condition. A sale made in good faith by Landlord have to any liability for damages to Tenant for inconvenience, annoyance or interruption of business arising from such exercise of authority having the power of eminent domain. (b) If any part , either under threat of condemnation or while condemnation proceedings are pending, shall be deemed a taking under the Buildings are taken by any exercise of the right power of eminent domain, then Landlord shall have the right to terminate this Lease (even if Landlord’s entire interest in the Premises may have been divested) by giving notice of Landlord’s election so to do within ninety (90) days after the occurrence of the effective date of such taking, whereupon this Lease shall terminate thirty (30) days after the date of such notice with the same force and effect as if such date were the date originally established domain for the expiration of the Term all purposes of this Facility Lease. (c) If this Lease shall not be terminated pursuant to Section 11.4(b), Landlord shall thereafter use due diligence to restore . In the Premises (excluding event of any Alterations made by Tenant pursuant to Section 5.2) to proper condition for Tenant’s use and occupation, provided that Landlord’s obligation shall be limited to the amount of compensation recoverable by Landlord from the taking authority. If, for any reason, such restoration shall not be substantially completed within six (6) months after the expiration of the ninety (90) day period referred to in Section 11.4(b) (which six month period may be extended for such periods of time as Landlord is prevented from proceeding with or completing such restoration for any cause beyond Landlord’s reasonable control, but in no event for more than an additional three (3) months)taking, Tenant shall have the right to terminate this Lease by giving notice to Landlord thereof within thirty (30) days after seek an award or receive compensation or damages from the expiration of such period condemning authority for the following (as so extended). Upon the giving of such notice, this Lease shall cease and come to an end thirty applicable): (30i) days after the giving of such notice, without further liability or obligation on the part of either party unless, within such thirty (30) day period, Landlord substantially completes such restoration. Such right of termination shall be Tenant’s sole fixtures and exclusive remedy at law personal property, (ii) the unamortized or in equity for Landlord’s failure so to complete such restoration. (d) Landlord shall have and hereby reserves and excepts, and Tenant hereby grants and assigns to Landlord, all rights to recover for damages to the Property and the leasehold interest hereby created, and to compensation accrued or hereafter to accrue by reason of such taking, and by way of confirming the foregoing, Tenant hereby grants and assigns, and covenants with Landlord to grant and assign to Landlord, all rights to such damages or compensation, and covenants to deliver such further assignments and assurances thereof as Landlord may from time to time request. Nothing contained herein shall be construed to prevent Tenant from prosecuting in any condemnation proceedings a claim for the un-depreciated value of any of leasehold improvements paid for by Tenant, (iii) Tenant’s Removable Property installed in the Premises by Tenant at goodwill; (iv) Tenant’s expense and for relocation business interruption expenses, provided that such action shall not affect the amount of compensation otherwise recoverable by Landlord from the taking authorityand (v) Tenant’s relocation costs.

Eminent Domain. Except as hereinafter provided, if the Premises, or such portion thereof as to render the balance (aif reconstructed to the maximum extent practicable in the circumstances) If unsuitable for the Premises Tenant’s purposes as contemplated under this Lease, shall be affected by any exercise of the power of eminent domain, Basic Rent and Additional Rent payable by Tenant shall be justly and equitably abated and reduced according to the nature and extent of the loss of use thereof suffered by Tenant. In no event shall Landlord have any liability for damages to Tenant for inconvenience, annoyance or interruption of business arising from such exercise of the power of eminent domain. (b) If any part of the Buildings are taken by any exercise of the condemnation or right of eminent domain, then the Landlord or the Tenant shall have the right to terminate this Lease (even if Landlord’s entire interest in and any separate parking lease by notice to the Premises may have been divested) by giving notice other of Landlord’s election so its desire to do within ninety so, provided that such notice is given not later than thirty (9030) days after receipt by the occurrence Tenant of notice of the effective date of such taking, whereupon this Lease shall terminate thirty (30) days after the date of such notice with the same force and effect as if such date were the date originally established for the expiration . If so much of the Term of this Lease. (c) If this Lease shall not be terminated pursuant to Section 11.4(b), Landlord shall thereafter use due diligence to restore the Premises (excluding any Alterations made by Tenant pursuant to Section 5.2) to proper condition for Tenant’s use and occupation, provided that Landlord’s obligation Building shall be limited so taken that the Landlord reasonably determines that it would be reasonably necessary to raze or substantially alter the amount of compensation recoverable by Building, the Landlord from the taking authority. If, for any reason, such restoration shall not be substantially completed within six (6) months after the expiration of the ninety (90) day period referred to in Section 11.4(b) (which six month period may be extended for such periods of time as Landlord is prevented from proceeding with or completing such restoration for any cause beyond Landlord’s reasonable control, but in no event for more than an additional three (3) months), Tenant shall have the right to terminate this Lease by giving notice to Landlord thereof within the Tenant of the Landlord’s desire to do so not later than thirty (30) days after the expiration effective date of such period (as taking. Should any part of the Premises be so extended). Upon taken or condemned during the giving of such noticeTerm, and should this Lease be not terminated in accordance with the foregoing provisions, the Landlord agrees to use reasonable efforts to put what may remain of the Premises into proper condition for use and occupation as nearly like the condition of the Premises prior to such taking as shall cease be practicable, subject, however, to applicable laws and come codes then in existence. If the ▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇ Garage, or such portion thereof as to an end render the Tenant’s parking privileges therein impossible or impracticable in the Landlord’s reasonable determination, shall be taken by condemnation or right of eminent domain, then the Landlord shall designate, if available and promptly following any such taking, alternative parking within University Park that shall be used for the parking of the automobiles of the employees and invitees of the Tenant. All such alternative parking shall be allocated proportionately among all tenants, including the Tenant, then currently leasing parking spaces within the ▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇ Garage; provided, however, the number of the Tenant’s parking spaces guaranteed by the Landlord in Exhibit A shall not change. The Tenant shall pay the market rate from time to time in effect for such alternative parking facilities. In the event the Landlord is unable to secure for the Tenant such alterative parking, the Tenant shall have the right, as its sole remedy, to terminate this Lease and any separate parking lease by notice to Landlord of its desire to do so, provided such notice is given not later than the later of thirty (30) days after the giving effective date of such notice, without further liability taking or obligation on the part of either party unless, within such thirty (30) day period, Landlord substantially completes days after the Tenant has notice of the effective date of such restorationtaking. Such right of termination shall be Tenant’s sole and exclusive remedy at law or in equity for Landlord’s failure so effective thirty (30) days after such notice is given to complete such restoration. (d) Landlord shall have and hereby reserves and excepts, and Tenant hereby grants and assigns to the Landlord, all rights to recover for damages to or such later date specified by the Property and the leasehold interest hereby created, and to compensation accrued or hereafter to accrue by reason of Tenant in such taking, and by way of confirming the foregoing, Tenant hereby grants and assigns, and covenants with Landlord to grant and assign to Landlord, all rights to notice not exceeding one hundred twenty (120) days after such damages or compensation, and covenants to deliver such further assignments and assurances thereof as Landlord may from time to time request. Nothing contained herein shall be construed to prevent Tenant from prosecuting in any condemnation proceedings a claim for the value of any of Tenant’s Removable Property installed in the Premises by Tenant at Tenant’s expense and for relocation expenses, provided that such action shall not affect the amount of compensation otherwise recoverable by Landlord from the taking authoritynotice is given.

