Common use of Holding Over Clause in Contracts

Holding Over. Subtenant shall have no right to Holdover. If Subtenant does not surrender and vacate the Subleased Premises at the Expiration Date of this Sublease, Subtenant shall be a tenant at sufferance, or at the sole election of Sublandlord, a month to month tenancy, and the parties agree in either case that the reasonable rental value, if at sufferance, or the Rent if a month to month tenancy shall be the monthly rate of one hundred and fifty percent (150%) of the monthly Rent set forth in Article 3, and if the definition of Rent in either case does not include additional rent, then with any additional rent due and payable during such holdover period of time. In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree that the reasonable rental value of the Subleased Premises following the Expiration Date of the Sublease shall be the amounts set forth above per month. Sublandlord and Subtenant acknowledge and agree that, under the circumstances existing as of the Effective Date, it is impracticable and/or extremely difficult to ascertain the reasonable rental value of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant to timely surrender possession of the Subleased Premises. The parties acknowledge that the liquidated damages established herein is not intended as a forfeiture or penalty within the meaning of California Civil Code sections 3275 or 3369, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677. Notwithstanding the foregoing, and in addition to all other rights and remedies on the part of Sublandlord if Subtenant fails to surrender the Subleased Premises upon the termination or expiration of this Sublease, in addition to any other liabilities to Sublandlord accruing therefrom, Subtenant shall indemnify, defend and hold Sublandlord harmless from all Claims resulting from such failure, including, without limitation, any Claims by any third parties based on such failure to surrender. Furthermore, in the event that Subtenant fails to surrender the Premises after such time that (a) the Master Lease has expired and (b) Sublandlord has surrendered its premises under the Master Lease, then the rate for month to month tenancy at sufferance shall be one hundred and fifty percent of any and all Rent due to Master Landlord from Sublandlord under the holdover provisions of the Master Lease.

Holding Over. Subtenant This Lease shall have no right to Holdoverterminate without further notice upon the expiration of the Term, and any holding over by Tenant after the expiration shall not constitute a renewal or extension of this Lease, or give Tenant any rights under this Lease, except when in writing signed by both parties. If Subtenant does not surrender and vacate Tenant holds over for any period after the Subleased Premises expiration (or earlier termination) of the Term without the prior written consent of Landlord, such possession shall constitute a tenancy at sufferance only; such holding over with the Expiration Date prior written consent of Landlord shall constitute a month-to-month tenancy commencing on the first (1st) day following the termination of this SubleaseLease. In either of such events, Subtenant possession shall be a tenant at sufferancesubject to all of the terms of this Lease, or at the sole election of Sublandlord, a month to month tenancy, and the parties agree in either case except that the reasonable rental valuemonthly Basic Rent shall be one hundred twenty percent (120%) of the Basic Rent for the month immediately preceding the date of termination for the initial two (2) months of holdover by Tenant and thereafter, if at sufferance, or the monthly Basic Rent if a for the third (3rd) and each successive month to month tenancy of holdover shall be the monthly rate greater of one hundred and fifty percent (150%) of the monthly Basic Rent set forth for the month immediately preceding the date of termination or the then current Basic Rent for comparable space in Article 3the Building or Project, and if the definition of Rent in either case does not include additional rent, then with any additional rent due and payable during such holdover period of time. In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree that the reasonable rental value of the Subleased Premises following the Expiration Date of the Sublease shall be the amounts set forth above per month. Sublandlord and Subtenant acknowledge and agree that, under the circumstances existing as of the Effective Date, it is impracticable and/or extremely difficult to ascertain the reasonable rental value of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant to timely surrender possession of the Subleased Premisescase may be. The parties acknowledge that the liquidated damages established herein is not intended as a forfeiture or penalty within the meaning of California Civil Code sections 3275 or 3369, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677. Notwithstanding the foregoing, and in addition to all other rights and remedies on the part of Sublandlord if Subtenant If Tenant fails to surrender the Subleased Premises upon the termination or expiration of this SubleaseLease despite Landlord's written demand to do so (which demand shall include notice to Tenant of a succeeding tenant and the need for Tenant's immediate surrender), in addition to any then Tenant shall be liable for Landlord's foreseeable consequential and other liabilities to Sublandlord accruing therefrom, Subtenant shall indemnify, defend and hold Sublandlord harmless from all Claims resulting from such failure, damages (including, without limitation, any Claims reasonable attorney's fees) proximately caused by any third parties based on such failure to surrender. Furthermore, Acceptance by Landlord of rent after the termination shall not constitute a consent to a holdover or result in the event that Subtenant fails to surrender the Premises after such time that (a) the Master Lease has expired and (b) Sublandlord has surrendered its premises under the Master a renewal of this Lease, then the rate for month to month tenancy at sufferance shall be one hundred and fifty percent of any and all Rent due to Master Landlord from Sublandlord under the holdover . The foregoing provisions of the Master Leasethis Section are in addition to and do not affect Landlord's right of re-entry or any other rights of Landlord under this Lease or at law.

Holding Over. Subtenant shall have no right If Tenant, or any assignee or subtenant of Tenant, holds over possession of the Premises beyond the expiration or earlier termination of this Lease, such holding over will not be deemed to Holdover. If Subtenant does not surrender extend the Term or renew this Lease but such holding over will continue upon the terms, covenants and vacate conditions of this Lease except that the Subleased charge for use and occupancy of the Premises at for each calendar month or portion thereof that Tenant or such assignee or subtenant holds over will be a liquidated sum equal to one-twelfth (1/12th) of two (2) times the Basic Rent and Additional Rent for the Lease Year preceding the Expiration Date for the first thirty (30) days of this Sublease, Subtenant shall be a tenant at sufferance, or at the sole election of Sublandlord, a month to month tenancysuch holdover period, and the thereafter, two (2) times such Basic Rent and Additional Rent. Tenant shall remain obligated to continue to pay Additional Rent during any holdover period. The parties agree in either case that the reasonable rental value, if at sufferance, or the Rent if a month to month tenancy shall be the monthly rate of one hundred recognize and fifty percent (150%) of the monthly Rent set forth in Article 3, and if the definition of Rent in either case does not include additional rent, then with any additional rent due and payable during such holdover period of time. In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree that the reasonable rental value damage to Landlord resulting from any failure by Tenant or any assignee or subtenant of the Subleased Premises following the Expiration Date of the Sublease shall be the amounts set forth above per month. Sublandlord and Subtenant acknowledge and agree that, under the circumstances existing as of the Effective Date, it is impracticable and/or extremely difficult to ascertain the reasonable rental value of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant Tenant to timely surrender possession of the Subleased PremisesPremises will exceed the amount of the monthly Basic Rent and Additional Rent and will be impossible to accurately measure. The parties acknowledge In connection with any holdover, in no event shall Tenant, or any assignee or subtenant, be liable for any consequential damages unless Landlord gives Tenant written notice that the liquidated damages established herein is Premises have been leased to another Tenant after the Termination Date. If the Premises are not intended as a forfeiture or penalty within the meaning of California Civil Code sections 3275 or 3369, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677. Notwithstanding the foregoing, and in addition to all other rights and remedies on the part of Sublandlord if Subtenant fails to surrender the Subleased Premises surrendered upon the expiration or earlier termination or expiration of this SubleaseLease, in addition to any other liabilities to Sublandlord accruing therefrom, Subtenant Tenant shall indemnify, defend and hold Sublandlord harmless from Landlord against any and all Claims losses and liabilities resulting from such failuretherefrom, including, without limitation, any Claims claims made by any third parties based on succeeding tenant founded upon such failure delay. Nothing contained in this Lease will be construed as a consent by Landlord to surrender. Furthermore, in the event that Subtenant fails to surrender occupancy or possession of the Premises after such time that (a) beyond the Master Lease has expired expiration or earlier termination of this Lease. Tenant shall, at its sole cost and (b) Sublandlord has surrendered its premises expense, take all actions required to remove any assignee or subtenant of Tenant, or other party claiming rights to the Premises under or through Tenant upon the Master Lease, then expiration or earlier termination of the rate for month to month tenancy at sufferance shall be one hundred and fifty percent of any and all Rent due to Master Landlord from Sublandlord under the holdover Term. The provisions of this Article 24 will survive the Master expiration or earlier termination of this Lease.

Holding Over. Subtenant This Lease shall have no right to Holdoverterminate without further notice upon the expiration of the Term, and any holding over by Tenant after the expiration shall not constitute a renewal or extension of this Lease, or give Tenant any rights under this Lease, except when in writing signed by both parties. If Subtenant does not surrender and vacate Tenant holds over for any period after the Subleased Premises expiration (or earlier termination) of the Term without the prior written consent of Landlord, such possession shall constitute a tenancy at sufferance only; such holding over with the Expiration Date prior written consent of Landlord shall constitute a month-to-month tenancy commencing on the first (1st) day following the termination of this SubleaseLease. In either of such events, Subtenant possession shall be a tenant at sufferancesubject to all of the terms of this Lease, or at the sole election of Sublandlord, a month to month tenancy, and the parties agree in either case except that the reasonable rental value, if at sufferance, or monthly Basic Rent for the Rent if a initial month to month tenancy of holdover shall be the monthly rate of one hundred and twenty-five percent (125%) of the Basic Rent for the month immediately preceding the date of termination, monthly Basic Rent for the second (2nd) month of holdover shall be one hundred fifty percent (150%) of the monthly Basic Rent set forth in Article 3for the month immediately preceding the date of termination, and if the definition monthly Basic Rent for the third (3rd) and each successive month of Rent in either case does not include additional rent, then with any additional rent due and payable during such holdover period of time. In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree that the reasonable rental value of the Subleased Premises following the Expiration Date of the Sublease shall be the amounts set forth above per month. Sublandlord and Subtenant acknowledge and agree that, under the circumstances existing as greater of: (I) one hundred fifty percent (150%) of the Effective DateBasic Rent for the month immediately preceding the date of termination; or (ii) the then current Basic Rent for comparable space in the Building or Project, it is impracticable and/or extremely difficult to ascertain the reasonable rental value of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant to timely surrender possession of the Subleased Premisescase may be. The parties acknowledge that the liquidated damages established herein is not intended as a forfeiture or penalty within the meaning of California Civil Code sections 3275 or 3369, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677. Notwithstanding the foregoing, and in addition to all other rights and remedies on the part of Sublandlord if Subtenant If Tenant fails to surrender the Subleased Premises upon the termination or expiration of this SubleaseLease despite demand to do so by Landlord, in addition to any other liabilities to Sublandlord accruing therefrom, Subtenant Tenant shall indemnify, defend indemnify and hold Sublandlord Landlord harmless from all Claims resulting from such failureloss or liability, including, including without limitation, any Claims claims made by any third parties based on succeeding tenant relating to such failure to surrender. Furthermore, Acceptance by Landlord of rent after the termination shall not constitute a consent to a holdover or result in the event that Subtenant fails to surrender the Premises after such time that (a) the Master Lease has expired and (b) Sublandlord has surrendered its premises under the Master a renewal of this Lease, then the rate for month to month tenancy at sufferance shall be one hundred and fifty percent of any and all Rent due to Master Landlord from Sublandlord under the holdover . The foregoing provisions of the Master Leasethis Section are in addition to and do not affect Landlord's right of re-entry or any other rights of Landlord under this Lease or at law.

Holding Over. Subtenant Tenant shall have no right whatsoever to Holdoverremain in possession of the Premises following the expiration or earlier termination of the Lease Term, whether or not Landlord has given Tenant notice to vacate. If Subtenant Tenant does not immediately surrender and vacate the Subleased Premises at upon the Expiration Date expiration or earlier termination of this Subleasethe Lease Term, Subtenant then Tenant shall be become a tenant at sufferance, or sufferance subject to immediate eviction by Landlord at the sole election of Sublandlord, a month to month tenancyany time, and the parties agree in either case that rent shall be increased to an amount equal to the reasonable rental value, if greater of (x) 200% of the Annual Fixed Rent and Additional Rent calculated at sufferancethe highest rate payable under the terms of this Lease, or (y) 150% of the Rent if a month to month tenancy fair market rental value of the Premises. Such rent shall be computed on a monthly basis and shall be payable on the monthly rate first day of one hundred such holdover period and fifty percent (150%) the first day of the monthly Rent set forth in Article 3, and if the definition of Rent in either case does not include additional rent, then with any additional rent due and payable each calendar month thereafter during such holdover period until the Premises have been vacated. Landlord’s acceptance of time. In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree that the reasonable rental value of the Subleased Premises following the Expiration Date of the Sublease such rent shall be the amounts set forth above per month. Sublandlord and Subtenant acknowledge and agree that, under the circumstances existing as of the Effective Date, it is impracticable and/or extremely difficult to ascertain the reasonable rental value of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant to timely surrender possession of the Subleased Premises. The parties acknowledge that the liquidated damages established herein is not intended as a forfeiture or penalty within the meaning of California Civil Code sections 3275 or 3369, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677. Notwithstanding the foregoing, and in addition to all any manner adversely affect Landlord’s other rights and remedies on the part of Sublandlord if Subtenant fails remedies, including Landlord’s right to surrender the Subleased Premises upon the termination or expiration of this Subleaseevict Tenant and to recover damages, in addition to any other liabilities to Sublandlord accruing therefromand Tenant shall be liable for all loss, Subtenant shall indemnify, defend cost and hold Sublandlord harmless from all Claims damage incurred by Landlord resulting from such failure, including, without limitation, any Claims by any third parties based on such Tenant’s failure to surrenderand delay in surrendering the Premises. Furthermore, All property which remains in the event that Subtenant fails to surrender Building or the Premises after the expiration or termination of this Lease shall be conclusively deemed to be abandoned and may either be retained by Landlord as its property or sold or otherwise disposed of in such time that (a) the Master Lease has expired and (b) Sublandlord has surrendered its premises under the Master Leasemanner as Landlord may see fit. If any part thereof shall be sold, then Landlord may receive the rate for month to month tenancy proceeds of such sale and apply the same, at sufferance shall be one hundred and fifty percent of any and all Rent due to Master Landlord from Sublandlord under its option against the holdover provisions expenses of the Master Leasesale, the cost of moving and storage, any arrears of rent or other charges payable hereunder by Tenant to Landlord and any damages to which Landlord may be entitled under this Lease and at law and in equity.

Holding Over. Subtenant shall have no right to Holdover. If Subtenant does not surrender and vacate Tenant, or any assignee or subtenant of Tenant, holds over possession of the Subleased Premises at beyond the Expiration Date expiration or earlier termination of this SubleaseLease, Subtenant shall 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 this Lease except that the charge for use and occupancy of the Premises for each calendar month or portion thereof that Tenant or such assignee or subtenant holds over will be a tenant at sufferance, liquidated sum equal to one and one-half (11/2) times the Basic Rent and Additional Rent payable for the month immediately preceding the expiration or at earlier termination of this Lease for the sole election first six (6) months of Sublandlord, a month to month tenancysuch holding over, and thereafter, two (2) times the Basic Rent and Additional Rent payable for the month immediately preceding the expiration or earlier termination of this Lease. The parties agree in either case that the reasonable rental value, if at sufferance, or the Rent if a month to month tenancy shall be the monthly rate of one hundred recognize and fifty percent (150%) of the monthly Rent set forth in Article 3, and if the definition of Rent in either case does not include additional rent, then with any additional rent due and payable during such holdover period of time. In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree that the reasonable rental value damage to Landlord resulting from any failure by Tenant or any assignee or subtenant of the Subleased Premises following the Expiration Date of the Sublease shall be the amounts set forth above per month. Sublandlord and Subtenant acknowledge and agree that, under the circumstances existing as of the Effective Date, it is impracticable and/or extremely difficult to ascertain the reasonable rental value of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant Tenant to timely surrender possession of the Subleased PremisesPremises will exceed the amount of the monthly Basic Rent and Additional Rent and will be impossible to accurately measure. The parties acknowledge that If the liquidated damages established herein is Premises are not intended as a forfeiture or penalty within the meaning of California Civil Code sections 3275 or 3369, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677. Notwithstanding the foregoing, and in addition to all other rights and remedies on the part of Sublandlord if Subtenant fails to surrender the Subleased Premises surrendered upon the expiration or earlier termination or expiration of this SubleaseLease, in addition to any other liabilities to Sublandlord accruing therefrom, Subtenant Tenant shall indemnify, defend and hold Sublandlord harmless from Landlord against any and all Claims losses and liabilities resulting from such failuretherefrom, including, without limitation, any Claims claims made by any third parties based on succeeding tenant founded upon such failure delay. Nothing contained in this Lease will be construed as a consent by Landlord to surrender. Furthermore, in the event that Subtenant fails to surrender occupancy or possession of the Premises after such time that (a) beyond the Master Lease has expired expiration or earlier termination of this Lease. Tenant shall, at its sole cost and (b) Sublandlord has surrendered its premises expense, take all actions required to remove any assignee or subtenant of Tenant, or other party claiming rights to the Premises under or through Tenant upon the Master Lease, then expiration or earlier termination of the rate for month to month tenancy at sufferance shall be one hundred and fifty percent of any and all Rent due to Master Landlord from Sublandlord under the holdover Term. The provisions of this Article 24 will survive the Master expiration or earlier termination of this Lease.

Holding Over. Subtenant shall have no right to Holdover. If Subtenant does not surrender and vacate At the Subleased Premises at the Expiration Date expiration or sooner termination of this Sublease, Subtenant shall be a tenant at sufferance, or at the sole election of Sublandlord, a month to month tenancy, and the parties agree in either case that the reasonable rental value, if at sufferance, or the Rent if a month to month tenancy shall be the monthly rate of one hundred and fifty percent (150%) of the monthly Rent set forth in Article 3, and if the definition of Rent in either case does not include additional rent, then with any additional rent due and payable during such holdover period of time. In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree that the reasonable rental value of deliver the Subleased Premises following to Sublandlord, broom clean, in substantially the Expiration Date of the Sublease shall be the amounts set forth above per month. Sublandlord same condition and Subtenant acknowledge and agree that, under the circumstances repair existing as of the Effective Date, it is impracticable and/or extremely difficult to ascertain the reasonable rental value commencement of the Subleased Premises on Term of this Sublease (reasonable wear and tear and the Expiration Date performance of Sublandlord’s maintenance and that the reasonable rental value established repair obligations as expressly set forth herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant to timely surrender possession of the Subleased Premisesexcepted). The parties acknowledge that the liquidated damages established herein is not intended as a forfeiture or penalty within the meaning of California Civil Code sections 3275 or 3369, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677. Notwithstanding the foregoing, and in addition to all other rights and remedies on the part of Sublandlord if If Subtenant fails to surrender the Subleased Premises upon at the expiration or earlier termination of this Sublease, occupancy of the Subleased Premises after the termination or expiration shall be that of a tenancy at sufferance. Subtenant’s occupancy of the Subleased Premises during the holdover shall be subject to all the terms and provisions of this Sublease, in Sublease and Subtenant shall pay an amount (on a per month basis without reduction for partial months during the holdover) equal to 150% of the sum of the Base Rent and Additional Rent due for the period immediately preceding the holdover. No holdover by Subtenant or payment by Subtenant after the expiration or early termination of this Sublease shall be construed to extend the Term or prevent Sublandlord from immediate recovery of possession of the Subleased Premises by summary proceedings or otherwise. In addition to any other liabilities the payment of the amounts provided above, if Sublandlord is unable to deliver possession of the Subleased Premises to a new subtenant or to Master Sublandlord accruing therefromor Master Landlord, as the case may be as a result of Subtenant’s holdover or perform improvements, Subtenant shall indemnify, defend and hold be liable to Sublandlord harmless from for all Claims resulting from such failuredamages, including, without limitation, any Claims consequential damages, that Sublandlord suffers from the holdover; Subtenant expressly acknowledges that such damages may include all of the holdover rent charged by any third parties based on such failure Master Sublandlord under the Master Sublease as a result of Subtenant’s holdover, which Master Sublease holdover rent may apply to surrenderthe entire Building. Furthermore, Sublandlord acknowledges that it is responsible for the performance of the obligations set forth in the event that Subtenant fails to surrender the Premises after such time that (a) Section 6.B of the Master Lease has expired and Sublandlord further covenants and agrees to perform such obligations at its sole cost and expense (bwithout reimbursement from Subtenant as Additional Rent or otherwise) and indemnify Subtenant against and hold Sublandlord has surrendered its premises under harmless from any claim, demand, action, proceeding, suit, liability, loss, judgment, expense (including attorneys’ fees) and damages of any kind or nature whatsoever arising out of, by reason of, or resulting from, Sublandlord’s failure to comply with Section 6.B of the Master Lease, then except to the rate for month extent that any such failure to month tenancy at sufferance shall be one hundred and fifty percent comply arises out of any and all Rent due damage to Master Landlord from Sublandlord under the holdover provisions Premises caused by Subtenant’s acts or omissions (including, without limitation, Subtenant’s failure to comply with its obligations set forth in the first (1st) sentence of this Section 13) whether through the Master Leaseremoval of improvements by Subtenant or otherwise.

Holding Over. Subtenant This Lease shall have no right to Holdoverterminate without further notice upon the expiration of the Term, and any holding over by Tenant after the expiration shall not constitute a renewal or extension of this Lease, or give Tenant any rights under this Lease, except when in writing signed by both parties. If Subtenant does not surrender and vacate the Subleased Premises at Any period of time following the Expiration Date or earlier termination of this Sublease, Subtenant Lease required for Tenant to remove its property or to place the Premises in the condition required pursuant to Section 15.3 (or for Landlord to do so if Tenant fails to do so) shall be deemed a tenant holding over by Tenant. If Tenant holds over for any period after the Expiration Date (or earlier termination) of the Term without the prior written consent of Landlord, such possession shall constitute a tenancy at sufferancesufferance only and an Event of Default under this Lease; such holding over with the prior written consent of Landlord shall constitute a month-to-month tenancy commencing on the first (1st) day following the termination of this Lease and terminating thirty (30) days following delivery of written notice of termination by either Landlord or Tenant to the other. In either of such events, or at possession shall be subject to all of the sole election terms of Sublandlordthis Lease, a month to month tenancy, and the parties agree in either case except that the reasonable rental value, if at sufferance, or the monthly Basic Rent if a month to month tenancy shall be the monthly rate of one hundred and fifty percent (150%) of the monthly greater of (a) the Basic Rent set forth for the month immediately preceding the date of termination or (b) the then currently scheduled Basic Rent for comparable space in Article 3, and if the definition of Rent in either case does not include additional rent, then with any additional rent due and payable during such holdover period of time. In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree that the reasonable rental value of the Subleased Premises following the Expiration Date of the Sublease shall be the amounts set forth above per month. Sublandlord and Subtenant acknowledge and agree that, under the circumstances existing as of the Effective Date, it is impracticable and/or extremely difficult to ascertain the reasonable rental value of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant to timely surrender possession of the Subleased PremisesProject. The parties acknowledge that acceptance by Landlord of monthly holdover rental in a lesser amount shall not constitute a waiver of Landlord’s right to recover the liquidated damages established herein is not intended as a forfeiture or penalty within the meaning of California Civil Code sections 3275 or 3369full amount due for any holdover by Tenant, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677unless otherwise agreed in writing by Landlord. Notwithstanding the foregoing, and in addition to all other rights and remedies on the part of Sublandlord if Subtenant If Tenant fails to surrender the Subleased Premises upon the termination or expiration of this SubleaseLease despite demand to do so by Landlord, in addition to any other liabilities to Sublandlord accruing therefrom, Subtenant Tenant shall indemnify, defend indemnify and hold Sublandlord Landlord harmless from all Claims resulting from such failureloss or liability, including, including without limitation, any Claims claims made by any third parties based on succeeding tenant relating to such failure to surrender. Furthermore, in the event that Subtenant fails to surrender the Premises after such time that (a) the Master Lease has expired and (b) Sublandlord has surrendered its premises under the Master Lease, then the rate for month to month tenancy at sufferance shall be one hundred and fifty percent of any and all Rent due to Master Landlord from Sublandlord under the holdover The foregoing provisions of the Master Leasethis Section are in addition to and do not affect Landlord’s right of re-entry or any other rights of Landlord under this Lease or at law.

Holding Over. Subtenant shall have no right to Holdover. If Subtenant does not surrender and vacate Tenant remains in possession of the Subleased Premises at the Expiration Date after expiration or earlier termination of this SubleaseLease with Landlord’s express consent, Subtenant Tenant’s occupancy shall be a tenant at sufferance, or at the sole election of Sublandlord, a month to month tenancytenancy at a rent agreed upon by Landlord and Tenant but, and in no event less than the parties agree in either case that Monthly Basic Rent payable under this Lease during the reasonable rental value, if at sufferance, last full month before the date of expiration or the Rent if a earlier termination. The month to month tenancy shall be on the monthly terms and conditions of this Lease except as provided in the preceding sentence and the Lease clauses concerning extension rights. If Tenant holds over after the expiration or earlier termination of the Term hereof without the express written consent of Landlord, Tenant shall become a tenant at sufferance only, at a rental rate of equal to one hundred and fifty percent (150%) of the monthly Monthly Basic Rent set forth in Article 3, and if which would be applicable to the definition of Rent in either case does not include additional rent, then with any additional rent due and payable during such holdover period of time. In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree that the reasonable rental value of the Subleased Premises following the Expiration Date of the Sublease shall be the amounts set forth above per month. Sublandlord and Subtenant acknowledge and agree that, under the circumstances existing as of the Effective Date, it is impracticable and/or extremely difficult to ascertain the reasonable rental value of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant to timely surrender possession of the Subleased Premises. The parties acknowledge that the liquidated damages established herein is not intended as a forfeiture or penalty within the meaning of California Civil Code sections 3275 or 3369, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677. Notwithstanding the foregoing, and in addition to all other rights and remedies on the part of Sublandlord if Subtenant fails to surrender the Subleased Premises upon the termination or date of expiration of this Subleasethe Term (prorated on a daily basis), in addition and otherwise subject to any other liabilities to Sublandlord accruing therefromthe terms, Subtenant shall indemnifycovenants and conditions herein specified, defend and hold Sublandlord harmless from all Claims resulting from such failure, so far as applicable including, without limitation, the obligation to pay Direct Operating Expenses and Common Operating Expenses as provided in Paragraphs 5 and 6.2. Acceptance by Landlord of rent after such expiration or earlier termination shall not constitute a consent to a holdover hereunder or result in a renewal. The foregoing provisions of this Paragraph 11 are in addition to and do not affect Landlord’s right of re-entry or any Claims rights of Landlord hereunder or as otherwise provided by law. If Tenant fails to surrender the Premises, Tenant shall indemnify and hold Landlord harmless from all loss or liability arising out of such failure, including without limitation, any claim made by any third parties based succeeding tenant founded on or resulting from such failure to surrender. Furthermore, in No provision of this Paragraph 11 shall be construed as implied consent by Landlord to any holding over by Tenant. Landlord expressly reserves the event that Subtenant fails right to require Tenant to surrender possession of the Premises after such time that (a) the Master to Landlord as provided in this Lease has expired and (b) Sublandlord has surrendered its premises under the Master upon expiration or other termination of this Lease, then the rate for month . The provisions of this Paragraph 11 shall not be considered to month tenancy at sufferance shall be one hundred and fifty percent limit or constitute a waiver of any and all Rent due other rights or remedies of Landlord provided in this Lease or at law; provided, however, that Landlord shall not be entitled to Master Landlord from Sublandlord under the holdover provisions of the Master Leaseconsequential damages except as expressly provided in this Paragraph 11.

Holding Over. Subtenant This Lease shall have no right to Holdoverterminate without further notice upon the expiration of the Term, and any holding over by Tenant after the expiration shall not constitute a renewal or extension of this Lease, or give Tenant any rights under this Lease, except when in writing signed by both parties. If Subtenant does not surrender and vacate the Subleased Premises at Any period of time following the Expiration Date or earlier termination of this Sublease, Subtenant Lease required for Tenant to remove its property or to place the Premises in the condition required pursuant to Section 15.3 (or for Landlord to do so if Tenant fails to do so) shall be deemed a tenant holding over by Tenant. If Tenant holds over for any period after the Expiration Date (or earlier termination) of the Term without the prior written consent of Landlord, such possession shall constitute a tenancy at sufferancesufferance only and an Event of Default under this Lease; such holding over with the prior written consent of Landlord shall constitute a month-to-month tenancy commencing on the first (1st) day following the termination of this Lease and terminating thirty (30) days following delivery of written notice of termination by either Landlord or Tenant to the other . In either of such events, or at possession shall be subject to all of the sole election terms of Sublandlordthis Lease, a month to month tenancy, and the parties agree in either case except that the reasonable rental value, if at sufferance, or the monthly Basic Rent if a month to month tenancy shall be the monthly rate greater of (a) one hundred and fifty percent (150%) of the monthly Basic Rent set forth in Article 3, and if for the definition month immediately preceding the date of Rent in either case does not include additional rent, then with any additional rent due and payable during such holdover period of time. In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree that termination or (b) the reasonable fair market rental value of for the Subleased Premises following the Expiration Date of the Sublease shall be the amounts set forth above per month. Sublandlord and Subtenant acknowledge and agree that, under the circumstances existing as of the Effective Date, it is impracticable and/or extremely difficult to ascertain the reasonable rental value of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant to timely surrender possession of the Subleased Premises. The parties acknowledge that the liquidated damages established herein is not intended as a forfeiture or penalty within the meaning of California Civil Code sections 3275 or 3369, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677. Notwithstanding the foregoing, and in addition to all other rights and remedies on the part of Sublandlord if Subtenant If Tenant fails to surrender the Subleased Premises upon the termination or expiration of this SubleaseLease despite demand to do so by Landlord, in addition to any other liabilities to Sublandlord accruing therefrom, Subtenant Tenant shall indemnify, defend indemnify and hold Sublandlord Landlord harmless from all Claims resulting from such failureloss or liability, including, including without limitation, any Claims claims made by any third parties based on succeeding tenant relating to such failure to surrender. Furthermore, Acceptance by Landlord of rent after the termination shall not constitute a consent to a holdover or result in the event that Subtenant fails to surrender the Premises after such time that (a) the Master Lease has expired and (b) Sublandlord has surrendered its premises under the Master a renewal of this Lease, then the rate for month to month tenancy at sufferance shall be one hundred and fifty percent of any and all Rent due to Master Landlord from Sublandlord under the holdover . The foregoing provisions of the Master Leasethis Section are in addition to and do not affect Landlord’s right of re-entry or any other rights of Landlord under this Lease or at law.

Holding Over. Subtenant shall have In no right to Holdoverevent may Lessee remain in the Leased Premises following the expiration or termination of this Lease without Lessor’s prior written consent. If Subtenant Lessee does not surrender and vacate the Subleased Leased Premises at upon the Expiration Date expiration or termination of this SubleaseLease, Subtenant shall Lessee agrees that it will be a month-to-month tenant at sufferancefor the holdover period and that all of the terms and provisions of this Lease are applicable during that period, or at except that Lessee shall pay Lessor as base rental for the sole election period of Sublandlord, a month such holdover an amount equal to month tenancy, and the parties agree in either case that the reasonable rental value, if at sufferance, or the Rent if a month to month tenancy shall be the monthly rate of one hundred twenty five percent (125%) of the base rent being paid by Lessee immediately prior to the expiration or termination of this Lease for the first three months of such hold over and one hundred fifty percent (150%) of the monthly Rent set forth in Article 3base rent being paid by Lessee immediately prior to the expiration or termination of this Lease thereafter. Lessee agrees to vacate and deliver the Leased Premises to Lessor immediately upon Lessee’s receipt of notice from Lessor to vacate. Such notice may be given pursuant to the notice provisions of Section 14.7 herein. Lessee agrees to pay the rental payable during the holdover period to Lessor on demand. No holding over by Lessee, whether with or without the consent of Lessor and if the definition notwithstanding receipt by Lessee of Rent in either case does not include additional an invoice from Lessor for holdover rent, then with any additional rent due and payable during such holdover period will extend the term of timethis Lease. In connection with this Xxxxxxxxx 00.0Additionally, Xxxxxxxxxxx and Subtenant agree that the reasonable rental value of the Subleased Premises following the Expiration Date of the Sublease Lessee shall be the amounts set forth above per month. Sublandlord and Subtenant acknowledge and agree that, under the circumstances existing pay to Lessor all damages sustained by Lessor as of the Effective Date, it is impracticable and/or extremely difficult to ascertain the reasonable rental value of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of such holding over by Lessee without the failure written consent of Subtenant to timely surrender possession of the Subleased Premises. The parties acknowledge that the liquidated damages established herein is not intended as a forfeiture or penalty within the meaning of California Civil Code sections 3275 or 3369, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677. Notwithstanding the foregoing, and in addition to all other rights and remedies on the part of Sublandlord if Subtenant fails to surrender the Subleased Premises upon the termination or expiration of this Sublease, in addition to any other liabilities to Sublandlord accruing therefrom, Subtenant shall indemnify, defend and hold Sublandlord harmless from all Claims resulting from such failure, including, without limitation, any Claims by any third parties based on such failure to surrender. Furthermore, in the event that Subtenant fails to surrender the Premises after such time that (a) the Master Lease has expired and (b) Sublandlord has surrendered its premises under the Master Lease, then the rate for month to month tenancy at sufferance shall be one hundred and fifty percent of any and all Rent due to Master Landlord from Sublandlord under the holdover provisions of the Master LeaseLessor.

Holding Over. Subtenant shall have no right Tenant will not be permitted to Holdoverhold over possession of the Premises after the expiration or earlier termination of the Term without the express written consent of Landlord, which consent Landlord may withhold in its sole and absolute discretion. If Subtenant does not surrender and vacate Tenant holds over after the Subleased Premises expiration or earlier termination of the Term, Landlord may, at the Expiration Date of this Subleaseits option, Subtenant shall be treat Tenant as a tenant at sufferance, or at the sole election of Sublandlord, a month to month tenancysufferance only, and such continued occupancy by Tenant shall be subject to all of the parties agree in either case terms, covenants and conditions of this Lease, so far as applicable, except that the reasonable rental value, if at sufferance, or the Monthly Base Rent if a month to month tenancy for any such holdover period shall be the monthly rate of equal to one hundred and fifty percent (150%) of the monthly Rent set forth in Article 3, and if the definition of Monthly Base Rent in either case does effect under this Lease immediately prior to such holdover, prorated on a daily basis. Acceptance by Landlord of rent after such expiration or earlier termination will not include additional rent, then with any additional rent due and payable during such holdover period result in a renewal of time. In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree that the reasonable rental value of the Subleased Premises following the Expiration Date of the Sublease shall be the amounts set forth above per month. Sublandlord and Subtenant acknowledge and agree that, under the circumstances existing as of the Effective Date, it is impracticable and/or extremely difficult to ascertain the reasonable rental value of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant to timely surrender possession of the Subleased PremisesLease. The parties acknowledge that the liquidated damages established herein is not intended as a forfeiture or penalty within the meaning foregoing provisions of California Civil Code sections 3275 or 3369, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677. Notwithstanding the foregoing, and this Paragraph 11 are in addition to all other and do not affect Landlord's right of re-entry or any rights and remedies on the part of Sublandlord if Subtenant Landlord under this Lease or as otherwise provided by law. If Tenant fails to surrender the Subleased Premises upon the termination or expiration of this SubleaseLease in accordance with the terms of this Paragraph 11 despite demand to do so by Landlord, in addition Tenant agrees to any other liabilities to Sublandlord accruing therefrompromptly indemnify, Subtenant shall indemnifyprotect, defend and hold Sublandlord Landlord harmless from all Claims resulting from such failureclaims, damages, judgments, suits, causes of action, losses, liabilities, penalties, fines, expenses and costs (including attorneys' fees and costs), including, without limitation, any Claims costs and expenses incurred by Landlord in returning the Premises to the condition in which Tenant was to surrender it and claims made by any third parties based succeeding tenant founded on such or resulting from Tenant's failure to surrender. Furthermore, in the event that Subtenant fails to surrender the Premises after such time that (a) the Master Lease has expired and (b) Sublandlord has surrendered its premises under the Master Lease, then the rate for month to month tenancy at sufferance shall be one hundred and fifty percent of any and all Rent due to Master Landlord from Sublandlord under the holdover Premises. The provisions of this Subparagraph 11(b) will survive the Master expiration or earlier termination of this Lease.

Holding Over. Subtenant shall have no right to Holdover. If Subtenant does not surrender and vacate (directly or through any transferee or other successor-in-interest of Subtenant) remains in possession of all or any part of the Subleased Premises at after the Expiration Date expiration of the Sublease Term or earlier termination of this Sublease, such holding over, in the absence of an express written agreement to the contrary, shall be on the basis of a tenancy at the sufferance of Sublandlord. In such event, Subtenant shall be a tenant continue to comply with all of the terms, conditions and covenants of this Sublease as though the Sublease Term had continued, except that such tenancy at sufferance, or at the sole election of Sublandlord, a month to month tenancy, and the parties agree in either case that the reasonable rental value, if at sufferance, or the Rent if a month to month tenancy sufferance shall be the monthly rate of one hundred terminable by Sublandlord at any time and fifty percent rent shall be paid for each month (150%or portion thereof) of the monthly Rent set forth during which Subtenant holds over in Article 3, and if the definition of Rent in either case does not include additional rent, then with any additional rent due and payable during such holdover period of time. In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree that the reasonable rental value of the Subleased Premises following after the Expiration Date expiration or earlier termination of this Sublease, in an amount equal to 200% of the highest monthly Base Sublease shall be Rent due under this Sublease for any month during the amounts set forth above per month. Sublandlord and Subtenant acknowledge and agree thatSublease Term, under the circumstances existing as of the Effective Date, it is impracticable and/or extremely difficult to ascertain the reasonable rental value of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant to timely surrender possession of the Subleased Premises. The parties acknowledge that the liquidated damages established herein is not intended as a forfeiture or penalty within the meaning of California Civil Code sections 3275 or 3369, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677. Notwithstanding the foregoing, and in addition to plus all other rights and remedies on amounts that would otherwise have been payable as Additional Rent had the part Sublease Term continued through the period of Sublandlord if such holding over. If Subtenant fails to surrender the Subleased Premises upon on the termination or expiration of this Sublease, in addition to any other liabilities to Sublandlord accruing therefrom, Subtenant shall indemnify, defend indemnify and hold Sublandlord harmless from all Claims loss or liability resulting from such failure, including, including without limitation, limitation (i) any Claims by any third parties based on such claims of Master Landlord against Sublandlord for failure to surrender. Furthermore, in the event that Subtenant fails to surrender the Premises after such at the time that (a) and in the manner required under the Master Lease has expired and (b) Sublandlord has surrendered its premises under or for violating any term of the Master Lease, then and (ii) any claims made by any succeeding subtenant, tenant or other party based upon such failure. This indemnification obligation shall survive the rate for month to month tenancy at sufferance shall be one hundred and fifty percent expiration or earlier termination of any and all Rent due to Master Landlord from Sublandlord under the holdover this Sublease. The provisions of the Master Leasethis paragraph are in addition to and do not limit Sublandlord’s rights or Subtenant’s obligations under this Sublease.

