Common use of Holding Over Clause in Contracts

Holding Over. It is hereby agreed that in the event of Tenant holding over after the termination of this Lease, by lapse of time or otherwise, thereafter the tenancy shall be from month to month in the absence of a written agreement to the contrary, and Tenant shall pay to Landlord a monthly occupancy charge equal to (i) for the first sixty (60) days of holdover, one hundred twenty-five percent (125%) of the monthly Basic Rental payable hereunder for the last lease year, and (ii) for any holdover beyond said sixty (60) days, one hundred fifty percent (150%) of the monthly Basic Rental payable hereunder for the last lease year (plus all other charges payable by Tenant under this Lease) such occupancy charges to be payable from the expiration or termination of this Lease until the end of the calendar month in which the Premises are delivered to Landlord in the condition required herein. If Landlord shall enter into a new lease or amend an existing lease for premises in the Building for all or a portion of the Premises at the end of the Term of this Lease, Landlord shall so notify Tenant and if Tenant fails to vacate and deliver all or such portion of the Premises to Landlord within sixty (60) days after receipt of such notice (but in no event prior to the expiration or earlier termination of this Lease), Tenant shall be responsible for any and all damages actually and reasonably incurred by Landlord as a result of Tenant’s failure to so vacate and deliver the Premises or such portion thereof (including the loss of such lease or amendment).

Holding Over. It is hereby agreed that in the event of If Tenant holding holds over after the termination expiration of this Leasethe Lease Term hereof, by lapse with or without the express or implied consent of time or otherwiseLandlord, thereafter the such tenancy shall be from month-to-month to month in the absence of a written agreement to the contraryonly, and Tenant shall pay to Landlord not constitute a renewal hereof or an extension for any further term, and in such case Base Rent shall be payable at a monthly occupancy charge rate equal to (i) for the first sixty two (602) days of holdover, one hundred twenty-five percent (125%) months of the monthly Basic Rental payable hereunder for the last lease year, and (ii) for any holdover beyond said sixty (60) daysholdover, one hundred fifty percent (150%) of the monthly Basic Rental payable hereunder Base Rent applicable during the last rental period of the Lease Term under this Lease and (ii) for the remainder of the holdover period, two hundred percent (200%) of the Base Rent applicable during the last lease year (plus all other charges payable by Tenant rental period of the Lease Term under this Lease. Such month-to-month tenancy shall be subject to every other term, covenant and agreement contained herein. Landlord hereby expressly reserves the right to require Tenant to surrender possession of the Premises to Landlord as provided in this Lease upon the expiration or other termination of this Lease. The provisions of this Article 16 shall not be deemed to limit or constitute a waiver of any other rights or remedies of Landlord provided herein or at law. Tenant acknowledges that if Tenant holds over without Landlord's consent, such holding over may compromise or otherwise affect Landlord's ability to enter into new leases with prospective tenants regarding the Premises. If Landlord provides Tenant with at least thirty (30) days prior written notice that Landlord has a signed proposal or lease from a succeeding tenant to lease the Premises, and if Tenant fails to surrender the Premises upon the later of (i) the date of expiration of such occupancy charges to be payable from thirty (30) day period, or (ii) the date of expiration or termination of this Lease until the end of the calendar month Lease, Tenant agrees to protect, indemnify, defend and hold Landlord harmless from all costs (including reasonable attorneys' fees), losses, expenses and liabilities resulting from such failure, including without limitation, claims made by any succeeding tenant and/or real estate brokers in which the Premises are delivered connection with such failure to surrender, and any lost profits to Landlord in the condition required herein. If Landlord shall enter into a new lease or amend an existing lease for premises in the Building for all or a portion of the Premises at the end of the Term of this Lease, Landlord shall so notify Tenant and if Tenant fails to vacate and deliver all or such portion of the Premises to Landlord within sixty (60) days after receipt of such notice (but in no event prior to the expiration or earlier termination of this Lease), Tenant shall be responsible for any and all damages actually and reasonably incurred by Landlord as a result of Tenant’s failure to so vacate and deliver the Premises or such portion thereof (including the loss of such lease or amendment)resulting therefrom.

Holding Over. It is hereby agreed that in the event of Tenant holding over after the termination of this Lease, by lapse of time or otherwise, thereafter the tenancy shall be from month to month in the absence of a written agreement to the contrary, and Tenant shall pay to Landlord a monthly occupancy charge equal to (i) for the first sixty (60) days of holdover, one hundred twenty-five percent (125%) of the monthly Basic Rental payable hereunder for the last lease year, and (ii) for any holdover beyond said sixty (60) days, one hundred fifty percent (150%) of the monthly Basic Rental payable hereunder for the last lease year (plus all other charges payable by Tenant under this Lease) such occupancy charges to be payable from the expiration or termination of this Lease until the end of the calendar month in which the Premises are delivered to Landlord in the condition required herein. If Landlord shall enter into a new lease or amend an existing lease for premises in the Building for all or a portion of the Premises at the end of the Term of this LeaseTerm, Landlord shall so notify Tenant and if Tenant fails to vacate and deliver all or such portion of the Premises to Landlord within sixty (60) days after receipt of such notice (but in no event prior to the expiration or earlier termination of this Lease), Tenant shall be responsible for any and all damages actually and reasonably incurred by Landlord as a result of Tenant▇▇▇▇▇▇’s failure to so vacate and deliver the Premises or such portion thereof (including the loss of such lease or amendment).

Holding Over. It is hereby agreed that If Tenant remains in possession of the event of Tenant holding over Premises after the expiration or earlier termination of this LeaseLease with the express written consent of Landlord, by lapse of time or otherwise, thereafter the tenancy ▇▇▇▇▇▇'s occupancy shall be from a month-to-month to month tenancy at a rent agreed upon by Landlord and Tenant, but in no event less than the absence greater of a written agreement to the contrary, and Tenant shall pay to Landlord a monthly occupancy charge equal to (i) for the first sixty (60) days of holdover, one hundred twenty-five percent (125%) of the monthly Basic Rental payable hereunder for the last lease year, and (ii) for any holdover beyond said sixty (60) days, one hundred fifty percent (150%) of the monthly Basic Rental Monthly Rent and Additional Rent payable hereunder for under this Lease during the last lease year (plus all other charges payable by Tenant under this Lease) such occupancy charges full month prior to be payable from the date of the expiration or termination of this Lease until or (ii) the end of then fair market rental (as reasonably determined by Landlord) for the calendar month in which the Premises are delivered to Landlord Premises. Except as provided in the condition required herein. If Landlord preceding sentence, the month-to-month tenancy shall enter into a new lease or amend an existing lease for premises in be on the Building for all or a portion of the Premises at the end of the Term terms and conditions of this Lease, Landlord except that any renewal options, expansion options, rights of first refusal, rights of first negotiation or any other rights or options pertaining to additional space in the Building contained in this Lease shall so notify be deemed to have terminated and shall be inapplicable thereto. ▇▇▇▇▇▇▇▇'s acceptance of rent after such holding over with ▇▇▇▇▇▇▇▇'s written consent shall not result in any other tenancy or in a renewal of the original term of this Lease. If Tenant and if Tenant fails to vacate and deliver all or such portion remains in possession of the Premises to Landlord within sixty (60) days after receipt of such notice (but in no event prior to the expiration or earlier termination of this Lease)Lease without Landlord's consent, ▇▇▇▇▇▇'s continued possession shall be on the basis of a tenancy at sufferance and Tenant shall be responsible pay as Monthly Rent during the holdover period an amount equal to the greater of (i) one hundred fifty percent (150%) of the fair market rental (as reasonably determined by Landlord) for any and all damages actually and reasonably incurred by Landlord as a result of Tenant’s failure to so vacate and deliver the Premises or such portion thereof (including ii) two hundred percent (200%) of the loss Monthly Rent and Additional Rent payable under this Lease for the last full month prior to the date of such lease expiration or amendment)termination.

Holding Over. It is hereby agreed that in Should Tenant (or any subtenant, assignee or other party occupying the event Premises by, through, under, or with the permission of Tenant holding Tenant), without ▇▇▇▇▇▇▇▇’s written consent, hold over after the termination of this Lease, by lapse Tenant shall, at Landlord’s option, become either a tenant at sufferance or a month-to-month tenant upon each and all of time or otherwisethe terms herein provided as may be applicable to such a tenancy and any such holding over shall not constitute an extension of this Lease. During such holding over, thereafter the tenancy shall be from month to month in the absence of a written agreement to the contrary, and Tenant shall pay to Landlord a monthly occupancy charge in advance, monthly, Basic Rental in an amount equal to the greater of (i) for the first sixty (60) days of holdover, one hundred twenty-five percent (125%) 200% of the monthly Basic Rental Rental, calculated at the rate payable hereunder for under the last lease yearterms of this Lease immediately prior to the commencement of such holding over, and (ii) the fair market rental value of the Premises, plus in each case all Additional Rent payable under this Lease during such holdover period and measured from the day on which Tenant’s hold-over commences and terminating on the day on which Tenant vacates the Premises. Notwithstanding the foregoing, for the first thirty (30) days of any holdover beyond said sixty holding over, the reference to 200% of the Basic Rental in clause (60) days, one hundred fifty percent (150%i) of this Article 5 shall instead be 150% of the monthly Basic Rental payable hereunder for Rental. Nothing contained in this Article 5 shall be construed as consent by Landlord to any holding over of the last lease year (plus all other charges payable Premises by ▇▇▇▇▇▇, and Landlord expressly reserves the right to require Tenant under to surrender possession of the Premises to Landlord as provided in this Lease) such occupancy charges Lease upon the expiration or earlier termination of the Term. If ▇▇▇▇▇▇ fails to be payable from surrender the Premises upon the expiration or termination of this Lease until the end of the calendar month in which the Premises are delivered to Landlord in the condition required herein. If Landlord shall enter into a new lease or amend an existing lease for premises in the Building for all or a portion of the Premises at the end of the Term of this Lease, ▇▇▇▇▇▇ agrees to indemnify, defend and hold Landlord shall so notify harmless from and against all costs, loss, expense or liability, including without limitation, claims made by any succeeding tenant and real estate brokers claims and attorney’s fees and costs, provided, however, that Tenant and if Tenant fails to vacate and deliver all or such portion of the Premises to Landlord within sixty (60) days after receipt of such notice (but in no event prior to the expiration or earlier termination of this Lease), Tenant shall will not be responsible liable for any and all consequential damages actually and reasonably incurred suffered by Landlord as a result on account of Tenant’s failure to so vacate and deliver holding over in the Premises or unless such portion thereof holding over continues for more than thirty (including the loss of such lease or amendment)30) days.

Holding Over. It is hereby agreed that If Tenant remains in possession of the event of Tenant holding over Premises ------------ after the expiration or earlier termination of this LeaseLease with the express written consent of Landlord (which consent may be withheld in Landlord's sole discretion), by lapse of time or otherwise, thereafter the tenancy Tenant's occupancy shall be from a month-to-month to month in the absence of tenancy at a written agreement rent equal to the contrary, and Tenant shall pay to Landlord a monthly occupancy charge equal to greater of (i) for the first sixty thirty (6030) days of holdoverany such holdover period, one hundred twenty-five percent (125%), and for each day of the holdover period thereafter, one hundred fifty percent (150%), of the Monthly Rent and Additional Rent payable under this Lease during the last full month prior to the date of the expiration of this Lease or (ii) the then fair market rental (as reasonably determined by Landlord) for the Premises; provided, however, if Landlord and Tenant agree in writing that a different monthly rent shall apply during such month-to-month tenancy, then the monthly rent specified in such written agreement shall instead apply. Except as provided in the preceding sentence, the month-to-month tenancy shall be on the terms and conditions of this Lease, except that any renewal options, expansion options, rights of first refusal, rights of first negotiation or any other rights or options pertaining to additional space in the Building contained in this Lease shall be deemed to have terminated and shall be inapplicable thereto. Landlord's acceptance of rent after such holding over with Landlord's written consent shall not result in any other tenancy or in a renewal of the original term of this Lease. If Tenant remains in possession of the Premises after the expiration or earlier termination of this Lease without Landlord's consent as required above, Tenant's continued possession shall be on the basis of a tenancy at sufferance and Tenant shall pay as Monthly Rent during the holdover period an amount equal to the greater of (i) one hundred twenty-five percent (125%) of the monthly Basic Rental payable hereunder fair market rental (as reasonably determined by Landlord) for the last lease year, and Premises or (ii) for any holdover beyond said sixty (60) days, one two hundred fifty percent (150200%) of the monthly Basic Rental Monthly Rent and Additional Rent payable hereunder under this Lease for the last lease year (plus all other charges payable by Tenant under this Lease) such occupancy charges to be payable from the expiration or termination of this Lease until the end of the calendar full month in which the Premises are delivered to Landlord in the condition required herein. If Landlord shall enter into a new lease or amend an existing lease for premises in the Building for all or a portion of the Premises at the end of the Term of this Lease, Landlord shall so notify Tenant and if Tenant fails to vacate and deliver all or such portion of the Premises to Landlord within sixty (60) days after receipt of such notice (but in no event prior to the date of such expiration or earlier termination of this Lease), Tenant shall be responsible for any and all damages actually and reasonably incurred by Landlord as a result of Tenant’s failure to so vacate and deliver the Premises or such portion thereof (including the loss of such lease or amendment)termination.

Holding Over. It is hereby agreed that All terms and conditions of the Master Lease shall control in the event that Subtenant fails to yield up immediate possession of Tenant holding over after the Premises upon the termination or expiration of this Lease, by lapse of time or otherwise, thereafter the Sublease except that any tenancy at sufferance shall be from month to month in the absence of a written agreement to the contrary, and Tenant shall pay to Landlord a monthly occupancy charge include rent charges equal to (i) for the first sixty (60) days of holdover, one hundred twenty-five percent (125%) of the monthly Basic Rental payable hereunder for the last lease year, and (ii) for any holdover beyond said sixty (60) days, one hundred fifty percent (150%) of the monthly Basic Rental payable hereunder Base Rent paid hereunder. Notwithstanding the foregoing, the provisions of this Section shall not apply in the event that Subtenant has executed a direct lease for the last lease year (plus all other charges payable by Tenant under this Lease) such Premises with Prime Landlord that extends Subtenant’s occupancy charges to be payable from of the entire Premises after the expiration or termination of this Lease until the end of the calendar month in which the Premises are delivered to Landlord in the condition required hereinSublease. If Landlord shall enter into a new lease or amend an existing lease for premises (i) Subtenant remains in the Building for all or a portion possession of the Premises at upon the end termination of the Term of this Master Lease, Landlord shall so notify Tenant and if Tenant fails to vacate and deliver all or such portion (ii) Sublandlord returns possession of the Master Premises other than the Premises (the “Remainder Premises”) to Prime Landlord within sixty (60) days after receipt of such notice (but in no event prior to upon the expiration or earlier termination of this Master Lease), Tenant shall be and (iii) Sublandlord is responsible for to pay holdover rent or incurs any and all damages actually and reasonably incurred by Landlord costs pursuant to Section 24 of the Master Lease on the Master Premises or on the Premises as a result of TenantSubtenant’s failure to so vacate and deliver remaining in possession of the Premises or such portion thereof (including after the loss termination of the Master Lease, then Subtenant shall indemnify Sublandlord for Sublandlord’s indemnity obligations as “Tenant” under the Master Lease with respect to the Remainder Premises and the Premises for any claims arising from the Subtenant’s holding over. Subtenant’s liability for a holdover event for which Sublandlord does not hold over on the Remainder Premises but Subtenant does hold over on the Premises as described in the immediately preceding sentence, shall be equal to all damages owed to Master Landlord by Sublandlord as Tenant, under Section 22 of the Master Lease, which includes 100% of the holdover rent then due under the Master Lease. Subtenant’s liability for a holdover event for which Sublandlord holds over on the Remainder Premises and Subtenant also holds over on the Premises shall be calculated as a prorata percentage interest based upon a formula that is equal to the square footage of the Premises leased by Subtenant under this Sublease divided by the square footage of the total premises that are leased by Sublandlord under its Master Lease with Landlord as of the time of such lease or amendment)indemnification.

Holding Over. It is hereby agreed that in the event of Tenant holding over after the Upon expiration or earlier termination of this Lease, Tenant shall promptly vacate the Premises, leaving the Premises in the condition required hereunder. Unless otherwise expressly agreed in writing, if Tenant remains in possession of all or any portion of the Premises after expiration or termination of the Lease Term (as this Lease may be extended pursuant to Section 2.2 above) with Landlord’s consent, such possession by lapse of time or otherwise, thereafter the tenancy Tenant shall be from deemed to be a month-to-month tenancy of the space then occupied by Tenant (the “Occupied Space”) terminable by either party, effective on the first day of the month following thirty (30) days’ advance written notice. All provisions of this Lease, except those pertaining to month in the absence of a written agreement Term and Base Rent, shall apply to the contrarymonth-to-month tenancy of the Occupied Space. If Tenant holds over with the Landlord’s consent, and during any holdover term, Tenant shall pay to Landlord a monthly occupancy charge Base Rent for the Occupied Space in an amount equal to the then applicable fair market rental value for the Occupied Space, but in no event shall Tenant pay at a rate less than the Base Rent payable immediately prior to such holdover term. If Tenant holds over without Landlord’s consent, then during any holdover term, Tenant will pay a proportionate amount of the Base Rent for the Occupied Space at the rate applicable to the Occupied Space in an amount (ia) for the first sixty (60) days of holdover, equal to one hundred twenty-twenty five percent (125%) of Base Rent for the monthly Basic Rental payable hereunder Occupied Space for the last lease year, full calendar month during the regular or extended Lease Term and (iib) for any holdover beyond said after the first sixty (60) daysdays of holdover, equal to one hundred fifty percent (150%) of Base Rent for the monthly Basic Rental payable hereunder Occupied Space for the last lease year full calendar month during the regular or extended Lease Term, plus (c) one hundred percent (100%) of Tenant’s Pro Rata Share of Additional Rent allocable to the Occupied Space, plus all (d) any other charges payable amounts due under the Lease, but except as specifically otherwise provided in this Article 21, Tenant shall not be liable for any consequential damages arising from or relating to Landlord’s lost business opportunities or otherwise. Acceptance by Tenant under Landlord of Rents and/or other amounts due during any period of Tenant’s holdover shall not result in a renewal of this Lease) such occupancy charges to be payable from the expiration or termination . The provisions of this Lease until the end Article 21 are in addition to and do not affect Landlord’s right of the calendar month re-entry or any other rights of Landlord hereunder or as otherwise provided by law; provided, however, Tenant’s liability for rental payments in which the Premises are delivered to Landlord in the condition required herein. If Landlord shall enter into a new lease or amend an existing lease for premises in the Building for all or a portion connection with Tenant’s holdover of the Premises at the end of the Term of without consent is limited as stated in this Lease, Article 21. Landlord shall so notify give Tenant and if Tenant fails to vacate and deliver all or such portion of the Premises to Landlord written notice within sixty ten (6010) days after receipt Landlord has a new tenant (“New Tenant”) for the Premises or any portion thereof (“New Tenant Space”). If Tenant holds over in the New Tenant Space without the consent of Landlord, and such notice (but in no event prior holdover causes Landlord to default under, or is otherwise the direct cause of damages suffered by Landlord under the terms of the lease between Landlord and New Tenant with respect to the expiration or earlier termination of this Lease)New Tenant Space, then Tenant shall be responsible indemnify Landlord for any Landlord’s actual out-of-pocket losses, costs, damages, and all damages actually and reasonably expenses incurred by Landlord as a result of in connection with the New Tenant’s failure to so vacate and deliver lease of the Premises or such portion thereof (including the loss of such lease or amendment)New Tenant Space.

Holding Over. It is hereby agreed that in the event of If Tenant holding holds over after the termination expiration of this Leasethe Lease Term with the express written consent of Landlord, by lapse of time or otherwise, thereafter the such tenancy shall be from month-to-month to month in the absence of a written agreement to the contraryonly, and Tenant shall pay to Landlord not constitute a renewal hereof or an extension for any further term, and in such case Base Rent shall be payable at a monthly occupancy charge equal to rate of (i) for the first sixty (60) days of holdover, one hundred twenty-five percent (125%) of the monthly Basic Rental payable hereunder for the last lease year, and (ii) for any holdover beyond said sixty (60) days, one hundred fifty percent (150%) of the monthly Basic Rental payable hereunder Base Rent applicable during the last rental period of the Lease Term under this Lease for the first (1st) month of any such holdover; (ii) one hundred seventy-five percent (175%) of the Base Rent applicable during the last lease year (plus all other charges payable by Tenant rental period of the Lease Term under this LeaseLease for the second (2nd) month of any such occupancy charges holdover; and (iii) two hundred percent (200%) of the Base Rent applicable during the last rental period of the Lease Term under this Lease thereafter. Such month-to-month tenancy shall be subject to every other applicable term, covenant and agreement contained herein. If Tenant holds over after the expiration of the Lease Term without the express written consent of Landlord, such tenancy shall be payable from a tenancy at sufferance, and shall not constitute a renewal hereof or an extension for any further term, and in such case daily damages in any action to recover possession of the Premises shall be calculated at a daily rate equal to (i) one hundred fifty percent (150%) of the Base Rent applicable during the last rental period of the Lease Term under this Lease for the first (1st) month of any such holdover; (ii) one hundred seventy-five percent (175%) of the Base Rent applicable during the last rental period of the Lease Term under this Lease for the second (2nd) month of any such holdover; and (iii) two hundred percent (200%) of the Base Rent applicable during the last rental period of the Lease Term under this Lease (calculated on a per diem basis) thereafter. Nothing contained in this Article 16 shall be construed as consent by Landlord to any holding over by Tenant, and Landlord expressly reserves the right to require Tenant to vacate and deliver possession of the Premises to Landlord as provided in this Lease upon the expiration or other termination of this Lease until Lease. The provisions of this Article 16 shall not be deemed to limit or constitute a waiver of any other rights or remedies of Landlord provided herein or at law. If Tenant holds over without Landlord’s express written consent, and tenders payment of rent for any period beyond the end expiration of the calendar Lease Term by way of check (whether directly to Landlord, its agents, or to a lock box) or wire transfer, Tenant acknowledges and agrees that the cashing of such check or acceptance of such wire shall be considered inadvertent and not be construed as creating a month-to-month in which the Premises are delivered tenancy, provided Landlord refunds such payment to Landlord in the condition required hereinTenant promptly upon learning that such check has been cashed or wire transfer received. If Landlord shall Tenant acknowledges that any holding over without Landlord’s express written consent may compromise or otherwise affect Landlord’s ability to enter into a new lease or amend an existing lease for premises in leases with prospective tenants regarding the Building for all or a portion of the Premises at the end of the Term of this LeasePremises. Therefore, Landlord shall so notify Tenant and if Tenant fails to vacate and deliver all or such portion of the Premises to Landlord within sixty (60) days after receipt of such notice (but in no event prior to upon the termination or expiration or earlier termination of this Lease), in addition to any other liabilities to Landlord accruing therefrom, Tenant shall be responsible for protect, defend, indemnify and hold Landlord harmless from and against all claims made by any and all damages actually and reasonably incurred by Landlord as a result of Tenant’s succeeding tenant founded upon such failure to so vacate and deliver deliver, and any losses suffered by Landlord, including lost profits, resulting from such failure to vacate and deliver. Tenant agrees that any proceedings necessary to recover possession of the Premises Premises, whether before or such portion thereof (including after expiration of the loss Lease Term, shall be considered an action to enforce the terms of such lease or amendment)this Lease for purposes of the awarding of any attorney’s fees in connection therewith.

Holding Over. It is hereby agreed that in Tenant shall pay Landlord for each day Tenant retains possession of the event Premises or part of them after termination of this Lease by lapse of time or otherwise at the rate (“Holdover Rate”) which shall be One Hundred Fifty Percent (150%) of the amount of the Annual Rent for the last period prior to the date of such termination plus all Rent Adjustments under Article 4, prorated on a daily basis, and also pay all damages sustained by Landlord by reason of such retention; provided, however, if Tenant holding over provides at least six (6) months prior written notice to Landlord of its intention to retain possession of the Premises after the termination of this Lease, then during the first thirty (30) days of any such holdover period, Tenant shall pay Landlord for each day Tenant retains possession of the Premises or part of them after termination of this Lease the amount of the Annual Rent for the last period prior to the date of such termination plus all Rent Adjustments under Article 4, prorated on a daily basis, and Tenant shall not be liable for any damages sustained by lapse Landlord by reason of time or otherwisesuch retention during such thirty (30) day period. If Landlord gives notice to Tenant of Landlord’s election to such effect, thereafter the tenancy such holding over shall be constitute renewal of this Lease for a period from month to month in at the absence Holdover Rate, but if the Landlord does not so elect, no such renewal shall result notwithstanding acceptance by Landlord of any sums due hereunder after such termination; and instead, a written agreement tenancy at sufferance at the Holdover Rate shall be deemed to the contraryhave been created. In any event, and Tenant no provision of this Article 14 shall pay be deemed to Landlord a monthly occupancy charge equal to (i) for the first sixty (60) days waive Landlord’s right of holdover, one hundred twenty-five percent (125%) of the monthly Basic Rental payable hereunder for the last lease year, and (ii) for reentry or any holdover beyond said sixty (60) days, one hundred fifty percent (150%) of the monthly Basic Rental payable hereunder for the last lease year (plus all other charges payable by Tenant right under this Lease) such occupancy charges to be payable from the expiration Lease or termination of this Lease until the end of the calendar month in which the Premises are delivered to Landlord in the condition required herein. If Landlord shall enter into a new lease or amend an existing lease for premises in the Building for all or a portion of the Premises at the end of the Term of this Lease, Landlord shall so notify Tenant and if Tenant fails to vacate and deliver all or such portion of the Premises to Landlord within sixty (60) days after receipt of such notice (but in no event prior to the expiration or earlier termination of this Lease), Tenant shall be responsible for any and all damages actually and reasonably incurred by Landlord as a result of Tenant’s failure to so vacate and deliver the Premises or such portion thereof (including the loss of such lease or amendment)law.

Holding Over. It If possession of the Premises is hereby agreed that in not surrendered to Landlord on the event of Tenant holding over after the Expiration Date or earlier 7 termination of this Lease, by lapse of time or otherwise, thereafter the tenancy shall be from month to month in the absence of a written agreement to the contrary, and then Tenant shall pay to Landlord on account of use and occupancy of the 8 Premises, for each month (or any portion thereof) during which Tenant (or a monthly occupancy charge Person claiming by, through 9 or under Tenant) holds over in the Premises after the Expiration Date, an amount equal to the greater of 10 one and one-half (1.5) times: (i) for the first sixty (60) days of holdover, one hundred twenty-five percent (125%) aggregate Rental that was payable under this Lease during the last 11 month of the monthly Basic Rental payable hereunder for the last lease year, Term; and (ii) for any holdover beyond said sixty (60) days, one hundred fifty percent (150%) of the monthly Basic Rental payable hereunder for the last lease year (plus all other charges payable by Tenant under this Lease) such occupancy charges to be payable from the expiration or termination of this Lease until the end of the calendar month in which the Premises are delivered to Landlord in the condition required herein. If Landlord shall enter into a new lease or amend an existing lease for premises in the Building for all or a portion then fair market rental value of the Premises plus the monthly Additional 12 Rent that was payable by ▇▇▇▇▇▇ during the last month of the Term. ▇▇▇▇▇▇▇▇'s right to collect such 13 amount from Tenant for use and occupancy shall be in addition to any other rights or remedies that 14 Landlord may have hereunder or at law or in equity. Nothing contained in this Section 23.01 shall permit 15 Tenant to retain possession of the end Premises after the Expiration Date, or earlier termination date, or limit 16 in any manner ▇▇▇▇▇▇▇▇'s right to regain possession of the Premises, through summary proceedings or 17 otherwise. ▇▇▇▇▇▇▇▇'s acceptance of any payments from Tenant after the Expiration Date, or earlier 18 termination date, shall be deemed to be on account of the amount to be paid by Tenant in accordance with 19 the provisions of this Section 23.01. Tenant expressly waives, for itself and for any person claiming 20 through or under Tenant, any rights that Tenant or any such person may have under the provisions of 21 legal requirements, in connection with any holdover summary proceedings that Landlord may institute to 22 enforce the foregoing provisions of this Article. Tenant shall indemnify, defend and hold harmless 24 without limitation, consequential damages), costs and/or expenses (including, without limitation, 25 attorneys' fees and expenses) resulting from any failure by ▇▇▇▇▇▇ to surrender the Premises in the manner 26 and condition required by this Lease upon the expiration of the Term of this Lease, Landlord shall so notify Tenant and if Tenant fails to vacate and deliver all or such portion of the Premises to Landlord within sixty (60) days after receipt of such notice (but in no event prior to the expiration or earlier termination of this Lease), Tenant shall be responsible for 27 including, without limitation, any and all damages actually and reasonably incurred claims made by Landlord as a result of Tenant’s failure to so vacate and deliver the Premises or any proposed new tenant founded upon such portion thereof (including the loss of such lease or amendment)failure.

Holding Over. It is hereby agreed that If Sub-Subtenant (directly or through any transferee or other successor- in-interest of Sub-Subtenant) remains in possession of all or any part of the event of Tenant holding over Sub-Sublease Premises after the Sub-Sublease Expiration Date or earlier termination of this LeaseSub-Sublease, by lapse of time or otherwisesuch holding over, thereafter the tenancy shall be from month to month in the absence of a an express written agreement to the contrary, and Tenant shall pay be on the basis of a tenancy at the sufferance of Sub-Sublandlord. In such event, Sub-Subtenant shall continue to Landlord a monthly occupancy charge equal to (i) for the first sixty (60) days of holdover, one hundred twenty-five percent (125%) comply with all of the monthly Basic Rental payable hereunder for the last lease yearterms, conditions and (ii) for any holdover beyond said sixty (60) days, one hundred fifty percent (150%) of the monthly Basic Rental payable hereunder for the last lease year (plus all other charges payable by Tenant under this Lease) such occupancy charges to be payable from the expiration or termination covenants of this Lease until Sub-Sublease as though the end of the calendar Sub-Sublease Term had continued, except that such tenancy at sufferance shall be terminable by Sub-Sublandlord at any time and Rent shall be paid for each month in (or portion thereof) during which the Premises are delivered to Landlord Sub-Subtenant holds over in the condition required herein. If Landlord shall enter into a new lease or amend an existing lease for premises in the Building for all or a portion of the Sub-Sublease Premises at the end of the Term of this Lease, Landlord shall so notify Tenant and if Tenant fails to vacate and deliver all or such portion of the Premises to Landlord within sixty (60) days after receipt of such notice (but in no event prior to the expiration or earlier termination of this Lease)Sub-Sublease, Tenant in an amount equal to 150% of the monthly Base Sub-Sublease Rent due under this Sub-Sublease, plus all other amounts that would otherwise have been payable as Additional Rent had the Sub-Sublease Term continued through the period of such holding over. If Sub-Subtenant fails to surrender the Sub-Sublease Premises on the Sub-Sublease Expiration Date or earlier termination of this Sub-Sublease, in addition to any other liabilities to Sub-Sublandlord accruing therefrom, Sub-Subtenant shall be responsible indemnify and hold Sub-Sublandlord harmless from all loss or liability resulting from such failure, including without limitation (i) any claims of Master Landlord against Sub-Sublandlord for any and all damages actually and reasonably incurred by Landlord as a result of Tenant’s failure to so vacate surrender the Sub-Sublease Premises at the time and deliver in the manner required under the Master Lease or for violating any term of the Master Lease, (ii) any claims of Chinook against Sub-Sublandlord for failure to surrender the Sub-Sublease Premises at the time and in the manner required under the Perfect Day Sublease or for violating any term of the Perfect Day Sublease, and (iii) any claims made by any succeeding tenant or other third party based upon such portion thereof (including failure. This indemnification obligation shall survive the loss expiration or earlier termination of such lease this Sub-Sublease. The provisions of this Section 4.11 are in addition to and do not limit Sub-Sublandlord’s rights or amendment)Sub-Subtenant’s obligations under this Sub-Sublease.

Holding Over. It 22.1 Tenant acknowledges that it is hereby agreed extremely important that in Landlord have substantial advance notice of the event of date on which Tenant holding over after will vacate the Premises, and that if Tenant fails to surrender the Premises or any portion thereof at the expiration or earlier termination of this Leasethe Lease Term or upon Landlord’s re-entry following an Event of Default, then it will be conclusively presumed that the value to Tenant of remaining in possession, and the loss that will be suffered by lapse Landlord as a result thereof, far exceed the Base Rent and additional rent that would have been payable had the Lease Term continued during such holdover period. Therefore, if Tenant (or anyone claiming through or under Tenant) does not immediately surrender the Premises or any portion thereof upon the expiration or earlier termination of time the Lease Term or otherwiseupon Landlord’s re-entry following an Event of Default, thereafter then the tenancy rent payable by Tenant hereunder shall be from month increased to month in equal (1) for each of the absence first (1st) and second (2nd) months of a written agreement to such holdover, the contrary, and Tenant shall pay to Landlord a monthly occupancy charge equal to greater of (i) for the first sixty (60) days of holdover, one hundred twenty-five percent (125%) of the monthly Basic Rental payable hereunder fair market rent for the last lease yearentire Premises, and or (ii) for any holdover beyond said sixty (60) days, one hundred fifty twenty-five percent (150125%) of the monthly Basic Rental payable hereunder then fully escalated Base Rent and additional rent, and (2) for each month of holdover thereafter, the greater of (x) two hundred percent (200%) of the fair market rent for the last lease year entire Premises, or (plus all other charges payable y) two hundred percent (200%) of the then fully escalated Base Rent and additional rent. Such rent shall be computed by Landlord and paid by Tenant under this Lease) such occupancy charges to on a monthly basis and shall be payable from on the expiration or termination first day of this Lease such holdover period and the first day of each calendar month thereafter during such holdover period until the end of the calendar month in which the Premises are delivered to Landlord in the condition required hereinhave been vacated. If Landlord shall enter into a new lease or amend an existing lease for premises in the Building for all or a portion of the Premises at the end of the Term Notwithstanding any other provision of this Lease, Landlord Landlord’s acceptance of such rent shall so notify not in any manner adversely affect Landlord’s other rights and remedies, including Landlord’s right to evict Tenant and if Tenant fails to vacate recover all damages, and deliver all or such portion of the Premises to Landlord within sixty (60) days after receipt of such notice (but in no event prior to the expiration or earlier termination of this Lease), Tenant shall be responsible for save Landlord, its agents and employees, harmless and will exonerate, defend and indemnify Landlord, its agents and employees, from and against any and all damages actually and reasonably incurred by which Landlord as a result may suffer on account of Tenant’s failure to so vacate and deliver hold-over in the Premises after the expiration or prior termination of the Lease Term; provided, however, that consequential damages shall be available only if the holdover persists for more than thirty (30) days. Any such portion thereof (including holdover shall be deemed to be a tenancy at sufferance and not a tenancy at will. In no event shall any holdover be deemed a permitted extension or renewal of the loss Lease Term, and nothing contained herein shall be construed to constitute Landlord’s consent to any holdover or to give Tenant any right with respect thereto. The provisions of such lease this Section 22.1 expressly survive termination of the Lease or amendment)of Tenant’s right to possession.

Holding Over. It is hereby agreed that in the event of Tenant holding Should Tenant, without Landlord's written consent, hold over after the termination of this Lease, by lapse Tenant shall become a tenant from month-to-month, only upon each and all of time or otherwise, thereafter the tenancy shall terms herein provided as may be from applicable to a month-to-month to month in the absence of a written agreement to the contrarytenancy, and any such holding over shall not constitute an extension of this Lease. During such holding over, Tenant shall pay to Landlord a in advance, monthly occupancy charge equal to rent at (ia) for the first sixty (60) days of holdover, one hundred twenty-five percent (125%) for the first month of the monthly Basic Rental payable hereunder for the last lease year, holdover period and (iib) for any holdover beyond said sixty (60) days, one hundred fifty percent (150%) for each month thereafter, of the monthly Basic Rental payable hereunder rate in effect for the last lease year (plus month of the term of this Lease, in addition to, and not in lieu of, all other charges payable payments required to be made by Tenant under hereunder, including, but not limited to, Tenant's Proportionate Share of any Excess. Nothing contained in this Lease) such occupancy charges Article 5 shall be construed as consent by Landlord to be payable from any holding over of the Premises by Tenant, and Landlord expressly reserves the right to require Tenant to surrender possession of the Premises to Landlord as provided in this Lease upon the expiration or earlier termination of the Term. If Tenant fails to surrender the Premises upon the expiration or termination of this Lease until the end of the calendar month in which the Premises are delivered to Landlord in the condition required herein. If Landlord shall enter into a new lease or amend an existing lease for premises in the Building for all or a portion of the Premises at the end of the Term of this Lease, Tenant agrees to indemnify, defend and hold Landlord shall so notify Tenant harmless from all costs after 30 days of holding over, loss, expense or liability, including without limitation, claims made by any succeeding tenant and if Tenant fails to vacate real estate brokers claims and deliver all or such portion of the Premises to Landlord within sixty (60) days after receipt of such notice (but in no event prior to the expiration or earlier termination of this Lease), Tenant shall be responsible for any and all damages actually and reasonably incurred by Landlord as a result of Tenant’s failure to so vacate and deliver the Premises or such portion thereof (including the loss of such lease or amendment)attorneys' fees.