Eminent Domain. (a) If 12.1 In the Premises shall be affected by any exercise event that the whole of the power of eminent domainPremises, Basic Rent and Additional Rent payable by Tenant shall be justly and equitably abated and reduced according or so much thereof as to render the nature and extent of the loss of use thereof suffered by Tenant. In no event shall Landlord have any liability for damages balance unusable to Tenant for inconveniencethe purposes leased hereunder, annoyance as reasonably determined by Landlord, shall be lawfully condemned or interruption of business arising from such exercise taken in any manner for any public or quasi-public use, or conveyed by Landlord in lieu thereof (a “Taking”), this Lease and the term hereby granted shall forthwith cease and terminate on the date of the power taking of eminent domainpossession by the condemning authority (the “Date of Taking”). (b) If any 12.2 In the event of a Taking of a portion of the Premises which does not result in the termination of this Lease pursuant to Section 12.1, above, the Base Rent shall be abated in proportion to the part of the Buildings are Premises so taken and thereby rendered unusable to Tenant for the purposes leased hereunder, as reasonably determined by any exercise Landlord. 12.3 In the event that there is a Taking of a portion of the right of eminent domainBuilding other than the Premises, then Landlord shall have the right to terminate this Lease (even if Landlord’s entire interest and if, in the Premises may have been divested) by giving notice opinion of Landlord’s election , the Taking is so substantial as to do within ninety (90) days after render the occurrence remainder of the effective date of such takingBuilding uneconomic to maintain despite reasonable reconstruction or remodeling, whereupon this Lease shall terminate thirty (30) days after or if it would be necessary to alter the date of such notice with the same force and effect as if such date were the date originally established for the expiration of the Term of this Lease. (c) If this Lease shall not be terminated pursuant to Section 11.4(b)Building or Premises materially, Landlord shall thereafter use due diligence to restore the Premises (excluding any Alterations made by Tenant pursuant to Section 5.2) to proper condition for Tenant’s use and occupation, provided that Landlord’s obligation shall be limited to the amount of compensation recoverable by Landlord from the taking authority. If, for any reason, such restoration shall not be substantially completed within six (6) months after the expiration of the ninety (90) day period referred to in Section 11.4(b) (which six month period may be extended for such periods of time as Landlord is prevented from proceeding with or completing such restoration for any cause beyond Landlord’s reasonable control, but in no event for more than an additional three (3) months), Tenant shall have the right to terminate this Lease by giving notice to Landlord thereof notifying Tenant of such termination within thirty sixty (3060) days after following the expiration Date of such period (as so extended). Upon the giving of such noticeTaking, and this Lease shall cease and come to an end thirty on the date specified in the notice of termination, which shall not be less than sixty (3060) days after the giving of such notice, without further liability . 12.4 No temporary Taking of the Building or obligation on the part Premises and/or of either party unless, within such thirty (30) day period, Landlord substantially completes such restorationTenant’s rights therein or under this Lease shall terminate this Lease or give Tenant any right to abatement of rent hereunder. Such right of termination Tenant shall be entitled to receive such portion of any award as is specifically made for such a temporary use with respect to the period of the Taking which is within the term of this Lease, provided that the Taking renders the Premises unusable to Tenant for the purposes leased hereunder, as reasonably determined by Landlord. If such Taking shall remain in force at the expiration or earlier termination of this Lease, then Tenant shall pay to Landlord a sum equal to the reasonable costs of performing Tenant’s sole and exclusive remedy at law obligations under Section 15 with respect to Tenant’s surrender of the Premises and, upon such payment, shall be excused from such obligations. For purposes of this Section 12.4, a temporary Taking shall be defined as a Taking for a period of two hundred seventy (270) days or in equity for Landlord’s failure so to complete such restorationless. (d) Landlord shall have and hereby reserves and excepts12.5 Except for the award in the event of a temporary Taking as contemplated in Section 12.4, and Tenant hereby grants and assigns to Landlord, all rights to recover for damages to the Property and the leasehold interest hereby created, and to compensation accrued or hereafter to accrue by reason of such taking, and by way of confirming the foregoingabove, Tenant hereby grants releases and assignsshall have no interest in, and covenants or right to participate with Landlord respect to grant and assign to Landlordthe determination of, all rights to such damages or compensationany compensation for any Taking, and covenants to deliver such further assignments and assurances thereof as Landlord may from time to time request. Nothing contained herein except only that Tenant shall be construed entitled to prevent the portion of any award specifically designated by the condemning authority to be for any personal property of Tenant from prosecuting included in any condemnation proceedings a claim such Taking or for the value of any of relocation expenses or business interruption loss incurred by Tenant’s Removable Property installed in the Premises by Tenant at Tenant’s expense and for relocation expenses, provided that such action shall not affect the amount of compensation otherwise recoverable by Landlord from the taking authority.

Eminent Domain. Except as hereinafter provided, if the Premises, or such portion thereof (aor the access thereto unless comparable replacement access is provided) If the Premises shall be affected by any exercise of the power of eminent domain, Basic Rent and Additional Rent payable by Tenant shall be justly and equitably abated and reduced according to the nature and extent of the loss of use thereof suffered by Tenant. In no event shall Landlord have any liability for damages to Tenant for inconvenience, annoyance or interruption of business arising from such exercise of the power of eminent domain. (b) If any part of the Buildings are taken by any exercise of the condemnation or right of eminent domaindomain as to materially impair (if reconstructed to the maximum extent practicable in the circumstances) the continued conduct of the Tenant’s business at the Premises, then or the Property Common Areas, or such portion thereof as to render the Premises inaccessible such that the continued conduct of the Tenant’s business at the Premises is materially impaired, and the Landlord has no reasonable means of remedying or replacing said problem within one hundred eighty (180) days after the date of such taking, the Tenant or Landlord shall have the right to terminate this Lease (even if Landlord’s entire interest in by notice to the Premises may have been divested) by giving notice other of Landlord’s election so its desire to do within ninety so, provided that such notice is given not later than forty-five (9045) days after the occurrence of the effective date of such taking, whereupon this Lease shall terminate thirty (30) days after the date of such notice with the same force and effect as if such date were the date originally established for the expiration . If so much of the Term Premises, or so much of this Lease. (c) If this Lease the Property Common Areas, shall be so taken that it would be appropriate to raze the Premises, or due to the lack of sufficient proceeds from the eminent domain taking not retained by any mortgagee, what may remain of the Premises and the Property cannot be terminated pursuant to Section 11.4(b), Landlord shall thereafter use due diligence to restore put into a condition such that the Premises (excluding any Alterations made by Tenant pursuant to Section 5.2) to proper condition for continued conduct of the Tenant’s use and occupationbusiness is not materially impaired, provided that Landlord’s obligation shall be limited to the amount of compensation recoverable by Landlord from the taking authority. If, for any reason, such restoration shall not be substantially completed within six (6) months after the expiration then each of the ninety (90) day period referred to in Section 11.4(b) (which six month period Landlord and the Tenant may be extended for such periods of time as Landlord is prevented from proceeding with or completing such restoration for any cause beyond Landlord’s reasonable control, but in no event for more than an additional three (3) months), Tenant shall have the right to terminate this Lease by giving notice to Landlord thereof within thirty the other of its desire to do so not later than forty five (3045) days after the expiration of such period (as so extended). Upon the giving of such notice, this Lease shall cease and come to an end thirty (30) days after the giving of such notice, without further liability or obligation on the part of either party unless, within such thirty (30) 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. (d) Landlord shall have and hereby reserves and excepts, and Tenant hereby grants and assigns to Landlord, all rights to recover for damages to the Property and the leasehold interest hereby created, and to compensation accrued or hereafter to accrue by reason effective date of such taking. Should any part of the Premises or the Property be so taken or condemned during the Term, and by way should this Lease be not terminated in accordance with the foregoing provisions, the Landlord agrees to use diligent efforts to put what may remain of confirming the foregoingPremises and the Property into proper condition for use and occupation as nearly like the condition of the Premises and the Property prior to such taking as shall be practicable, Tenant hereby grants subject, however, to applicable laws and assignscodes then in existence, and covenants with so long as the proceeds actually received by the Landlord from the eminent domain taking are sufficient therefor. In no event shall the Landlord be obligated to grant and assign to Landlord, all rights to such damages or compensation, and covenants to deliver such further assignments and assurances thereof as Landlord may from time to time request. Nothing contained herein shall be construed to prevent Tenant from prosecuting in any condemnation proceedings a claim for the value of any of Tenant’s Removable Property installed in the Premises by Tenant at Tenant’s expense and for relocation expenses, provided that such action shall not affect expend more than the amount of compensation otherwise recoverable by Landlord proceeds from the eminent domain taking authorityactually received by the Landlord on such work.