Holding Over. Subtenant Tenant shall have no right to Holdover. If Subtenant does not surrender and vacate the Subleased Premises at upon the Expiration Date expiration of the Lease Term or earlier termination of this SubleaseLease in the condition required under Section 6.06. Tenant shall pay Base Rent to Landlord on a per diem basis for each day of any hold over, Subtenant shall be at a tenant at sufferance, or at the sole election of Sublandlord, a month rate equal to month tenancy, and the parties agree in either case that the reasonable rental value, if at sufferance, or the Rent if a month to month tenancy shall be the monthly rate of one hundred and fifty percent (150%) of the monthly Base Rent set forth then in Article 3, effect and if the definition of Rent in either case Tenant shall reimburse Landlord for and defend and indemnify Landlord against actual damages which Landlord incurs from Tenant’s delay. If Tenant does not include additional rent, then with any additional rent due and payable during such holdover period of time. In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree that vacate the reasonable rental value of the Subleased Premises following the Expiration Date of the Sublease shall be the amounts set forth above per month. Sublandlord and Subtenant acknowledge and agree that, under the circumstances existing as of the Effective Date, it is impracticable and/or extremely difficult to ascertain the reasonable rental value of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant to timely surrender possession of the Subleased Premises. The parties acknowledge that the liquidated damages established herein is not intended as a forfeiture or penalty within the meaning of California Civil Code sections 3275 or 3369, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677. Notwithstanding the foregoing, and in addition to all other rights and remedies on the part of Sublandlord if Subtenant fails to surrender the Subleased Premises upon the termination or expiration of the Lease Term or earlier termination of the Lease in accordance with the terms of this SubleaseLease and Landlord thereafter accepts Rent from Tenant, Tenant’s occupancy of the Premises shall be a “month to month” tenancy, subject to all of the terms of this Lease, other than the payment of Base Rent, which shall be paid at a per diem rate as set forth above, and Landlord shall have the right to terminate this Lease and Tenant’s right to occupy the Premises on thirty (30) days’ notice. Acceptance by Landlord of any Rent after such expiration or earlier termination of this Lease shall not constitute a consent to a holdover hereunder or result in addition 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 any other liabilities to Sublandlord accruing therefromtimely vacate the Premises. If Landlord provides Tenant at least thirty (30) days’ prior written notice of such potential damages, Subtenant then Tenant shall indemnify, reimburse Landlord for and defend and hold Sublandlord harmless indemnify Landlord against actual, incidental and consequential damages which Landlord incurs solely from all Claims resulting from such failure, including, without limitation, any Claims by any third parties based on such failure to surrender. Furthermore, in the event that Subtenant fails to surrender the Premises after such time that (a) the Master Lease has expired and (b) Sublandlord has surrendered its premises under the Master Lease, then the rate for month to month tenancy at sufferance shall be one hundred and fifty percent of any and all Rent due to Master Landlord from Sublandlord under the holdover provisions of the Master LeaseTenant’s holdover.

Holding Over. Subtenant shall have no right to Holdover. If Subtenant does not surrender and vacate the Subleased Premises at the Expiration Date of this Sublease, Subtenant shall be a tenant at sufferance, or at the sole election of Sublandlord, a month to month tenancy, and the parties agree in either case that the reasonable rental value, if at sufferance, or the Rent if a month to month tenancy shall be the monthly rate of one hundred and fifty percent (150%) of the monthly Rent set forth in Article 3, and if the definition of Rent in either case does not include additional rent, then with any additional rent due and payable during such holdover period of time. In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx Sublandlord and Subtenant recognize and agree that the reasonable rental value of the Subleased Premises following the Expiration Date of the Sublease shall be the amounts set forth above per month. damage to Sublandlord and Subtenant acknowledge and agree that, under the circumstances existing as of the Effective Date, it is impracticable and/or extremely difficult to ascertain the reasonable rental value of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of the resulting from any failure of by Subtenant to timely surrender possession of the Subleased Premises. The parties acknowledge that Premises upon the liquidated damages established herein is not intended as a forfeiture or penalty within Expiration Date will be substantial, will exceed the meaning amount of California Civil Code sections 3275 or 3369, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676the monthly installments of Base Rent payable hereunder, and 1677will be impossible to accurately measure. Notwithstanding In the foregoingevent that Subtenant shall not immediately surrender the Premises on the Expiration Date or earlier termination of the Term, and Subtenant shall be required to pay each month of such hold-over tenancy one hundred fifty percent (150%) the Rent in effect during the last month of the Term of this Lease. In addition to all any other rights and remedies on Sublandlord may have hereunder or at law, Subtenant agrees that if possession of the part of Sublandlord if Subtenant fails to surrender the Subleased Premises upon the termination or expiration of this Sublease, in addition to any other liabilities is not surrendered to Sublandlord accruing therefromin the condition required herein on or before the Prime Lease Expiration Date, then Subtenant shall indemnify, defend pay to Sublandlord for each month and hold for any portion of each month during which Subtenant holds over in the Premises after the Prime Lease Expiration Date Sublandlord’s holdover damages under the Prime Lease with respect to the Prime Lease Premises. Subtenant agrees to indemnify and save Sublandlord harmless from and against any and all Claims loss, cost, expense or liability resulting from such failurea third party claim arising from the failure of, or the delay by, Subtenant in so surrendering the Premises on or before the Expiration Date, including, without limitation, any Claims claims made by Landlord or any third parties based succeeding tenant founded on such failure failure. Nothing herein contained shall be deemed to surrender. Furthermore, in the event that permit Subtenant fails to surrender retain possession of the Premises after such time that (a) the Master Lease has expired expiration or earlier termination date of the Term, and (b) no acceptance by Sublandlord has surrendered its premises under the Master Lease, then the rate for month to month tenancy at sufferance of payments from Subtenant shall be one hundred and fifty percent deemed to be other than on account of any and all Rent due the amount to Master Landlord from Sublandlord under be paid by Subtenant in accordance with the holdover provisions of this Paragraph 19, which provisions shall survive the Master LeaseExpiration Date.

Holding Over. Subtenant This Lease shall have no right to Holdoverterminate without further notice upon the expiration of the Term, and any holding over by Tenant after the expiration shall not constitute a renewal or extension of this Lease, or give Tenant any rights under this Lease, except when in writing signed by both parties. If Subtenant does not surrender and vacate Tenant holds over for any period after the Subleased Premises expiration (or earlier termination) of the Term, Landlord may, at the Expiration Date of this Subleaseits option, Subtenant shall be treat Tenant as a tenant at sufferancesufferance only, or at commencing on the sole election first (1st) day following the termination of Sublandlordthis Lease. However, should Landlord accept the payment of monthly hold-over rent by Tenant, then a month to month tenancy, and the parties agree in either case that the reasonable rental value, if at sufferance, or the Rent if a month to month-to-month tenancy shall be deemed effected and neither party shall terminate this Lease without thirty (30) days prior written notice to the other party. Any hold-over by Tenant shall be subject to all of the terms of this Lease, except that the monthly rate of rental shall be one hundred and fifty percent (150%) of the total monthly Rent set forth in Article 3, and if rental for the definition month immediately preceding the date of Rent in either case does not include additional rent, then with any additional rent due and payable during such holdover period of time. In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree that the reasonable rental value of the Subleased Premises following the Expiration Date of the Sublease shall be the amounts set forth above per month. Sublandlord and Subtenant acknowledge and agree that, under the circumstances existing as of the Effective Date, it is impracticable and/or extremely difficult to ascertain the reasonable rental value of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant to timely surrender possession of the Subleased Premisestermination. The parties acknowledge that acceptance by Landlord of monthly hold-over rental in a lesser amount shall not constitute a waiver of Landlord’s right to recover the liquidated damages established herein is not intended as a forfeiture or penalty within the meaning of California Civil Code sections 3275 or 3369, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677full amount due unless otherwise agreed in writing by Landlord. Notwithstanding the foregoing, and in addition to all other rights and remedies on the part of Sublandlord if Subtenant If Tenant fails to surrender the Subleased Premises upon the termination or expiration of this SubleaseLease despite demand to do so by Landlord, in addition to any other liabilities to Sublandlord accruing therefrom, Subtenant Tenant shall indemnify, defend indemnify and hold Sublandlord Landlord harmless from all Claims resulting from such failureloss or liability, including, including without limitation, any Claims claims made by any third parties based on succeeding tenant relating to such failure to surrender. Furthermore, in the event that Subtenant fails to surrender the Premises after such time that (a) the Master Lease has expired and (b) Sublandlord has surrendered its premises under the Master Lease, then the rate for month to month tenancy at sufferance shall be one hundred and fifty percent of any and all Rent due to Master Landlord from Sublandlord under the holdover The foregoing provisions of the Master Leasethis Section are in addition to and do not affect Landlord’s right of re-entry or any other rights of Landlord under this Lease or at law.

Holding Over. Subtenant shall have no right to Holdover. If Subtenant does not surrender and vacate Tenant remains in possession of any part of the Subleased Premises at Building after the Expiration Date expiration of the Term of this SubleaseLease with Landlord’s written consent, Subtenant Tenant shall be only a tenant at sufferance, or at will and the sole election monthly installments of Sublandlord, a month to month tenancyMinimum Rent payable during such holdover period shall be one hundred ten percent (110%) of the monthly installments of Minimum Rent payable immediately preceding such expiration, and all Additional Rent and other sums payable under this Lease shall continue to be due and payable. If Tenant remains in possession of any part of the parties agree in either case that Building after the reasonable rental valueexpiration of the Term of this Lease without Landlord’s written consent, if at sufferance, or the Rent if a month to month tenancy Tenant shall be only a tenant at sufferance and the monthly rate installments of Minimum Rent payable during such holdover period shall be one hundred and fifty percent (150%) of the monthly installments of Minimum Rent set forth payable immediately preceding such expiration, and all Additional Rent and other sums payable under this Lease shall continue to be due and payable. The acceptance of any rent or other payments from Tenant with respect to any holdover period shall not serve to extend the Term or waive any rights of Landlord, but Landlord may at any time refuse to accept rent or other payments from Tenant, and may re-enter the Building, evict Tenant and all parties then in Article 3occupancy or possession, take possession of the Building, and if permitted under applicable law, change the definition of Rent in either case does not include additional rent, then with any additional rent due and payable during such holdover period of time. In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree that locks on the reasonable rental value doors of the Subleased Premises following Building without making keys to the Expiration Date changed locks available to Tenant. If Tenant remains in possession of any part of the Sublease shall be Building after the amounts set forth above per month. Sublandlord and Subtenant acknowledge and agree that, under the circumstances existing as expiration of the Effective DateTerm of this Lease without Landlord’s written consent, it is impracticable and/or extremely difficult Tenant shall indemnify and hold Landlord harmless against any loss, liability, damage, cost, or expense (including reasonable attorneys’ fees and costs of litigation), or any claim therefore, related to ascertain the reasonable rental value Tenant’s holding over, including liabilities to any person to whom Landlord may have leased any part of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant to timely surrender possession of the Subleased Premises. The parties acknowledge that the liquidated damages established herein is not intended as a forfeiture or penalty within the meaning of California Civil Code sections 3275 or 3369, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677. Notwithstanding the foregoing, and in addition to all other rights and remedies on the part of Sublandlord if Subtenant fails to surrender the Subleased Premises upon the termination or expiration of this Sublease, in addition to any other liabilities to Sublandlord accruing therefrom, Subtenant shall indemnify, defend and hold Sublandlord harmless from all Claims resulting from such failure, including, without limitation, any Claims by any third parties based on such failure to surrender. Furthermore, in the event that Subtenant fails to surrender the Premises after such time that (a) the Master Lease has expired and (b) Sublandlord has surrendered its premises under the Master Lease, then the rate for month to month tenancy at sufferance shall be one hundred and fifty percent of any and all Rent due to Master Landlord from Sublandlord under the holdover provisions of the Master LeaseBuilding.

Holding Over. Subtenant This Lease shall have no right to Holdoverterminate without further notice upon the expiration of the Term, and any holding over by Tenant after the expiration shall not constitute a renewal or extension of this Lease, or give Tenant any rights under this Lease, except when in writing signed by both parties. If Subtenant does not surrender and vacate the Subleased Premises at Any period of time following the Expiration Date or earlier termination of this Sublease, Subtenant Lease required for Tenant to remove its property or to place the Premises in the condition required pursuant to Section 15.3 (or for Landlord to do so if Tenant fails to do so) shall be deemed a tenant holding over by Tenant. If Tenant holds over for any period after the Expiration Date (or earlier termination) of the Term without the prior written consent of Landlord, such possession shall constitute a tenancy at sufferancesufferance only and an Event of Default under this Lease; such holding over with the prior written consent of Landlord shall constitute a month-to-month tenancy commencing on the first (1st) day following the termination of this Lease and terminating thirty (30) days following delivery of written notice of termination by either Landlord or Tenant to the other. In either of such events, or at possession shall be subject to all of the sole election terms of Sublandlordthis Lease, a month to month tenancy, and the parties agree in either case except that the reasonable rental value, if at sufferance, or the monthly Basic Rent if a month to month tenancy shall be the monthly rate greater of one hundred and fifty percent (150%) of the monthly Basic Rent set forth for the month immediately preceding the date of termination, or (b) the then currently scheduled Basic Rent for comparable (b) the then currently scheduled Basic Rent for comparable space in Article 3, and if the definition of Rent in either case does not include additional rent, then with any additional rent due and payable during such holdover period of time. In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree that the reasonable rental value of the Subleased Premises following the Expiration Date of the Sublease shall be the amounts set forth above per month. Sublandlord and Subtenant acknowledge and agree that, under the circumstances existing as of the Effective Date, it is impracticable and/or extremely difficult to ascertain the reasonable rental value of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant to timely surrender possession of the Subleased PremisesProject. The parties acknowledge that acceptance by Landlord of monthly holdover rental in a lesser amount shall not constitute a waiver of Landlord’s right to recover the liquidated damages established herein is not intended as a forfeiture or penalty within the meaning of California Civil Code sections 3275 or 3369full amount due for any holdover by Tenant, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677unless otherwise agreed in writing by Landlord. Notwithstanding the foregoing, and in addition to all other rights and remedies on the part of Sublandlord if Subtenant If Tenant fails to surrender the Subleased Premises upon the termination or expiration of this SubleaseLease despite the written demand to do so by Landlord, in addition to any other liabilities to Sublandlord accruing therefrom, Subtenant Tenant shall indemnify, defend indemnify and hold Sublandlord Landlord harmless from all Claims resulting from such failureloss or liability, including, including without limitation, any Claims claims made by any third parties based on succeeding tenant relating to such failure to surrender. Furthermore, in the event that Subtenant fails to surrender the Premises after such time that (a) the Master Lease has expired and (b) Sublandlord has surrendered its premises under the Master Lease, then the rate for month to month tenancy at sufferance shall be one hundred and fifty percent of any and all Rent due to Master Landlord from Sublandlord under the holdover The foregoing provisions of the Master Leasethis Section are in addition to and do not affect Landlord’s right of re-entry or any other rights of Landlord under this Lease or at law.

Holding Over. Subtenant shall have no right to Holdover. If Subtenant does not surrender and vacate Tenant remains in possession of the Subleased Premises at or any part thereof after the Expiration Date expiration or earlier termination of this Subleasethe term hereof with Landlord’s consent, Subtenant such occupancy shall be a tenant at sufferance, or at the sole election of Sublandlord, a tenancy from month to month tenancyupon all the terms and conditions of this Lease pertaining to the obligations of Tenant, and the parties agree in either case except that the reasonable rental value, if at sufferance, or the Base Rent if a month to month tenancy payable shall be the monthly rate of one hundred and fifty percent (150%) of the monthly Base Rent set forth in Article 3payable immediately preceding the termination date of this Lease, and all Options, if the definition any, shall be deemed terminated and be of Rent no further effect. If Tenant remains in either case does not include additional rent, then with any additional rent due and payable during such holdover period of time. In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree that the reasonable rental value possession of the Subleased Premises following or any part thereof, after the Expiration Date expiration of the Sublease term hereof without Landlord’s consent, Tenant shall, at Landlord’s option, be treated as a tenant at sufferance or a trespasser, and the Base Rent shall be the amounts set forth above per month. Sublandlord and Subtenant acknowledge and agree that, under the circumstances existing as one hundred fifty percent (150%) of the Effective Date, it is impracticable and/or extremely difficult Base Rent payable immediately preceding the termination date of this Lease. Nothing contained herein shall be construed to ascertain constitute Landlord’s consent to Tenant holding over at the reasonable rental value expiration or earlier termination of the Subleased Premises on Lease term or to give Tenant the Expiration Date and that right to hold over after the reasonable rental value established herein is a reasonable estimate expiration or earlier termination of the damage that Sublandlord would suffer Lease term. Tenant hereby agrees to indemnify, hold harmless and defend Landlord from any cost, loss, claim or liability (including attorneys’ fees) Landlord may incur as the a result of the Tenant’s failure of Subtenant to timely surrender possession of the Subleased Premises. The parties acknowledge that the liquidated damages established herein is not intended as a forfeiture or penalty within the meaning of California Civil Code sections 3275 or 3369, but is intended Premises to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677. Notwithstanding the foregoing, and in addition to all other rights and remedies on the part of Sublandlord if Subtenant fails to surrender the Subleased Premises Landlord upon the termination or expiration of this Sublease, in addition to any other liabilities to Sublandlord accruing therefrom, Subtenant shall indemnify, defend and hold Sublandlord harmless from all Claims resulting from such failure, including, without limitation, any Claims by any third parties based on such failure to surrender. Furthermore, in the event that Subtenant fails to surrender the Premises after such time that (a) the Master Lease has expired and (b) Sublandlord has surrendered its premises under the Master Lease, then the rate for month to month tenancy at sufferance shall be one hundred and fifty percent of any and all Rent due to Master Landlord from Sublandlord under the holdover provisions of the Master Lease.

Holding Over. Subtenant shall have no right to Holdover. If Subtenant does not surrender and vacate Any holding over after the Subleased Premises at the Expiration Date expiration or other termination of this Sublease, Subtenant Lease with the written consent of Landlord delivered to Tenant shall be construed to be a tenant at sufferance, or at the sole election of Sublandlord, a tenancy from month to month tenancyat the Base Rent in effect on the date of such expiration or termination on the terms, covenants and conditions herein specified so far as applicable. Any holding over after the parties agree in either case that expiration or other termination of this Lease without the reasonable rental value, if at sufferance, or the Rent if a month to month tenancy written consent of Landlord shall be construed to be a tenancy at sufferance on all the monthly rate of terms set forth herein, except that Base Rent shall be equal to one hundred twenty five percent (125%) of the Base Rent payable by Tenant immediately prior to such holding over for the first thirty (30) days of such holding over and one hundred fifty percent (150%) thereafter. Acceptance by Landlord of Rent after the expiration or termination of this Lease shall not constitute a consent by Landlord to any such tenancy from month to month or result in any other tenancy or any renewal of the monthly Rent set forth in Article 3term hereof. Tenant acknowledges that if Tenant holds over without Landlord’s consent, and if such holding over may compromise or otherwise affect Landlord’s ability to enter into new leases with prospective tenants regarding the definition of Rent in either case does not include additional rent, then with any additional rent due and payable during such holdover period of time. In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree that the reasonable rental value of the Subleased Premises following the Expiration Date of the Sublease shall be the amounts set forth above per month. Sublandlord and Subtenant acknowledge and agree that, under the circumstances existing as of the Effective Date, it is impracticable and/or extremely difficult to ascertain the reasonable rental value of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant to timely surrender possession of the Subleased Premises. The parties acknowledge that the liquidated damages established herein is not intended as a forfeiture or penalty within the meaning of California Civil Code sections 3275 or 3369Therefore, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677. Notwithstanding the foregoing, and in addition to all other rights and remedies on the part of Sublandlord if Subtenant Tenant fails to surrender the Subleased Premises upon the expiration or other termination or expiration of this SubleaseLease, then, in addition to any other liabilities to Sublandlord Landlord accruing therefrom, Subtenant Tenant shall indemnifyprotect, defend defend, indemnify and hold Sublandlord Landlord harmless from all Claims Losses resulting from such failure, including, without limitationlimiting the generality of the foregoing, any Claims claims made by any third parties based on succeeding tenant founded upon such failure to surrender. Furthermoresurrender and any lost profits to Landlord resulting therefrom; provided, in the event however, that Subtenant fails Tenant’s obligations to surrender the Premises after indemnify and hold Landlord harmless with respect to such time that (a) the Master Lease has expired and (b) Sublandlord has surrendered its premises under the Master Lease, then the rate for month to month tenancy at sufferance claims shall be one hundred and fifty percent conditioned upon Landlord providing Tenant with not less than thirty (30) days prior written notice of any and all Rent due Landlord’s entry into a lease or other agreement that will give rise to Master Landlord from Sublandlord under the holdover such claims. The provisions of the Master Leasethis Paragraph are in addition to, and do not affect, Landlord’s right to reentry or other rights hereunder or provided by law.

Holding Over. Subtenant shall have no right to Holdover. If Subtenant does not surrender and vacate Tenant holds over after the Subleased Premises at expiration of the Expiration Date Lease Term or earlier termination thereof, with the express written consent of this SubleaseLandlord, Subtenant shall be a tenant at sufferance, or at the sole election of Sublandlord, a month to month tenancy, and the parties agree in either case that the reasonable rental value, if at sufferance, or the Rent if a month to month such tenancy shall be from month-to-month only, and shall not constitute a renewal hereof or an extension for any further term. If Tenant holds over after the expiration of the Lease Term of earlier termination thereof, without the express written consent of Landlord, such tenancy shall be deemed to be a tenancy by sufferance only, and shall not constitute a renewal hereof or an extension for any further term. In either case, Base Rent shall be payable at a monthly rate of equal to (x) one hundred and fifty percent (150%) of the monthly Base Rent set forth in Article 3applicable during the last rental period of the Lease Term for the first 60 days of such hold over, and if (y) the definition higher of fair market rent and such one hundred fifty percent (150%) of the Base Rent in either case does not include additional rent, then with any additional rent due and payable applicable during such holdover the last rental period of timethe Lease Term for each day thereafter. In connection with this Xxxxxxxxx 00.0Such month-to-month tenancy or tenancy by sufferance, Xxxxxxxxxxx and Subtenant agree that as the reasonable rental value of the Subleased Premises following the Expiration Date of the Sublease case may be, shall be subject to every other applicable term, covenant and agreement contained herein, including without limitation the amounts set forth above per monthobligation to pay Additional Rent. Sublandlord Nothing contained in this Article 16 shall be construed as consent by Landlord to any holding over by Tenant, and Subtenant acknowledge and agree that, under Landlord expressly reserves the circumstances existing as of the Effective Date, it is impracticable and/or extremely difficult right to ascertain the reasonable rental value of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant require Tenant to timely surrender possession of the Subleased PremisesPremises to Landlord as provided in this Lease upon the expiration or other termination of this Lease. The parties acknowledge that the liquidated damages established herein is provisions of this Article 16 shall not intended as be deemed to limit or constitute a forfeiture or penalty within the meaning waiver of California Civil Code sections 3275 or 3369, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677. Notwithstanding the foregoing, and in addition to all any other rights and or remedies on the part of Sublandlord if Subtenant Landlord provided herein or at law. If Tenant fails to surrender the Subleased Premises upon the termination or expiration of this SubleaseLease, in addition to any other liabilities to Sublandlord Landlord accruing therefrom, Subtenant Tenant shall indemnifyprotect, defend defend, indemnify and hold Sublandlord Landlord harmless from all Claims loss, costs (including reasonable attorneys’ fees) and liability resulting from such failure, including, without limitationlimiting the generality of the foregoing, any Claims claims made by any third parties based on succeeding tenant founded upon such failure to surrender. Furthermore, in the event that Subtenant fails surrender and/or any lost profits and consequential or indirect damages to surrender the Premises after such time that (a) the Master Lease has expired and (b) Sublandlord has surrendered its premises under the Master Lease, then the rate for month to month tenancy at sufferance shall be one hundred and fifty percent of any and all Rent due to Master Landlord from Sublandlord under the holdover provisions of the Master Leaseresulting therefrom.

Holding Over. Subtenant Unless Landlord expressly consents in writing to Tenant's holding over, Tenant shall have no right to Holdoverbe unlawfully and illegally in possession of the Premises, whether or not Landlord accepts any rent from Tenant or any other person while Tenant remains in possession of the Premises without Landlord's written consent. If Subtenant does not surrender and vacate tenant shall retain possession of the Subleased Premises at or any portion thereof without Landlord's consent following the Expiration Date expiration of this Sublease, Subtenant shall be a tenant at sufferance, Lease or at the sole election of Sublandlord, a month to month tenancy, and the parties agree in either case that the reasonable rental value, if at sufferance, or the Rent if a month to month tenancy shall be the monthly rate of one hundred and fifty percent (150%) of the monthly Rent set forth in Article 3, and if the definition of Rent in either case does not include additional rentsooner termination for any reason, then with any additional rent due and payable during Tenant shall pay to Landlord for each day of such holdover period retention double the amount of time. In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree that the reasonable daily rental value of the Subleased Premises following the Expiration Date of the Sublease shall be the amounts set forth above per month. Sublandlord and Subtenant acknowledge and agree that, under the circumstances existing as of the Effective Date, it is impracticable and/or extremely difficult last month prior to ascertain the reasonable rental value date of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant to timely surrender possession of the Subleased Premisesexpiration or earlier termination. The parties acknowledge that the liquidated damages established herein is not intended as a forfeiture or penalty within the meaning of California Civil Code sections 3275 or 3369, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677. Notwithstanding the foregoing, and in addition to all other rights and remedies on the part of Sublandlord if Subtenant fails to surrender the Subleased Premises upon the termination or expiration of this Sublease, in addition to any other liabilities to Sublandlord accruing therefrom, Subtenant Tenant shall also indemnify, defend defend, protect and hold Sublandlord Landlord harmless from all Claims any loss, liability or cost, including consequential and incidental damages and reasonable attorneys' fees, incurred by Landlord resulting from such failuredelay by Tenant in surrendering the Premises, including, without limitation, any Claims claims made by any third parties based the succeeding tenant founded on such failure delay. Acceptance of Rent by Landlord following expiration or earlier termination of this Lease, or following demand by Landlord for possession of the Premises, shall not constitute a renewal of this Lease, and nothing contained in this Paragraph 25 shall waive Landlord's right of reentry or any other right. Additionally, if upon expiration or earlier termination of this Lease, or following demand by Landlord for possession of the Premises, Tenant has not fulfilled its obligation with respect to surrender. Furthermore, in the event that Subtenant fails to surrender repairs and cleanup of the Premises after such time that (a) the Master Lease has expired and (b) Sublandlord has surrendered its premises under the Master or any other Tenant obligations as set forth in this Lease, then Landlord shall have the rate for month right to month tenancy perform any such obligations as it deems necessary at sufferance Tenant's sole cost and expense, and any time required by Landlord to complete such obligations shall be one hundred considered a period of holding over and fifty percent the terms of any and all Rent due to Master Landlord from Sublandlord under the holdover this Paragraph 25 shall apply. The provisions of the Master this Paragraph 25 shall survive any expiration or earlier termination of this Lease.

Holding Over. Subtenant shall have no right to Holdoverholdover. If Subtenant does not surrender and vacate the Subleased Premises Space at the Expiration Date expiration of the Term or earlier termination of this Sublease, Subtenant shall be a tenant at sufferance, or sufferance and Rent shall be at the sole election of Sublandlord, a month to month tenancy, and the parties agree in either case that the reasonable rental value, if at sufferance, or the Rent if a month to month tenancy shall be the monthly rate of one hundred and fifty percent (150%) of the monthly Rent set forth in Article 322 of the Master Lease, plus, all other Additional Rent and if other charges payable by Sublandlord under this Sublease for the definition of Rent in either case does not include additional rent, then with any additional rent due and payable entire Subleased Space during such period and (ii) the additional holdover period charge (if any) that Sublandlord actually pays to Master Landlord in accordance with Section 22 of timethe Master Lease on account of Subtenant’s holdover. In connection with this Xxxxxxxxx 00.0the foregoing, Xxxxxxxxxxx Sublandlord and Subtenant agree that the reasonable rental value of the Subleased Premises Space following the Expiration Termination Date or earlier termination of the Sublease shall be the amounts set forth above per monthabove. Sublandlord and Subtenant acknowledge and agree that, under the circumstances existing as of the Effective Date, it is impracticable and/or extremely difficult to ascertain the reasonable rental value of the Subleased Premises on the Expiration Date Space and that the reasonable rental value established herein in this Section 20.4 is a reasonable estimate of the damage that Sublandlord would suffer as the result of the Subtenant’s failure of Subtenant to timely surrender possession of the Subleased PremisesSpace. The parties acknowledge that the liquidated damages established herein is not intended as a forfeiture or penalty within the meaning of California Civil Code sections 3275 or 3369, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677penalty. Notwithstanding the foregoing, and in addition to all other rights and remedies on the part of Sublandlord if Subtenant fails to surrender the Subleased Premises Space upon the termination or expiration of this Sublease, in addition to any other liabilities to Sublandlord accruing therefrom, Subtenant shall indemnify, defend and hold Sublandlord and Master Landlord harmless from all Claims claims, liabilities, losses and expenses, including reasonable attorney’s fees and costs, resulting from such failure, including, without limitation, any Claims by any third parties based on such failure to surrender. Furthermore, in the event that Subtenant fails to surrender the Premises after such time that (a) the Master Lease has expired and (b) Sublandlord has surrendered its premises under the Master Lease, then the rate for month to month tenancy at sufferance shall be one hundred and fifty percent of any and all Rent due to Master Landlord from Sublandlord under the holdover provisions of the Master Lease.

Holding Over. Subtenant shall have no right Unless Landlord expressly consents in writing to Holdover. If Subtenant does not surrender and vacate the Subleased Premises at the Expiration Date of this SubleaseTenant's holding over, Subtenant Tenant shall be only a tenant Tenant at sufferance, whether or at the sole election of Sublandlord, a month to month tenancy, and the parties agree in either case that the reasonable rental value, if at sufferance, not Landlord accepts any Rent from Tenant or the Rent if a month to month tenancy shall be the monthly rate of one hundred and fifty percent (150%) any other person while Tenant is holding over without Landlord's written consent. If Tenant retains possession of the monthly Rent set forth in Article 3, and if Premises or any portion thereof without Landlord's consent following the definition of Rent in either case does not include additional rentLease expiration or sooner termination for any reason, then with any additional rent due and payable during Tenant shall pay to Landlord for each day of such holdover period retention double the amount of time. In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree that the reasonable daily rental value of the Subleased Premises following the Expiration Date of the Sublease shall be the amounts set forth above per month. Sublandlord and Subtenant acknowledge and agree that, under the circumstances existing as of the Effective Date, it is impracticable and/or extremely difficult last month prior to ascertain the reasonable rental value date of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant to timely surrender possession of the Subleased Premisesexpiration or earlier termination. The parties acknowledge that the liquidated damages established herein is not intended as a forfeiture or penalty within the meaning of California Civil Code sections 3275 or 3369, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677. Notwithstanding the foregoing, and in addition to all other rights and remedies on the part of Sublandlord if Subtenant fails to surrender the Subleased Premises upon the termination or expiration of this Sublease, in addition to any other liabilities to Sublandlord accruing therefrom, Subtenant Tenant shall also indemnify, defend defend, protect and hold Sublandlord Landlord harmless from all Claims any loss, liability or cost, including reasonable attorney's fees, resulting from such failuredelay by Tenant in surrendering the Premises, including, without limitation, any Claims claims made by any third parties based the succeeding tenant founded on such failure to surrenderdelay. FurthermoreAcceptance of Rent by Landlord following expiration or earlier termination shall not constitute a renewal of this Lease, and nothing in this Section 25 shall waive Landlord's right of reentry or any other right. Additionally, in the event that Subtenant fails upon expiration or earlier termination of this Lease, Tenant has not fulfilled its obligation with respect to surrender repairs and cleanup of the Premises after such time that (a) the Master Lease has expired and (b) Sublandlord has surrendered its premises under the Master or any other Tenant obligations as set forth in this Lease, then Landlord shall have the rate for month right to month tenancy perform any such obligations as it deems necessary at sufferance Tenant's sole cost and expense, and any time required by Landlord to complete such obligations shall be one hundred considered a period of holding over and fifty percent the terms of any and all Rent due to Master Landlord from Sublandlord under the holdover this section shall apply. The provisions of the Master this Section 25 shall survive any expiration or earlier termination of this Lease.

Holding Over. Subtenant shall have Tenant has no right to Holdoverretain possession of the Premises or any part thereof beyond the expiration or termination of this Lease. If Subtenant does not surrender Tenant holds over, Landlord has all the rights and vacate the Subleased Premises at the Expiration Date remedies available to a Landlord against a holdover tenant. Landlord may impose on a holdover tenant a term of this Sublease, Subtenant month-to-month. Holdover tenant shall be a tenant at sufferance, or at the sole election obligated for Base Rent of Sublandlord, a month to month tenancy, and the parties agree in either case that the reasonable rental value, if at sufferance, or the Rent if a month to month tenancy shall be the monthly rate of one one-hundred and fifty percent (150%)of the Base Rent applicable immediately preceding the expiration or termination, plus all other Additional Rent payable under the Lease, and shall be subject to all obligations and conditions required of Tenant in this Lease. However, Tenant shall not be required to pay 150%) % of the monthly previous year’s Base Rent set forth so long as Tenant is making a good faith effort to timely negotiate and execute a new agreement. Landlord shall not be required to perform any work, furnish any materials or make any repairs within the Premises during the holdover period. The holdover tenancy may be terminated by Landlord at will at any time. Landlord shall have the right to further adjust Base Rent or Additional Rent upon ten (10) days written notice to the holdover tenant. In the event of holdover beyond June 30th of any year, the holdover tenant shall be responsible for payment of real property taxes for the entire year without proration. Tenant waives any notice that would otherwise be provided by law with respect to a month-to-month tenancy. Default by Landlord, Remedies Landlord shall not be in Article 3, default unless Landlord fails to perform obligations required of Landlord within a reasonable time. Landlord agrees to perform its obligations within thirty (30) days after receiving written notice from Tenant specifying where and if how Landlord has failed to perform its obligations. If the definition nature of Rent in either case does not include additional rentLandlord's obligations is such that more than thirty (30) days are required for performance, then with any additional rent due Landlord shall not be in default if Landlord commences performance within such thirty (30) day period and payable during such holdover period of timethereafter diligently prosecutes the same to completion. In connection with no event shall Tenant have the right to terminate this Xxxxxxxxx 00.0Lease as a result of Landlord's default and Tenant's remedies shall be limited to damages and/or an injunction. Landlord’s Inability to Perform Landlord shall not be deemed in default for the non-performance or for any interruption or delay in performance of any of the terms, Xxxxxxxxxxx covenants and Subtenant agree that conditions of this Lease if due to any labor dispute, strike, lockout, civil commotion or operation, invasion, rebellion, hostilities, military or usurped power, sabotage, governmental regulations or controls, inability to obtain labor, services or materials, or through act of God or other causes beyond the reasonable rental value control of Landlord, providing such cause is not due to the Subleased Premises following willful act or neglect of Landlord. General Provisions Every covenant in this Lease will be construed to be material, whether or not the Expiration Date of the Sublease covenant expressly provides. No right or remedy or election provided by this Lease shall be the amounts set forth above per month. Sublandlord and Subtenant acknowledge and agree thatdeemed exclusive but shall, under the circumstances existing as of the Effective Datewhenever possible, it is impracticable and/or extremely difficult to ascertain the reasonable rental value of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant to timely surrender possession of the Subleased Premises. The parties acknowledge that the liquidated damages established herein is not intended as a forfeiture or penalty within the meaning of California Civil Code sections 3275 or 3369, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677. Notwithstanding the foregoing, and in addition to be cumulative with all other rights and remedies available at law or in equity. Acceptance by Landlord of any Rent or other benefits under this Lease shall not constitute a waiver of any default. Any waiver by Landlord of the strict performance of any of the covenants of this Lease shall not be deemed to be a waiver of subsequent breaches of a different character, occurring either before or subsequent to such waiver, and shall not prejudice Landlord's right to strict performance of the same covenant in the future or of any other covenants of this Lease. Time is of the essence in this Lease. There are no oral agreements between Landlord and Tenant affecting this Lease, and this Lease supersedes and cancels any and all previous negotiations, arrangement, brochures, advertising, agreement and understandings, oral or written, if any, between Landlord and Tenant or displayed by Landlord or its agents to Tenant with respect to the subject matter of this Lease, the Premises or the building. There are no representations between Landlord and Tenant, or between any real estate broker and Tenant, other than those contained in the Lease, and all reliance with respect to any representations is solely upon representations contained in this Lease. This Lease shall not be amended or modified except by agreement in writing signed by the parties. A Memorandum of Lease shall be recorded by Landlord. If Tenant is a corporation, each individual executing this Lease on behalf of that corporation shall be duly authorized to execute and deliver this Lease on behalf of the corporation, in accordance with the bylaws of the corporation, and the corporation warrants and represents that this Lease is binding on the part corporation. Tenant shall provide any corporate authorization documents as may be requested by Landlord. Upon Tenant paying the Rent and completely observing and fully performing all of Sublandlord if Subtenant fails the covenants, conditions and provisions required of Tenant, Tenant shall have quiet possession of the Premises for the entire term hereof, subject to surrender the Subleased Premises upon the termination or expiration all terms and conditions of this SubleaseLease. This subsection is not applicable to a holdover tenant. If there be more than one Tenant, the obligations imposed hereunder shall be joint and several. Landlord and Tenant are the only parties to this Lease and are the only parties entitled to enforce its terms. Nothing in this Lease gives or shall be construed to give or provide any benefit, direct, or indirect, or otherwise to third parties unless third persons are expressly described as intended to be beneficiaries of the Lease. Nothing in this Lease shall be construed to create the relationship of principal and agent, partnership, joint venturer or other association between Landlord and Tenant in connection with the business carried on by Tenant under this Lease, other than a non-residential landlord and tenant relationship. Landlord shall have no obligation with respect to Tenant’s debts or other liabilities. If any portion of this Lease is ruled invalid, void or illegal by an order of the court, the remainder of the Lease shall remain in full force and effect. In addition to any specific covenant in the Lease and upon Tenant’s sole expense, Tenant shall comply with all laws, rules, orders, ordinances, directions, regulations, and requirements of federal, state, county, and municipal authorities, now in force or which may hereafter be in force during the term of this Lease. Tenant shall verify to Landlord annually that Tenant is in compliance with all tax reporting and payment requirements of the Internal Revenue Services, Oregon Department of Revenue, and local taxing authorities, including the City of Portland’s Bureau of Revenues (as to Portland Business License Law and Multnomah County Business Income Tax Law). This Lease shall be governed by the laws of the State of Oregon. Any litigation arising under this Lease shall occur in the Multnomah County Circuit Court. This Lease will be construed with equal weight for the rights of both parties, the terms and conditions of this Lease having been determined by fair negotiation with due consideration of the rights and requirements of both parties, and any ambiguities shall not be construed for or against either party. Both parties have had opportunity to consult with legal counsel. Americans With Disabilities Compliance Tenant shall comply, at Tenant’s sole expense, with the Americans with Disabilities Act (ADA), including any duty the ADA may impose on Landlord or Tenant as a result of Tenant’s use, occupation or alteration of the Premises. Within ten (10) days after receipt, Landlord and Tenant shall advise the other liabilities party in writing, and provide the other party with copies (as applicable) of any notices alleging violation of or noncompliance with the ADA relating to Sublandlord accruing therefromthe Premises or any portion of the building to which Tenant has a right to use due to this Lease, Subtenant or any governmental or regulatory actions or investigations instituted or threatened regarding noncompliance with the ADA and relating to the Premises. In the event of any assignment or sublet of the Premises, Tenant and Tenant’s assignee or subtenant shall indemnifyagree to comply with the ADA, defend at their sole expense, and hold Sublandlord harmless agree to be jointly liable under this Lease for any duty the ADA may impose upon Tenant or Tenant’s assignee or subtenant as a result of their use, occupation or alteration of the Premises. Landlord reserves the right to withhold consent to a proposed assignment or sublet if the assignment or sublease fails to contain provisions required by this Lease to ensure ADA compliance at the expenses of Tenant, Tenant’s assignee or subtenant. Landlord further reserves the right to withhold consent to a proposed assignment or sublet if the proposed use, occupation or alteration by the assignee or subtenant shall require alterations to the Premises to comply with the ADA which are inconsistent with Landlord’s management interests. Tenant’s Statement Upon request from Landlord, Tenant shall execute, acknowledge and deliver a written statement stating the date this Lease was executed, the Commencement Date, the expiration date, the date Tenant entered into occupancy of the Premises, the amount of Base Rent and the date to which Base Rent has been paid, and certifying that: i) the Lease is in full force and effect and has not been assigned, modified, supplemented or amended in any way (or specifying the date and terms of agreement so affecting this Lease); ii) the Lease represents the entire agreement between the parties as to the Premises; iii) that all Claims resulting from such failureconditions or obligations required to be performed by the Landlord have been satisfied; iv) that all required contributions by Landlord to Tenant on account of Tenant's improvements have been received; v) that there are no existing defenses or offsets which Tenant has against the enforcement of this Lease by Landlord; vi) that no Base Rent has been paid more than one month in advance; and, includingvii) that security deposit has or has not been deposited with Landlord as the case may be, without limitationand the amount if deposited. It is intended that Tenant’s Statement delivered pursuant to this Section may be relied upon by a prospective purchaser of Landlord’s interest or a mortgagee of Landlord's interest or assignee of any mortgage upon Landlord's interest in the building in which the Premises are located, any Claims or by any third parties based on such failure to surrender. Furthermore, in entity reviewing the event that Subtenant fails to surrender the Premises after such time that (a) the Master Lease has expired and (b) Sublandlord has surrendered its premises under the Master Lease, then the rate City for month to month tenancy at sufferance shall be one hundred and fifty percent of any and all Rent due to Master Landlord from Sublandlord under the holdover provisions of the Master Leasebond funding or other municipal financing.