Holding Over. It is hereby agreed that in (a) If Tenant retains possession of any portion of the event of Tenant holding over Premises after the expiration or the earlier termination of this Lease, by lapse of time or otherwisethen, thereafter the tenancy shall be from month to month in the absence of a written agreement unless City expressly agrees to the contraryHoldover in writing, Tenant will be a tenant at sufferance and Tenant shall will pay to Landlord a monthly occupancy charge City pay Base Rent equal to (i) for the first sixty (60) days of holdover, one hundred twenty-five percent (125%) of the monthly Basic Rental payable hereunder for the last lease year, and (ii) for any holdover beyond said sixty (60) days, one hundred fifty percent (150%) of the monthly Basic Rental payable hereunder for the last lease year (plus all other charges latest Base Rent payable by Tenant before the expiration or termination of the Lease, [together with one hundred fifty percent (150%) of the Percentage Rent shown in the Basic Lease Information, and ]together with an amount estimated by City for the Additional Charges, and will otherwise be on the terms and conditions specified in this Lease so far as applicable (except for those pertaining to the Term and any Extension Options). Any failure by Tenant to surrender, discontinue using, or, if required by City, any failure to remove any property or equipment following written demand by City, will constitute Tenant’s holding over without City’s consent for purposes of this Section. Tenant acknowledges that the foregoing provisions do not serve as permission for the Tenant to hold over or serve to extend the Term. Any Holdover without City’s consent will constitute a default by Tenant and entitle City to exercise any or all of its remedies, notwithstanding that City may elect to accept one or more payments of Rent, and whether or not the amounts are at the holdover rate specified above or the rate in effect at the end of the Term. (b) Any holding over after the expiration of the Term with City’s express written consent will be construed to automatically extend the Term on a month-to-month basis at a Base Rent equal to one hundred fifty percent (150%) of the latest Base Rent payable by Tenant before the expiration, [together with one hundred fifty percent (150%) of the Percentage Rent shown in the Basic Lease Information, and ] together with an amount estimated by City for the monthly Additional Charges, and will otherwise be on the terms and conditions specified in this Lease so far as applicable (except for those pertaining to the Term and any Extension Options). (c) Tenant’s obligations under this Lease) such occupancy charges to be payable from Section will survive the expiration or termination of this Lease until the end of the calendar month in which the Premises are delivered to Landlord in the condition required herein. If Landlord shall enter into a new lease or amend an existing lease for premises in the Building for all or a portion of the Premises at the end of the Term of this Lease, Landlord shall so notify Tenant and if Tenant fails to vacate and deliver all or such portion of the Premises to Landlord within sixty (60) days after receipt of such notice (but in no event prior to the expiration or earlier termination of this Lease), Tenant shall be responsible for any and all damages actually and reasonably incurred by Landlord as a result of Tenant’s failure to so vacate and deliver the Premises or such portion thereof (including the loss of such lease or amendment).

Holding Over. It is hereby agreed that If Tenant remains in possession of the event of Tenant holding over Premises (or any portion thereof) after the expiration or other termination of this Leasethe Lease Term, by lapse of time or otherwisethen, thereafter the tenancy at Landlord’s option, Tenant shall be from deemed to be occupying the entire Premises as a month- to-month to month in the absence of a written agreement to the contrarytenant only, and Tenant shall pay to Landlord at a monthly occupancy charge rental equal to (ia) for during the first sixty (60) days month of holdoverany such holding over, one hundred twenty-twenty five percent (125%) of the monthly Basic Rental greater of (x) the Annual Fixed Rent and any recurring Additional Rent payable hereunder during the last month of the Lease Term and (y) the then current market rent for the last lease yearPremises, and (iib) for the following two months of any holdover beyond said sixty (60) dayssuch holding over, one hundred fifty percent (150%) of the monthly Basic Rental greater of (x) the Annual Fixed Rent and any recurring Additional Rent payable hereunder during the last month of the Lease Term and (y) the then current market rent for the Premises, and (c) thereafter, one hundred seventy-five percent (175%) of the greater of (x) the Annual Fixed Rent and any recurring Additional Rent payable hereunder during the last lease year month of the Lease Term and (plus y) the then current market rent for the Premises, and otherwise on the terms and conditions set forth in this Lease, as far as applicable. Tenant shall also pay all other charges non-recurring Additional Rent payable under the terms of this Lease, prorated for each month during which Tenant remains in possession if applicable. Landlord waives no rights against Tenant by reason of accepting any holding over by Tenant under and T▇▇▇▇▇ shall defend, indemnify and hold Landlord harmless from and against any and all claims, losses and liabilities for damages resulting from failure to surrender possession upon the Expiration Date, including, without limitation, any claims made by any succeeding tenant and any lost profits, and such obligations shall survive the expiration or sooner termination of this Lease. Notwithstanding the foregoing, provided that Tenant does not hold over in the Premises for more than three (3) months, Landlord hereby waives the right to proceed against Tenant for any claims made by any succeeding tenant, any lost profits and any other consequential damages relating to or arising from such occupancy charges to three (3) month period; it being intended that if Tenant holds over for more than three (3) months, Tenant shall be payable liable for any claims made by any succeeding tenant, any lost profits and any other consequential damages from the commencement of such holdover. The provisions of this Section 20.17 shall not in any way be deemed to (i) permit Tenant to remain in possession of the Premises after the Expiration Date or sooner termination of this Lease, or (ii) imply any right of Tenant to use or occupy the Premises upon expiration or termination of this Lease until and the end Lease Term, and no acceptance by Landlord of payments from Tenant after the Expiration Date or sooner termination of the calendar month in which the Premises are delivered Lease Term shall be deemed to Landlord in the condition required herein. If Landlord shall enter into a new lease or amend an existing lease for premises in the Building for all or a portion be other than on account of the Premises at amount to be paid by Tenant in accordance with the end of the Term provisions of this Lease, Landlord Section 20.17. Tenant’s obligations under this Section 20.17 shall so notify Tenant and if Tenant fails to vacate and deliver all or such portion of the Premises to Landlord within sixty (60) days after receipt of such notice (but in no event prior to survive the expiration or earlier termination of this Lease. Promptly following the entering into of any lease for all or any portion of the Premises for a term commencing following the expiration or earlier termination of the Lease Term (a “Subsequent Premises Lease”), Landlord shall deliver to Tenant shall be responsible for any and all damages actually and reasonably incurred by Landlord as a result written notice of Tenant’s failure to so vacate and deliver (i) the entering into of such Subsequent Premises Lease; (ii) the portion of the Premises reasonably anticipated to be demised under such Subsequent Premises Lease and (iii) the date Landlord reasonably requires surrender of the Premises (or applicable portion thereof) for Landlord to complete any work and/or provide access to the applicable tenant under such portion thereof (including the loss of such lease or amendment).Subsequent Premises Lease. 111

Holding Over. It is hereby If Tenant remains in possession of the Premises after the expiration or earlier termination of this Lease with the express written consent of Landlord, Tenant’s occupancy shall be a month-to-month tenancy at a rent agreed that upon by Landlord and Tenant in writing; provided, however, if Landlord has consented to the holdover in writing, but Landlord and Tenant did not agree in writing on the rent during the holdover period, the monthly rent during the holdover period shall be the greater of (i) one hundred fifty percent (150%) of the Monthly Rent and Additional Rent payable under this Lease during the last full month prior to the date of the expiration of this Lease or (ii) the then fair market rental (as reasonably determined by Landlord) for the Premises. Except as provided in the event of Tenant holding over after preceding sentence, the termination month-to-month tenancy shall be on the terms and conditions of this Lease, by lapse except that any renewal options, expansion options, rights of time first refusal, rights of first negotiation or otherwise, thereafter any other rights or options pertaining to additional space in the tenancy Building contained in this Lease shall be from month deemed to month have terminated and shall be inapplicable thereto. Landlord’s acceptance of rent after such holding over with Landlord’s written consent shall not result in any other tenancy or in a renewal of the absence original term of this Lease. If Tenant remains in possession of the Premises after the expiration or earlier termination of this Lease without Landlord’s written consent, Tenant’s continued possession shall be on the basis of a written agreement to the contrary, tenancy at sufferance and Tenant shall pay to Landlord a monthly occupancy charge as Monthly Rent during the holdover period an amount equal to (i) for the first sixty thirty (6030) days of such holdover, one hundred twenty-five percent (125%) of the monthly Basic Rental payable hereunder for the last lease year, and (ii) for any holdover beyond said sixty (60) days, one hundred fifty percent (150%) of the monthly Basic Rental Monthly Rent and one hundred percent (100%) of the Additional Rent payable hereunder under this Lease for the last lease year (plus all other charges payable by Tenant under this Lease) full month prior to the date of such occupancy charges to be payable from the expiration or termination of this Lease until and (ii) for the holdover period from and after the end of the calendar month in which the Premises are delivered such thirty (30) day period, such percentage applied to Landlord in the condition required herein. If Landlord Monthly Rent shall enter into a new lease or amend an existing lease for premises in the Building for all or a portion of the Premises at the end of the Term of this Lease, Landlord shall so notify Tenant and if Tenant fails increase to vacate and deliver all or such portion of the Premises to Landlord within sixty two hundred percent (60) days after receipt of such notice (but in no event prior to the expiration or earlier termination of this Lease), Tenant shall be responsible for any and all damages actually and reasonably incurred by Landlord as a result of Tenant’s failure to so vacate and deliver the Premises or such portion thereof (including the loss of such lease or amendment200%).

Holding Over. It is hereby agreed that in If Tenant possesses the event of Tenant holding over Premises after the termination Term expires or is otherwise terminated without executing a new lease, but with Landlord’s written consent, then Tenant is deemed to be occupying the Premises as a tenant from month-to-month, subject to all provisions, conditions and obligations of this Lease applicable to a month-to-month tenancy and any other reasonable conditions of Landlord’s consent, except that (a) Basic Rent will equal 125% of the Basic Rent payable by Tenant on the last day of the Term for the first three months after the expiration of the Term, and 150% of the Basic Rent payable by Tenant on the last day of the Term for any period thereafter, and (b) either Landlord or Tenant may terminate the month-to-month tenancy at any time upon 30 days’ prior written notice to the other party. Subject to this Section 16.2, if Tenant possesses the Premises after the Term expires or is otherwise terminated without executing a new lease and without Landlord’s written consent, then Tenant is deemed to be occupying the Premises as a tenant at sufferance (for clarity, not a month-to-month or a year-to-year tenant) without claim of right (but subject to all terms and conditions of this Lease) and, by lapse in addition to Tenant’s liability for failing to surrender possession of time or otherwisethe Premises as provided in Section 16.1, thereafter the tenancy shall be from month to month in the absence of a written agreement to the contrary, and Tenant shall will pay to Landlord a monthly charge for each day of occupancy charge equal to (i) for the first sixty (60) days of holdover, one hundred twenty-five percent (125%) three months after expiration of the monthly Basic Rental payable hereunder Term at the rate of 125% of Tenant’s then-existing Rent (prorated on a daily basis for the last lease yeareach day of such occupancy), and (ii) for any holdover beyond said sixty (60) days, one hundred fifty percent (150%) thereafter beginning with the fourth month after expiration of the monthly Basic Rental payable hereunder Term at the rate of 150% of Tenant’s then-existing Rent (prorated on a daily basis for each day of such occupancy). Notwithstanding. the last lease year (plus all other charges payable by Tenant under this Lease) such occupancy charges foregoing, upon written notice delivered to be payable from the expiration or termination of this Lease until Landlord at least 12 months prior to the end of the calendar month Term, Tenant may remain in which the Premises are delivered to Landlord in the condition required herein. If Landlord shall enter into a new lease or amend an existing lease for premises in the Building for all or a portion possession of the Premises at for up to three months after the end expiration of the Term (such period to be specified in Tenant’s written notice), subject to all of the terms and conditions of this Lease, Landlord shall so notify Tenant and if Tenant fails to vacate and deliver all or such portion including, without limitation, Tenant’s payment of the Premises to Landlord within sixty (60) days after receipt of such notice then-existing Basic Rent. To the fullest extent allowable under the Laws (but subject to Section 18.8 with respect to the first 60 days of any holdover), Tenant will indemnify, protect, defend (with counsel reasonably acceptable to Landlord) and hold harmless the Landlord Parties from and against any Claims resulting from Tenant’s failure or delay in no event prior to surrendering the Premises upon the expiration or earlier termination of this Lease), Tenant shall be responsible for any and all damages actually and reasonably incurred by Landlord as a result of Lease without Landlord’s written consent. Nothing contained in this Section 16.2 will limit Landlord’s right to lawfully terminate Tenant’s failure right to so vacate and deliver possess the Premises or such portion thereof (including in the loss of such lease or amendment)event Tenant holds over in the Premises without Landlord’s written consent.

Holding Over. It is hereby agreed that in Provided Tenant gives Landlord not less than two hundred seventy (270) days advance written notice (the event “Holdover Notice”), Tenant shall be permitted to retain possession of Tenant holding over the Premises after the termination expiration of the Term without any modification of this Lease, by lapse except as provided herein, or other written agreement between the parties for a period of time or otherwiseup to six (6) months after the Expiration Date, thereafter the tenancy as specifically elected in such Holdover Notice. If Tenant’s Holdover Notice fails to elect a permitted holdover term, then such election shall be from month deemed to month in have been for a period of six (6) months. Tenant’s occupancy during such permitted holdover shall be pursuant to all of the absence terms and conditions of a written agreement to the contrarythis Lease, and except that Tenant shall pay to Landlord a monthly occupancy charge equal to (i) for Base Rent in the first sixty (60) days amount of holdover, one hundred twenty-five percent ten (125110%) of the monthly Basic Rental payable hereunder for Base Rent in effect immediately prior to the last lease year, and (ii) for any holdover beyond said sixty (60) days, one hundred fifty percent (150%) expiration of the monthly Basic Rental payable hereunder for the last lease year (Term, plus all other charges payable by Tenant under Rent provided for in this Lease, except that, after the expiration of such elected (or deemed elected) holdover period the foregoing provisions of this Paragraph 19(f) shall no longer be effective. After the expiration of such occupancy charges to be payable from permitted holdover period, or at any other time after the expiration or termination of this Lease until the end of the calendar month during which Tenant remains in which the Premises are delivered to Landlord in the condition required herein. If Landlord shall enter into a new lease or amend an existing lease for premises in the Building for all or a portion occupancy of the Premises at without the end express right to do so under this Paragraph 19(f), Tenant shall be a tenant-at-sufferance, and until Tenant relinquishes possession of the Term of this LeasePremises, Landlord Tenant shall so notify Tenant and if Tenant fails pay rent in an amount equal to vacate and deliver all or such portion two hundred percent (200%) of the Premises to Landlord within sixty (60) days after receipt of such notice (but Base Rent in no event effect immediately prior to the expiration or earlier termination of the Lease Term, plus all other Rent provided for in this Lease, and otherwise subject to all the covenants and provisions of this Lease insofar as the same are applicable to such tenancy. If Tenant remains in possession after termination of this Lease)Lease without Landlord’s acquiescence or consent, Tenant shall thereupon be responsible for any and all damages actually and reasonably incurred subject to summary eviction as provided by Law. Nothing in this paragraph shall be construed as a consent by Landlord as a result to the possession of Tenant’s failure to so vacate and deliver the Premises by Tenant after the expiration of the Term or such portion thereof (including any termination of this Lease by Landlord, or as an exclusive remedy in the loss event of such lease a holdover. There shall be no renewal of this Lease by operation of law. This Paragraph 19(f) shall survive the termination of this Lease by lapse of time or amendment)otherwise.

Holding Over. It is hereby agreed that in Tenant shall pay Landlord for each day Tenant retains irregular possession (“Hold Over”) of the event of Tenant holding over Premises or any part thereof after the termination of this Lease, as provided for hereunder, by lapse of time or otherwise, thereafter or of Tenant’s right to possession of the tenancy shall be from month to month Premises, an amount which is one and a half the amount of Monthly Rent for the first 30-day period in which such possession occurs, and double the absence amount of a written agreement to Monthly Rent for any period thereafter, calculated as though such period were within the contraryTerm, and Tenant shall pay to Landlord a monthly occupancy charge equal to (i) for the first sixty (60) days of holdover, one hundred twenty-five percent (125%) of the monthly Basic Rental payable hereunder for the last lease year, and (ii) for any holdover beyond said sixty (60) days, one hundred fifty percent (150%) of the monthly Basic Rental payable hereunder for the last lease year (plus all other charges payable by Tenant under this Lease) such occupancy charges to be payable from the expiration or termination of this Lease until the end of the calendar month in which the Premises are delivered to Landlord in the condition required herein. If Landlord shall enter into a new lease or amend an existing lease for premises in the Building for all or a portion of the Premises at the end of the Term of this Lease, Landlord shall so notify Tenant and if Tenant fails to vacate and deliver all or such portion of the Premises to Landlord within sixty (60) days after receipt of such notice (but in no event prior to the expiration or earlier termination of this Lease), Tenant shall also be responsible for all other obligations under this lease during any Hold Over period. Nothing contained in this section shall be construed or operate as a waiver of Landlord’s right of re-entry or any other right or remedy of Landlord. No payments of money by Tenant to Landlord after the Term shall reinstate, continue or extend the Term and all damages actually no extension of this Term shall be valid unless it is otherwise agreed in writing and reasonably incurred signed by Landlord and except as a result provided by Article 27 herein, Tenant hereby waives the provisions contained in Article 1762, 1763 and 1764 of the Civil Code for the State of Tamaulipas (the “Code”) and the provisions contained in Articles 1813 and 1814 of the Code regarding the waiver of the right to extend the Lease beyond the Lease Term and the waiver of the right to continue with the Lease for an indefinite period of time after the expiration of the Lease Term. Furthermore, Tenant will indemnify and hold harmless Landlord against all damages, costs, losses, liabilities, claims and expenses, including attorneys’ fees, which Landlord incurs on account of Tenant’s failure to so vacate and deliver surrender the Premises or such portion thereof (including the loss upon termination of such lease or amendment)this Lease.

Holding Over. It is hereby agreed that in 27.1. Tenant shall have the event option to hold possession of Tenant holding over the Premises after the Term for a period of up to one hundred twenty (120) days upon providing Landlord with at least one hundred twenty (120) days’ prior written notice (“Permitted Holdover Period”); provided that such written notice shall set forth the exact length of the Permitted Holdover Period. In such case Tenant shall continue to pay (a) Base Rent in accordance with Article 7 and (b) any amounts for which Tenant would otherwise be liable under this Lease if the Lease were still in effect, including payments for Tenant’s Share of Operating Expenses. Any such Permitted Holdover Period shall be subject to every other term, covenant and agreement contained herein. 27.2. If, with Landlord’s prior written consent, Tenant holds possession of all or any part of the Premises after the Term (or after the Permitted Holdover Period, if applicable), Tenant shall become a tenant from month to month after the expiration or earlier termination of the Term, and in such case Tenant shall continue to pay (a) Base Rent in accordance with Article 7 and (b) any amounts for which Tenant would otherwise be liable under this Lease if the Lease were still in effect, including payments for Tenant’s Share of Operating Expenses. Any such month-to-month tenancy shall be subject to every other term, covenant and agreement contained herein. 27.3. Notwithstanding the foregoing, if Tenant remains in possession of the Premises after the expiration or earlier termination of the Term (or the Permitted Holdover Period, if applicable) without Landlord’s prior written consent, (a) Tenant shall become a tenant at sufferance subject to the terms and conditions of this Lease, by lapse of time or otherwise, thereafter except that the tenancy monthly rent shall be from month to month in the absence of a written agreement to the contrary, and Tenant shall pay to Landlord a monthly occupancy charge equal to (i) for the first sixty (60) days of holdover, one hundred twenty-five percent (125%) of the monthly Basic Rental payable hereunder for the last lease year, and (ii) for any holdover beyond said sixty (60) days, one hundred fifty percent (150%) of the monthly Basic Rental payable hereunder for Rent in effect during the last lease year thirty (plus all other charges payable by Tenant under this Lease30) such occupancy charges to be payable from the expiration or termination of this Lease until the end days of the calendar month in which the Premises are delivered to Landlord in the condition required herein. If Landlord shall enter into a new lease or amend an existing lease for premises in the Building for all or a portion of the Premises at the end of the Term of this LeaseTerm, Landlord shall so notify Tenant and if Tenant fails to vacate and deliver all or such portion of the Premises to Landlord within sixty (60b) days after receipt of such notice (but in no event prior to the expiration or earlier termination of this Lease), Tenant shall be responsible liable to Landlord for any and all damages actually and reasonably incurred suffered by Landlord as a result of Tenant’s failure to so vacate such holdover, including any lost rent or consequential, special and deliver the Premises or such portion thereof (including the loss of such lease or amendment)indirect damages.

Holding Over. It is hereby agreed that in If Tenant provides written notice (the event “Holdover Notice”) to Landlord at least sixty (60) days prior to the end of the Term, Tenant holding over shall have the right to retain possession of all or any part of the Premises after the termination of this Lease, Lease by lapse of time or otherwiseotherwise for a period of up to sixty (60) days (the “Permitted Holdover Period”), thereafter the tenancy shall be from month to month in the absence of a written agreement to the contrary, and which event Tenant shall pay to Landlord until the date Tenant vacates the Premises a monthly occupancy charge daily rent equal to (i) for the first sixty (60) days of holdover, one two hundred twenty-five percent (125200%) of the monthly Basic Rental rate of all base rent and Expenses in effect during the last month of the Term (the “Holdover Rent”). The Holdover Notice shall specify the number of days (up to sixty [60]) that Tenant intends to holdover in the Premises (which shall then become the number of days that Tenant is permitted to hold over in the Premises) and shall be accompanied by the full amount of the Holdover Rent payable hereunder for such number of days; provided that (notwithstanding the number of days Tenant elects to include in the Permitted Holdover Period specified in the Holdover Notice) Tenant shall be obligated to pay to Landlord Holdover Rent for the last lease year, and actual number of days Tenant holds over in the Premises. Tenant shall pay Landlord for each day Tenant retains possession of the Premises or part of them after termination of this Lease by lapse of time or otherwise at the rate (ii“Holdover Rate”) for any holdover beyond said sixty which shall be Two Hundred Percent (60) days, one hundred fifty percent (150200%) of the monthly Basic Rental payable hereunder greater of (a) the amount of the Annual Rent for the last lease year (period prior to the date of such termination plus all Rent Adjustments under Article 4; and (b) the then market rental value of the Premises as determined by Landlord assuming a new lease of the Premises of the then usual duration and other charges payable by terms, in either case, prorated on a daily basis, and If Tenant under this Lease) such occupancy charges to be payable from retains possession of the Premises or part of them after the expiration of the Permitted Holdover Period without the express written consent of Landlord, it shall constitute an immediate material Event of Default without the need to give any notice to Tenant or termination provide any right of Tenant to cure, and Landlord shall have all rights and remedies available to Landlord under Article 19, at law or in equity. also pay all damages sustained by Landlord by reason of such retention. If Landlord gives notice to Tenant of Landlord’s election to such effect, such holding over shall constitute renewal of this Lease until the end of the calendar for a period from month to month or one (1) year, whichever shall be specified in which the Premises are delivered to Landlord such notice, in the condition required herein. If Landlord shall enter into a new lease or amend an existing lease for premises in the Building for all or a portion of the Premises either case at the end Holdover Rate, but if the Landlord does not so elect, no such renewal shall result notwithstanding acceptance by Landlord of any sums due hereunder after such termination; and instead, a tenancy at sufferance at the Term Holdover Rate shall be deemed to have been created. Except as expressly provided herein, In any event, no provision of this Lease, Landlord shall so notify Tenant and if Tenant fails to vacate and deliver all or such portion of the Premises to Landlord within sixty (60) days after receipt of such notice (but in no event prior to the expiration or earlier termination of this Lease), Tenant Article 14 shall be responsible for deemed to waive Landlord’s right of reentry or any and all damages actually and reasonably incurred by Landlord as a result of Tenant’s failure to so vacate and deliver the Premises other right under this Lease or such portion thereof (including the loss of such lease or amendment)at law.

Holding Over. It is hereby agreed that in If Tenant retains possession of the event of Tenant holding over Premises or any ------------ part thereof after the termination of this Lease, whether by lapse of time or otherwise, thereafter or after a termination of Tenant's right to possess the Premises, then Landlord may, at Landlord's sole election at any time after the termination of this Lease or Tenant's right of possession, serve written notice on Tenant that such holding over constitutes either: (a) the creation of a month-to-month tenancy upon each of the terms herein provided as may be applicable to such month-to-month tenancy, except that Tenant shall be from pay to Landlord Base Rent for each month to month or portion thereof in the absence amount set forth below, plus all Additional Rent (including, without limitation, the Operating Expense Amount and Estimated Payments) coming due during such period, or (b) the creation of a written agreement tenancy at sufferance upon each of the terms herein provided as may be applicable to the contrarysuch tenancy at sufferance, and except that Tenant shall pay to Landlord a monthly occupancy charge per them rent equal to the per them Base Rent set forth below, plus the per them amount of all Additional Rent (including, without limitation, the Operating Expense Amount and Estimated Payments). If no written notice is served by Landlord, then a tenancy at sufferance with Rent as stated in (b) above shall have been created. The provisions of this Section shall not operate as a waiver by Landlord of any right of re-entry herein provided. In addition to and not in limitation of all other remedies set out in this Section, Tenant shall be liable for all damages (consequential as well as direct) sustained by Landlord on account of Tenant's holding over. Base Rent payable during any holding over shall be as follows: (i) for during the first sixty (60) days following the termination of holdoverthis Lease or the termination of Tenant's right of possession, one hundred twenty-five percent (125%) of the monthly Basic Rental payable hereunder Base Rent for the last lease year, and calendar month immediately preceding the termination date of this Lease or the termination of Tenant's right of possession; and (ii) for any holdover beyond said sixty from and after the sixty-first (6061st) daysday following the termination of this Lease or the termination of Tenant's right of possession, one hundred fifty percent (150%) of the monthly Basic Rental payable hereunder Base Rent for the last lease year (plus all other charges payable by Tenant under this Lease) such occupancy charges to be payable from calendar month immediately preceding the expiration or termination date of this Lease until or the end of the calendar month in which the Premises are delivered to Landlord in the condition required herein. If Landlord shall enter into a new lease or amend an existing lease for premises in the Building for all or a portion of the Premises at the end of the Term of this Lease, Landlord shall so notify Tenant and if Tenant fails to vacate and deliver all or such portion of the Premises to Landlord within sixty (60) days after receipt of such notice (but in no event prior to the expiration or earlier termination of this Lease), Tenant shall be responsible for any and all damages actually and reasonably incurred by Landlord as a result Tenant's right of Tenant’s failure to so vacate and deliver the Premises or such portion thereof (including the loss of such lease or amendment)possession.

Holding Over. It If Tenant possesses the Premises after the Term expires or is hereby agreed otherwise terminated without executing a new lease but with Landlord's written consent (which consent may be given or withheld by Landlord in its sole discretion) (such period being hereinafter referred to as (the "Permitted Holdover Period"), Tenant is deemed to be occupying the Premises during the Permitted Holdover Period as a tenant from month-to-month, subject to all provisions, conditions and obligations of this Lease applicable to a month-to-month tenancy, except that (a) Rent during the Permitted Holdover Period will equal 125% of the greater of (i) the Rent payable by Tenant in the event last Lease Year of the Term or (ii) the basic rent and additional rent (on a daily basis) Landlord charges during the Permitted Holdover Period on new leases in the Property for space similar to the Premises, and (b) either Landlord or Tenant may terminate the Permitted Holdover Period at any time upon thirty (30) days prior written notice to the other party. The permitted Holdover Period will not exceed three months. If Landlord does not give its written consent to such holding over by Tenant and Tenant nevertheless possesses the Premises after the termination Term expires or is otherwise terminated, or if Landlord gives its written consent as provided above but Tenant remains in possession of the Premises after the expiration of the Permitted Holdover Period, Tenant is deemed to be occupying the Premises without claim of right (but subject to all terms and conditions of this Lease) and, by lapse of time or otherwise, thereafter the tenancy shall be from month in addition to month in the absence of a written agreement Tenant's liability for failing to the contrary, and Tenant shall pay to Landlord a monthly occupancy charge equal to (i) for the first sixty (60) days of holdover, one hundred twenty-five percent (125%) of the monthly Basic Rental payable hereunder for the last lease year, and (ii) for any holdover beyond said sixty (60) days, one hundred fifty percent (150%) of the monthly Basic Rental payable hereunder for the last lease year (plus all other charges payable by Tenant under this Lease) such occupancy charges to be payable from the expiration or termination of this Lease until the end of the calendar month in which the Premises are delivered to Landlord in the condition required herein. If Landlord shall enter into a new lease or amend an existing lease for premises in the Building for all or a portion surrender possession of the Premises at the end as provided in Section 18.1, Tenant will pay Landlord a charge for each day of occupancy after expiration of the Term of this Lease, Landlord shall so notify Tenant and if Tenant fails to vacate and deliver all (or such portion after the expiration of the Premises Permitted Holdover Period, if applicable) in an amount equal to double the greater of Tenant's then-existing Rent or the basic rent and additional rent (on a daily basis) Landlord within sixty (60) days after receipt charges at the time of such notice (but the holdover on new leases in no event prior the Property or space similar to the expiration or earlier termination of this Lease), Tenant shall be responsible for any and all damages actually and reasonably incurred by Landlord as a result of Tenant’s failure to so vacate and deliver the Premises or such portion thereof (including the loss of such lease or amendment)Premises.

Holding Over. It is hereby agreed that in If Tenant retains possession of any portion of the event of Tenant holding over Premises after the termination or expiration of the respective Lease Term relating to such portion of the Premises, then Tenant shall, at Landlord’s election become a tenant at sufferance (and not a tenant at will) for such portion of the Premises in which Tenant is holding over, such possession shall be subject to immediate termination by Landlord at any time, and all of the other terms and provisions of this Lease, by lapse of time Lease (excluding any expansion or otherwise, thereafter the tenancy renewal option or other similar right or option) shall be from month to month in the absence of a written agreement to the contraryapplicable during such holdover period, and except that Tenant shall pay Landlord from time to Landlord a monthly occupancy charge equal to (i) time, upon demand, for the first sixty thirty (6030) days of holdover, such holdover an amount equal to one hundred twenty-five percent (125%) of the monthly Basic Rental Base Rent payable hereunder for the last lease yearby Tenant immediately prior to such holding over, and (ii) for any holdover beyond said sixty (60) days, thereafter an amount equal to one hundred fifty percent (150%% ) of the monthly Basic Rental payable hereunder for the last lease year (plus all other charges Base Rent payable by Tenant under this Lease) immediately prior to such occupancy charges to be payable from the expiration holding over, computed on a per diem basis for each month or termination of this Lease until the end of the calendar month in which the Premises are delivered to Landlord in the condition required herein. If Landlord shall enter into a new lease or amend an existing lease part thereof during such holding over for premises in the Building for all or a portion of the Premises at the end of the Term of this Lease, Landlord shall so notify Tenant and if Tenant fails to vacate and deliver all or such portion of the Premises in which Tenant is holding over; provided, however, the holdover rent shall be calculated in full floor increments only so that if Tenant is only holding over in a portion of a particular floor, then the holdover rent shall be calculated based on the square footage of the entire floor. All other payments (including payment of Additional Rent) shall continue under the terms of this Lease. In addition, Tenant shall also be liable to Landlord within sixty for all direct and consequential damages which Landlord may suffer by reason Tenant’s failure to timely surrender the Premises; provided, however, as a condition of Tenant’s obligations under this Paragraph 19(f), Landlord shall give Tenant written notice of the existence of a prospective successor tenant for the Premises or any portion thereof, or the existence of any other matter which might give rise to a claim by Landlord for consequential damages, and Landlord’s reasonable estimate of the amount of such claim (60to the extent such amount can reasonably be estimated by Landlord on the basis of information then available to Landlord) at least thirty (30) days prior to the date Landlord shall require Tenant’s surrender of the Premises, and Tenant shall not be responsible to Landlord for any consequential damages if Tenant shall surrender the Premises on or prior to one hundred twenty (120) days after receipt the later of (i) delivery of such notice detailing the potential consequential damages (but it being agreed, however, that Landlord does not need to identify the prospective tenant by name in no event its notice, and it being further agreed that such notice may be given prior to the scheduled expiration date of this Lease), or (ii) the expiration or earlier termination of this Lease). No holding over by Tenant, whether with or without consent of Landlord, shall operate to extend this Lease except as otherwise expressly provided, and this Paragraph shall not be construed as consent for Tenant shall be responsible for any and all damages actually and reasonably incurred by Landlord as a result to retain possession of Tenant’s failure to so vacate and deliver the Premises or such any portion thereof (including the loss of such lease or amendment)thereof.

Holding Over. It is hereby agreed that in Should Tenant continue to occupy the event of Tenant holding over Premises after the termination expiration of the Lease Term without the prior written consent of Landlord, such occupancy shall be a tenancy at sufferance under all of the terms, covenants and conditions of this Lease, by lapse of time or otherwise, thereafter but at a daily Base Rental (the tenancy shall be from month to month in the absence of a written agreement “Holdover Rent”) equal to the contrarysum determined by dividing one hundred and fifty percent (150%) of the Base Rental then in effect immediately prior to the expiration of the Lease Term, plus electricity and Tenant shall pay any sums due pursuant to Landlord a monthly occupancy charge equal to (i) Section 6, for the first sixty final month of the Lease Term by thirty (6030); provided, however, if Tenant has given Landlord written notice of its intent to holder after the expiration of the Lease Term at least 150 days prior to the expiration of the Lease Term, Tenant may holdover for a period of up to 90 days (the “Grace Period”) days of holdover, at a Holdover Rent calculated as provided above but using one hundred twenty-twenty five percent (125%) of the monthly Basic Base Rental payable hereunder for the last lease year, and (ii) for any holdover beyond said sixty (60) days, instead of one hundred and fifty percent (150%) of the monthly Basic Rental payable hereunder for the last lease year (plus all other charges payable by Tenant under this Lease) such occupancy charges to be payable from the expiration or termination of this Lease until the end of the calendar month in which the Premises are delivered to Landlord in the condition required herein). If Landlord shall enter into a new lease or amend an existing lease for premises in the Building for all or a portion of the Premises at the end of the Term of this Lease, Landlord shall so notify Tenant and if Tenant fails to vacate and deliver all or such portion of the Premises to Landlord within sixty (60) days after receipt of such notice (but in no event prior to the expiration or earlier termination of this Lease), Tenant shall be responsible for also pay any and all costs, expenses or damages actually and reasonably incurred (including consequential damages) sustained by Landlord as a result of Tenant’s failure such holdover, other than during the Grace Period, if Landlord has undertaken a legal obligation to so vacate and deliver another tenant or third party relating to the Premises in reliance on Tenant vacating the Premises no later than the end of the Grace Period. If Tenant consists of more than one person or entity, and if any of the persons or entities comprising Tenant continue to occupy the Premises after the expiration of the Lease Term, all other persons or entities comprising Tenant shall be deemed to have consented to such portion thereof (including occupancy and shall continue to be jointly and severally liable for all of the loss of such lease or amendment)terms, covenants and contained in this Lease during holdover term.

Holding Over. It is hereby agreed that in the event of If Tenant holding holds over after the termination expiration of the Lease Term hereof, or any extension thereof pursuant to Section 2.2 of this Lease, by lapse with or without the express or implied consent of time or otherwiseLandlord, thereafter the such tenancy shall be from month-to-month to month in the absence of a written agreement to the contraryonly, and Tenant shall pay to Landlord not constitute a renewal hereof or an extension for any further term, and in such case Rent shall be payable at a monthly occupancy charge rate equal to (i) for the first sixty (60) days of holdover, one hundred twenty-five percent (125%) of the monthly Basic Rental payable hereunder Rent applicable during the last rental period of the Lease Term under this Lease for the last lease year, first two (2) months of such holdover and (ii) for any holdover beyond said sixty (60) days, at a monthly rental rate equal to one hundred fifty percent (150%) of the monthly Basic Rental payable hereunder Rent applicable during the last rental period of the Lease Term under this Lease for the third (3rd) month of such holdover, and at a monthly rental rate equal to two hundred percent (200%) of the Rent applicable during the last lease year (plus all other charges payable by Tenant rental period of the Lease Term under this Lease) such occupancy charges Lease thereafter. Such month-to-month tenancy shall be subject to be payable from the expiration or termination of this Lease until the end of the calendar month in which the Premises are delivered to Landlord in the condition required every other term, covenant and agreement contained herein. If Except as specifically provided above, nothing contained in this Article 16 shall be construed as consent by Landlord shall enter into a new lease or amend an existing lease for premises in to any holding over by Tenant, and Landlord expressly reserves the Building for all or a portion of the Premises at the end of the Term of this Lease, Landlord shall so notify right to require Tenant and if Tenant fails to vacate and deliver all or such portion surrender possession of the Premises to Landlord within sixty (60) days after receipt of such notice (but as provided in no event prior to this Lease upon the expiration or earlier other termination of this Lease). The provisions of this Article 16 shall not be deemed to limit or constitute a waiver of any other rights or remedies of Landlord provided herein or at law. Tenant acknowledges that if Tenant holds over without Landlord's consent, such holding over may compromise or otherwise affect Landlord's ability to enter into new leases with prospective tenants regarding the Premises. Therefore, if Tenant fails to surrender the Premises upon the termination or expiration of this Lease, in addition to any other liabilities to Landlord accruing therefrom, Tenant shall be responsible for protect, defend, indemnify and hold Landlord harmless from all loss, costs (including reasonable attorneys' fees) and liability resulting from such failure, including, without limiting the generality of the foregoing, any and all damages actually and reasonably incurred claims made by Landlord as a result of Tenant’s any succeeding tenant founded upon such failure to so vacate surrender, and deliver the Premises or any losses suffered by Landlord, including lost profits, resulting from such portion thereof (including the loss of such lease or amendment)failure to surrender.