Eminent Domain. If any part over fifteen percent (a15%) If of the Premises shall be affected by any exercise of taken or appropriated under the power of eminent domain, Basic Rent and Additional Rent payable by Tenant shall be justly and equitably abated and reduced according to the nature and extent of the loss of use thereof suffered by Tenant. In no event shall Landlord have any liability for damages to Tenant for inconvenience, annoyance domain or interruption of business arising from such exercise of the power of eminent domain. (b) If any part of the Buildings are taken by any exercise of the right of eminent domain, then Landlord shall have the right to terminate this Lease (even if Landlord’s entire interest conveyed in the Premises may have been divested) by giving notice of Landlord’s election so to do within ninety (90) days after the occurrence of the effective date of such taking, whereupon this Lease shall terminate thirty (30) days after the date of such notice with the same force and effect as if such date were the date originally established for the expiration of the Term of this Lease. (c) If this Lease shall not be terminated pursuant to Section 11.4(b), Landlord shall thereafter use due diligence to restore the Premises (excluding any Alterations made by Tenant pursuant to Section 5.2) to proper condition for Tenant’s use and occupation, provided that Landlord’s obligation shall be limited to the amount of compensation recoverable by Landlord from the taking authority. If, for any reason, such restoration shall not be substantially completed within six (6) months after the expiration of the ninety (90) day period referred to in Section 11.4(b) (which six month period may be extended for such periods of time as Landlord is prevented from proceeding with or completing such restoration for any cause beyond Landlord’s reasonable control, but in no event for more than an additional three (3) months)lieu thereof, Tenant shall have the right to terminate this Lease by giving notice at its option. In such event, Landlord shall receive (and Tenant shall assign to Landlord thereof within thirty (30upon demand from Landlord) days after any income, rent, award or any interest therein which may be paid in connection with the expiration exercise of such period power of eminent domain, and Tenant shall have no claim against Landlord for any part of sum paid by virtue of such proceedings, whether or not attributable to the value of the unexpired term of this Lease except that Tenant shall be entitled to petition the condemning authority for the following: (i) the then unamortized cost of any Alterations paid for by Tenant from its own funds (as opposed to any allowance, including the Tenant Allowance, provided by Landlord); (ii) the value of Tenant’s trade fixtures; (iii) Tenant’s relocation costs; and (iv) Tenant’s goodwill, loss of business and business interruption. If a part of the Premises shall be so extended). Upon taken or appropriated or conveyed and neither party hereto shall elect to terminate this Lease and the giving Premises have been damaged as a consequence of such noticepartial taking or appropriation or conveyance, Landlord shall restore the Premises continuing under this Lease at Landlord’s cost and expense; provided, however, that Landlord 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 any Alterations installed on the Premises by or at the expense of Tenant. Thereafter, the Monthly Base Rent and Additional Charges to be paid under this Lease for the remainder of the Term shall be proportionately reduced, such that thereafter the amounts to be paid by Tenant shall be in the ratio that they are of the portion of the Premises not so taken bears to the total area of the Premises prior to such taking. Notwithstanding anything to the contrary contained in this Paragraph 21, if the temporary use or occupancy of any part of the Premises shall be taken or appropriated under power of eminent domain during the Term, this Lease shall cease be and come remain unaffected by such taking or appropriation and Tenant shall continue to an pay in full all Monthly Base Rent and Additional Charges payable hereunder by Tenant during the 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 use of or occupancy of the 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 thirty of the Term. If such temporary taking is for a period longer than two hundred and seventy (30270) days after and unreasonably interferes with Tenant’s use of the giving of such noticePremises or the Common Area, without further liability or obligation on then Tenant shall have the part of either party unless, within such thirty (30) day periodright to terminate the Lease, Landlord substantially completes such restorationand Tenant understand and agree that the provisions of this Paragraph 21 are intended to govern fully the rights and obligations of the parties in the event of a Taking of all or any portion of the Premises. Such Accordingly, the parties each hereby waives any right of termination shall be Tenant’s sole and exclusive remedy at law to terminate this Lease in whole or in equity for Landlord’s failure so to complete such restoration. (d) Landlord shall have part under Sections 1265.120 and hereby reserves and excepts, and Tenant hereby grants and assigns to Landlord, all rights to recover for damages to 1265.130 of the Property and the leasehold interest hereby created, and to compensation accrued California Code of Civil Procedure or under any similar Law now or hereafter to accrue by reason of such taking, and by way of confirming the foregoing, Tenant hereby grants and assigns, and covenants with Landlord to grant and assign to Landlord, all rights to such damages or compensation, and covenants to deliver such further assignments and assurances thereof as Landlord may from time to time request. Nothing contained herein shall be construed to prevent Tenant from prosecuting in any condemnation proceedings a claim for the value of any of Tenant’s Removable Property installed in the Premises by Tenant at Tenant’s expense and for relocation expenses, provided that such action shall not affect the amount of compensation otherwise recoverable by Landlord from the taking authorityeffect.