Holding Over. Subtenant shall have no right to Holdover. If Subtenant does not surrender and vacate Tenant, or any assignee or subtenant of Tenant, holds over possession of the Subleased Premises at beyond the Expiration Date expiration or earlier termination of this SubleaseLease, Subtenant shall 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 this Lease except that the charge for use and occupancy of the Premises for each calendar month or portion thereof that Tenant or such assignee or subtenant holds over will be a tenant at sufferance, or at the sole election of Sublandlord, a month liquidated sum equal to month tenancy, and the parties agree in either case that the reasonable rental value, if at sufferance, or the Rent if a month to month tenancy shall be the monthly rate of one hundred and fifty percent one-twelfth (150%1/12th) of 125% times the monthly Basic Rent set forth in Article 3, and Additional Rent (calculated as if the definition Lease were still in existence) required to be paid by Tenant during the calendar year preceding the expiration or earlier termination of this Lease for the first sixty (60) days of the holdover and 150% times the Basic Rent and Additional Rent (calculated as if the Lease were still in either case does not include additional rent, then with any additional rent due existence) after such sixty (60) day period. The parties recognize and payable during such holdover period of time. In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree that the reasonable rental value damage to Landlord resulting from any failure by Tenant or any assignee or subtenant of the Subleased Premises following the Expiration Date of the Sublease shall be the amounts set forth above per month. Sublandlord and Subtenant acknowledge and agree that, under the circumstances existing as of the Effective Date, it is impracticable and/or extremely difficult to ascertain the reasonable rental value of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant Tenant to timely surrender possession of the Subleased PremisesPremises will exceed the amount of the monthly Basic Rent and Additional Rent and will be impossible to accurately measure. The parties acknowledge that If the liquidated damages established herein is Premises are not intended as a forfeiture or penalty within the meaning of California Civil Code sections 3275 or 3369, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677. Notwithstanding the foregoing, and in addition to all other rights and remedies on the part of Sublandlord if Subtenant fails to surrender the Subleased Premises surrendered upon the expiration or earlier termination or expiration of this SubleaseLease, in addition to any other liabilities to Sublandlord accruing therefrom, Subtenant Tenant shall indemnify, defend and hold Sublandlord harmless from Landlord against any and all Claims losses and liabilities resulting from such failuretherefrom, including, without limitation, any Claims claims made by any third parties based on succeeding tenant founded upon such failure delay. Nothing contained in this Lease will be construed as a consent by Landlord to surrender. Furthermore, in the event that Subtenant fails to surrender occupancy or possession of the Premises after such time that (a) beyond the Master Lease has expired expiration or earlier termination of this Lease. Tenant shall, at its sole cost and (b) Sublandlord has surrendered its premises expense, take all actions required to remove any assignee or subtenant of Tenant, or other party claiming rights to the Premises under or through Tenant upon the Master Lease, then expiration or earlier termination of the rate for month to month tenancy at sufferance shall be one hundred and fifty percent of any and all Rent due to Master Landlord from Sublandlord under the holdover Term. The provisions of this Article 24 will survive the Master expiration or earlier termination of this Lease.

Holding Over. Subtenant Unless Landlord expressly consents in writing to Tenant’s holding over, Tenant shall have no right to Holdoverbe only a Tenant al, sufferance whether or not Landlord accepts any Rent front Tenant or any other person while Tenant is holding over without Landlord’s written consent. If Subtenant does not surrender and vacate Tenant shall retain possession of the Subleased Premises at the Expiration Date of this Sublease, Subtenant or any portion thereof (a) with Landlord’s consent then Tenant shall be become a tenant at sufferance, or at the sole election of Sublandlord, a from month to month tenancy, and upon the parties agree in either case that terms herein specified at a monthly rental equivalent to the reasonable rental value, if then prevailing; monthly Rent payable by Tenant at sufferancethe expiration of the term or this lease, or (h) without landlord’s consent following the Rent if a month expiration of this Lease or sooner termination for any reason, then Tenant shall pay to month tenancy shall be the monthly rate landlord for each day of such retention one hundred and fifty percent (150%) of the monthly Rent set forth in Article 3, and if the definition of Rent in either case does not include additional rent, then with any additional rent due and payable during such holdover period of time. In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree that the reasonable amount or daily rental value of the Subleased Premises following the Expiration Date of the Sublease shall be the amounts set forth above per month. Sublandlord and Subtenant acknowledge and agree that, under the circumstances existing as of the Effective Date, it is impracticable and/or extremely difficult last month prior to ascertain the reasonable rental value date of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant to timely surrender possession of the Subleased Premisesexpiration or earlier termination. The parties acknowledge that the liquidated damages established herein is not intended as a forfeiture or penalty within the meaning of California Civil Code sections 3275 or 3369, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677. Notwithstanding the foregoing, and in addition to all other rights and remedies on the part of Sublandlord if Subtenant fails to surrender the Subleased Premises upon the termination or expiration of this Sublease, in addition to any other liabilities to Sublandlord accruing therefrom, Subtenant Tenant shall also indemnify, defend defend, protect and hold Sublandlord landlord harmless from all Claims any loss, liability or cost, including reasonable attorneys’ fees, resulting from such failuredelay by Tenant in surrendering the Premises, including, without limitation, any Claims actual damages proven by the succeeding tenant feed to have been suffered as a result of such delay. Acceptance of Rent by Landlord following expiration or earlier termination shall not constitute a renewal of this lease, and nothing contained in this Paragraph 25 shall waive landlord’s right of reentry or any third parties based on such failure to surrenderother right. FurthermoreAdditionally, in the event that Subtenant fails upon expiration or earlier termination of this Lease, Tenant has not fulfilled its obligation with respect to surrender the repairs and cleanup of lire Premises after such time that (a) the Master Lease has expired and (b) Sublandlord has surrendered its premises under the Master or any other Tenant obligations as set forth in this Lease, then Landlord shall have the rate for month right to month tenancy perform any such obligations as it deems reasonably necessary at sufferance Tenant’s sole cost and expense, and any time reasonably required by Landlord to complete such obligations shall be one hundred considered a period of holding over and fifty percent the terms of any and all Rent due to Master Landlord from Sublandlord under the holdover this Paragraph 25 shall apply. The provisions of the Master this Paragraph 25 shall survive any expiration or earlier termination of this Lease.

Holding Over. Subtenant shall have no right to Holdover. If Subtenant does not surrender and vacate the Subleased Premises at the Expiration Date of this Sublease, Subtenant shall be a tenant at sufferance, or at the sole election of Sublandlord, a month to month tenancy, and the parties agree in either case Tenant acknowledges that the reasonable rental value, if at sufferance, or the Rent if a month to month tenancy shall be the monthly rate of one hundred and fifty percent (150%) of the monthly Rent set forth in Article 3, and if the definition of Rent in either case does not include additional rent, then with any additional rent due and payable during such holdover period of time. In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree that the reasonable rental value of the Subleased Premises following the Expiration Date of the Sublease shall be the amounts set forth above per month. Sublandlord and Subtenant acknowledge and agree that, under the circumstances existing as of the Effective Date, it is impracticable and/or extremely difficult to ascertain the reasonable rental value of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant to timely surrender possession of the Subleased PremisesLand and Improvements must be surrendered to Landlord at the expiration or sooner termination of the Term. The parties acknowledge that the liquidated damages established herein is not intended as a forfeiture or penalty within the meaning of California Civil Code sections 3275 or 3369, but is intended Tenant agrees to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, indemnify Landlord against and 1677. Notwithstanding the foregoing, and in addition to all other rights and remedies on the part of Sublandlord if Subtenant fails to surrender the Subleased Premises upon the termination or expiration of this Sublease, in addition to any other liabilities to Sublandlord accruing therefrom, Subtenant shall indemnify, defend and hold Sublandlord save Landlord harmless from all Claims costs, claims, loss or liability resulting from such failurethe failure or delay by Tenant in so surrendering the Land and Improvements, including, without limitation, any Claims claims made by any third parties based succeeding tenant founded on such failure or delay. The parties recognize and agree that the damage to surrenderLandlord resulting from any failure by Tenant to surrender possession of the Land and Improvements timely as aforesaid may be extremely substantial, may exceed the amount of any Rent theretofore payable hereunder, and will be impossible to measure accurately. FurthermoreUnless Landlord and Tenant agree otherwise in writing, if possession of the Land and/or Improvements is not surrendered to Landlord upon the expiration or sooner termination of the Term, then Tenant shall pay to Landlord, as liquidated damages for each month and for each portion of any month during which Tenant holds over in the Land and/or Improvements after the expiration or sooner termination of the Term, in addition to any sums payable pursuant to the event that Subtenant fails foregoing indemnity, a sum equal to surrender 1.5 times the Premises annual Rent payable under Section 3.01 of this Lease as reasonably determined by Landlord. Nothing herein contained shall be deemed to permit Tenant to retain possession of the Land and/or Improvements after the expiration or sooner termination of the Term. If Tenant holds over in possession after the expiration or termination of the Term, such time that (a) holding over shall not be deemed to extend the Master Lease has expired and (b) Sublandlord has surrendered its premises under the Master Term or renew this Lease, then but the rate for tenancy shall be from month to month tenancy upon the terms and conditions of this Lease at sufferance the Rent as herein increased. This provision shall be one hundred and fifty percent survive the expiration or earlier termination of any and all Rent due to Master Landlord from Sublandlord under the holdover provisions of the Master this Lease.

Holding Over. Subtenant shall have no right If Tenant fails to Holdover. If Subtenant does not surrender and vacate deliver possession of the Subleased Premises at on the Expiration Date Termination Date, but holds over after the expiration or earlier termination of this SubleaseLease without the express prior written consent of Landlord, Subtenant shall be a tenant at sufferance, or at the sole election of Sublandlord, a month to month tenancy, and the parties agree in either case that the reasonable rental value, if at sufferance, or the Rent if a month to month such tenancy shall be construed as a tenancy from month-to-month on the monthly rate same terms and conditions as are contained herein, except that the Fixed Monthly Rent payable by Tenant during the first thirty (30) days of holding over (the “Initial Holdover Period”) shall automatically increase as of the Termination Date to an amount equal to one hundred and twenty-five percent (125%) of the Fixed Monthly Rent payable by Tenant for the calendar month immediately prior to the date when Tenant commences such holding over (the “Holdover Rent”). After the expiration of the Initial Holdover Period, the Holdover Rent shall be increased to one hundred fifty percent (150%) of the monthly Fixed Monthly Rent set forth in Article 3, and if payable by Tenant for the definition of calendar month immediately prior to the date when Tenant commenced such holding over. Such Holdover Rent in either case does not include additional rent, then with any additional rent due and payable shall be paid during such holdover period of time. In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree that the reasonable rental value of the Subleased Premises following the Expiration Date of the Sublease shall be the amounts set forth above per month. Sublandlord and Subtenant acknowledge and agree that, under the circumstances existing as of the Effective Date, it is impracticable and/or extremely difficult to ascertain the reasonable rental value of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant to timely surrender Tenant retains possession of the Subleased Premises. The parties acknowledge that the liquidated damages established herein is not intended as a forfeiture or penalty within the meaning However, Tenant’s payment of California Civil Code sections 3275 or 3369, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676such Holdover Rent, and 1677Landlord’s acceptance thereof, shall not constitute a waiver by Landlord of any of Landlord’s rights or remedies with respect to such holding over, nor shall it be deemed to be a consent by Landlord to Tenant’s continued occupancy or possession of the Premises past the time period covered Tenant’s payment of the Holdover Rent. Notwithstanding Furthermore, if Tenant fails to deliver possession of the foregoingPremises to Landlord upon the expiration or earlier termination of this Lease, and Landlord has theretofore notified Tenant in addition to all other rights and remedies on writing that Landlord requires possession of the part of Sublandlord if Subtenant fails to surrender the Subleased Premises upon the termination or expiration of this Subleasefor a succeeding tenant, then, in addition to any other liabilities to Sublandlord Landlord accruing therefrom, Subtenant Tenant shall indemnifyprotect, defend defend, indemnify and hold Sublandlord Landlord harmless from all Claims loss, costs (including reasonable attorneys’ fees and expenses) and liability resulting from such failure, including, including without limitationlimiting the foregoing, any Claims claims made by any third parties based on such succeeding tenant arising out of Tenant’s failure to so surrender, and any lost profits to Landlord resulting therefrom. FurthermoreNotwithstanding the provisions contained hereinabove regarding Tenant’s liability for a continuing holdover, in the event that Subtenant fails Landlord agrees to surrender use commercially reasonable efforts to insert into any future lease of another tenant proposing to occupy the Premises after such time that (a) the Master Lease has expired and (b) Sublandlord has surrendered its premises under the Master Lease, then the rate for month to month tenancy at sufferance shall be one hundred and fifty percent provisions permitting mitigation of any and all Rent due to Master Landlord from Sublandlord under the holdover provisions Tenant’s damages arising out of the Master LeaseTenant’s temporary holdover.

Holding Over. Subtenant shall have no right to Holdover. If Subtenant does not surrender and vacate Should Tenant hold over after the Subleased Premises at the Expiration Date expiration or sooner termination of this SubleaseLease without the express prior written consent of Landlord, Subtenant such possession by Tenant shall be deemed to be a tenant at sufferance, or at the sole election month-to-month tenancy subject to each and all terms and conditions of Sublandlord, this Lease as applicable to a month to month-to-month tenancy, and the parties agree in either case that the reasonable rental value, if at sufferance, or the Rent if a month to month such tenancy shall be terminable upon not less than thirty (30) days’ notice given by either Landlord or Tenant at any time. During such holding over, Tenant shall pay in advance monthly Rental equal to the monthly greater amount of: a) the product of the rentable area times the Base Rent per square feet of rentable area being quoted generally by Landlord to prospective Tenants, or b) the rental rate established under the Lease for the last month of one hundred and the Term of the Lease, plus fifty percent (15050%) of the monthly Rent ). In addition, Tenant shall pay any additional rent as set forth in Article 3, Paragraph 4 and if any other charges payable under the definition Lease during the period in which Tenant holds over. The foregoing provisions of Rent this Paragraph are in either case does addition to and do not include additional rent, then with affect Xxxxxxxx’s right to re-enter the Premises or any additional rent due and payable during such holdover period other rights of timeLandlord under the Lease or as otherwise provided by law. In connection with Nothing contained in this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree that the reasonable rental value of the Subleased Premises following the Expiration Date of the Sublease Paragraph 22 shall be construed as consent by Landlord to any holding over by Xxxxxx and Landlord expressly reserves the amounts set forth above per month. Sublandlord and Subtenant acknowledge and agree that, under the circumstances existing as of the Effective Date, it is impracticable and/or extremely difficult right to ascertain the reasonable rental value of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant require Tenant to timely surrender possession of the Subleased PremisesPremises to Landlord as provided in this Lease upon the expiration or earlier termination of this Lease. The parties acknowledge that the liquidated damages established herein is terms and conditions of Xxxxxx’s holding over may be changed by Landlord upon not intended as a forfeiture or penalty within the meaning of California Civil Code sections 3275 or 3369, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677less than thirty (30) days’ notice. Notwithstanding the foregoing, and in addition to all other rights and remedies on the part of Sublandlord if Subtenant fails to surrender the Subleased Premises upon the termination or expiration of this Sublease, in addition to any other liabilities to Sublandlord accruing therefrom, Subtenant shall indemnify, defend and hold Sublandlord harmless from all Claims resulting from such failure, including, without limitation, any Claims by any third parties based on such failure to surrender. Furthermore, in the event that Subtenant If Xxxxxx fails to surrender the Premises after upon the expiration or sooner termination of this Lease despite demand to do so by Landlord, Tenant shall indemnify and hold Landlord harmless from all losses or liability, including without limitation, any claim made by any succeeding tenant founded on or resulting from such time that (a) the Master Lease has expired failure to surrender, any loss of rent from prospective tenants, and (b) Sublandlord has surrendered its premises under the Master Leaseany attorneys’ fees and legal costs incurred by Landlord, then the rate for month to month tenancy at sufferance shall be one hundred and fifty percent of any and all Rent due to Master Landlord from Sublandlord under the holdover provisions of the Master Leasewhether or not a legal action is filed.

Holding Over. Subtenant If Tenant (directly or through any Transferee or other successor-in-interest of Tenant) remains in possession of the Premises after the expiration or termination of this Lease, Tenant’s continued possession shall have no right to Holdover. If Subtenant does not surrender and vacate be on the Subleased Premises basis of a tenancy at the Expiration Date sufferance of Landlord. No act or omission by Landlord, other than its specific written consent, shall constitute permission for Tenant to continue in possession of the Premises, and if such consent is given or declared to have been given by a court judgment, Landlord may terminate Tenant’s holdover tenancy at any time upon seven (7) days written notice. In such event, Tenant shall continue to comply with or perform all the terms and obligations of Tenant under this SubleaseLease, Subtenant except that the monthly Base Rent during Tenant’s holding over shall be a tenant at sufferance, or at the sole election of Sublandlord, a month to month tenancy, and the parties agree in either case that the reasonable rental value, if at sufferance, or the Rent if a month to month tenancy shall be the monthly rate of one hundred and fifty percent (150%) of the monthly Base Rent set forth payable in Article 3, the last full month prior to the termination hereof. Acceptance by Landlord of rent after such termination shall not constitute a renewal or extension of this Lease; and if the definition of Rent nothing contained in either case does not include additional rent, then with any additional rent due and payable during such holdover period of time. In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree that the reasonable rental value of the Subleased Premises following the Expiration Date of the Sublease provision shall be the amounts set forth above per month. Sublandlord and Subtenant acknowledge and agree that, under the circumstances existing as deemed to waive Landlord’s right of the Effective Date, it is impracticable and/or extremely difficult to ascertain the reasonable rental value of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant to timely surrender possession of the Subleased Premises. The parties acknowledge that the liquidated damages established herein is not intended as a forfeiture re-entry or penalty within the meaning of California Civil Code sections 3275 or 3369, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677. Notwithstanding the foregoing, and in addition to all other rights and remedies on the part of Sublandlord if Subtenant fails to surrender the Subleased Premises upon the termination or expiration of this Sublease, in addition to any other liabilities to Sublandlord accruing therefrom, Subtenant right hereunder or at law. Tenant shall indemnify, defend and hold Sublandlord Landlord harmless from and against all Claims claims (“Holdover Claims”) arising or resulting directly or indirectly from such failureTenant’s failure to timely surrender the Premises, includingincluding (i) any rent payable by or any loss, without limitationcost, any Claims or damages claimed by any third parties based on prospective tenant 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 the Premises by reason of such failure to surrender. Furthermoretimely surrender the Premises; provided, however, if at least one hundred twenty (120) days prior to the expiration of the Term, Tenant gives Landlord written notice that Tenant anticipates it will hold over in the event that Subtenant fails to surrender the Premises after such time that (a) the Master Lease has expired and (b) Sublandlord has surrendered its premises under expiration of the Master LeaseTerm, then Tenant shall have the rate right to hold over in the Premises for month up to month tenancy thirty (30) days at sufferance shall be one hundred and fifty percent of any and all Rent due to Master Landlord from Sublandlord under the holdover provisions rate contained above in this paragraph without indemnifying Landlord against the Holdover Claims, unless Landlord gives Tenant written notice at least sixty (60) days prior to the expiration of the Master Lease.Term that Landlord has leased the Premises to a third party (and Landlord has in fact entered into a written agreement with a third party leasing the Premises to such third party), in which event Tenant shall indemnify, defend and hold Landlord harmless from and against the Holdover Claims, as first provided in this sentence

Holding Over. Subtenant shall have no right to Holdoveroccupy the PBOS ------------ Licensed/Subleased Area or any portion thereof after the expiration of this Sublease or after termination of this Sublease or Subtenant's right to possession in consequence of a Subtenant Event of Default. If Subtenant does not surrender or any party claiming by, through or under Subtenant holds over, Sublandlord may exercise any and vacate all remedies available to it at law or in equity to recover possession of the PBOS Licensed/Subleased Premises at Area and to recover damages, including without limitation, damages payable by Sublandlord to Prime Landlord by reason of such holdover. For each and every month or partial month that Subtenant or any party claiming by, through or under Subtenant remains in occupancy of all or any portion of the Expiration Date PBOS Licensed/Subleased Area after the expiration of this SubleaseSublease or after termination of this Sublease or Subtenant's right to possession, Subtenant shall be pay, as minimum damages and not as a tenant penalty, monthly rental at sufferance, a rate equal to double the rate of Minimum Rent and all additional rent payable by Sublandlord to Prime Landlord under the Prime Lease immediately prior to the expiration or at the sole election other termination of Sublandlord, a month this Sublease or of Subtenant's right to month tenancy, and the parties agree in either case that the reasonable rental value, if at sufferance, or the Rent if a month to month tenancy possession. The acceptance by Sublandlord of any lesser sum shall be the monthly rate construed as payment on account and not in satisfaction of one hundred and fifty percent (150%) of the monthly Rent set forth in Article 3, and if the definition of Rent in either case does not include additional rent, then with any additional rent due and payable during damages for such holdover period of timeholding over. In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree that the reasonable rental value of the Subleased Premises following the Expiration Date of the Sublease shall be the amounts set forth above per month. Sublandlord and Subtenant acknowledge and agree that, under the circumstances existing as of the Effective Date, it is impracticable and/or extremely difficult to ascertain the reasonable rental value of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant to timely surrender possession of the Subleased Premises. The parties acknowledge that the liquidated damages established herein is not intended as a forfeiture or penalty within the meaning of California Civil Code sections 3275 or 3369, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677. Notwithstanding the foregoing, and in addition to all other rights and remedies on the part of Sublandlord if If Subtenant fails to surrender the PBOS Licensed/Subleased Premises Area upon the expiration or termination or expiration of this Sublease, in addition to any other liabilities to Sublandlord accruing therefrom, Subtenant shall indemnify, defend and hold harmless Sublandlord harmless from all Claims resulting from such failurecosts, includingloss, expense or liability, including without limitation, any Claims claims made by Prime Landlord, claims made by any third parties based on such failure to surrendersucceeding tenant and real estate brokers' claims and attorneys' fees. Furthermore, in the event that Subtenant fails to surrender the Premises after such time that (a) the Master Lease has expired and (b) No acceptance by Sublandlord has surrendered its premises under the Master Lease, then the rate for month to month tenancy at sufferance shall be one hundred and fifty percent of any and all Rent due to Master Landlord from Sublandlord under during or for any period following the holdover provisions expiration or termination of the Master Leasethis Sublease shall operate or be construed as an extension or renewal of this Sublease.

Holding Over. Subtenant shall have no right to Holdover. If Subtenant does not surrender and vacate the Subleased Premises at the Expiration Date of this Sublease, Subtenant shall be a tenant at sufferance, or at the sole election of Sublandlord, a month to month tenancy, and the parties agree in either case Tenant acknowledges that the reasonable rental value, if at sufferance, or the Rent if a month to month tenancy shall be the monthly rate of one hundred and fifty percent (150%) of the monthly Rent set forth in Article 3, and if the definition of Rent in either case does not include additional rent, then with any additional rent due and payable during such holdover period of time. In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree that the reasonable rental value of the Subleased Premises following the Expiration Date of the Sublease shall be the amounts set forth above per month. Sublandlord and Subtenant acknowledge and agree that, under the circumstances existing as of the Effective Date, it is impracticable and/or extremely difficult to ascertain the reasonable rental value of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant to timely surrender possession of the Subleased PremisesLand and Improvements must be surrendered to Landlord at the expiration or sooner termination of the Term. The parties acknowledge that the liquidated damages established herein is not intended as a forfeiture or penalty within the meaning of California Civil Code sections 3275 or 3369, but is intended Tenant agrees to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, indemnify Landlord against and 1677. Notwithstanding the foregoing, and in addition to all other rights and remedies on the part of Sublandlord if Subtenant fails to surrender the Subleased Premises upon the termination or expiration of this Sublease, in addition to any other liabilities to Sublandlord accruing therefrom, Subtenant shall indemnify, defend and hold Sublandlord save Landlord harmless from all Claims costs, claims, loss or liability resulting from such failurethe failure or delay by Tenant in so surrendering the Land and Improvements, including, without limitation, any Claims claims made by any third parties based succeeding tenant founded on such failure or delay. The parties recognize and agree that the damage to surrenderLandlord resulting from any failure by Tenant to surrender possession of the Land and Improvements as required by Section 20.01 above timely as aforesaid may exceed the amount of any Rent theretofore payable hereunder, and will be impossible to measure accurately. FurthermoreUnless Landlord and Tenant agree otherwise in writing, if possession of the Land and/or Improvements is not surrendered to Landlord upon the expiration or sooner termination of the Term, then Tenant shall pay to Landlord, as liquidated damages for each month and for each portion of any month during which Tenant holds over in the Land and/or Improvements after the expiration or sooner termination of the Term, in addition to any sums payable pursuant to the event that Subtenant fails foregoing indemnity, a sum equal to surrender 1.5 times the Premises Prevailing Rent, as pro-rated for the period of the hold over, as reasonably determined by Landlord. Nothing herein contained shall be deemed to permit Tenant to retain possession of the Land and/or Improvements after the expiration or sooner termination of the Term. If Tenant holds over in possession after the expiration or termination of the Term, such time that (a) holding over shall not be deemed to extend the Master Lease has expired and (b) Sublandlord has surrendered its premises under the Master Term or renew this Lease, then but the rate for tenancy shall be from month to month tenancy upon the terms and conditions of this Lease at sufferance the Prevailing Rent as reasonably determined by Landlord. This provision shall be one hundred and fifty percent survive the expiration or earlier termination of any and all Rent due to Master Landlord from Sublandlord under the holdover provisions of the Master this Lease.

Holding Over. Subtenant Unless Landlord expressly consents in writing to Tenant's holding over, Tenant shall have no right to Holdoverbe unlawfully and illegally in possession of the Premises, whether or not Landlord accepts any rent from Tenant or any other person while Tenant remains in possession of the Premises without Landlord's written consent. If Subtenant does not surrender and vacate Tenant shall retain possession of the Subleased Premises at or any portion thereof without Landlord's consent following the Expiration Date expiration of this SubleaseLease or sooner termination for any reason, Subtenant then Tenant shall be a tenant at sufferance, or at the sole election pay to Landlord for each day of Sublandlord, a month to month tenancy, and the parties agree in either case that the reasonable rental value, if at sufferance, or the Rent if a month to month tenancy shall be the monthly rate of such retention one hundred and fifty percent (150%) of the monthly Rent set forth in Article 3, and if the definition amount of Rent in either case does not include additional rent, then with any additional rent due and payable during such holdover period of time. In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree that the reasonable daily rental value of the Subleased Premises following the Expiration Date of the Sublease shall be the amounts set forth above per month. Sublandlord and Subtenant acknowledge and agree that, under the circumstances existing as of the Effective Date, it is impracticable and/or extremely difficult last month prior to ascertain the reasonable rental value date of expiration or earlier termination for the first three months following expiration and two hundred percent (200%) of the Subleased Premises on the Expiration Date and that the reasonable amount of daily rental value established herein is a reasonable estimate as of the damage that Sublandlord would suffer as last month prior to the result date of the failure of Subtenant to timely surrender possession of the Subleased Premisesexpiration or earlier termination for every month thereafter. The parties acknowledge that the liquidated damages established herein is not intended as a forfeiture or penalty within the meaning of California Civil Code sections 3275 or 3369, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677. Notwithstanding the foregoing, and in addition to all other rights and remedies on the part of Sublandlord if Subtenant fails to surrender the Subleased Premises upon the termination or expiration of this Sublease, in addition to any other liabilities to Sublandlord accruing therefrom, Subtenant Tenant shall also indemnify, defend defend, protect and hold Sublandlord Landlord harmless from all Claims any loss, liability or cost, including consequential and incidental damages and reasonable attorneys' fees, incurred by Landlord resulting from such failuredelay by Tenant in surrendering the Premises, including, without limitation, any Claims by any third parties based liability of Landlord to the succeeding tenant founded on such failure delay. Acceptance of Rent by Landlord following expiration or earlier termination of this Lease, or following demand by Landlord for possession of the Premises, shall not constitute a renewal of this Lease, and nothing contained in this Paragraph 25 shall waive Landlord's right of reentry or any other right. Additionally, if upon expiration or earlier termination of this Lease, or following demand by Landlord for possession of the Premises, Tenant has not fulfilled its obligation with respect to surrender. Furthermore, in the event that Subtenant fails to surrender repairs and cleanup of the Premises after such time that (a) the Master Lease has expired and (b) Sublandlord has surrendered its premises under the Master or any other Tenant obligations as set forth in this Lease, then Landlord shall have the rate for month right to month tenancy perform any such obligations as it deems necessary at sufferance Tenant's sole cost and expense, and any time required by Landlord to complete such obligations shall be one hundred considered a period of holding over and fifty percent the terms of any and all Rent due to Master Landlord from Sublandlord under the holdover this Paragraph 25 shall apply. The provisions of the Master this Paragraph 25 shall survive any expiration or earlier termination of this Lease.

Holding Over. Subtenant shall have no right Tenant will not be permitted to Holdoverhold over possession of the Premises after the expiration or earlier termination of the Term without the express written consent of Landlord, which consent Landlord may withhold in its sole and absolute discretion. If Subtenant does not surrender and vacate Tenant holds over after the Subleased Premises expiration or earlier termination of the Term, Landlord may, at the Expiration Date of this Subleaseits option, Subtenant shall be treat Tenant as a tenant at sufferance, or at the sole election of Sublandlord, a month to month tenancysufferance only, and such continued occupancy by Tenant shall be subject to all of the parties agree in either case terms, covenants and conditions of this Lease, so far as applicable, except that the reasonable rental value, if at sufferance, or the Monthly Base Rent if a month to month tenancy for any such holdover period shall be equal to the monthly rate greater of (i) one hundred and fifty percent (150%) (125% during the first three months of the monthly Rent set forth in Article 3, and if holdover) of the definition of Monthly Base Rent in effect under this Lease immediately prior to such holdover, or (ii) the then currently scheduled rental rate for comparable space in the Building, in either case does event prorated on a daily basis. Acceptance by Landlord of rent after such expiration or earlier termination will not include additional rent, then with any additional rent due and payable during such holdover period result in a renewal of time. In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree that the reasonable rental value of the Subleased Premises following the Expiration Date of the Sublease shall be the amounts set forth above per month. Sublandlord and Subtenant acknowledge and agree that, under the circumstances existing as of the Effective Date, it is impracticable and/or extremely difficult to ascertain the reasonable rental value of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant to timely surrender possession of the Subleased PremisesLease. The parties acknowledge that the liquidated damages established herein is not intended as a forfeiture or penalty within the meaning foregoing provisions of California Civil Code sections 3275 or 3369, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677. Notwithstanding the foregoing, and this Paragraph 11 are in addition to all other and do not affect Landlord's right of re-entry or any rights and remedies on the part of Sublandlord if Subtenant Landlord under this Lease or as otherwise provided by law. If Tenant fails to surrender the Subleased Premises upon the termination or expiration of this SubleaseLease in accordance with the terms of this Paragraph 11 despite demand to do so by Landlord, in addition Tenant agrees to any other liabilities to Sublandlord accruing therefrompromptly indemnify, Subtenant shall indemnifyprotect, defend and hold Sublandlord Landlord harmless from all Claims resulting from such failureclaims, damages, judgments, suits, causes of action, losses, liabilities, penalties, fines, expenses and costs (including attorneys' fees and costs), including, without limitation, any Claims costs and expenses incurred by Landlord in returning the Premises to the condition in which Tenant was to surrender it and claims made by any third parties based succeeding tenant founded on such or resulting from Tenant's failure to surrender. Furthermore, in the event that Subtenant fails to surrender the Premises after such time that (a) the Master Lease has expired and (b) Sublandlord has surrendered its premises under the Master Lease, then the rate for month to month tenancy at sufferance shall be one hundred and fifty percent of any and all Rent due to Master Landlord from Sublandlord under the holdover Premises. The provisions of this Subparagraph 11(b) will survive the Master expiration or earlier termination of this Lease.

Holding Over. Subtenant Unless Landlord expressly consents in writing to Tenant's holding over, Tenant shall be unlawfully and illegally in possession of the Premises, whether or not Landlord accepts any rent from Tenant or any other person while Tenant remains in possession of the Premises without Landlord's written consent. If Tenant shall retain possession of the Premises or any portion thereof without Landlord's consent following the expiration of this Lease or sooner termination for any reason, then Tenant shall pay to Landlord for each day of such retention two hundred percent (200%) the amount of daily rental as of the last month prior to the date of expiration or earlier termination. Tenant shall also indemnify, defend, protect and hold Landlord harmless from any loss, liability or cost, including consequential and incidental damages and reasonable attorneys' fees, incurred by Landlord resulting from delay by Tenant in surrendering the Premises within thirty (30) days following the expiration or earlier termination of the Term or extended Term of this Lease, including, without limitation, any claims made by the succeeding tenant founded on such delay. Acceptance of Rent by Landlord following expiration or earlier termination of this Lease, or following demand by Landlord for possession of the Premises, shall not constitute a renewal of this Lease, and nothing contained in this Paragraph 25 shall waive Landlord's right of reentry or any other right. Additionally, if upon expiration or earlier termination of this Lease, or following demand by Landlord for possession of the Premises, Tenant has not fulfilled its obligation with respect to repairs and cleanup of the Premises or any other Tenant obligations as set forth in this Lease, then Landlord shall have no the right to Holdoverperform 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 Paragraph 25 shall apply. The provisions of this Paragraph 25 shall survive any expiration or earlier termination of this Lease. If Subtenant does by written notice to Landlord delivered not surrender and vacate later than twelve (12) months prior to the Subleased Premises at the Term Expiration Date of this Sublease, Subtenant shall be a tenant at sufferance, or at the sole election of Sublandlord, a month to month tenancy, and the parties agree in either case that the reasonable rental value, if at sufferanceDate, or the expiration of the extended Term (the "Hold-Over Notice"), Tenant advises Landlord of its intent to hold-over specifying the period of such hold-over (which period must be for a period of no longer than six (6) months) (the "Hold-Over Term") then Tenant may, as a matter of right, remain in possession following the Term Expiration Date or the expiration of the extended Term, as the case may be, for the Hold-Over Term set forth in the Hold-Over Notice; provided, that the Base Rent if a month to month tenancy for the Hold-Over Term shall be the monthly rate of one hundred and fifty percent (150%) of the monthly sum of the Base Rent set forth in Article 3, and if other charges payable for the definition last month of Rent in either case does not include additional rent, then with any additional rent due and payable during such holdover period of timethe Term or extended Term. In connection with this Xxxxxxxxx 00.0no event under the preceding sentence, Xxxxxxxxxxx and Subtenant agree that shall Tenant have the reasonable rental value right to hold-over in the Premises for more than one (1) six (6) month or shorter period beyond the Term Expiration Date or the expiration of the Subleased Premises following the Expiration Date of the Sublease shall be the amounts set forth above per monthextended Term. Sublandlord and Subtenant acknowledge and agree thatNOTWITHSTANDING THE FOREGOING, under the circumstances existing as of the Effective DateIN THE EVENT OF ANY SUCH HOLDING OVER, it is impracticable and/or extremely difficult to ascertain the reasonable rental value of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant to timely surrender possession of the Subleased Premises. The parties acknowledge that the liquidated damages established herein is not intended as a forfeiture or penalty within the meaning of California Civil Code sections 3275 or 3369TENANT SHALL NOT HAVE ANY RIGHT TO EXERCISE (A) THE PHASE C PREMISES EXPANSION OPTION AS SET FORTH IN EXHIBIT H; (B) THE FIRST RIGHT TO PURCHASE THE PROJECT AS SET FORTH IN EXHIBIT I, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677. Notwithstanding the foregoing, and in addition to all other rights and remedies on the part of Sublandlord if Subtenant fails to surrender the Subleased Premises upon the termination or expiration of this Sublease, in addition to any other liabilities to Sublandlord accruing therefrom, Subtenant shall indemnify, defend and hold Sublandlord harmless from all Claims resulting from such failure, including, without limitation, any Claims by any third parties based on such failure to surrender. Furthermore, in the event that Subtenant fails to surrender the Premises after such time that OR (aC) the Master Lease has expired and (b) Sublandlord has surrendered its premises under the Master Lease, then the rate for month to month tenancy at sufferance shall be one hundred and fifty percent of any and all Rent due to Master Landlord from Sublandlord under the holdover provisions of the Master Lease.THE OPTION TO PURCHASE THE PROJECT AS SET FORTH IN EXHIBIT J.

Holding Over. Subtenant shall have no right to Holdover. If Subtenant does not surrender and vacate Should Tenant hold over after the Subleased Premises at the Expiration Date expiration or sooner termination of this SubleaseSublease with Landlord’s prior written consent, Subtenant such possession by Tenant shall be deemed to be a tenant at sufferance, or at the sole election month-to-month tenancy subject to each and all terms and conditions of Sublandlord, this Sublease as applicable to a month to month-to-month tenancy, and the parties agree in either case that the reasonable rental value, if at sufferance, or the Rent if a month to month such tenancy shall be terminable upon not less than thirty (30) days’ written notice given by either Landlord or Tenant at any time. During such holding over, Tenant shall pay in advance monthly Base Rent equal to the monthly rate of one hundred and fifty percent (150%greater amount of: a) the product of the monthly Rentable Area times the base rent per square foot of Rentable Area then being quoted generally by Landlord to prospective tenants, or b) 150% of the Base Rent established under the Sublease for the last month of the Term of the Sublease. In addition, Tenant shall pay any Additional Rent as set forth in Article 3, Section 5 and if the definition of Rent in either case does not include additional rent, then with any additional rent due and other charges payable during such holdover period of time. In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree that the reasonable rental value of the Subleased Premises following the Expiration Date of under the Sublease shall be during the amounts set forth above per month. Sublandlord and Subtenant acknowledge and agree that, under the circumstances existing as of the Effective Date, it is impracticable and/or extremely difficult to ascertain the reasonable rental value of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant to timely surrender possession of the Subleased Premisesperiod in which Tenant holds over. The parties acknowledge that the liquidated damages established herein is not intended as a forfeiture or penalty within the meaning foregoing provisions of California Civil Code sections 3275 or 3369, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677. Notwithstanding the foregoing, and this Section are in addition to all other and do not affect any rights and remedies on of Landlord under the part of Sublandlord if Subtenant fails to surrender the Subleased Premises upon the termination Sublease or expiration of this Sublease, in addition as otherwise provided by law. Nothing contained herein shall constitute Landlord’s consent to any other liabilities to Sublandlord accruing therefrom, Subtenant shall indemnify, defend holding over by Tenant. The terms and hold Sublandlord harmless from all Claims resulting from such failure, including, without limitation, any Claims conditions of Tenant’s holding over may be changed by any third parties based on such failure to surrenderLandlord upon not less than thirty (30) days’ written notice. Furthermore, in the event that Subtenant If Tenant fails to surrender the Premises after upon the expiration or sooner termination of this Sublease despite written demand to do so by Landlord, Tenant shall indemnify and hold Landlord harmless from all losses or liability, including without limitation, any claim made by any succeeding tenant founded on or resulting from such time that (a) the Master Lease has expired failure to surrender, any loss of rent from prospective tenants, and (b) Sublandlord has surrendered its premises under the Master Leaseany reasonable attorneys’ fees and legal costs incurred and paid by Landlord to enforce Landlord’s rights hereunder, then the rate for month to month tenancy at sufferance shall be one hundred and fifty percent of any and all Rent due to Master Landlord from Sublandlord under the holdover provisions of the Master Leasewhether or not a legal action is filed.