Holding Over. It is hereby agreed that This Lease shall terminate without further notice on the Lease Expiration Date (as set forth in the event of Tenant Article 1). Any holding over by Tenant after expiration of the termination Lease Term shall neither constitute a renewal nor extension of this Lease, by lapse of time Lease nor give Tenant any rights in or otherwise, thereafter to the tenancy Leased Premises except as expressly provided in this Paragraph. Any such holding over shall be construed to be a tenancy from month to month in month, on the absence of a written agreement same terms and conditions herein specified insofar as applicable, except that the Base Monthly Rent shall be increased to the contrary, and Tenant shall pay to Landlord a monthly occupancy charge an amount equal to (i) for the first sixty (60) days of holdover, one hundred twenty-five percent (125%) of the monthly Basic Rental payable hereunder Monthly Base Rent for the last lease yearmonth immediately preceding such holding over for the first ninety (90) days of any such holding over, and (ii) for any holdover beyond said sixty (60) days, thereafter one hundred fifty percent (150%) of the monthly Basic Rental Base Monthly Rent payable hereunder for during the last lease year (plus all other charges payable by full month immediately preceding such holding over. Without limiting the foregoing, in the event of a holding over to which Landlord has consented, any rights of Landlord or obligations of Tenant under this Lease) such occupancy charges to be payable from the expiration or termination of set forth in this Lease until and purporting to apply during the end of the calendar month in which the Premises are delivered to Landlord in the condition required herein. If Landlord shall enter into a new lease or amend an existing lease for premises in the Building for all or a portion of the Premises at the end of the Term term of this Lease, Landlord shall so notify nonetheless also be deemed to apply during any such hold over period. Tenant and acknowledges that if Tenant fails holds over without Landlord’s consent, such holding over may compromise or otherwise affect Landlord’s ability to enter into new leases with prospective tenants regarding the Leased Premises. Therefore, in the event Tenant does not vacate and deliver all the Leased Premises in accordance with the terms of this Paragraph 13.2 on or such portion before the expiration of the Premises to Landlord within sixty Lease Term (60) days after receipt of such notice (but in no event prior to or the expiration or of a holdover term, if applicable) after receiving at least ninety (90) days’ advance written notice Building F and Amenities Building from Landlord, delivered not earlier termination than the expiration of this Leasethe Lease Term, demanding that Tenant vacate the Leased Premises and otherwise satisfying the requirements set forth below (a “Vacation Notice”), Tenant shall be responsible liable for any and all damages actually (including attorneys’ fees and reasonably expenses) of whatever type (including consequential damages) incurred by Landlord as a result of Tenant’s such holding over, and Tenant shall protect, defend, indemnify and hold Landlord harmless from and against all claims resulting from such failure to so vacate vacate, including, without limiting the foregoing, any claims made by any succeeding tenant founded upon such failure to surrender, and deliver any losses suffered by Landlord, including lost profits, resulting from such failure to surrender. The Vacation Notice shall specifically refer to this Lease and the Premises or such portion thereof address of the Building, and shall include (including on the loss first page of such lease or amendment)the Vacation Notice) the following language in bold, capitalized font: “NOTICE: UNDER PARAGRAPH 13.2 OF THE LEASE, TENANT’S FAILURE TO VACATE THE LEASED PREMISES BY THE DATE SET FORTH HEREIN MAY RESULT IN SIGNIFICANT DAMAGES TO LANDLORD, INCLUDING CONSEQUENTIAL DAMAGES.”

Holding Over. It is hereby agreed that in the event of If Tenant holding holds over after the termination Term with the express written consent of this LeaseLandlord, by lapse of time or otherwise, thereafter the such tenancy shall be from month to month in the absence of only and shall not be a written agreement to the contraryrenewal hereof, and Tenant shall pay as Rent to Landlord for the use and occupancy of the Premises for each month Tenant holds over an amount agreed to be one and one-half (1.5) times the Rent which is due on the last month of the Term, and Tenant shall also comply with all of the terms, covenants, conditions, provisions and agreements of this Lease for the time during which Tenant holds over. If without the express written consent of Landlord, Tenant shall fail to vacate the Premises after the expiration of the Term or sooner termination of this Lease for any cause or after Tenant's right to occupy the Premises ceases, thereafter, and notwithstanding anything to the contrary contained elsewhere in this Lease, Tenant's continued possession shall be on the basis of a monthly tenancy at sufferance and Tenant shall otherwise comply with all of the terms, covenants, conditions, provisions and agreements of this Lease for the time during which Tenant holds over, except that Tenant shall pay as Rent to Landlord for the use and occupancy charge equal of the Premises for each month Tenant holds over an amount agreed to be (i) one and one-half (1.5) times the Rent which is due on the last month of the term for the first sixty two (602) days months of holdover, one hundred twenty-five percent (125%) of the monthly Basic Rental payable hereunder for the last lease year, such holdover period and (ii) for any holdover beyond said sixty two (602) days, one hundred fifty percent (150%) of times the monthly Basic Rental payable hereunder for Rent which is due on the last lease year (plus all other charges payable by Tenant under this Lease) such occupancy charges to be payable from the expiration or termination of this Lease until the end of the calendar month in which the Premises are delivered to Landlord in the condition required herein. If Landlord shall enter into a new lease or amend an existing lease for premises in the Building for all or a portion of the Premises at the end of the Term of this Lease, Landlord shall so notify Tenant and if Tenant fails to vacate and deliver all or after such portion of the Premises to Landlord within sixty (60) days after receipt of such notice (but in no event prior to the expiration or earlier termination of this Lease), Tenant shall be responsible for any and all damages actually and reasonably incurred by Landlord as a result of Tenant’s failure to so vacate and deliver the Premises or such portion thereof (including the loss of such lease or amendment).first two

Holding Over. It 22.1 Tenant acknowledges that it is hereby agreed extremely important that in Landlord have substantial advance notice of the event of date on which Tenant holding over after will vacate the Premises, and that if Tenant fails to surrender the Premises or any portion thereof at the expiration or earlier termination of this Leasethe Lease Term or upon Landlord’s re-entry following an Event of Default, then it will be conclusively presumed that the value to Tenant of remaining in possession, and the loss that will be suffered by lapse Landlord as a result thereof, far exceed the Base Rent and additional rent that would have been payable had the Lease Term continued during such holdover period. Therefore, if Tenant (or anyone claiming through or under Tenant) does not immediately surrender the Premises or any portion thereof upon the expiration or earlier termination of time the Lease Term or otherwiseupon Landlord’s re-entry following an Event of Default, thereafter then the tenancy rent payable by Tenant hereunder shall be from month increased to month in equal (1) for each of the absence first (1st) and second (2nd) months of a written agreement to such holdover, the contrary, and Tenant shall pay to Landlord a monthly occupancy charge equal to greater of (i) for the first sixty (60) days of holdover, one hundred twenty-five percent (125%) of the monthly Basic Rental payable hereunder for the last lease year, and (ii) for any holdover beyond said sixty (60) days, one hundred fifty percent (150%) of the monthly Basic Rental payable hereunder fair market rent for the last lease year entire Premises, or (plus all other charges payable ii) the one hundred fifty percent (150%) of the then fully escalated Base Rent and additional rent, and (2) for each month of holdover thereafter, the greater of (x) two hundred percent (200%) of the fair market rent for the entire Premises, or (y) two hundred percent (200%) of the then fully escalated Base Rent and additional rent. Such rent shall be computed by Landlord and paid by Tenant under this Lease) such occupancy charges to on a monthly basis and shall be payable from on the expiration or termination first day of this Lease such holdover period and the first day of each calendar month thereafter during such holdover period until the end of the calendar month in which the Premises are delivered to Landlord in the condition required hereinhave been vacated. If Landlord shall enter into a new lease or amend an existing lease for premises in the Building for all or a portion of the Premises at the end of the Term Notwithstanding any other provision of this Lease, Landlord Landlord’s acceptance of such rent shall so notify not in any manner adversely affect Landlord’s other rights and remedies, including Landlord’s right to evict Tenant and if Tenant fails to vacate recover all damages, and deliver all or such portion of the Premises to Landlord within sixty (60) days after receipt of such notice (but in no event prior to the expiration or earlier termination of this Lease), Tenant shall be responsible for save Landlord, its agents and employees, harmless and will exonerate, defend and indemnify Landlord, its agents and employees, from and against any and all damages actually and reasonably incurred by which Landlord as a result may suffer on account of Tenant’s failure to so vacate and deliver hold-over in the Premises after the expiration or prior termination of the Lease Term. Any such portion thereof (including holdover shall be deemed to be a tenancy at sufferance and not a tenancy at will. In no event shall any holdover be deemed a permitted extension or renewal of the loss Lease Term, and nothing contained herein shall be construed to constitute Landlord’s consent to any holdover or to give Tenant any right with respect thereto. The provisions of such lease this Section 22.1 expressly survive termination of the Lease or amendment)of Tenant’s right to possession.

Holding Over. It is hereby agreed that in If Tenant retains possession of the event of Tenant holding over Premises or any part thereof after the termination of this Lease, whether by lapse of time or otherwise, thereafter or after a termination of Tenant’s right of possession, then Landlord may, at Landlord’s sole election at any time after the termination of this Lease or Tenant’s right of possession, serve written notice on Tenant that such holding over constitutes either: (i) the creation of a month-to-month tenancy upon each of the terms herein provided as may be applicable to such month-to-month tenancy, except that Tenant shall be from pay to Landlord Base Rent for each month to month or portion thereof in the absence amount set forth below, plus all Additional Rent coming due during such period, or (ii) the creation of a written agreement tenancy at sufferance upon each of the terms herein provided as may be applicable to the contrarysuch tenancy at sufferance, and except that Tenant shall pay to Landlord a monthly occupancy charge per diem rent equal to the per diem Base Rent set forth below, plus the per diem amount of all Additional Rent. If no written notice is served by Landlord, then a tenancy at sufferance with Rent as stated in (ii) above shall have been created. The provisions of this Section shall not operate as a waiver by Landlord of any right of re-entry herein provided. In addition to and not in limitation of all other remedies set forth in this Section, Tenant shall be liable for all damages (consequential as well as direct) sustained by Landlord on account of Tenant’s holding over. Base Rent payable during any holding over shall be as follows: (i) for during the first sixty (60) days following the termination of holdover, one hundred twenty-five percent (125%) this Lease or the termination of the monthly Basic Rental payable hereunder for the last lease year, and (ii) for any holdover beyond said sixty (60) daysTenant’s right of possession, one hundred fifty percent (150%) of the monthly Basic Rental payable hereunder Base Rent for the last lease year calendar month immediately preceding the termination date of this Lease or the termination of Tenant’s right of possession; and (plus all other charges payable by Tenant under this Leaseii) such occupancy charges to be payable from and after the expiration or sixty-first (61st) day following the termination of this Lease until or the end termination of Tenant’s right of possession, two hundred percent (200%) of the Base Rent for the calendar month in which immediately preceding the Premises are delivered to Landlord in the condition required herein. If Landlord shall enter into a new lease or amend an existing lease for premises in the Building for all or a portion of the Premises at the end of the Term termination date of this Lease, Landlord shall so notify Tenant and if Tenant fails to vacate and deliver all Lease or such portion of the Premises to Landlord within sixty (60) days after receipt of such notice (but in no event prior to the expiration or earlier termination of this Lease), Tenant shall be responsible for any and all damages actually and reasonably incurred by Landlord as a result of Tenant’s failure to so vacate and deliver the Premises or such portion thereof (including the loss right of such lease or amendment)possession.

Holding Over. It is hereby agreed that 3.5.1 Tenant shall not hold over at any time and Landlord may exercise any and all remedies at law or in equity to recover possession of the Premises, as well as any damages incurred by Landlord, due to Tenant’s failure to vacate the Premises and deliver possession to Landlord as required by this Lease. If Tenant shall fail to surrender the Premises to Landlord on the Surrender Date in accordance with the provisions of Section 3.4 above, Tenant shall pay to Landlord, as use and occupancy for each month or fraction thereof during which Tenant continues to occupy the Premises after the Expiration Date (the “Continued Occupancy Period”), an amount of money (the “Occupancy Payment”) equal to one hundred fifty (150%) percent of the monthly Base Rent payable during the last year of the Term plus one-twelfth (1/12) of the annual Additional Rent payable under Section 4 of this Lease during the last year of the Term. Tenant shall make the Occupancy Payment, without notice or demand, on the first day of each and every month during the Continued Occupancy Period. The receipt and acceptance by Landlord of all or any portion of the Occupancy Payment shall not be deemed a waiver or acceptance by Landlord of Tenant’s breach of Tenant’s covenants and agreements under Section 3.4 or this Section 3.5, or a waiver by Landlord of Landlord’s right to institute any summary holdover proceedings against Tenant, or a waiver by Landlord of any other of Landlord’s rights or remedies against Tenant in such event as provided for in this Lease or under law. 3.5.2 In addition to making all required Occupancy Payments, Tenant shall, in the event of Tenant holding over Tenant’s failure to surrender the Premises on the Surrender Date in accordance with the provisions of Section 3.4 above and such failure shall continue for more than thirty (30) days after the termination of this Lease, by lapse of time Surrender Date (or otherwise, thereafter the tenancy shall be from month to month in the absence of a written agreement to the contrary, and Tenant shall pay to Landlord a monthly occupancy charge equal to (i) for the first sixty (60) days in the event that Tenant shall be unable to surrender the Premises due to Force Majeure), also indemnify and hold Landlord harmless from and against any and all loss or liability resulting from any delay by Tenant in so surrendering the Premises, including any special damages or claims Landlord may suffer by reason of holdoverany claims made by any succeeding occupant founded on such delay, one hundred twenty-five percent (125%) and any reasonable attorneys’ fees, disbursements and court costs incurred by Landlord in connection with the foregoing. 3.5.3 Tenant expressly waives, for itself and for any person claiming by, through or under Tenant, any rights which Tenant or any such persons may have under the provisions of Section 2201 of the monthly Basic Rental payable hereunder for the last lease yearNew York Civil Practice Law and Rules, and (ii) for of any successor law of like import then in force, in connection with any summary holdover beyond said sixty (60) days, proceedings which Landlord may institute to enforce the provisions of this Article 3. 3.5.4 Tenant’s obligation to observe or perform each and every one hundred fifty percent (150%) of the monthly Basic Rental payable hereunder for the last lease year (plus all other charges payable by Tenant under covenants set forth in Section 3.4 and this Lease) such occupancy charges to be payable from Section 3.5 shall survive the expiration or other termination of this Lease until the end of the calendar month in which the Premises are delivered to Landlord in the condition required herein. If Landlord shall enter into a new lease or amend an existing lease for premises in the Building for all or a portion of the Premises at the end of the Term of this Lease, Landlord shall so notify Tenant and if Tenant fails to vacate and deliver all or such portion of the Premises to Landlord within sixty (60) days after receipt of such notice (but in no event prior to the expiration or earlier termination of this Lease), Tenant shall be responsible for any and all damages actually and reasonably incurred by Landlord as a result of Tenant’s failure to so vacate and deliver the Premises or such portion thereof (including the loss of such lease or amendment)Term.

Holding Over. It is hereby agreed that in the event of If Tenant holding holds over after the termination expiration of this Leasethe Lease Term, by lapse with the express written consent of time or otherwiseLandlord, thereafter the such tenancy shall be from month-to-month to month only, and shall not constitute a renewal hereof or an extension for any further term, and in the absence of such case Base Rent shall be payable at a written agreement monthly rate equal to the contrary, and Tenant shall pay to Landlord a monthly occupancy charge equal to product of (i) for the first sixty Base Rent applicable during the last rental period of the Lease Term under this Lease, and (60ii) days of holdover, a percentage equal to one hundred twenty-five percent (125%) for each of the monthly Basic Rental payable hereunder for the last lease year, first three (3) months of holdover and (ii) for any holdover beyond said sixty (60) days, one hundred fifty percent (150%) for each month thereafter. Such month-to-month tenancy shall be subject to every other applicable term, covenant and agreement contained herein. If Tenant holds over after the expiration of the monthly Basic Rental payable hereunder Lease Term without the express written consent of Landlord, such tenancy shall be a tenancy at sufferance, and shall not constitute a renewal hereof or an extension for any further term, and in such case daily damages in any action to recover possession of the Premises shall be calculated at a daily rate equal to the product of (i) the Base Rent applicable during the last lease year (plus all other charges payable by Tenant rental period of the Lease Term under this Lease, and (ii) such occupancy charges a percentage equal to one hundred twenty-five percent (125%) for each of the first three (3) months of holdover and one hundred fifty percent (150%) for each month thereafter. Nothing contained in this Article 16 shall be payable from construed as consent by Landlord to any holding over by Tenant, and Landlord expressly reserves the right to require Tenant to vacate and deliver possession of the Premises to Landlord as provided in this Lease upon the expiration or other termination of this Lease until Lease. The provisions of this Article 16 shall not be deemed to limit or constitute a waiver of any other rights or remedies of Landlord provided herein or at law. If Tenant holds over without ▇▇▇▇▇▇▇▇’s express written consent, and tenders payment of rent for any period beyond the end expiration of the calendar Lease Term by way of check (whether directly to Landlord, its agents, or to a lock box) or wire transfer, Tenant acknowledges and agrees that the cashing of such check or acceptance of such wire shall be considered inadvertent and not be construed as creating a month-to-month in which the Premises are delivered tenancy, provided Landlord refunds such payment to Landlord in the condition required hereinTenant promptly upon learning that such check has been cashed or wire transfer received. If Landlord shall Tenant acknowledges that any holding over without ▇▇▇▇▇▇▇▇’s express written consent may compromise or otherwise affect Landlord’s ability to enter into a new lease or amend an existing lease for premises in leases with prospective tenants regarding the Building for all or a portion of the Premises at the end of the Term of this LeasePremises. Therefore, Landlord shall so notify Tenant and if Tenant fails to vacate and deliver all or such portion of the Premises to Landlord upon the termination or expiration of this Lease within sixty thirty (6030) days after receipt of such notice (but in no event prior Landlord notifies Tenant that Landlord has entered into a lease for the Premises or has received a bona fide offer to lease the expiration Premises, and that Landlord will be unable to deliver possession, or earlier termination of this Lease)perform improvements, Tenant shall be responsible for any due to Tenant’s holdover, and all damages actually and reasonably incurred by Landlord as a result of Tenantdid not give its express written consent to ▇▇▇▇▇▇’s failure to so vacate and deliver the Premises upon the termination or expiration of this Lease, then, in addition to any other Losses to Landlord accruing therefrom, Tenant shall protect, defend, indemnify and hold Landlord harmless from and against all claims made by any succeeding tenant founded upon such portion thereof (failure to vacate and deliver, and any losses suffered by Landlord, including lost profits, resulting from such failure to vacate and deliver. ▇▇▇▇▇▇ agrees that any proceedings necessary to recover possession of the loss Premises, whether before or after expiration of such lease or amendment)the Lease Term, shall be considered an action to enforce the terms of this Lease for purposes of the awarding of any attorney’s fees in connection therewith.

Holding Over. It is hereby agreed that in Tenant may extend the event Term for a period of Tenant holding over after the termination of this Lease, by lapse of time or otherwise, thereafter the tenancy shall be from month up to month in the absence of ninety (90) days at a written agreement to the contrary, and Tenant shall pay to Landlord a monthly occupancy charge rent equal to one hundred ten percent (i110%) of the last month’s rent and thereafter for the first sixty an additional period of up to ninety (6090) days of holdover, at a rent equal to one hundred twenty-–five percent (125%) of the monthly Basic Rental payable hereunder for last month’s rent by giving Landlord written notice thereof at least four (4) months prior to the last lease yearscheduled expiration of the Term, which notice shall specify the length of time Tenant will extend the Term. Thereafter, Tenant will not be permitted to hold over possession of the Premises without the express written consent of Landlord, which consent Landlord may withhold in its sole and absolute discretion. If Tenant holds over after the expiration or earlier termination of the Lease Term (iias the same may have been extended as provided in the preceding sentence) for without the express written consent of Landlord, then, in addition to all other remedies available to Landlord, Tenant shall become a tenant at sufferance only, upon the terms and conditions set forth in this Lease so far as applicable (including Tenant’s obligation to pay Tenant’s Share of Direct Expenses and Utilities Costs and any holdover beyond said sixty (60) daysother additional rent under this Lease), but at a Base Rent equal to one hundred fifty percent (150%) of the monthly Basic Rental payable Base Rent applicable to the Premises immediately prior to the date of such expiration or earlier termination. Acceptance by Landlord of rent after such expiration or earlier termination shall not constitute a consent to a hold over hereunder for the last lease year (plus all other charges payable by Tenant under or result in an extension of this Lease) such occupancy charges to be payable from . Notwithstanding the expiration or termination of this Lease until the end of the calendar month foregoing, if Tenant remains in which the Premises are delivered to Landlord in the condition required herein. If Landlord shall enter into a new lease or amend an existing lease for premises in the Building for all or a portion possession of the Premises at the end of the Term of this Lease, Landlord shall so notify Tenant and if Tenant fails to vacate and deliver all or such portion of the Premises to Landlord within sixty (60) days after receipt of such notice (but in no event prior to the expiration or earlier termination of the Lease Term (as the same may have been extended as provided above) with Landlord’s express written consent, Tenant shall become a tenant from month–to–month upon the terms and conditions set forth in this Lease (including Tenant’s obligation to pay Tenant’s Share of Direct Expenses and Utilities Costs and any other additional rent under this Lease), but at a Base Rent equal to one hundred fifty percent (150%) of the Base Rent applicable to the Premises immediately prior to the date of such expiration or earlier termination. Tenant shall be responsible pay an entire month’s Base Rent calculated in accordance with this Article 16 for any portion of a month it holds over and all damages actually and reasonably incurred by Landlord as a result remains in possession of Tenant’s failure to so vacate and deliver the Premises pursuant to this Article 16. This Article 16 shall not be construed to create any expressed or such portion thereof (including implied right to holdover beyond the loss expiration of such lease the Lease Term or amendment)any extension thereof.

Holding Over. It is hereby agreed that If Tenant remains in possession of the event of Tenant holding over Premises after the expiration or earlier termination of this LeaseLease with the express written consent of Landlord, by lapse of time or otherwise, thereafter the tenancy Tenant’s occupancy shall be from a month-to-month to month tenancy at a rent agreed upon by Landlord and Tenant, but in no event less than the absence greater of a written agreement to the contrary, and Tenant shall pay to Landlord a monthly occupancy charge equal to (i) for the first sixty (60) days of holdover, one hundred twenty-five percent (125%) of the monthly Basic Rental payable hereunder for the last lease year, and (ii) for any holdover beyond said sixty (60) days, one hundred fifty percent (150%) of the monthly Basic Rental Monthly Rent and Additional Rent payable hereunder for under this Lease during the last lease year (plus all other charges payable by Tenant under this Lease) such occupancy charges full month prior to be payable from the date of the expiration or termination of this Lease until or (ii) the end of then fair market rental (as reasonably determined by Landlord) for the calendar month in which the Premises are delivered to Landlord Premises. Except as provided in the condition required herein. If Landlord preceding sentence, the month-to-month tenancy shall enter into a new lease or amend an existing lease for premises in be on the Building for all or a portion of the Premises at the end of the Term terms and conditions of this Lease, Landlord except that any renewal options, expansion options, rights of first refusal, rights of first negotiation or any other rights or options pertaining to additional space in the Building contained in this Lease shall so notify be deemed to have terminated and shall be inapplicable thereto. Landlord’s acceptance of rent after such holding over with Landlord’s written consent shall not result in any other tenancy or in a renewal of the original term of this Lease. If Tenant and if Tenant fails to vacate and deliver all or such portion remains in possession of the Premises to Landlord within sixty (60) days after receipt of such notice (but in no event prior to the expiration or earlier termination of this Lease)Lease without Landlord’s consent, Tenant’s continued possession shall be on the basis of a tenancy at sufferance and Tenant shall be responsible pay as Monthly Rent during the holdover period an amount equal to the greater of (i) one hundred fifty percent (150%) of the fair market rental (as reasonably determined by Landlord) for any and all damages actually and reasonably incurred by Landlord as a result of Tenant’s failure to so vacate and deliver the Premises or such portion thereof (including ii) one hundred seventy-five percent (175%) of the loss Monthly Rent and Additional Rent payable under this Lease for the last full month prior to the date of such lease expiration or amendment)termination.

Holding Over. It is hereby agreed that in Should Tenant (or any subtenant, assignee or other party occupying the event Premises by, through, under, or with the permission of Tenant holding Tenant), without Landlord’s written consent, hold over after the termination of this Lease, by lapse Tenant shall, at Landlord’s option, become either a tenant at sufferance, after the initial forty-five (45) days of time such holding over, or otherwisea month-to-month tenant upon each and all of the terms herein provided as may be applicable to such a tenancy and any such holding over shall not constitute an extension of this Lease. During such holding over, thereafter the tenancy shall be from month to month in the absence of a written agreement to the contrary, and Tenant shall pay to Landlord in advance Basic Rental at a monthly occupancy charge rate equal to (i) for the first sixty (60) days of holdover, one hundred twenty-five percent (125%) of the monthly Basic Rental payable hereunder rate in effect for the last lease yearmonth of the Term of this Lease for the first forty-five (45) days of such holdover (which initial forty-five (45) days shall be on a per-diem basis, and (iishall not create a month to month tenancy) for any holdover beyond said sixty (60) days, and one hundred fifty percent (150%) of the monthly Basic Rental payable hereunder rate in effect for the last lease year (plus all other charges payable by Tenant under this Lease) such occupancy charges to be payable from the expiration or termination of this Lease until the end of the calendar month in which the Premises are delivered to Landlord in the condition required herein. If Landlord shall enter into a new lease or amend an existing lease for premises in the Building for all or a portion of the Premises at the end of the Term of this LeaseLease thereafter. Any such payments shall be, in addition to, and not in lieu of, all other payments required to be made by Tenant hereunder including but not limited to Tenant’s Proportionate Share of any increase in Direct Costs. Nothing contained in this Article 5 shall be construed as consent by Landlord shall so notify to any holding over of the Premises by Tenant, and Landlord expressly reserves the right to require Tenant and if Tenant fails to vacate and deliver all or such portion surrender possession of the Premises to Landlord within sixty (60) days after receipt of such notice (but as provided in no event prior to this Lease upon the expiration or earlier termination of the Term. If Landlord provides Tenant with at least twenty (20) days prior written notice that Landlord has a signed proposal or lease from a succeeding tenant to lease the Premises, and if Tenant fails to surrender the Premises upon the later of (i) the date of expiration of such twenty (20) day period, or (ii) the date of expiration or termination of this Lease), Tenant shall be responsible for agrees to indemnify, defend and hold Landlord harmless from and against all costs, loss, expense or liability, including without limitation, claims made by any succeeding tenant and all damages actually real estate brokers claims and reasonably incurred by Landlord as a result of Tenantattorney’s failure to so vacate fees and deliver the Premises or such portion thereof (including the loss of such lease or amendment)costs.

Holding Over. It is hereby agreed that Should Tenant continue in possession of the event Premises after the end of Tenant the Term, such holding over after the termination of this Lease, by lapse of time or otherwise, thereafter the tenancy shall be construed to be a tenancy from month to month in the absence of a written agreement only, and such monthly tenancy shall be subject to the contrarycovenants, conditions, Rules and Regulations contained or referred to in this Lease. Such tenancy may be terminated by thirty (30) days prior written notice given by either party to the other. Tenant’s rent obligations for any period of holding over shall be as follows: (a) For the first thirty (30) days that Tenant shall hold over after the expiration of the Term (the “First Holdover Period”), subject to Section 10(d) below, Tenant shall be obligated to pay to Landlord rent at a monthly occupancy charge rental rate equal to (i) for the first sixty (60) days of holdover, one hundred twenty-five percent (125%) of the monthly Basic Rental payable hereunder Base Rent and Additional Rent due from Tenant for the last lease yearmonth of the Term (“First Holdover Rent”). (b) For the second thirty (30) days that Tenant shall hold over after the expiration of the Term (the “Second Holdover Period”), and (iisubject to Section 10(d) for any holdover beyond said sixty (60) daysbelow, Tenant shall be obligated to pay rent at a monthly rental rate equal to one hundred fifty percent (150%) of the monthly Basic Rental payable hereunder Base Rent and Additional Rent due from Tenant for the last lease year (plus all other charges payable by Tenant under this Lease) such occupancy charges to be payable from the expiration or termination of this Lease until the end month of the calendar month in which Term (“Second Holdover Rent”). (c) Beginning on the Premises are delivered to Landlord in first (1st) day after the condition required herein. If Landlord shall enter into a new lease or amend an existing lease Second Holdover Period and continuing for premises in the Building for so long as Tenant retains possession of all or a portion of the Premises at (the end of the Term of this Lease“Final Holdover Period”), Landlord shall so notify Tenant and if Tenant fails subject to vacate and deliver all or such portion of the Premises to Landlord within sixty (60Section 10(d) days after receipt of such notice (but in no event prior to the expiration or earlier termination of this Lease)below, Tenant shall be obligated to pay rent at a monthly rental rate equal to two hundred percent (200%) of the Base Rent and Additional Rent due from Tenant for the last month of the Term (“Final Holdover Rent”). (d) Notwithstanding anything in this Section 10 to the contrary, to the extent Tenant is holding over with respect to 75,000 Rentable Square Feet of the Premises or less, both Base Rent and Additional Rent shall be calculated during the Holdover Period solely on the number of Rentable Square Feet for which Tenant continues to retain possession. If Tenant is holding over with respect to greater than 75,000 Rentable Square Feet of the Premises, both Base Rent and Additional Rent shall be calculated on the entire number of Rentable Square Feet in the Premises on the last day of the Term. (e) Landlord and Tenant agree and acknowledge that the rent payable by Tenant for holding over during the First Holdover Period shall represent liquidated damages for such holding over, and shall be deemed a fair and equitable measure of damages for Tenant’s holding over. Beginning on the first (1st) day of the Second Holdover Period, Tenant shall also be responsible for any and all damages actually and reasonably Actual Damages incurred by Landlord as a direct result of Tenant’s failure holding over. In no event shall Tenant ever be responsible for consequential damages. Nothing contained in this Section 10 shall be deemed to so vacate limit Landlord’s rights to commence and deliver prosecute proceedings to obtain possession of the Premises, including forcible entry and detainer proceedings. (f) Notwithstanding the provisions of this Section 10 set forth above, if an event of Force Majeure shall occur prior to the end of the First Holdover Period or the Second Holdover Period which prevents Tenant from vacating the Premises and Landlord from moving a new tenant into the Building, the First Holdover Period or such portion thereof the Second Holdover Period, as applicable (including and Tenant’s obligation to pay First Holdover Rent or Second Holdover Rent, as applicable, thereunder), shall be extended by a number of days equal to the loss number of such lease days that the event of Force Majeure shall continue, but in no event shall either the First Holdover Period or amendment)the Second Holdover Period be extended by more than sixty (60) days.

Holding Over. It is hereby agreed that in Upon written notice to Landlord given no later than ninety (90) days prior to the event expiration of the Term, so long as no Default on the part of Tenant holding over after the termination of then exists under this Lease, by lapse of Tenant shall have the one-time or otherwise, thereafter the tenancy shall be from month right to month hold over in the absence entire Premises upon each and all of a written agreement the terms and conditions set forth in this Lease for up to three (3) successive periods of thirty (30) days after the contraryexpiration of the initial Term (such thirty (30) day period(s), and if applicable, being the “Permitted Holdover Period”), it being the intent of the parties that the Permitted Holdover Period shall in no event exceed ninety (90) days, in the aggregate. In consideration of Tenant’s occupancy of the Premises during the Permitted Holdover Period (if applicable), Tenant shall pay to Landlord a monthly occupancy charge in advance, the amount equal to 100% of the monthly installment of Basic Rent in effect for the Premises (iin its entirety) for the first sixty (60) days of holdover, one hundred twenty-five percent (125%) last month of the monthly Basic Rental payable hereunder for initial Lease Term (such amount being the last lease year“Permitted Holdover Period Rent”), in addition to, and (ii) for any holdover beyond said sixty (60) daysnot in lieu of, one hundred fifty percent (150%) of the monthly Basic Rental payable hereunder for the last lease year (plus all other charges payable payments required to be made by Tenant under this Lease. If (A) Landlord fails to receive the ninety (90) days’ written notice from Tenant described in the first sentence of this Section 15.1 above, and Tenant holds over for any period after the Expiration Date (or earlier termination of the Term), or (B) after the Permitted Holdover Period (if applicable), Tenant holds over for any period after the Expiration Date (or earlier termination of the Term), then in either of such occupancy charges events, possession shall be subject to be payable from all of the expiration or termination terms of this Lease until (including, without limitation, the end obligation to pay Tenant’s Share of Operating Expenses), except that the monthly Basic Rent shall be 150% of the calendar total monthly Basic Rent for the month immediately preceding the date of termination for each month of holdover thereafter. The acceptance by Landlord of monthly hold-over rental in which a lesser amount shall not constitute a waiver of Landlord’s right to recover the Premises are delivered full amount due unless otherwise agreed in writing by Landlord. Subject to Landlord in the condition required herein. If Landlord shall enter into a new lease or amend an existing lease for premises in the Building for all or a portion of the Premises at the end of the Term terms and conditions of this LeaseSection 15.1 above, Landlord shall so notify Tenant and if Tenant fails to vacate surrender the Premises within 15 days after the expiration of this Lease despite demand to do so by Landlord, Tenant shall indemnify and deliver hold Landlord harmless from all loss or liability, including without limitation, any claims made by any succeeding tenant relating to such portion failure to surrender (provided that Landlord shall have delivered written notice to Tenant of the Premises to Landlord within sixty existence of any such succeeding tenant or prospective tenant, and Tenant holds over for a period in excess of thirty (6030) days after receipt Landlord’s delivery of such notice (but in no event prior to the expiration or earlier termination notice). The foregoing provisions of this Lease), Tenant shall be responsible for Section 15.1 are in addition to and do not affect Landlord’s right of re-entry or any and all damages actually and reasonably incurred by other rights of Landlord as a result of Tenant’s failure to so vacate and deliver the Premises under this Lease or such portion thereof (including the loss of such lease or amendment)at law.