Eminent Domain. (a) If the Premises shall be affected by any exercise of the power of eminent domain, Basic Rent and Additional Rent payable by Tenant shall be justly and equitably abated and reduced according to the nature and extent of the loss of use thereof suffered by Tenant. In no event shall Landlord have any liability for damages to Tenant for inconvenience, annoyance or interruption of business arising from such exercise of the power of eminent domain. (b) If any a part of the Buildings are Project is taken by any exercise eminent domain or deed in lieu thereof which is so substantial that the Premises cannot reasonably be used by Tenant for the operation of its business, then either party may terminate this Lease effective as of the right date of eminent domainthe taking. Landlord and Tenant agree that if Tenant is leasing and occupying the entire Building prior to any such taking, then Landlord a loss of ten percent (10%) or more of Tenant's parking spaces in connection with such taking shall be deemed to be a "substantial" taking which gives Tenant the right to terminate this Lease pursuant to the provisions of the preceding sentence; provided, however, Tenant shall not have the right to terminate this Lease (even in such event if Landlord’s entire interest Landlord shall provide replacement parking spaces to Tenant in the Premises may have been divested) by giving notice of Landlord’s election so to do within ninety (90) days after the occurrence portion of the effective parking facilities in the Development which are closest in proximity to the Building. If any substantial portion of the Project is taken without affecting the Premises, then Landlord may terminate this Lease as of the date of such taking. Rent shall be reduced from the date of the taking to such extent, whereupon if any, as may be fair and reasonable under all of the circumstances. The entire award for a taking of any kind shall be paid to Landlord, and Tenant shall have no right to share in the award; provided, however, nothing herein shall be construed to preclude Tenant from prosecuting any claim directly against the condemning authority for (1) loss of business, (2) damage to, and cost of removal of, trade fixtures, furniture and other personal property belonging to Tenant, (3) the unamortized cost of leasehold improvements to the extent same were installed at Tenant's expense and to the extent such costs were not reimbursed or contributed to by Landlord, and (4) the cost of moving, provided that no such claim shall diminish or adversely affect Landlord's award. All obligations accrued to the date of the taking shall be performed by the party liable to perform said obligations, as set forth herein. Notwithstanding anything to the contrary contained in this Section 10, if, during the Term, the use or occupancy of any part of the Project or the Premises shall be taken or appropriated temporarily for any public or quasi-public use under any governmental law, ordinance or regulation, or by right of eminent domain, this Lease shall terminate thirty (30) days be and remain unaffected by such taking or appropriation and Tenant shall continue to pay in full all Rent payable hereunder by Tenant during the 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 loss of use or occupancy of the Premises during the Term, and Landlord shall be entitled to receive that portion of any award which represents the cost of restoration and compensation for the loss of use or occupancy of the Premises after the date of such notice with the same force and effect as if such date were the date originally established for the expiration end of the Term Term. In the event of this Lease. (c) If any such condemnation or taking and this Lease shall is not be terminated pursuant to the provisions of this Section 11.4(b)10, Landlord shall thereafter use due diligence to restore promptly repair the Premises or the Project, as the case may be, to Building standard condition (excluding with Landlord's Contribution as provided in Appendix C, without any Alterations made by Tenant pursuant to Section 5.2supplement thereto) to proper condition so that the remaining portion of the Premises, or the Project, as the case may be, shall constitute an architectural unit, fit for Tenant’s use 's occupancy and occupationbusiness; provided, provided however, that Landlord’s 's obligation to repair hereunder shall be limited to the amount of compensation recoverable by Landlord from the taking authority. If, for any reason, such restoration shall not be substantially completed within six (6) months after the expiration extent of the ninety (90) day period referred net proceeds made available to in Section 11.4(b) (which six month period may be extended Landlord for such periods of time as Landlord is prevented repair from proceeding with any such condemnation or completing such restoration for any cause beyond Landlord’s reasonable control, but in no event for more than an additional three (3) months), Tenant shall have the right to terminate this Lease by giving notice to Landlord thereof within thirty (30) days after the expiration of such period (as so extended). Upon the giving of such notice, this Lease shall cease and come to an end thirty (30) days after the giving of such notice, without further liability or obligation on the part of either party unless, within such thirty (30) 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 restorationtaking. (d) Landlord shall have and hereby reserves and excepts, and Tenant hereby grants and assigns to Landlord, all rights to recover for damages to the Property and the leasehold interest hereby created, and to compensation accrued or hereafter to accrue by reason of such taking, and by way of confirming the foregoing, Tenant hereby grants and assigns, and covenants with Landlord to grant and assign to Landlord, all rights to such damages or compensation, and covenants to deliver such further assignments and assurances thereof as Landlord may from time to time request. Nothing contained herein shall be construed to prevent Tenant from prosecuting in any condemnation proceedings a claim for the value of any of Tenant’s Removable Property installed in the Premises by Tenant at Tenant’s expense and for relocation expenses, provided that such action shall not affect the amount of compensation otherwise recoverable by Landlord from the taking authority.

Eminent Domain. (a) If all or any material part of the Premises shall be affected or balance of the Real Property is taken for public or quasi-public use by any exercise of a governmental authority under the power of eminent domain, Basic Rent and Additional Rent payable by Tenant shall be justly and equitably abated and reduced according domain or is conveyed to the nature and extent of the loss of use thereof suffered by Tenant. In no event shall Landlord have any liability for damages to Tenant for inconvenience, annoyance or interruption of business arising from such exercise of the power of eminent domain. (b) If any part of the Buildings are taken by any exercise of the right of eminent domain, then Landlord shall have the right to terminate this Lease (even if Landlord’s entire interest a governmental authority in the Premises may have been divested) by giving notice of Landlord’s election so to do within ninety (90) days after the occurrence of the effective date lieu of such taking (a “taking, whereupon this Lease shall terminate thirty (30) days after the date of such notice with the same force and effect as if such date were the date originally established for the expiration of the Term of this Lease. (c) If this Lease shall not be terminated pursuant to Section 11.4(b”), Landlord shall thereafter use due diligence to restore the Premises (excluding any Alterations made by Tenant pursuant to Section 5.2) to proper condition for Tenant’s use and occupation, provided that Landlord’s obligation shall be limited to the amount of compensation recoverable by Landlord from the taking authority. If, for any reason, such restoration shall not be substantially completed within six (6) months after the expiration of the ninety (90) day period referred to in Section 11.4(b) (which six month period may be extended for such periods of time as Landlord is prevented from proceeding with or completing such restoration for any cause beyond Landlord’s reasonable control, but in no event for more than an additional three (3) months), Tenant shall have the right to terminate this Lease by giving written notice to Landlord thereof Tenant within thirty (30) days after the expiration taking. If all or any material part of such period (as so extended). Upon the Premises is taken, and if the taking causes the remaining part of the Premises to be untenantable and inadequate for use by Tenant for the purpose for which they were leased, then Tenant, at its option and by giving of such notice, this Lease shall cease and come to an end notice within thirty (30) days after the giving taking, may terminate this Lease as of the 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 terminated as to the part taken as of the date Tenant is required to surrender possession, and, unless Landlord shall have terminated this Lease pursuant to the foregoing provisions, Landlord shall make such noticerepairs, without further liability or obligation on alterations and improvements as may be necessary to render the part not taken tenantable, and the Base Rent and Operating Expenses payable by Tenant shall be reduced in proportion to the part of either party unless, within such thirty (30) day period, Landlord substantially completes such restorationthe Premises taken. Such right of termination All compensation awarded for the taking shall be the property of Landlord without any deduction therefrom for any estate of Tenant’s sole and exclusive remedy at law or in equity for Landlord’s failure so to complete such restoration. (d) Landlord shall have and hereby reserves and excepts, and Tenant hereby grants and assigns to Landlord all its right, title and interest in and to the award. Tenant shall have the right, however, to recover from the governmental authority, but not from Landlord, all rights such compensation as may be awarded to recover for damages to Tenant on account of the Property and the leasehold interest hereby created, and to compensation accrued or hereafter to accrue by reason of such taking, and by way of confirming the foregoing, Tenant hereby grants and assigns, and covenants with Landlord to grant and assign to Landlord, all rights to such damages or compensation, and covenants to deliver such further assignments and assurances thereof as Landlord may from time to time request. Nothing contained herein shall be construed to prevent Tenant from prosecuting in any condemnation proceedings a claim for the value of any interruption of Tenant’s Removable Property installed in the Premises by Tenant at business, moving and relocation expenses and removal of Tenant’s expense and for relocation expensesPersonal Property, provided that any such action 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 provisions of this Section 12 shall not affect be applied separately as to each such Building and the amount portion of compensation otherwise recoverable by Landlord from the taking authorityPremises located therein.