Holding Over. Subtenant This Lease shall have no right terminate without further notice at the expiration of the Lease Term. Any holding over by Tenant (or any Tenant Related Parties) after Lease Termination shall not constitute a renewal or extension of the Lease Term, nor give Tenant any rights in or to Holdoverthe Premises except as expressly provided in this Lease. If Subtenant does not surrender and vacate the Subleased Premises at the Expiration Date Tenant holds over after termination of this SubleaseLease without the express written consent of Landlord, Subtenant Tenant shall be become a tenant at sufferance, or at the sole election of Sublandlord, a month to month tenancy, and the parties agree in either case sufferance only. Tenant agrees that the reasonable rental value, if at sufferance, or value of the Rent if a month to month tenancy use of the Premises during any such holding over without consent shall be the monthly rate of one hundred twenty-five percent (125%) for the first month of any holdover, and one hundred fifty percent (150%) for each month of holdover thereafter, of the monthly Base Rent set forth in Article 3effect upon the date of such termination (prorated on a daily basis), and if the definition of Rent in either case does not include additional rent, then with any additional rent due and payable Tenant shall continue to pay during such holdover period all Additional Rent payable by Tenant in effect upon the date of timesuch termination (prorated on a daily basis). In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree that the reasonable rental value Acceptance by Landlord of the Subleased Premises following the Expiration Date of the Sublease rent after such termination shall be the amounts set forth above per monthnot constitute a hold over hereunder or result in a renewal. Sublandlord and Subtenant acknowledge and agree that, under the circumstances existing as of the Effective Date, it is impracticable and/or extremely difficult to ascertain the reasonable rental value of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant to timely surrender If Tenant remains in possession of the Subleased Premises. The parties acknowledge that the liquidated damages established herein is not intended as a forfeiture or penalty within the meaning of California Civil Code sections 3275 or 3369Premises after Lease Termination without Landlord’s consent for more than thirty (30) days, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677. Notwithstanding the foregoing, and in addition to all other rights and remedies on the part of Sublandlord if Subtenant fails to surrender the Subleased Premises upon the termination or expiration of this Sublease, in addition to any other liabilities to Sublandlord accruing therefrom, Subtenant Tenant shall indemnify, defend and hold Sublandlord Landlord harmless from all Claims and against any loss, damage, expense, claim or liability resulting from such failureTenant’s failure to surrender the Premises, including, including without limitation, any Claims claims made by any third parties succeeding tenant based on such failure to surrender. Furthermoredelay in the availability of the Premises; provided, however, in no event shall the event that Subtenant fails foregoing be construed as requiring Tenant to surrender indemnify Landlord for any loss, damage, expense, claim or liability to the Premises after such time that (a) extent caused by the Master Lease has expired and (b) Sublandlord has surrendered negligence or willful misconduct of Landlord or its premises under the Master Leaserespective employees, then the rate for month to month tenancy at sufferance shall be one hundred and fifty percent of any and all Rent due to Master Landlord from Sublandlord under the holdover contractors or agents. The provisions of this Paragraph 21 shall survive the Master expiration or earlier termination of this Lease.

Holding Over. Subtenant Tenant shall have no right to Holdoverremain in possession after the Termination Date. If Subtenant does not surrender Tenant shall occupy the Demised Premises after the expiration of this Lease with the consent of Mortgagee (which consent shall be the obligation of Tenant to obtain in writing prior to the Termination Date and vacate which consent Mortgagee shall be under no obligation to give), and rent is accepted and collected from said Tenant, such occupancy and payment shall be construed as an extension of this Lease for a term of month-to-month only, from the Subleased date of such expiration. In such event, if either Mortgagee or Tenant desires to terminate said occupancy at the end of any month after the termination of this Lease, the party so desiring to terminate the same shall give the other party (30) days' written notice to that effect. If such occupancy continues after the aforesaid notice of termination, or if Tenant shall continue its occupancy after the Termination Date without obtaining Mortgagee's written consent, Tenant shall pay to Mortgagee, as partial damages, double the amount of both fixed annual rent (at the rate which was last in effect for the Term) and all additional rent for the time, on a per diem basis, Tenant retains possession of the Demised Premises or any part thereof, after termination of the Term, together with all costs, expenses and damages incurred by Mortgagee and its agents to obtain possession from Tenant. Furthermore, if such occupancy continues after the aforesaid notice of termination, or if Tenant shall continue its occupancy after the Termination Date without obtaining Mortgagee's written consent, Tenant shall be liable to Mortgagee for any loss of rents and/or liability sustained by Mortgagee or its agents in connection with any subsequent tenancy which may have intended to occupy said Demised Premises at the Expiration Date of this Sublease, Subtenant shall be a tenant at sufferance, or at the sole election of Sublandlord, a month to month tenancy, and the parties agree in either case that the reasonable rental value, if at sufferance, or the Rent if a month to month tenancy shall be the monthly rate of one hundred and fifty percent (150%) expiration of the monthly Rent set forth in Article 3, and if the definition Term herein. The acceptance of Rent in either case does not include additional rent, then with any rent and/or additional rent due and payable during such holdover period of time. In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree that the reasonable rental value of the Subleased Premises following the Expiration Date of the Sublease by Mortgagee shall not be the amounts set forth above per month. Sublandlord and Subtenant acknowledge and agree that, under the circumstances existing as of the Effective Date, it is impracticable and/or extremely difficult deemed to ascertain the reasonable rental value of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is create a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant to timely surrender possession of the Subleased Premises. The parties acknowledge that the liquidated damages established herein is not intended as a forfeiture new or penalty within the meaning of California Civil Code sections 3275 or 3369, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677. Notwithstanding the foregoing, and in addition to all additional tenancy other rights and remedies on the part of Sublandlord if Subtenant fails to surrender the Subleased Premises upon the termination or expiration of this Sublease, in addition to any other liabilities to Sublandlord accruing therefrom, Subtenant shall indemnify, defend and hold Sublandlord harmless from all Claims resulting from such failure, including, without limitation, any Claims by any third parties based on such failure to surrender. Furthermore, in the event that Subtenant fails to surrender the Premises after such time that (a) the Master Lease has expired and (b) Sublandlord has surrendered its premises under the Master Lease, then the rate for month to month tenancy at sufferance shall be one hundred and fifty percent of any and all Rent due to Master Landlord from Sublandlord under the holdover provisions of the Master Leasethan aforesaid.

Holding Over. Subtenant shall have no right to Holdover. If Subtenant does not surrender and vacate Sublessee or any party claiming by, through or under Sublessee holds over in the Subleased Premises after expiration or termination of the Sublease Term (whether for all or a portion of the Subleased Premises), such holding over or possession shall, at the Expiration Date option of this SubleaseSublessor, Subtenant shall be a tenant at sufferance, or at the sole election of Sublandlord, constitute a month to month tenancy, and the parties agree in either case that the reasonable rental value, if at sufferance, or the Rent if a month subject to month tenancy shall be the monthly rate of one hundred and fifty percent (150%) all of the monthly Rent set forth in Article 3terms and provisions of this Sublease, and if the definition of Rent Sublessor may exercise any and all remedies available to it at law or in either case does not include additional rent, then with any additional rent due and payable during such holdover period of time. In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree that the reasonable rental value of the Subleased Premises following the Expiration Date of the Sublease shall be the amounts set forth above per month. Sublandlord and Subtenant acknowledge and agree that, under the circumstances existing as of the Effective Date, it is impracticable and/or extremely difficult equity to ascertain the reasonable rental value of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant to timely surrender recover possession of the Subleased Premises. The parties acknowledge that the liquidated damages established herein is not intended as a forfeiture or penalty within the meaning of California Civil Code sections 3275 or 3369, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677. Notwithstanding the foregoing, and in addition to all other rights and remedies on the part of Sublandlord if Subtenant Sublessee fails to surrender vacate by the Subleased Premises upon the termination or scheduled expiration of this Subleasedate, in addition to any other liabilities to Sublandlord accruing therefrom, Subtenant shall indemnify, defend and hold Sublandlord harmless from all Claims resulting from such failureSublessor may recover damages, including, without limitation, all amounts payable by Sublessor as a result of any Claims by holding over, including, without limitation, consequential damages. For any third parties based on such failure to surrender. Furthermoreperiod that Sublessee or any party claiming by, through or under Sublessee remains in the event that Subtenant fails to surrender occupancy of the Subleased Premises after the expiration or termination of the Sublease Term, such time that (a) occupancy shall at Sublessor’s option be construed as a tenancy-at-will at a Base Monthly Rent equal to 100% of the Master Lease has expired Rent and (b) Sublandlord has surrendered its premises under other sums payable for the Master Lease, then month prior to expiration or termination of this Sublease. The foregoing shall not be construed as Sublessor’s consent for Sublessee to hold over and the rate for month to month tenancy at sufferance acceptance by Sublessor of any lesser sum shall be one hundred construed as payment on account and fifty percent not in satisfaction of any and all Rent due to Master Landlord from Sublandlord under the holdover provisions of the Master Leasedamages for such holding over.

Holding Over. Holding over by Subtenant is specifically prohibited, and Subtenant shall have no right to Holdoverretain possession of the Sublease Premises following the expiration or earlier termination of the Sublease Term (“Holding Over”). If Subtenant does not surrender and fails to vacate the Subleased Sublease Premises at or any portion thereof on or prior to the Expiration Date expiration or earlier termination of this Sublease, or if Subtenant fails to deliver the Sublease Premises to Sublandlord in the condition required by this Sublease then, in addition to any other right or remedy of Sublandlord under this Sublease, at law or in equity, Subtenant shall be a tenant at sufferance, or at the sole election of pay to Sublandlord, a month in addition to month tenancyAdditional Rent and Other Charges, and an amount equal to the parties agree in either case that the reasonable rental value, if at sufferance, or the Rent if a month to month tenancy shall be the monthly rate greater of one hundred and fifty percent (150%) of the monthly Rent set forth in Article 3, and if the definition of Base Rent in either case does not include additional rent, then with any additional rent due and payable during such holdover period of time. In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree that effect immediately prior to the reasonable rental value of the Subleased Premises following the Expiration Date of the Sublease shall be the amounts set forth above per month. Sublandlord and Subtenant acknowledge and agree that, under the circumstances existing as of the Effective Date, it is impracticable and/or extremely difficult to ascertain the reasonable rental value of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant to timely surrender possession of the Subleased Premises. The parties acknowledge that the liquidated damages established herein is not intended as a forfeiture expiration or penalty within the meaning of California Civil Code sections 3275 or 3369, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677. Notwithstanding the foregoing, and in addition to all other rights and remedies on the part of Sublandlord if Subtenant fails to surrender the Subleased Premises upon the earlier termination or expiration of this SubleaseSublease for each month (or portion thereof) that such failure(s) continue(s), in addition to any other liabilities to Sublandlord accruing therefrom, Subtenant shall indemnify, defend and hold Sublandlord harmless from all Claims resulting from such failure, including, without limitation, any Claims by any third parties based on such failure to surrender. Furthermore, in the event that Subtenant fails to surrender the Premises after such time that (a) the Master Lease has expired and (b) the holdover rent Sublandlord has surrendered its premises is required to pay to Master Landlord under the Master Lease due to Subtenant’s Holding Over. In addition, Subtenant shall be liable to Sublandlord for all damages incurred by Sublandlord as a result of such Holding Over (including, but not limited to, attorneys' fees and expenses and any rent payable by Sublandlord to Master Landlord under the Master Lease, then ) (including consequential damages) incurred by Sublandlord as a result of such holding over. No Holding Over by Subtenant or payment by Subtenant after the rate for month to month tenancy at sufferance expiration or earlier termination of this Sublease shall be one hundred and fifty percent of any and all Rent due construed to Master Landlord extend the Sublease Term or prevent Sublandlord from Sublandlord under the holdover provisions immediately recovering possession of the Master LeaseSublease Premises by summary proceedings or otherwise.

Holding Over. Subtenant shall have no right to Holdover. If Subtenant does not surrender and vacate the Subleased Premises at the Expiration Date of this Sublease, Subtenant shall be a tenant at sufferance, or at the sole election of Sublandlord, a month to month tenancy, and the parties agree in either case that the reasonable rental value, if at sufferance, or the Rent if a month to month tenancy shall be the monthly rate of one hundred and fifty percent (150%) of the monthly Rent set forth in Article 3, and if the definition of Rent in either case does not include additional rent, then with any additional rent due and payable during such holdover period of time. In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree that the reasonable rental value of the Subleased Premises following the Expiration Date of the Sublease shall be the amounts set forth above per month. Sublandlord and Subtenant acknowledge and agree that, under the circumstances existing as of the Effective Date, it is impracticable and/or extremely difficult to ascertain the reasonable rental value of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant to timely surrender possession of the Subleased Premises. The parties acknowledge that the liquidated damages established herein is not intended as a forfeiture or penalty within the meaning of California Civil Code sections 3275 or 3369, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677. Notwithstanding the foregoing, and in addition to all other rights and remedies on the part of Sublandlord if Subtenant Tenant fails to surrender the Subleased Premises upon at the expiration or earlier termination of this Lease, occupancy of the Premises after the termination or expiration shall be that of a tenancy at sufferance. Tenant’s occupancy of the Premises during the holdover shall be subject to all the terms and provisions of this Sublease, in Lease and Tenant shall pay an amount (on a per month basis without reduction for partial months during the holdover) equal to 150% of the sum of the Base Rent and Additional Rent due for the period immediately preceding the holdover. No holdover by Tenant or payment by Tenant after the expiration or early termination of this Lease shall be construed to extend the Term or prevent Landlord from immediate recovery of possession of the Premises by summary proceedings or otherwise. In addition to any other liabilities the payment of the amounts provided above, if Landlord is unable to Sublandlord accruing therefromdeliver possession of the Premises to a new tenant, Subtenant or to perform improvements for a new tenant, as a result of Tenant’s holdover and Tenant fails to vacate the Premises within 15 days after Landlord notifies Tenant of Landlord’s inability to deliver possession, or perform improvements, Tenant shall indemnify, defend and hold Sublandlord harmless from be liable to Landlord for all Claims resulting from such failuredamages, including, without limitation, any Claims by any third parties based on such failure consequential damages, that Landlord suffers from the holdover. Notwithstanding anything herein to surrender. Furthermorethe contrary, in the event that Subtenant fails pursuant to surrender the Premises after such time that (aSection 91.001(e) the Master Lease has expired and (b) Sublandlord has surrendered its premises under the Master Lease, then the rate for month to month tenancy at sufferance shall be one hundred and fifty percent of any and all Rent due to Master Landlord from Sublandlord under the holdover provisions of the Master LeaseTexas Property Code, Landlord and Tenant specifically agree that no notice to terminate Tenant’s tenancy hereunder will be required from and after the expiration of the Term of this Lease under Section 91.001 or Section 24.005 of the Texas Property Code before Landlord files a forcible detainer suit on grounds that the tenant is holding over beyond the end of the rental term or renewal period (if any) hereof; and any sublease hereunder shall not be approved unless it also contains a specific comparable waiver by the subtenant thereunder.

Holding Over. Subtenant shall have no right If Tenant continues to Holdover. If Subtenant does not surrender and vacate occupy the Subleased Original Leased Premises at after the Expiration Original Leased Premises Vacation Date, occupancy of the Original Leased Premises subsequent to the Original Leased Premises Vacation Date of this Sublease, Subtenant shall be that of a tenant tenancy at sufferancesufferance and in no event for month-to-month or year-to-year, but Tenant shall, throughout the entire holdover period, be subject to all the terms and provisions of the Lease and shall pay for its use and occupancy an amount (on a per month basis without reduction for any partial months during any such holdover) equal to twice the sum of the Minimum Monthly Rent and Tenant's Proportionate Share of Operating Costs, Taxes and Insurance Costs due for the period immediately preceding such holding over, provided that in no event shall Minimum Monthly Rent and Tenant's Proportionate Share of Operating Costs, Taxes and Insurance Costs during the holdover period be less than the fair market rental for the Original Leased Premises. No holding over by Tenant in the Original Leased Premises or at payments of money by Tenant to Landlord after the sole election of Sublandlord, a month to month tenancy, and the parties agree in either case that the reasonable rental value, if at sufferance, or the Rent if a month to month tenancy Original Leased Premises Vacation Date shall be the monthly rate construed to prevent Landlord from recovery of one hundred and fifty percent (150%) immediate possession of the monthly Rent set forth in Article 3, and if the definition of Rent in either case does not include additional rent, then with any additional rent due and payable during such holdover period of timeOriginal Leased Premises by summary proceedings or otherwise. In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree that addition to the reasonable rental value of the Subleased Premises following the Expiration Date of the Sublease shall be obligation to pay the amounts set forth above per month. Sublandlord during any such holdover period, Tenant also shall be liable to Landlord for all damage, including any consequential damage, which Landlord may suffer by reason of any holding over by Tenant in the Original Leased Premises, and Subtenant acknowledge Tenant shall indemnify Landlord against any and agree that, under the circumstances existing as of the Effective Date, it is impracticable and/or extremely difficult to ascertain the reasonable rental value of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant to timely surrender all claims made by any other tenant or prospective tenant against Landlord for delay by Landlord in delivering possession of the Subleased Premises. The parties acknowledge that the liquidated damages established herein is not intended as a forfeiture Original Leased Premises to such other tenant or penalty within the meaning of California Civil Code sections 3275 or 3369, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677. Notwithstanding the foregoing, and in addition to all other rights and remedies on the part of Sublandlord if Subtenant fails to surrender the Subleased Premises upon the termination or expiration of this Sublease, in addition to any other liabilities to Sublandlord accruing therefrom, Subtenant shall indemnify, defend and hold Sublandlord harmless from all Claims resulting from such failure, including, without limitation, any Claims by any third parties based on such failure to surrender. Furthermore, in the event that Subtenant fails to surrender the Premises after such time that (a) the Master Lease has expired and (b) Sublandlord has surrendered its premises under the Master Lease, then the rate for month to month tenancy at sufferance shall be one hundred and fifty percent of any and all Rent due to Master Landlord from Sublandlord under the holdover provisions of the Master Leaseprospective tenant.

Holding Over. Subtenant 11.1. Provided Tenant notifies the Landlord in writing four (4) months in advance of the Termination Date there will be a reasonable amount of time the Tenant will occupy the Premises past the Termination Date, the Base Rent and Additional Rent in effect in the final year of the Lease shall have no right to Holdoverbe effective for the Holding Over period. If Subtenant Tenant does not surrender provide four (4) months notice, for hold over possession of the Premises beyond the Termination Date or prior expiration of the Term, such holding over shall not be deemed to extend the Term or renew this Lease but such holding over shall continue upon the terms covenants and vacate the Subleased Premises at the Expiration Date conditions of this Sublease, Subtenant Lease as a tenant at will except that Tenant agrees that the charge for use and occupancy of the Premises for each calendar month or portion thereof that Tenant holds over (even if such part shall be one day) shall be a tenant at sufferance, or at the sole election of Sublandlord, a month liquidated sum equal to month tenancy, and the parties agree in either case that the reasonable rental value, if at sufferance, or the Rent if a month to month tenancy shall be the monthly rate one-twelfth (1/12th) of one hundred times the Base Rent and fifty percent Additional Rent in addition to (150%plus) the original base rent required to be paid by Tenant during the calendar year preceding the Termination Date or earlier expiration of the monthly Term. This means One and a Half the rental amount due as original Base Rent set forth in Article 3, and if the definition of Rent in either case does not include additional rent, then with any additional rent due Additional Rent. The parties recognize and payable during such holdover period of time. In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree that the reasonable rental value of the Subleased Premises following the Expiration Date of the Sublease shall be the amounts set forth above per month. Sublandlord and Subtenant acknowledge and agree that, under the circumstances existing as of the Effective Date, it is impracticable and/or extremely difficult damage to ascertain the reasonable rental value of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of the Landlord resulting from any failure of Subtenant by Tenant to timely surrender possession of the Subleased PremisesPremises will be extremely substantial, will exceed the amount of the monthly Base Rent and Additional Rent payable hereunder and will be impossible to accurately measure. The parties acknowledge that If the liquidated damages established herein is Premises are not intended as a forfeiture or penalty within the meaning of California Civil Code sections 3275 or 3369, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677. Notwithstanding the foregoing, and in addition to all other rights and remedies on the part of Sublandlord if Subtenant fails to surrender the Subleased Premises surrendered upon the termination Termination Date or prior expiration of this Subleasethe Term, in addition to any other liabilities to Sublandlord accruing therefromthe use and occupancy charge set forth above, Subtenant Tenant shall indemnify, defend indemnify and hold Sublandlord harmless from Landlord against any and all Claims losses and liabilities resulting from such failuresolely there from, including, without limitation, any Claims claims made by any third parties based on succeeding tenant founded upon such failure delay. Nothing contained in this Lease shall be construed as a consent by Landlord to surrender. Furthermore, in the event that Subtenant fails to surrender occupancy or possession by Tenant of the Premises after such beyond the Termination Date or prior expiration of the Term, and Landlord, upon said Termination Date or prior expiration of the Term, or at any time thereafter (and notwithstanding that (a) the Master Lease has expired and (b) Sublandlord has surrendered its premises under the Master LeaseLandlord may accept from Tenant one or more payments called for by this Section 11.1), then the rate for month to month tenancy at sufferance shall be one hundred and fifty percent entitled to the benefit of any and all Rent due legal remedies that now may be in force or may be hereafter enacted relating to Master Landlord from Sublandlord under the holdover immediate repossession of the Premises. The provisions of this Article shall survive the Master LeaseTermination Date or earlier expiration of the Term.

Holding Over. Subtenant shall have no right to Holdover. If Subtenant does not surrender and vacate the Subleased Premises at Tenant holds over for any period after the Expiration Date (or earlier termination of the Term), such tenancy shall constitute a tenancy at sufferance only and possession shall be subject to all of the terms of this SubleaseLease, Subtenant except that the monthly rental shall be a tenant at sufferance, or at the sole election of Sublandlord, a month to month tenancy, and the parties agree in either case that the reasonable rental value, if at sufferance, or the Rent if a month to month tenancy shall be the monthly rate of one hundred and fifty percent (150%) % of the total monthly Rent set forth in Article 3, and if rental for the definition month immediately preceding the date of Rent in either case does not include additional rent, then with any additional rent due and payable during such holdover period of time. In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree that the reasonable rental value of the Subleased Premises following the Expiration Date of the Sublease shall be the amounts set forth above per month. Sublandlord and Subtenant acknowledge and agree that, under the circumstances existing as of the Effective Date, it is impracticable and/or extremely difficult to ascertain the reasonable rental value of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant to timely surrender possession of the Subleased Premisestermination. The parties acknowledge that acceptance by Landlord of monthly hold-over rental in a lesser amount shall not constitute a waiver of Landlord’s right to recover the liquidated damages established herein is not intended as a forfeiture or penalty within the meaning of California Civil Code sections 3275 or 3369, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677full amount due unless otherwise agreed in writing by Landlord. Notwithstanding the foregoing, and in addition to all other rights and remedies on the part of Sublandlord if Subtenant If Xxxxxx fails to surrender the Subleased Premises upon the termination or expiration of this SubleaseLease despite demand to do so by Landlord, in addition to any other liabilities to Sublandlord accruing therefrom, Subtenant Tenant shall indemnify, defend indemnify and hold Sublandlord Landlord harmless from all Claims resulting from such failureloss or liability, including, including without limitation, any Claims claims made by any third parties based on succeeding tenant relating to such failure to surrender. FurthermoreThe foregoing provisions of this Section 15.1 are in addition to and do not affect Landlord’s right of re-entry or any other rights of Landlord under this Lease or at law. 15.2. SURRENDER OF PREMISES; REMOVAL OF PROPERTY. Upon the Expiration Date or upon any earlier termination of this Lease, in the event that Subtenant fails to Tenant shall quit and surrender possession of the Premises after such time that (a) to Landlord in as good order, condition and repair as when received or as hereafter may be improved by Landlord or Tenant, reasonable wear and tear and repairs which are Landlord’s obligation excepted, and shall remove or fund to Landlord the Master Lease has expired cost of removing all wallpapering, voice and/or data transmission cabling installed by or for Tenant and (b) Sublandlord has surrendered its premises Required Removables, together with all personal property and debris, and shall perform all work required under Section 7.3 of this Lease. If Tenant shall fail to comply with the Master provisions of this Section 15.2, and remove any personal property within 10 days following the expiration or earlier termination of this Lease, then the rate for month to month tenancy at sufferance such personal property shall be one hundred conclusively deemed to have been abandoned, then Landlord may effect the removal and/or make any repairs, without notice and fifty percent without incurring any liability to Tenant, and the cost to Landlord shall be additional rent payable by Tenant upon demand. Tenant hereby waives all rights under and benefits of Section 1993.03 of the California Civil Code, or any similar or successor laws now or hereafter in effect and authorizes Landlord to dispose of any and all Rent due personal property remaining at the Premises following the expiration or earlier termination of this Lease without further notice to Master Landlord from Sublandlord under the holdover provisions of the Master LeaseTenant. ARTICLE 16.

Holding Over. Subtenant shall have no right to Holdover. If Subtenant does not surrender and vacate Tenant remains in possession of the Subleased Premises at after the Expiration Date of this Subleasewith Landlord's express written consent, Subtenant Tenant's occupancy shall be a tenant month-to-month tenancy at sufferance, or at a rental rate equal to 125% of the sole election of Sublandlord, a Basic Monthly Rent and Additional Rent payable under this Lease during the last full month to month tenancy, and before the parties agree in either case that the reasonable rental value, if at sufferance, or the Rent if a month to Expiration Date. The month-to-month tenancy shall be on the monthly rate of one hundred and fifty percent (150%) of the monthly Rent set forth in Article 3terms, provisions, and if conditions of this Lease except as provided in the definition of Rent in either case does not include additional rent, then with any additional rent due and payable during such holdover period of timepreceding sentence. In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree that the reasonable rental value of the Subleased Premises following If Tenant holds over after the Expiration Date without the express written consent of Landlord, Tenant shall become a tenant at sufferance only, at a rental rate equal to 150% of the Sublease shall be the amounts set forth above per month. Sublandlord Basic Monthly Rent and Subtenant acknowledge and agree that, under the circumstances existing as Additional Rent in effect immediately prior to expiration of the Effective DateTerm (prorated on a daily basis), it is impracticable and/or extremely difficult and otherwise subject to ascertain the reasonable rental value terms, provisions, and conditions herein specified, so far as applicable. Acceptance by Landlord of rent after such expiration or earlier termination shall not constitute consent to a holdover tenancy hereunder or result in a renewal. The foregoing provisions this Paragraph 24.2 are in addition to, and do not affect, Landlord's right of re-entry or any rights of Landlord hereunder or as otherwise provided by law. Landlord expressly reserves the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant right to timely require Tenant to surrender possession of the Subleased PremisesPremises to Landlord as provided in this Lease upon expiration or other termination of this Lease. The parties acknowledge that provisions of this Paragraph 24.2 shall not be considered to limit or constitute a waiver of any other rights or remedies of Landlord provided in this Lease or at law. Notwithstanding anything to the liquidated contrary contained in this Lease, Tenant shall not be liable to Landlord for any lost profits or any other form of consequential damages established herein is not intended suffered by Landlord as a forfeiture or penalty within result of a Tenant holdover unless Landlord has delivered at least 30 days prior written notice to Tenant that Landlord, has a tenant for the meaning of California Civil Code sections 3275 or 3369, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677. Notwithstanding the foregoing, and in addition to all other rights and remedies on the part of Sublandlord if Subtenant fails to surrender the Subleased Premises upon the termination or expiration of this Subleasethe Term and Tenant thereafter holds over, in addition then Tenant shall be liable to Landlord for any lost rents and any other liabilities damages suffered Landlord on account of such holdover (collectively, "Holdover Lost Rents and Successor Damages"). Subject to Sublandlord accruing therefromthe provisions of this Paragraph 24.2, Subtenant and provided Landlord has provided Tenant with reasonable back-up documentation evidencing such losses and damages, Tenant shall indemnify, defend and hold Sublandlord Landlord harmless from all Claims and against any Holdover Lost Rents and Successor Damages resulting from such failure, including, without limitation, any Claims holdover by any third parties based on such failure to surrender. Furthermore, in Tenant beyond the event that Subtenant fails to surrender the Premises after such time that (a) the Master Lease has expired and (b) Sublandlord has surrendered its premises under the Master Lease, then the rate for month to month tenancy at sufferance shall be one hundred and fifty percent of any and all Rent due to Master Landlord from Sublandlord under the holdover provisions of the Master LeaseExpiration Date.

Holding Over. Subtenant shall have no right to Holdover. If Subtenant does not surrender and vacate the Subleased Premises at the Expiration Date Should Tenant, without Landlord’s written consent, hold over after termination of this SubleaseLease, Subtenant Tenant shall be become a tenant at sufferancesufferance and any such holding over shall not constitute an extension of this Lease. Tenant shall pay Landlord, or at the sole election of Sublandlordmonthly and in advance, a month to month tenancy, and the parties agree in either case that the reasonable rental value, if at sufferance, or the Rent if a month to month tenancy shall be the monthly rate of one hundred and fifty percent (150%) [***] of the monthly annual Rent set forth in Article 3that was payable immediately preceding the hold-over period, prorated on a per diem basis (the “Holdover Rent”), for each day Tenant shall retain Portions of this Exhibit, indicated by the xxxx “[***],” were omitted and if have been filed separately with the definition of Rent in either case does not include additional rent, then with any additional rent due Securities and payable during such holdover period of time. In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree that Exchange Commission pursuant to the reasonable rental value Registrant’s application requesting confidential treatment pursuant to Rule 24b-2 of the Subleased Premises following the Expiration Date Securities Exchange Act of 1934, as amended. possession of the Sublease shall be the amounts set forth above per month. Sublandlord and Subtenant acknowledge and agree thatPremises or any part thereof after expiration or earlier termination of this Lease, under the circumstances existing [***], then, effective as of the Effective Date[***] and (ii) Tenant shall also be responsible for all damages sustained by Landlord on account of such holding over by Tenant. The foregoing provisions shall not serve as permission for Tenant to hold-over, it is impracticable and/or extremely difficult nor serve to ascertain extend the reasonable rental value Term (although Tenant shall remain bound to comply with all provisions of this Lease until Tenant vacates the Subleased Premises) and Landlord shall have the right at any time thereafter to enter and possess the Premises on the Expiration Date and that the reasonable rental value established herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant remove all property and persons therefrom or to timely require Tenant to surrender possession of the Subleased PremisesPremises as provided in this Lease upon the expiration or earlier termination of the Term, so long as such actions are taken in compliance with applicable Laws. The parties acknowledge that the liquidated damages established herein is not intended as a forfeiture or penalty within the meaning of California Civil Code sections 3275 or 3369, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677. Notwithstanding the foregoing, and in addition to all other rights and remedies on the part of Sublandlord if Subtenant If Tenant fails to surrender the Subleased Premises upon the expiration or earlier termination or expiration of this SubleaseLease, in addition then, effective as of the [***], Tenant agrees to any other liabilities to Sublandlord accruing therefrom, Subtenant shall indemnify, defend and hold Sublandlord harmless Landlord from all Claims resulting from such failurecosts, loss, expense or liability, including, without limitation, any Claims claims made by any third parties based on such failure to surrendersucceeding tenant and real estate brokers’ claims and reasonable attorneys’ fees. Furthermore, in the event that Subtenant fails to surrender the Premises after such time that (a) the Master Lease has expired and (b) Sublandlord has surrendered its premises under the Master Lease, then the rate for month to month tenancy at sufferance shall be one hundred and fifty percent No acceptance by Landlord of any and all Rent due to Master Landlord from Sublandlord under during or for any period following the holdover provisions expiration or termination of the Master Lease shall operate or be construed as an extension or renewal of the Lease.

Holding Over. Subtenant shall have no right to Holdover. If Subtenant does not surrender and vacate the Subleased Premises at the Expiration Date of this Sublease, Subtenant shall be a tenant at sufferance, or at the sole election of Sublandlord, a month to month tenancy, and the parties agree in either case that the reasonable rental value, if at sufferance, or the Rent if a month to month tenancy shall be the monthly rate of one hundred and fifty percent (150%) of the monthly Rent set forth in Article 3, and if the definition of Rent in either case does not include additional rent, then with any additional rent due and payable during such holdover period of time. In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree that the reasonable rental value of the Subleased Premises following the Expiration Date of the Sublease shall be the amounts set forth above per month. Sublandlord and Subtenant acknowledge and agree that, under the circumstances existing as of the Effective Date, it is impracticable and/or extremely difficult to ascertain the reasonable rental value of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant to timely surrender possession of the Subleased Premises. The parties acknowledge that the liquidated damages established herein is not intended as a forfeiture or penalty within the meaning of California Civil Code sections 3275 or 3369, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677. Notwithstanding the foregoing, and in addition to all other rights and remedies on the part of Sublandlord if Subtenant fails to surrender the Subleased Premises upon at the expiration or earlier termination of this Sublease, occupancy of the Subleased Premises after the termination or expiration shall be that of a tenancy at sufferance. Subtenant’s occupancy of the Subleased Premises during the holdover shall be subject to all the terms and provisions of this Sublease, in Sublease and Subtenant shall pay an amount (on a per month basis without reduction for partial months during the holdover) equal to 150% of the sum of the Base Rent and Additional Rent due for the period immediately preceding the holdover. No holdover by Subtenant or payment by Subtenant after the expiration or early termination of this Sublease shall be construed to extend the Term or prevent Sublandlord from immediate recovery of possession of the Subleased Premises by summary proceedings or otherwise. In addition to any other liabilities the payment of the amounts provided above, if Sublandlord is unable to Sublandlord accruing therefromdeliver possession of the Subleased Premises to a new subtenant or to Landlord, as the case may be, or to perform improvements for a new subtenant, as a result of Subtenant’s holdover, Subtenant shall indemnify, defend and hold be liable to Sublandlord harmless from for all Claims resulting from such failuredamages, including, without limitation, any Claims consequential damages, that Sublandlord suffers from the holdover; Subtenant expressly acknowledges that such damages may include all of the holdover rent charged by any third parties based on such failure to surrender. Furthermore, in the event that Subtenant fails to surrender the Premises after such time that (a) Landlord under the Master Lease has expired as a result of Subtenant’s holdover, which Master Lease holdover rent may apply to the entire Master Lease Premises. Notwithstanding the foregoing or any contrary provision of the Sublease, if the Term expires on the Expiration Date, Subtenant shall be entitled to hold over, without any obligation to pay Rent, solely for the purpose of performing any restoration or repair obligations of Subtenant under this Sublease so long as (i) Subtenant’s work does not interfere with Sublandlord’s restoration work, if any, the performance of which is concurrent with Subtenant’s work, and (bii) Sublandlord has surrendered its premises under in no event will Subtenant have any right to remain in the Master Lease, then Subleased Premises for any reason whatsoever following the rate for month to month tenancy at sufferance shall be one hundred and fifty percent date which precedes the date of any and all Rent due to Master Landlord from Sublandlord under the holdover provisions expiration of the Master Lease.

Holding Over. Subtenant shall have no right to Holdover. If Subtenant does not surrender and vacate Should Tenant hold over after the Subleased Premises at the Expiration Date expiration or sooner termination of this SubleaseLease without the express prior written consent of Landlord, Subtenant such possession by Tenant shall be deemed to be a tenant at sufferance, or at the sole election month-to-month tenancy subject to each and all terms and conditions of Sublandlord, this Lease as applicable to a month to month-to-month tenancy, and the parties agree in either case that the reasonable rental value, if at sufferance, or the Rent if a month to month such tenancy shall be terminable upon not less than thirty (30) days’ notice given by either Landlord or Tenant at any time. During such holding over, Tenant shall pay in advance monthly Rental equal to the monthly greater amount of: a) the product of the rentable area times the Base Rent per square feet of rentable area being quoted generally by Landlord to prospective Tenants, or b) the rental rate established under the Lease for the last month of one hundred and the Term of the Lease, plus fifty percent (15050%) of the monthly Rent ). In addition, Tenant shall pay any additional rent as set forth in Article 3, Paragraph 4 and if any other charges payable under the definition Lease during the period in which Tenant holds over. The foregoing provisions of Rent this Paragraph are in either case does addition to and do not include additional rent, then with affect Landlord’s right to re-enter the Premises or any additional rent due and payable during such holdover period other rights of timeLandlord under the Lease or as otherwise provided by law. In connection with Nothing contained in this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree that the reasonable rental value of the Subleased Premises following the Expiration Date of the Sublease Paragraph 22 shall be construed as consent by Landlord to any holding over by Tenant and Landlord expressly reserves the amounts set forth above per month. Sublandlord and Subtenant acknowledge and agree that, under the circumstances existing as of the Effective Date, it is impracticable and/or extremely difficult right to ascertain the reasonable rental value of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant require Tenant to timely surrender possession of the Subleased PremisesPremises to Landlord as provided in this Lease upon the expiration or earlier termination of this Lease. The parties acknowledge that the liquidated damages established herein is terms and conditions of Tenant’s holding over may be changed by Landlord upon not intended as a forfeiture or penalty within the meaning of California Civil Code sections 3275 or 3369, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677less than thirty (30) days’ notice. Notwithstanding the foregoing, and in addition to all other rights and remedies on the part of Sublandlord if Subtenant fails to surrender the Subleased Premises upon the termination or expiration of this Sublease, in addition to any other liabilities to Sublandlord accruing therefrom, Subtenant shall indemnify, defend and hold Sublandlord harmless from all Claims resulting from such failure, including, without limitation, any Claims by any third parties based on such failure to surrender. Furthermore, in the event that Subtenant If Tenant fails to surrender the Premises after upon the expiration or sooner termination of this Lease despite demand to do so by Landlord, Tenant shall indemnify and hold Landlord harmless from all losses or liability, including without limitation, any claim made by any succeeding tenant founded on or resulting from such time that (a) the Master Lease has expired failure to surrender, any loss of rent from prospective tenants, and (b) Sublandlord has surrendered its premises under the Master Leaseany attorneys’ fees and legal costs incurred by Landlord, then the rate for month to month tenancy at sufferance shall be one hundred and fifty percent of any and all Rent due to Master Landlord from Sublandlord under the holdover provisions of the Master Leasewhether or not a legal action is filed.