Holding Over. It is hereby agreed that If Tenant remains in possession of all or any part of the event of Tenant holding over Premises after the expiration or earlier termination of this Leasethe Term with the express or implied consent of Landlord, by lapse of time or otherwise, thereafter the tenancy Tenant's occupancy shall be from a month-to- month to month in the absence of tenancy at a written agreement to the contrary, and Tenant shall pay to Landlord a monthly occupancy charge Monthly Base Rent equal to (i) for the first sixty (60) days of holdover, one hundred twenty-five percent (125%) of the monthly Basic Rental payable hereunder for the last lease year, and (ii) for any holdover beyond said sixty (60) days, one hundred fifty percent (150%) of the monthly Basic Rental Monthly Base Rent payable hereunder for during the last lease year month of the Term. The month-to-month tenancy shall be on the terms and conditions of this Lease except as provided in (plus all other charges payable by a) the preceding sentence, and (b) those provision of this Lease relating to (i) the term of this Lease as contain in ▇▇▇▇▇▇▇▇▇ ▇, (▇▇) expansion rights given to Tenant under this Lease, if any, and (iii) extension rights given to Tenant under this Lease, if any. Landlord's acceptance of rent after such occupancy charges to be payable from holding over with Landlord's consent shall not result in any other tenancy or in a renewal of the original term of this Lease. If Tenant remains in possession of all or any part of the Premises after the expiration or earlier termination of the Term without Landlord's consent, Tenant's continued possession shall be on the basis of a tenancy at sufferance and Tenant shall pay as Monthly Base Rent during the holdover period an amount equal to the greater of (x) one hundred fifty percent (150%) of the fair market rental (as reasonably determined by Landlord) for the Premises, or (y) two hundred percent (200%) of the Monthly Base Rent payable under this Lease until for the end last full month before the date of expiration or earlier termination of the calendar month in which the Premises are delivered Term. In addition, during such holdover period Tenant shall pay to Landlord in the condition all other sums required hereinto be paid by Tenant to Landlord under this Lease, including, without limitation, Operating Expenses. If Landlord shall enter into a new lease or amend an existing lease for premises Tenant remains in the Building for possession of all or a portion any part of the Premises at without Landlord's consent, Tenant agrees to promptly indemnify, protect, defend and hold Landlord harmless from all claims, damages, judgments, suits, causes of action, losses, liabilities, penalties, fines, expenses, and costs, including, without limitation, attorneys' fees and costs, costs and expenses incurred by Landlord in returning the end Premises or any part thereof to the condition in which Tenant was to surrender the same, and claims made by any succeeding tenant founded on or resulting from Tenant's failure to surrender the Premises. The provisions of the Term of this Lease, Landlord immediately preceding sentence shall so notify Tenant and if Tenant fails to vacate and deliver all or such portion of the Premises to Landlord within sixty (60) days after receipt of such notice (but in no event prior to survive the expiration or earlier termination of this Lease), Tenant . Nothing in this Subparagraph 11(b) shall be responsible for any and all damages actually and reasonably incurred construed as implied consent by Landlord as a result to any holding over by Tenant. Landlord expressly reserves the right to require Tenant to surrender possession of Tenant’s failure to so vacate and deliver the Premises to Landlord as provided in this Lease on the expiration or such portion thereof (including earlier termination of the loss Term of such lease this Lease. The provision of this Subparagraph 11(b) shall not be considered to limit or amendment)constitute a waiver of any other rights or remedies of Landlord provided in this Lease or at law.

Holding Over. It is hereby agreed that in In the event Tenant remains in possession of Tenant holding over the Premises after the termination expiration of this Lease, by lapse and without the execution of time or otherwisea new lease, thereafter the tenancy but with Landlord's written consent, it shall be deemed to be occupying the Premises as a tenant from month to month, subject to all the provisions, conditions and obligations of this Lease insofar as the same can be applicable to a month-to-month in the absence of a written agreement to the contrarytenancy, and Tenant shall pay to Landlord a monthly occupancy charge equal to except that (i) for the first sixty (60) days month after the expiration of holdoverthis Lease, one hundred twenty-five percent (125%) of the monthly Basic Rental payable hereunder for the last lease year, and (ii) for any holdover beyond said sixty (60) days, Base Rent shall be escalated to one hundred fifty percent (150%) of the monthly Basic Rental payable hereunder Landlord's then current Base Rent for the last lease year Premises according to Landlord's then current rental rate schedule for prospective tenants, and (plus all other charges payable by ii) for the every month thereafter, the Base Rent shall be escalated to two hundred percent (200%) of landlord's then current Base Rent for the Premises according to Landlord's then current rental rate schedule for prospective tenants. In the event Tenant under this Lease) such occupancy charges to be payable from remains in possession of the Premises after expiration or termination of this Lease until and without the end execution of the calendar month in which the Premises are delivered to Landlord in the condition required herein. If Landlord shall enter into a new lease or amend an existing lease for premises in the Building for all or a portion of the Premises at the end of the Term of this Lease, Landlord shall so notify Tenant and if Tenant fails to vacate and deliver all or such portion of the Premises to Landlord within sixty (60) days after receipt of such notice (but in no event prior to the expiration or earlier termination of this Lease)without Landlord's written consent, Tenant shall be responsible deemed to be occupying the Premises without claim of right and Tenant shall pay Landlord for any all costs arising out of loss or liability resulting from delay by Tenant in so surrendering the Premises as provided in Section 17.1 and all damages actually shall pay a charge for each day of occupancy an amount equal to double the Base Rent and reasonably incurred Additional Rent (on a day basis) then currently being charged by Landlord as a result of Tenant’s failure on new leases in the Property for space similar to so vacate and deliver the Premises or such portion thereof (including the loss of such lease or amendment)Premises.

Holding Over. It is hereby agreed that in Tenant shall pay Landlord for each day Tenant retains possession of the event Premises or part of Tenant holding over them after the termination of this Lease, Lease by lapse of time or otherwise, thereafter otherwise at the tenancy rate (“Holdover Rate”) which shall be from month to month in the absence of a written agreement to the contrary, and Tenant shall pay to Landlord a monthly occupancy charge equal to (ia) for the first sixty (60) days of holdover, one hundred twenty-five percent (125%) of the monthly Basic Rental payable hereunder for the last lease year, and (ii) for any holdover beyond said sixty (60) days, one hundred fifty percent One Hundred Fifty Percent (150%) of the monthly Basic Rental payable hereunder amount of the Annual Rent for the last period prior to the date of such termination plus Tenant’s Proportionate Share of Expenses and Taxes under Article 4 for the first one (1) month of any such holdover, and (b) Two Hundred Percent (200%) of the amount of the Annual Rent for the last period prior to the date of such termination plus Tenant’s Proportionate Share of Expenses and Taxes under Article 4 for any subsequent holdover, in either case, prorated on a daily basis, and, in the event Tenant holds over for more than thirty (30) days after Landlord provides written notice to Tenant that Landlord has entered or is entering into a lease year (plus with third party tenant for all other charges payable or any portion of the Premises, Tenant shall also pay all damages, including, without limitation consequential damages, sustained by Landlord by reason of such retention. If Landlord gives notice to Tenant under this Lease) of Landlord’s election to such occupancy charges to be payable from the expiration or termination effect, such holding over shall constitute renewal of this Lease until the end of the calendar for a period from month in which the Premises are delivered to Landlord in the condition required herein. If Landlord shall enter into a new lease or amend an existing lease for premises in the Building for all or a portion of the Premises month at the end Holdover Rate, but if the Landlord does not so elect, no such renewal shall result notwithstanding acceptance by Landlord of any sums due hereunder after such termination; and instead, a tenancy at sufferance at the Term Holdover Rate shall be deemed to have been created. In any event, no provision of this Lease, Landlord shall so notify Tenant and if Tenant fails to vacate and deliver all or such portion of the Premises to Landlord within sixty (60) days after receipt of such notice (but in no event prior to the expiration or earlier termination of this Lease), Tenant Article 14 shall be responsible for deemed to waive Landlord’s right of reentry or any and all damages actually and reasonably incurred by Landlord as a result of Tenant’s failure to so vacate and deliver the Premises other right under this Lease or such portion thereof (including the loss of such lease or amendment)at law.

Holding Over. It is hereby agreed that (a) Tenant must obtain the prior consent of Landlord in order to remain in possession of the event Premises after Lease end. If Tenant remains in possession of the Premises after Lease end without obtaining the prior consent of Landlord: (i) such occupancy shall constitute an unlawful detainer of the Premises (and Tenant holding over after the termination of this Lease, by lapse of time or otherwise, thereafter the tenancy shall be from month subject to month in the absence an unlawful detainer action therefor), for which period of a written agreement to the contrary, and occupancy Tenant shall pay to Landlord a monthly rental (and not a penalty) in the amount of one hundred fifty percent (150%) of the last Rent payable by Tenant to Landlord, plus all other charges payable under this Lease; and (ii) Tenant shall reimburse Landlord within thirty (30) days after the receipt of an invoice therefor, accompanied by such detail as may reasonably be requested by Tenant, for all reasonable out-of-pocket costs, expenses, fees, charges or penalties incurred or payable by Landlord in connection with any other tenant or lease for the Premises resulting from the delay by Tenant in physically vacating the Premises or removing Tenant’s Property, including, without limitation, penalties or holdover rent paid or credit given to the next tenant for the Premises as a result of late delivery to such tenant of the Premises. (b) If Tenant remains in possession of the Premises after Lease end with the prior consent of Landlord, such occupancy charge equal shall be a tenancy from month-to-month on all of the terms of this Lease and provisions of Utah law applicable to a month-to-month tenancy (which tenancy shall be terminable as of the end of any calendar month by notice given by either Party to the other at least fifteen (15) days prior to the end of the month concerned) at a rental (and not as a penalty) in the amount of (i) for the first sixty (60) days of holdover, one hundred twenty-five percent (125%) of the monthly Basic Rental last Rent payable hereunder by Tenant to Landlord for the last lease yearfirst month of such occupancy, plus all other charges payable under this Lease, and (ii) for any holdover beyond said sixty (60) days, one hundred fifty percent (150%) of the monthly Basic Rental last Rent payable hereunder by Tenant to Landlord for the last lease year (each month of such occupancy thereafter, plus all other charges payable under this Lease. (c) In lieu of any then-existing option to extend the then-existing period constituting the Term set forth in Paragraph 3.3 (or if all such options previously have been exercised), Tenant shall have one option to hold over beyond the then-existing period constituting the Term for any number of full calendar months up to six (6) full calendar months, provided that Tenant gives Landlord written notice of the exercise of such option, designating the number of full calendar months (up to six (6) full calendar months) selected by Tenant, on or before the date that is six (6) months prior to the expiration of the then-existing period constituting the Term, and that at the time such notice is given and on the commencement of the holdover term: (i) this Lease is in full force and effect; (ii) no Tenant Default then exists; and (iii) Tenant has not assigned this Lease or subleased all or any portion of the Premises under any then-existing sublease (excluding any Non-Consent Transfer), and such holdover is not being made in connection with or for the purpose of facilitating any such assignment or sublease. Such holdover term shall commence at 12:01 a.m. on the first day following the expiration of the then-existing period constituting the Term under this Lease. During such holdover term, all provisions of this Lease shall apply, except that the amount of the Basic Monthly Rent during such holdover term shall be one hundred twenty-five percent (125%) of the Basic Monthly Rent payable by Tenant under this LeaseLease for the final calendar month of the period constituting the Term in which such option is exercised. If Tenant timely exercises such option, the Parties shall promptly enter into another amendment to this Lease reflecting the new Expiration Date of this Lease and the Basic Monthly Rent applicable during the holdover term, and any remaining options to extend under this Lease shall have no further force or effect. If Tenant fails to exercise such option in a timely manner, such option shall automatically terminate and cease to have any further force or effect. (d) such occupancy charges Notwithstanding anything contained in this Paragraph 17.2 to be payable from the expiration or contrary, on any termination of this Lease until the end of the calendar month in which the Premises are delivered pursuant to Landlord in the condition required herein. If Landlord shall enter into a new lease Paragraphs 8.4(b), 13 or amend an existing lease for premises in the Building for all or a portion of the Premises at the end of the Term of this Lease, Landlord shall so notify Tenant and if Tenant fails to vacate and deliver all or such portion of the Premises to Landlord within sixty (60) days after receipt of such notice (but in no event prior to the expiration or earlier termination of this Lease)14, Tenant shall be responsible for any and all damages actually and reasonably incurred by Landlord as a result of Tenant’s failure have up to so vacate and deliver thirty (30) days to surrender the Premises or such portion thereof (including after the loss effective date of such lease or amendment)termination, and the provisions of this Paragraph 17.2 shall not be applicable until after the expiration of such thirty (30)-day period.

Holding Over. It is hereby agreed that Upon the expiration of this Lease by the passage of time and the Tenant remaining in possession of the event of Tenant holding over after the termination Premises: (a) there will be no implied renewal or extension of this Lease; (b) if the Landlord consents in writing to the Tenant remaining in possession, by lapse of time the Tenant will be deemed, notwithstanding any statutory provision or otherwise, thereafter the tenancy shall be from month to month in the absence of a written agreement legal assumption to the contrary, and Tenant shall pay to Landlord be occupying the Premises as a monthly occupancy charge equal tenant, which monthly tenancy may be terminated by either party on 30 days written notice to the other, which 30 day period need not end on the last day of a calendar month; (c) if the Landlord does not consent in writing to the Tenant remaining in possession, the Tenant will be deemed, notwithstanding any statutory provision or legal assumption to the contrary, to be occupying the Premises as a tenant at the will of the Landlord, which tenancy may be terminated at any time by the Landlord without the necessity of any notice to the Tenant; and (d) the Tenant will occupy the Premises on the same terms and conditions as are contained in this Lease (including, without limitation, the obligation to pay Additional Rent), save and except that: (i) for the first sixty (60) days of holdover, one hundred twenty-five percent (125%) Term and the nature of the monthly Basic Rental payable hereunder for tenancy will be as set out in Section 8.16(b) or 8.16(c), as the last lease year, and case may be; (ii) for any holdover beyond said sixty the Minimum Rent and Parking Rent payable by the Tenant will be paid monthly at a rate equal to: (60A) daysif the Tenant is overholding pursuant to Section 8.16(b), one hundred fifty percent (150%) 110% of the amount of monthly Basic Rental payable hereunder Minimum Rent and Parking Rent which it was responsible for paying during the last lease year 12 months of the Term); or (plus all other charges B) if the Tenant is overholding pursuant to Section 8.16(c), twice the amount of monthly Minimum Rent and Parking Rent which it was responsible for paying during the last 12 months of the Term. Unless the Landlord has otherwise agreed in writing, such Minimum Rent will be payable by the Tenant under regardless of whether or not the Landlord fails to request such Minimum Rent and/or accepts the monthly Minimum Rent which the Tenant was paying during the last 12 months of the Term; and (e) the Tenant is not entitled to take the benefit of any rights to extend, rights of first refusal, options to purchase or any other rights personal to the Tenant and which may be contained in this Lease) such occupancy charges . The Tenant is estopped and forever barred from claiming any right to be payable from the expiration or termination of this Lease until the end of the calendar month in which occupy the Premises are delivered to on terms other than as set out in this Section and the Landlord may plead this section in the condition required hereinany court proceedings. If Landlord shall enter into a new lease or amend an existing lease for premises in the Building for all or a portion of the Premises at the end of the Term of this Lease, Landlord shall so notify Tenant and if Tenant fails is overholding pursuant to vacate and deliver all or such portion of the Premises to Landlord within sixty (60) days after receipt of such notice (but in no event prior to the expiration or earlier termination of this LeaseSection 8.16(c), then the Tenant shall be responsible for any indemnify and save harmless the Landlord from all damages actually and reasonably Claims suffered or incurred by the Landlord as a result of Tenant’s failure to so vacate and deliver the Tenant remaining in possession of all or any part of the Premises following the expiry of the Term. Nothing in this section is to be interpreted: (i) as permitting or such portion thereof giving the Tenant an option to stay in possession of the Premises following the expiry of the Term and the Tenant shall surrender the Premises to the Landlord on the expiry of the Term; or (including ii) in any way as derogating from any duty that the loss of such lease or amendment)Landlord may have at law to mitigate its damages.

Holding Over. It is hereby agreed that in If, with Landlord’s express written consent, Tenant retains possession of the event of Tenant holding over Premises after the termination of this Leasethe Term, by lapse of time or otherwise, thereafter the tenancy shall be from month to month in the absence of a written agreement to the contrary, and Tenant shall pay to Landlord a monthly occupancy charge equal to (i) for the first sixty (60) days of holdoverunless otherwise agreed in such written consent, one hundred twenty-five percent (125%) of the monthly Basic Rental payable hereunder for the last lease yearsuch possession shall be subject to immediate termination by Landlord at any time, and (ii) for any holdover beyond said sixty (60) days, one hundred fifty percent (150%) all of the monthly Basic Rental payable hereunder for the last lease year (plus all other charges payable by Tenant under this Lease) such occupancy charges to be payable from the expiration or termination terms and provisions of this Lease until (including, without limitation, the end adjustment of the calendar month Base Rent pursuant to Section 4 hereof) shall remain in which the Premises are delivered full force and effect (excluding any expansion or renewal option or other similar right or option) during such holdover period, (iii) Tenant shall continue to Landlord pay Base Rent in the condition required herein. If Landlord shall enter into a new lease or amend an existing lease for premises in amount payable ActiveUS 179671324v.10 upon the Building for all or a portion date of the Premises at the end of the Term of this Lease, Landlord shall so notify Tenant and if Tenant fails to vacate and deliver all or such portion of the Premises to Landlord within sixty (60) days after receipt of such notice (but in no event prior to the expiration or earlier termination of this Lease or such other amount as Landlord and Tenant may agree, and (iv) all other payments shall continue under the terms of this Lease. If Tenant remains in possession of the Premises after the expiration or earlier termination of the Term without the express written consent of Landlord, (A) Tenant shall become a tenant at sufferance upon the terms of this Lease except that the monthly rental shall be equal to 150% of the Base Rent in effect during the last 30 days of the Term (plus 100% of all other Additional Rent due under the Lease at the rate specified in the Lease), and (B) Tenant shall be responsible for all damages suffered by Landlord resulting from or occasioned by Tenant’s holding over, including consequential damages; and provided that, unless Landlord gave written notice to Tenant at least 30 days before the expiration of the Term that a subsequent tenant would be leasing the Premises or any part thereof and that Landlord reasonably anticipates holding over, even for less than 30 days, is reasonably likely to impact Landlord’s delivery schedule to such new tenant, Tenant shall be responsible for any consequential damages only once Tenant’s holding over exceeds 30 days. No holding over by Tenant, whether with or without consent of Landlord, shall operate to extend this Lease except as otherwise expressly provided, and all damages actually and reasonably incurred this Section 8 shall not be construed as consent for Tenant to retain possession of the Premises. Acceptance by Landlord as of Rent after the expiration of the Term or earlier termination of this Lease shall not result in a result renewal or reinstatement of Tenant’s failure to so vacate and deliver the Premises or such portion thereof (including the loss of such lease or amendment)this Lease.

Holding Over. It is hereby agreed that in the event of If Tenant holding holds over after the termination expiration of this Leasethe Lease Term, by lapse with the express written consent of time or otherwiseLandlord, thereafter the such tenancy shall be from month-to-month to month in the absence of a written agreement to the contraryonly, and Tenant shall pay to Landlord not constitute a renewal hereof or an extension for any further term, and in such case Base Rent shall be payable at a monthly occupancy charge rate of one hundred ten percent (110%) of the Base Rent applicable during the last rental period of the Lease Term under this Lease. Such month-to-month tenancy shall be subject to every other applicable term, covenant and agreement contained herein. If Tenant holds over after the expiration of the Lease Term without the express written consent of Landlord, such tenancy shall be a tenancy at sufferance, and shall not constitute a renewal hereof or an extension for any further term, and in such case daily damages in any action to recover possession of the Premises shall be calculated at a daily rate equal to (i) for the first sixty (60) days of holdover, one hundred twenty-five percent (125%) of the monthly Basic Rental payable hereunder Base Rent applicable during the last rental period of the Lease Term under this Lease (calculated on a per diem basis) for the last lease year, first six (6) months of such holdover and (ii) for any holdover beyond said sixty (60) days, one hundred fifty percent (150%) of the monthly Basic Rental payable hereunder for Base Rent applicable during the last lease year Lease Month of the Lease Term (plus all other charges payable calculated on a per diem basis) thereafter. Nothing contained in this Article 16 shall be construed as consent by Landlord to any holding over by Tenant, and Landlord expressly reserves the right to require Tenant under to vacate and deliver possession of the Premises to Landlord as provided in this Lease) such occupancy charges to be payable from Lease upon the expiration or other termination of this Lease until Lease. The provisions of this Article 16 shall not be deemed to limit or constitute a waiver of any other rights or remedies of Landlord provided herein or at law. If Tenant holds over without Landlord’s express written consent, and tenders payment of rent for any period beyond the end expiration of the calendar Lease Term by way of check (whether directly to Landlord, its agents, or to a lock box) or wire transfer, Tenant acknowledges and agrees that the cashing of such check or acceptance of such wire shall be considered inadvertent and not be construed as creating a month-to-month in which the Premises are delivered tenancy, provided Landlord refunds such payment to Landlord in the condition required hereinTenant promptly upon learning that such check has been cashed or wire transfer received. If Landlord shall Tenant acknowledges that any holding over without Landlord’s express written consent may compromise or otherwise affect Landlord’s ability to enter into a new lease or amend an existing lease for premises in leases with prospective tenants regarding the Building for all or a portion of the Premises at the end of the Term of this LeasePremises. Therefore, Landlord shall so notify Tenant and if Tenant fails to vacate and deliver all or such portion of the Premises to Landlord within sixty (60) days after receipt of such notice (but in no event prior to following the termination or expiration or earlier termination of this Lease), and Landlord has not consented in writing to such holdover, in addition to any other liabilities to Landlord accruing therefrom, Tenant shall be responsible for protect, defend, indemnify and hold Landlord harmless from and against all claims made by any and all damages actually and reasonably incurred by Landlord as a result of Tenant’s succeeding tenant founded upon such failure to so vacate and deliver deliver, and any losses suffered by Landlord, including lost profits and damages, resulting from such failure to vacate and deliver. Tenant agrees that any proceedings necessary to recover possession of the Premises Premises, whether before or such portion thereof (including after expiration of the loss Lease Term, shall be considered an action to enforce the terms of such lease or amendment)this Lease for purposes of the awarding of any attorney’s fees in connection therewith.

Holding Over. It is hereby agreed that If Tenant shall, with the knowledge and consent of Landlord, continue to remain in the event of Tenant holding over Premises after the termination Expiration Date, then and in that event, Tenant shall, by virtue of this Lease, Article 17 become a tenant by lapse of time or otherwise, thereafter the tenancy shall be from month to at the rental per month in the absence of a written agreement to the contrary, agreed upon by Landlord and Tenant shall pay to Landlord a monthly occupancy charge equal to be paid therefor (i) for the first sixty (60) days of holdoveror, one hundred twenty-five percent (125%) of the monthly Basic Rental payable hereunder for the last lease year, and (ii) for any holdover beyond said sixty (60) daysfailing such agreement, one hundred fifty percent (150%) of the Monthly Installments of Base Rent in effect immediately prior to the Expiration Date), commencing said monthly Basic Rental tenancy with the first (1st) day after the Expiration Date. In such event, Tena▇▇ ▇▇▇ll deliver to Landlord at least thirty (30) days' written notice of any intention to quit the Premises, and Tenant shall be entitled to thirty (30) days' written notice to quit the Premises, except in the event of nonpayment of rent in advance or of the breach of any other covenant by Tena▇▇, ▇▇ WHICH EVENT TENANT SHALL NOT BE ENTITLED TO ANY NOTICE TO QUIT, THE USUAL THIRTY (30) DAYS' NOTICE TO QUIT BEING HEREBY EXPRESSLY WAIVED. In the event that Tenant shall hold over after the Expiration Date without Landlord's knowledge or consent, then at any time prior to Landlord's acceptance of rent from Tenant as a monthly tenant hereunder, Landlord, at its option, may forthwith re-enter and take possession of the Premises without process, or by any legal process in force in the Commonwealth of Virginia, TENANT HEREBY WAIVING ANY NOTICE TO QUIT; provided, however, that (i) Tenant shall pay Landlord a fair rental value (but not as rent) equal to two and one half (2.5) times the greater of the fair market value rent for the Premises or the Monthly Installment of Base Rent plus all Additional Rent payable hereunder for the last lease year (plus all other charges payable by Tenant under this Lease) such occupancy charges to be payable from the expiration or termination of this Lease until the end month of the calendar Term, for each month or portion thereof that Tenant remains in which possession following the Premises are delivered Expiration Date, and (ii) Tenant shall defend, indemnify and hold Landlord harmless from and against any and all claims, losses, liabilities or damages resulting from Tena▇▇'▇ ▇ailure to Landlord in the condition required herein. If Landlord shall enter into a new lease or amend an existing lease for premises in the Building for all or a portion surrender possession of the Premises at on the end of the Term of this LeaseExpiration Date (including, Landlord shall so notify Tenant and if Tenant fails to vacate and deliver all or such portion of the Premises to Landlord within sixty (60) days after receipt of such notice (but in no event prior to the expiration or earlier termination of this Lease)not limited to, Tenant shall be responsible for any and all damages actually and reasonably incurred claims made by Landlord as a result of Tenant’s failure to so vacate and deliver the Premises or such portion thereof (including the loss of such lease or amendmentany succeeding tenant).

Holding Over. It is hereby agreed that in (a) If Tenant holds over without the event consent of Tenant holding over Landlord after the Expiration Date or earlier termination of this Lease, by lapse of time or otherwisethe parties recognize and agree that the damage to Landlord resulting therefrom will be substantial and may be impossible accurately to measure. Tenant desires to limit and liquidate such amounts and, thereafter the tenancy shall be from month to month in the absence of a written agreement accordingly, notwithstanding anything to the contrarycontrary contained in this Lease, and Tenant shall pay to Landlord for each month and for each portion of any month during which Tenant holds over, as liquidated damages and not a monthly occupancy charge penalty, an amount (pro-rated for the actual number of days of such holdover) equal to (i) for the first sixty (60) 30 days of such holdover, one hundred twenty-five the Fixed Rent, Impositions, Operating Payments and either PILOT Payments or Tax Payments (as applicable) which Tenant was obligated to pay for the month immediately preceding the end of the Term, (ii) for the next 30 days of such holdover, the sum of (A) the greater of (x) [****] percent (125[****]%) of the monthly Basic Rental payable hereunder Fixed Rent which Tenant was obligated to pay for the last lease year, and (ii) for any holdover beyond said sixty (60) days, one hundred fifty percent (150%) of the monthly Basic Rental payable hereunder for the last lease year (plus all other charges payable by Tenant under this Lease) such occupancy charges to be payable from the expiration or termination of this Lease until the end of the calendar month in which the Premises are delivered to Landlord in the condition required herein. If Landlord shall enter into a new lease or amend an existing lease for premises in the Building for all or a portion of the Premises at immediately preceding the end of the Term (“Final Fixed Rent”) and (y) [****] percent ([****]%) of this Leasethe fair market rental value of the Premises for such month on a net lease basis (as determined by arbitration in the City of New York in accordance with the procedures set forth in Section 9.02(d)) (“FMV”) and (B) [****] percent ([****]%) of the Impositions Payments, Operating Payments, either PILOT Payments or Tax Payments and other Additional Charges, (iii) for the next 30 days of such holdover, the sum of (A) the greater of (x) [****] percent ([****]%) of the Final Fixed Rent, and (y) [****] percent ([****]%) of the FMV (on a net lease basis) and (B) [****] percent ([****]%) of the Impositions Payments, Operating Payments, either PILOT Payments or Tax Payments and other Additional Charges, and (iv) thereafter, the sum of (A) [****] percent ([****]%) of the greater of the Final Fixed Rent or FMV (on a net lease basis) and (B) [****] percent ([****]%) of the Impositions Payments, Operating Payments, either PILOT Payments or Tax Payments and other Additional Charges. (b) In the case of holdover, holdover rent as set forth above shall be determined based solely upon the space that has not been vacated by Tenant; provided, however, that if (a) Landlord shall so notify has entered into a bona-fide lease with a third party tenant for premises that include both the space that has not been vacated by Tenant and if space that has been vacated by Tenant, (b) Landlord certifies to Tenant, within thirty (30) days after entering into such third party lease, that Landlord has entered into such lease and such certification includes the date (the “Third Party Tenant fails Delivery Date”) provided in the third party lease for Landlord to vacate deliver such space to such third party tenant (or the date on which Landlord must have possession in order to complete any work that is required to be performed pursuant to such third party lease as a condition to the occurrence of such delivery date), and deliver (c) Tenant actually holds over in such space beyond the Third Party Tenant Delivery Date, then Tenant shall also be responsible for holdover rent as determined pursuant to Section 6.10(a) above from and after the Third Party Tenant Delivery Date with respect to the space demised under such lease that Tenant has actually vacated. For purposes of the foregoing, to the extent all or such any portion of the Premises Mechanical Areas is required by Landlord in order to Landlord within sixty (60) days after receipt of such notice (but in no event prior provide services to the expiration space leased to such third party tenant, then such Mechanical Areas shall be deemed to be space included in, or earlier termination of this Lease)demised under, such tenant’s lease; provided, that Tenant shall only be responsible for any holdover rent with respect to the Mechanical Areas for the period of time that Tenant has not surrendered the same to Landlord and all damages Landlord is actually and reasonably incurred by Landlord delayed in delivering the space demised under such third party lease as a result of Tenant holding over in such Mechanical Areas. (c) No holding over by Tenant after the Term shall operate to extend the Term, and the acceptance of any rent paid by Tenant pursuant to this Section 6.10 shall not preclude Landlord from commencing and prosecuting a holdover or summary eviction proceeding. The provisions of this Section 6.10 shall be deemed to be an “agreement expressly providing otherwise” within the meaning of Section 232-c of the Real Property Law of the State of New York. Tenant expressly waives, for itself and for any Person claiming through or under Tenant’s failure , any rights which Tenant or any such Person may have under the provisions of Section 2201 of the New York Civil Practice Law and Rules and of any successor law of like import then in force, in connection with any holdover summary proceedings which Landlord may institute to so vacate and deliver enforce the Premises or such portion thereof (including the loss provisions of such lease or amendment)this Lease.

Holding Over. It is hereby agreed that in If, with Landlord’s express written consent, Tenant retains possession of the event of Tenant holding over Premises after the termination of this Leasethe Term, by lapse of time or otherwise, thereafter the tenancy shall be from month to month in the absence of a written agreement to the contrary, and Tenant shall pay to Landlord a monthly occupancy charge equal to (i) for the first sixty (60) days of holdoverunless otherwise agreed in such written consent, one hundred twenty-five percent (125%) of the monthly Basic Rental payable hereunder for the last lease yearsuch possession shall be subject to immediate termination by Landlord at any time, and (ii) for any holdover beyond said sixty (60) days, one hundred fifty percent (150%) all of the monthly Basic Rental payable hereunder for the last lease year (plus all other charges payable by Tenant under this Lease) such occupancy charges to be payable from the expiration or termination terms and provisions of this Lease until (including, without limitation, the end adjustment of the calendar month Base Rent pursuant to Section 4 hereof) shall remain in which the Premises are delivered full force and effect (excluding any expansion or renewal option or other similar right or option) during such holdover period, (iii) Tenant shall continue to Landlord pay Base Rent in the condition required herein. If Landlord shall enter into a new lease or amend an existing lease for premises in amount payable upon the Building for all or a portion date of the Premises at the end of the Term of this Lease, Landlord shall so notify Tenant and if Tenant fails to vacate and deliver all or such portion of the Premises to Landlord within sixty (60) days after receipt of such notice (but in no event prior to the expiration or earlier termination of this Lease or such other amount as Landlord may indicate, in Landlord’s sole and absolute discretion, but not more than 150% of the Base Rent due for the last month of the Term, in such written consent, and (iv) all other payments shall continue under the terms of this Lease). If Tenant remains in possession of the Premises after the expiration or earlier termination of the Term without the express written consent of Landlord, (A) Tenant shall become a tenant at sufferance upon the terms of this Lease, including the obligation to pay 100% of all Additional Rent due under this Lease, except that the monthly Base Rent shall be equal to 150% of the Base Rent in effect during the last 30 days of the Term, and (B) Tenant shall be responsible for all damages suffered by Landlord resulting from or occasioned by ▇▇▇▇▇▇’s holding over, including consequential damages; provided that, unless ▇▇▇▇▇▇▇▇ gave written notice to Tenant at least 30 days before the expiration of the Term that a subsequent tenant would be leasing the Premises or any part thereof and that Landlord reasonably anticipates holding Building 1 (AOTC) / Kymera Therapeutics, Inc. - Page 13 over, even for less than 30 days, is reasonably likely to impact Landlord’s delivery schedule to such new tenant, Tenant shall be responsible for any consequential damages only once Tenant’s holding over exceeds 30 days. No holding over by ▇▇▇▇▇▇, whether with or without consent of Landlord, shall operate to extend this Lease except as otherwise expressly provided, and all damages actually and reasonably incurred this Section 8 shall not be construed as consent for Tenant to retain possession of the Premises. Acceptance by Landlord as of Rent after the expiration of the Term or earlier termination of this Lease shall not result in a result renewal or reinstatement of Tenant’s failure to so vacate and deliver the Premises or such portion thereof (including the loss of such lease or amendment)this Lease.

Holding Over. It is hereby agreed that in If Tenant or Tenant’s Visitors holds over possession of the event of Tenant holding over after Premises beyond the expiration or earlier termination of this Lease, by lapse such holding over will not be deemed to extend the Term or renew this Lease but such holding over will continue upon the terms, covenants and conditions of time this Lease except that the charge for use and occupancy of the Premises for each calendar month or otherwise, thereafter the tenancy shall portion thereof that Tenant or Tenant’s Visitors holds over will be from month to month in the absence of a written agreement to the contrary, and Tenant shall pay to Landlord a monthly occupancy charge liquidated sum equal to one-twelfth (1/12th) of the Applicable Holdover Percentage of the Basic Rent and Additional Rent during the twelve (12) month period preceding the expiration or earlier termination of this Lease. The “Applicable Holdover Percentage” means (i) for the first sixty (60) days of holdover, one hundred twenty-five percent (125%) of the monthly Basic Rental payable hereunder for the last lease year, and (ii) for any holdover beyond said sixty (60) days, one hundred fifty percent (150%) of the Basic Rent and one hundred percent (100%) of the Additional Rent for the first ninety (90) days following the Termination Date, and (ii) two hundred percent (200%) of both the Basic Rent and Additional Rent for all periods from and after the ninetieth (90th) day after the Termination Date. The parties recognize and agree that the damage to Landlord resulting from any failure by Tenant or any assignee, subtenant or licensee of Tenant to timely surrender possession of the Premises will exceed the amount of the monthly Basic Rental payable hereunder for the last lease year (plus all Rent and Additional Rent and will be impossible to accurately measure. Without limiting Landlord’s other charges payable by Tenant remedies under this Lease) such occupancy charges to be payable from the expiration or termination of this Lease until the end of the calendar month in which , if the Premises are delivered to Landlord in the condition required herein. If Landlord shall enter into a new lease or amend an existing lease for premises in the Building for all or a portion of the Premises at the end of the Term of this Lease, Landlord shall so notify Tenant and if Tenant fails to vacate and deliver all or such portion of the Premises to Landlord not surrendered within sixty (60) days after receipt the Termination Date, Tenant shall indemnify, defend and hold harmless Landlord against any and all losses and liabilities resulting therefrom, including, without limitation, any claims founded upon such delay made by any succeeding tenant, provided that Landlord has notified Tenant that Landlord has executed a lease for all or any portion of such notice (but the Premises. Nothing contained in no event prior this Lease will be construed as a consent by Landlord to the occupancy or possession of the Premises beyond the expiration or earlier termination of this Lease). Tenant shall, Tenant shall be responsible for at its sole cost and expense, take all actions required to remove any and all damages actually and reasonably incurred by Landlord as a result assignee, subtenant or licensee of Tenant’s failure , or other party claiming rights to so vacate and deliver the Premises under or such portion thereof (including through Tenant upon the loss expiration or earlier termination of such lease the Term. The provisions of this Article 24 will survive the expiration or amendment)earlier termination of this Lease.

Holding Over. It This Lease is hereby agreed that in for a specific Term. Except as set forth below, if Tenant, without Landlord’s specific written consent, continues its possession of the event of Tenant holding over Leased Premises after the expiration or earlier termination date of this Lease, by lapse then all of time or otherwise, thereafter the tenancy shall be from following conditions will apply: (i) Tenant will occupy the Leased Premises as a month to month in tenant on the absence terms of a written agreement to the contrarythis Lease, and Tenant shall pay to Landlord a monthly except that its occupancy charge equal to (i) for the first sixty (60) days of holdover, one hundred twenty-five percent (125%) of the monthly Basic Rental payable hereunder for the last lease year, and (ii) for any holdover beyond said sixty (60) days, will be at one hundred fifty percent (150%) of the monthly Basic Rental Annual Rent payable hereunder for during the last lease year (plus all other charges payable by Tenant under this Lease) such occupancy charges to be payable from the expiration or termination of this Lease until the end of the calendar month in which the Premises are delivered to Landlord in the condition required herein. If Landlord shall enter into a new lease or amend an existing lease for premises in the Building for all or a portion of the Premises at the end of the Term of this Lease, Landlord shall so notify Tenant and if Tenant fails to vacate and deliver all or such portion one hundred percent (100%) of the Premises monthly Additional Rent as determined hereunder and will be subject to Landlord within termination on thirty (30) calendar days’ prior written notice from either party to the other; and (ii) in the event such holdover by Tenant continues for a period of sixty (60) days after following Tenant’s receipt of written notice that Landlord has executed a term sheet for the lease of the Leased Premises (or any portion thereof) by a new tenant, Tenant will defend, indemnify and hold Landlord harmless from and against any and all claims, demands, actions, suits, proceedings, judgments, damages, losses, costs or expenses (including reasonable attorneys’ fees) incurred by Landlord in connection with claims or litigation (e.g., due to a delayed commencement date for a new tenant) arising because of such holdover by Tenant. The foregoing notwithstanding, Tenant shall have the right to extend the Term for up to an additional six (6) months (as specified in Tenant’s written notice) by giving written notice to Landlord prior to the later of the date twelve (but in no event 12) months prior to the expiration of the Term or earlier termination the date Landlord has provided Tenant with notice that Landlord has leased the Leased Premises or any part thereof to a substitute tenant. Such short-term extension shall be on all of the terms and conditions of this Lease); provided that, Tenant rather than the holdover Rent as set forth above, the Basic Annual Rent shall be responsible escalated for such period to an amount equal to one hundred five percent (105%) of the immediately prior Basic Annual Rent and shall be paid, together with Additional Rent, for each month, or part thereof, of such holdover period. Tenant hereby waives any and all damages actually notices to quit under the Pennsylvania Landlord and reasonably incurred by Landlord as a result of Tenant’s failure to so vacate and deliver the Premises or such portion thereof (including the loss of such lease or amendment)Tenant Act.