Eminent Domain. (a) If all or part of the Premises shall be affected taken for any public or quasi-public use by any virtue of the exercise of the power of eminent domaindomain or by private purchase in lieu thereof, Basic Rent and Additional Rent payable by Tenant shall be justly and equitably abated and reduced according to the nature and extent of the loss of use thereof suffered by Tenant. In no event shall Landlord have any liability for damages to Tenant for inconvenience, annoyance or interruption of business arising from such exercise of the power of eminent domain. (b) If any part of the Buildings are taken by any exercise of the right of eminent domain, then Landlord shall have the right to terminate this Lease (even if Landlord’s entire interest in the Premises may have been divested) by giving notice of Landlord’s election so to do within ninety (90) days after the occurrence of the effective date of such taking, whereupon this Lease shall terminate thirty (30) days after as to the part so taken as of the date of such notice with taking, and, in the same force and effect as if such date were the date originally established for the expiration case of the Term of this Lease. (c) If this Lease shall not be terminated pursuant to Section 11.4(b)a partial taking, either Landlord shall thereafter use due diligence to restore the Premises (excluding any Alterations made by Tenant pursuant to Section 5.2) to proper condition for Tenant’s use and occupation, provided that Landlord’s obligation shall be limited to the amount of compensation recoverable by Landlord from the taking authority. If, for any reason, such restoration shall not be substantially completed within six (6) months after the expiration of the ninety (90) day period referred to in Section 11.4(b) (which six month period may be extended for such periods of time as Landlord is prevented from proceeding with or completing such restoration for any cause beyond Landlord’s reasonable control, but in no event for more than an additional three (3) months), Tenant shall have the right to terminate this Lease as to the balance of the Premises by giving written notice to Landlord thereof the other within thirty (30) days after such date; provided, however, that a condition to the expiration exercise by Tenant of such period (as so extended). Upon right to terminate shall be that the giving portion of the Premises taken shall be of such noticeextent and nature as substantially to handicap, impede or impair Tenant's use of the balance of the Premises. If title to so much of the Building is taken that a reasonable amount of reconstruction thereof will not in Landlord's sole discretion result in the Building being a practical improvement and reasonably suitable for use for the purpose for which it is designed, then this Lease shall cease and come to an end thirty (30) days after the giving of such notice, without further liability or obligation terminate on the date that the condemning authority actually takes possession of the part so condemned or purchased. (b) If this Lease is terminated under the provisions of either party unlessthis Article, Rent shall be apportioned and adjusted as of the date of termination. (c) If there is a partial taking of the Building and this Lease is not thereupon terminated under the provisions of this Article, then this Lease shall remain in full force and effect, and Landlord shall, within such thirty (30) day perioda reasonable time thereafter, repair or reconstruct the remaining portion of the Building to the extent necessary to make the same a complete architectural unit; provided that in complying with its obligations hereunder Landlord substantially completes such restoration. Such right shall not be required to expend more than the net proceeds of termination shall be Tenant’s sole and exclusive remedy at law or in equity for the condemnation award which are paid to Landlord’s failure so to complete such restoration. (d) All compensation awarded or paid to Landlord upon a total or partial taking of the Premises or the Building shall have belong to and hereby reserves and excepts, and Tenant hereby grants and assigns to Landlord, all rights to recover for damages to be the Property and the leasehold interest hereby created, and to compensation accrued or hereafter to accrue property of Landlord without any participation by reason of such taking, and by way of confirming the foregoing, Tenant hereby grants and assigns, and covenants with Landlord to grant and assign to Landlord, all rights to such damages or compensation, and covenants to deliver such further assignments and assurances thereof as Landlord may from time to time requestTenant. Nothing contained herein shall be construed to prevent preclude Tenant from prosecuting in any condemnation proceedings claim directly against the condemning authority for moving expenses, loss of business, for damage to, and cost of removal of, trade fixtures, furniture and other personal property belonging to Tenant, provided, however, that no such claim shall diminish or adversely affect Landlord's award. In no event shall Tenant have or assert a claim for the value of any unexpired term of Tenant’s Removable Property installed this Lease. Subject to the foregoing provisions of this paragraph (d), Tenant hereby assigns to Landlord ------------- any and all of its right, title and interest in or to any compensation awarded or paid for the fee as a result of any such taking. (e) Notwithstanding anything to the contrary contained in this Section, if, during the Lease Term, the use or occupancy of any part of the ------- Building or the Premises shall be taken or appropriated temporarily for a period of one hundred eighty (180) days or less for any public or quasi-public use under any governmental law, ordinance, or regulations, or by right of eminent domain, this Lease shall be and remain unaffected by such taking or appropriation and Tenant shall continue to pay in full all Rent payable hereunder by Tenant at Tenant’s expense during the Lease 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 loss of use or occupancy of the Premises during the Lease Term, and Landlord shall be entitled to receive that portion of any award which represents the cost of restoration and compensation for relocation expenses, provided that such action shall not affect the amount loss of compensation otherwise recoverable by Landlord from use or occupancy of the taking authorityPremises after the end of the Lease Term.

Eminent Domain. Except as hereinafter provided, if Building N2 or ▇▇▇▇▇▇▇▇ ▇▇, or such portion thereof (aor the access thereto unless comparable replacement access is provided) If the Premises shall be affected by any exercise of the power of eminent domain, Basic Rent and Additional Rent payable by Tenant shall be justly and equitably abated and reduced according to the nature and extent of the loss of use thereof suffered by Tenant. In no event shall Landlord have any liability for damages to Tenant for inconvenience, annoyance or interruption of business arising from such exercise of the power of eminent domain. (b) If any part of the Buildings are taken by any exercise of the condemnation or right of eminent domain, then Landlord shall have domain as to materially impair (if reconstructed to the right to terminate this Lease (even if Landlord’s entire interest maximum extent practicable in the Premises may have been divestedcircumstances) by giving notice of Landlord’s election so to do within ninety (90) days after the occurrence continued conduct of the effective date Tenant’s business at the Premises, or the Property Common Areas, or such portion thereof as to render the Premises inaccessible such that the continued conduct of such takingthe Tenant’s business at the Premises is materially impaired, whereupon this Lease shall terminate thirty and the Landlord has no reasonable means of remedying or replacing said problem within two hundred and seventy (30270) days after the date of such notice with taking, the same force and effect as if such date were the date originally established for the expiration of the Term of this Lease. (c) If this Lease shall not be terminated pursuant to Section 11.4(b), Landlord shall thereafter use due diligence to restore the Premises (excluding any Alterations made by Tenant pursuant to Section 5.2) to proper condition for Tenant’s use and occupation, provided that Landlord’s obligation shall be limited to the amount of compensation recoverable by Landlord from the taking authority. If, for any reason, such restoration shall not be substantially completed within six (6) months after the expiration of the ninety (90) day period referred to in Section 11.4(b) (which six month period may be extended for such periods of time as Landlord is prevented from proceeding with or completing such restoration for any cause beyond Landlord’s reasonable control, but in no event for more than an additional three (3) months), Tenant shall have the right to terminate this Lease by giving notice to the Landlord thereof within thirty of its desire to do so, provided that such notice is given not later than forty five (3045) days after the expiration effective date of such period (as taking. If so extended). Upon much of the giving Premises, or so much of the Property Common Areas, shall be so taken that it would be appropriate to raze the Premises, or due to the lack of sufficient proceeds from the eminent domain taking not retained by any mortgagee or ground lessor, what may remain of the Premises and the Property cannot be put into a condition such noticethat the continued conduct of the Tenant’s business is not materially impaired, then each of the Landlord and the Tenant may terminate this Lease shall cease and come by giving notice to an end thirty the other of its desire to do so not later than forty five (3045) days after the giving of such notice, without further liability or obligation on the part of either party unless, within such thirty (30) 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. (d) Landlord shall have and hereby reserves and excepts, and Tenant hereby grants and assigns to Landlord, all rights to recover for damages to the Property and the leasehold interest hereby created, and to compensation accrued or hereafter to accrue by reason effective date of such taking. Should any part of the Premises or the Property be so taken or condemned during the Term, and by way should this Lease be not terminated in accordance with the foregoing provisions, the Landlord agrees to use diligent efforts to put what may remain of confirming the foregoingPremises and the Property into proper condition for use and occupation as nearly like the condition of the Premises and the Property prior to such taking as shall be practicable, Tenant hereby grants subject, however, to applicable laws and assignscodes then in existence, and covenants with so long as the proceeds actually received by the Landlord from the eminent domain taking are sufficient therefor. In no event shall the Landlord be obligated to grant and assign to Landlord, all rights to such damages or compensation, and covenants to deliver such further assignments and assurances thereof as Landlord may from time to time request. Nothing contained herein shall be construed to prevent Tenant from prosecuting in any condemnation proceedings a claim for the value of any of Tenant’s Removable Property installed in the Premises by Tenant at Tenant’s expense and for relocation expenses, provided that such action shall not affect expend more than the amount of compensation otherwise recoverable by Landlord proceeds from the eminent domain taking authorityactually received by the Landlord on such work.