Holding Over. Subtenant shall have no right to Holdover. If Subtenant does not surrender and vacate Any holding over after the Subleased Premises at the Expiration Date expiration or other termination of this Sublease, Subtenant Lease with the written consent of Landlord delivered to Tenant shall be construed to be a tenant at sufferance, or at the sole election of Sublandlord, a tenancy from month to month tenancyat the Base Rent in effect on the date of such expiration or termination on the terms, covenants and conditions herein specified so far as applicable. Any holding over after the parties agree in either case that expiration or other termination of this Lease without the reasonable rental value, if at sufferance, or the Rent if a month to month tenancy written consent of Landlord shall be construed to be a tenancy at sufferance on all the monthly rate of terms set forth herein, except that Base Rent shall be equal to one hundred and fifty twenty five percent (150125%) of the monthly Base Rent set forth in Article 3, payable by Tenant immediately prior to such holding over for the first thirty (30) days of such holding over and if the definition one hundred fifty (150% ) thereafter. Acceptance by Landlord of Rent after the expiration or termination of this Lease shall not constitute a consent by Landlord to any such tenancy from month to month or result in either case does not include additional rent, then with any additional rent due and payable during such holdover period of time. In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree that the reasonable rental value other tenancy or any renewal of the Subleased Premises following term hereof. 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 Expiration Date of the Sublease shall be the amounts set forth above per month. Sublandlord and Subtenant acknowledge and agree that, under the circumstances existing as of the Effective Date, it is impracticable and/or extremely difficult to ascertain the reasonable rental value of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant to timely surrender possession of the Subleased Premises. The parties acknowledge that the liquidated damages established herein is not intended as a forfeiture or penalty within the meaning of California Civil Code sections 3275 or 3369Therefore, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677. Notwithstanding the foregoing, and in addition to all other rights and remedies on the part of Sublandlord if Subtenant Tenant fails to surrender the Subleased Premises upon the expiration or other termination or expiration of this SubleaseLease, then, in addition to any other liabilities to Sublandlord Landlord accruing therefrom, Subtenant Tenant shall indemnifyprotect, defend defend, indemnify and hold Sublandlord Landlord harmless from all Claims Losses resulting from such failure, including, without limitationlimiting the generality of the foregoing, any Claims claims made by any third parties based on succeeding tenant founded upon such failure to surrender. Furthermoresurrender and any lost profits to Landlord resulting therefrom; provided, in the event however, that Subtenant fails Tenant’s obligations to surrender the Premises after indemnify and hold Landlord harmless with respect to such time that (a) the Master Lease has expired and (b) Sublandlord has surrendered its premises under the Master Lease, then the rate for month to month tenancy at sufferance claims shall be one hundred and fifty percent conditioned upon Landlord providing Tenant with not less than thirty (30) days prior written notice of any and all Rent due Landlord’s entry into a lease or other agreement that will give rise to Master Landlord from Sublandlord under the holdover such claims. The provisions of the Master Leasethis Paragraph are in addition to, and do not affect, Landlord’s right to reentry or other rights hereunder or provided by law.

Holding Over. Subtenant MISSION PARK BUSINESS CENTER 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 holding over with Landlord's consent shall have no right to Holdovernot result in any other tenancy or in a renewal of the original term of this Lease. If Subtenant does not surrender and vacate Tenant remains in possession of all or any part of the Subleased Premises at after the Expiration Date expiation or earlier termination of this Subleasethe Term without Landlord's consent, Subtenant Tenant's continued possession shall be on the basis of a tenant tenancy at sufferance, or at sufferance and Tenant shall pay as Monthly Base Rent during the sole election holdover period an amount equal to the greater of Sublandlord, a month to month tenancy, and the parties agree in either case that the reasonable rental value, if at sufferance, or the Rent if a month to month tenancy shall be the monthly rate of (x) one hundred and fifty percent (150%) of the monthly fair market rental (as reasonably determined by Landlord) for the Premises, or (y) two hundred percent (200%) of the Monthly Base Rent set forth in Article 3payable under this Lease for the last full month before the date of expiration or earlier termination of the Term. In addition, and if the definition of Rent in either case does not include additional rent, then with any additional rent due and payable during such holdover period of time. In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree that the reasonable rental value of the Subleased Premises following the Expiration Date of the Sublease Tenant shall be the amounts set forth above per month. Sublandlord and Subtenant acknowledge and agree that, under the circumstances existing as of the Effective Date, it is impracticable and/or extremely difficult pay to ascertain the reasonable rental value of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant to timely surrender possession of the Subleased Premises. The parties acknowledge that the liquidated damages established herein is not intended as a forfeiture or penalty within the meaning of California Civil Code sections 3275 or 3369, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677. Notwithstanding the foregoing, and in addition to Landlord all other rights and remedies on the part of Sublandlord if Subtenant fails sums required to surrender the Subleased Premises upon the termination or expiration of be paid by Tenant to Landlord under this Sublease, in addition to any other liabilities to Sublandlord accruing therefrom, Subtenant shall indemnify, defend and hold Sublandlord harmless from all Claims resulting from such failureLease, including, without limitation, Operating Expenses. If Tenant remains in possession of all or any Claims part of the Premises 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 Premises or any third parties based on such failure part thereof to surrender. Furthermore, the condition in the event that Subtenant fails which Tenant was to surrender the Premises after such time that (a) same, and claims made by any succeeding tenant founded on or resulting from Tenant's failure to surrender the Master Lease has expired and (b) Sublandlord has surrendered its premises under the Master Lease, then the rate for month to month tenancy at sufferance shall be one hundred and fifty percent of any and all Rent due to Master Landlord from Sublandlord under the holdover Premises. The provisions of the Master immediately preceding sentence shall survive the expiration or earlier termination of this Lease. Nothing in this Subparagraph 11(b) shall be construed as implied consent by Landlord to any holding over by Tenant. Landlord expressly reserves the right to require Tenant to surrender possession of the Premises to Landlord as provided in this Lease on the expiration or earlier termination of the Term of this Lease. The provision of this Subparagraph 11(b) shall not be considered to limit or constitute a waiver of any other rights or remedies of Landlord provided in this Lease or at law.

Holding Over. Subtenant shall have no right to Holdover. If Subtenant does not surrender and vacate Tenant holds over after the Subleased Premises at expiration of the Expiration Date Lease Term, with or without the express or implied consent of this SubleaseLandlord, Subtenant shall be a tenant at sufferance, or at the sole election of Sublandlord, a month to month tenancy, and the parties agree in either case that the reasonable rental value, if at sufferance, or the Rent if a month to month such tenancy shall be the 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 at a monthly rate of equal to one hundred and fifty percent (150%) of the monthly Base Rent set forth applicable immediately before the expiration of the Lease Term. Such Industrial Lease—Las Vegas, Nevada 0000 X. Xxxxxxx Xxxx. Xxx Xxxxx, Xxxxxx Switch Communications Group, L.L.C. Table of Contents month-to-month tenancy shall be subject to every other term, covenant and agreement contained herein. Nothing contained in Article 3this Section 2.04 shall be construed as consent by Landlord to any holding over by Tenant, and if Landlord expressly reserves the definition of Rent in either case does not include additional rent, then with any additional rent due and payable during such holdover period of time. In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree that the reasonable rental value of the Subleased Premises following the Expiration Date of the Sublease shall be the amounts set forth above per month. Sublandlord and Subtenant acknowledge and agree that, under the circumstances existing as of the Effective Date, it is impracticable and/or extremely difficult right to ascertain the reasonable rental value of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant require Tenant to timely surrender possession of the Subleased PremisesProperty to Landlord as provided in this Lease upon the expiration or other termination of this Lease. The parties acknowledge that the liquidated damages established herein is provisions of this Section 2.04 shall not intended as be deemed to limit or constitute a forfeiture or penalty within the meaning waiver of California Civil Code sections 3275 or 3369, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677. Notwithstanding the foregoing, and in addition to all any other rights and or remedies on the part of Sublandlord if Subtenant Landlord provided herein or at law. If Tenant fails to surrender the Subleased Premises Property upon the termination or expiration of this SubleaseLease in the condition required by Sections 6.06 and 10.07 of this Lease, without the written consent of Landlord or pursuant to the provisions of this Lease, in addition to any other liabilities to Sublandlord Landlord accruing therefrom, Subtenant Tenant shall indemnifyprotect, defend defend, indemnify and hold Sublandlord Landlord harmless from all Claims loss, costs (including reasonable attorneys’ fees) and liability resulting from such failure, including, without limitationlimiting the generality of the foregoing, any Claims claims made by any third parties based on succeeding tenant founded upon such failure to surrender, and any lost profits to Landlord resulting therefrom. FurthermoreTenant, in prior to Tenant’s holdover of the event that Subtenant fails to surrender Property, may request from Landlord notice of the Premises after following: (1) whether Landlord has at such time that (a) entered into a new lease for the Master Lease has expired Property, and (b2) Sublandlord has surrendered its premises under whether Landlord anticipates incurring any damages as a result of Tenant’s holdover of the Master LeaseProperty, then specifying the rate for month to month tenancy at sufferance shall be one hundred and fifty percent amount of any and all Rent due to Master Landlord from Sublandlord under the holdover provisions of the Master Leasesuch damages.

Holding Over. Subtenant shall have no right to Holdover12.1. If Subtenant does Tenant holds over possession of the Premises beyond the Termination Date or prior expiration of the Term, such holding over shall not surrender be deemed to extend the Term or renew this Lease but such holding over shall continue upon the terms covenants and vacate the Subleased Premises at the Expiration Date conditions of this Sublease, Subtenant Lease as a tenant at will except that Tenant agrees that the charge for use and occupancy of the Premises for each calendar month or portion thereof that Tenant holds over (even if such part shall be one day) shall be a tenant at sufferance, or at the sole election of Sublandlord, a month liquidated sum equal to month tenancy, and the parties agree in either case that the reasonable rental value, if at sufferance, or the Rent if a month to month tenancy shall be the monthly rate one-twelfth (1/12th) of one hundred and fifty percent (150%) of the monthly Base Rent set forth in Article 3, and if Additional Rent required to be paid by Tenant during the definition calendar year preceding the Termination Date or earlier expiration of Rent in either case does not include additional rent, then with any additional rent due the Term. The parties recognize and payable during such holdover period of time. In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree that the reasonable rental value of the Subleased Premises following the Expiration Date of the Sublease shall be the amounts set forth above per month. Sublandlord and Subtenant acknowledge and agree that, under the circumstances existing as of the Effective Date, it is impracticable and/or extremely difficult damage to ascertain the reasonable rental value of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of the Landlord resulting from any failure of Subtenant by Tenant to timely surrender possession of the Subleased PremisesPremises will be extremely substantial, will exceed the amount of the monthly Base Rent and Additional Rent payable hereunder and will be impossible to accurately measure. The parties acknowledge that If the liquidated damages established herein is Premises are not intended as a forfeiture or penalty within the meaning of California Civil Code sections 3275 or 3369, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677. Notwithstanding the foregoing, and in addition to all other rights and remedies on the part of Sublandlord if Subtenant fails to surrender the Subleased Premises surrendered upon the termination Termination Date or prior expiration of this Subleasethe Term, in addition to any other liabilities to Sublandlord accruing therefromthe use and occupancy charge set forth above, Subtenant Tenant shall indemnify, defend indemnify and hold Sublandlord harmless from Landlord against any and all Claims losses and liabilities resulting from such failuretherefrom, including, without limitation, any Claims claims made by any third parties based on succeeding tenant founded upon such failure delay. Nothing contained in this Lease shall be construed as a consent by Landlord to surrender. Furthermore, in the event that Subtenant fails to surrender occupancy or possession by Tenant of the Premises after such beyond the Termination Date or prior expiration of the Term, and Landlord, upon said Termination Date or prior expiration of the Term, or at any time thereafter (and notwithstanding that (a) the Master Lease has expired and (b) Sublandlord has surrendered its premises under the Master LeaseLandlord may accept from Tenant one or more payments called for by this Section 12.1), then the rate for month to month tenancy at sufferance shall be one hundred and fifty percent entitled to the benefit of any and all Rent due legal remedies that now may be in force or may be hereafter enacted relating to Master Landlord from Sublandlord under the holdover immediate repossession of the Premises. The provisions of this Article shall survive the Master LeaseTermination Date or earlier expiration of the Term.

Holding Over. Subtenant If Landlord agrees in writing that Tenant may hold over after the expiration or earlier termination of this Lease, unless the parties hereto otherwise agree in writing as to the terms of such holding over, the holdover tenancy shall have no right be subject to Holdovertermination by Landlord or Tenant at any time upon not less than thirty (30) days' prior written notice. If Subtenant does not surrender and vacate Tenant holds over without the Subleased Premises at consent of Landlord, the Expiration Date of this Sublease, Subtenant same shall be a tenant tenancy at sufferancesufferance only, which shall be terminable by Landlord at any time and (a) if Tenant shall fail to surrender and deliver to Landlord possession of the Premises in accordance with the terms of this Lease on or at before the sole election date on which this Lease shall terminate or expire, Tenant shall be liable to Landlord for any and all actual damages incurred by Landlord (and shall reimburse Landlord for all of SublandlordLandlord's actual costs and expenses (including, a month without limitation, for attorney's fees) in connection with Tenant's failure to month tenancysurrender the Premises in accordance with the terms of this Lease on or before the date on which this Lease shall terminate or expire, and (b) if Tenant shall fail to surrender and deliver to Landlord possession of the parties agree Premises in either case accordance with the terms of this Lease on or before the date that is ninety (90) days following the reasonable rental valuetermination or expiration of this Lease, if at sufferanceTenant shall additionally indemnify, defend and hold Landlord 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 by reason of Tenant's failure to surrender the Rent if a month to month tenancy Premises on or before the date that is ninety (90) days following the termination or expiration of this Lease. All of the other terms and provisions of this Lease shall be applicable during any holdover period, with or without consent, except that Tenant shall pay to Landlord from time to time upon demand, as Rent for the monthly rate period of any holdover without Landlord's consent, an amount equal to one hundred and fifty percent (150%) of the monthly then applicable Base Rent set forth in Article 3, and if the definition plus one hundred percent (100%) of all Additional Rent in either case does not include additional renteffect on the termination date, then with any additional rent due and payable during such holdover period of time. In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree that the reasonable rental value computed on a daily basis for each day of the Subleased Premises following holdover period. Except to the Expiration Date extent expressly provided in the first sentence of the Sublease this Paragraph 16.2, no holding over by Tenant, whether with or without consent of Landlord, shall be the amounts set forth above per month. Sublandlord and Subtenant acknowledge and agree that, under the circumstances existing as of the Effective Date, it is impracticable and/or extremely difficult operate to ascertain the reasonable rental value of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant to timely surrender possession of the Subleased Premisesextend this Lease. The parties acknowledge that the liquidated damages established herein is not intended as a forfeiture or penalty within the meaning of California Civil Code sections 3275 or 3369, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677. Notwithstanding the foregoing, and in addition to all other rights and remedies on the part of Sublandlord if Subtenant fails to surrender the Subleased Premises upon the termination or expiration preceding provisions of this Sublease, in addition Paragraph 16.2 shall not be construed as Landlord's consent to any other liabilities to Sublandlord accruing therefrom, Subtenant shall indemnify, defend and hold Sublandlord harmless from all Claims resulting from such failure, including, without limitation, any Claims holding over by any third parties based on such failure to surrender. Furthermore, in the event that Subtenant fails to surrender the Premises after such time that (a) the Master Lease has expired and (b) Sublandlord has surrendered its premises under the Master Lease, then the rate for month to month tenancy at sufferance shall be one hundred and fifty percent of any and all Rent due to Master Landlord from Sublandlord under the holdover provisions of the Master LeaseTenant.

Holding Over. Subtenant If Tenant, with Landlord’s prior written consent, shall have no right to Holdover. If Subtenant does not surrender and vacate be in possession of the Subleased Premises at after the Expiration Termination Date or any earlier termination of this Sublease, Subtenant Lease such occupancy shall be deemed to be under a tenant at sufferance, or at the sole election of Sublandlord, a month to month-to-month tenancy, and which shall continue until either party provides thirty (30) days’ written notice to the parties agree in either case other that the reasonable rental valuenotifying party elects to terminate the tenancy, if at sufferance, or in which event the Rent if a month to month tenancy shall be terminate at the monthly rate end of the thirty (30) day period. The Base Rent during such tenancy shall equal one hundred and twenty five (125%) percent of the Base Rent for the Lease Year during which expiration or termination of the Term occurred. If, without Landlord’s prior written consent, Tenant continues to occupy the Premises after this Lease is terminated or expires, without altering or impairing any of Landlord’s rights under this Lease or applicable law or implying any right to remain in possession, Tenant agrees to pay to Landlord as Base Rent for the Premises until the Tenant surrenders possession of the Premises to Landlord, a sum equaling one hundred fifty percent (150%) percent of the amount of monthly Base Rent set forth in Article 3, and if for the definition of Rent in either case does not include additional rent, then with any additional rent due and payable Lease Year during such holdover period of time. In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree that the reasonable rental value of the Subleased Premises following the Expiration Date of the Sublease shall be the amounts set forth above per month. Sublandlord and Subtenant acknowledge and agree that, under the circumstances existing as of the Effective Date, it is impracticable and/or extremely difficult to ascertain the reasonable rental value of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant to timely surrender possession of the Subleased Premises. The parties acknowledge that the liquidated damages established herein is not intended as a forfeiture or penalty within the meaning of California Civil Code sections 3275 or 3369, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677. Notwithstanding the foregoing, and in addition to all other rights and remedies on the part of Sublandlord if Subtenant fails to surrender the Subleased Premises upon the which termination or expiration of this Sublease, in addition to any other liabilities to Sublandlord accruing therefrom, Subtenant shall indemnify, defend and hold Sublandlord harmless from all Claims resulting from such failure, including, without limitation, any Claims by any third parties based on such failure to surrenderoccurred. Furthermore, in the event that Subtenant fails to surrender If Tenant occupies the Premises after such time that (a) the Master Lease has expired is terminated or expires without having obtained Landlord’s prior written consent, Tenant agrees to protect, defend, indemnify and (b) Sublandlord has surrendered its premises under hold Landlord harmless from any Claims asserted against Landlord by reason of Landlord’s failure to deliver the Master Lease, then Premises to or make the rate Premises available for month to month tenancy at sufferance shall be one hundred and fifty percent of any and all Rent due to Master Landlord from Sublandlord under the holdover provisions a subsequent tenant of the Master LeasePremises.

Holding Over. Subtenant shall have no right Unless Landlord expressly consents in writing to Holdover. If Subtenant does not surrender and vacate the Subleased Premises at the Expiration Date of this SubleaseTenant’s holding over, Subtenant Tenant shall be only a tenant Tenant at sufferance, whether or at not Landlord accepts any Rent from Tenant or any other person while Tenant is holding over without Landlord’s written consent. If Tenant shall retain possession of the sole election Premises or any portion thereof without Landlord’s consent following the expiration of Sublandlordthis Lease or sooner termination for any reason, a month then Tenant shall pay to month tenancy, and the parties agree in either case that the reasonable rental value, if at sufferance, or the Rent if a month to month tenancy shall be the monthly rate Landlord for each day of such retention one hundred and fifty percent (150%) of the monthly Rent set forth in Article 3, and if the definition amount of Rent in either case does not include additional rent, then with any additional rent due and payable during such holdover period of time. In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree that the reasonable daily rental value of the Subleased Premises following the Expiration Date of the Sublease shall be the amounts set forth above per month. Sublandlord and Subtenant acknowledge and agree that, under the circumstances existing as of the Effective Date, it is impracticable and/or extremely difficult last month prior to ascertain the reasonable rental value date of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant to timely surrender possession of the Subleased Premisesexpiration or earlier termination. The parties acknowledge that the liquidated damages established herein is not intended as a forfeiture or penalty within the meaning of California Civil Code sections 3275 or 3369, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677. Notwithstanding the foregoing, and in addition to all other rights and remedies on the part of Sublandlord if Subtenant fails to surrender the Subleased Premises upon the termination or expiration of this Sublease, in addition to any other liabilities to Sublandlord accruing therefrom, Subtenant Tenant shall also indemnify, defend defend, protect and hold Sublandlord Landlord harmless from all Claims any loss, liability or cost, including reasonable attorneys’ fees, resulting from such failuredelay by Tenant in surrendering the Premises, including, without limitation, any Claims claims made by any third parties based the succeeding tenant founded on such failure to surrenderdelay. FurthermoreAcceptance of Rent by Landlord following expiration or earlier termination shall not constitute a renewal of this Lease, and nothing contained in this Paragraph 25 shall waive Landlord’s right of reentry or any other right. Additionally, in the event that Subtenant fails upon expiration or earlier termination of this Lease, Tenant has not fulfilled its obligation with respect to surrender repairs and cleanup of the Premises after such time that (a) the Master Lease has expired and (b) Sublandlord has surrendered its premises under the Master or any other Tenant obligations as set forth in this Lease, then Landlord shall have the rate for month right to month tenancy perform any such obligations as it deems necessary at sufferance Tenant’s sole cost and expense, and any time required by Landlord to complete such obligations shall be one hundred considered a period of holding over and fifty percent the terms of any and all Rent due to Master Landlord from Sublandlord under the holdover this Paragraph 25 shall apply. The provisions of the Master this Paragraph 25 shall survive any expiration or earlier termination of this Lease.

Holding Over. Subtenant The Tenant shall have no right to Holdoverremain in possession after the Termination Date. If Subtenant does not surrender the Tenant shall occupy the Demised Premises after the expiration of this Lease with the consent of the Landlord (which consent shall be the obligation of Tenant to obtain in writing prior to the Termination Date and vacate which consent Landlord shall be under no obligation to give), and rent is accepted and collected from said Tenant, such occupancy and payment shall be construed as an extension of this Lease for a term of month-to-month only, from the Subleased date of such expiration. In such event, if either Landlord or Tenant desires to terminate said occupancy at the end of any month after the termination of this Lease, the party so desiring to terminate the same shall give the other party thirty (30) days' written notice to that effect. If such occupancy continues after the aforesaid notice of termination, or if Tenant shall continue its occupancy after the Termination Date without obtaining Landlord's written consent, Tenant shall pay to Landlord, as partial damages, double the amount of both fixed annual rental (at the rate which was last in effect for the term) and all additional rent for the time, on a per diem basis, Tenant retains possession of the Demised Premises or any part thereof after termination of the term, together with all costs, expenses and damages incurred by Landlord and its agents to obtain possession from Tenant. Furthermore, if such occupancy continues after the aforesaid notice of termination, or if Tenant shall continue its occupancy after the Termination Date without obtaining Landlord's written consent, Tenant shall be liable to Landlord for any loss of rents and/or liability sustained by Landlord or its agents in connection with any subsequent tenancy which may have intended to occupy said Demised Premises at the Expiration Date of this Sublease, Subtenant shall be a tenant at sufferance, or at the sole election of Sublandlord, a month to month tenancy, and the parties agree in either case that the reasonable rental value, if at sufferance, or the Rent if a month to month tenancy shall be the monthly rate of one hundred and fifty percent (150%) expiration of the monthly Rent set forth in Article 3, and if the definition term herein. The acceptance of Rent in either case does not include additional rent, then with any rent and/or additional rent due and payable during such holdover period of time. In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree that the reasonable rental value of the Subleased Premises following the Expiration Date of the Sublease by Landlord shall not be the amounts set forth above per month. Sublandlord and Subtenant acknowledge and agree that, under the circumstances existing as of the Effective Date, it is impracticable and/or extremely difficult deemed to ascertain the reasonable rental value of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is create a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant to timely surrender possession of the Subleased Premises. The parties acknowledge that the liquidated damages established herein is not intended as a forfeiture new or penalty within the meaning of California Civil Code sections 3275 or 3369, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677. Notwithstanding the foregoing, and in addition to all additional tenancy other rights and remedies on the part of Sublandlord if Subtenant fails to surrender the Subleased Premises upon the termination or expiration of this Sublease, in addition to any other liabilities to Sublandlord accruing therefrom, Subtenant shall indemnify, defend and hold Sublandlord harmless from all Claims resulting from such failure, including, without limitation, any Claims by any third parties based on such failure to surrender. Furthermore, in the event that Subtenant fails to surrender the Premises after such time that (a) the Master Lease has expired and (b) Sublandlord has surrendered its premises under the Master Lease, then the rate for month to month tenancy at sufferance shall be one hundred and fifty percent of any and all Rent due to Master Landlord from Sublandlord under the holdover provisions of the Master Leasethan aforesaid.

Holding Over. Subtenant shall have no right to Holdoverholdover. If Subtenant does not 12 surrender and vacate the Subleased Premises at the Expiration Date expiration or earlier termination of this Sublease, Subtenant shall be a tenant at sufferance, or at the sole election of Sublandlord, a month to month tenancy, and the parties agree in either case that the reasonable rental value, if at sufferance, or the Rent if a month to month tenancy shall be Rent at the greater of (1) the monthly rate of one hundred and fifty percent (150%) of the monthly Base Rent set forth in Article 3Section 4, or (2) the rate of any and if all Rent due to Master Landlord from Sublandlord under the definition holdover provisions of Rent in either case does the Master Lease, including, but not include additional rentlimited to, then with any additional rent Operating Expenses and Real Property Taxes due and payable during such holdover period of time. In connection with this Xxxxxxxxx 00.0the foregoing, Xxxxxxxxxxx Sublandlord and Subtenant agree that the reasonable rental value of the Subleased Premises following the Expiration Date expiration or earlier termination of the Sublease shall be the amounts set forth above per month. Sublandlord and Subtenant acknowledge and agree that, under the circumstances existing as of the Effective Date, it is impracticable and/or extremely difficult to ascertain the reasonable rental value of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant to timely surrender possession of the Subleased Premises. The parties acknowledge that the liquidated damages established herein is not intended as a forfeiture or penalty within the meaning of California Civil Code sections 3275 or 3369, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677. Notwithstanding the foregoing, and in addition to all other rights and remedies on the part of Sublandlord if Subtenant fails to surrender the Subleased Premises upon the termination or expiration of this Sublease, in addition to any other liabilities to Sublandlord accruing therefrom, Subtenant shall indemnify, defend and hold Sublandlord harmless from all Claims resulting from such failure, including, without limitation, any Claims by any third parties based on such failure to surrendersurrender and any lost profits to Sublandlord resulting therefrom. Furthermore, in the event that Subtenant fails to surrender the Premises after such time that (a) the Master Lease has expired and (b) Sublandlord has surrendered its premises under the Master Lease, then the rate for month to month tenancy at sufferance shall be one hundred and fifty percent of any and all Rent due to Master Landlord from Sublandlord under the holdover provisions of the Master Lease14.

Holding Over. Subtenant shall have no right In the event Tenant, or any party under Tenant claiming rights to Holdover. If Subtenant does not surrender and vacate this Lease, retains possession of the Subleased Premises at after the Expiration Date expiration or earlier termination of this SubleaseLease, Subtenant such possession shall constitute and be construed as a tenancy at will only, subject, however, to all of the terms, provisions, covenants and agreements on the part of Tenant hereunder; such parties shall be a tenant at sufferance, or at the sole election of Sublandlord, a month subject to month tenancyimmediate eviction and removal, and Tenant or any such party covenants and agrees to pay Landlord as rent for the parties agree period of such holdover an amount equal to 1.5 times the Base Monthly Rent plus the Additional Rent (as hereinafter defined) in either case that the reasonable rental valueeffect immediately preceding expiration or termination, if at sufferanceas applicable, or the Rent if prorated on a month daily basis. Tenant covenants and agrees to month tenancy shall be the monthly rate also pay any and all damages sustained by Landlord as a result of one hundred and fifty percent (150%) of the monthly Rent set forth in Article 3, and if the definition of Rent in either case does not include additional rent, then with any additional such holdover. The rent due and payable during such holdover period of time. In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree that the reasonable rental value of the Subleased Premises following the Expiration Date of the Sublease shall be payable to Landlord from time to time on demand; provided, however, if no demand is made during a particular month, holdover rent accruing during such month shall be paid in accordance with the amounts set forth above per monthprovisions of this Section 2.4. Sublandlord Tenant will vacate the Premises and Subtenant acknowledge and agree thatdeliver same to Landlord immediately upon Tenant's receipt of notice from Landlord to so vacate. No holding over by Tenant, whether with or without consent of Landlord, shall operate to extend the term of this Lease. No payments of money by Tenant to Landlord after the expiration or earlier termination of this Lease shall reinstate, continue or extend the term of this Lease. No payments of money by Tenant, other than the holdover rent accruing during such holdover period paid in accordance with the provisions of this Section 2.4, to Landlord after the expiration or earlier termination of this Lease shall constitute full payment of rent under the circumstances existing as terms of this Lease, and Tenant further agrees that any such payment(s), other than the Effective Dateholdover rent accruing in accordance with the provisions of this Section 2.4, it is impracticable and/or extremely difficult to ascertain the reasonable rental value Landlord shall constitute a default and breach of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant to timely surrender possession of the Subleased Premises. The parties acknowledge that the liquidated damages established herein is not intended as a forfeiture or penalty within the meaning of California Civil Code sections 3275 or 3369, but is intended to constitute liquidated damages to Sublandlord this Lease by Tenant pursuant to California Civil Code sections 1671, 1676, and 1677Article 14 herein. Notwithstanding the foregoing, and in addition to all other rights and remedies on the part of Sublandlord if Subtenant fails to surrender the Subleased Premises upon the termination or expiration No extension of this Sublease, in addition to any other liabilities to Sublandlord accruing therefrom, Subtenant shall indemnify, defend and hold Sublandlord harmless from all Claims resulting from such failure, including, without limitation, any Claims by any third parties based on such failure to surrender. Furthermore, in Lease after the event that Subtenant fails to surrender the Premises after such time that (a) the Master Lease has expired and (b) Sublandlord has surrendered its premises under the Master Lease, then the rate for month to month tenancy at sufferance expiration or earlier termination thereof shall be one hundred valid unless and fifty percent of any until the same shall be evidenced by a writing signed by both Landlord and all Rent due to Master Landlord from Sublandlord under the holdover provisions of the Master LeaseTenant.

Holding Over. Subtenant This Lease shall have no right to Holdover. If Subtenant does not surrender and vacate the Subleased Premises terminate without further notice at the Expiration Date expiration, or earlier termination pursuant to the terms hereof, of the Lease Term. Any holding over by Tenant after Lease Termination shall not constitute a renewal or extension of the Lease Term, nor give Tenant any rights in or to the Premises except as expressly provided in this Sublease, Subtenant Lease. Any holding over after Lease Termination with the prior written consent of Landlord shall be construed to be a tenant at sufferance, or at the sole election of Sublandlord, a tenancy from month to month tenancymonth, and the parties agree in either case that the reasonable rental value, if at sufferance, or the Rent if a month to month tenancy shall be the monthly rate of one hundred and fifty percent (150%) of the monthly Rent set forth for the month immediately preceding Lease Termination, in Article 3addition to all Additional Rent payable hereunder (such Rent and Additional rent computed on a monthly basis for each month or ratably for any part thereof during such holding over), and if shall otherwise be on the definition of Rent in either case does not include additional rent, then with any additional rent due terms and payable during such holdover period of timeconditions herein specified insofar as applicable. In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree Tenant agrees that the reasonable value of the use of the Premises during any holding over without the written consent of Landlord shall be the greater of (x) one hundred fifty percent (150%) of the monthly Rent for the month immediately preceding Lease Termination or (y) the fair market rental value of the Subleased Premises following the Expiration Date (as reasonably determined by Landlord) (pro rated on a daily basis). Acceptance by Landlord of the Sublease rent after such termination shall be the amounts set forth above per monthnot constitute Landlord’s consent to any hold over hereunder or result in a renewal. Sublandlord and Subtenant acknowledge and agree that, under the circumstances existing as of the Effective Date, it is impracticable and/or extremely difficult to ascertain the reasonable rental value of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant to timely surrender If Tenant remains in possession of the Subleased Premises. The parties acknowledge that the liquidated damages established herein is not intended as a forfeiture or penalty within the meaning of California Civil Code sections 3275 or 3369Premises after Lease Termination without Landlord’s consent, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677. Notwithstanding the foregoing, and in addition to all other rights and remedies on the part of Sublandlord if Subtenant fails to surrender the Subleased Premises upon the termination or expiration of this Sublease, in addition to any other liabilities to Sublandlord accruing therefrom, Subtenant Tenant shall indemnify, defend and hold Sublandlord Landlord harmless from all Claims and against any loss, damage, expense, claim or liability resulting from such failureTenant’s failure to surrender the Premises, including, including without limitation, any Claims claims made by any third parties succeeding tenant based on delay in the availability of the Premises. The provisions of this Paragraph 21 shall survive the expiration or earlier termination of this Lease. Notwithstanding the foregoing, upon written notice to Landlord given no later than six (6) months prior to the expiration of the Initial Term (as defined in Paragraph 44 below), so long as no default on the part of Tenant then exists under this Lease, Tenant shall have the one-time right to hold over in the entire Premises upon each and all of the terms and conditions set forth in this Lease (as may be applicable, but expressly excluding the extension rights set forth in Paragraph 44 below, and without in any way extending the Initial Term for purposes of determining the date by which Tenant must exercise the first Option described in Paragraph 44 below) for a period of ninety (90) days after the expiration of the Initial Term (such failure ninety (90) day period, if applicable, being the “Permitted Holdover Period”). The Permitted Holdover Period (if applicable) shall not constitute an extension of this Lease. In consideration of Tenant’s occupancy of the Premises during the Permitted Holdover Period (if applicable), Tenant shall pay in advance, for each thirty (30) day interval encompassed within such ninety (90) day Permitted Holdover Period, the amount equal to surrender. Furthermoreone hundred twenty-five percent (125%) of the monthly installment of Rent in effect for the Premises (in its entirety) for the last month of the Initial Term (i.e., $209,271.02/month x 125% = $261,588.78/month) (such monthly amount being the “Permitted Holdover Period Rent”), in the event that Subtenant addition to, and not in lieu of, all other payments required to be made by Tenant under this Lease, including, but not limited to, Tenant’s percentage share of Operating Expenses (or any component(s) thereof). If Landlord fails to surrender receive the six (6) months’ written notice from Tenant required pursuant to the first sentence of this grammatical above, or Tenant holds over in the Premises after beyond the Permitted Holdover Period (if applicable), then, in either such time that (a) case, the Master Lease has expired and (b) Sublandlord has surrendered its premises under the Master Lease, then the rate for month to month tenancy at sufferance first grammatical paragraph of this Paragraph 21 shall be one hundred and fifty percent of any and all Rent due to Master Landlord from Sublandlord under the holdover provisions of the Master Leasegovern.

Holding Over. Subtenant Unless Landlord expressly consents in writing to Tenant’s holding over, Tenant shall have no right to Holdoverbe unlawfully and illegally in possession of the Premises, whether or not Landlord accepts any rent from Tenant or any other person while Tenant remains in possession of the Premises without Landlord’s written consent. If Subtenant does not surrender and vacate Tenant shall retain possession of the Subleased Premises at or any portion thereof without Landlord’s consent following the Expiration Date expiration of this SubleaseLease or sooner termination for any reason, Subtenant then Tenant shall be a tenant at sufferance, or at the sole election pay to Landlord for each day of Sublandlord, a month to month tenancy, and the parties agree in either case that the reasonable rental value, if at sufferance, or the Rent if a month to month tenancy shall be the monthly rate of such retention one hundred and fifty percent (150%) of the monthly Rent set forth in Article 3, and if the definition amount of Rent in either case does not include additional rent, then with any additional rent due and payable during such holdover period of time. In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree that the reasonable daily rental value of the Subleased Premises following the Expiration Date of the Sublease shall be the amounts set forth above per month. Sublandlord and Subtenant acknowledge and agree that, under the circumstances existing as of the Effective Datelast month prior to the date of expiration or earlier termination; provided, it is impracticable and/or extremely difficult to ascertain however, that during the reasonable rental value first (1st) month following the expiration or earlier termination of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is a reasonable estimate Lease, Tenant shall only be obligated to pay to Landlord one hundred twenty-five percent (125%) of the damage that Sublandlord would suffer as the result amount of the failure of Subtenant to timely surrender possession daily rental as of the Subleased Premiseslast month prior to the expiration or earlier termination. The parties acknowledge that the liquidated damages established herein is not intended as a forfeiture or penalty within the meaning of California Civil Code sections 3275 or 3369, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677. Notwithstanding the foregoing, and in addition to all other rights and remedies on the part of Sublandlord if Subtenant fails to surrender the Subleased Premises upon the termination or expiration of this Sublease, in addition to any other liabilities to Sublandlord accruing therefrom, Subtenant Tenant shall also indemnify, defend defend, protect and hold Sublandlord Landlord harmless from all Claims any loss, liability or cost, including consequential and incidental damages and reasonable attorneys’ fees, incurred by Landlord resulting from such failuredelay by Tenant in surrendering the Premises, including, without limitation, any Claims claims made by any third parties based the succeeding tenant founded on such failure delay. Acceptance of Rent by Landlord following expiration or earlier termination of this Lease, or following demand by Landlord for possession of the Premises, shall not constitute a renewal of this Lease, and nothing contained in this Paragraph 25 shall waive Landlord’s right of reentry or any other right. Additionally, if upon expiration or earlier termination of this Lease, or following demand by Landlord for possession of the Premises, Tenant has not fulfilled its obligation with respect to surrender. Furthermore, in the event that Subtenant fails to surrender repairs and cleanup of the Premises after such time that (a) the Master Lease has expired and (b) Sublandlord has surrendered its premises under the Master or any other Tenant obligations as set forth in this Lease, then Landlord shall have the rate for month right to month tenancy perform any such obligations as it deems necessary at sufferance Tenant’s sole cost and expense, and any time required by Landlord to complete such obligations shall be one hundred considered a period of holding over and fifty percent the terms of any and all Rent due to Master Landlord from Sublandlord under the holdover this Paragraph 25 shall apply. The provisions of the Master this Paragraph 25 shall survive any expiration or earlier termination of this Lease.

Holding Over. Subtenant shall have no right to Holdover. If Subtenant does not surrender and vacate Tenant, or any assignee or subtenant of Tenant, holds over possession of the Subleased Premises at beyond the Expiration Date expiration or earlier termination of this SubleaseLease, Subtenant shall 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 this Lease except that the charge for use and occupancy of the Premises for each calendar month or portion thereof that Tenant or such assignee or subtenant holds over will be a tenant at sufferance, liquidated sum equal to one and one-half (1½) times the Basic Rent and Additional Rent payable for the month immediately preceding the expiration or at earlier termination of this Lease for the sole election first thirty (30) days of Sublandlord, a month to month tenancysuch holding over, and thereafter, two (2) times the Basic Rent and Additional Rent payable for the month immediately preceding the expiration or earlier termination of this Lease. The parties agree in either case that the reasonable rental value, if at sufferance, or the Rent if a month to month tenancy shall be the monthly rate of one hundred recognize and fifty percent (150%) of the monthly Rent set forth in Article 3, and if the definition of Rent in either case does not include additional rent, then with any additional rent due and payable during such holdover period of time. In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree that the reasonable rental value damage to Landlord resulting from any failure by Tenant or any assignee or subtenant of the Subleased Premises following the Expiration Date of the Sublease shall be the amounts set forth above per month. Sublandlord and Subtenant acknowledge and agree that, under the circumstances existing as of the Effective Date, it is impracticable and/or extremely difficult to ascertain the reasonable rental value of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant Tenant to timely surrender possession of the Subleased PremisesPremises will exceed the amount of the monthly Basic Rent and Additional Rent and will be impossible to accurately measure. The parties acknowledge that If the liquidated damages established herein is Premises are not intended as a forfeiture or penalty within the meaning of California Civil Code sections 3275 or 3369, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677. Notwithstanding the foregoing, and in addition to all other rights and remedies on the part of Sublandlord if Subtenant fails to surrender the Subleased Premises surrendered upon the expiration or earlier termination or expiration of this SubleaseLease, in addition to any other liabilities to Sublandlord accruing therefrom, Subtenant Tenant shall indemnify, defend and hold Sublandlord harmless from Landlord against any and all Claims losses and liabilities resulting from such failuretherefrom, including, without limitation, any Claims claims made by any third parties based on succeeding tenant founded upon such failure delay, so long as (i) Landlord has notified Tenant that Landlord has executed a lease or other occupancy agreement for all or any portion of the Premises, and (ii) a holdover by Tenant continues for the longer of sixty (60) days after the date this Lease expires or thirty (30) days after Landlord delivers to surrenderTenant notice of such executed lease. Furthermore, Nothing contained in this Lease will be construed as a consent by Landlord to the event that Subtenant fails to surrender occupancy or possession of the Premises after such time that (a) beyond the Master Lease has expired expiration or earlier termination of this Lease. Tenant shall, at its sole cost and (b) Sublandlord has surrendered its premises expense, take all actions required to remove any assignee or subtenant of Tenant, or other party claiming rights to the Premises under or through Tenant upon the Master Lease, then expiration or earlier termination of the rate for month to month tenancy at sufferance Term. Nothing contained in this Section shall preclude Landlord from commencing and prosecuting a holdover or summary eviction proceeding and this provision shall be one hundred and fifty percent deemed to be an agreement expressly “providing otherwise” within the meaning of any and all Rent due to Master Landlord from Sublandlord under Section 232-c of the holdover Real Property Law of the State of New York. The provisions of this Article 24 will survive the Master expiration or earlier termination of this Lease.