Holding Over. It is hereby agreed Tenant shall have the right to remain in possession of the Premises for up to three (3) consecutive one-month periods following the expiration of the Lease Term or earlier termination of this Lease (“Permissive Occupancy Period”); provided Tenant shall provide notice to Landlord at least six (6) months prior to the expiration of this Lease, such notice to include the length of the Permissive Occupancy period in which Tenant intends to remain in the Premises; further provided, ▇▇▇▇▇▇’s possession for the Permissive Occupancy Period shall be under the same terms and conditions as the previous term, except that Base Rent shall be at a rate of one hundred three percent (103%) of Base Rent in effect immediately prior to the holdover possession. The Permissive Occupancy Period shall not constitute a holdover by Tenant. If Tenant retains possession of the Premises after the Permissive Occupancy Period or in the event of any other holdover (including following an early termination by Tenant holding over after and any period following the expiration or sooner termination of this LeaseLease that does not constitute the Permissive Occupancy Period), by lapse of time or otherwise, thereafter the then such possession shall constitute a tenancy shall be from month to month in the absence of a written agreement to the contrary, at sufferance and Tenant shall pay Base Rent to Landlord monthly for each month of any such hold over at a monthly occupancy charge rate equal to (i) for the first sixty (60) days of holdover, one hundred twenty-five percent (125%) of the monthly Basic Rental payable hereunder for Base Rent then in effect at the last lease year, and (ii) for any holdover beyond said sixty (60) days, one hundred fifty percent (150%) expiration of the monthly Basic Rental payable hereunder for Lease Term. If Tenant does not vacate the last lease year (plus all other charges payable by Tenant under this Lease) such occupancy charges to be payable from Premises upon the expiration of the Lease Term or earlier termination of this the Lease until or the end of Permissive Occupancy Period in accordance with the calendar month in which the Premises are delivered to Landlord in the condition required herein. If Landlord shall enter into a new lease or amend an existing lease for premises in the Building for all or a portion of the Premises at the end of the Term terms of this Lease, Landlord such holdover possession shall so notify Tenant and if Tenant fails be subject to vacate and deliver all or such portion of the Premises to terms of this Lease, other than the payment of Base Rent, which shall be paid on a monthly basis as set forth above, and excluding any expansion or extension option or other similar right or option. Acceptance by Landlord within sixty (60) days of any Rent after receipt of such notice (but in no event prior to the expiration or earlier termination of this Lease)Lease or Permissive Occupancy Period shall not constitute a consent to a holdover hereunder or result in a renewal of the Lease or any lease and nothing in this Section 2.04 shall limit or restrict Landlord from pursuing any remedies against Tenant for failure to timely vacate the Premises. For the avoidance of doubt, Tenant ▇▇▇▇▇▇ shall also be responsible for paying Additional Rent during the hold over period. If (a) Tenant has not vacated the Premises following the expiration of the Lease Term, or the Permissive Occupancy Period, as applicable, and (b) Landlord provides Tenant not less than ninety (90) days’ prior notice of the amount of any and all damages actually and reasonably incurred by that Landlord will incur as a result of Tenant’s failure to so vacate the Premises, then if Tenant fails to vacate within the later to occur of (i) the expiration of the Lease Term, (ii) the Permissive Occupancy Period, and deliver the Premises or such portion thereof (including the loss iii) ninety (90) days after receipt of such notice, Tenant shall be liable to Landlord for the rental revenue lost by Landlord as a result of the holdover (other than as a result of a termination of any executed lease for any portion of the Premises), and any amounts Landlord is required to pay to any new tenant (whether in the form of rent abatement, monetary damages, or amendment)otherwise) as a result of the holdover, but Tenant will not otherwise be liable for any indirect or consequential damages. No holding over by Tenant, whether with or without consent of Landlord, shall operate to extend this Lease except as otherwise expressly provided herein.

Holding Over. It is hereby agreed that If Tenant should remain in possession of all or any portion of the event of Tenant holding over Space after the expiration of the Term of this Lease (or any earlier termination of this Lease or the termination of Tenant’s right to possess the Tenant Space), without the execution by Landlord and Tenant of a new lease or an extension of the Term of this Lease, by lapse of time or otherwise, thereafter the tenancy then Tenant shall be from month deemed to month in be occupying the absence entire Tenant Space as a tenant-at-sufferance, upon all of a written agreement the terms contained herein, except as to the contraryterm and Base Rent and any other provision reasonably determined by Landlord to be inapplicable. During any such holdover period, and Tenant shall pay to Landlord a (a) monthly occupancy charge Base Rent in an amount equal to (i) for the first sixty (60) days of holdover, one hundred twenty-five percent (125%) with respect to the first thirty (30) days of the monthly Basic Rental payable hereunder for the last lease yearsuch holdover, and (ii) for any holdover beyond said sixty (60) days, one hundred fifty percent (150%) with respect to the next sixty (60) days of such holdover, and (iii) two hundred percent (200%) thereafter, of the monthly Basic Rental payable hereunder for the last lease year (plus all other charges Base Rent payable by Tenant under this Lease) such occupancy charges to be payable from the expiration or termination of this Lease until the end of the calendar month in which the Premises are delivered to Landlord in during the condition required herein. If Landlord shall enter into a new lease or amend an existing lease for premises in the Building for all or a portion of the Premises at the end last month of the Term of this Lease, Landlord shall so notify Tenant and if Tenant fails to vacate and deliver all or such portion plus (b) one hundred percent (100%) of the Premises additional rent payable by Tenant to Landlord within sixty (60) days after receipt during the last month of the Term of this Lease. The monthly rent payable for such notice (but holdover period shall in no event prior be construed as a penalty or as liquidated damages for such retention of possession. Neither any provision hereof nor any acceptance by Landlord of any rent after any such expiration or earlier termination shall be deemed a consent to any holdover hereunder or result in a renewal of this Lease or an extension of the Term, or any waiver of any of Landlord’s rights or remedies with respect to such holdover. Notwithstanding any provision to the contrary contained herein, (a) Landlord expressly reserves the right to require Tenant to surrender possession of the Tenant Space upon the expiration of the Term of this Lease or upon the earlier termination hereof or at any time during any holdover and the right to assert any remedy at law or in equity to evict Tenant and collect damages in connection with any such holdover, and (b) Tenant shall indemnify, defend and hold the Landlord Group harmless from and against any and all Claims (including, without limitation, all lost profits and other consequential damages, attorneys’ fees, consultants’ fees and court costs incurred or suffered by or asserted against Landlord) arising out of or in any manner related to Tenant’s failure to surrender the Tenant Space upon the expiration or earlier termination of this Lease), Tenant shall be responsible for any and all damages actually and reasonably incurred by Landlord as a result Lease or upon termination of Tenant’s failure right to so vacate and deliver possess the Premises or such portion thereof (including Tenant Space in accordance with the loss provisions of such lease or amendment)this Lease.

Holding Over. It is hereby agreed that in Tenant shall pay to Landlord an amount as Rent equal to 200% of one-twelfth of the event Base Rent and 200% of one-twelfth of the Additional Rent payable by Tenant holding over during the previous Calendar Year herein provided during each month or portion thereof for which Tenant shall retain possession of the Premises or any part thereof after the expiration or termination of this Leasethe Term or of Tenant's right of possession, whether by lapse of time or otherwise, thereafter the tenancy shall be from month to month in the absence of a written agreement to the contrary, and Tenant shall pay to Landlord a monthly occupancy charge equal to otherwise (i) for except the first sixty (60) days of holdover, one hundred twenty-five percent (125%) any such holding over shall be at 150% of the monthly Basic Rental payable hereunder for Base Rent and 150% of the last lease yearAdditional Rent), and (ii) for any holdover beyond said sixty (60) daysalso shall pay all direct damages sustained by Landlord on account thereof. At the option of Landlord, one hundred fifty percent (150%) of the monthly Basic Rental payable hereunder for the last lease year (plus all other charges payable by Tenant under this Lease) such occupancy charges expressed in a written notice to be payable from the expiration or termination of this Lease until the end of the calendar month in which the Premises are delivered to Landlord in the condition required herein. If Landlord shall enter into a new lease or amend an existing lease for premises in the Building for all or a portion of the Premises at the end of the Term of this Lease, Landlord shall so notify Tenant and if Tenant fails to vacate and deliver all or not otherwise, any such portion holding over for a period of the Premises to Landlord within more than sixty (60) days shall constitute a renewal of this Lease for a period of one year at the greater of the fair market rental for the Premises, as reasonably determined by Landlord, or the Base Rent during the preceding year and the Additional Rent that would be applicable for such year if the Term were one year longer. It is specifically agreed that Tenant shall have no liability for consequential damages resulting from a retention of possession beyond the expiration of the Term; provided, however, that if Landlord shall have given to Tenant at least sixty (60) days advance notice that Landlord has relet the Premises, or portions thereof, then if Tenant's holdover continues more than sixty (60) days in duration at any time after receipt delivery of such notice notice, Landlord's direct damages shall include, without limitation, compensation for the loss of income on account of such reletting, together with any damages for which Landlord shall be liable to third parties (but in no event prior to including the expiration party releasing the Premises, or earlier termination of this Leaseportion thereof), Tenant shall be responsible for any and all damages actually reasonable legal fees and reasonably incurred litigation costs paid by Landlord Landlord, as a result of Tenant’s 's failure to so vacate and deliver surrender possession of the Premises Premises. The provisions of this Section 17 shall not be deemed to limit or such portion thereof (including the loss constitute a waiver of such lease any other rights or amendment)remedies of Landlord provided herein or at law or in equity.

Holding Over. It is hereby agreed that in 1.4.1 If the event of Tenant holding over continues to occupy the Premises after the termination of this Lease, by lapse of time or otherwise, thereafter the tenancy shall be from month to month in the absence of a written agreement to the contrary, and Tenant shall pay to Landlord a monthly occupancy charge equal to (i) for the first sixty (60) days of holdover, one hundred twenty-five percent (125%) expiration of the monthly Basic Rental payable hereunder for the last lease year, and (ii) for Term or any holdover beyond said sixty (60) days, one hundred fifty percent (150%) of the monthly Basic Rental payable hereunder for the last lease year (plus all other charges payable by Tenant under this Lease) such occupancy charges to be payable from the expiration or earlier termination of this Lease after obtaining the Landlord's express, written consent thereto, (2) with the exception of minor punch list items and Tenant approved long lead items that do not materially affect Tenant's use of the Premises for Tenant's intended purpose, and Landlord has tendered possession for Tenant's occupancy. And notwithstanding that such items shall not delay the Commencement Date and Tenant's obligation to pay Rent. (3) Tenant shall not be responsible for the removal of the SCIF space and/or associated components. (a) such occupancy shall (unless the parties hereto otherwise agree in writing) be deemed to be under a month-to-month tenancy, which shall continue until either party hereto notifies the other in writing, by at least thirty (30) days before the end of any calendar month, that the calendar month in which the Premises are delivered notifying party elects to Landlord in the condition required herein. If Landlord shall enter into a new lease or amend an existing lease for premises in the Building for all or a portion of the Premises terminate such tenancy at the end of such calendar month, in which event such tenancy shall so terminate; (b) anything contained in the Term foregoing provisions of this LeaseSection to the contrary notwithstanding, Landlord the rental payable for each such monthly period shall so notify Tenant and if Tenant fails to vacate and deliver all or such portion equal one-twelfth (1/12) of the Premises to Landlord within sixty Base Rent and the Additional Rent payable under the provisions of subsection 2.2 (60calculated in accordance with such provisions of subsection 2.2 as if this Lease had been renewed for a period of twelve (12) days full calendar months after receipt of such notice (but in no event prior to the expiration or earlier termination of the Term or such renewal); and (c) such month-to-month tenancy shall be upon the same terms and subject to the same conditions as those set forth in the provisions of this Lease); provided, Tenant shall be responsible for that if the Landlord gives the Tenant, by at least thirty (30) days before the end of any calendar month during such month-to-month tenancy, written notice that such terms and all damages actually and reasonably incurred by Landlord as a result of Tenant’s failure to so vacate and deliver the Premises or such portion thereof conditions (including any thereof relating to the loss amount or payment of Rent) shall, after such lease or amendment)month, be modified in any manner specified in such notice, then such tenancy shall, after such month, be upon the said terms and subject to the said conditions, as so modified.

Holding Over. It If Tenant possesses the Premises after the Term expires (or after this Lease is hereby agreed that otherwise terminated) without executing a new lease but with Landlord’s written consent, then Tenant is deemed to be occupying the Premises as a tenant from month-to-month, subject to all provisions, conditions and obligations of this Lease applicable to a month-to-month tenancy, except that: (a) for the first 3 months of the hold-over period herein, Tenant shall entitled to remain under the same terms and conditions as provided in the event Lease, except that Rent for each month during such 3 month period shall be equal to 125% of the Rent for the month immediately preceding the commencement of the 3 month period herein granted; and (b) for each month of the holdover period herein (and, in the case of the one-time 3 month holdover provided in this Section, then for each month following that 3 month period), the monthly Rent payment will be equal to 150% of the monthly Rent payable for the month immediately preceding the commencement of the applicable holdover period, and either Landlord or Tenant holding over may terminate the month-to-month tenancy at any time upon 30 days prior written notice to the other party. If Tenant possesses the Premises after the termination Term expires (or is otherwise terminated) without executing a new lease and without Landlord’s written consent, then Tenant is deemed to be occupying the Premises without claim of right (but subject to all terms and conditions of this Lease) and, by lapse in addition to Tenant’s liability for failing to surrender possession of time or otherwisethe Premises as provided in Section 16.1, thereafter the tenancy shall be from month to month in the absence of a written agreement to the contrary, and Tenant shall pay to Landlord a monthly charge for each day of occupancy charge equal to (i) for the first sixty (60) days of holdover, one hundred twenty-five percent (125%) of the monthly Basic Rental payable hereunder for the last lease year, and (ii) for any holdover beyond said sixty (60) days, one hundred fifty percent (150%) of the monthly Basic Rental payable hereunder for the last lease year (plus all other charges payable by Tenant under this Lease) such occupancy charges to be payable from the after expiration or termination of this Lease until the end of the calendar month in which the Premises are delivered to Landlord in the condition required herein. If Landlord shall enter into a new lease or amend an existing lease for premises in the Building for all or a portion of the Premises at the end of the Term of this Lease, Landlord shall so notify Tenant and if Tenant fails in an amount equal to vacate and deliver all or such portion of the Premises to Landlord within sixty (60) days after receipt of such notice (but in no event prior to the expiration or earlier termination of this Lease), Tenant shall be responsible for any and all damages actually and reasonably incurred by Landlord as a result 150% of Tenant’s failure to so vacate and deliver the Premises or such portion thereof then-existing Rent (including the loss of such lease or amendmenton a daily basis).

Holding Over. It is hereby agreed that in the event of If Tenant holding holds over after the termination expiration of this Leasethe Lease Term hereof, by lapse with or without the express or implied consent of time or otherwiseLandlord, thereafter the such tenancy shall be from month-to-month to month only, and shall not constitute a renewal hereof or an extension for any further term, and in the absence of such case Base Rent shall be payable at a written agreement monthly rate equal to the contrary, and Tenant shall pay to Landlord a monthly occupancy charge equal to greater of (i) for the first sixty (60) days of holdover, one hundred twenty-five percent (125%) of the monthly Basic Rental payable hereunder for the last lease year, and (ii) for any holdover beyond said sixty (60) days, one hundred fifty percent (150%) of the monthly Basic Rental payable hereunder for Base Rent applicable during the last lease year (plus all other charges payable by Tenant rental period of the Lease Term under this Lease, or (ii) such occupancy charges to be payable from the expiration fair market face or termination stated rental rate for the Premises as of this Lease until the end of the calendar month in which Lease Term; provided however that, notwithstanding the Premises are delivered to Landlord foregoing, in the condition required herein. If event Landlord shall enter into has executed a new letter of intent or lease or amend an existing lease for premises in the Building for proposal with another tenant to occupy all or a any portion of the Premises, Base Rent shall he payable at a monthly rate equal to the greater of (A) one hundred seventy-five percent (175%) for the first three (3) months, and two hundred percent (200%) 804296.08/LAH4321-047/10-7-08/nng/law -▇▇- ▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇[▇▇▇▇▇ ▇▇▇▇ Lease] thereafter, of the Base Rent applicable during the last rental period of the Lease Term under this Lease, or (B) the fair market face or stated rental rate for the Premises at as of the end of the Lease Term. For the purpose of this Article 16, "fair market face or stated rental rate" shall mean the face or stated rental rate then being paid on new leases for non-encumbered, non-sublease, non-equity space comparable to the Premises located in the Comparable Buildings, which new leases contain tenant concessions in amounts then customarily provided by the landlords of the Comparable Buildings with respect to the lease of such space. In the event that on or before thirty (30) days following the end of the Lease Term (for purposes of this Article 16, the "Outside Agreement Date") Landlord and Tenant are unable to agree on the fair market face or stated rental rate, then each party shall make a separate determination of such rate and provide such determination in writing to the other party within five (5) business days, and such determination shall be submitted to arbitration in accordance with the same procedures as set forth in Sections 1.5.6.5.1 through 1.5.6.5.5 of this Lease. Any month-to-month tenancy hereunder shall be subject to every other term, covenant and agreement contained herein. Nothing contained in this Article 16 shall be construed as consent by Landlord shall so notify to any holding over by Tenant, and Landlord expressly reserves the right to require Tenant and if Tenant fails to vacate and deliver all or such portion surrender possession of the Premises to Landlord within sixty (60) days after receipt of such notice (but as provided in no event prior to this Lease upon the expiration or earlier other termination of this Lease). The provisions of this Article 16 shall not be deemed to limit or constitute a waiver of any other rights or remedies of Landlord provided herein or at law. If Tenant fails to surrender the Premises upon the termination or expiration of this Lease, in addition to any other liabilities to Landlord accruing therefrom, Tenant shall be responsible for protect, defend, indemnify and hold Landlord harmless from all loss, costs (including reasonable attorneys' fees) and liability resulting from such failure, including, without limiting the generality of the foregoing, any and all damages actually and reasonably incurred claims made by Landlord as a result of Tenant’s any succeeding tenant founded upon such failure to so vacate surrender, and deliver the Premises or such portion thereof (including the loss of such lease or amendment)any lost profits to Landlord resulting therefrom.

Holding Over. It Upon written consent from the Landlord, if Tenant remains ------------- in possession of the Premises after expiration of this Lease without executing a new lease, it will be deemed to be occupying the Premises as a tenant from month-to-month (regardless of whether rent is hereby agreed reserved annually or monthly hereunder), subject to all the provisions of this Lease to the extent that they can be applicable to a month-to-month tenancy, except that the minimum rental for each month (the "Monthly Holdover Rental") will be one hundred twenty percent (120%) of the Base Monthly Rental. If without Landlord's written consent Tenant remains in possession of the event of Tenant holding over Premises after the termination expiration of this Lease, by lapse of time or otherwise, thereafter the tenancy shall be from month to month in the absence of a written agreement to the contrary, and (a) Tenant shall pay Landlord the Monthly Holdover Rental for each month (or portion thereof) during such holdover period, and (b) if such possession by Tenant continues for more than thirty (30) days after the expiration of this Lease, Tenant shall be liable to Landlord a monthly occupancy charge equal to for and indemnify Landlord against (i) for the first sixty (60) days of holdover, one hundred twenty-five percent (125%) loss of the monthly Basic Rental payable hereunder benefit of the bargain if any tenant obtained by Landlord for all or any part of the last Premises (a "New Tenant") shall terminate its lease yearby reason of the holding over by Tenant, and (ii) any claim for damages by any holdover beyond said sixty New Tenant, provided that Landlord gives written notice to Tenant on or after the expiration date for this Lease that Landlord intends to enforce such indemnification if Tenant does not vacate the Premises within thirty (6030) days, one hundred fifty percent (150%) of the monthly Basic Rental payable hereunder for the last lease year (plus all other charges payable by Tenant under this Lease) such occupancy charges to be payable days from the expiration or termination of this Lease until the end of the calendar month in which the Premises are delivered to Landlord in the condition required herein. If Landlord shall enter into a new lease or amend an existing lease for premises in the Building for all or a portion of the Premises at the end of the Term of this Lease, Landlord shall so notify Tenant and if Tenant fails to vacate and deliver all or such portion of the Premises to Landlord within sixty (60) days after receipt date of such notice (but in no event prior to the expiration or earlier termination of this Lease), Tenant shall be responsible for any and all damages actually and reasonably incurred by Landlord as a result of Tenant’s failure to so vacate and deliver the Premises or such portion thereof (including the loss of such lease or amendment)notice.

Holding Over. It is hereby agreed that If Tenant remains in possession of the event of Tenant holding over Premises after the expiration or earlier termination of this LeaseLease with the express written consent of Landlord, by lapse of time or otherwise, thereafter the tenancy Tenant's occupancy shall be from a month-to-month to month tenancy at a rent agreed upon by Landlord and Tenant, but in no event less than the absence greater of a written agreement to the contrary, and Tenant shall pay to Landlord a monthly occupancy charge equal to (i) for the first sixty (60) days of holdover, one hundred twenty-five percent (125%) of the monthly Basic Rental payable hereunder for the last lease year, and (ii) for any holdover beyond said sixty (60) days, one hundred fifty percent (150%) of the monthly Basic Rental Monthly Rent and Additional Rent payable hereunder for under this Lease during the last lease year (plus all other charges payable by Tenant under this Lease) such occupancy charges full month prior to be payable from the date of the expiration or termination of this Lease until or (ii) the end of then fair market rental (as reasonably determined by Landlord) for the calendar month in which the Premises are delivered to Landlord Premises. Except as provided in the condition required herein. If Landlord preceding sentence, the month-to-month tenancy shall enter into a new lease or amend an existing lease for premises in be on the Building for all or a portion of the Premises at the end of the Term terms and conditions of this Lease, Landlord except that any renewal options, expansion options, rights of first refusal, rights of first negotiation or any other rights or options pertaining to additional space in the Building contained in this Lease shall so notify be deemed to have terminated and shall be inapplicable thereto. Landlord's acceptance of rent after such holding over with Landlord's written consent shall not result in any other tenancy or in a renewal of the original term of this Lease. If Tenant and if Tenant fails to vacate and deliver all or such portion remains in possession of the Premises to Landlord within sixty (60) days after receipt of such notice (but in no event prior to the expiration or earlier termination of this Lease)Lease without Landlord's consent, Tenant's continued possession shall be on the basis of a tenancy at sufferance and Tenant shall be responsible pay as Monthly Rent during the holdover period an amount equal to the greater of (i) one hundred fifty percent (150%) of the fair market rental (as reasonably determined by Landlord) for any and all damages actually and reasonably incurred by Landlord as a result of Tenant’s failure to so vacate and deliver the Premises or such portion thereof (including ii) one hundred seventy five percent (175%) of the loss Monthly Rent and Additional Rent payable under this Lease for the last full month prior to the date of such lease expiration or amendment)termination.

Holding Over. It If Tenant possesses the Premises after the Term expires or is hereby agreed otherwise terminated without executing a new lease but with Landlord’s written consent, Tenant is deemed to be occupying the Premises as a tenant from month-to-month, subject to all provisions, conditions and obligations of this Lease applicable to a month-to-month tenancy, except that (a) Basic Rent will equal the greater of Basic Rent payable by Tenant in the event last Lease Year of the Term or Landlord’s then current basic rent for the Premises according to Landlord’s rental rate schedule for prospective tenants, and (b) either Landlord or Tenant holding over may terminate the month-to-month tenancy at any time upon 30 days prior written notice to the other party. If Tenant possesses the Premises after the termination Term expires or is otherwise terminated without executing a new lease and without Landlord’s written consent, Tenant is deemed to be occupying the Premises without claim of right (but subject to all terms and conditions of this Lease) and, in addition to Tenant’s liability for failing to surrender possession of the Premises as provided in Section 16.1, Tenant will pay Landlord a charge for each day of occupancy after expiration of the Term in an amount equal to 150% of Tenant’s then existing Rent. Notwithstanding anything in this Section 16.2 to the contrary, upon twelve (12) months prior written notice (“Tenant’s Holdover Notice”) to Landlord, Tenant will be permitted to remain in possession of the Premises after expiration of the initial Term or any Renewal Term of this Lease (and the Term of the Lease shall be deemed to be so extended), and without the execution of a new lease, subject to all the provisions, conditions, and obligations of this Lease, by lapse of time or otherwise, thereafter except that (a) the tenancy shall Basic Rent will be from month escalated to month in the absence of a written agreement to the contrary, and Tenant shall pay to Landlord a monthly occupancy charge equal to (i) for the first sixty (60) days of holdover, one hundred twenty-five percent (125%) of the monthly Basic Rental payable hereunder for Rent in effect during the last lease yearLease Year of the applicable term, and (iib) for any the holdover beyond said sixty (60) days, one hundred fifty percent (150%) of the monthly Basic Rental payable hereunder for the last lease year (plus all other charges payable by term during which Tenant under this Lease) such occupancy charges to be payable from the expiration or termination of this Lease until the end of the calendar month may remain in which the Premises are delivered to Landlord in the condition required herein. If Landlord shall enter into a new lease or amend an existing lease for premises in the Building for all or a portion possession of the Premises at the end will be a term, not to exceed six (6) months, as such term will be stated in Tenant’s Holdover Notice. Time is of the Term of this Lease, Landlord shall so notify Tenant and if Tenant fails to vacate and deliver all or such portion of the Premises to Landlord within sixty (60) days after receipt of such notice (but in no event prior essence with respect to the expiration or earlier termination of this Lease), period during which Tenant shall be responsible for any must deliver Tenant’s Holdover Notice and all damages actually and reasonably incurred by Landlord as a result to the term of Tenant’s failure to so vacate and deliver the Premises or such portion thereof (including the loss of such lease or amendment)holdover.

Holding Over. It is hereby agreed that If Tenant holds over in the event Premises without the consent of Tenant holding over Landlord after the termination Expiration Date, the parties herby agree that Tenant’s occupancy of this Leasethe Premises after the expiration of the term shall be under a month to month tenancy commencing on the first day after the expiration of the applicable term, by lapse of time or otherwise, thereafter the which tenancy shall be from month to month upon all of the terms set forth in the absence of a written agreement to the contrary, and Lease except that (a) Tenant shall pay for each month or portion thereof of the holdover period, an amount (to Landlord a monthly occupancy charge be prorated for partial months during the holdover period based on the actual number of days in such month) equal to (i1) Fixed Rent for the entire Premises in the following amounts: (x) for the first sixty thirty (6030) days (or prorated portion thereof) of such holdover, one hundred twenty-twenty five percent (125%) of the monthly Basic Rental payable hereunder Fixed Rent for the last lease yearentire Premises (y) for the next thirty (30) days (or prorated portion thereof), one hundred fifty percent ( 150%) of the Fixed Rent for the entire Premises and (z) for each month thereafter ( or portion thereof), two hundred percent (200%) of the Fixed Rent for the entire Premises, which in each case Tenant was obligated to pay for the month immediately preceding such Expiration Date, and (ii2) all Additional Rent for any the entire Premises which is attributable to each month of the holdover beyond said tenancy (to be prorated for partial months during the holdover period based on the actual number of days in such month) ; and (b) if Tenant holds over for more than sixty (60) days, one hundred fifty percent (150%) of the monthly Basic Rental payable hereunder for the last lease year (plus all other charges payable by Tenant under this Lease) such occupancy charges to shall be payable from the expiration or termination of this Lease until the end of the calendar month in which the Premises are delivered liable to Landlord in the condition required herein. If for and indemnify Landlord against all actual and consequential damages, including without limitation (1) any payment or rent concession which Landlord shall enter into a new lease or amend an existing lease for premises in the Building be required to make to any tenant obtained by Landlord for all or a portion any part of the Premises at the end (a “New Tenant”) by reason of the Term late delivery of this Lease, Landlord shall so notify Tenant and if Tenant fails to vacate and deliver all or such portion of the Premises to Landlord within sixty (60) days after receipt of such notice (but in no event prior space to the expiration or earlier termination of this Lease), New Tenant shall be responsible for any and all damages actually and reasonably incurred by Landlord as a result of Tenant’s failure holding over for more than sixty (60) days or in order to so vacate and deliver induce such New Tenant not to terminate its lease by reason of the Premises or such portion thereof holding over by Tenant for more than sixty (including 60) days, (2) the loss of such the benefit of the bargain if any New Tenant shall terminate its lease or amendment)by reason of the holding over by Tenant for more than sixty (60) days and (3) any claim for damages by any New Tenant. No holding over by Tenant after the Term shall operate to extend the Term. The acceptance of any rent paid by Tenant pursuant to this Section 6.10 shall not preclude Landlord from commencing and prosecuting a holdover summary eviction proceeding.

Holding Over. It is hereby agreed that If Tenant remains in the event of Tenant holding over possession after the expiration or ------------ termination of this Leasethe Lease Term with or without Landlord's written consent, by lapse of time or otherwiseTenant shall become a tenant-at-sufferance, thereafter the tenancy and there shall be from month no renewal of this Lease by operation of law. During the period of any such holding over, all provisions of this Lease shall be and remain in effect except that the monthly rental shall be determined as follows: (a) if Tenant does not give affirmative written notice to month in the absence of a written agreement Landlord at least twelve (12) months prior to the contraryexpiration of the then current Lease Term (the Holdover Term as hereinafter defined is not part of the Lease Term) that Tenant will not renew or extend the Lease Term, and Tenant then the monthly rental shall pay to Landlord a monthly occupancy charge equal to (i) for the first sixty (60) days of holdover, be one hundred twenty-five percent (125%) of the monthly Basic Rental payable hereunder for the last lease year, and (ii) for any holdover beyond said sixty (60) days, one hundred fifty percent (150%) of the monthly Basic Rental amount of Rent (including any adjustments as provided herein) payable hereunder for the last lease year (plus all other charges payable by Tenant under this Lease) such occupancy charges to be payable from the expiration or termination of this Lease until the end full calendar month of the calendar month in which the Premises are delivered Lease Term including renewals or extensions. (b) if Tenant does give affirmative written notice to Landlord in the condition required herein. If Landlord shall enter into a new lease or amend an existing lease for premises in the Building for all or a portion of the Premises at the end of the Term of this Lease, Landlord shall so notify Tenant and if Tenant fails to vacate and deliver all or such portion of the Premises to Landlord within sixty least twelve (6012) days after receipt of such notice (but in no event months prior to the expiration of the then current Lease Term that Tenant will not renew or earlier termination extend the Lease Term, then Tenant, by written notice to Landlord given no later than nine (9) months prior to the expiration of the then current Lease Term may elect to hold over beyond the expiration of the Lease Term for the period specified in such notice (the "Holdover Term"); provided however that the Holdover Term shall be not more than six (6) months. If Tenant properly makes such election in accordance with the foregoing provisions of this Leasesubparagraph (b), Tenant then for months 1 through 3 of the Holdover Term, the monthly rental shall be responsible for any and all damages actually and reasonably incurred by Landlord as a result one hundred ten percent (110%) of Tenant’s failure to so vacate and deliver the Premises or such portion thereof amount of Rent (including any adjustments as provided herein) payable for the loss last full calendar month of such lease the Lease Term including renewals or amendment)extensions and for months 4 through 6 of the Holdover Term, the monthly rental shall be one hundred fifteen percent (115%) of the amount of Rent (including any adjustments as provided herein) payable for the third month of the Holdover Term. After the expiration of the Holdover Term, monthly rental shall be two hundred percent (200%) of the amount of Rent (including any adjustments as provided herein) payable for the last full calendar month of the Lease Term including renewals and extensions. The inclusion of the preceding provisions of this Section 29 in this Lease shall not be construed as Landlord's consent for Tenant to hold over except as expressly set forth in this Section 29.

Holding Over. It is hereby agreed that Unless earlier terminated in accordance with this Lease or duly extended in accordance with this Lease, this Lease shall terminate without further notice at the event expiration of the Lease Term. Any holding over by Tenant after termination of this Lease shall not constitute a renewal or extension of the Lease or give Tenant any rights in or to the Leased Premises. Any holding over after such expiration with the termination consent of this Lease, by lapse of time or otherwise, thereafter the tenancy Landlord shall be construed to be a tenancy from month to month in on the absence of a written agreement to same terms and conditions herein specified insofar as applicable except that the contrary, and Tenant monthly rent shall pay to Landlord a monthly occupancy charge equal to one twelfth (i) for the first sixty (60) days of holdover, one hundred twenty-five percent (125%1/12) of the monthly Basic Rental payable hereunder for the last lease year, and (ii) for any holdover beyond said sixty (60) days, higher of one hundred fifty percent (150%) of the monthly Basic Rental payable hereunder for Base Annual Rent in effect during the last lease year month prior to such termination or the then current Fair Market Rent. The current Fair Market Rent shall be determined by agreement between Landlord and Tenant within thirty (plus all other charges payable by Tenant under this Lease30) such occupancy charges to be payable from days following the expiration or termination of this Lease until the end of the calendar month in which Lease Term. In the Premises are delivered absence of such agreement as to Landlord in the condition required herein. If Landlord Fair Market Rent, it shall enter into a new lease or amend be determined as follows: (a) Each party shall appoint an existing lease for premises in the Building for all or a portion of the Premises at the end of the Term of this Lease, Landlord shall so notify Tenant and if Tenant fails to vacate and deliver all or such portion of the Premises to Landlord Appraiser within sixty fifteen (6015) days after receipt notice of failure to agree given by one party to the other, and shall advise the other party of such notice appointment. On the failure of either party so to appoint an Appraiser, and to advise the other party of such appointment, the person who has been appointed as Appraiser may appoint a second Appraiser to represent the party in default. (but b) The two (2) Appraisers appointed in no either manner shall then proceed to establish the Base Annual Rent for each month of the hold over period. In the event prior of their inability to agree upon the expiration or earlier termination Base Annual Rent for each month of this Leasethe hold over period within thirty (30) days after their appointment, then Landlord shall appoint a third Appraiser, provided however, that if the difference between the amounts respectively determined by the two (2) Appraisers is not greater than an amount equal to ten percent (10%) of the higher of the two (2) amounts so determined, then the Base Annual Rent for each month of the hold over period in question shall be the mean of such two amounts, and it shall not be necessary to appoint a third (3rd Appraiser). In the event that Landlord fails to appoint a third (3rd) Appraiser within fifteen (15) days, then, in such event, the two Appraisers appointed by the parties pursuant to 15.2(a) above shall, by agreement, appoint the third Appraiser. LOT B (c) In the event a third Appraiser is appointed, such Appraiser's determination of Base Annual Rent for each month of the hold over period shall be final so long as it is within the limits of the appraisals established by the Appraisers appointed by the parties pursuant to 15.2(a) above. If the third Appraiser's appraisal is not within such limits, the determination of Base Annual Rent made by an Appraiser appointed pursuant to 15.2(a) above which is the closest to that of the third Appraiser shall control. (d) Landlord and Tenant shall be responsible for any and all damages actually and reasonably incurred divide equally the charges imposed by Landlord as a result of Tenant’s failure to so vacate and deliver the Premises or such portion thereof (including the loss of such lease or amendment)Appraisers selected under this Paragraph 15.2.