Eminent Domain. (a) If the Premises whole of the Leased Property shall be affected acquired or condemned by eminent domain for any exercise public or quasi-public use of purpose, then the term of this Lease shall cease and terminate as of the date of title vesting in the condemning governmental body or other authority pursuant to such proceeding, and all Rent, Additional Rent and other charges shall be paid up to such date. (b) If a substantial and material portion of the Leased Property shall be acquired or condemned by eminent domain for any public or quasi-public use or purpose, and such partial taking or condemnation shall render the Leased Property unsuitable for Tenant's use of the Premises, then the term of this Lease shall cease and terminate as of the date of title vesting in the condemning governmental body or other authority pursuant to such proceeding. In the event of a partial taking or condemnation which is not extensive enough to render the Leased Property unsuitable for Tenant's use of the Premises, then Landlord shall, to the extent condemnation proceeds received by Landlord, promptly restore the Leased Property to a condition Comparable to its condition at the time of such condemnation, less the portion lost in the taking, and this Lease shall continue in full force and effect, with Base Rent being decreased to take into account the portion of the Leased Property taken. (c) In the event of any condemnation or taking as hereinbefore provided, whether whole or partial, the Tenant shall be entitled to a portion of the award, as damages or otherwise, for such condemnation, provided that any claim made by Tenant shall not diminish the award to Landlord. (d) A sale by Landlord to any authority having the power of eminent domain, Basic Rent and Additional Rent payable by Tenant either under threat of condemnation or while condemnation proceedings are pending, shall be justly and equitably abated and reduced according to the nature and extent of the loss of use thereof suffered by Tenant. In no event shall Landlord have any liability for damages to Tenant for inconvenience, annoyance or interruption of business arising from such exercise of deemed a taking under the power of eminent domaindomain for all purposes under this section. (be) If any part twenty-five percent (25%) or more of the Buildings parking spaces on the Land are taken by any exercise of the right of eminent domain, then and Landlord shall have the right fails to terminate this Lease (even if Landlord’s entire interest replace such parking spaces with new parking spaces located in the Premises may have been divested) by giving notice of Landlord’s election so to do within ninety (90) days after the occurrence of the effective date of such taking, whereupon this Lease shall terminate thirty (30) days after the date of such notice with the same force and effect as if such date were the date originally established for the expiration of the Term of this Lease. (c) If this Lease shall not be terminated pursuant to Section 11.4(b), Landlord shall thereafter use due diligence to restore the Premises (excluding any Alterations made by Tenant pursuant to Section 5.2) to proper condition for Tenant’s use and occupation, provided that Landlord’s obligation shall be limited reasonable proximity to the amount of compensation recoverable by Landlord from the taking authority. If, for any reason, such restoration shall not be substantially completed within six (6) months after the expiration of the ninety (90) day period referred to in Section 11.4(b) (which six month period may be extended for such periods of time as Landlord is prevented from proceeding with or completing such restoration for any cause beyond Landlord’s reasonable control, but in no event for more than an additional three (3) months), Tenant shall have the right to terminate this Lease by giving notice to Landlord thereof Leased Premises within thirty (30) days after the expiration of such period (as so extended). Upon the giving of such notice, this Lease shall cease and come to an end thirty (30) days after the giving of such notice, without further liability or obligation on the part of either party unless, within such thirty (30) 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. (d) Landlord shall have and hereby reserves and excepts, and Tenant hereby grants and assigns to Landlord, all rights to recover for damages to the Property and the leasehold interest hereby created, and to compensation accrued or hereafter to accrue by reason of such taking, and by way of confirming the foregoing, then Tenant hereby grants and assigns, and covenants with Landlord to grant and assign to Landlord, all rights to such damages or compensation, and covenants to deliver such further assignments and assurances thereof as Landlord may from time to time request. Nothing contained herein shall be construed to prevent Tenant from prosecuting in any condemnation proceedings a claim for the value of any of Tenant’s Removable Property installed in the Premises by Tenant at Tenant’s expense and for relocation expenses, provided that such action shall not affect the amount of compensation otherwise recoverable by Landlord from the taking authorityits option terminate this Lease.

Eminent Domain. (a) If all or part of the Demised Premises shall be affected taken for any public or quasi-public use by any virtue of the exercise of the power of eminent domaindomain or by private purchase in lieu thereof, Basic Rent and Additional Rent payable by Tenant shall be justly and equitably abated and reduced according to the nature and extent of the loss of use thereof suffered by Tenant. In no event shall Landlord have any liability for damages to Tenant for inconvenience, annoyance or interruption of business arising from such exercise of the power of eminent domain. (b) If any part of the Buildings are taken by any exercise of the right of eminent domain, then Landlord shall have the right to terminate this Lease (even if Landlord’s entire interest in the Premises may have been divested) by giving notice of Landlord’s election so to do within ninety (90) days after the occurrence of the effective date of such taking, whereupon this Lease shall terminate thirty (30) days after as to the part so taken as of the date of such notice with taking, and, in the same force case of a partial taking, and effect as if such date were the date originally established for the expiration taking is of a material portion of the Term of this Lease. (c) If this Lease shall not be terminated pursuant to Section 11.4(b), Landlord shall thereafter use due diligence to restore the Premises (excluding any Alterations made by Tenant pursuant to Section 5.2) to proper condition for Tenant’s use and occupation, provided that Landlord’s obligation shall be limited to the amount of compensation recoverable by Landlord from the taking authority. If, for any reason, such restoration shall not be substantially completed within six (6) months after the expiration of the ninety (90) day period referred to in Section 11.4(b) (which six month period may be extended for such periods of time as Landlord is prevented from proceeding with or completing such restoration for any cause beyond Landlord’s reasonable control, but in no event for more than an additional three (3) months)Demised Premises, Tenant shall have the right to terminate this Lease as to the balance of the Demised Premises, as of the date the condemning authority actually takes possession of the part so condemned or purchased, by giving written notice to Landlord thereof within thirty (30) days after notice of the expiration taking is received by both parties; provided, however, that a condition to the exercise by Tenant of such period (as so extended). Upon right to terminate shall be that the giving portion of the Demised Premises taken shall be of such noticeextent and nature as substantially to handicap, this Lease shall cease impede or impair Tenant's use of the balance of the Demised Premises. If title to so much of the Building is taken that a reasonable amount of reconstruction thereof will not in Landlord's sole discretion result in the Building being a practical improvement ATLOI/IO756990v6 and come reasonably suitable for use for the purpose for which it is designed, then, by written notice to an end Tenant within thirty (30) days after notice of the giving taking is received by both parties, Landlord shall have the right to terminate this Lease, as of such notice, without further liability or obligation on the date that the condemning authority actually takes possession of the part so condemned or purchased. (b) If this Lease is terminated under the provisions of either party unlessthis Article 35, Rent shall be apportioned and adjusted as of the date of termination. Tenant shall have no claim against Landlord or against the condemning authority for the value of any leasehold estate or for the value of the unexpired Lease Term provided that the foregoing shall not preclude any claim that Tenant may have against the condemning authority for the unamortized cost of leasehold improvements, to the extent the same were installed at Tenant's expense (and not with the proceeds of the Construction Allowance), or for loss of business, moving expenses or other consequential damages, in accordance with subparagraph (d) below. (c) If there is a partial taking of the Building and this Lease is not thereupon terminated under the provisions of this Article 35, then this Lease shall remain in full force and effect, and Landlord shall, within such thirty (30) day perioda reasonable time thereafter, repair or reconstruct the remaining portion of the Building to the extent necessary to make the same a complete architectural unit; provided that in complying with its obligations hereunder Landlord substantially completes such restoration. Such right shall not be required to expend more than the net proceeds of termination shall be Tenant’s sole and exclusive remedy at law or in equity for the condemnation award which are paid to Landlord’s failure so to complete such restoration. (d) All compensation awarded or paid to Landlord upon a total or partial taking of the Demised Premises or the Building shall have belong to and hereby reserves and excepts, and Tenant hereby grants and assigns to Landlord, all rights to recover for damages to be the Property and the leasehold interest hereby created, and to compensation accrued or hereafter to accrue property of Landlord without any participation by reason of such taking, and by way of confirming the foregoing, Tenant hereby grants and assigns, and covenants with Landlord to grant and assign to Landlord, all rights to such damages or compensation, and covenants to deliver such further assignments and assurances thereof as Landlord may from time to time requestTenant. Nothing contained herein shall be construed to prevent preclude Tenant from prosecuting in any condemnation proceedings claim directly against the condemning authority for loss of business, for damage to, and cost of removal of, trade fixtures, furniture and other personal property belonging to Tenant, and for the unamortized cost of leasehold improvements to the extent same were installed at Tenant's expense (and not with the proceeds of the Construction Allowance), provided, however, that no such claim shall diminish or adversely affect Landlord's award. In no event shall Tenant have or assert a claim for the value of any unexpired term of Tenant’s Removable Property installed this Lease. Subject to the foregoing provisions of this subparagraph ( d), Tenant hereby assigns to Landlord any and all of its right, title and interest in or to any compensation awarded or paid as a result of any such taking. (e) Notwithstanding anything to the contrary contained in this Article 35, if, during the Lease Term, the use or occupancy of any part of the Building or the Demised Premises shall be taken or appropriated temporarily for any public or quasi-public use under any governmental law, ordinance, or regulations, or by right of eminent domain, this Lease shall be and remain unaffected by such taking or appropriation and Tenant shall continue to pay in full all Rent payable hereunder by Tenant at Tenant’s expense during the Lease 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 loss of use or occupancy of the Demised Premises during the Lease Term, and Landlord shall be ATLOI/IO756990v6 entitled to receive that portion of any award which represents the cost of restoration and compensation for relocation expenses, provided that such action shall not affect the amount loss of compensation otherwise recoverable by Landlord from use or occupancy of the taking authorityDemised Premises after the end of the Lease Term.