Holding Over. Subtenant This Lease shall have no right terminate without further notice at the expiration of the Lease Term. Any holding over by Tenant (or any Tenant Related Parties) after Lease Termination shall not constitute a renewal or extension of the Lease Term, nor give Tenant any rights in or to Holdoverthe Premises except as expressly provided in this Lease. If Subtenant does not surrender and vacate the Subleased Premises at the Expiration Date Tenant holds over after termination of this SubleaseLease without the express written consent of Landlord, Subtenant Tenant shall be become a tenant at sufferance, or at the sole election of Sublandlord, a month to month tenancy, and the parties agree in either case sufferance only. Tenant agrees that the reasonable rental value, if at sufferance, or value of the Rent if a month to month tenancy use of the Premises during any such holding over without consent shall be the monthly rate of one hundred and fifty twenty-five percent (150%) of the monthly Rent set forth in Article 3, and if the definition of Base Rent in either case does not include additional rent, then with effect upon the date of such termination (without regard to any additional rent due abatement of such monthly Base Rent and payable prorated on a daily basis) and Tenant shall continue to pay during such holdover period all Additional Rent payable by Tenant in effect upon the date of timesuch termination (prorated on a daily basis). In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree that the reasonable rental value Acceptance by Landlord of the Subleased Premises following the Expiration Date of the Sublease rent after such termination shall be the amounts set forth above per monthnot constitute a hold over hereunder or result in a renewal. Sublandlord and Subtenant acknowledge and agree that, under the circumstances existing as of the Effective Date, it is impracticable and/or extremely difficult to ascertain the reasonable rental value of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant to timely surrender If Tenant remains in possession of the Subleased Premises after Lease Termination and Landlord has provided at least thirty (30) days advance written notice to Tenant that Landlord has entered into a new lease with a new tenant covering the Premises. The parties acknowledge that the liquidated damages established herein is not intended as a forfeiture , or penalty within the meaning of California Civil Code sections 3275 or 3369applicable part thereof, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671then and only then, 1676, and 1677. Notwithstanding the foregoing, and in addition to all other rights and remedies on the part of Sublandlord if Subtenant fails to surrender the Subleased Premises upon the termination or expiration of this Sublease, in addition to any other liabilities to Sublandlord accruing therefrom, Subtenant Tenant shall indemnify, defend and hold Sublandlord Landlord harmless from all Claims and against any loss, damage, expense, claim or liability resulting from such failureTenant’s failure to surrender the Premises, including, including without limitation, any Claims claims made by any third parties succeeding tenant based on such failure to surrender. Furthermoredelay in the availability of the Premises; provided, however, in no event shall the event that Subtenant fails foregoing be construed as requiring Tenant to surrender indemnify Landlord for any loss, damage, expense, claim or liability to the Premises after such time that (a) extent caused by the Master Lease has expired and (b) Sublandlord has surrendered negligence or willful misconduct of Landlord or its premises under the Master Leaserespective employees, then the rate for month to month tenancy at sufferance shall be one hundred and fifty percent of any and all Rent due to Master Landlord from Sublandlord under the holdover contractors or agents. The provisions of this Paragraph 21 shall survive the Master expiration or earlier termination of this Lease.

Holding Over. Subtenant shall have no right to Holdover. If Subtenant does not surrender and vacate Any holding over after the Subleased Premises at the Expiration Date expiration or termination of this Sublease, Subtenant Lease with the written consent of Landlord shall be construed to be a tenant at sufferance, or at the sole election of Sublandlord, a tenancy from month to month tenancy, and the parties agree in either case that the reasonable rental value, if at sufferance, or the Rent if a month to month tenancy shall be the monthly rate of one hundred and fifty percent (150%) of the monthly Rent set forth rent as adjusted, in Article 3effect on the date of such expiration or termination. All provisions of this Lease, except those pertaining to the term and any option to extend, shall apply to the month-to-month tenancy. The provisions of this paragraph 25 are in addition to, and if the definition do not affect, Landlord’s right of Rent in either case does not include additional rent, then with any additional rent due and payable during such holdover period of timereentry or other rights hereunder or provided by law. In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree that the reasonable rental value of the Subleased Premises following the Expiration Date of the Sublease If Tenant shall be the amounts set forth above per month. Sublandlord and Subtenant acknowledge and agree that, under the circumstances existing as of the Effective Date, it is impracticable and/or extremely difficult to ascertain the reasonable rental value of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant to timely surrender retain possession of the Subleased PremisesPremises or any part thereof without Landlord’s consent following the expiration or sooner termination of this Lease for any reason, then Tenant shall pay to Landlord for each day of such retention at one hundred fifty (150%) the amount of the daily rental in effect during the last month prior to the date of such expiration or termination. The parties acknowledge that the liquidated damages established herein is not intended as a forfeiture or penalty within the meaning of California Civil Code sections 3275 or 3369Tenant shall also indemnify and hold Landlord harmless from any loss, liability and expense (including, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671not limited to, 1676, and 1677. Notwithstanding the foregoing, and in addition to all other rights and remedies on the part of Sublandlord if Subtenant fails to surrender the Subleased Premises upon the termination or expiration of this Sublease, in addition to any other liabilities to Sublandlord accruing therefrom, Subtenant shall indemnify, defend and hold Sublandlord harmless from all Claims attorneys fees) resulting from such failuredelay by Tenant in surrendering the Premises, including, without limitation, limitation any Claims claims made by any third parties based succeeding tenant founded on such failure delay, provided, however, as a condition to surrender. FurthermoreTenant’s indemnity obligations under this sentence, in Landlord shall give Tenant written notice of the event that Subtenant fails 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 under the foregoing indemnity, by the earlier of at least thirty (30) days prior to the date Landlord shall require Tenant’s surrender of the Premises or the expiration date of this Lease, and Tenant shall not be responsible to Landlord under the foregoing indemnity if Tenant shall surrender the Premises after on or prior to the expiration of such time that (a) the Master period. Acceptance of rent by Landlord following expiration or termination shall not constitute a renewal of this Lease has expired and (b) Sublandlord has surrendered its premises under the Master Lease, then the rate for month nothing contained in this paragraph shall waive Landlord’s right to month tenancy at sufferance re-entry or any other right. Tenant shall be one hundred and fifty percent of only a Tenant at sufferance, whether or not Landlord accepts any and all Rent due to Master Landlord rent from Sublandlord under the holdover provisions of the Master LeaseTenant, while Tenant is holding over without Landlord’s written consent.

Holding Over. Subtenant shall have no right to Holdover. If Subtenant does not surrender and vacate (directly or through any transferee or other successor-in-interest of Subtenant) remains in possession of all or any part of the Subleased Premises at after the Expiration Date expiration of the Sublease Term or earlier termination of this Sublease, such holding over, in the absence of an express written agreement to the contrary, shall be on the basis of a tenancy at the sufferance of Sublandlord. In such event, Subtenant shall be a tenant continue to comply with all of the terms, conditions and covenants of this Sublease as though the Sublease Term had continued, except that such tenancy at sufferance, or at the sole election of Sublandlord, a month to month tenancy, and the parties agree in either case that the reasonable rental value, if at sufferance, or the Rent if a month to month tenancy sufferance shall be the monthly rate of one hundred terminable by Sublandlord at any time and fifty percent rent shall be paid for each month (150%or portion thereof) of the monthly Rent set forth during which Subtenant holds over in Article 3, and if the definition of Rent in either case does not include additional rent, then with any additional rent due and payable during such holdover period of time. In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree that the reasonable rental value of the Subleased Premises following after the Expiration Date expiration or earlier termination of this Sublease, in an amount equal to 150% of the highest monthly Sublease shall be Base Rent due under this Sublease for any month during the amounts set forth above per monthSublease Term. Sublandlord and Subtenant acknowledge and agree that, under the circumstances existing as of the Effective Date, it is impracticable and/or extremely difficult to ascertain the reasonable rental value of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant to timely surrender possession of the Subleased Premises. The parties acknowledge that the liquidated damages established herein is not intended as a forfeiture or penalty within the meaning of California Civil Code sections 3275 or 3369, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677. Notwithstanding the foregoing, and in addition to all other rights and remedies on the part of Sublandlord if If Subtenant fails to surrender the Subleased Premises upon on the termination or expiration of this Sublease, in addition to any other liabilities to Sublandlord accruing therefrom, Subtenant shall indemnify, defend indemnify and hold Sublandlord harmless from all Claims loss or liability resulting from such failure, including without limitation (i) any claims of Master Landlord against Sublandlord for failure to surrender the Premises at the time and in the manner required under the Master Lease (including, without limitation, any Claims by any third parties based on such failure to surrender. Furthermore, in the event that Subtenant fails to surrender the Premises after such time that (a) the Master Lease has expired and (b) Sublandlord has surrendered its premises holdover rent payable under the Master Lease, then the rate ) or for month to month tenancy at sufferance shall be one hundred and fifty percent of violating any and all Rent due to Master Landlord from Sublandlord under the holdover provisions term of the Master Lease, and (ii) any claims made by any succeeding subtenant, tenant or other party based upon such failure. This indemnification obligation shall survive the expiration or earlier termination of this Sublease. The provisions of this paragraph are in addition to and do not limit Sublandlord’s rights or Subtenant’s obligations under this Sublease. If Subtenant holds over holds over with Sublandlord’s and Master Landlord’s express written consent, then, in the absence of an express written agreement to the contrary, Subtenant shall be a month-to-month tenant and Subtenant shall pay, in addition to the other rent payable under this Sublease, Base Rent equal to one hundred twenty-five percent (125%) of the Base Rent payable during the last month of the Sublease Term.

Holding Over. Subtenant This Lease shall have no right to Holdoverterminate without further notice upon the expiration of the Term, and any holding over by Tenant after the expiration shall not constitute a renewal or extension of this Lease, or give Tenant any rights under this Lease, except when in writing signed by both parties. If Subtenant does not surrender and vacate the Subleased Premises at Any period of time following the Expiration Date or earlier termination of this Sublease, Subtenant Lease required for Tenant to remove its property or to place the Premises in the condition required pursuant to Section 15.3 (or for Landlord to do so if Tenant fails to do so) shall be deemed a tenant holding over by Tenant. If Tenant holds over for any period after the Expiration Date (or earlier termination) of the Term without the prior written consent of Landlord, such possession shall constitute a tenancy at sufferancesufferance only and an Event of Default under this Lease; such holding over with the prior written consent of Landlord shall constitute a month-to-month tenancy commencing on the first (1st) day following the termination of this Lease and terminating thirty (30) days following delivery of written notice of termination by either Landlord or Tenant to the other. In either of such events, or at possession shall be subject to all of the sole election terms of Sublandlordthis Lease, a month to month tenancy, and the parties agree in either case except that the reasonable rental value, if at sufferance, or the monthly Basic Rent if a month to month tenancy shall be the monthly rate greater of (a) one hundred and fifty percent (150%) of the monthly Basic Rent set forth for the month immediately preceding the date of termination, or (b) the then currently scheduled Basic Rent for comparable space in Article 3, and if the definition of Rent in either case does not include additional rent, then with any additional rent due and payable during such holdover period of time. In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree that the reasonable rental value of the Subleased Premises following the Expiration Date of the Sublease shall be the amounts set forth above per month. Sublandlord and Subtenant acknowledge and agree that, under the circumstances existing as of the Effective Date, it is impracticable and/or extremely difficult to ascertain the reasonable rental value of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant to timely surrender possession of the Subleased PremisesProject. The parties acknowledge that acceptance by Landlord of monthly holdover rental in a lesser amount shall not constitute a waiver of Landlord’s right to recover the liquidated damages established herein is not intended as a forfeiture or penalty within the meaning of California Civil Code sections 3275 or 3369full amount due for any holdover by Tenant, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677unless otherwise agreed in writing by Landlord. Notwithstanding the foregoing, and in addition to all other rights and remedies on the part of Sublandlord if Subtenant If Tenant fails to surrender the Subleased Premises upon the termination or expiration of this SubleaseLease despite demand to do so by Landlord, in addition to any other liabilities to Sublandlord accruing therefrom, Subtenant Tenant shall indemnify, defend indemnify and hold Sublandlord Landlord harmless from all Claims resulting from such failureloss or liability, including, including without limitation, any Claims claims made by any third parties based on succeeding tenant relating to such failure to surrender. Furthermore, in the event that Subtenant fails to surrender the Premises after such time that (a) the Master Lease has expired and (b) Sublandlord has surrendered its premises under the Master Lease, then the rate for month to month tenancy at sufferance shall be one hundred and fifty percent of any and all Rent due to Master Landlord from Sublandlord under the holdover The foregoing provisions of the Master Leasethis Section are in addition to and do not affect Landlord’s right of re-entry or any other rights of Landlord under this Lease or at law.

Holding Over. Subtenant The Tenant shall have no right to Holdoverremain in possession after the Termination Date. If Subtenant does not surrender the Tenant shall occupy the Demised Premises after the expiration of this Lease with the consent of the Landlord (which consent shall be the obligation of Tenant to obtain in writing prior to the Termination Date and vacate which consent Landlord shall be under no obligation to give), and rent is accepted and collected from said Tenant, such occupancy and payment shall be construed as an extension of this Lease for a term of month-to-month only, from the Subleased date of such expiration. In such event, if either Landlord or Tenant desires to terminate said occupancy at the end of any month after the termination of this Lease, the party so desiring to terminate the same shall give the other party thirty (30) days' written notice to that effect. If such occupancy continues after the aforesaid notice of termination, or if Tenant shall continue its occupancy after the Termination Date without obtaining Landlord's written consent, Tenant shall pay to Landlord, as partial damages, one and a half times the amount of both fixed annual rental (at the rate which was last in effect for the term) and all additional rent for the time, on a per diem basis, Tenant retains possession of the Demised Premises or any part thereof after termination of the term, together with all costs, expenses and damages incurred by Landlord and its agents to obtain possession from Tenant. Furthermore, if such occupancy continues after the aforesaid notice of termination, or if Tenant shall continue its occupancy after the Termination Date without obtaining Landlord's written consent, Tenant shall be liable to Landlord for any loss of rents and/or liability sustained by Landlord or its agents in connection with any subsequent tenancy which may have intended to occupy said Demised Premises at the Expiration Date of this Sublease, Subtenant shall be a tenant at sufferance, or at the sole election of Sublandlord, a month to month tenancy, and the parties agree in either case that the reasonable rental value, if at sufferance, or the Rent if a month to month tenancy shall be the monthly rate of one hundred and fifty percent (150%) expiration of the monthly Rent set forth in Article 3, and if the definition term herein. The acceptance of Rent in either case does not include additional rent, then with any rent and/or additional rent due and payable during such holdover period of time. In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree that the reasonable rental value of the Subleased Premises following the Expiration Date of the Sublease by Landlord shall not be the amounts set forth above per month. Sublandlord and Subtenant acknowledge and agree that, under the circumstances existing as of the Effective Date, it is impracticable and/or extremely difficult deemed to ascertain the reasonable rental value of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is create a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant to timely surrender possession of the Subleased Premises. The parties acknowledge that the liquidated damages established herein is not intended as a forfeiture new or penalty within the meaning of California Civil Code sections 3275 or 3369, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677. Notwithstanding the foregoing, and in addition to all additional tenancy other rights and remedies on the part of Sublandlord if Subtenant fails to surrender the Subleased Premises upon the termination or expiration of this Sublease, in addition to any other liabilities to Sublandlord accruing therefrom, Subtenant shall indemnify, defend and hold Sublandlord harmless from all Claims resulting from such failure, including, without limitation, any Claims by any third parties based on such failure to surrender. Furthermore, in the event that Subtenant fails to surrender the Premises after such time that (a) the Master Lease has expired and (b) Sublandlord has surrendered its premises under the Master Lease, then the rate for month to month tenancy at sufferance shall be one hundred and fifty percent of any and all Rent due to Master Landlord from Sublandlord under the holdover provisions of the Master Leasethan aforesaid.

Holding Over. Subtenant Should Tenant, without Landlord’s written consent, hold over after termination of this Lease, Tenant shall, at Landlord’s option, become either a tenant at sufferance or a 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 have no right not constitute an extension of this Lease. Tenant may elect to Holdover. If Subtenant does not surrender and vacate the Subleased Premises at delay the Expiration Date of this SubleaseLease by up to three (3) months (the “Holdover Period”) by delivering written notice of its election to extend the Expiration Date no later than twelve (12) months prior to the then existing Expiration Date of the Term of the Lease. During such Holdover Period, Subtenant Tenant shall be pay in advance, monthly, Basic Rental at a tenant at sufferance, or at the sole election of Sublandlord, a month rate equal to month tenancy, and the parties agree in either case that the reasonable rental value, if at sufferance, or the Rent if a month to month tenancy shall be the monthly rate of one hundred and fifty twenty-five percent (150125%) of the monthly Rent set forth rate in Article 3effect for the last month of the Term of this Lease, in addition to, and if the definition not in lieu of, all other payments required to be made by Tenant hereunder including but not limited to Tenant’s Proportionate Share of Rent any increase in either case does not include additional rent, then with Direct Costs. Nothing contained in this Article 5 shall be construed as consent by Landlord to any additional rent due and payable during such holdover period of time. In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree that the reasonable rental value holding over of the Subleased Premises following by Tenant, and Landlord expressly reserves the Expiration Date of the Sublease shall be the amounts set forth above per month. Sublandlord and Subtenant acknowledge and agree that, under the circumstances existing as of the Effective Date, it is impracticable and/or extremely difficult right to ascertain the reasonable rental value of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant require Tenant to timely surrender possession of the Subleased PremisesPremises to Landlord as provided in this Lease upon the expiration or earlier termination of the Term. The parties acknowledge that the liquidated damages established herein is not intended as a forfeiture or penalty within the meaning of California Civil Code sections 3275 or 3369, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677. Notwithstanding the foregoing, and in addition to all other rights and remedies on the part of Sublandlord if Subtenant If Tenant fails to surrender the Subleased Premises upon the expiration or termination or expiration of this SubleaseLease, in addition Tenant agrees to any other liabilities to Sublandlord accruing therefrom, Subtenant shall indemnify, defend and hold Sublandlord Landlord harmless from all Claims resulting from such failurecosts, includingloss, expense or liability, including without limitation, any Claims claims made by any third parties based on such failure to surrender. Furthermore, in the event that Subtenant fails to surrender the Premises after such time that (a) the Master Lease has expired succeeding tenant and (b) Sublandlord has surrendered its premises under the Master Lease, then the rate for month to month tenancy at sufferance shall be one hundred real estate brokers claims and fifty percent of any attorney’s fees and all Rent due to Master Landlord from Sublandlord under the holdover provisions of the Master Leasecosts.

Holding Over. Subtenant shall have no right to Holdover. If Subtenant does not surrender and vacate the Subleased Premises at the Expiration Date of this Sublease, Subtenant shall be a tenant at sufferance, or at the sole election of Sublandlord, a month to month tenancy, and the parties agree in either case that the reasonable rental valueExcept for any permitted occupancy by Tenant under Section 29, if at sufferanceTenant or any party claiming by, through or the Rent if a month to month tenancy shall be the monthly rate of one hundred and fifty percent (150%) of the monthly Rent set forth in Article 3, and if the definition of Rent in either case does not include additional rent, then with any additional rent due and payable during such holdover period of time. In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree that the reasonable rental value of the Subleased Premises following the Expiration Date of the Sublease shall be the amounts set forth above per month. Sublandlord and Subtenant acknowledge and agree that, under the circumstances existing as of the Effective Date, it is impracticable and/or extremely difficult to ascertain the reasonable rental value of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant to timely surrender possession of the Subleased Premises. The parties acknowledge that the liquidated damages established herein is not intended as a forfeiture or penalty within the meaning of California Civil Code sections 3275 or 3369, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677. Notwithstanding the foregoing, and in addition to all other rights and remedies on the part of Sublandlord if Subtenant fails to surrender the Subleased Premises upon the termination or expiration of this Sublease, in addition to any other liabilities to Sublandlord accruing therefrom, Subtenant shall indemnify, defend and hold Sublandlord harmless from all Claims resulting from such failure, including, without limitation, any Claims by any third parties based on such failure to surrender. Furthermore, in the event that Subtenant Tenant fails to surrender the Premises after such time that (a) at the Master Lease has expired and (b) Sublandlord has surrendered its premises under the Master expiration or earlier termination of this Lease, then the rate for month to month continued occupancy of the Premises shall be that of a tenancy at sufferance sufferance. Tenant shall pay Base Rent in an amount (on a per month basis without reduction for partial months during the holdover) equal to 150% of the Base Rent due for the period immediately preceding the holdover. Tenant shall otherwise continue to be subject to all of Tenant’s obligations under this Lease. No holdover by Tenant or payment by Tenant after the expiration or early termination of this Lease shall be one hundred and fifty percent of any and all Rent due construed to Master extend the Term or prevent Landlord from Sublandlord under the holdover provisions immediate recovery of possession of the Master LeasePremises by summary proceedings or otherwise. In addition to the payment of the amounts provided above, if Landlord is unable to deliver possession of the Premises to a new tenant, or to perform improvements for a new tenant, as a result of Tenant’s holdover and Tenant fails to vacate the Premises within 15 days after Landlord notifies Tenant of Landlord’s inability to deliver possession, or perform improvements, such failure shall constitute a Time Sensitive Default hereunder; and notwithstanding any other provision of this Lease to the contrary, TENANT SHALL BE LIABLE TO LANDLORD FOR, AND SHALL PROTECT LANDLORD FROM AND INDEMNIFY AND DEFEND LANDLORD AGAINST, ALL LOSSES AND DAMAGES, INCLUDING ANY CLAIMS MADE BY ANY SUCCEEDING TENANT RESULTING FROM SUCH FAILURE TO VACATE, AND ANY CONSEQUENTIAL DAMAGES THAT LANDLORD SUFFERS FROM THE HOLDOVER.

Holding Over. Subtenant shall 23.1 Tenant acknowledges that it is extremely important that Landlord have no right to Holdover. If Subtenant does not surrender and substantial advance notice of the date on which Tenant will vacate the Subleased Premises at Premises, both because Landlord will require an extensive period to locate a replacement tenant and because Landlord will plan its entire leasing and renovation program for the Expiration Date of this Sublease, Subtenant shall be a tenant at sufferance, or at the sole election of Sublandlord, a month to month tenancy, and the parties agree Building in either case reliance on its lease expiration dates. Tenant also acknowledges that the reasonable rental value, if at sufferance, or the Rent if a month to month tenancy shall be the monthly rate of one hundred and fifty percent (150%) of the monthly Rent set forth in Article 3, and if the definition of Rent in either case does not include additional rent, then with any additional rent due and payable during such holdover period of time. In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree that the reasonable rental value of the Subleased Premises following the Expiration Date of the Sublease shall be the amounts set forth above per month. Sublandlord and Subtenant acknowledge and agree that, under the circumstances existing as of the Effective Date, it is impracticable and/or extremely difficult to ascertain the reasonable rental value of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant to timely surrender possession of the Subleased Premises. The parties acknowledge that the liquidated damages established herein is not intended as a forfeiture or penalty within the meaning of California Civil Code sections 3275 or 3369, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677. Notwithstanding the foregoing, and in addition to all other rights and remedies on the part of Sublandlord if Subtenant Tenant fails to surrender the Subleased Premises upon at the expiration or termination or expiration of this Subleasethe Lease Term, it will be conclusively presumed that the value to Tenant of remaining in addition to any other liabilities to Sublandlord accruing therefrompossession, Subtenant shall indemnifyand the loss that will be suffered by Landlord as a result thereof, defend far exceed the amount of Annual rent and hold Sublandlord harmless from all Claims resulting from Additional Rent that would have been payable had the Lease Term continued during such failure, including, without limitation, any Claims by any third parties based on such failure to surrenderholdover period. FurthermoreTherefore, in the event that Subtenant fails to Tenant shall not immediately surrender the Premises after on the date of the expiration or termination of the Lease Term, the rent payable by Tenant hereunder shall be increased to equal the greater of (i) fair market rent for the Premises or (ii) double the base rent, Additional Rent, and other sums that would have been payable pursuant to the terms of this Lease if the Lease Term had continued during such time that holdover period. Such greater amount shall be computed by Landlord on a monthly basis in Landlord's discretion and shall be payable by Tenant on the first day of each month, from such expiration, or termination, until the Premises have been vacated by Tenant. Landlord's acceptance of such amounts from Tenant shall not in any manner impair or adversely affect Landlord's other rights and remedies hereunder, including, but not limited to, (ai) its right to evict Tenant from the Master Lease has expired Premises, and (bii) Sublandlord has surrendered its premises under the Master Lease, then the rate for month Landlord's right to month tenancy recover damages pursuant to this Lease and such other damages as are available to Landlord at sufferance shall be one hundred and fifty percent of any and all Rent due to Master Landlord from Sublandlord under the holdover provisions of the Master Leaselaw or in equity.

Holding Over. Subtenant shall have no right to Holdover. If Subtenant does not surrender and vacate Tenant retains possession of the Subleased Leased Premises at after the Expiration Date expiration or earlier termination of this SubleaseLease without Landlord’s permission, Subtenant then Tenant shall be a tenant at sufferance, or sufferance at the sole election of Sublandlord, a month rental rate equal to month tenancy, and the parties agree in either case that the reasonable rental value, if at sufferance, or the Rent if a month to month tenancy shall be the monthly rate of one hundred and fifty percent (150%) the Monthly Rental Installments for the Leased Premises in effect upon the date of such expiration or earlier termination and otherwise upon the monthly Rent set forth terms, covenants and conditions herein specified, so far as applicable. Acceptance by Landlord of rent after such expiration or earlier termination shall not result in Article 3a renewal of this Lease, and if the definition of Rent in either case does not include additional rent, then with any additional rent due and payable during nor shall such holdover period of timeacceptance create a month-to-month tenancy. In connection with this Xxxxxxxxx 00.0the event a month-to-month tenancy is created by operation of law, Xxxxxxxxxxx and Subtenant agree that either party shall have the reasonable rental value of right to terminate such month-to-month tenancy upon thirty (30) days’ prior written notice to the Subleased Premises following the Expiration Date of the Sublease shall be the amounts set forth above per month. Sublandlord and Subtenant acknowledge and agree thatother, under the circumstances existing as of the Effective Date, it whether or not said notice is impracticable and/or extremely difficult to ascertain the reasonable rental value of the Subleased Premises given on the Expiration Date and that the reasonable rental value established herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant to timely surrender possession of the Subleased Premises. The parties acknowledge that the liquidated damages established herein is not intended as a forfeiture or penalty within the meaning of California Civil Code sections 3275 or 3369, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677rent paying date. Notwithstanding the foregoing, and in addition the event Tenant provides Landlord with at least six (6) months’ prior written notice of its intent to holdover possession (a “Holdover Notice”), then Tenant shall have the right to holdover beyond the expiration of the Lease Term as to all other rights of the Leased Premises for a period not to exceed three (3) months, as identified in the Holdover Notice; provided, however, that Tenant shall have no such right if, at the time of the delivery of the Holdover Notice, Landlord has entered into a lease with a replacement tenant for the Leased Premises and remedies on requires immediate possession of the part of Sublandlord if Subtenant fails to surrender the Subleased Leased Premises upon the termination or expiration of the Lease Term in order to deliver possession thereof to the replacement tenant in accordance with the terms of its lease, or has executed a term sheet or letter of intent for the leasing of the Leased Premises to a replacement tenant and requires immediate possession of the Leased Premises upon the expiration of the Lease Term in order to commence the construction of interior improvements therein for such replacement tenant. Any permitted holdover by Tenant pursuant to a Holdover Notice shall be at the rental rate last due in this SubleaseLease, plus Additional Rent, and shall otherwise be on the terms and conditions herein specified, so far as applicable; provided, however, that in addition no event [ * ] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. shall Tenant be permitted to deliver an additional Holdover Notice nor shall any renewal or expansion option or other similar right or option contained in this Lease be deemed applicable to any other liabilities such tenancy. Except as expressly set forth herein, this Section 2.04 shall in no way constitute a consent by Landlord to Sublandlord accruing therefrom, Subtenant shall indemnify, defend and hold Sublandlord harmless from all Claims resulting from such failure, including, without limitation, any Claims holding over by any third parties based on such failure to surrender. Furthermore, in Tenant upon the event that Subtenant fails to surrender the Premises after such time that (a) the Master Lease has expired and (b) Sublandlord has surrendered its premises under the Master expiration or earlier termination of this Lease, then the rate for month to month tenancy at sufferance shall be one hundred and fifty percent of any and all Rent due to Master Landlord from Sublandlord under the holdover provisions of the Master Leasenor limit Landlord’s remedies in such event.

Holding Over. Subtenant shall have no right to Holdover. If Subtenant does not surrender and vacate Any holding over after the Subleased Premises at the Expiration Date expiration or other termination of this Sublease, Subtenant Lease with the written consent of Landlord delivered to Tenant shall be construed to be a tenant at sufferance, or at the sole election of Sublandlord, a tenancy from month to month tenancyat the Base Rent in effect on the date of such expiration or termination on the terms, covenants and conditions herein specified so far as applicable. Any holding over after the parties agree in either case that expiration or other termination of this Lease without the reasonable rental value, if at sufferance, or the Rent if a month to month tenancy written consent of Landlord shall be construed to be a tenancy at sufferance on all the monthly rate of terms set forth herein, except that Base Rent shall be an amount equal to one hundred and fifty percent (150%) of the monthly Base Rent set forth in Article 3, and if the definition payable by Tenant immediately prior to such holding over. Acceptance by Landlord of Rent after the expiration or termination of this Lease shall not constitute a consent by Landlord to any such tenancy from month to month or result in either case does not include additional rent, then with any additional rent due and payable during such holdover period of time. In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree that the reasonable rental value other tenancy or any renewal of the Subleased Premises following term hereof. 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 Expiration Date of the Sublease shall be the amounts set forth above per month. Sublandlord and Subtenant acknowledge and agree that, under the circumstances existing as of the Effective Date, it is impracticable and/or extremely difficult to ascertain the reasonable rental value of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant to timely surrender possession of the Subleased Premises. The parties acknowledge that the liquidated damages established herein is not intended as a forfeiture or penalty within the meaning of California Civil Code sections 3275 or 3369Therefore, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677. Notwithstanding the foregoing, and in addition to all other rights and remedies on the part of Sublandlord if Subtenant Tenant fails to surrender the Subleased Premises upon the expiration or other termination or expiration of this SubleaseLease, then, in addition to any other liabilities to Sublandlord Landlord accruing therefrom, Subtenant Tenant shall indemnifyprotect, defend defend, indemnify and hold Sublandlord Landlord harmless from all Claims Losses resulting from such failure, including, without limitationlimiting the generality of the foregoing, any Claims claims made by any third parties based on succeeding tenant founded upon such failure to surrender. Furthermoresurrender and any lost profits to Landlord resulting therefrom, in the event provided that Subtenant fails to surrender the Premises after such time that (a) the Master Lease has expired and (b) Sublandlord has surrendered its premises under the Master Lease, then the rate for month to month tenancy Landlord gives Tenant at sufferance shall be one hundred and fifty percent least 30 days’ prior written notice of any and all Rent due to Master Landlord from Sublandlord under the holdover such losses or damages. The provisions of the Master Leasethis Paragraph are in addition to, and do not affect, Landlord's right to reentry or other rights hereunder or provided by law.

Holding Over. Subtenant shall have no right Tenant will not be permitted to Holdoverhold over possession of the Premises after the expiration or earlier termination of the Term without the express written consent of Landlord, which consent Landlord may withhold in its sole and absolute discretion. If Subtenant does not surrender and vacate Tenant holds over after the Subleased Premises expiration or earlier termination of the Term, Landlord may, at the Expiration Date of this Subleaseits option, Subtenant shall be treat Tenant as a tenant at sufferance, or at the sole election of Sublandlord, a month to month tenancysufferance only, and such continued occupancy by Tenant shall be subject to all of the parties agree in either case terms, covenants and conditions of this Lease, so far as applicable, except that the reasonable rental value, if at sufferance, or the Monthly Base Rent if a month to month tenancy for any such holdover period shall be equal to the monthly rate greater of (i) one hundred and fifty twenty-five percent (150125%) of the monthly Rent set forth in Article 3, and if the definition of Monthly Base Rent in effect under this Lease immediately prior to such holdover, or (ii) the then currently scheduled rental rate for comparable space in the Building, in either case does event prorated on a daily basis. Acceptance by Landlord of rent after such expiration or earlier termination will not include additional rent, then with any additional rent due and payable during such holdover period result in a renewal of time. In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree that the reasonable rental value of the Subleased Premises following the Expiration Date of the Sublease shall be the amounts set forth above per month. Sublandlord and Subtenant acknowledge and agree that, under the circumstances existing as of the Effective Date, it is impracticable and/or extremely difficult to ascertain the reasonable rental value of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant to timely surrender possession of the Subleased PremisesLease. The parties acknowledge that the liquidated damages established herein is not intended as a forfeiture or penalty within the meaning foregoing provisions of California Civil Code sections 3275 or 3369, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677. Notwithstanding the foregoing, and this Paragraph 11 are in addition to all other and do not affect Landlord’s right of re-entry or any rights and remedies on the part of Sublandlord if Subtenant Landlord under this Lease or as otherwise provided by law. If Tenant fails to surrender the Subleased Premises upon the termination or expiration of this SubleaseLease in accordance with the terms of this Paragraph 11 despite demand to do so by Landlord, in addition Tenant agrees to any other liabilities to Sublandlord accruing therefrompromptly indemnify, Subtenant shall indemnifyprotect, defend and hold Sublandlord Landlord harmless from all Claims resulting from such failureclaims, damages, judgments, suits, causes of action, losses, liabilities, penalties, fines, expenses and costs (including attorneys’ fees and costs), including, without limitation, any Claims costs and expenses incurred by Landlord in returning the Premises to the condition in which Tenant was to surrender it and claims made by any third parties based succeeding tenant founded on such or resulting from Tenant’s failure to surrender. Furthermore, in the event that Subtenant fails to surrender the Premises after such time that (a) the Master Lease has expired and (b) Sublandlord has surrendered its premises under the Master Lease, then the rate for month to month tenancy at sufferance shall be one hundred and fifty percent of any and all Rent due to Master Landlord from Sublandlord under the holdover Premises. The provisions of this Subparagraph 11(b) will survive the Master expiration or earlier termination of this Lease.

Holding Over. Subtenant This Lease shall have no right to Holdoverterminate without further notice upon the expiration of the Term, and any holding over by Tenant after the expiration shall not constitute a renewal or extension of this Lease, or give Tenant any rights under this Lease, except when in writing signed by both parties. If Subtenant does not surrender and vacate the Subleased Premises at Any period of time following the Expiration Date or earlier termination of this Sublease, Subtenant Lease required for Tenant to remove its property or to place the Premises in the condition required pursuant to Section 15.3 (or for Landlord to do so if Tenant fails to do so) shall be deemed a tenant holding over by Tenant. If Tenant holds over for any period after the Expiration Date (or earlier termination) of the Term without the prior written consent of Landlord, such possession shall constitute a tenancy at sufferancesufferance only and an Event of Default under this Lease; such holding over with the prior written consent of Landlord shall constitute a month-to-month tenancy commencing on the first (1st) day following the termination of this Lease and terminating thirty (30) days following delivery of written notice of termination by either Landlord or Tenant to the other. In either of such events, or at possession shall be subject to all of the sole election terms of Sublandlordthis Lease, a month to month tenancy, and the parties agree in either case except that the reasonable rental value, if at sufferance, or the monthly Basic Rent if a month to month tenancy shall be the monthly rate of one hundred and fifty percent (150%) of the monthly greater of (a) the Basic Rent set forth for the month immediately preceding the date of termination or (b) the then currently scheduled Basic Rent for comparable space in Article 3, and if the definition of Rent in either case does not include additional rent, then with any additional rent due and payable during such holdover period of time. In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree that the reasonable rental value of the Subleased Premises following the Expiration Date of the Sublease shall be the amounts set forth above per month. Sublandlord and Subtenant acknowledge and agree that, under the circumstances existing as of the Effective Date, it is impracticable and/or extremely difficult to ascertain the reasonable rental value of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant to timely surrender possession of the Subleased PremisesProject. The parties acknowledge that acceptance by Landlord of monthly holdover rental in a lesser amount shall not constitute a waiver of Landlord’s right to recover the liquidated damages established herein is not intended as a forfeiture or penalty within the meaning of California Civil Code sections 3275 or 3369full amount due for any holdover by Tenant, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677unless otherwise agreed in writing by Landlord. Notwithstanding the foregoing, and in addition to all other rights and remedies on the part of Sublandlord if Subtenant If Tenant fails to surrender the Subleased Premises upon the termination or expiration of this SubleaseLease despite demand to do so by Landlord, in addition to any other liabilities to Sublandlord accruing therefrom, Subtenant Tenant shall indemnify, defend indemnify and hold Sublandlord Landlord harmless from all Claims resulting from such failureloss or liability, including, including without limitation, any Claims claims made by any third parties based on succeeding tenant relating to such failure to surrender. Furthermore, in the event that Subtenant fails to surrender the Premises after such time that (a) the Master Lease has expired and (b) Sublandlord has surrendered its premises under the Master Lease, then the rate for month to month tenancy at sufferance shall be one hundred and fifty percent of any and all Rent due to Master Landlord from Sublandlord under the holdover The foregoing provisions of the Master Leasethis Section are in addition to and do not affect Landlord’s right of re‑entry or any other rights of Landlord under this Lease or at law.

Holding Over. Subtenant shall have no right Tenant will not be permitted to Holdoverhold over possession of the Premises after the expiration or earlier termination of the Term without the express written consent of Landlord, which consent Landlord may withhold in its sole and absolute discretion. If Subtenant does not surrender and vacate Tenant holds over after the Subleased Premises expiration or earlier termination of the Term, Landlord may, at the Expiration Date of this Subleaseits option, Subtenant shall be treat Tenant as a tenant at sufferance, or at the sole election of Sublandlord, a month to month tenancysufferance only, and such continued occupancy by Tenant shall be subject to all of the parties agree in either case terms, covenants and conditions of this Lease, so far as applicable, except that the reasonable rental value, if at sufferance, or the Monthly Base Rent if a month to month tenancy for any such holdover period shall be equal to the monthly rate greater of (i) one hundred and fifty percent (150l50%) of the monthly Rent set forth in Article 3, and if the definition of Monthly Base Rent in effect under this Lease immediately prior to such holdover, or (ii) the then currently scheduled rental rate for comparable space in the Building, in either case does event prorated on a daily basis. Acceptance by Landlord of rent after such expiration or earlier termination will not include additional rent, then with any additional rent due and payable during such holdover period result in a renewal of time. In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree that the reasonable rental value of the Subleased Premises following the Expiration Date of the Sublease shall be the amounts set forth above per month. Sublandlord and Subtenant acknowledge and agree that, under the circumstances existing as of the Effective Date, it is impracticable and/or extremely difficult to ascertain the reasonable rental value of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant to timely surrender possession of the Subleased PremisesLease. The parties acknowledge that the liquidated damages established herein is not intended as a forfeiture or penalty within the meaning foregoing provisions of California Civil Code sections 3275 or 3369, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677. Notwithstanding the foregoing, and this Paragraph 11 are in addition to all other and do not affect Landlord's right of re-entry or any rights and remedies on the part of Sublandlord if Subtenant Landlord under this Lease or as otherwise provided by law. If Tenant fails to surrender the Subleased Premises upon the termination or expiration of this SubleaseLease in accordance with the terms of this Paragraph 11 despite demand to do so by Landlord, in addition Tenant agrees to any other liabilities to Sublandlord accruing therefrompromptly indemnify, Subtenant shall indemnifyprotect, defend and hold Sublandlord Landlord harmless from all Claims resulting from such failureclaims, damages, judgments, suits, causes of action, losses, liabilities, penalties, fines, expenses and costs (including attorneys' fees and costs), including, without limitation, any Claims costs and expenses incurred by Landlord in returning the Premises to the condition in which Tenant was to surrender it and claims made by any third parties based succeeding tenant founded on such or resulting from Tenant's failure to surrender. Furthermore, in the event that Subtenant fails to surrender the Premises after such time that (a) the Master Lease has expired and (b) Sublandlord has surrendered its premises under the Master Lease, then the rate for month to month tenancy at sufferance shall be one hundred and fifty percent of any and all Rent due to Master Landlord from Sublandlord under the holdover Premises. The provisions of this Subparagraph 11(b) will survive the Master expiration or earlier termination of this Lease.