Holding Over. It 22.1 Tenant acknowledges that it is hereby agreed extremely important that Landlord have substantial advance notice in the event Tenant will not vacate the Premises upon expiration of Tenant holding over after the Lease Term, and acknowledges that if ▇▇▇▇▇▇ fails to surrender the Premises or any portion thereof at the expiration or earlier termination of the Lease Term, then it will be presumed that the value to Tenant of remaining in possession, and the loss that will be suffered by Landlord as a result thereof, far exceed the Rent and additional rent that would have been payable had the Lease Term continued during such holdover period. Therefore, if Tenant (or anyone claiming through Tenant) does not immediately surrender full possession of the Premises or any portion thereof upon the expiration or earlier termination of the Lease Term in the condition required by this Lease, then the holdover fee payable by lapse Tenant hereunder for each month or partial month of time or otherwise, thereafter such holdover shall equal the tenancy shall be from month to month in the absence greater of a written agreement to the contrary, and Tenant shall pay to Landlord a monthly occupancy charge equal to (i) the fair market rent for the first sixty (60) days of holdoverentire Premises, one hundred twenty-five percent (125%) of the monthly Basic Rental payable hereunder for the last lease year, and or (ii) for any holdover beyond said sixty (60) days, one hundred fifty percent (150%) of the monthly Basic Rental Base Rent, Tenant’s Proportionate Share of Operating Charges and Tenant’s Proportionate Share of Real Estate Taxes, other additional rent and other sums that would have been payable hereunder for pursuant to the last lease year (plus all other charges payable by Tenant under this Lease) such occupancy charges to be payable from the expiration or termination provisions of this Lease if the Lease Term had continued during such holdover period (collectively, “Holdover Rent”). Such Holdover Rent shall be computed by Landlord and paid by ▇▇▇▇▇▇ on a monthly basis and shall be payable on the first day of such holdover period and the first day of each calendar month thereafter during such holdover period until the end of the calendar month in which the Premises are delivered has been vacated and full possession thereof surrendered by Tenant to Landlord in the condition required hereinunder this Lease. If Landlord shall enter into a new lease or amend an existing lease for premises in the Building for all or a portion of the Premises at the end of the Term Notwithstanding any other provision of this Lease, Landlord Landlord’s acceptance of such holdover fee shall so notify not in any manner adversely affect Landlord’s other rights and remedies, including Landlord’s right to evict Tenant and if Tenant fails to vacate recover all damages, provided that ▇▇▇▇▇▇▇▇’s sole and deliver all or such portion exclusive remedy on account of ▇▇▇▇▇▇’s holdover in the Premises to Landlord within for a period of not greater than sixty (60) days after receipt of shall be Holdover Rent. Any such notice (but in holdover shall be deemed to be a tenancy-at-sufferance and not a tenancy-at-will or tenancy from month-to-month. In no event prior shall any holdover be deemed a permitted extension or renewal of the Lease Term, and nothing contained herein shall be construed to the expiration constitute Landlord’s consent to any holdover or earlier termination of this Lease)to give Tenant any right with respect thereto. For purposes hereof, Tenant shall be responsible for any deemed to have surrendered the Premises notwithstanding Tenant’s failure to comply with ▇▇▇▇▇▇’s removal obligations set forth in this Lease, if and all damages actually and reasonably incurred by Landlord as a only to the extent that such failure is the result of Tenant’s failure to so vacate and deliver remove one or more items of a non-material nature in the aggregate that do not adversely interfere in any material respect with the surrender of possession of the entire Premises to Landlord or the entry, work activities, or use of the Premises by Landlord or the next tenant thereof. Any such portion thereof (including item(s) shall be deemed abandoned and subject to removal by Landlord at Tenant’s expense in accordance with the loss of such lease or amendment)terms hereof.

Holding Over. It If Tenant remains in possession of the Premises after the Term expires or is hereby agreed that otherwise terminated without executing a new lease but with Landlord’s prior written consent, then unless provided otherwise by Landlord in such written consent (a) Tenant is deemed to be occupying the Premises as a tenant from month-to-month, subject to all provisions, conditions and obligations of this Lease applicable to a month-to-month tenancy, (b) Basic Rent during the holdover period will equal 125% of the greater of the Basic Rent payable by Tenant in the event last year of the Term or Landlord’s then current basic rent for the Premises according to Landlord’s rental rate schedule for prospective tenants, (c) Tenant holding over will also pay Tenant’s Share of Property Expenses and all other Additional Rent applicable to such holdover period as described in this Lease, and (d) either Landlord or Tenant may terminate the month-to-month tenancy at any time upon 30 days prior written notice to the other party. If Tenant remains in possession of the Premises after the termination Term expires or is otherwise terminated without executing a new lease and without Landlord’s prior written consent, then Tenant is deemed to be occupying the Premises without claim of right (but subject to all provisions, conditions and obligations of this Lease) and, by lapse in addition to Tenant’s liability for failing to surrender possession of time or otherwisethe Premises as provided in Section 16.1 and all other rights and remedies of Landlord related to such holding over, thereafter the tenancy shall be from month to month in the absence of a written agreement to the contrary, and Tenant shall will pay to Landlord a monthly charge for each day of occupancy charge after the Term in an amount equal to (i) for the first sixty (60) days of holdover, one hundred twenty-five percent (125%) 200% of the monthly Basic Rental payable hereunder for the last lease year, and (ii) for any holdover beyond said sixty (60) days, one hundred fifty percent (150%) of the monthly Basic Rental payable hereunder for the last lease year (plus all other charges Rent payable by Tenant under this Lease) such occupancy charges to be payable from the expiration or termination of this Lease until the end of the calendar month in which the Premises are delivered to Landlord in the condition required herein. If Landlord shall enter into a new lease or amend an existing lease for premises in the Building for all or a portion of the Premises at the end last year of the Term (on a daily basis), plus Tenant’s Share of Property Expenses and all other Additional Rent applicable to such holdover period as described in this Lease, Landlord shall so notify Tenant and if Tenant fails to vacate and deliver all or such portion of the Premises to Landlord within sixty (60) days after receipt of such notice (but in no event prior to the expiration or earlier termination of this Lease), Tenant shall be responsible for any and all damages actually and reasonably incurred by Landlord as a result of Tenant’s failure to so vacate and deliver the Premises or such portion thereof (including the loss of such lease or amendment).

Holding Over. It is hereby agreed that in (a) In the event of Tenant holding any holding-over after the termination of this Lease, by lapse of time or otherwise, thereafter the tenancy shall be from month to month in the absence of a written agreement to the contrary, and Tenant shall pay to Landlord a monthly occupancy charge equal to (i) for the first sixty (60) days of holdover, one hundred twenty-five percent (125%) of the monthly Basic Rental payable hereunder for the last lease year, and (ii) for any holdover beyond said sixty (60) days, one hundred fifty percent (150%) of the monthly Basic Rental payable hereunder for the last lease year (plus all other charges payable by Tenant under this Lease) such occupancy charges to be payable from after the expiration or termination of this Lease until without the consent of Landlord, such holdover tenancy shall be upon all of the terms of this Lease as applied during the Term except that Landlord shall not be required to perform any work, furnish any materials or make any repairs within the Premises during the holdover tenancy and except that Tenant shall: (i) pay as Base Rent for each month of the holdover tenancy (which shall be in addition to all Additional Rent including the Additional Rent payable under Article 4 and Tenant’s Electricity Payment) an amount equal to the Applicable Percentage of the greater of (x) the fair market rental value of the Premises for such month (as reasonably determined by Landlord) and (y) the Base Rent which Tenant was obligated to pay for the month immediately preceding the end of the calendar month in which the Premises are delivered Term; and (ii) if such holding over shall extend for more than one hundred eighty (180), be liable to Landlord in the condition for (x) any payment or rent concession which Landlord may be required herein. If to make or give to any tenant obtained by Landlord shall enter into a new lease or amend an existing lease for premises in the Building for all or a portion any part of the Premises at the end (a “New Tenant”) in order to induce such New Tenant not to terminate its lease by reason of the Term of this Lease, Landlord shall so notify holding-over by Tenant and if Tenant fails to vacate and deliver all or such portion of the Premises to Landlord within sixty (60) days after receipt of such notice (but in no event prior to the expiration or earlier termination of this Lease), Tenant shall be responsible for any and all damages actually and reasonably incurred by Landlord otherwise as a result of Tenant’s failure to so vacate such holding-over by Tenant and deliver the Premises or such portion thereof (including y) the loss of such the benefit of the bargain if any New Tenant shall terminate its lease or amendment)by reason of the holding-over by Tenant. “Applicable Percentage” means (A) 150% for the first thirty (30) days of any holdover, and (B) 200% thereafter.

Holding Over. It is hereby agreed that in the event of If Tenant holding holds over after the expiration of the Lease Term with the express written consent of Landlord, such tenancy shall be from month-to-month only, and shall not constitute a renewal hereof or an extension for any further term, and in such case Base Rent shall be payable (a) for the first month of such holding over, at a monthly rate of […***…] of the Base Rent applicable during the last rental period of the Lease Term under this Lease, (b) thereafter, at a monthly rate of […***…] of the Base Rent applicable during the last rental period of the Lease Term under this Lease. Such month-to-month tenancy shall be subject to every other applicable term, covenant and agreement contained herein. If Tenant holds over after the expiration of the Lease Term without the express written consent of Landlord, such tenancy shall be a tenancy at sufferance, and shall not constitute a renewal hereof or an extension for any further term, and in such case daily damages in any action to recover possession of the Premises shall be calculated at a daily rate equal to the greater of (i) either (x) for the first month of such holding over, […***…], and (x) thereafter […***…] of the Base Rent applicable during the last rental period of the Lease Term under this Lease (calculated on a per diem basis) or (ii) the fair market rental rate for the Premises as of the commencement of such holdover period. Notwithstanding the foregoing, Tenant shall have the one-time right, upon written notice (the "Permitted Holdover Notice") to Landlord not less than twelve (12) months prior to the expiration of the then Lease Term, to extend the Lease Term for a period of up to […***…] (as so designated, the "Permitted Holdover Term"), in which case the Rent payable by Tenant during such Permitted Holdover Term shall equal (i) […***…] of the Rent applicable during the last rental period of the Lease Term under this Lease for the first […***…] months of such Permitted Holdover Term, (ii) […***…] of the Rent applicable during the last rental period of the Lease Term under this Lease for the next occurring […***…] of such Permitted Holdover Term (i.e., months 3, 4 and 5), and (iii) […***…] of the Rent applicable during the last rental period of the Lease Term under this Lease thereafter; provided, however, that Tenant may terminate the Permitted Holdover Term at any time upon thirty (30) days' prior notice to Landlord. Subject only to a properly effectuated Permitted Holdover Term, nothing otherwise contained in this Article 16 shall be construed as consent by Landlord to any holding over by Tenant, and Landlord expressly reserves the right to require Tenant to vacate and deliver possession of the Premises to Landlord as provided in this Lease upon the expiration or other termination of this Lease. The provisions of this Article 16 shall not be deemed to limit or constitute a waiver of any other rights or remedies of Landlord provided herein or at law. If Tenant holds over without Landlord's express written consent (or Landlord's deemed consent in connection with a Permitted Holdover Term), and tenders payment of rent for any period beyond the expiration of the Lease Term by lapse way of time check (whether directly to Landlord, its agents, or otherwiseto a lock box) or wire transfer, thereafter Tenant acknowledges and agrees that the tenancy cashing of such check or acceptance of such wire shall be from considered inadvertent and not be construed as creating a month-to-month tenancy, provided Landlord refunds such payment to month Tenant promptly upon learning that such check has been cashed or wire transfer received. Tenant acknowledges that any holding over without Landlord's express written consent (or Landlord's deemed consent in the absence of connection with a written agreement Permitted Holdover Term) may compromise or otherwise affect Landlord's ability to the contrary, and Tenant shall pay to Landlord a monthly occupancy charge equal to (i) for the first sixty (60) days of holdover, one hundred twenty-five percent (125%) of the monthly Basic Rental payable hereunder for the last lease year, and (ii) for any holdover beyond said sixty (60) days, one hundred fifty percent (150%) of the monthly Basic Rental payable hereunder for the last lease year (plus all other charges payable by Tenant under this Lease) such occupancy charges to be payable from the expiration or termination of this Lease until the end of the calendar month in which the Premises are delivered to Landlord in the condition required herein. If Landlord shall enter into a new lease or amend an existing lease for premises in leases with prospective tenants regarding the Building for all or a portion of the Premises at the end of the Term of this LeasePremises. Therefore, Landlord shall so notify Tenant and if Tenant fails to vacate and deliver all or such portion of the Premises upon the termination or expiration of this Lease, in addition to any other liabilities to Landlord within sixty accruing therefrom, Tenant shall protect, defend, indemnify and hold Landlord harmless from and against all claims made by any succeeding tenant founded upon such ./ -/// -40- ▇▇▇▇▇▇ REALTY, L.P. [ACADIA Pharmaceuticals Inc.] failure to vacate and deliver, and any losses suffered by Landlord, including lost profits, resulting from such failure to vacate and deliver (60) days after receipt of such notice (but collectively, "Holdover Damages"); provided, however, that in no event prior shall Tenant be liable for Holdover Damages attributable to any Permitted Holdover Term. Tenant agrees that any proceedings necessary to recover possession of the Premises, whether before or after expiration or earlier termination of the Lease Term, shall be considered an action to enforce the terms of this Lease), Tenant shall be responsible Lease for purposes of the awarding of any and all damages actually and reasonably incurred by Landlord as a result of Tenant’s failure to so vacate and deliver the Premises or such portion thereof (including the loss of such lease or amendment)attorney's fees in connection therewith.

Holding Over. It is hereby agreed that Tenant shall vacate the Premises upon the expiration of the Lease Term or earlier termination of this Lease in the event of condition required under Section 6.06. If the Tenant holding holds over after expiration of the Lease Term, Extension Term(s), or earlier termination of this Lease, by lapse of time or otherwise, thereafter the tenancy shall be from month to month in the absence of a written agreement to the contrary, and then Tenant shall pay Rent to Landlord a monthly occupancy charge equal to (i) for the first sixty (60) days month of holdover, such hold over in an amount equal to the Additional Rent and Shell Rent at a rate equal to one hundred twenty-five percent (125%) of the monthly Basic Rental payable hereunder Shell Rent in effect as of the month immediately preceding such hold over for the last lease yearfirst four (4) months, and thereafter Tenant shall pay Rent to Landlord monthly starting on the fifth (ii5th) for any holdover beyond said sixty (60) days, month of such hold over in an amount equal to the Additional Rent and Shell Rent at a rate equal to one hundred fifty percent (150%) of the monthly Basic Rental payable hereunder Shell Rent in effect as of the month immediately preceding such hold over, and Tenant shall reimburse Landlord for and defend and indemnify Landlord against all Claims (as hereinafter defined) which Landlord incurs from Tenant’s delay in vacating the last lease year Premises on or before the date which is ninety (plus all other charges payable by Tenant under this Lease90) such occupancy charges to be payable from days after the expiration of the Lease Term, Extension Term(s), or earlier termination of this Lease until in accordance with Applicable Laws. If Tenant does not vacate the end Premises upon the expiration of the calendar month Lease Term or earlier termination of the Lease in which accordance with the Premises are delivered to terms of this Lease and Landlord in the condition required herein. If Landlord shall enter into a new lease or amend an existing lease for premises in the Building for all or a portion thereafter accepts Rent from Tenant, Tenant’s occupancy of the Premises at the end shall be a “month to month” tenancy, subject to all of the Term terms of this Lease, other than the payment of Base Rent, which shall be paid on a monthly basis as set forth above, and Landlord and Tenant shall so notify Tenant each have the right to terminate this Lease and if Tenant fails Tenant’s right to vacate and deliver all or such portion of occupy the Premises to on thirty (30) days’ written notice. Acceptance by Landlord within sixty (60) days of any Rent after receipt of such notice (but in no event prior to the expiration or earlier termination of this Lease)Lease shall not constitute a consent to a hold over hereunder or result in a renewal of the Lease or any lease and nothing in this Section 2.05 shall limit or restrict Landlord from pursuing any remedies against Tenant for failure to timely vacate the Premises. For the avoidance of doubt, Tenant shall also be responsible for any and all damages actually and reasonably incurred by Landlord as a result of Tenant’s failure to so vacate and deliver pay Additional Rent during the Premises or such portion thereof (including the loss of such lease or amendment)hold over period.

Holding Over. It is hereby agreed that If Tenant (directly or through any successor-in-interest of Tenant) remains in possession of all or any portion of the event Premises after the expiration of Tenant holding over after the Term or the termination of this LeaseLease with the written consent of Landlord, by lapse of time or otherwise, thereafter the tenancy such continued possession shall be construed to be a tenancy from month to month in the absence of a written agreement to the contrary, and Tenant shall pay to Landlord a monthly occupancy charge equal to (i) for the first sixty (60) days of holdover, at one hundred twenty-five percent (125%) of the monthly Basic Rental Monthly Base Rent payable hereunder in the last full month prior to such termination or expiration, together with an amount estimated by Landlord for the last lease yearmonthly Additional Charges for Expenses and Taxes payable under this Lease, and shall otherwise be on the terms and conditions herein specified so far as applicable. If Tenant (iidirectly or through any successor-in-interest of Tenant) remains in possession of all or any portion of the Premises after the expiration of the Term or the termination of this Lease without the written consent of Landlord, Tenant’s continued possession shall be on the basis of a tenancy at the sufferance of Landlord. In such event, Tenant shall continue to comply with or perform all the terms and obligations of Tenant under this Lease, except that the Monthly Base Rent during Tenant’s holding over shall be the greater of the then-fair market rent for any holdover beyond said sixty the Premises (60as reasonably determined by Landlord) days, or one hundred fifty percent (150%) of the monthly Basic Rental Monthly Base Rent and Additional Charges for Expenses and Taxes payable hereunder for in the last lease year (plus all other charges payable by Tenant under full month prior to the termination or expiration of this Lease) such occupancy charges . In addition to be payable from Rent, Tenant shall pay Landlord for all damages proximately caused by reason of the Tenant’s retention of possession. Landlord’s acceptance of Rent after the expiration of the Term or termination of this Lease until the end of the calendar month in which the Premises are delivered to Landlord in the condition required herein. If Landlord shall enter into a new lease or amend an existing lease for premises in the Building for all or a portion of the Premises at the end of the Term of this Lease shall not constitute a renewal of this Lease, and nothing contained in this provision shall be deemed to waive Landlord’s right of re-entry or any other right hereunder or at law. Tenant acknowledges that, in Landlord’s marketing and re-leasing efforts for the Premises, Landlord is relying on Tenant’s vacation of the Premises on the Expiration Date. Accordingly, Tenant shall so notify Tenant indemnify, defend and if Tenant fails hold Landlord harmless from and against all claims, liabilities, losses, costs, expenses and damages arising or resulting directly or indirectly from Tenant’s failure to vacate and deliver timely surrender the Premises, including (i) any loss, cost or damages suffered by any prospective tenant of all or any part of the Premises, and (ii) Landlord’s damages as a result of such prospective tenant rescinding or refusing to enter into the prospective lease of all or any portion of the Premises to Landlord within sixty (60) days after receipt by reason of such notice (but in no event prior failure of Tenant to timely surrender the expiration or earlier termination of this Lease), Tenant shall be responsible for any and all damages actually and reasonably incurred by Landlord as a result of Tenant’s failure to so vacate and deliver the Premises or such portion thereof (including the loss of such lease or amendment)Premises.

Holding Over. It is hereby agreed that in In the event Tenant, or any party claiming rights to this Lease under, by or through Tenant retains possession of Tenant holding over the Premises or any portion thereof after the termination of this LeaseRequired Surrender Date (each such retention a “Holdover”), by lapse of time or otherwisethen, thereafter the tenancy in such event, such possession shall be an unlawful detainer, and no tenancy or interest shall result from month such possession, such parties shall be subject to month in the absence of a written agreement to the contraryimmediate eviction and removal, and Tenant shall shall, during the term of the Holdover, pay to Landlord a monthly occupancy charge as rent for each month or portion thereof during the period of such holdover an amount equal to (i) for the first sixty (60) days of holdover, one hundred twenty-five percent (125%) of the monthly Basic Rental payable hereunder for the last lease year, and (ii) for any holdover beyond said sixty (60) days, one hundred fifty percent (150%) of the monthly Basic Rental payable hereunder for Rent in effect immediately preceding the last lease year Holdover plus (plus all other charges payable by Tenant under this Leaseii) such occupancy charges to be payable from the expiration or termination of this Lease until the end one hundred percent (100%) of the calendar month monthly Additional Rent in which effect immediately preceding such Holdover (collectively the Premises are delivered to Landlord in “Holdover Rent”). In addition and without limiting the condition required herein. If Landlord shall enter into a new lease or amend an existing lease for premises in the Building for all or a portion requirement of the Premises at the end payment of the Term of this Lease, Landlord shall so notify Tenant and if Tenant fails to vacate and deliver all or such portion of the Premises to Landlord within sixty (60) days after receipt of such notice (but in no event prior to the expiration or earlier termination of this Lease)Holdover Rent, Tenant shall be responsible for also pay to Landlord any and all damages actually and reasonably incurred sustained by Landlord as a result of such Holdover, which payment shall be made to Landlord upon Landlord’s written demand; provided that Tenant shall not be liable to Landlord for any damages in connection with an actual or prospective tenant arising from Tenant’s failure holdover unless (i) Landlord gives written notice (the “Vacancy Notice”) to so Tenant after the date Tenant’s right to renew the Lease pursuant to Exhibit J has occurred stating (x) that Landlord has entered into a letter of intent, letter or memorandum of understanding or another similar instrument with a proposed tenant or a third party has accepted a proposal made by Landlord to lease all or part of the Premises and (y) the date Landlord requires Tenant to vacate the Premises (the “Vacancy Date”), which date shall be the later of thirty (30) days after Tenant’s receipt of the Vacancy Notice and the expiration date of this Lease, and (ii) Tenant fails to vacate the Premises on or before the Vacancy Date. Tenant will vacate the Premises and deliver the Premises same to Landlord promptly upon Tenant’s receipt of notice from Landlord to so vacate. The Holdover Rent during such period shall be payable to Landlord on demand or such portion thereof if no demand is made then on the 1st day of each month during the term of the Holdover (including the loss of such lease without in any way implying or amendmentcreating a month-to-month tenancy or any other tenancy). No holding over by Tenant shall operate to extend this Lease.

Holding Over. It is hereby agreed that in the event of If Tenant holding holds over after the termination expiration of this Leasethe Lease Term, by lapse with or without the express or implied consent of time or otherwiseLandlord, thereafter the such tenancy shall be from month-to-month to month in the absence of a written agreement to the contraryonly, and Tenant shall pay to Landlord not constitute a renewal hereof or an extension for any further term, and in such case Base Rent shall be payable at a monthly occupancy charge rate equal to to: (iA) for the first sixty two (602) days of holdover, one hundred twenty-five percent (125%) months of the monthly Basic Rental payable hereunder for the last lease year, and (ii) for any holdover beyond said sixty (60) daysholdover, one hundred fifty percent (150%) of the monthly Basic Rental payable hereunder greater of (i) the Base Rent applicable during the 16 last rental period of the Lease Term under this Lease or (ii) the fair market rental rate for the Premises as of the commencement of such holdover period; and (B) for the remainder of the holdover period, two hundred percent (200%) of the greater of (i) the Base Rent applicable during the last lease year (plus all other charges payable by Tenant rental period of the Lease Term under this LeaseLease or (ii) such occupancy charges to be payable from the expiration or termination of this Lease until fair market rental rate for the end Premises as of the calendar third (3rd) month in which the Premises are delivered of such holdover period. Such month-to-month tenancy shall be subject to Landlord in the condition required every other applicable term, covenant and agreement contained herein. If Nothing contained in this Article 16 shall be construed as consent by Landlord shall enter into a new lease or amend an existing lease for premises in to any holding over by Tenant, and Landlord expressly reserves the Building for all or a portion of the Premises at the end of the Term of this Lease, Landlord shall so notify right to require Tenant and if Tenant fails to vacate and deliver all or such portion surrender possession of the Premises to Landlord within sixty (60) days after receipt of such notice (but as provided in no event prior to this Lease upon the expiration or earlier other termination of this Lease). The provisions of this Article 16 shall not be deemed to limit or constitute a waiver of any other rights or remedies of Landlord provided herein or at law. Tenant acknowledges that if Tenant holds over without Landlord's consent, such holding over may compromise or otherwise affect Landlord's ability to enter into new leases with prospective tenants regarding the Premises. Therefore, if Tenant fails to surrender the Premises upon the termination or expiration of this Lease, in addition to any other liabilities to Landlord accruing therefrom, Tenant shall be responsible for protect, defend, indemnify and hold Landlord harmless from and against all Claims resulting from such failure, including, without limiting the generality of the foregoing, any and all damages actually and reasonably incurred claims made by Landlord as a result of Tenant’s any succeeding tenant founded upon such failure to so vacate surrender, and deliver the Premises or any losses suffered by Landlord, including lost profits, resulting from such portion thereof (including the loss of such lease or amendment)failure to surrender.

Holding Over. It is hereby agreed that in A. Tenant shall have the event of Tenant holding right to hold over after the termination expiration of the Term of this Lease for up to six (6) months provided that if Tenant wishes to hold over, Tenant shall have delivered to Landlord written notice of Tenant’s wish to hold over at least nine (9) months prior to the Expiration Date setting forth the number of months that Tenant wishes to hold over (the “Hold Over Notice”). Any hold over in excess of six (6) months after the Expiration Date shall require Landlord’s prior written consent, which consent may be withheld in Landlord’s sole and absolute discretion. Such holding over shall not constitute an extension of this Lease, by lapse of time or otherwise, thereafter the tenancy but shall be from month subject to month in all of the absence terms of a written agreement to this Lease. During (a) the contraryfirst three (3) months of such holding over, and Tenant shall pay to Landlord a monthly occupancy charge equal to Base Rent at one hundred ten percent (i110%) for of the first sixty rate payable in the last month of the Term of this Lease; (60b) days the second (2nd) three (3) months (that is, the fourth (4th) through sixth (6th) months of holdoversuch holding over), Tenant shall pay Base Rent at one hundred twenty-five percent (125%) of the monthly Basic Rental rate payable hereunder for the last lease year, month of the Term of this Lease; and (iic) for any holdover beyond said sixty period after the expiration of the sixth (606th) daysmonth of such holding over to which Landlord consents, Tenant shall pay Base Rent at one hundred fifty percent (150%) of the monthly Basic Rental rate payable hereunder for the last lease year (plus all other charges payable by Tenant under this Lease) such occupancy charges to be payable from the expiration or termination of this Lease until the end of the calendar month in which the Premises are delivered to Landlord in the condition required herein. If Landlord shall enter into a new lease or amend an existing lease for premises in the Building for all or a portion of the Premises at the end of the Term of this Lease. In addition to the adjusted Base Rent obligations noted above, Landlord Tenant shall so notify Tenant and if Tenant fails continue to vacate and deliver all or such portion owe its proportionate share of Additional Rent at the rate payable in the last month of the Premises to Landlord within sixty Term of this Lease. B. Should Tenant (60a) days hold over after receipt of such notice (but in no event prior to the expiration or earlier early termination of this LeaseLease (rather than hold over after the Expiration Date), or (b) hold over after the Expiration Date without having timely provided the Hold Over Notice to Landlord, or (c) hold over after the sixth (6th) month after the Expiration Date without the prior written consent of Landlord, by lapse of time or otherwise, Tenant shall be responsible for any become a tenant from month-to-month only upon each and all of the terms herein provided as may be applicable to such month-to-month tenancy and any such holding over shall not constitute an extension of this Lease; provided, however, during such holding over, Tenant shall pay Base Rent at one hundred twenty-five percent (125%) for the first three (3) months and thereafter at one hundred fifty percent (150%) of the rate payable for the month immediately preceding said holding over, and in addition, Tenant shall pay Landlord the Additional Rent and all actual direct damages actually and reasonably incurred sustained by Landlord as a result reason of Tenant’s failure to so vacate and deliver the Premises holding over. Tenant shall not be liable for consequential, punitive, special or such portion thereof (including the loss similar damages by reason of such lease or amendment)that holding over.

Holding Over. It is hereby agreed that in If Tenant retains possession of the event of Tenant holding over Premises after the termination of this Leasethe Lease Term (or any extension terms thereof), by lapse of time or otherwiseunless otherwise agreed in writing, thereafter the tenancy such possession shall be from month subject to month in the absence of a written agreement to the contraryimmediate termination by Landlord at any time, and Tenant all of the other terms and provisions of this Lease (excluding any expansion or renewal option or other similar right or option) shall pay to Landlord a monthly occupancy charge equal to be applicable during such holdover period, except that (ia) for the first sixty (60) days of holdovermonth Tenant is a holdover Tenant, one hundred twenty-five Tenant shall pay Landlord, upon demand, as Base Rent for such holdover period, an amount equal to 125 percent (125%) of the monthly Basic Rental payable hereunder for Base Rent in effect on the last lease yeartermination date, and (iib) for the second month and any additional month thereafter that Tenant is in holdover, Tenant shall pay Landlord, upon demand, as Base Rent for such holdover beyond said sixty (60) daysperiod, one hundred fifty an amount equal to 150 percent (150%) of the Base Rent in effect on the termination date, computed on a monthly Basic Rental payable hereunder basis for each month or part thereof during such holding over. All other payments shall continue under the last lease year (plus all other charges payable by Tenant under this Lease) such occupancy charges to be payable from the expiration or termination of this Lease until the end of the calendar month in which the Premises are delivered to Landlord in the condition required herein. If Landlord shall enter into a new lease or amend an existing lease for premises in the Building for all or a portion of the Premises at the end of the Term terms of this Lease, Landlord shall so notify Tenant and if Tenant fails to vacate and deliver all or such portion of the Premises to Landlord within sixty (60) days after receipt of such notice (but in no event prior to the expiration or earlier termination of this Lease). In addition, Tenant shall be responsible liable for any and all damages actually and reasonably incurred by Landlord as a result of Tenant’s failure such holding over; provided, however, that Landlord provides Tenant with written notice that Landlord is in negotiations with another prospective tenant, and Tenant fails to so vacate and deliver thereafter surrender the Premises in accordance with this Lease on, or such portion thereof (including prior to, the loss date identified in Landlord’s notice. No holding over by Tenant, whether with or without consent of such lease or amendment)Landlord, shall operate to extend this Lease except as otherwise expressly provided, and this Paragraph 22 shall not be construed as consent for Tenant to retain possession of the Premises. For purposes of this Paragraph 22, “possession of the Premises” shall continue until, among other things, Tenant has delivered all keys to the Premises to Landlord, Landlord has complete and total dominion and control over the Premises, and Tenant has completely fulfilled all obligations required of it upon termination of the Lease as set forth in this Lease, including, without limitation, those concerning the condition and repair of the Premises.

Holding Over. It is hereby agreed that If Tenant remains in possession of the event of Tenant holding over Premises after the expiration or other termination of this Leasethe Lease Term, by lapse of time or otherwisethen, thereafter the tenancy at Landlord’s option, Tenant shall be from deemed to be occupying the Premises as a month-to-month to month in the absence of a written agreement to the contrarytenant only, and Tenant shall pay to Landlord at a monthly occupancy charge rental equal to (i) for the first sixty thirty (6030) days of holdoversuch holding over, one hundred twenty-five percent the greater of (125%a) of the monthly Basic Rental payable hereunder for the last lease year, and (ii) for any holdover beyond said sixty (60) days, one hundred fifty percent (150%) of the monthly Basic Rental Annual Fixed Rent and any Additional Rent payable hereunder during the last month of the Lease Term and (b) one hundred fifty percent (150%) of the then current market rent for the Premises and (ii) thereafter, the greater of (a) two hundred percent (200%) of the Annual Fixed Rent and any Additional Rent payable hereunder during the last lease year month of the Lease Term and (plus b) two hundred percent (200%) of the then current market rent for the Premises, and otherwise on the terms and conditions set forth in this Lease, as far as applicable. Tenant shall also pay all other charges Additional Rent payable under the terms of this Lease, prorated for each month during which Tenant remains in possession. Such month-to-month tenancy may be terminated by Landlord effective as of the last day of any calendar month by delivery to Tenant of notice of such termination prior to the first day of such calendar month. Landlord waives no rights against Tenant by reason of accepting any holding over by Tenant under and Tenant shall defend, indemnify and hold Landlord harmless from and against any and all claims, losses and liabilities for damages resulting from failure to surrender possession within forty-five (45) days after the Expiration Date, including, without limitation, any claims made by any succeeding tenant and any lost profits, and such obligations shall survive the expiration or sooner termination of this Lease. The provisions of this Section 20.17 shall not in any way be deemed to (i) such occupancy charges permit Tenant to be payable from remain in possession of the Premises after the Expiration Date or sooner termination of this Lease, or (ii) imply any right of Tenant to use or occupy the Premises upon expiration or termination of this Lease until and the end Lease Term, and no acceptance by Landlord of payments from Tenant after the Expiration Date or sooner termination of the calendar month in which the Premises are delivered Lease Term shall be deemed to Landlord in the condition required herein. If Landlord shall enter into a new lease or amend an existing lease for premises in the Building for all or a portion be other than on account of the Premises at amount to be paid by Tenant in accordance with the end of the Term provisions of this Lease, Landlord Section 20.17. Tenant’s obligations under this Section 20.17 shall so notify Tenant and if Tenant fails to vacate and deliver all or such portion of the Premises to Landlord within sixty (60) days after receipt of such notice (but in no event prior to survive the expiration or earlier termination of this Lease), Tenant shall be responsible for any and all damages actually and reasonably incurred by Landlord as a result of Tenant’s failure to so vacate and deliver the Premises or such portion thereof (including the loss of such lease or amendment).

Holding Over. It is hereby If Tenant retains possession of the Premises or any part thereof after the end of the Term or termination of Tenant’s right to possession of the Premises (it being agreed that in Tenant’s failure to timely remove all Tenant’s Property and all the event Required Removables from the Premises shall also be considered a retention of Tenant holding over after the termination Premises by Tenant), then such retention of this Lease, by lapse of time or otherwise, thereafter the tenancy possession shall be from considered a tenancy “at will” or “sufferance” (and not a month-to-month to month in the absence of a written agreement to the contrarytenancy), and Tenant shall pay to Landlord a monthly occupancy charge Rent for such holding over in an amount equal to the sum of: (ia) for the first sixty (60) days of holdover, one hundred twenty-five percent (125%) of the monthly Basic Rental payable hereunder Rent in effect immediately preceding such holding over computed on a monthly basis for each of the last lease year, and first two (ii2) for any holdover beyond said sixty months or partial months that Tenant remains in possession; plus (60b) days, one hundred fifty percent (150%) of the monthly Basic Rental payable hereunder Rent in effect immediately preceding such holding over computed on a monthly basis for each month or partial month that Tenant remains in possession after such first two (2) months or partial months. In addition to the last lease year (plus all other charges payable by Tenant under this Lease) such occupancy charges to be payable from the expiration or termination of this Lease until the end payment of the calendar month in which the Premises are delivered amounts provided above, if Landlord is unable to Landlord in the condition required herein. If Landlord shall enter into a new lease or amend an existing lease for premises in the Building for all or a portion of the Premises at the end of the Term of this Lease, Landlord shall so notify Tenant and if Tenant fails to vacate and timely deliver all or such portion possession of the Premises to Landlord within sixty (60) days after receipt of such notice (but in no event prior to the expiration or earlier termination of this Lease), Tenant shall be responsible for any and all damages actually and reasonably incurred by Landlord a third party as a result of Tenant’s failure holdover then, provided Landlord has provided written notice to so vacate and Tenant that Landlord may be subject to damages or penalties imposed by such third party because Landlord is unable to timely deliver possession of the Premises to such third party on or before a date that is not more than 60 days after the date of such notice, Tenant shall be liable to Landlord for all damages including, but not limited to, consequential damages that Landlord suffers from the holdover; provided, however, Tenant shall only be liable to Landlord for consequential damages if Tenant retains possession of the Premises or such portion any part thereof after the end of the Term or termination of Tenant’s right to possession of the Premises (including it being agreed that Tenant’s failure to timely remove all Tenant’s Property and all the loss Required Removables from the Premises shall also be considered a retention of such the Premises by Tenant) for ninety (90) or more days after the expiration or termination (as applicable) of the Term. The provisions of this Section do not waive Landlord’s right of re-entry or right to regain possession by actions at Law or in equity or any other rights hereunder, and any receipt of payment by Landlord shall not be deemed a consent by Landlord to Tenant’s remaining in possession or be construed as creating or renewing any lease or amendment)right of tenancy between Landlord and Tenant.