Eminent Domain. (a) Section 16.1. If the Demised Premises shall be affected by any exercise of the power of eminent domain, Basic Rent and Additional Rent payable by Tenant shall be justly and equitably abated and reduced according to the nature and extent of the loss of use thereof suffered by Tenant. In no event shall Landlord have any liability for damages to Tenant for inconvenience, annoyance or interruption of business arising from such exercise of the power of eminent domain. (b) If any part of the Buildings are taken by or pursuant to any governmental authority or through the exercise of the right of eminent domain, then Landlord Lessor and Lessee shall have join and cooperate in resisting such proceeding if such resistance is feasible and desirable to Lessor and Lessee, and if it is not, shall join and cooperate in prosecuting their respective claims for damages incurred from the successful exercise of such right or proceeding. Lessee reserves unto itself all damages awarded which are based upon its leasehold interest and ownership of trade fixtures, signs, inventory, equipment, and interruption of business. Lessor reserves unto itself all damages awarded which are based upon its underlying fee simple title in the Demised Premises and Lessor's interest in this Lease. If under applicable law a single condemnation award is made for the taking of the Demised Premises, the award shall belong to terminate the Lessor except that Lessee shall receive from the award the total of (1) a sum attributable to Lessee's improvements or alterations made to Demised Premises by Lessee in accordance with this Lease, which Demised Premises pursuant to this Lease but elects not to remove; (even if Landlord’s entire interest in the Premises may have been divested2) by giving notice of Landlord’s election so a sum attributable to do within ninety (90) days after the occurrence any excess of the effective market value of Demised Premises (exclusive of Lessee's improvements or alterations for which Lessee is compensated under this section) for the 27 28 remainder of the Demised Term, over the present value on date of such taking, whereupon this Lease shall terminate thirty (30) days after taking of the date of such notice with the same force and effect as if such date were the date originally established monthly rent payable under Section 3.1 for the expiration remainder of the Term Demised Term; and (3) a sum attributable to that portion of this Leasethe award constituting severance damages for the restoration of Demised Premises. (c) Section 16.2. If this Lease shall not be terminated pursuant to Section 11.4(b), Landlord shall thereafter use due diligence to restore the whole of the Demised Premises (excluding any Alterations made by Tenant pursuant to Section 5.2) to proper condition for Tenant’s use and occupation, provided that Landlord’s obligation shall be limited to the amount of compensation recoverable taken or condemned by Landlord from the taking authority. If, any competent authority for any reasonpublic use or purpose, such restoration shall not be substantially completed within six (6) months after the expiration of the ninety (90) day period referred to in Section 11.4(b) (which six month period may be extended for such periods of time as Landlord or so much thereof so that Lessee is prevented from proceeding with or completing such restoration for any cause beyond Landlord’s reasonable controlusing the Demised Premises as set forth in Section 15.6, but during the Demised Term, and the Demised Premises cannot be restored so as to be used as set forth in no event for more than an additional three (3) months)Section 15.6, Tenant shall have all obligations of the right to terminate this Lease by giving notice to Landlord thereof within thirty (30) days after the expiration of such period (as so extended). Upon the giving of such notice, Lessee under this Lease shall cease upon the date of the taking and come any unearned rent paid by Lessee shall be refunded by Lessor to an end thirty (30) days after Lessee. Section 16.3. If a portion of the giving Demised Premises shall be taken or condemned by any competent authority for any public use or purpose during the Demised Term which taking or condemnation shall not interfere with Lessee's use of the Demised Premises as set forth in Section 15.6, then, in such noticeevent, without further liability or obligation the rent provided in Article 3 shall not abat▇. Section 16.4. Lessor and Lessee agree to apply all condemnation proceeds first to Lessor's mortgagee, second to restoring the existing Improvements on the part of either party unless, within such thirty (30) day period, Landlord substantially completes such restoration. Such right of termination shall be Tenant’s sole and exclusive remedy at law or Demised Premises to make the Premises usable as set forth in equity for Landlord’s failure so to complete such restoration. (d) Landlord shall have and hereby reserves and exceptsSection 15.6 [with the proceeds deposited as provided in Section 15.4], and Tenant hereby grants and assigns to Landlord, all rights to recover for damages to the Property and the leasehold interest hereby created, and to compensation accrued or hereafter to accrue by reason of such taking, and by way of confirming the foregoing, Tenant hereby grants and assigns, and covenants with Landlord to grant and assign to Landlord, all rights to such damages or compensation, and covenants to deliver such further assignments and assurances thereof third as Landlord may from time to time request. Nothing contained herein shall be construed to prevent Tenant from prosecuting provided in any condemnation proceedings a claim for the value of any of Tenant’s Removable Property installed in the Premises by Tenant at Tenant’s expense and for relocation expenses, provided that such action shall not affect the amount of compensation otherwise recoverable by Landlord from the taking authoritySection 16.1.