Holding Over. Subtenant shall have no right to Holdover. If Subtenant does not surrender and vacate the Subleased Premises at Should Tenant hold over in possession after the Expiration Date of this Sublease, Subtenant shall be a tenant at sufferance, or at the sole election of Sublandlord, a month to month tenancy, and the parties agree in either case that the reasonable rental value, if at sufferance, or the Rent if a month to month tenancy shall be the monthly rate of one hundred and fifty percent (150%) of the monthly Rent set forth in Article 3, and if the definition of Rent in either case does not include additional rent, then with any additional rent due and payable during such holdover period of time. In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree that the reasonable rental value of the Subleased Premises following the Expiration Date of the Sublease shall be the amounts set forth above per month. Sublandlord and Subtenant acknowledge and agree that, under the circumstances existing as of the Effective Date, it is impracticable and/or extremely difficult such holding over shall not be deemed to ascertain extend the reasonable rental value of the Subleased Premises on the Expiration Date Term or renew this Lease. Tenant agrees to indemnify and that the reasonable rental value established herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant to timely surrender possession of the Subleased Premises. The parties acknowledge that the liquidated damages established herein is not intended as a forfeiture or penalty within the meaning of California Civil Code sections 3275 or 3369, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677. Notwithstanding the foregoing, and in addition to all other rights and remedies on the part of Sublandlord if Subtenant fails to surrender the Subleased Premises upon the termination or expiration of this Sublease, in addition to any other liabilities to Sublandlord accruing therefrom, Subtenant shall indemnify, defend and hold Sublandlord save Landlord harmless from and against all Claims claims, losses, damages, liabilities, costs and expenses (including, without limitation, reasonable attorneys' fees and disbursements) resulting from such failuredelay by Tenant in surrendering the Premises, including, without limitation, any Claims claims made by any third parties based succeeding tenant founded on such delay. The parties recognize and agree that the damage to Landlord resulting from any failure by Tenant to surrendertimely surrender possession of the Premises will be extremely substantial, will exceed the amount of the Rent and will be impossible to accurately measure. FurthermoreTenant therefore agrees that if possession of the Premises is not surrendered to Landlord on the Expiration Date, in the event that Subtenant fails addition to any other rights and remedies Landlord may have hereunder or at law, and without in any manner limiting Landlord's right to demonstrate and collect any damages suffered by Landlord and arising from Tenant's failure to surrender the Premises as provided herein, Tenant shall pay to Landlord on account of use and occupancy of the Premises for each month during which Tenant holds over after such time the Expiration Date, a sum equal to one hundred seventy-five percent (175%) of the aggregate of that (a) portion of the Master Rent which was payable under this Lease has expired and (b) Sublandlord has surrendered its premises under during the Master Lease, then last month of the rate for month to month tenancy at sufferance Term. Nothing herein shall be one hundred deemed to permit Tenant to retain possession of the Premises after the Expiration Date or to limit in any manner Landlord's right to regain possession of the Premises through summary proceeding or otherwise, and fifty percent no acceptance by Landlord of any and all Rent due payments from Tenant after the Expiration Date shall be deemed to Master Landlord from Sublandlord under be other than on account of the holdover amount to be paid by Tenant in accordance with the provisions of this Article. The provisions of this Article shall survive the Master LeaseExpiration Date.

Holding Over. Subtenant shall have no right Unless Landlord expressly consents in writing to Holdover. If Subtenant does not surrender and vacate the Subleased Premises at the Expiration Date of this SubleaseTenant's holding over, Subtenant Tenant shall be only a tenant Tenant at sufferance, whether or at the sole election of Sublandlord, a month to month tenancy, and the parties agree in either case that the reasonable rental value, if at sufferance, not Landlord accepts any Rent from Tenant or the Rent if a month to month tenancy any other person while Tenant is holding over without Landlord's written consent If Tenant shall be the monthly rate of one hundred and fifty percent (150%) retain possession of the monthly Rent set forth in Article 3, and if Premises or any portion thereof without Landlord's consent following the definition expiration of Rent in either case does not include additional rentthis Lease or sooner termination for any reason, then with any additional rent due and payable during Tenant shall pay to Landlord for each day of such holdover period retention double the amount of time. In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree that the reasonable daily rental value of the Subleased Premises following the Expiration Date of the Sublease shall be the amounts set forth above per month. Sublandlord and Subtenant acknowledge and agree that, under the circumstances existing as of the Effective Date, it is impracticable and/or extremely difficult last month prior to ascertain the reasonable rental value of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant to timely surrender possession of the Subleased Premises. The parties acknowledge that the liquidated damages established herein is not intended as a forfeiture or penalty within the meaning of California Civil Code sections 3275 or 3369, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677. Notwithstanding the foregoing, and in addition to all other rights and remedies on the part of Sublandlord if Subtenant fails to surrender the Subleased Premises upon the termination date or expiration of this Sublease, in addition to any other liabilities to Sublandlord accruing therefrom, Subtenant or earlier termination. Tenant shall also indemnify, defend defend, protect and hold Sublandlord Landlord harmless from all Claims any loss, liability or cost, including reasonable attorneys' fees, resulting from such failuredelay by Tenant in surrendering the Premises, including, without limitation, any Claims claims made by any third parties based the succeeding tenant founded on such failure to surrenderdelay. FurthermoreAcceptance of Rent by Landlord following expiration or earlier termination shall not constitute a renewal of this Lease, and nothing contained in this Paragraph 25 shall waive Landlord's right of reentry or any other right. Additionally, in the event that Subtenant fails upon expiration or earlier termination of this Lease, Tenant has not fulfilled its obligation with respect to surrender repairs and cleanup of the Premises after such time that (a) the Master Lease has expired and (b) Sublandlord has surrendered its premises under the Master or any other Tenant obligations as set forth in this Lease, then Landlord shall have the rate for month right to month tenancy perform any such obligations as it deems necessary at sufferance Tenant's sole cost and expense and any time required by Landlord to complete such obligations shall be one hundred considered a period of holding over and fifty percent the terms of any and all Rent due to Master Landlord from Sublandlord under the holdover this Paragraph 25 shall apply. The provisions of the Master this paragraph 25 shall survive any expiration or earlier termination of this Lease.

Holding Over. Subtenant shall have no right In the event Tenant or any Party under Tenant claiming rights to Holdover. If Subtenant does not surrender and vacate this Lease, retains possession of the Subleased Premises at after the Expiration Date expiration or earlier termination of this SubleaseLease, Subtenant such possession shall constitute and be construed as a tenancy at will only, subject, however, to all of the terms, provisions, covenants and agreements on the part of Tenant hereunder; such parties shall be subject to immediate eviction and removal and Tenant or any such Party shall pay Landlord as rent for the period of such holdover an amount equal to one and one-half (1-1/2) times the Basic Annual Rent and Additional Rent (as hereinafter defined) in effect immediately preceding expiration or termination, as applicable, prorated on a tenant at sufferance, or at the sole election daily basis. Tenant shall also pay any and all damages sustained by Landlord as a result of Sublandlord, a month to month tenancy, and the parties agree in either case that the reasonable rental value, if at sufferance, or the Rent if a month to month tenancy shall be the monthly rate of one hundred and fifty percent (150%) of the monthly Rent set forth in Article 3, and if the definition of Rent in either case does not include additional rent, then with any additional such holdover. The rent due and payable during such holdover period shall be payable to Landlord from time to time on demand; provided, however, if no demand is made during a particular month, holdover rent accruing during such month shall be paid in accordance with the provisions of timeArticle 2. In connection the event of a holdover, Tenant will vacate the Premises and deliver same to Landlord immediately upon Tenant's receipt of notice from Landlord to so vacate. No holding over by Tenant, whether with or without consent of Landlord, shall operate to extend the term of this Xxxxxxxxx 00.0Lease; no payments of money by Tenant to Landlord after the expiration or earlier termination of this Lease shall reinstate, Xxxxxxxxxxx continue or extend the term of this Lease; and Subtenant agree that no extension of this Lease after the reasonable rental value of the Subleased Premises following the Expiration Date of the Sublease expiration or earlier termination thereof shall be valid unless and until the amounts set forth above per month. Sublandlord and Subtenant acknowledge and agree that, under the circumstances existing as of the Effective Date, it is impracticable and/or extremely difficult to ascertain the reasonable rental value of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant to timely surrender possession of the Subleased Premises. The parties acknowledge that the liquidated damages established herein is not intended as a forfeiture or penalty within the meaning of California Civil Code sections 3275 or 3369, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677. Notwithstanding the foregoing, and in addition to all other rights and remedies on the part of Sublandlord if Subtenant fails to surrender the Subleased Premises upon the termination or expiration of this Sublease, in addition to any other liabilities to Sublandlord accruing therefrom, Subtenant shall indemnify, defend and hold Sublandlord harmless from all Claims resulting from such failure, including, without limitation, any Claims by any third parties based on such failure to surrender. Furthermore, in the event that Subtenant fails to surrender the Premises after such time that (a) the Master Lease has expired and (b) Sublandlord has surrendered its premises under the Master Lease, then the rate for month to month tenancy at sufferance same shall be one hundred reduced to writing and fifty percent of any signed by both Landlord and all Rent due to Master Landlord from Sublandlord under the holdover provisions of the Master LeaseTenant.

Holding Over. Subtenant shall have no right to Holdover. If Subtenant does not surrender and vacate Tenant holds over after the Subleased Premises at expiration of the Expiration Date Lease Term or earlier termination thereof, with the express written consent of this SubleaseLandlord, Subtenant shall be a tenant at sufferance, or at the sole election of Sublandlord, a month to month tenancy, and the parties agree in either case that the reasonable rental value, if at sufferance, or the Rent if a month to month such tenancy shall be from month-to-month only, and shall not constitute a renewal hereof or an extension for any further term. If Tenant holds over after the expiration of the Lease Term of earlier termination thereof, without the express written consent of Landlord, such tenancy shall be deemed to be a tenancy by sufferance only, and shall not constitute a renewal hereof or an extension for any further term. In either case, Base Rent shall be payable at a monthly rate of equal to (x) one hundred twenty-five percent (125%) of the Base Rent applicable during the last rental period of the Lease Term for the first 30 days of such hold over, and (y) the higher of fair market rent or one hundred fifty percent (150%) of the monthly Base Rent set forth applicable during the last rental period of the Lease Term for each day thereafter. Such month-to-month tenancy or tenancy by sufferance, as the case may be, shall be subject to every other applicable term, covenant and agreement contained herein, including without limitation the obligation to pay Additional Rent. Nothing contained in this Article 316 shall be construed as consent by Landlord to any holding over by Tenant, and if Landlord expressly reserves the definition of Rent in either case does not include additional rent, then with any additional rent due and payable during such holdover period of time. In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree that the reasonable rental value of the Subleased Premises following the Expiration Date of the Sublease shall be the amounts set forth above per month. Sublandlord and Subtenant acknowledge and agree that, under the circumstances existing as of the Effective Date, it is impracticable and/or extremely difficult right to ascertain the reasonable rental value of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant require Tenant to timely surrender possession of the Subleased PremisesPremises to Landlord as provided in this Lease upon the expiration or other termination of this Lease. The parties acknowledge that the liquidated damages established herein is provisions of this Article 16 shall not intended as be deemed to limit or constitute a forfeiture or penalty within the meaning waiver of California Civil Code sections 3275 or 3369, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677. Notwithstanding the foregoing, and in addition to all any other rights and or remedies on the part of Sublandlord if Subtenant Landlord provided herein or at law. If Tenant wrongfully fails to surrender the Subleased Premises upon the termination or expiration of this SubleaseLease, in addition to any other liabilities to Sublandlord Landlord accruing therefrom, Subtenant Tenant shall indemnifyprotect, defend defend, indemnify and hold Sublandlord Landlord harmless from all Claims loss, costs (including reasonable attorneys’ fees) and liability resulting from such failure, including, without limitationlimiting the generality of the foregoing, any Claims claims made by any third parties based on succeeding tenant founded upon such failure to surrender. Furthermore, in the event that Subtenant fails surrender and/or any lost profits and consequential or indirect damages to surrender the Premises after such time that (a) the Master Lease has expired and (b) Sublandlord has surrendered its premises under the Master Lease, then the rate for month to month tenancy at sufferance shall be one hundred and fifty percent of any and all Rent due to Master Landlord from Sublandlord under the holdover provisions of the Master Leaseresulting therefrom.

Holding Over. Subtenant shall have no right If Tenant should fail to Holdover. If Subtenant does not surrender and vacate the Subleased Premises at the Expiration Date upon expiration or termination of this SubleaseLease, Subtenant with Landlord's approval Tenant shall become a month-to-month Tenant, subject to all laws of the District of Columbia applicable to such tenancy and to the terms and conditions of this Lease, so far as applicable. The monthly rent to be paid Landlord by Tenant during such continued occupancy shall be a tenant at sufferance, an amount equal to one and one-half (1 1/2) times the rent (which shall include Basic Rent and Additional Rent) being paid for the month the Lease expires or at the sole election of Sublandlord, a month to month tenancy, and the parties agree in either case that the reasonable rental value, if at sufferance, or the Rent if a month to month tenancy shall be the monthly rate of one hundred and fifty percent (150%) of the monthly Rent set forth in Article 3, and if the definition of Rent in either case does not include additional rent, then with any additional rent due and payable during such holdover period of time. In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree that the reasonable rental value of the Subleased Premises following the Expiration Date of the Sublease shall be the amounts set forth above per month. Sublandlord and Subtenant acknowledge and agree that, under the circumstances existing as of the Effective Date, it is impracticable and/or extremely difficult to ascertain the reasonable rental value of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant to timely surrender possession of the Subleased Premises. The parties acknowledge that the liquidated damages established herein is not intended as a forfeiture or penalty within the meaning of California Civil Code sections 3275 or 3369, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677terminated. Notwithstanding the foregoing, if Tenant remains in occupancy without the consent of Landlord, after expiration or termination of this Lease, no receipt of money by Landlord from Tenant shall reinstate or extend this Lease or affect any prior notice given by Landlord to Tenant. Landlord shall have the right to accept any payments by Tenant as use and in addition occupancy payments, but not as rent, without being deemed to all other rights have consented to such holdover. Such use and remedies on occupancy payments shall be equal to the part amount of Sublandlord rent that would have been collected by Landlord pursuant to this Section 11 had Landlord approved Tenant's holding over as a month-to-month Tenant, and shall be credited against rent accruing for such period. Moreover, if Subtenant Tenant fails to surrender the Subleased Premises upon the expiration or termination or expiration of this SubleaseLease, in addition despite demand to any other liabilities to Sublandlord accruing therefromdo so by Landlord, Subtenant Tenant shall indemnify, defend indemnify and hold Sublandlord Landlord harmless from all Claims resulting from such failure, loss or liability including, without limitation, any Claims loss of rent or any claim made by any third parties based succeeding tenant or prospective tenant founded on or resulting from such failure to surrender. Furthermore, in In the event that Subtenant fails of holding over, Landlord may at any time prior to surrender acceptance of rent and without waiving its right to use and occupancy payments, reenter the Premises after such time that (a) by any applicable legal process or otherwise in accordance with the Master Lease has expired and (b) Sublandlord has surrendered its premises under the Master Lease, then the rate for month to month tenancy at sufferance shall be one hundred and fifty percent of any and all Rent due to Master Landlord from Sublandlord under the holdover provisions of the Master this Lease.

Holding Over. Subtenant shall have no right to Holdover. If Subtenant does not surrender and vacate Sublessee (directly or through any transferee or other successor-in-interest of Sublessee) remains in possession of all or any part of the Subleased Premises at after the Sublease Expiration Date or earlier termination of this Sublease, Subtenant such holding over, in the absence of an express written agreement to the contrary, shall be on the basis of a tenant at sufferance, or tenancy at the sole election sufferance of SublandlordSublessor. In such event, a month Sublessee shall continue to month tenancycomply with all of the terms, conditions and covenants of this Sublease as though the parties agree in either case Sublease Term had continued, except that the reasonable rental value, if such tenancy at sufferance, or the Rent if a month to month tenancy sufferance shall be terminable by Sublessor at any time and rent shall be paid for each month (or portion thereof) during which Sublessee holds over in the monthly rate Premises after the expiration or earlier termination of one hundred and fifty percent (150%) this Sublease, in an amount equal to 200% of the monthly Base Sublease Rent set forth in Article 3due under this Sublease, and if plus all other amounts that would otherwise have been payable as Additional Rent had the definition of Rent in either case does not include additional rent, then with any additional rent due and payable during such holdover Sublease Term continued through the period of timesuch holding over. In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree that the reasonable rental value of the Subleased Premises following the Expiration Date of the Sublease shall be the amounts set forth above per month. Sublandlord and Subtenant acknowledge and agree that, under the circumstances existing as of the Effective Date, it is impracticable and/or extremely difficult to ascertain the reasonable rental value of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant to timely surrender possession of the Subleased Premises. The parties acknowledge that the liquidated damages established herein is not intended as a forfeiture or penalty within the meaning of California Civil Code sections 3275 or 3369, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677. Notwithstanding the foregoing, and in addition to all other rights and remedies on the part of Sublandlord if Subtenant If Sublessee fails to surrender the Subleased Premises upon on the Sublease Expiration Date or earlier termination or expiration of this Sublease, in addition to any other liabilities to Sublandlord Sublessor accruing therefrom, Subtenant Sublessee shall indemnify, defend indemnify and hold Sublandlord Sublessor harmless from all Claims loss or liability resulting from such failure, including, including without limitation, limitation (i) any Claims by any third parties based on such claims of Landlord against Sublessor for failure to surrender. Furthermore, in the event that Subtenant fails to surrender the Premises after such at the time that (a) and in the manner required under the Master Lease has expired and (b) Sublandlord has surrendered its premises under or for violating any term of the Master Lease, then and (ii) any claims made by any succeeding tenant or other third party based upon such failure. This indemnification obligation shall survive the rate for month to month tenancy at sufferance shall be one hundred and fifty percent expiration or earlier termination of any and all Rent due to Master Landlord from Sublandlord under the holdover this Sublease. The provisions of the Master Leasethis Section 4.12 are in addition to and do not limit Sublessor’s rights or Sublessee’s obligations under this Sublease.

Holding Over. Subtenant This Lease shall have no right to Holdoverterminate without further notice upon the expiration of the Term, and any holding over by Tenant after the expiration shall not constitute a renewal or extension of this Lease, or give Tenant any rights under this Lease, except when in writing signed by both parties. If Subtenant does not surrender and vacate the Subleased Premises at Any period of time following the Expiration Date or earlier termination of this Sublease, Subtenant Lease required for Tenant to remove its property or to place the Premises in the condition required pursuant to Section 15.3 (or for Landlord to do so if Tenant fails to do so) shall be deemed a tenant holding over by Tenant. If Tenant holds over for any period after the Expiration Date (or earlier termination) of the Term without the prior written consent of Landlord, such possession shall constitute a tenancy at sufferancesufferance only and an Event of Default under this Lease; such holding over with the prior written consent of Landlord shall constitute a month-to-month tenancy commencing on the first (1st) day following the termination of this Lease and terminating thirty (30) days following delivery of written notice of termination by either Landlord or Tenant to the other. In either of such events, or at possession shall be subject to all of the sole election terms of Sublandlordthis Lease, a month to month tenancy, and the parties agree in either case except that the reasonable rental value, if at sufferance, or the monthly Basic Rent if a month to month tenancy shall be the monthly rate of one two hundred and fifty percent (150200%) of the monthly greater of (a) the Basic Rent set forth for the month immediately preceding the date of termination or (b) the then currently scheduled Basic Rent for comparable space in Article 3, and if the definition of Rent in either case does not include additional rent, then with any additional rent due and payable during such holdover period of time. In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree that the reasonable rental value of the Subleased Premises following the Expiration Date of the Sublease shall be the amounts set forth above per month. Sublandlord and Subtenant acknowledge and agree that, under the circumstances existing as of the Effective Date, it is impracticable and/or extremely difficult to ascertain the reasonable rental value of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant to timely surrender possession of the Subleased PremisesProject. The parties acknowledge that acceptance by Landlord of monthly holdover rental in a lesser amount shall not constitute a waiver of Landlord’s right to recover the liquidated damages established herein is not intended as a forfeiture or penalty within the meaning of California Civil Code sections 3275 or 3369full amount due for any holdover by Tenant, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677unless otherwise agreed in writing by Landlord. Notwithstanding the foregoing, and in addition to all other rights and remedies on the part of Sublandlord if Subtenant If Tenant fails to surrender the Subleased Premises upon the termination or expiration of this SubleaseLease despite demand to do so by Landlord, in addition to any other liabilities to Sublandlord accruing therefrom, Subtenant Tenant shall indemnify, defend indemnify and hold Sublandlord Landlord harmless from all Claims resulting from such failureloss or liability, including, including without limitation, any Claims claims made by any third parties based on succeeding tenant relating to such failure to surrender. Furthermore, in the event that Subtenant fails to surrender the Premises after such time that (a) the Master Lease has expired and (b) Sublandlord has surrendered its premises under the Master Lease, then the rate for month to month tenancy at sufferance shall be one hundred and fifty percent of any and all Rent due to Master Landlord from Sublandlord under the holdover The foregoing provisions of the Master Leasethis Section are in addition to and do not affect Landlord’s right of re-entry or any other rights of Landlord under this Lease or at law.

Holding Over. Subtenant shall have no right to Holdover. If Subtenant does not surrender and vacate Tenant holds over after the Subleased Premises at expiration of the Expiration Date Lease Term or the earlier termination or cancellation of this SubleaseLease with or without the express written consent of Landlord, Subtenant Tenant shall become a tenant from month-to-month only, terminable on 30 days' notice. All the terms, provisions and conditions of this Lease shall apply to this month-to-month tenancy except those terms, provisions and conditions pertaining to the Term, and except that Base Rent shall be immediately adjusted upward upon the expiration or termination of the Lease to 200% of the Base Rent in effect upon the date of such expiration or earlier termination or cancellation of this Lease. Acceptance by Landlord of Rent after such expiration or earlier termination or cancellation shall not result in a tenant renewal of this Lease or waiver of any default or circumstances of termination. The provisions of this Paragraph shall not be deemed to limit or constitute a waiver of any other rights or remedies of Landlord provided herein, at sufferance, law or at the sole election of Sublandlord, a month to month tenancy, in equity and the parties agree nothing contained in either case that the reasonable rental value, if at sufferance, or the Rent if a month to month tenancy this Paragraph shall be the monthly rate of one hundred and fifty percent (150%) of the monthly Rent set forth in Article 3, and if the definition of Rent in either case does not include additional rent, then with construed as consent by Landlord to any additional rent due and payable during such holdover period of timeholding over by Tenant. In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree the event that the reasonable rental value of the Subleased Premises following the Expiration Date of the Sublease shall be the amounts set forth above per month. Sublandlord and Subtenant acknowledge and agree that, under the circumstances existing as of the Effective Date, it is impracticable and/or extremely difficult to ascertain the reasonable rental value of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant to timely surrender possession of the Subleased Premises. The parties acknowledge that the liquidated damages established herein is not intended as a forfeiture or penalty within the meaning of California Civil Code sections 3275 or 3369, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677. Notwithstanding the foregoing, and in addition to all other rights and remedies on the part of Sublandlord if Subtenant Tenant fails to surrender the Subleased Leased Premises upon such termination or expiration, then Tenant shall indemnify and hold Landlord harmless against all loss or liability resulting from or arising out of Tenant's failure to surrender the Premises, including, but not limited to, any amounts required to be paid to any tenant or prospective tenant who was to have occupied the Leased Premises after said termination or expiration and any related attorneys' fees and brokerage commissions or any loss to Landlord arising out of this Sublease, in addition to any other liabilities to Sublandlord accruing therefrom, Subtenant shall indemnify, defend and hold Sublandlord harmless from all Claims resulting from such failure, including, without limitation, any Claims by any third parties based on such failure to surrender. Furthermore, in the event that Subtenant fails to surrender the Premises after such time that (a) the Master Lease has expired and (b) Sublandlord has surrendered its premises under the Master Lease, then the rate for month to month tenancy at sufferance shall be one hundred and fifty percent of any and all Rent due to Master Landlord from Sublandlord under the holdover provisions a prospective sale of the Master LeaseLeased Premises.

Holding Over. Subtenant shall have no right to Holdover. If Subtenant does not surrender and vacate the Subleased Premises at the Expiration Date of this Sublease, Subtenant shall be a tenant at sufferance, or at the sole election of Sublandlord, a month to month tenancy, and the parties agree in either case that the reasonable rental value, if at sufferance, or the Rent if a month to month tenancy shall be the monthly rate of one hundred and fifty percent (150%) of the monthly Rent set forth in Article 3, and if the definition of Rent in either case does not include additional rent, then with any additional rent due and payable during such holdover period of time. In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree that the reasonable rental value of the Subleased Premises following the Expiration Date of the Sublease shall be the amounts set forth above per month. Sublandlord and Subtenant acknowledge and agree that, under the circumstances existing as of the Effective Date, it is impracticable and/or extremely difficult to ascertain the reasonable rental value of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant to timely surrender possession of the Subleased Premises. The parties acknowledge that the liquidated damages established herein is not intended as a forfeiture or penalty within the meaning of California Civil Code sections 3275 or 3369, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677. Notwithstanding the foregoing, and in addition to all other rights and remedies on the part of Sublandlord if Subtenant Xxxxxx fails to surrender the Subleased Premises upon at the expiration or earlier termination of this Lease, occupancy of the Premises after the termination or expiration shall be that of a tenancy at sufferance. Tenant’s occupancy of the Premises during the holdover shall be subject to all the terms and provisions of this Sublease, in Lease and Tenant shall pay an amount (on a per month basis without reduction for partial months during the holdover) equal to 150% of the sum of the Base Rent and Additional Rent due for the period immediately preceding the holdover. No holdover by Tenant or payment by Tenant after the expiration or early termination of this Lease shall be construed to extend the Term or prevent Landlord from immediate recovery of possession of the Premises by summary proceedings or otherwise. In addition to any other liabilities the payment of the amounts provided above, if Landlord is unable to Sublandlord accruing therefromdeliver possession of the Premises to a new tenant, Subtenant or to perform improvements for a new tenant, as a result of Tenant’s holdover and Tenant fails to vacate the Premises within 15 days after Landlord notifies Tenant of Landlord’s inability to deliver possession, or perform improvements, Tenant shall indemnify, defend and hold Sublandlord harmless from be liable to Landlord for all Claims resulting from such failuredamages, including, without limitation, any Claims by any third parties based on such failure consequential damages, that Landlord suffers from the holdover. Notwithstanding anything herein to surrender. Furthermorethe contrary, in the event that Subtenant fails pursuant to surrender the Premises after such time that (aSection 91.001(e) the Master Lease has expired and (b) Sublandlord has surrendered its premises under the Master Lease, then the rate for month to month tenancy at sufferance shall be one hundred and fifty percent of any and all Rent due to Master Landlord from Sublandlord under the holdover provisions of the Master LeaseTexas Property Code, Landlord and Xxxxxx specifically agree that no notice to terminate Xxxxxx’s tenancy hereunder will be required from and after the expiration of the Term of this Lease under Section 91.001 or Section 24.005 of the Texas Property Code before Landlord files a forcible detainer suit on grounds that the tenant is holding over beyond the end of the rental term or renewal period (if any) hereof; and any sublease hereunder shall not be approved unless it also contains a specific comparable waiver by the subtenant thereunder.

Holding Over. Subtenant This Lease shall have no right to Holdover. If Subtenant does not surrender expire absolutely and vacate the Subleased Premises at without notice on the Expiration Date of this Sublease, Subtenant shall be a tenant at sufferance, or at the sole election end of Sublandlordany Renewal Term as provided in Paragraph 3d., provided that if Tenant retains possession of the Premises or any part thereof after the termination of this Lease by expiration of the Term or any Renewal Term or otherwise, a month to month tenancy, and the parties agree in either case that the reasonable rental value, if at sufferance, or the Rent if a month to month-to-month tenancy shall be deemed to exist on the monthly rate same terms and conditions, including Base Rent, as were in effect for the Term or Renewal Term just ended. If such holding over continues for more than one (1) full calendar month after Landlord delivers written notice to Tenant of one hundred termination of such month-to-month tenancy, Tenant shall pay Landlord, as partial compensation for such unlawful retention, for each such additional month Tenant remains in the Premises, double the amount of Base Rent otherwise due during the last full month of the most recent term and fifty percent (150%) shall continue to pay Additional Rent as otherwise specified in this Lease. Such payments for unlawful retention shall not limit any rights or remedies of Landlord resulting by reason of the wrongful holding over by Tenant or create any right in Tenant to continue in possession of the Premises. In the event the Term commences on a day other than the first day of a calendar month, Tenant shall pay to landlord, on or before the Commencement Date of the Term, a pro rata portion of the monthly Rent set forth installment of Base Rent, such pro rata portion to be based on the number of days remaining in Article 3, and if such partial month after the definition of Rent in either case does not include additional rent, then with any additional rent due and payable during such holdover period of time. In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree that the reasonable rental value of the Subleased Premises following the Expiration Commencement Date of the Sublease shall be Term. Tenant hereby covenants and agrees to pay the amounts set forth above per month. Sublandlord annual Base Rent, Additional Rent and Subtenant acknowledge and agree that, under the circumstances existing as of the Effective Date, it is impracticable and/or extremely difficult other sums payable to ascertain the reasonable rental value of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant to timely surrender possession of the Subleased Premises. The parties acknowledge that the liquidated damages established herein is not intended as a forfeiture or penalty within the meaning of California Civil Code sections 3275 or 3369, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677. Notwithstanding the foregoing, and in addition to all other rights and remedies on the part of Sublandlord if Subtenant fails to surrender the Subleased Premises upon the termination or expiration of this Sublease, in addition to any other liabilities to Sublandlord accruing therefrom, Subtenant shall indemnify, defend and hold Sublandlord harmless from all Claims resulting from such failure, includingLandlord hereunder when due, without limitationdeduction or set-off or prior demand therefor, any Claims by any third parties based on such failure except as otherwise expressly provided for in this Lease. In order to surrender. Furthermore, compensate Landlord for the additional expense Landlord may incur in the event that Subtenant fails Tenant is delinquent in the payment of rent or other sums due hereunder, Tenant agrees to surrender the Premises after such time that pay Landlord a late charge equal to five (a5%) the Master Lease has expired and (b) Sublandlord has surrendered its premises under the Master Lease, then the rate for month to month tenancy at sufferance shall be one hundred and fifty percent of any and all installment of Base Rent, Additional Rent or any other payment due hereunder not paid within ten (10) days after such installment or payment is due. In addition, Tenant shall pay Landlord a service charge equal to Master Landlord from Sublandlord under the holdover provisions five (5%) percent of the Master Leaseamount of any check given by Tenant to Landlord which Tenant's bank refuses to honor upon initial presentation.

Holding Over. Subtenant This Lease shall have no right to Holdoverterminate without further notice on the Lease Expiration Date. If Subtenant does not surrender and vacate Any holding over by Tenant after expiration of the Subleased Premises at the Expiration Date Lease Term shall neither constitute a renewal nor extension of this Sublease, Subtenant Lease nor give Tenant any rights in or to the Premises except as expressly provided in this Section 13.2. Any such holding over to which Landlord may expressly consent in writing shall be construed to be a tenant at sufferancetenancy from month-to-month, or at on the sole election of Sublandlordsame terms and conditions herein specified insofar as applicable, a month to month tenancy, and the parties agree in either case except that the reasonable rental value, if at sufferance, or the Base Monthly Rent if a month to month tenancy shall be the monthly rate of increased to an amount equal to one hundred and fifty percent (150%) of the monthly Base Monthly Rent set forth in Article 3, and if the definition of Rent in either case does not include additional rent, then with any additional rent due and payable during such holdover period of time. In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree that the reasonable rental value of last full month immediately preceding the Subleased Premises following the Expiration Date of the Sublease shall be the amounts set forth above per month. Sublandlord and Subtenant acknowledge and agree that, under the circumstances existing as of the Effective Date, it is impracticable and/or extremely difficult to ascertain the reasonable rental value of the Subleased Premises on the Lease Expiration Date and Tenant shall not have any rights whatsoever under Article 15 below. 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 reasonable rental value established herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant to timely surrender possession of the Subleased Premises. The parties acknowledge that the liquidated damages established herein is not intended as a forfeiture or penalty within the meaning of California Civil Code sections 3275 or 3369, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677. Notwithstanding the foregoing, and in In addition to all other rights and remedies on the part of Sublandlord if Subtenant fails to surrender the Subleased Premises upon the termination that Landlord has under this Lease or expiration of this Sublease, at law or in addition to any other liabilities to Sublandlord accruing therefrom, Subtenant shall indemnify, defend and hold Sublandlord harmless from all Claims resulting from such failure, equity (including, without limitation, any Claims by any third parties based on such failure the right to surrender. Furthermoreevict Tenant and regain possession of the Premises in accordance with applicable Law), in the event that Subtenant if Tenant fails to surrender the Premises after such time that (a) upon the Master Lease has expired and (b) Sublandlord has surrendered its premises under the Master expiration or earlier termination of this Lease, then Tenant shall defend, indemnify and hold Landlord harmless from and against all Adverse Consequences resulting from Tenant's failure to surrender the rate Premises (in the condition required by this Lease) on or before the expiration or sooner termination of this Lease, except that Tenant shall not be required to indemnify Landlord for month any lost rents with respect to month tenancy at sufferance the Premises if Tenant surrenders the Premises (in the condition required by this Lease) prior to the sixtieth (60th) day after the expiration or sooner termination of this Lease. Tenant's obligations under this Section 13.2 shall be one hundred and fifty percent survive the expiration or sooner termination of any and all Rent due to Master Landlord from Sublandlord under the holdover provisions of the Master this Lease.

Holding Over. Subtenant With at least thirty (30) days’ prior written notice to Landlord (the “Holdover Notice”), Tenant shall have no right be permitted a grace period of up to Holdover. If Subtenant does not surrender sixty (60) days of holdover following expiration of this Lease at the then current Monthly Installment of Annual Base Rent and Additional Rent due under this Lease, on the condition that Tenant is taking all reasonable steps to vacate the Subleased Premises at Premises. The Holdover Notice must set forth the Expiration Date number of this Subleasedays, Subtenant up to sixty (60) (the “Allowed Holdover Period”), that Tenant will remain in, and liable for the payment of Rent for, the Premises. During the Allowed Holdover Period, Tenant shall be obligated to abide by all of the terms and conditions of the Lease. After expiration of the Allowed Holdover Period, Tenant shall be a tenant at sufferancetenant-at-sufferance whose occupancy is subject to all of the conditions of this Lease insofar as the same are applicable to a hold-over tenant, or at the sole election of Sublandlord, a month to month tenancy, and the parties agree in either case except that the reasonable rental value, if at sufferance, or the Monthly Installment of Annual Base Rent if a month to month tenancy payable by Tenant shall be the monthly rate of an amount equal to one hundred and fifty percent (150%) of the monthly Annual Base Rent set forth in Article 3, and if Additional Rent paid by Tenant during the definition of Rent in either case does not include additional rent, then with any additional rent due and payable during such holdover period of time. In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree that the reasonable rental value last month of the Subleased Premises following Term or any Extended Term allowed hereunder. Tenant shall indemnify and hold Landlord harmless from and against all claims, liabilities, damages, costs or expenses, including reasonable attorneys’ fees and costs of defending the Expiration Date of the Sublease shall be the amounts set forth above per month. Sublandlord same, incurred by Landlord and Subtenant acknowledge and agree that, under the circumstances existing as of the Effective Date, it is impracticable and/or extremely difficult to ascertain the reasonable rental value of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of the arising from Tenant’s failure of Subtenant to timely surrender the Premises following expiration of the Allowed Holdover Period, including (i) any rent payable by or any loss, cost, or damages, including lost profits, proven by any prospective tenant of the Premises, (ii) Landlord’s damages as a result of such prospective tenant rescinding or refusing to enter into the prospective lease of the Premises by reason of such failure to timely surrender the Premises, or its termination of an already executed lease, and (iii) Landlord’s damages as a result of any delay in Landlord’s ability to ready the Premises (or any portion thereof) for the next occupant. Nothing contained herein shall limit Landlord’s right to change the locks and to immediately recover possession of the Subleased Premises. The parties acknowledge that the liquidated damages established herein is not intended as a forfeiture or penalty within the meaning of California Civil Code sections 3275 or 3369, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677. Notwithstanding the foregoing, and in addition to all other rights and remedies on the part of Sublandlord if Subtenant fails to surrender the Subleased Premises upon the termination or from Tenant following expiration of this Sublease, in addition to any other liabilities to Sublandlord accruing therefrom, Subtenant shall indemnify, defend and hold Sublandlord harmless the Allowed Holdover Period or from all Claims resulting evicting Tenant from such failure, including, without limitation, any Claims by any third parties based on such failure to surrender. Furthermore, the Premises in the event that Subtenant fails to surrender the Premises after such time that (a) the Master Lease has expired and (b) Sublandlord has surrendered its premises manner set forth under the Master Lease, then the rate for month to month tenancy at sufferance shall be one hundred and fifty percent of any and all Rent due to Master Landlord from Sublandlord under the holdover provisions of the Master LeaseArizona law.

Holding Over. Subtenant shall have no right to Holdover. If Subtenant does not surrender and vacate the Subleased Premises at the Expiration Date of this Sublease, Subtenant shall be a tenant at sufferance, or at the sole election of Sublandlord, a month to month tenancy, and the parties agree in either case that the reasonable rental valueExcept for any permitted occupancy by Tenant under Article 29, if at sufferanceTenant or any party claiming by, through or the Rent if a month to month tenancy shall be the monthly rate of one hundred and fifty percent (150%) of the monthly Rent set forth in Article 3, and if the definition of Rent in either case does not include additional rent, then with any additional rent due and payable during such holdover period of time. In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree that the reasonable rental value of the Subleased Premises following the Expiration Date of the Sublease shall be the amounts set forth above per month. Sublandlord and Subtenant acknowledge and agree that, under the circumstances existing as of the Effective Date, it is impracticable and/or extremely difficult to ascertain the reasonable rental value of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant to timely surrender possession of the Subleased Premises. The parties acknowledge that the liquidated damages established herein is not intended as a forfeiture or penalty within the meaning of California Civil Code sections 3275 or 3369, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677. Notwithstanding the foregoing, and in addition to all other rights and remedies on the part of Sublandlord if Subtenant fails to surrender the Subleased Premises upon the termination or expiration of this Sublease, in addition to any other liabilities to Sublandlord accruing therefrom, Subtenant shall indemnify, defend and hold Sublandlord harmless from all Claims resulting from such failure, including, without limitation, any Claims by any third parties based on such failure to surrender. Furthermore, in the event that Subtenant Tenant fails to surrender the Premises after such time that (a) at the Master Lease has expired and (b) Sublandlord has surrendered its premises under the Master expiration or earlier termination of this Lease, then the rate for month to month continued occupancy of the Premises shall be that of a tenancy at sufferance sufferance. Tenant shall pay an amount (on a per month basis without reduction for partial months during the holdover) equal to 150% of the sum of the Base Rent and Tenant’s Pro Rata Share of Excess Operating Expenses due for the period immediately preceding the holdover. The foregoing notwithstanding, if the holdover is for a period of less than fifteen (15) days, the amount payable for such holdover shall be one hundred and fifty percent prorated on a per diem basis. Tenant shall otherwise continue to be subject to all of any and all Rent due Tenant’s obligations under this Lease. No holdover by Tenant or payment by Tenant after the expiration or early termination of this Lease shall be construed to Master extend the Term or prevent Landlord from Sublandlord under the holdover provisions immediate recovery of possession of the Master LeasePremises by summary proceedings or otherwise. In addition to the payment of the amounts provided above, if Landlord is unable to deliver possession of the Premises to a new tenant, or to perform improvements for a new tenant, as a result of Tenant’s holdover and Tenant fails to vacate the Premises within fifteen (15) days after Landlord notifies Tenant of Landlord’s inability to deliver possession, or perform improvements (such notice shall not be delivered more than thirty (30) days prior to the Expiration Date and shall state in bold typeface that “A HOLDOVER SHALL CONSTITUTE A TIME SENSITIVE DEFAULT”), such failure shall constitute a Time Sensitive Default hereunder; and notwithstanding any other provision of this Lease to the contrary, Tenant shall be liable to Landlord for, and shall protect Landlord from and indemnify and defend Landlord against, all losses and damages, including any claims made by any succeeding tenant resulting from such failure to vacate, and any consequential damages that Landlord suffers from the holdover.