Holding Over. It is hereby agreed that in the event of If Tenant holding holds over after the expiration of the Lease Term or earlier termination thereof, with or without the express or implied consent of this LeaseLandlord, by lapse of time or otherwise, thereafter the such tenancy shall be from month-to-month to month in the absence of a written agreement to the contraryonly, and Tenant shall pay to Landlord not constitute a renewal hereof or an extension for any further term, and in such case Base Rent shall be payable at a monthly occupancy charge rate equal to of the Applicable Multiplier multiplied by the greater of (i) the Base Rent applicable during the last rental period of the Lease Term under this Lease, and (ii) the then-current market rent for the first sixty Premises (60as reasonably determined by Landlord). The “Applicable Multiplier” shall be (a) days of holdover, one hundred twenty-five percent (125%) of the monthly Basic Rental payable hereunder for the last lease yearfirst one month of any period of holding over, and (iib) for any holdover beyond said sixty (60) days, one hundred fifty percent (150%) of the monthly Basic Rental payable hereunder for the last lease year following one month of any period of holding over, (plus c) one hundred seventy-five percent (175%) for the following one month of any period of holding over, and (d) two hundred percent (200%) for each subsequent month of any period of holding over. Such month-to-month tenancy shall be subject to every other applicable term, covenant and agreement contained herein (including all other charges payable by Tenant under this Lease) such occupancy charges obligations with respect to be payable from the expiration or termination Additional Rent). For purposes of this Lease until the end of the calendar month Article 16, a holding over shall include Tenant’s remaining in which the Premises are delivered to Landlord in the condition required herein. If Landlord shall enter into a new lease or amend an existing lease for premises in the Building for all or a portion of the Premises at the end of the Term of this Lease, Landlord shall so notify Tenant and if Tenant fails to vacate and deliver all or such portion of the Premises to Landlord within sixty (60) days after receipt of such notice (but in no event prior to the expiration or earlier termination of the Lease Term, as required pursuant to the terms of Section 8,5, above, to remove any Alterations or Above Building Standard Tenant Improvements located within the Premises and replace the same with Building Standard Tenant Improvements. Nothing contained in this Article 16 shall be construed as consent by Landlord to any holding over by Tenant, and Landlord expressly reserves the right to require Tenant to surrender possession of the Premises to Landlord as provided in this Lease upon the expiration or other termination of this Lease). The provisions of this Article 16 shall not be deemed to limit or constitute a waiver of any other rights or remedies of Landlord provided herein or at law. If Tenant fails to surrender the Premises within thirty (30) days after the termination or expiration of this Lease, then in addition to any other liabilities to Landlord accruing therefrom, Tenant shall be responsible for protect, defend, indemnify and hold Landlord harmless from all loss, costs (including reasonable attorneys’ fees) and liability resulting from such failure, including, without limiting the generality of the foregoing, any and all damages actually and reasonably incurred claims made by Landlord as a result any succeeding tenant of Tenant’s which Tenant has notice founded upon such failure to so vacate surrender and deliver the Premises or such portion thereof (including the loss of such lease or amendment)any lost profits to Landlord resulting therefrom.

Holding Over. It is hereby agreed that Notwithstanding the terms and conditions of Section 15.2 of the Lease, in the event that the commencement date of Tenant holding over after that certain lease dated as of even date herewith (the termination of this “New Lease”) by and between Landlord’s affiliate, by lapse of time or otherwiseGATEWAY TORREY HILLS LLC, thereafter the tenancy shall be from month to month in the absence of a written agreement to the contraryDelaware limited liability company (“New Landlord”), and Tenant shall for space located at ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇ ▇▇▇, ▇▇▇ ▇▇▇▇▇, ▇▇ (the “New Premises”) has not occurred prior to the Expiration Date, Tenant will be permitted to continue to occupy the Premises for the period (such period, the “Continued Occupancy Period”) between the Expiration Date and the date that is 7 days after the date that New Landlord delivers the New Premises to Tenant in the condition required by the New Lease (such date, the “Continued Occupancy Surrender Date”), under the terms and conditions of the Lease, as modified by this Section I.A. During the Continued Occupancy Period, Tenant will pay to Landlord a monthly occupancy charge equal to (i) Basic Rent for the first sixty (60) days Original Premises at the rate of holdover, one hundred twenty-five percent (125%) of $17,015.32 per month through and until the monthly Basic Rental payable hereunder for the last lease yearContinued Occupancy Surrender Date, and (ii) Project Costs and Property Taxes for the Original Premises in accordance with the terms of the Lease. Notwithstanding the foregoing, in the event that Continued Occupancy Surrender Date has not occurred on or before June 30, 2025 (the “Outside Surrender Date”), for each day after the Outside Surrender Date that the Continued Occupancy Surrender Date has not occurred for any holdover beyond said sixty reason but Tenant Delay (60) days, one hundred fifty percent (150%) of the monthly Basic Rental payable hereunder for the last lease year (plus all other charges payable by Tenant under this Lease) such occupancy charges to be payable from the expiration or termination of this Lease until the end of the calendar month as defined in which the Premises are delivered to Landlord in the condition required herein. If Landlord shall enter into a new lease or amend an existing lease for premises in the Building for all or a portion of the Premises at the end of the Term of this Lease, Landlord shall so notify Tenant and if Tenant fails to vacate and deliver all or such portion of the Premises to Landlord within sixty (60) days after receipt of such notice (but in no event prior Exhibit X to the expiration or earlier termination of this New Lease), Tenant shall will be responsible entitled to a day-for-day abatement of Basic Rent for any the Original Premises and all damages actually Project Costs and reasonably incurred by Landlord as a result of Tenant’s failure to so vacate and deliver Property Taxes for the Premises or such portion thereof (including the loss of such lease or amendment)Original Premises.

Holding Over. It is hereby agreed that If Tenant remains in possession of the event of Tenant holding over Premises after the expiration or earlier termination of this LeaseLease with the express written consent of Landlord, by lapse of time or otherwise, thereafter the tenancy Tenant’s occupancy shall be from a month-to-month to month in the absence of tenancy at a written agreement to the contrary, and Tenant shall pay to Landlord a monthly occupancy charge rent equal to (i) for the first sixty (60) days of holdover, one hundred twenty-five percent (125%) of the monthly Basic Rental payable hereunder for the last lease year, and (ii) for any holdover beyond said sixty (60) days, one hundred fifty percent (150%) of the monthly Basic Rental Monthly Rent, Tenant’s Electrical Charge and Additional Rent payable hereunder for under this Lease during the last lease year (plus all other charges payable by Tenant under full month prior to the date of the expiration of this Lease) such occupancy charges to be payable from the expiration or termination of this Lease until the end of the calendar month in which the Premises are delivered to Landlord . Except as provided in the condition required herein. If Landlord preceding sentence, the month-to-month tenancy shall enter into a new lease or amend an existing lease for premises in be on the Building for all or a portion of the Premises at the end of the Term terms and conditions of this Lease, Landlord except that any renewal options, expansion options, rights of first refusal, rights of first negotiation or any other rights or options pertaining to additional space in the Building contained in this Lease shall so notify be deemed to have terminated and shall be inapplicable thereto. Landlord’s acceptance of rent after such holding over with Landlord’s written consent shall not result in any other tenancy or in a renewal of the original term of this Lease. If Tenant and if Tenant fails to vacate and deliver all or such portion remains in possession of the Premises to Landlord within sixty (60) days after receipt of such notice (but in no event prior to the expiration or earlier termination of this Lease)Lease without Landlord’s consent, Tenant’s continued possession shall be on the basis of a tenancy at sufferance and Tenant shall be responsible for any and all damages actually and reasonably incurred by Landlord pay as a result Monthly Rent during the holdover period an amount equal to one hundred fifty percent (150%) of the Monthly Rent, Tenant’s failure Electrical Charge and Additional Rent payable under this Lease for the last full month prior to so vacate and deliver the Premises or such portion thereof (including the loss date of such lease expiration or amendment)termination.

Holding Over. It is hereby agreed that If Tenant should remain in possession of all or any portion of the event of Tenant holding over Space after the expiration of the Term of this Lease (or any earlier termination of this Lease or the termination of Tenant’s right to possess the Tenant Space), without the execution by Landlord and Tenant of a new lease or an extension of the Term of this Lease, by lapse of time or otherwise, thereafter the tenancy then Tenant shall be from month deemed to month in be occupying the absence entire Tenant Space as a tenant-at-sufferance, upon all of a written agreement the terms contained herein, except as to the contraryterm and Base Rent and any other provision reasonably determined by Landlord to be inapplicable. During any such holdover period, and Tenant shall pay to Landlord a (A) monthly occupancy charge Base Rent in an amount equal to (i) for the first sixty (60) days of holdover, one hundred twenty-five percent (125%) of with respect to the monthly Basic Rental payable hereunder for the last lease year, and (ii) for any holdover beyond said first sixty (60) daysdays of such holdover, (ii) one hundred fifty percent (150%) with respect to the next thirty (30) days of such holdover, and (iii) two hundred percent (200%) thereafter, of the monthly Basic Rental payable hereunder greater of (i) Landlord’s then published asking base rent rate for space comparable to the last lease year Tenant Space or (plus all other charges ii) the Base Rent payable by Tenant under this Lease) such occupancy charges to be payable from the expiration or termination of this Lease until the end of the calendar month in which the Premises are delivered to Landlord in during the condition required herein. If Landlord shall enter into a new lease or amend an existing lease for premises in the Building for all or a portion of the Premises at the end last month of the Term of this Lease, Landlord shall so notify Tenant and if Tenant fails to vacate and deliver all or such portion plus (B) one hundred percent (100%) of the Premises Additional Rent payable by Tenant to Landlord within sixty (60) days after receipt during the last month of the Term of this Lease. The monthly rent payable for such notice (but holdover period shall in no event prior be construed as a penalty or as liquidated damages for such retention of possession. Neither any provision hereof nor any acceptance by Landlord of any rent after any such expiration or earlier termination shall be deemed a consent to any holdover hereunder or result in a renewal of this Lease or an extension of the Term, or any waiver of any of Landlord’s rights or remedies with respect to such holdover. Notwithstanding any provision to the contrary contained herein, (a) Landlord expressly reserves the right to require Tenant to surrender possession of the Tenant Space upon the expiration of the Term of this Lease or upon the earlier termination hereof or at any time during any holdover and the right to assert any remedy at law or in equity to evict Tenant and collect damages in connection with any such holdover, and (b) Tenant shall indemnify, defend and hold the Landlord Group harmless from and against any and all Claims (including, without limitation, the attorneys’ fees, consultants’ fees and court costs incurred or suffered by Landlord, and all lost profits and other consequential damages asserted against Landlord) arising out of or in any manner related to Tenant’s failure to surrender the Tenant Space upon the expiration or earlier termination of this Lease), Tenant shall be responsible for any and all damages actually and reasonably incurred by Landlord as a result Lease or upon termination of Tenant’s failure right to so vacate possess the Tenant Space in accordance with the provisions of this Lease, and deliver (c) Tenant shall pay to Landlord Base Rent at the Premises holdover rates set forth in this Section 13.3 from the first day following the expiration or such portion thereof (including earlier termination of this Lease through the loss entire period of such lease or amendment)holdover.

Holding Over. It is hereby agreed that in the event of Tenant holding over after the termination of this Lease, by lapse of time or otherwise, thereafter the tenancy shall be from month to month in the absence of a written agreement to the contrary, and SECTION 10.1. Tenant shall pay not continue to Landlord a monthly occupancy charge equal to (i) for occupy the first sixty (60) days of holdover, one hundred twenty-five percent (125%) of the monthly Basic Rental payable hereunder for the last lease year, and (ii) for any holdover beyond said sixty (60) days, one hundred fifty percent (150%) of the monthly Basic Rental payable hereunder for the last lease year (plus all other charges payable by Tenant under this Lease) such occupancy charges to be payable from Premises after the expiration or earlier termination of this Lease the Term or any renewal thereof, unless Landlord consents in writing to such continuation of occupancy, in which event such occupancy shall (unless the parties hereto otherwise agree in writing) be deemed to be under a month-to-month tenancy, which shall continue until either party hereto notifies the other in writing, by at least thirty (30) days before the end of any calendar month, that the calendar month in which the Premises are delivered party giving such notice elects to Landlord in the condition required herein. If Landlord shall enter into a new lease or amend an existing lease for premises in the Building for all or a portion of the Premises terminate such tenancy at the end of such calendar month, in which event such tenancy shall so terminate. The rental payable with respect to each monthly period of such month-to-month tenancy shall equal one-twelfth (1/12th) of the Base Rent and the Additional Rent payable under the provisions of Article 4 (calculated in accordance with such provisions of Article 4 as if this Lease had been renewed for a period of twelve (12) full calendar months after such expiration or earlier termination of the Term or such renewal). Except as expressly provided otherwise, such month-to-month tenancy shall be upon the same terms and subject to the same conditions as those set forth in the provisions of this Lease, Landlord shall so notify . SECTION 10.2. In the event Tenant and if Tenant fails to vacate and deliver all or such portion of the Premises to Landlord within sixty (60) days after receipt of such notice (but in no event holds over without Landlord's written consent obtained prior to the expiration or earlier termination of this Lease)the Term, Tenant, during the period of its possession, shall pay to Landlord on a monthly basis Rent equal to one-twelfth of twice the amount of Base Rent and Additional Rent paid to Landlord under the provisions of Article 4 during the Lease Year immediately preceding the expiration or earlier termination of the Term, and Landlord shall have the right to enter (forcibly if necessary) the Premises and to remove Tenant shall be responsible for any and all damages actually and reasonably incurred by Landlord as a result its property from the Premises, including storage of Tenant’s failure to so vacate 's property, all at Tenants's cost and deliver expense, and Landlord shall have no liability therefor except in the Premises event of Landlord's gross negligence or such portion thereof (including the loss of such lease or amendment)wilful misconduct.

Holding Over. It is hereby agreed that (a) Tenant must obtain the prior consent of Landlord in order to remain in possession of the event Premises after Lease end. If Tenant remains in possession of the Premises after Lease end without obtaining the prior consent of Landlord: (i) such occupancy shall constitute an unlawful detainer of the Premises (and Tenant holding over after the termination of this Lease, by lapse of time or otherwise, thereafter the tenancy shall be from month subject to month in the absence an unlawful detainer action therefor), for which period of a written agreement to the contrary, and occupancy Tenant shall pay to Landlord a monthly rental (and not a penalty) in the amount of (A) one hundred fifty percent (150%) of the last Rent payable by Tenant to Landlord for the first month of such occupancy, plus all other charges payable under this Lease, and (B) two hundred percent (200%) of the last Rent payable by Tenant to Landlord for each month of such occupancy charge equal thereafter, plus all other charges payable under this Lease; and (ii) Tenant shall reimburse Landlord within thirty (30) days after the receipt of an invoice therefor, accompanied by such detail as may reasonably be requested by Tenant, for all reasonable out-of-pocket costs, expenses, fees, charges or penalties incurred or payable by Landlord in connection with any other tenant or lease for the Premises resulting from the delay by Tenant in surrendering the Premises in accordance with the provisions of this Lease, including, without limitation, penalties or holdover rent paid or credit given to the next tenant for the Premises as a result of late delivery to such tenant of the Premises. (b) If Tenant remains in possession of the Premises after Lease end with the prior consent of Landlord, such occupancy shall be a tenancy from month-to-month on all of the terms of this Lease and provisions of Utah law applicable to a month-to-month tenancy (which tenancy shall be terminable as of the end of any calendar month by notice given by either Party to the other at least fifteen (15) days prior to the end of the month concerned) at a rental (and not as a penalty) in the amount of (i) for the first sixty (60) days of holdover, one hundred twenty-five percent (125%) of the monthly Basic Rental last Rent payable hereunder by Tenant to Landlord for the last lease yearfirst month of such occupancy, plus all other charges payable under this Lease, and (ii) for any holdover beyond said sixty (60) days, one hundred fifty percent (150%) of the monthly Basic Rental last Rent payable hereunder by Tenant to Landlord for the last lease year (each month of such occupancy thereafter, plus all other charges payable by Tenant under this Lease. (c) such occupancy charges Notwithstanding anything contained in this Paragraph 17.2 to be payable from the expiration or contrary, on any termination of this Lease until the end of the calendar month in which the Premises are delivered pursuant to Landlord in the condition required herein. If Landlord shall enter into a new lease Paragraphs 8.4(b), 13 or amend an existing lease for premises in the Building for all or a portion of the Premises at the end of the Term of this Lease, Landlord shall so notify Tenant and if Tenant fails to vacate and deliver all or such portion of the Premises to Landlord within sixty (60) days after receipt of such notice (but in no event prior to the expiration or earlier termination of this Lease)14, Tenant shall be responsible for any and all damages actually and reasonably incurred by Landlord as a result of Tenant’s failure have up to so vacate and deliver thirty (30) days to surrender the Premises or such portion thereof (including after the loss effective date of such lease or amendment)termination, and the provisions of this Paragraph 17.2 shall not be applicable until after the expiration of such thirty (30)-day period.

Holding Over. It is hereby agreed that in Tenant shall notify Landlord of its desire to hold over following the event expiration of Tenant holding over after the termination Term by providing not less than thirty (30) days prior written notice. Notwithstanding any provision of this Lease, by lapse of time or otherwise, thereafter the tenancy shall be from month to month in the absence of a written agreement Lease to the contrary, no holding over shall be permitted without Landlord's written consent (such consent not to be inferred by Landlord's silence), and Landlord shall have the right, at Landlord's option and sole discretion, to withhold its consent to any such holdover by Tenant. In the event that Landlord shall, in the exercise of its sole and absolute discretion, without having any obligation to do so and without having its consent inferred from any inaction on Landlord's part, grant its consent to any holding over by Tenant, any such holding over shall be only for the entire Premises, and shall require Tenant shall pay to Landlord a monthly occupancy charge equal to (i) pay, for the first sixty three (603) days months of any such holdover, one hundred twenty-five percent (125%) of the monthly Basic Monthly Rental payable hereunder herein specified for the last lease yearmonth in the Term (prorated on a monthly basis), and unless Landlord shall specify a lesser amount for rent in its sole discretion, together with an amount estimated by Landlord for the monthly Operating Costs payable under this Lease. Beginning with the fourth (ii4th) for month of any holdover beyond said sixty (60) dayssuch holdover, one Tenant shall pay two hundred fifty percent (150200%) of the monthly Basic Monthly Rental payable hereunder herein specified for the last lease year month in the Term (plus all other charges prorated on a monthly basis), unless Landlord shall specify a lesser amount for rent in its sole discretion, together with an amount estimated by Landlord for the monthly Operating Costs payable by Tenant under this Lease) . If Tenant holds over with Landlord's consent, such occupancy charges shall be deemed a month to month tenancy and such tenancy shall otherwise be payable from on the expiration or termination of terms and conditions herein specified in this Lease until as far as applicable. Notwithstanding the end foregoing provisions or the acceptance by Landlord of the calendar month in which the Premises are delivered to Landlord in the condition required herein. If Landlord any payment by Tenant, any holding over without Landlord's consent shall enter into constitute a new lease or amend an existing lease for premises in the Building for all or a portion of the Premises at the end of the Term of this Lease, Landlord shall so notify default by Tenant and if Tenant fails shall entitle Landlord to vacate pursue all remedies provided in this Lease and deliver all or such portion of the Premises to Landlord within sixty (60) days after receipt of such notice (but in no event prior to the expiration or earlier termination of this Lease), Tenant shall be responsible liable for any and all direct or consequential damages actually and reasonably incurred by or losses of Landlord as a result of resulting from Tenant’s failure to so vacate and deliver the Premises or such portion thereof (including the loss of such lease or amendment)'s holding over without Landlord's consent.

Holding Over. It is hereby agreed that in Tenant will, at the event of Tenant holding over after the expiration or termination of this Lease, Lease by lapse of time or otherwise, thereafter yield up immediate possession of the tenancy shall be from month Premises to month Landlord in the absence condition required under this Lease. If Tenant retains possession of a the Premises or any part thereof after such expiration or termination, then Landlord may, at its option, serve written agreement to the contrary, and notice upon Tenant shall pay to Landlord a monthly occupancy charge equal to that such holding over constitutes (i) for creation of a month-to-month tenancy, upon the first sixty terms and conditions set forth in this Lease, or (60ii) days creation of holdovera tenancy at sufferance, upon the terms and conditions set forth in this Lease; provided, however, that the monthly Rent (or daily Rent under (ii)) shall, in addition to all other sums which are to be paid by Tenant hereunder, be equal to one hundred twenty-five ten percent (125110%) of the sum of Rent plus Additional Rent owed monthly Basic Rental payable hereunder for to Landlord under this Lease immediately prior to such expiration or termination (prorated in the last lease year, and case of (ii) on the basis of a 365 day year for each day Tenant remains in possession); provided further that, if Landlord shall institute any holdover beyond said sixty action, case or suit to recover possession of the Premises (60whether styled as an unlawful detainer action or otherwise), the monthly Rent (or daily Rent under (ii)) dayspayable pursuant to the preceding sentence shall increase, effective as of the date on which such action, case or suit is filed with the court, to one hundred fifty percent (150%) of the sum of Rent plus Additional Rent owed monthly Basic Rental payable hereunder for the last lease year (plus all other charges payable by Tenant to Landlord under this Lease) Lease immediately prior to such occupancy charges to be payable from the expiration or termination (prorated in the case of this Lease until (ii) on the end basis of a 365 day year for each day Tenant remains in possession). If no such notice is served, then a tenancy at sufferance shall be deemed to be created at the calendar month Rent in which the Premises are delivered preceding sentence. Tenant shall also pay to Landlord in the condition required herein. If Landlord shall enter into a new lease or amend an existing lease for premises in the Building for all or a portion of the Premises at the end of the Term of this Lease, Landlord shall so notify Tenant and if Tenant fails to vacate and deliver all or such portion of the Premises to Landlord within sixty (60) days after receipt of such notice (but in no event prior to the expiration or earlier termination of this Lease), Tenant shall be responsible for any and as Additional Rent all damages actually and reasonably incurred sustained by Landlord as a result resulting from retention of possession by Tenant’s failure to so vacate and deliver the Premises or such portion thereof (, including the loss of such lease any proposed subsequent tenant for any portion of the Premises. The provisions of this Section shall not constitute a waiver by Landlord of any right of re-entry as herein set forth; nor shall receipt of any Rent or amendment)any other act in apparent affirmance of the tenancy operate as a waiver of Landlord's right to terminate this Lease for a breach of any of the terms, covenants, or obligations herein on Tenant's part to be performed.

Holding Over. It is hereby agreed that If Tenant remains in possession of the event of Tenant holding over Premises after the termination Term expires or is otherwise terminated without executing a new lease, Tenant shall be deemed to be occupying the Premises as a tenant from month-to-month, subject to all provisions, conditions and obligations of this LeaseLease applicable to a month-to-month tenancy, by lapse of time or otherwise, thereafter the tenancy shall be from month to month in the absence of a written agreement to the contrary, and except that (a) Tenant shall pay to Landlord a monthly occupancy charge Base Rent equal to (i) for the first sixty (60) days of holdover, one hundred twenty-five percent (125%) of the monthly Basic Rental greater of Base Rent payable hereunder by Tenant in the last Lease Year of the Term or Landlord’s then current base rent for the Premises according to Landlord’s rental rate schedule for prospective tenants, and (b) either Landlord or Tenant may terminate the month- to-month tenancy at any time upon thirty (30) days prior written notice to the other party. Notwithstanding anything to the contrary contained in this Section 16.2, Tenant shall have the option (the “Holdover Option”) to holdover in the Premises for a period of ninety (90) calendar days beyond the then scheduled expiration of the Term (such period, the “Permitted Holdover Period”), subject to the following conditions: (i) Tenant shall deliver written notice (the “Holdover Notice”) to Landlord of such election no later than ninety (90) days prior to the expiration of the then Term; (ii) during the Permitted Holdover Period, Tenant shall be required to pay Landlord the same Rent payable under this Lease for the last lease year, and (ii) for any holdover beyond said sixty (60) days, one hundred fifty percent (150%) full calendar month of the monthly Basic Rental payable hereunder for Term; (ill) Tenant shall not have the last lease year right to exercise the Holdover Option (plus all other charges payable by Tenant under this Leaseor remain in the Premises during the Permitted Holdover Period) such occupancy charges to be payable from if at the expiration time of delivery of the Holdover Notice or termination any time between the date of this Lease until delivery of the Holdover Notice and the end of the calendar month Holdover Period, Tenant is in which default under the Lease beyond any applicable notice and grace period; and (iv) during the Permitted Holdover Period, all of the terms and conditions of this Lease shall apply to Tenant’s occupancy of the Premises. Should the Tenant remain in the Premises are delivered beyond such ninety (90) day period Tenant shall be deemed a month-to-month tenant and the holdover rate to Landlord in the condition required hereinbe paid provided herein shall apply. If Landlord shall enter into a new lease or amend an existing lease for premises in the Building for all or a portion of the Premises at the end of the Term of this Lease, Landlord shall so notify This holdover rental amount will be Landlord’s exclusive right and remedy against Tenant and if will be deemed to cover all liabilities, obligation or charges which may be incurred by Landlord because of a holdover by Tenant. In the event Tenant fails to vacate and deliver all or such portion of holds over following the Premises to Landlord within sixty (60) days after receipt of such notice (but in no event prior to the expiration or earlier termination of this Lease)Permitted Holdover Period, Tenant shall be responsible liable for any all of Landlord’s direct and all consequential damages, including costs, fees, expenses, damages actually and reasonably attorneys’ fees incurred by Landlord as a result of Tenant’s failure holding over, including but not limited to, damages and expenses incurred by Landlord for its inability to so vacate and deliver possession of the Premises or such portion thereof to a new tenant (including the loss of such lease or amendment“Holdover Indemnity Obligations”).

Holding Over. It is hereby agreed that If ▇▇▇▇▇▇ remains in possession of the event of Tenant holding over Premises after the expiration or earlier termination of this LeaseLease with the express written consent of Landlord, by lapse of time or otherwise, thereafter the tenancy Tenant’s occupancy shall be from a month-to-month to month tenancy at a rent agreed upon by Landlord and Tenant, but in no event less than the absence greater of a written agreement to the contrary, and Tenant shall pay to Landlord a monthly occupancy charge equal to (i) for the first sixty (60) days of holdover, one hundred twenty-five percent (125%) of the monthly Basic Rental payable hereunder for the last lease year, and (ii) for any holdover beyond said sixty (60) days, one hundred fifty percent (150%) of the monthly Basic Rental Monthly Rent and Additional Rent payable hereunder for under this Lease during the last lease year (plus all other charges payable by Tenant under this Lease) such occupancy charges full month prior to be payable from the date of the expiration or termination of this Lease until or (ii) the end of then fair market rental (as reasonably determined by Landlord) for the calendar month in which the Premises are delivered to Landlord Premises. Except as provided in the condition required herein. If Landlord preceding sentence, the month-to-month tenancy shall enter into a new lease be on the terms and conditions of this Lease, except that any renewal options, expansion options, rights of first refusal, rights of first negotiation or amend an existing lease for premises any other rights or options pertaining to additional space in the Building for all contained in this Lease shall be deemed to have terminated and shall be inapplicable thereto. ▇▇▇▇▇▇▇▇’s acceptance of rent after such holding over with ▇▇▇▇▇▇▇▇’s written consent shall not result in any other tenancy or in a portion renewal of the Premises at the end of the original Term of this Lease, Landlord shall so notify . If Tenant and if Tenant fails to vacate and deliver all or such portion remains in possession of the Premises to Landlord within sixty (60) days after receipt of such notice (but in no event prior to the expiration or earlier termination of this Lease)Lease without Landlord’s consent, ▇▇▇▇▇▇’s continued possession shall be on the basis of a tenancy at sufferance and Tenant shall be responsible pay as Monthly Rent during the holdover period an amount equal to the greater of (i) one hundred fifty percent (150%) of the fair market rental (as reasonably determined by Landlord) for any and all damages actually and reasonably incurred by Landlord as a result of Tenant’s failure to so vacate and deliver the Premises or such portion thereof (including ii) two hundred percent (200%) of the loss Monthly Rent and Additional Rent payable under this Lease for the last full month prior to the date of such lease expiration or amendment)termination.

Holding Over. It is hereby If the Tenant remains in possession of the Leased Premises after the expiration or other termination of this Lease with the express written consent of the Landlord, the Tenant's occupancy shall be a month-to-month tenancy at a rent agreed that upon by the Landlord and the Tenant, but in no event less than the Rent payable under this Lease during the last full month prior to the date of the expiration or other termination of this Lease. Except as provided in the event preceding sentence, the month-to-month tenancy shall be on the terms and conditions of Tenant this Lease. The Landlord's acceptance of Rent after such holding over with the Landlord's written consent shall not result in any other tenancy or in a renewal of the term hereof. If the Tenant remains in possession of the Leased Premises after the expiration of the termination of this LeaseLease without the Landlord's written consent, by lapse of time or otherwise, thereafter the tenancy Tenant's continued possession shall be from month to month in on the absence basis of a written agreement to the contrary, tenancy at sufferance and Tenant shall pay to Landlord a monthly occupancy charge Rent during the holdover period an amount equal to the greater of (i) for the first sixty (60) days of holdover, one hundred twenty-five percent (125%) of the monthly Basic Rental payable hereunder for the last lease year, and (ii) for any holdover beyond said sixty (60) days, one hundred fifty percent (150%) of the monthly Basic Rental fair market rental (as reasonably determined by Landlord) for the Leased Premises or (ii) two hundred percent (200%) of the Rent payable hereunder under this Lease for the last lease year (plus full month prior to the date of such expiration or other termination. Tenant shall indemnify and hold Landlord harmless from and against all other charges payable damages, costs or expenses, including, without limitation, reasonable attorneys fees and costs of re-renting, if required, incurred by Tenant Landlord resulting from Tenant's failure to surrender the Leased Premises within the time provided under this Lease, for any (i) rent payable by any prospective tenant of the Leased Premises or any portion thereof and (ii) Landlord's damages as result of such occupancy charges prospective tenant rescinding the prospective lease of the Leased Premises or any portion thereof by reason of such failure to be payable from timely surrender the expiration or termination of Leased Premises; provided that Landlord shall make reasonable efforts, as defined in Paragraph 10.3, above, to mitigate damages. All indemnification obligations, including without limitation those contained in Paragraphs 3.3 and 3.4, provided for in this Lease until the end of the calendar shall continue and remain in full force and effect during any holdover period, and resulting month in which the Premises are delivered to Landlord in the condition required herein. If Landlord shall enter into a new lease or amend an existing lease for premises in the Building for all or a portion of the Premises at the end of the Term of this Lease, Landlord shall so notify Tenant and if Tenant fails to vacate and deliver all or such portion of the Premises to Landlord within sixty (60) days after receipt of such notice (but in no event prior to the expiration or earlier termination of this Lease), Tenant shall be responsible for any and all damages actually and reasonably incurred by Landlord as a result of Tenant’s failure to so vacate and deliver the Premises or such portion thereof (including the loss of such lease or amendment)month tenancy.

Holding Over. It is hereby agreed that in the event of If Tenant holding holds over after the termination expiration of this Leasethe Lease Term with the express written consent of Landlord, by lapse of time or otherwise, thereafter the such tenancy shall be from month-to-month to month in the absence of a written agreement to the contraryonly, and Tenant shall pay to Landlord not constitute a renewal hereof or an extension for any further term, and in such case Base Rent shall be payable at a monthly occupancy charge equal to rate of (iA) for the first sixty (60) days of holdover, one hundred twenty-five percent (125%) of the monthly Basic Rental payable hereunder Base Rent applicable during the last rental period of the Lease Term under this Lease for the last lease year, and first two (ii2) for any holdover beyond said sixty (60) days, one hundred fifty percent (150%) of the monthly Basic Rental payable hereunder for the last lease year (plus all other charges payable by Tenant under this Lease) such occupancy charges to be payable from the expiration or termination of this Lease until the end of the calendar month in which the Premises are delivered to Landlord in the condition required herein. If Landlord shall enter into a new lease or amend an existing lease for premises in the Building for all or a portion of the Premises at the end of the Term of this Lease, Landlord shall so notify Tenant and if Tenant fails to vacate and deliver all or such portion of the Premises to Landlord within sixty (60) days after receipt of such notice (but in no event prior to months immediately following the expiration or earlier termination of this Lease), and (B) two hundred percent (200%) of the Base Rent applicable during the last rental period of the Lease Term under this Lease thereafter. Such month-to-month tenancy shall be subject to every other applicable term, covenant and agreement contained herein. If Tenant holds over after the expiration of the Lease Term without the express written consent of Landlord, such tenancy shall be a tenancy at sufferance, and shall not constitute a renewal hereof or an extension for any further term, and in such case daily damages in any action to recover possession of the Premises shall be calculated at a daily rate equal to (i) one hundred twenty-five percent (125%) of the Base Rent applicable during the last rental period of the Lease Term under this Lease for the first two (2) months immediately following the expiration or earlier termination of this Lease, and (ii) two hundred percent (200%) of the Base Rent applicable during the last rental period of the Lease Term under this Lease (calculated on a per diem basis) thereafter. Nothing contained in this Article 16 shall be construed as consent by Landlord to any holding over by Tenant, and Landlord expressly reserves the right to require Tenant to vacate and deliver possession of the Premises to Landlord as provided in this Lease upon the expiration or other termination of this Lease. The provisions of this Article 16 shall not be deemed to limit or constitute a waiver of any other rights or remedies of Landlord provided herein or at law. If Tenant holds over without Landlord's express written consent, and tenders payment of rent for any period beyond the expiration of the Lease Term by way of check (whether directly to Landlord, its agents, or to a lock box) or wire transfer, Tenant acknowledges and agrees that the cashing of such check or acceptance of such wire shall be responsible for considered inadvertent and not be construed as creating a month-to-month tenancy, provided Landlord refunds such payment to Tenant promptly upon learning that such check has been cashed or wire transfer received. Tenant acknowledges that any and all damages actually and reasonably incurred by Landlord as a result of Tenantholding over without Landlord’s failure express written consent may compromise or otherwise affect Landlord's ability to so enter into new leases with prospective tenants regarding the Premises. Therefore, if Tenant fails to vacate and deliver the Premises upon the termination or expiration of this Lease, in addition to any other liabilities to Landlord accruing therefrom, Tenant shall protect, defend, indemnify and hold Landlord harmless from and against all claims made by any succeeding tenant founded upon such portion thereof (failure to vacate and deliver, and any losses suffered by Landlord, including lost profits, resulting from such failure to vacate and deliver. Tenant agrees that any proceedings necessary to recover possession of the loss Premises, whether before or after expiration of such lease or amendment)the Lease Term, shall be considered an action to enforce the terms of this Lease for purposes of the awarding of any attorney’s fees in connection therewith.

Holding Over. It is hereby agreed that in Should Tenant (or any subtenant, assignee or other party occupying the event Premises by, through, under, or with the permission of Tenant holding Tenant), without Landlord’s written consent, hold over after the termination of this Lease, by lapse Tenant shall, at Landlord’s option, become either a tenant at sufferance or a month-to-month tenant upon each and all of time or otherwisethe terms herein provided as may be applicable to such a tenancy and any such holding over shall not constitute an extension of this Lease. During such holding over, thereafter the tenancy shall be from month to month in the absence of a written agreement to the contrary, and Tenant shall pay to Landlord in advance, monthly, Basic Rental at a monthly occupancy charge rate equal to (i) for the first sixty (60) days of holdover, one hundred twenty-five percent (125%) of times the monthly Basic Rental payable hereunder rate in effect for the last lease year, and month of the Term of this Lease (ii) for any holdover beyond said provided that after sixty (60) daysdays of such holding over, such rate shall be increased to one hundred fifty percent (150%)) of or the monthly Basic Rental payable hereunder fair market basic rental for comparable space in the last lease year (plus Project, whichever is greater, in addition to, and not in lieu of, all other charges payable payments required to be made by Tenant under hereunder including but not limited to Tenant’s Proportionate Share of any increase in Direct Costs. Nothing contained in this Lease) such occupancy charges Article 5 shall be construed as consent by Landlord to be payable from the expiration or termination of this Lease until the end of the calendar month in which the Premises are delivered to Landlord in the condition required herein. If Landlord shall enter into a new lease or amend an existing lease for premises in the Building for all or a portion any holding over of the Premises at by Tenant, and Landlord expressly reserves the end of the Term of this Lease, Landlord shall so notify right to require Tenant and if Tenant fails to vacate and deliver all or such portion surrender possession of the Premises to Landlord as provided in this Lease upon the expiration or earlier termination of the Term. If Tenant fails to surrender the Premises within sixty (60) days after receipt of such notice (but in no event prior to the expiration or earlier termination of this Lease), Tenant shall be responsible for agrees to indemnify, defend and hold Landlord harmless from and against all costs, loss, expense or liability, including without limitation, claims made by any succeeding tenant and all damages actually real estate brokers claims and reasonably incurred by Landlord as a result of Tenantattorney’s failure to so vacate fees and deliver the Premises or such portion thereof (including the loss of such lease or amendment)costs.