Eminent Domain. (a) If all or any portion of ▇▇▇▇▇▇▇▇ ▇, ▇▇▇▇▇▇▇▇ ▇, the Premises shall be affected or the Project is taken for public or quasi-public use by any exercise of a governmental authority under the power of eminent domaindomain or is conveyed to a governmental authority in lieu of such taking (a "Taking"), Basic Rent and Additional Rent payable Tenant reasonably determines that the Taking causes the (remaining portion of the) Premises to be untenantable and inadequate for use 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 as of the date the portion of ▇▇▇▇▇▇▇▇ ▇, ▇▇▇▇▇▇▇▇ ▇, the Premises, or the Project is taken. If a portion of the Premises is Taken but Tenant reasonably determines that the remaining portion is tenantable and adequate for Tenant's use, then this lease shall be justly and equitably abated and reduced according terminated as to the nature and extent portion taken or conveyed as of the loss date Tenant surrenders possession; Landlord immediately shall make such repairs, alterations and improvements to the Premises (exclusive of use thereof suffered by any improvements, furniture, fixtures and equipment), at no expense to Tenant. In , as may be necessary to render the portion not taken or conveyed tenantable, provided that Landlord shall have no event obligation to make such repairs, alterations and improvements to the extent that Landlord shall Landlord have any liability not receive condemnation awards or proceeds for damages the cost thereof; and the Rent shall be reduced in proportion to Tenant for inconvenience, annoyance or interruption of business arising from such exercise the portion of the power of eminent domain. Premises taken or conveyed. Landlord shall perform the work to restore the Premises and Building 2 and Building 3 as nearly as possible to their original condition (bto the extent set forth above) If any part of and with minimum interference to Tenant's normal business operations. Notwithstanding the Buildings are taken by any exercise of the right of eminent domainforegoing, then Landlord shall have the right to terminate this Lease (even if Landlord’s entire interest in the Premises may have been divestedevent of any Taking which results in (i) by giving notice of Landlord’s election so to do within ninety twenty-five percent (9025%) days after the occurrence or more of the effective date of Project being taken or conveyed or (ii) any lender having the right to require all awards and proceeds to be applied against the obligations under a loan held by such takinglender, whereupon this Lease shall terminate thirty (30) days after the date of such by notice with the same force and effect as if such date were the date originally established for the expiration of the Term of this Lease. (c) If this Lease in writing to Tenant. Tenant shall not be terminated pursuant entitled to Section 11.4(b), Landlord shall thereafter use due diligence share in any award to restore the Premises (excluding any Alterations made by Tenant pursuant to Section 5.2) to proper condition for Tenant’s use and occupation, provided that Landlord’s obligation shall be limited to the amount of compensation recoverable by Landlord from the taking authority. If, for any reason, such restoration shall not be substantially completed within six (6) months after the expiration of the ninety (90) day period referred to in Section 11.4(b) (which six month period may be extended for such periods of time as Landlord is prevented from proceeding with or completing such restoration for any cause beyond Landlord’s reasonable control, but in no event for more than an additional three (3) months), Tenant shall have the right to terminate this Lease apply, in a separate proceeding, for an award for the interruption of Tenant's business; Tenant's moving and relocation expenses; the costs and expenses of removal of Tenant's Alterations (other than those paid for by giving notice to Landlord thereof within thirty Landlord), trade fixtures and personal property (30) days after or the expiration of such period (as so extended). Upon the giving of such notice, this Lease shall cease and come to an end thirty (30) days after the giving of such notice, without further liability or obligation on the part of either party unless, within such thirty (30) 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. (d) Landlord shall have and hereby reserves and excepts, and Tenant hereby grants and assigns to Landlord, all rights to recover for damages award attributable to the Property Alterations, trade fixtures or personal property to the extent Tenant does not remove them) and the leasehold interest hereby created, and to compensation accrued or hereafter to accrue depreciation in value caused by reason of such taking, and by way of confirming the foregoing, Tenant hereby grants and assigns, and covenants with Landlord to grant and assign to Landlord, all rights to such damages or compensation, and covenants to deliver such further assignments and assurances thereof as Landlord may from time to time request. Nothing contained herein shall be construed to prevent Tenant from prosecuting in any condemnation proceedings a claim for the value of any of Tenant’s Removable Property installed in the Premises by Tenant at Tenant’s expense and for relocation expenses, provided that such action shall not affect the amount of compensation otherwise recoverable by Landlord from the taking authorityremoval.

Eminent Domain. (aA) If the Premises or any substantial portion thereof shall be affected taken by any exercise of competent authority under the power of eminent domaindomain or acquired for any public or quasi-public use or purpose, Basic Rent while this Lease is in effect, the then current Term or any renewal term shall cease and Additional Rent payable by Tenant terminate upon the date when the possession of said Premises or such portion thereof so taken shall be justly required for such use or purpose and equitably abated and reduced according Lessee shall have a claim against the award for that portion of the award specifically related to the nature termination of Lessee's leasehold interest and extent of the loss of use thereof suffered by Tenant. In no event shall Landlord have any liability damage for damages to Tenant for inconvenience, annoyance or business interruption of business arising from such exercise of the power of eminent domainand similar claims. (bB) If any part less than a substantial portion of the Buildings are Premises shall be taken by any exercise in the manner aforesaid, this Lease shall continue in full force and effect with respect to the remaining portion of the right of eminent domainPremises, then Landlord but shall cease and the parties shall have the right as aforesaid with respect to terminate this Lease the portion so taken; provided, however, the Base Rent (even if Landlord’s entire interest but not Additional Charges) shall be reduced in proportion to such taking. If the Premises may have been divestedparties are unable to agree with respect to such reduction, an independent appraiser shall be appointed to make such determination. If the parties are unable to agree on an independent appraiser, each shall appoint its own independent appraiser and the Base Rent reduction shall be the average (arithmetic mean) by giving notice of Landlord’s election so to do within ninety (90) days after the occurrence of the effective reductions suggested by such appraisers. (C) If either of the events set forth in Paragraphs (A) and (B) above shall occur, Rent shall be apportioned or adjusted as the case may be, as of the date of such taking, whereupon this Lease . No compensation shall terminate thirty (30) days after be payable by the date of such notice with Lessor to the same force and effect as if such date were the date originally established Lessee for the expiration right of cancellation under Paragraph (A) or (B) and the Term of this Lease. (c) If this Lease shall not be terminated pursuant to Section 11.4(b), Landlord shall thereafter use due diligence to restore the Premises (excluding any Alterations made by Tenant pursuant to Section 5.2) to proper condition for Tenant’s use and occupation, provided that Landlord’s obligation shall be limited to the amount of compensation recoverable by Landlord from the taking authority. If, for any reason, such restoration shall not be substantially completed within six (6) months after the expiration of the ninety (90) day period referred to in Section 11.4(b) (which six month period may be extended for such periods of time as Landlord is prevented from proceeding with or completing such restoration for any cause beyond Landlord’s reasonable control, but in no event for more than an additional three (3) months), Tenant Lessee shall have the no right to terminate this Lease by giving notice to Landlord thereof within thirty (30) days after share in the expiration of such period (as so extended). Upon the giving of such notice, this Lease shall cease and come to an end thirty (30) days after the giving of such notice, without further liability or obligation on the part of either party unless, within such thirty (30) day period, Landlord substantially completes such restoration. Such right of termination shall be Tenant’s sole and exclusive remedy at law condemnation award or in equity for Landlord’s failure so to complete such restoration. (d) Landlord shall have and hereby reserves and excepts, and Tenant hereby grants and assigns to Landlord, all rights to recover any judgment for damages to caused by the Property and the leasehold interest hereby created, and to compensation accrued or hereafter to accrue by reason of such taking, and by way of confirming the foregoing, Tenant hereby grants and assigns, and covenants with Landlord to grant and assign to Landlord, all rights to such damages or compensation, and covenants to deliver such further assignments and assurances thereof except as Landlord may from time to time requestset forth in Paragraph (A) above. Nothing contained herein in this paragraph shall be construed preclude an award being made to prevent Tenant from prosecuting in any condemnation proceedings a claim Lessee for the value loss of any business or depreciation to and cost of Tenant’s Removable Property installed in the Premises by Tenant at Tenant’s expense and for relocation expenses, provided that such action shall not affect the amount removal of compensation otherwise recoverable by Landlord from the taking authorityequipment or fixtures.