Holding Over. Subtenant shall have no right to Holdover. If Subtenant does not surrender and vacate Tenant remains in possession of the Subleased Premises at the Expiration Date after expiration or earlier termination of this SubleaseLease with Landlord’s express consent, Subtenant Tenant’s occupancy shall be a tenant at sufferance, or at the sole election of Sublandlord, a month to month tenancytenancy at a rent agreed upon by Landlord and Tenant, but in no event less than the Monthly Basic Rent and Operating Rent payable under this Lease during the parties agree in either case that last full month before the reasonable rental value, if at sufferance, date of expiration or the Rent if a earlier termination. The month to month tenancy shall be on the monthly terms and conditions of this Lease except as provided in the preceding sentence and the Lease clauses concerning extension rights. If Tenant holds over after the expiration or earlier termination of the Term hereof without the express written consent of Landlord, Tenant shall become a tenant at sufferance only, at a rental rate equal to the greater of one hundred and fifty percent (150%) of the monthly Monthly Basic Rent set forth in Article 3, and if which would be applicable to the definition of Rent in either case does not include additional rent, then with any additional rent due and payable during such holdover period of time. In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree that the reasonable rental value of the Subleased Premises following the Expiration Date of the Sublease shall be the amounts set forth above per month. Sublandlord and Subtenant acknowledge and agree that, under the circumstances existing as of the Effective Date, it is impracticable and/or extremely difficult to ascertain the reasonable rental value of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant to timely surrender possession of the Subleased Premises. The parties acknowledge that the liquidated damages established herein is not intended as a forfeiture or penalty within the meaning of California Civil Code sections 3275 or 3369, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677. Notwithstanding the foregoing, and in addition to all other rights and remedies on the part of Sublandlord if Subtenant fails to surrender the Subleased Premises upon the termination or date of expiration of this Subleasethe Term (prorated on a daily basis) or fair market value as reasonably determined by Landlord, in addition and otherwise subject to any other liabilities to Sublandlord accruing therefromthe terms, Subtenant shall indemnifycovenants and conditions herein specified, defend and hold Sublandlord harmless from all Claims resulting from such failure, so far as applicable including, without limitation, the obligation to pay increased Operating Expenses as provided in Paragraph 5. Acceptance by Landlord of rent after such expiration or earlier termination shall not constitute a consent to a holdover hereunder or result in a renewal. The foregoing provisions of this Paragraph 10 are in addition to and do not affect Landlord’s right of re-entry or any Claims rights of Landlord hereunder or as otherwise provided by law. If Tenant fails to surrender the Premises upon the expiration of this Lease despite written demand to do so by Landlord, Tenant shall indemnify and hold Landlord harmless from all loss or liability arising out of such failure, including without limitation, any claim made by any third parties based succeeding tenant founded on or resulting from such failure to surrender. Furthermore, in No provision of this Paragraph 10 shall be construed as implied consent by Landlord to any holding over by Tenant. Landlord expressly reserves the event that Subtenant fails right to require Tenant to surrender possession of the Premises after such time that (a) the Master to Landlord as provided in this Lease has expired and (b) Sublandlord has surrendered its premises under the Master upon expiration or other termination of this Lease, then the rate for month . The provisions of this Paragraph 10 shall not be considered to month tenancy at sufferance shall be one hundred and fifty percent limit or constitute a waiver of any and all Rent due to Master other rights or remedies of Landlord from Sublandlord under the holdover provisions of the Master Leaseprovided in this Lease or at law.

Holding Over. Subtenant shall have no right Tenant will not be permitted to Holdoverhold over possession of the Premises after the expiration or earlier termination of the Term without the express written consent of Landlord, which consent Landlord may withhold in its sole and absolute discretion. If Subtenant does not surrender and vacate Tenant holds over after the Subleased Premises expiration or earlier termination of the Term, Landlord may, at the Expiration Date of this Subleaseits option, Subtenant shall be treat Tenant as a tenant at sufferance, or at the sole election of Sublandlord, a month to month tenancysufferance only, and such continued occupancy by Tenant shall be subject to all of the parties agree in either case terms, covenants and conditions of this Lease, so far as applicable, except that the reasonable rental value, if at sufferance, or the Monthly Base Rent if a month to month tenancy for any such holdover period shall be the monthly rate of equal to one hundred and fifty percent (150%) of the monthly Rent set forth in Article 3, and if the definition of Monthly Base Rent in either case does effect TENANT’S INITIALS LANDLORD’S INITIALS under this Lease immediately prior to such holdover.. Acceptance by Landlord of rent after such expiration or earlier termination will not include additional rent, then with any additional rent due and payable during such holdover period result in a renewal of time. In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree that the reasonable rental value of the Subleased Premises following the Expiration Date of the Sublease shall be the amounts set forth above per month. Sublandlord and Subtenant acknowledge and agree that, under the circumstances existing as of the Effective Date, it is impracticable and/or extremely difficult to ascertain the reasonable rental value of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant to timely surrender possession of the Subleased PremisesLease. The parties acknowledge that the liquidated damages established herein is not intended as a forfeiture or penalty within the meaning foregoing provisions of California Civil Code sections 3275 or 3369, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677. Notwithstanding the foregoing, and this Paragraph 11 are in addition to all other and do not affect Landlord’s right of re-entry or any rights and remedies on the part of Sublandlord if Subtenant Landlord under this Lease or as otherwise provided by law. If Tenant fails to surrender the Subleased Premises upon the termination or expiration of this SubleaseLease in accordance with the terms of this Paragraph 11 despite demand to do so by Landlord, in addition Tenant agrees to any other liabilities to Sublandlord accruing therefrompromptly indemnify, Subtenant shall indemnifyprotect, defend and hold Sublandlord Landlord harmless from all Claims resulting from such failureclaims, damages, judgments, suits, causes of action, losses, liabilities, penalties, fines, expenses and costs (including attorneys’ fees and costs), including, without limitation, any Claims costs and expenses incurred by Landlord in returning the Premises to the condition in which Tenant was to surrender it and claims made by any third parties based succeeding tenant founded solely on such or resulting solely from Tenant’s failure to surrender. Furthermore, in the event that Subtenant fails to surrender the Premises after such time that (a) the Master Lease has expired and (b) Sublandlord has surrendered its premises under the Master Lease, then the rate for month to month tenancy at sufferance shall be one hundred and fifty percent of any and all Rent due to Master Landlord from Sublandlord under the holdover Premises. The provisions of this Subparagraph 11(b) will survive the Master expiration or earlier termination of this Lease.

Holding Over. Subtenant shall have no right to Holdover. If Subtenant does not surrender and vacate the Subleased Premises at the Expiration Date of this SubleaseIf, Subtenant shall be a tenant at sufferancewith Landlord’s express written consent, or at the sole election of Sublandlord, a month to month tenancy, and the parties agree in either case that the reasonable rental value, if at sufferance, or the Rent if a month to month tenancy shall be the monthly rate of one hundred and fifty percent (150%) of the monthly Rent set forth in Article 3, and if the definition of Rent in either case does not include additional rent, then with any additional rent due and payable during such holdover period of time. In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree that the reasonable rental value of the Subleased Premises following the Expiration Date of the Sublease shall be the amounts set forth above per month. Sublandlord and Subtenant acknowledge and agree that, under the circumstances existing as of the Effective Date, it is impracticable and/or extremely difficult to ascertain the reasonable rental value of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant to timely surrender Tenant retains possession of the Subleased Premises. The parties acknowledge that the liquidated damages established herein is not intended as a forfeiture or penalty within the meaning of California Civil Code sections 3275 or 3369, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677. Notwithstanding the foregoing, and in addition to all other rights and remedies on the part of Sublandlord if Subtenant fails to surrender the Subleased Premises upon after the termination or expiration of the Term, (i) unless otherwise agreed in such written consent, such possession shall be subject to immediate termination by Landlord at any time, (ii) all of the other terms and provisions of this Sublease, in addition to any other liabilities to Sublandlord accruing therefrom, Subtenant shall indemnify, defend and hold Sublandlord harmless from all Claims resulting from such failure, Lease (including, without limitation, the adjustment of Base Rent pursuant to Section 4 hereof) shall remain in full force and effect (excluding any Claims by any third parties based on expansion or renewal option or other similar right or option) during such failure holdover period, (iii) Tenant shall continue to surrender. Furthermorepay Base Rent in the amount payable upon the date of the expiration or earlier termination of this Lease or such other amount as Landlord may indicate, in Landlord’s sole and absolute discretion, in such written consent, and (iv) all other payments shall continue under the event that Subtenant fails to surrender terms of this Lease. If Tenant remains in possession of the Premises after such time 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 (a) the Master Lease has expired monthly rental shall be equal to 150% of Base Rent in effect during the last 30 days of the Term, plus Operating Expenses and all other amounts due under this Lease, and (bB) Sublandlord has surrendered its premises under the Master Lease, then the rate for month to month tenancy at sufferance Tenant shall be one hundred and fifty percent of any and responsible for all Rent due damages suffered by Landlord resulting from or occasioned by Tenant’s holding over, including consequential damages; provided, however, that if Tenant delivers a written inquiry to Master Landlord from Sublandlord under within 30 days prior to the holdover provisions expiration or earlier termination of the Master Term, Landlord will notify Tenant whether the potential exists for 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, and this Section 8 shall not be construed as consent for Tenant to retain possession of the Premises. Acceptance by Landlord of Rent after the expiration of the Term or earlier termination of this Lease shall not result in a renewal or reinstatement of this Lease. Payments of Rent payable pursuant to this Section 8 for any fractional calendar month shall be prorated.

Holding Over. Subtenant shall have no right to Holdover. If Subtenant does not surrender and vacate Tenant remains in possession of the Subleased Premises at or any part thereof after the Expiration Date expiration or earlier termination of this Subleasethe term hereof with Landlord's consent, Subtenant such occupancy shall be a tenant at sufferance, or at the sole election of Sublandlord, a tenancy from month to month tenancyupon all the terms and conditions of this Lease pertaining to the obligations of Tenant, and the parties agree in either case except that the reasonable rental value, if at sufferance, or the Base Rent if a month to month tenancy payable shall be the monthly rate greater of one (a) two hundred and fifty percent (150200%) of the monthly Base Rent set forth in Article 3, and if payable immediately preceding the definition Termination Date of Rent in either case does not include additional rent, then with any additional rent due and payable during such holdover period of time. In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree that the reasonable rental value Lease or (b) one hundred twenty-five percent (125%) of the Subleased fair market Base Rent for the Premises following the Expiration Date of the Sublease shall be the amounts set forth above per month. Sublandlord and Subtenant acknowledge and agree that, under the circumstances existing as of the Effective Datedate Tenant holds over, it is impracticable and/or extremely difficult to ascertain the reasonable rental value and all Options, if any, shall be deemed terminated and be of no further effect. If Tenant remains in possession of the Subleased Premises on or any part thereof after the Expiration Date and that the reasonable rental value established herein is a reasonable estimate expiration of the damage that Sublandlord would suffer Term hereof without Landlord's consent, Tenant may, at Landlord's option, be treated as a tenant at sufferance or a trespasser, and Tenant shall be liable to Landlord for use and occupancy charges equal to three hundred percent (300%) of the Base Rent payable immediately preceding the Termination Date of this Lease, plus all other amounts otherwise payable by Tenant under this Lease as though it continued in effect. Nothing contained herein shall be construed to constitute Landlord's consent to Tenant holding over at the expiration or earlier termination of the Lease term or to give Tenant the right to hold over after the expiration or earlier termination of the Lease term. Tenant hereby agrees to indemnify, hold harmless and defend Landlord from any cost, loss, claim or liability (including reasonable attorneys' fees) Landlord may incur as a result of the Tenant's failure of Subtenant to timely surrender possession of the Subleased Premises. The parties acknowledge that the liquidated damages established herein is not intended as a forfeiture or penalty within the meaning of California Civil Code sections 3275 or 3369, but is intended Premises to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677. Notwithstanding the foregoing, and in addition to all other rights and remedies on the part of Sublandlord if Subtenant fails to surrender the Subleased Premises Landlord upon the termination or expiration of this Sublease, in addition to any other liabilities to Sublandlord accruing therefrom, Subtenant shall indemnify, defend and hold Sublandlord harmless from all Claims resulting from such failure, including, without limitation, any Claims by any third parties based on such failure to surrender. Furthermore, in the event that Subtenant fails to surrender the Premises after such time that (a) the Master Lease has expired and (b) Sublandlord has surrendered its premises under the Master Lease, then the rate for month to month tenancy at sufferance shall be one hundred and fifty percent of any and all Rent due to Master Landlord from Sublandlord under the holdover provisions of the Master Lease.

Holding Over. Subtenant Any holding over after the expiration or termination of this lease with the written consent of Landlord shall have no right be construed to Holdover. If Subtenant does not surrender and vacate the Subleased Premises be a tenancy from month to month at the Expiration Date monthly rent, as adjusted, in effect on the date of such expiration or termination. All provisions of this Subleaselease, Subtenant except those pertaining to the term and any option to extend, shall be a tenant at sufferance, or at apply to the sole election of Sublandlord, a month to month tenancy. The provisions of this paragraph are in addition to, and do not affect, Landlord's right of reentry or other rights hereunder or provided by law. If Tenant shall retain possession of the parties agree in either case that Premises or any part thereof without Landlord's consent following the reasonable rental valueexpiration or sooner termination of this lease for any reason, if at sufferance, or then Tenant shall pay to Landlord for each day of such retention for the Rent if a month to month tenancy shall be the monthly rate of first thirty (30) days one hundred and fifty twenty-five percent (150125%) of the monthly Rent set forth daily rental in Article 3effect during the last month prior to the date of such expiration or termination and thereafter Tenant shall pay to Landlord for each day of such retention double the amount of the daily rental in effect during the last month prior to the date of such expiration or termination. Tenant shall also indemnify and hold Landlord harmless from any loss, liability and expense (including, but not limited to, attorneys fees) resulting from delay by Tenant in surrendering the Premises, including without limitation any claims made by any succeeding tenant founded on such delay. Acceptance of rent by Landlord following expiration or termination shall not constitute a renewal of this lease, and if the definition nothing contained in this paragraph shall waive Landlord's right of Rent in either case does not include additional rent, then with re-entry or any additional rent due and payable during such holdover period of timeother right. In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree that the reasonable rental value of the Subleased Premises following the Expiration Date of the Sublease Tenant shall be the amounts set forth above per month. Sublandlord and Subtenant acknowledge and agree thatonly a Tenant at sufferance, under the circumstances existing as of the Effective Datewhether or not Landlord accepts any rent from Tenant, it while Tenant is impracticable and/or extremely difficult to ascertain the reasonable rental value of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant to timely surrender possession of the Subleased Premises. The parties acknowledge that the liquidated damages established herein is not intended as a forfeiture or penalty within the meaning of California Civil Code sections 3275 or 3369, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677. Notwithstanding the foregoing, and in addition to all other rights and remedies on the part of Sublandlord if Subtenant fails to surrender the Subleased Premises upon the termination or expiration of this Sublease, in addition to any other liabilities to Sublandlord accruing therefrom, Subtenant shall indemnify, defend and hold Sublandlord harmless from all Claims resulting from such failure, including, holding over without limitation, any Claims by any third parties based on such failure to surrender. Furthermore, in the event that Subtenant fails to surrender the Premises after such time that (a) the Master Lease has expired and (b) Sublandlord has surrendered its premises under the Master Lease, then the rate for month to month tenancy at sufferance shall be one hundred and fifty percent of any and all Rent due to Master Landlord from Sublandlord under the holdover provisions of the Master LeaseLandlord's written consent.

Holding Over. Subtenant Unless Landlord expressly consents in writing to Tenant’s holding over, Tenant shall have no right to Holdoverbe unlawfully and illegally in possession of the Premises, whether or not Landlord accepts any rent from Tenant or any other person while Tenant remains in possession of the Premises without Landlord’s written consent. If Subtenant does not surrender and vacate Tenant shall retain possession of the Subleased Premises at or any portion thereof without Landlord’s consent following the Expiration Date expiration of this Sublease, Subtenant shall be a tenant at sufferance, Lease or at the sole election of Sublandlord, a month to month tenancy, and the parties agree in either case that the reasonable rental value, if at sufferance, or the Rent if a month to month tenancy shall be the monthly rate of one hundred and fifty percent (150%) of the monthly Rent set forth in Article 3, and if the definition of Rent in either case does not include additional rentsooner termination for any reason, then with any additional rent due and payable during Tenant shall pay to Landlord for each day of such holdover period retention triple the amount of time. In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree that the reasonable daily rental value of the Subleased Premises following the Expiration Date of the Sublease shall be the amounts set forth above per month. Sublandlord and Subtenant acknowledge and agree that, under the circumstances existing as of the Effective Date, it is impracticable and/or extremely difficult last month prior to ascertain the reasonable rental value date of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant to timely surrender possession of the Subleased Premisesexpiration or earlier termination. The parties acknowledge that the liquidated damages established herein is not intended as a forfeiture or penalty within the meaning of California Civil Code sections 3275 or 3369, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677. Notwithstanding the foregoing, and in addition to all other rights and remedies on the part of Sublandlord if Subtenant fails to surrender the Subleased Premises upon the termination or expiration of this Sublease, in addition to any other liabilities to Sublandlord accruing therefrom, Subtenant Tenant shall also indemnify, defend defend, protect and hold Sublandlord Landlord harmless from all Claims any loss, liability or cost, including consequential and incidental damages and reasonable attorneys’ fees, incurred by Landlord resulting from such failuredelay by Tenant in surrendering the Premises, including, without limitation, any Claims claims made by any third parties based the succeeding tenant founded on such failure delay. Acceptance of Rent by Landlord following expiration or earlier termination of this Lease, or following demand by Landlord for possession of the Premises, shall not constitute a renewal of this Lease, and nothing contained in this Paragraph 25 shall waive Landlord’s right of reentry or any other right. Additionally, if upon expiration or earlier termination of this Lease, or following demand by Landlord for possession of the Premises, Tenant has not fulfilled its obligation with respect to surrender. Furthermore, in the event that Subtenant fails to surrender repairs and cleanup of the Premises after such time that (a) the Master Lease has expired and (b) Sublandlord has surrendered its premises under the Master or any other Tenant obligations as set forth in this Lease, then Landlord shall have the rate for month right to month tenancy perform any such obligations as it deems necessary at sufferance Tenant’s sole cost and expense, and any time required by Landlord to complete such obligations shall be one hundred considered a period of holding over and fifty percent the terms of any and all Rent due to Master Landlord from Sublandlord under the holdover this Paragraph 25 shall apply. The provisions of the Master this Paragraph 25 shall survive any expiration or earlier termination of this Lease.

Holding Over. Subtenant If Tenant (directly or through any Transferee or other successor-in-interest of Tenant) remains in possession of the Premises after the expiration or termination of this Lease, Tenant’s continued possession shall have no right to Holdover. If Subtenant does not surrender and vacate be on the Subleased Premises basis of a tenancy at the Expiration Date sufferance of Landlord. No act or omission by Landlord, other than its specific written consent, shall constitute permission for Tenant to continue in possession of the Premises, and if such consent is given or declared to have been given by a court judgment, Landlord may terminate Tenant’s holdover tenancy at any time upon seven (7) days written notice. In such event, Tenant shall continue to comply with or perform all the terms and obligations of Tenant under this SubleaseLease, Subtenant except that the monthly Base Rent shall be a tenant at sufferance, or at the sole election of Sublandlord, a month to month tenancy, and the parties agree in either case that the reasonable rental value, if at sufferance, or the Rent if a month to month tenancy shall be the monthly rate of one hundred and fifty percent (150%) of the monthly Base Rent set forth payable in Article 3the last full month prior to the termination hereof on a per diem basis for each day Tenant remains in possession for the first sixty (60) days of any such holdover period. Commencing on the sixty-first (61st) day, such rate shall be increased to two hundred percent (200%) of the Base Rent payable in the last full month prior to the termination hereof. Acceptance by Landlord of rent after such termination shall not constitute a renewal or extension 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. In addition to the payment of the amounts provided above, if Tenant fails to vacate the Premises within fifteen (15) days after Landlord notifies Tenant that Landlord has entered into a lease for the Premises or has received a bona fide offer to lease the Premises, and if the definition of Rent in either case does not include additional rentthat Landlord will be unable to deliver possession, or perform improvements, due to Tenant’s holdover, then with any additional rent due and payable during such holdover period of time. In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree that the reasonable rental value of the Subleased Premises following the Expiration Date of the Sublease Tenant shall be the amounts set forth above per month. Sublandlord and Subtenant acknowledge and agree that, under the circumstances existing as of the Effective Date, it is impracticable and/or extremely difficult liable to ascertain the reasonable rental value of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant to timely surrender possession of the Subleased Premises. The parties acknowledge that the liquidated damages established herein is not intended as a forfeiture or penalty within the meaning of California Civil Code sections 3275 or 3369, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677. Notwithstanding the foregoing, and in addition to Landlord for all other rights and remedies on the part of Sublandlord if Subtenant fails to surrender the Subleased Premises upon the termination or expiration of this Sublease, in addition to any other liabilities to Sublandlord accruing therefrom, Subtenant shall indemnify, defend and hold Sublandlord harmless from all Claims resulting from such failuredamages, including, without limitation, any Claims by any third parties based on such consequential damages (including a prospective tenant rescinding or refusing to enter into a prospective lease due to Landlord’s failure to surrender. Furthermoretimely deliver), in that Landlord suffers from the event that Subtenant fails to surrender the Premises after such time that (a) the Master Lease has expired and (b) Sublandlord has surrendered its premises under the Master Lease, then the rate for month to month tenancy at sufferance shall be one hundred and fifty percent of any and all Rent due to Master Landlord from Sublandlord under the holdover provisions of the Master Leaseholdover.

Holding Over. Subtenant Unless Landlord expressly consents in writing to Tenant's holding over, Tenant shall be unlawfully and illegally in possession of the Premises, whether or not Landlord accepts any rent from Tenant or any other person while Tenant remains in possession of the Premises without Landlord's written consent. If Tenant shall retain possession of the Premises or any portion thereof without Landlord's consent following the expiration of this Lease or sooner termination for any reason, then Tenant shall pay to Landlord for each day of such retention two hundred percent (200%) the amount of daily rental as of the last month prior to the date of expiration or earlier termination. Tenant shall also indemnify, defend, protect and hold Landlord harmless from any loss, liability or cost, including consequential and incidental damages and reasonable attorneys' fees, incurred by Landlord resulting from delay by Tenant in surrendering the Premises within thirty (30) days following the expiration or earlier termination of the Term or extended Term of this Lease, including, without limitation, any claims made by the succeeding tenant founded on such delay. Acceptance of Rent by Landlord following expiration or earlier termination of this Lease, or following demand by Landlord for possession of the Premises, shall not constitute a renewal of this Lease, and nothing contained in this Paragraph 25 shall waive Landlord's right of reentry of any other right. Additionally, if upon expiration or earlier termination of this Lease, or following demand by Landlord for possession of the Premises, Tenant has not fulfilled its obligation with respect to repairs and cleanup of the Premises or any other Tenant obligations as set forth in this Lease, then Landlord shall have no the right to Holdoverperform 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 Paragraph 25 shall apply. The provisions of this Paragraph 25 shall survive any expiration or earlier termination of this Lease. If Subtenant does by written notice to Landlord delivered not surrender and vacate later than twelve (12) months prior to the Subleased Premises at the Term Expiration Date of this Sublease, Subtenant shall be a tenant at sufferance, or at the sole election of Sublandlord, a month to month tenancy, and the parties agree in either case that the reasonable rental value, if at sufferanceDate, or the expiration of the extended Term (the "Hold-Over Notice"), Tenant advises Landlord of its intent to hold-over specifying the period of such hold-over (which period must be for a period of no longer than six (6) months)(the "Hold-Over Term") then Tenant may, as a matter of right, remain in possession following the Term Expiration Date or the expiration of the extended Term, as the case may be, for the Hold-Over Term set forth in the Hold-Over Notice; provided, that the Base Rent if a month to month tenancy for the Hold-Over Term shall be the monthly rate of one hundred and fifty percent (150%) of the monthly sum of the Base Rent set forth in Article 3, and if other charges payable for the definition last month of Rent in either case does not include additional rent, then with any additional rent due and payable during such holdover period of timethe Term or extended Term. In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree that no event under the reasonable rental value preceding sentence shall Tenant have the right to hold-over in the Premises for more than one (1) six (6) month or shorter period beyond the Term Expiration Date or the expiration of the Subleased Premises following the Expiration Date of the Sublease shall be the amounts set forth above per month. Sublandlord and Subtenant acknowledge and agree that, under the circumstances existing as of the Effective Date, it is impracticable and/or extremely difficult to ascertain the reasonable rental value of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant to timely surrender possession of the Subleased Premises. The parties acknowledge that the liquidated damages established herein is not intended as a forfeiture or penalty within the meaning of California Civil Code sections 3275 or 3369, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677. Notwithstanding the foregoing, and in addition to all other rights and remedies on the part of Sublandlord if Subtenant fails to surrender the Subleased Premises upon the termination or expiration of this Sublease, in addition to any other liabilities to Sublandlord accruing therefrom, Subtenant shall indemnify, defend and hold Sublandlord harmless from all Claims resulting from such failure, including, without limitation, any Claims by any third parties based on such failure to surrender. Furthermore, in the event that Subtenant fails to surrender the Premises after such time that (a) the Master Lease has expired and (b) Sublandlord has surrendered its premises under the Master Lease, then the rate for month to month tenancy at sufferance shall be one hundred and fifty percent of any and all Rent due to Master Landlord from Sublandlord under the holdover provisions of the Master Leaseextended Term.

Holding Over. Subtenant Unless Landlord expressly consents in writing to Tenant’s holding over, Tenant shall have no right to Holdoverbe unlawfully and illegally in possession of the Premises, whether or not Landlord accepts any rent from Tenant or any other person while Tenant remains in possession of the Premises without Landlord’s written consent. If Subtenant does not surrender and vacate Tenant shall retain possession of the Subleased Premises at or any portion thereof without Landlord’s consent following the Expiration Date expiration of this SubleaseLease or sooner termination for any reason, Subtenant then Tenant shall be a tenant at sufferance, or at the sole election pay to Landlord for each day of Sublandlord, a month to month tenancy, and the parties agree in either case that the reasonable rental value, if at sufferance, or the Rent if a month to month tenancy shall be the monthly rate of such retention one hundred and fifty twenty five percent (150125%) of the monthly Rent set forth in Article 3, and if the definition of Rent in either case does not include additional rent, then with any additional rent due and payable during such holdover period of time. In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree that the reasonable daily rental value of the Subleased Premises following the Expiration Date of the Sublease shall be the amounts set forth above per month. Sublandlord and Subtenant acknowledge and agree that, under the circumstances existing as of the Effective Datelast month prior to the date expiration or earlier termination for the first thirty (30) days, it is impracticable and/or extremely difficult to ascertain the reasonable two hundred percent (200%) of daily rental value as of the Subleased Premises on last month prior to the Expiration Date date of expiration or earlier termination for the next thirty (30) days and that then triple the reasonable amount of daily rental value established herein is a reasonable estimate as of the damage that Sublandlord would suffer as last month prior to the result date of the failure of Subtenant to timely surrender possession of the Subleased Premisesexpiration or earlier termination. The parties acknowledge that the liquidated damages established herein is not intended as a forfeiture or penalty within the meaning of California Civil Code sections 3275 or 3369, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677. Notwithstanding the foregoing, and in addition to all other rights and remedies on the part of Sublandlord if Subtenant fails to surrender the Subleased Premises upon the termination or expiration of this Sublease, in addition to any other liabilities to Sublandlord accruing therefrom, Subtenant Tenant shall also indemnify, defend defend, protect and hold Sublandlord Landlord harmless from all Claims any loss, liability or cost, including consequential and incidental damages and reasonable attorneys’ fees, incurred by Landlord resulting from such failuredelay by Tenant in surrendering the Premises, including, without limitation, any Claims claims made by any third parties based the succeeding tenant founded on such failure delay. Acceptance of Rent by Landlord following expiration or earlier termination of this Lease, or following demand by Landlord for possession of the Premises, shall not constitute a renewal of this Lease, and nothing contained in this Paragraph 25 shall waive Landlord’s right of reentry or any other right. Additionally, if upon expiration or earlier termination of this Lease, or following demand by Landlord for possession of the Premises, Tenant has not fulfilled its obligation with respect to surrender. Furthermore, in the event that Subtenant fails to surrender repairs and cleanup of the Premises after such time that (a) the Master Lease has expired and (b) Sublandlord has surrendered its premises under the Master or any other Tenant obligations as set forth in this Lease, then Landlord shall have the rate for month right to month tenancy perform any such obligations as it deems necessary at sufferance Tenant’s sole cost and expense, and any time required by Landlord to complete such obligations shall be one hundred considered a period of holding over and fifty percent the terms of any and all Rent due to Master Landlord from Sublandlord under the holdover this Paragraph 25 shall apply. The provisions of the Master this Paragraph 25 shall survive any expiration or earlier termination of this Lease.

Holding Over. Subtenant The Tenant shall have no right to Holdoverremain in possession after the Termination Date. If Subtenant does not surrender the Tenant shall occupy the Demised Premises after the expiration of this Lease with the consent of the Landlord (which consent shall be the obligation of Tenant to obtain in writing prior to the Termination Date and vacate which consent Landlord shall be under no obligation to give), and rent is accepted and collected from said Tenant, such occupancy and payment shall be construed as an extension of this Lease for a term of month-to-month only, from the Subleased date of such expiration. In such event, if either Landlord or Tenant desires to terminate said occupancy at the end of any month after the termination of this Lease, the party so desiring to terminate the same shall give the other party thirty (30) days written notice to that effect. If such occupancy continues after the aforesaid notice of termination, or if Tenant shall continue its occupancy after the Termination Date without obtaining Landlord’s written consent, Tenant shall pay to Landlord, as partial damages, double the amount of both fixed annual rental (at the rate which was last in effect for the term) and all additional rent for the time, on a per diem basis, together with all costs, expenses and damages incurred by Landlord and its agents to obtain possession from Tenant. Furthermore, if such occupancy continues after the aforesaid notice of termination, or if Tenant shall continue its occupancy after the Termination Date without obtaining Landlord’s written consent, Tenant shall be liable to Landlord for any loss of rents and/or liability sustained by Landlord or its agents in connection with any subsequent tenancy which may have intended to occupy said Demised Premises at the Expiration Date of this Sublease, Subtenant shall be a tenant at sufferance, or at the sole election of Sublandlord, a month to month tenancy, and the parties agree in either case that the reasonable rental value, if at sufferance, or the Rent if a month to month tenancy shall be the monthly rate of one hundred and fifty percent (150%) expiration of the monthly Rent set forth in Article 3, and if the definition term herein. The acceptance of Rent in either case does not include additional rent, then with any rent and/or additional rent due and payable during such holdover period of time. In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree that the reasonable rental value of the Subleased Premises following the Expiration Date of the Sublease by Landlord shall not be the amounts set forth above per month. Sublandlord and Subtenant acknowledge and agree that, under the circumstances existing as of the Effective Date, it is impracticable and/or extremely difficult deemed to ascertain the reasonable rental value of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is create a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant to timely surrender possession of the Subleased Premises. The parties acknowledge that the liquidated damages established herein is not intended as a forfeiture new or penalty within the meaning of California Civil Code sections 3275 or 3369, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677. Notwithstanding the foregoing, and in addition to all additional tenancy other rights and remedies on the part of Sublandlord if Subtenant fails to surrender the Subleased Premises upon the termination or expiration of this Sublease, in addition to any other liabilities to Sublandlord accruing therefrom, Subtenant shall indemnify, defend and hold Sublandlord harmless from all Claims resulting from such failure, including, without limitation, any Claims by any third parties based on such failure to surrender. Furthermore, in the event that Subtenant fails to surrender the Premises after such time that (a) the Master Lease has expired and (b) Sublandlord has surrendered its premises under the Master Lease, then the rate for month to month tenancy at sufferance shall be one hundred and fifty percent of any and all Rent due to Master Landlord from Sublandlord under the holdover provisions of the Master Leasethan aforesaid.

Holding Over. Subtenant shall have no right If Tenant fails to Holdover. If Subtenant does not surrender and vacate deliver possession of the Subleased Premises at on the Expiration Date Termination Date, but holds over after the expiration or earlier termination of this SubleaseLease without the express prior written consent of Landlord, Subtenant shall be a tenant at sufferance, or at the sole election of Sublandlord, a month to month tenancy, and the parties agree in either case that the reasonable rental value, if at sufferance, or the Rent if a month to month such tenancy shall be construed as a tenancy from month-to-month on the monthly rate same terms and conditions as are contained herein except that the Fixed Monthly Rent payable by Tenant during the first thirty (30) days of holding over (the “Initial Holdover Period”) shall automatically increase as of the Termination Date to an amount equal to one hundred and twenty-five percent (125%) of the Fixed Monthly Rent payable by Tenant for the calendar month immediately prior to the date when Tenant commences such holding over (the “Holdover Rent”). After the expiration of the Initial Holdover Period, the Holdover Rent shall be increased to one hundred fifty percent (150%) of the monthly Fixed Monthly Rent set forth in Article 3, and if payable by Tenant for the definition of Rent in either case does not include additional rent, then with calendar month immediately prior to the date when Tenant commenced such holding over. During any additional rent due and payable during such holdover period of time. In connection with this Xxxxxxxxx 00.0, Xxxxxxxxxxx and Subtenant agree that the reasonable rental value of the Subleased Premises following the Expiration Date of the Sublease holding over Tenant shall be the amounts set forth above per month. Sublandlord and Subtenant acknowledge and agree that, under the circumstances existing as of the Effective Date, it is impracticable and/or extremely difficult obligated to ascertain the reasonable rental value of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is pay Holdover Rent for a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant to timely surrender full calendar month whether or not Tenant remains in possession of the Subleased PremisesPremises for the entire calendar month and there shall be no pro-rata apportionment of Holdover Rent. The parties acknowledge that the liquidated damages established herein is not intended as a forfeiture or penalty within the meaning Tenant’s payment of California Civil Code sections 3275 or 3369, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676such Holdover Rent, and 1677Landlord’s acceptance thereof, shall not constitute a waiver by Landlord of any of Landlord’s rights or remedies with respect to such holding over, nor shall it be deemed to be a consent by Landlord to Tenant’s continued occupancy or possession of the Premises past the time period covered by Tenant’s payment of the Holdover Rent. Notwithstanding Furthermore, if Tenant fails to deliver possession of the foregoingPremises to Landlord upon the expiration or earlier termination of this Lease, and in addition to all other rights and remedies on Landlord has provided Tenant with not less than sixty (60) days prior written notice that Landlord requires possession of the part of Sublandlord if Subtenant fails to surrender the Subleased Premises upon the termination or expiration of this Subleasefor a succeeding tenant, then, in addition to any other liabilities to Sublandlord Landlord accruing therefrom, Subtenant Tenant shall indemnifyprotect, defend defend, indemnify and hold Sublandlord Landlord harmless from all Claims loss, costs (including reasonable attorneys’ fees and expenses) and liability resulting from such failure, including, including without limitationlimiting the foregoing, any Claims claims made by any third parties based on such succeeding tenant arising out of Tenant’s failure to so surrender, and any lost profits to Landlord resulting therefrom. FurthermoreNotwithstanding the provisions contained hereinabove regarding Tenant’s liability for a continuing holdover, in the event that Subtenant fails Landlord agrees to surrender use commercially reasonable efforts to insert into any future lease of another tenant proposing to occupy the Premises after such time that (a) the Master Lease has expired and (b) Sublandlord has surrendered its premises under the Master Leaseprovisions similar to those contained in Section 2.1, then the rate for month to month tenancy at sufferance shall be one hundred and fifty percent permitting mitigation of any and all Rent due to Master Landlord from Sublandlord under the holdover provisions Tenant’s damages arising out of the Master LeaseTenant’s temporary holdover.

Holding Over. Subtenant shall have no right to Holdoverholdover. If Subtenant does not surrender and vacate the Subleased Premises at the Expiration Date expiration or sooner termination of this Sublease, Subtenant shall be a tenant at sufferance, or at the sole election of Sublandlord, a month to month tenancy, sufferance and the parties agree in either case that the reasonable rental value, if at sufferance, or the Rent if a month to month tenancy value shall be Rent at the greater of (i) the monthly rate of one hundred and fifty percent (150%) [***] of the monthly Rent set forth in Article 3Section 3 (without taking into account any rent abatement then in effect), and (ii) all rent due under the Master Lease, and if the definition of Rent in either case does not include additional rentrent or operating expenses and property taxes, then with any additional rent rent, operating expenses and property taxes due and payable during such holdover period of time; provided that if such holdover continues beyond the term of the Master Lease then Rent shall equal any and all rent due to Master Landlord from Sublandlord under the holdover provisions of the Master Lease during such holdover period of time. In connection with this Xxxxxxxxx 00.0the foregoing, Xxxxxxxxxxx Sublandlord and Subtenant agree that the reasonable rental value of the Subleased Premises following the Expiration Date of the Sublease shall be the amounts set forth above per month. Sublandlord and Subtenant acknowledge and agree that, under the circumstances existing as of the Effective Date, it is impracticable and/or extremely difficult to ascertain the reasonable rental value of the Subleased Premises on the Expiration Date and that the reasonable rental value established herein is a reasonable estimate of the damage that Sublandlord would suffer as the result of the failure of Subtenant to timely surrender possession of the Subleased Premises. The parties acknowledge that the liquidated damages established herein is not intended as a forfeiture or penalty within the meaning of California Civil Code sections 3275 or 3369, but is intended to constitute liquidated damages to Sublandlord pursuant to California Civil Code sections 1671, 1676, and 1677. Notwithstanding the foregoing, and in addition to all other rights and remedies on the part of Sublandlord if Subtenant fails to surrender the Subleased Premises upon the termination or expiration of this Sublease, in addition to any other liabilities to Sublandlord accruing therefrom, Subtenant shall indemnify, defend and hold Sublandlord harmless from all Claims resulting from such failure, including, without limitation, any Claims by Master Landlord and/or any third parties based on such failure to surrender. Furthermore, provided, however, in no event shall Subtenant be liable for any indirect, consequential or special damages (including loss of business, loss of profit and similar damages) to Subtenant other than any such damages accruing to the event that Subtenant fails to surrender the Premises after such time that (a) Master Landlord under the Master Lease has expired and (b) Sublandlord has surrendered its premises under on account of Subtenant’s holding over in the Subleased Premises. Notwithstanding the foregoing, if Subtenant agrees with Master LeaseLandlord in writing to directly lease the Subleased Premises for a term commencing immediately following the Expiration Date, then the rate for month this Section 10.4 shall no longer be applicable and Subtenant will not be required to month tenancy at sufferance shall be one hundred vacate and fifty percent of any and all Rent due to Master Landlord from Sublandlord under the holdover provisions surrender possession of the Master LeaseSubleased Premises on the Expiration Date.