Holding Over. It is hereby agreed that If Tenant (directly or through any successor-in-interest of Tenant) remains in possession of any or all of the event of Tenant holding over Premises after the expiration or termination of this LeaseLease with the consent of Landlord, by lapse of time or otherwise, thereafter the tenancy such continued possession shall be construed to be a tenancy from month to month in the absence of a written agreement to the contrary, and Tenant shall pay to Landlord a monthly occupancy charge equal to (i) for the first sixty (60) days of holdover, at one hundred twenty-five percent (125%) of the monthly Basic Rental payable hereunder Monthly Base Rent herein specified (and shall be increased in accordance with Paragraph 4(b) [Adjustments in Base Rent]), together with an amount estimated by Landlord for the last lease yearmonthly Additional Charges payable under this Lease, and shall otherwise be on the terms and conditions herein specified so far as applicable. If Tenant (iidirectly or through any successor-in-interest of Tenant) remains in possession of all or any portion of the Premises after the expiration or termination of this Lease without the consent of Landlord, Tenant’s continued possession shall be on the basis of a tenancy at the sufferance of Landlord. In such event, Tenant shall continue to comply with or perform all the terms and obligations of Tenant under this Lease, except that the Monthly Base Rent during Tenant’s holding over shall be the greater of the then-fair market rent for any holdover beyond said sixty the Premises (60as reasonably determined by Landlord) days, or one hundred fifty percent (150%) of the monthly Basic Rental Monthly Base Rent and Additional Charges payable hereunder for in the last lease year full month prior to the termination hereof (plus and shall be increased in accordance with Paragraph 4(b) [Adjustments in Base Rent]). In addition to Rent, Tenant shall pay Landlord for all other charges payable damages proximately caused by Tenant under this Lease) such occupancy charges to be payable from reason of the expiration or Tenant’s retention of possession. Landlord’s acceptance of Rent after the termination of this Lease until shall not constitute a renewal of this Lease, and nothing contained in this provision shall be deemed to waive Landlord’s right of re-entry or any other right hereunder or at law. Tenant acknowledges that, in Landlord’s marketing and re-leasing efforts for the end Premises, Landlord is relying on Tenant’s vacation of the calendar month in which Premises on the Premises are delivered Expiration Date. Accordingly, Tenant shall indemnify, defend and hold Landlord harmless from and against all claims, liabilities, losses, costs, expenses and damages arising or resulting directly or indirectly from Tenant’s failure to Landlord in timely surrender the condition required herein. If Landlord shall Premises, including (i) any loss, cost or damages suffered by any prospective tenant of all or any part of the Premises, and (ii) Landlord’s damages as a result of such prospective tenant rescinding or refusing to enter into a new the prospective lease or amend an existing lease for premises in the Building for of all or a any portion of the Premises at the end of the Term of this Lease, Landlord shall so notify Tenant and if Tenant fails to vacate and deliver all or such portion of the Premises to Landlord within sixty (60) days after receipt by reason of such notice (but in no event prior failure of Tenant to timely surrender the expiration or earlier termination of this Lease), Tenant shall be responsible for any and all damages actually and reasonably incurred by Landlord as a result of Tenant’s failure to so vacate and deliver the Premises or such portion thereof (including the loss of such lease or amendment)Premises.

Holding Over. It is hereby agreed that in (a) If Tenant retains possession of any portion of the event of Tenant holding over Premises after the expiration or the earlier termination of this Lease, by lapse of time or otherwise, thereafter the tenancy shall be from month to month in the absence of a written agreement then unless City expressly agrees to the contraryholdover in writing, and Tenant shall will pay to Landlord City, on a monthly occupancy charge month-to-month basis, Base Rent equal to (i) for the first sixty (60) days of holdover, one two hundred twenty-five percent (125200%) of the monthly Basic Rental latest Base Rent payable hereunder by Tenant before the expiration or termination of the Lease, together with an amount estimated by City for the last lease yearmonthly Additional Charges, and will otherwise be on the terms and conditions specified in this Lease so far as applicable (iiexcept for those pertaining to the Term and any Extension Options). Any failure by Tenant to surrender, discontinue using, or, if required by City, any failure to remove any property or equipment following written demand by City, will constitute continuing possession for purposes of this Section. Tenant acknowledges that the foregoing provisions do not serve as permission for the Tenant to hold over, or serve to extend the Term. Any holding over without City’s consent will constitute a default by Tenant and entitle City to exercise any or all of its remedies, notwithstanding that City may elect to accept one or more payments of Rent, and whether or not the amounts are at the holdover rate specified above or the rate in effect at the end of the Term. (b) for any holdover beyond said sixty (60) days, Any holding over after the expiration of the Term with City’s express written consent will be construed to automatically extend the Term on a month-to-month basis at a Base Rent equal to one hundred fifty percent (150%) of the monthly Basic Rental payable hereunder for the last lease year (plus all other charges latest Base Rent payable by Tenant before the expiration, together with an amount estimated by City for the monthly Additional Charges, and will otherwise be on the terms and conditions specified in this Lease so far as applicable (except for those pertaining to the Term and any Extension Options). (c) Tenant’s obligations under this Lease) such occupancy charges to be payable from Section will survive the expiration or termination of this Lease until the end of the calendar month in which the Premises are delivered to Landlord in the condition required herein. If Landlord shall enter into a new lease or amend an existing lease for premises in the Building for all or a portion of the Premises at the end of the Term of this Lease, Landlord shall so notify Tenant and if Tenant fails to vacate and deliver all or such portion of the Premises to Landlord within sixty (60) days after receipt of such notice (but in no event prior to the expiration or earlier termination of this Lease), Tenant shall be responsible for any and all damages actually and reasonably incurred by Landlord as a result of Tenant’s failure to so vacate and deliver the Premises or such portion thereof (including the loss of such lease or amendment).

Holding Over. It is hereby agreed that in If Tenant shall retain possession of the event Project or any portion thereof without Landlord's consent following the expiration of Tenant holding over after the Lease or sooner termination of this Leasefor any reason, by lapse of time or otherwise, thereafter the tenancy shall be from month to month in the absence of a written agreement to the contrary, and then Tenant shall pay to Landlord Landlord, in addition to other amounts due and owing by Tenant under this Lease (calculated as if the Lease Term were extended for the holdover period), for each day of such retention triple the amount of the Scheduled Base Rent (prorated on a monthly occupancy charge equal to (idaily basis) for the first sixty month prior to the date of expiration or termination; provided, however, upon not less than one hundred twenty (60120) days written notice from Tenant, and so long as no Material Default has occurred and is continuing, Tenant may request that Tenant retain possession of holdoverthe Project for either one (1) or two (2) months following the expiration or termination of the Lease Term for the sole purpose of completing the removal of the Subject Alterations in a manner consistent with the Demolition Memo, and the Scheduled Base Rent monthly rental for each month in such one (1) or two (2) month period shall be one hundred twenty-five percent (125%) of the monthly Basic Rental payable hereunder for the last lease year, and (ii) for any holdover beyond said sixty (60) days, one hundred fifty percent (150%) of the monthly Basic Rental payable hereunder Scheduled Base Rent for the last lease year (plus all other charges payable by Tenant under this Lease) such occupancy charges month ending immediately prior to be payable from the expiration or termination of the Lease Term. Tenant shall also indemnify and hold Landlord harmless from any loss or liability resulting from delay by Tenant in surrendering the Project including, without limitation, any claims made by any succeeding tenant founded on such delay (which indemnity amount shall be reduced by the amount by which holdover Scheduled Base Rent under this Lease until ARTICLE 15 which is paid by Tenant exceeds the end product of (a) Scheduled Base Rent for the month ending immediately prior to such holdover period, times (b) the number of months in such holdover period. Alternatively, if Landlord gives notice of ▇▇▇▇▇▇▇▇'s consent to ▇▇▇▇▇▇'s holding over, such holding over shall constitute renewal of the calendar Lease on a month-to-month in which the Premises are delivered to Landlord in the condition required herein. If Landlord shall enter into a new lease or amend an existing lease for premises in the Building for all or a portion basis, requiring payment of the Premises Scheduled Base Rent at the end rate provided in this ARTICLE 15 and on the other terms and conditions of the Term this Lease. Acceptance of Rent by Landlord following expiration or termination shall not constitute a renewal of this Lease, and nothing contained in this paragraph shall waive Landlord's right of reentry or any other right. Unless Landlord shall so notify Tenant and if Tenant fails exercises the option hereby given to vacate and deliver all or such portion of the Premises to Landlord within sixty (60) days after receipt of such notice (but in no event prior to the expiration or earlier termination of this Lease)it, Tenant shall be responsible only a tenant at sufferance, whether or not Landlord accepts any Rent from Tenant while Tenant is holding over without ▇▇▇▇▇▇▇▇'s written consent. Additionally, in the event that upon termination of the Lease, Tenant has not fulfilled its obligation with respect to repairs and cleanup of the Project or any other Tenant obligations as set forth in this Lease, then Landlord shall have the right to perform any such obligations as it deems necessary at Tenant's sole cost and expense, and any time required by Landlord to complete such obligations shall be considered a period of holding over and the terms of this ARTICLE 15 shall apply; provided, however, that with respect to Scheduled Base Rent for such additional holdover period, Tenant shall be credited in full for any and all damages actually and reasonably incurred Scheduled Base Rent received by Landlord as a result damages under the provisions of Tenant’s failure ARTICLE 16 of this Lease which relate to so vacate and deliver the Premises or such portion thereof (including the loss of such lease or amendment)additional holdover period.

Holding Over. It is hereby agreed that If Tenant remains in possession of the event of Tenant holding over Premises after the expiration or earlier termination of this Lease with the express written consent of Landlord, Tenant’s occupancy shall be a month-to-month tenancy at a rent agreed upon by Landlord and Tenant in writing; provided, however, if Landlord has consented to the holdover in writing, but Landlord and Tenant did not agree in writing on the rent during the holdover period, the monthly rent during the holdover period shall be one hundred fifty percent (150%) of the Monthly Rent and Additional Rent payable under this Lease during the last full month prior to the date of the expiration or earlier termination of this Lease. Except as provided in the preceding sentence, by lapse of time or otherwise, thereafter the month-to-month tenancy shall be from month on the terms and conditions of this Lease, except that any renewal options, expansion options, rights of first refusal, rights of first negotiation or any other rights or options pertaining to month additional space in the absence Building contained in this Lease shall be deemed to have terminated and shall be inapplicable thereto. Landlord’s acceptance of rent after such holding over with Landlord’s written consent shall not result in any other tenancy or in a renewal of the original term of this Lease. If Tenant remains in possession of the Premises after the expiration or earlier termination of this Lease without Landlord’s consent, Tenant’s continued possession shall be on the basis of a written agreement to the contrary, tenancy at sufferance and Tenant shall pay to Landlord a monthly occupancy charge as Monthly Rent during the holdover period an amount equal to (i) for the first sixty thirty (6030) days of holdover, one hundred twenty-five percent (125%) of the monthly Basic Rental payable hereunder for the last lease year, and (ii) for any such holdover beyond said sixty (60) dayswithout consent, one hundred fifty percent (150%) of the monthly Basic Rental Monthly Rent and Additional Rent payable hereunder under this Lease for the last lease year (plus all other charges payable by Tenant under this Lease) such occupancy charges to be payable from the expiration or termination of this Lease until the end of the calendar full month in which the Premises are delivered to Landlord in the condition required herein. If Landlord shall enter into a new lease or amend an existing lease for premises in the Building for all or a portion of the Premises at the end of the Term of this Lease, Landlord shall so notify Tenant and if Tenant fails to vacate and deliver all or such portion of the Premises to Landlord within sixty (60) days after receipt of such notice (but in no event prior to the date of such expiration or earlier termination termination, (ii) for the thirty-first (31st) through sixtieth (60th) days of this Lease)any such holdover without consent, Tenant the aforementioned percentage shall increase to one hundred seventy percent (175%) and (iii) thereafter during such holdover without consent, the percentage shall be responsible for any and all damages actually and reasonably incurred by Landlord as a result of Tenant’s failure increased to so vacate and deliver the Premises or such portion thereof two hundred percent (including the loss of such lease or amendment200%).

Holding Over. It is hereby agreed If Tenant retains possession of the Premises after the termination or expiration of the Lease Term, then Tenant shall, at Landlord’s election become a tenant at sufferance (and not a tenant at will), such possession shall be subject to immediate termination by Landlord at any time, and all of the other terms and provisions of this Lease (excluding any expansion or renewal option or other similar right or option) shall be applicable during such holdover period, except that in addition to any other rights or remedies Landlord may have hereunder or at law, for each day during which Tenant holds over in the event of Tenant holding over Premises after the Expiration Date or sooner termination of this Lease, by lapse of time or otherwise, thereafter the tenancy shall be from month to month in the absence of a written agreement to the contrary, and Tenant shall pay to Landlord a holdover charge, computed on a monthly occupancy charge equal to basis for each month or part thereof during such holding over, as follows: (ia) for the first sixty thirty (6030) days of holdoversaid holdover period, one hundred twenty-five percent (125%) of the monthly Basic Rental payable hereunder for the last lease year, and (ii) for any holdover beyond said sixty (60) days, an amount equal to one hundred fifty percent (150%) of the monthly Basic Rental payable hereunder Base Rent in effect on the termination or expiration date; and (b) if such holdover continues for more than thirty (30) days after the last lease year (plus all other charges payable by Tenant under this Lease) such occupancy charges to be payable from the expiration Expiration Date or sooner termination of this Lease until the end of the calendar month in which the Premises are delivered to Landlord in the condition required herein. If Landlord shall enter into a new lease or amend an existing lease for premises in the Building for all or a portion of the Premises at the end of the Term of this Lease, Landlord shall so notify Tenant and if Tenant fails an amount equal to vacate and deliver all or such portion 200% of the Premises to Landlord within sixty Base Rent and Additional Rent payable under this Lease for the last full calendar month of the Term. In addition, if such holdover continues for more than thirty (6030) days after receipt of such notice (but in no event prior to the expiration Expiration Date or earlier sooner termination of this Lease), Tenant shall be responsible indemnify and hold harmless Landlord for any all claims, liabilities, obligations and all damages actually and reasonably incurred by Landlord arising out of or resulting from such holding over. No holding over by Tenant, whether with or without consent of Landlord, shall operate to extend this Lease except as a result otherwise expressly provided, and this Paragraph 19(f) shall not be construed as consent for Tenant to retain possession of Tenant’s failure to so vacate and deliver the Premises or such portion thereof (including the loss of such lease or amendment)Premises.

Holding Over. It If Tenant possesses the Premises after the Term expires or is hereby agreed otherwise terminated without executing a new lease but with Landlord’s written consent, Tenant is deemed to be occupying the Premises as a tenant from month-to-month, subject to all provisions, conditions and obligations of this Lease applicable to a month-to-month tenancy and any other reasonable conditions of Landlord’s consent, except that Basic Rent will equal Tenant’s then current Rent for the Premises, and (b) either Landlord or Tenant may terminate the month-to-month tenancy at any time upon thirty (30) days prior written notice to the other party. If Tenant possesses the Premises after the Term expires or is otherwise terminated without executing a new lease and without Landlord’s written consent, Tenant is deemed to be occupying the Premises without claim of right (but subject to all terms and conditions of this Lease) and, in addition to Tenant’s liability for failing to surrender possession of the Premises as provided in Section 16.1, Tenant will pay Landlord Rent for each day of occupancy after expiration of the Term equal to 150% of Tenant’s then-existing Rent (on a daily basis) (the “Holdover Rental Amount”); provided, notwithstanding the above, in the event Tenant gives at least twelve (12) months prior written notice to Landlord of its intent to hold over; Tenant holding over after the termination of this Lease, by lapse of time or otherwise, thereafter the tenancy shall be from month continue to month pay Basic Rent and Additional Rent in the absence of a written agreement to amount then due under the contrary, Lease and Tenant such Holdover Rental Amount shall pay to Landlord a monthly occupancy charge equal to (i) for the first sixty (60) days of holdover, one hundred twenty-five percent (125%) of the monthly Basic Rental payable hereunder for the last lease year, and (ii) for any holdover beyond said sixty (60) days, one hundred fifty percent (150%) of the monthly Basic Rental payable hereunder for the last lease year (plus all other charges payable by Tenant under this Lease) such occupancy charges to be payable from the expiration or termination of this Lease not apply until the end of the calendar month in which the Premises are delivered to Landlord in the condition required hereinthird (3rd) holdover month. If Landlord shall enter into a new lease or amend an existing lease for premises in the Building for all or a portion of the Premises at the end of the Term of this Lease, Landlord shall so notify Tenant and if Tenant fails to vacate and deliver all or such portion of the Premises to Landlord within sixty (60) days after receipt of such notice (but in no event prior to the expiration or earlier termination of this Lease)Further, Tenant shall not be responsible liable for any and all consequential damages actually and reasonably incurred by Landlord during the initial two (2) months of holdover in the event Tenant provides such twelve (12) months prior written notice as a result of Tenant’s failure to so vacate and deliver the Premises or such portion thereof (including the loss of such lease or amendment)set forth above.

Holding Over. It is hereby agreed that in Tenant will, at the event of Tenant holding over after the expiration or termination of this Lease, Lease by lapse of time or otherwise, thereafter yield up immediate possession to Landlord. If Tenant retains possession of the tenancy shall be from month to month in the absence Premises or any part thereof after such expiration or termination, then Landlord may, at its option, serve written notice upon Tenant that such holding over constitutes any one of a written agreement to the contrary, and Tenant shall pay to Landlord a monthly occupancy charge equal to (i) for creation of a month-to-month tenancy, upon the first sixty terms and conditions set forth in this Lease, or (60ii) days creation of holdovera tenancy at sufferance (with the right to lock-out Tenant pursuant to Section 19(C) below), in any case upon the terms and conditions set forth in this Lease; provided, however, that the monthly Base Rent (or daily Base Rent under (ii)) shall, in addition to all other sums which are to be paid by Tenant hereunder, whether or not as additional Rent, be equal to one hundred twenty-five percent (125%) of the Base Rent being paid monthly Basic Rental payable hereunder to Landlord under this Lease immediately prior to such termination for the last lease yearfirst thirty (30) days of Tenant’s holdover, and (ii) for any holdover beyond said sixty (60) days, thereafter at a rate of one hundred fifty percent (150%) % of the Base Rent being paid monthly Basic Rental payable hereunder for the last lease year (plus all other charges payable by Tenant to Landlord under this Lease) Lease immediately prior to such occupancy charges to termination. Such holdover Base Rent shall be payable from prorated on the expiration or termination basis of this Lease until the end of the calendar month a 365-day year for each day Tenant remains in which the Premises are delivered possession. Tenant shall be liable for consequential damages to Landlord in the condition required herein. If for any holdover, provided Landlord shall enter gives Tenant written notice (“Holdover Notice”) that Landlord has entered into a new another lease or amend with an existing lease for premises in the Building tenant for all or a portion part of the Premises at the end of the Term of this LeasePremises, Landlord shall so notify Tenant and if Tenant fails to vacate and deliver all or such portion of surrender the Premises to Landlord within sixty thirty (6030) days after receipt following the later of such notice (but in no event prior to i) the expiration or earlier termination of this Lease)Lease and (ii) the date Tenant receives the Holdover Notice. In addition to the foregoing, Tenant shall be responsible for any and also pay to Landlord all damages actually and reasonably incurred sustained by Landlord as a result resulting from retention of possession by Tenant’s failure to so vacate and deliver the Premises or such portion thereof (, including the loss of such lease any proposed subsequent tenant for any portion of the Premises. Upon request of Tenant, Landlord shall advise Tenant within sixty (60) days of the expiration or amendment)termination date, of any situation or condition which may give rise to consequential damages. The provisions of this paragraph shall not constitute a waiver by Landlord of any right of re-entry as herein set forth; nor shall receipt of any Rent or any other act in apparent affirmance of the tenancy operate as a waiver of the right to terminate this Lease for a breach of any of the terms, covenants, or obligations herein on Tenant’s part to be performed.

Holding Over. It is hereby agreed that in the event of Should Tenant holding hold over after the termination of this Lease, whether such termination occurs by lapse of time or otherwise, thereafter Tenant shall become a tenant from day-to-day upon each and all of the terms herein provided as may be applicable to such a tenancy, and any such tenancy shall be not constitute an extension of this Lease; provided, however, during such period as a tenant from month to month in the absence of a written agreement to the contraryday-to-day, and Tenant shall pay to Landlord all Additional Rent therefor, together with Base Rent at a monthly occupancy charge rate equal to (i) for the first sixty (60) days of holdover, one hundred twenty-five percent (125%) of the monthly Basic Rental payable hereunder for the last lease year, and (ii) for any holdover beyond said sixty (60) days, one hundred fifty percent (150%) of the monthly Basic Rental Base Rent which was payable hereunder for the last lease year (plus all other charges payable by Tenant under this Lease) such occupancy charges to be payable from month immediately preceding the expiration or date of termination of this Lease until and, in addition, Tenant shall reimburse Landlord for all damages (consequential as well as direct) sustained by Landlord by reason of Tenant’s occupying the end Leased Premises past the termination date. Alternatively, at the election of Landlord and expressed in a written notice to Tenant and not otherwise, such retention of possession past the termination date shall constitute a month-to-month tenancy upon each and all of the calendar terms herein provided as may be applicable to such month-to-month in which the Premises are delivered tenancy; provided, however, during such period as a tenant from month-to-month, Tenant shall pay Base Rent at a rate equal to Landlord in the condition required herein. If Landlord shall enter into a new lease or amend an existing lease for premises in the Building for all or a portion one hundred fifty percent (150%) of the Premises at Base Rent which was payable for the end month immediately preceding the date of the Term of this Lease, Landlord shall so notify Tenant and if Tenant fails to vacate and deliver all or such portion of the Premises to Landlord within sixty (60) days after receipt of such notice (but in no event prior to the expiration or earlier termination of this Lease), Tenant . The provisions of this Article 8 shall be responsible for not exclude nor waive Landlord’s right of re-entry or any and all damages actually and reasonably incurred by Landlord as a result of Tenant’s failure to so vacate and deliver the Premises other right or such portion thereof (including the loss of such lease or amendment)remedy hereunder.

Holding Over. It is hereby agreed that Unless Landlord expressly agrees otherwise in writing, if Tenant shall remain in possession of all or any portion of the event of Tenant holding over after Premises beyond the termination of this LeaseTerm, by lapse of time or otherwise, thereafter the tenancy shall be from month to month in the absence of a written agreement to the contrary, and Tenant shall pay to Landlord a monthly occupancy charge equal to Landlord: (i) for the first sixty one hundred twenty (60120) days of any such holdover, one hundred twenty-five percent (an amount of Net Rent equal to 125%) % of the monthly Basic Rental payable hereunder for Net Rent applicable immediately preceding Tenant’s holdover of possession of the last lease yearPremises beyond the Term, and plus 100% of all Additional Rent, and (ii) for thereafter during any holdover beyond said sixty such holdover, (60I) days, one hundred fifty percent an amount of Net Rent equal to the greater of (150%x) of the monthly Basic Rental payable hereunder for the last lease year (plus all other charges Net Rent payable by Tenant under this Leasepursuant to clause (i) such occupancy charges above, or (y) an amount of Net Rent determined pursuant to be payable from the expiration or termination of this Lease Current Market Terms (as provided in Article 35 hereof) (it being agreed that, until the end Current Market Terms are determined pursuant to Article 35 hereof, Tenant shall continue to pay Net Rent at the rate set forth in clause (i) above during such holdover, with any applicable reconciliation of such amounts paid by Tenant to occur within thirty (30) days after the determination of the calendar month Net Rent pursuant to such Current Market Terms), plus (II) 100% of Additional Rent, in which all events, only with respect to the Premises are delivered to Landlord in the condition required herein. If Landlord shall enter into a new lease or amend an existing lease for premises in the Building for all or a portion of the Premises at the end of the Term of this Lease, Landlord shall so notify as to which Tenant and if Tenant fails has retained possession from time to vacate and deliver all or such portion of the Premises to Landlord within sixty (60) days time after receipt of such notice (but in no event prior to the expiration or earlier termination of this LeaseLease (but with respect to the entire portion of the Premises on any partial floor of which Tenant has so retained possession, as provided in the next succeeding sentence), and prorated on a per diem basis for each day Tenant shall retain possession of the Premises or any part thereof after expiration or earlier termination of this Lease during such period. For purposes of calculating the amount of Net Rent and Additional Rent payable by Tenant as provided above, in the event that Tenant remains in possession of any portion of any floor of the Building included in its entirety within the Premises, Tenant shall be responsible deemed to have held over with respect to all of the Rentable Area of such floor so included in the Premises. The foregoing provisions shall not be deemed to limit or constitute a waiver by Landlord of any rights of re-entry or other rights or remedies of Landlord provided herein or at law and shall not serve as permission for Tenant to hold over, nor serve to extend the Term (although after commencement of said holdover Tenant shall remain bound to comply with all provisions of this Lease until Tenant vacates the Premises, and such vacation shall be subject to the provisions of Article 12), it being understood that any such holdover shall (subject to Paragraph 13(B) below) constitute an immediate Default under this Lease. Landlord and Tenant further agree that, in the event that any such holdover by Tenant shall extend for greater than one hundred twenty (120) days beyond the Term, then Tenant shall also indemnify and defend Landlord from and against all actual, direct claims and damages actually and reasonably sustained or incurred by Landlord as a result by reason of Tenant’s failure to so vacate and deliver the Premises or holding over beyond (but not within) such portion thereof one hundred twenty (including the loss of such lease or amendment).120) day period, including, without limitation, all Holdover Damages

Holding Over. It is hereby agreed that If Tenant remains in possession of the Premises or any part thereof after the expiration of the Term, such occupancy shall be a tenancy at sufferance at a rental in the event of Tenant holding over after the termination of this Leaseamount of: 1) if, by lapse of time or otherwise, thereafter the tenancy shall be from month to month in the absence of a written agreement not later than 90 days prior to the contraryexpiration of the Term, and Tenant shall pay delivers written notice to Landlord a monthly occupancy charge equal of Tenant’s intent to hold over, then (ia) for during the first sixty (60) 60 days of holdoverthe hold over, one hundred twenty-five percent (125%) of the monthly Basic Rental last month’s Base Rent plus all other charges payable hereunder for under this Lease and upon all of the last lease year, other terms of this Lease and (iib) for any holdover beyond said sixty (60) daysthereafter, one hundred fifty percent (150%) of the monthly Basic Rental payable hereunder for the last lease year (month’s Base Rent plus all other charges payable by Tenant under this Lease and upon all of the other terms of this Lease, and (2) such occupancy charges if Tenant fails to be payable from deliver written notice to Landlord of Tenant’s intent to hold over not later than 90 days prior to the expiration or termination of the Term, then one hundred fifty percent (150%) of the last month’s Base Rent plus all other charges payable under this Lease and upon all of the other terms of this Lease until the end of the calendar month in which the Premises are delivered to Lease. However, if Landlord in the condition required herein. If Landlord shall enter into has executed a new lease or amend an existing lease for premises in the Building with another tenant for all or a portion of the Premises and any unauthorized holding over will delay or prevent Landlord from delivering possession of all or a part of the Premises to another tenant or from commencing work to make all or part of the Premises available to another tenant, and Landlord has delivered written notice to Tenant specifying the same, then from the date of Landlord's delivery of such notice the rental rate applicable to such tenancy at sufferance shall be one hundred fifty percent (150%) of the end last month’s Base Rent (notwithstanding any previous notice from Tenant as set forth above) plus all other charges payable under this Lease and upon all of the other terms of this Lease. Notwithstanding the foregoing, Landlord's acceptance of Rent from Tenant during any period of tenancy at sufferance shall not be deemed to be the consent of Landlord to Tenant's continued occupancy of the Premises, and if Tenant remains in possession of the Premises or any part thereof after the expiration of the Term of this Leasewithout Landlord’s consent, Landlord shall so notify Tenant and have all remedies at law or in equity. In addition, if Tenant fails remains in possession of the Premises or any part thereof for more than sixty (60) days following the expiration of the Term with or without Landlord's consent, then, in addition to vacate Landlord's remedies as set forth above, Tenant shall defend and deliver indemnify Landlord from all or such portion loss, liabilities, damages and costs, including consequential damages and attorneys’ fees, incurred by Landlord and resulting from Tenant’s failure to surrender possession of the Premises to Landlord within sixty (60) days after receipt when and as required under this Lease. The provisions of such notice (but in no event prior to this Section shall survive the expiration or earlier termination of this Lease), Tenant shall be responsible for any and all damages actually and reasonably incurred by Landlord as a result of Tenant’s failure to so vacate and deliver the Premises or such portion thereof (including the loss of such lease or amendment).

Holding Over. It is hereby agreed If Tenant holds possession of any portion of the Premises after expiration or termination of the term of this Lease with respect to that in portion of the event Premises without the written consent of Tenant Landlord, then absent express agreement of Landlord such holding over after the termination of this Lease, by lapse of time or otherwise, thereafter the tenancy shall be from month to month in the absence of a written agreement to the contrary, tenancy at sufferance and not for any periodic or fixed term. Tenant shall pay to Landlord a monthly occupancy charge rental hereunder equal to (i) for the first sixty (60) days of holdover, one hundred twenty-five percent (125%) of the monthly Basic Rental payable hereunder for the last lease year, and (ii) for any holdover beyond said sixty (60) days, one hundred fifty percent (150%) of the amount of Base Rent and Additional Rent payable immediately prior to expiration of such term with respect to such Premises during the first thirty (30) days of such holdover period, after which time Tenant shall pay monthly Basic Rental rental equal to two hundred percent (200%) of the amount of Base Rent and Additional Rent payable hereunder for immediately prior to expiration of such term with respect to such Premise, together with such other amounts as may become due hereunder, and otherwise all of the last lease year (plus all other charges payable by Tenant under this Lease) such occupancy charges to be payable from the expiration or termination terms and conditions of this Lease until the end shall continue to apply, excluding any options or rights of the calendar month in which Tenant to renew or extend this Lease or expand the Premises are delivered hereunder. Nothing herein shall be construed as a consent in advance by Landlord to any holding over by Tenant or to any specific terms or conditions of any holding over, and Landlord in expressly reserves the condition required herein. If Landlord shall enter into a new lease or amend an existing lease for premises in the Building for all or a portion of the Premises at the end of the Term of this Lease, Landlord shall so notify right to require Tenant and if Tenant fails to vacate and deliver all or such portion surrender possession of the Premises to Landlord within sixty (60) days after receipt when and as required hereunder. Any holding over with the written consent of Landlord shall, except as otherwise specified in such notice (consent, thereafter constitute a lease from month to month but in no event prior otherwise subject to all of the expiration or earlier termination terms and conditions of this Lease), excluding any options or rights of Tenant shall be responsible for any and all damages actually and reasonably incurred by Landlord as a result of Tenant’s failure to so vacate and deliver renew or extend this Lease or expand the Premises or such portion thereof (including the loss of such lease or amendment)hereunder.

Holding Over. It is hereby agreed that in the event of If Tenant holding holds over after the termination expiration of this Leasethe Lease Term with the express written consent of Landlord, by lapse of time or otherwise, thereafter the such tenancy shall be from month-to-month to month in the absence of a written agreement to the contraryonly, and Tenant shall pay to Landlord not constitute a renewal hereof or an extension for any further term, and in such case Base Rent shall be payable at a monthly occupancy charge equal to (i) for the first sixty (60) days rate of holdover, one hundred twenty-five percent (125%) of the monthly Basic Rental payable hereunder for the last lease year, and (ii) for any holdover beyond said sixty (60) days, one hundred fifty percent (150%) of the monthly Basic Rental payable hereunder for Base Rent applicable during the last lease year rental period of the Lease Term under this Lease. Such month-to-month tenancy shall be subject to every other applicable term, covenant and agreement contained herein. If Tenant holds over after the expiration of the Lease Term without the express written consent of Landlord, such tenancy shall be a tenancy at sufferance, and shall not constitute a renewal hereof or an extension for any further term, and in such case daily damages in any action to recover possession of the Premises shall be calculated at a daily rate equal to one hundred fifty percent (plus all other charges 150%) of the Base Rent applicable during the last rental period of the Lease Term under this Lease (calculated on a per diem basis). Notwithstanding the foregoing, Tenant shall have the one-time right, upon notice (the "Holdover Notice") to Landlord not less than six (6) months prior to the expiration of the Lease Term, to extend the Lease Term for a period of up to three (3) months (which period shall be set forth in the Holdover Notice) (the "Permitted Holdover Term"), in which case the Base Rent payable by Tenant during such Permitted Holdover Term shall equal (a) one hundred twenty-five (125%) of the Base Rent applicable during the last rental period of the Lease Term under this LeaseLease for the first month of any such Permitted Holdover Term, and (b) one hundred fifty percent (150%) of the Base Rent applicable during the last rental period of the Lease Term under this Lease for the second and/or third months of any such occupancy charges Permitted Holdover Term. Except with respect to the Permitted Holdover Term, nothing contained in this Article 16 shall be payable from construed as consent by Landlord to any holding over by Tenant, and Landlord expressly reserves the right to require Tenant to vacate and deliver possession of the Premises to Landlord as provided in this Lease upon the expiration or other termination of this Lease until Lease. The provisions of this Article 16 shall not be deemed to limit or constitute a waiver of any other rights or remedies of Landlord provided herein or at law. If Tenant holds over without Landlord's express written consent, and tenders payment of rent for any period beyond the end expiration of the calendar Lease Term by way of check (whether directly to Landlord, its agents, or to a lock box) or wire transfer, Tenant acknowledges and agrees that the cashing of such check or acceptance of such wire shall be considered inadvertent and not be construed as creating a month-to-month in which the Premises are delivered tenancy, provided Landlord refunds such payment to Landlord in the condition required hereinTenant promptly upon learning that such check has been cashed or wire transfer received. If Landlord shall Tenant acknowledges that any holding over without Landlord’s express written consent may compromise or otherwise affect Landlord's ability to enter into a new lease or amend an existing lease for premises in leases with prospective tenants regarding the Building for all or a portion of the Premises at the end of the Term of this LeasePremises. Therefore, Landlord shall so notify Tenant and if Tenant fails to vacate and deliver all or such portion of the Premises to Landlord within sixty (60) days after receipt of such notice (but in no event prior to upon the termination or expiration or earlier termination of this Lease), in addition to any other liabilities to Landlord accruing therefrom, Tenant shall be responsible for protect, defend, indemnify and hold Landlord harmless from and against all claims made by any and all damages actually and reasonably incurred by Landlord as a result of Tenant’s succeeding tenant founded upon such failure to so vacate and deliver deliver, and any losses suffered by Landlord, including lost profits, resulting from such failure to vacate and deliver. Tenant agrees that any proceedings necessary to recover possession of the Premises Premises, whether before or such portion thereof (including after expiration of the loss Lease Term, shall be considered an action to enforce the terms of such lease or amendment)this Lease for purposes of the awarding of any attorney’s fees in connection therewith.

Holding Over. It Article 16 of the Existing Lease is hereby agreed that deleted and replaced in its entirety with the event of following: "If Tenant holding holds over after the expiration of the Lease Term or earlier termination thereof, with or without the express written consent of this LeaseLandlord, by lapse of time or otherwise, thereafter the such tenancy shall be from month-to-month to month in the absence of a written agreement to the contraryonly, and shall not constitute a renewal hereof or an extension for any further term, and in such case Tenant shall pay to Landlord Rent at a monthly occupancy charge rate equal to (ia) for the first sixty thirty (6030) days of holdoversuch holding over, one hundred twenty-five percent (125100%) of the Base Rent payable by Tenant immediately prior to such holding over (without regard to any abatements of Rent on account of casualty or otherwise), plus Tenant's Share of Operating Expenses and Tax Expenses, computed on a monthly Basic Rental payable hereunder basis for the last lease year, each full or partial month Tenant remains in possession; and (ii) for any holdover beyond said sixty (60) daysthereafter, an amount equal to one hundred fifty percent (150%) of the monthly Basic Rental payable hereunder for the last lease year (plus all other charges Base Rent payable by Tenant under this Lease) immediately prior to such occupancy charges holding over (without regard to any abatements of Rent on account of casualty or otherwise), plus Tenant's Share of Operating Expenses and Tax Expenses, computed on a monthly basis for each full or partial month Tenant remains in possession. Such month-to-month tenancy shall be payable from subject to every other applicable term, covenant and agreement contained herein. If Tenant holds over after any such month-to-month tenancy has been terminated, then Tenant shall be a tenant at sufferance only, for the expiration or termination entire Premises upon all of the terms and conditions of this Lease until the end as might be applicable to such tenancy; provided, however, that, as liquidated damages and not as a penalty, Tenant shall pay Base Rent at a monthly rate equal to one hundred fifty percent (150%) of the calendar Base Rent payable by Tenant immediately prior to such holding over (without regard to any abatements of Rent on account of casualty or otherwise), plus Tenant's Share of Operating Expenses and Tax Expenses, computed on a monthly basis for each full or partial month Tenant remains in which possession. Nothing contained in this Article 16 shall be construed as consent by Landlord to any holding over by Tenant, and Landlord expressly reserves the Premises are delivered right to Landlord in the condition required herein. If Landlord shall enter into a new lease or amend an existing lease for premises in the Building for all or a portion of the Premises at the end of the Term of this Lease, Landlord shall so notify require Tenant and if Tenant fails to vacate and deliver all or such portion surrender possession of the Premises to Landlord within sixty (60) days after receipt of such notice (but as provided in no event prior to this Lease upon the expiration or earlier other termination of this Lease). The provisions of this Article 16 shall not be deemed to limit or constitute a waiver of any other rights or remedies of Landlord provided herein or at law. If Tenant fails to surrender the Premises upon the termination or expiration of this Lease, in addition to any other liabilities to Landlord accruing therefrom, Tenant shall be responsible for protect, defend, indemnify and hold Landlord harmless from all Claims resulting from such failure, including, without limiting the generality of the foregoing, any and all damages actually and reasonably incurred Claims made by Landlord as a result of Tenant’s any succeeding tenant founded upon such failure to so vacate surrender and deliver the Premises or such portion thereof (including the loss of such lease or amendment)any lost profits to Landlord resulting therefrom."