Common use of Holding Over Clause in Contracts

Holding Over. (a) Except as provided in Section 7.6(b), in the event of holding over by Tenant after expiration or termination of this Lease without the written consent of Landlord, Tenant shall pay for the entire holdover period as liquidated damages, solely for such holding over, one hundred fifty percent (150%) of the Annual Basic Rent that would have been payable if the Lease had not so terminated or expired plus one hundred fifty percent (150%) of all Rent other than Annual Basic Rent (including Tenant’s Operating Expense Share and Tenant’s Tax Share) that would have been payable if this Lease had not so terminated or expired. Nothing in this Section 7.6(a) shall be construed as granting Tenant a right to retain possession of the Leased Premises, or as limiting Landlord’s right to recover possession of the Leased Premises, after the expiration or termination of this Lease as to such Leased Premises. (b) Notwithstanding the provisions of Section 7.6(a), Tenant shall be permitted to holdover in the Leased Premises, or a portion thereof, for a period of time not to exceed sixty (60) days after the expiration of the Term (whether the Initial Term or the Term as renewed) if and only if: (1) Landlord has not already leased the portion of the Leased Premises in which Tenant is holding over, and (2) Tenant gives Landlord written notice of such intent to holdover within thirty (30) days prior to the expiration of the Term; such written notice shall specify the length of time Tenant intends to holdover and the portion of the Leased Premises in which Tenant intends to holdover. If Tenant elects to holdover pursuant to the preceding sentence, such holdover will be on an AS-IS basis except that the Annual Basic Rent shall be one-hundred twenty-five percent (125%) of the Annual Basic Rent applicable to such Leased Premises immediately prior to such holdover.

Holding Over. (a) Except as provided in 30.1 Subject to the provisions of Section 7.6(b)30.2 below, in the event Tenant shall remain in possession of holding over by Tenant after the Demised Premises following the expiration or termination of the term granted hereby and any renewals, without Landlord’s written permission, all terms of this Lease without shall, as applicable, continue to govern such possession, except that Tenant shall have the written consent status of a tenant at sufferance and shall pay to Landlord, as its exclusive damages for such wrongful holdover, for each month or part thereof during which said wrong holdover continues, double the total of the Fixed Rent and Additional Rent due from Tenant to Landlord at the time immediately preceding such holdover. 30.2 Notwithstanding the foregoing in Section 30.1 above, Tenant shall pay have the right to holdover for a period of one (1) year after the entire holdover period Termination Date (the “Permitted Holdover Period”), as liquidated damages, solely for such holding over, one hundred fifty percent (150%) of the Annual Basic Rent that would have been payable if the Lease had not so terminated or expired plus one hundred fifty percent (150%) of all Rent other than Annual Basic Rent (including date may be extended pursuant to Tenant’s Operating Expense Share “Options to Renew” under Section 40 below, provided that Tenant complies with the terms and provisions of this Section: (a) Tenant shall provide Landlord with not less than eleven (11) months prior written notice of its intention to holdover beyond the Termination Date, as such date may be extended pursuant to Tenant’s Tax Share) that would have been payable if this Lease had not so terminated or expired. Nothing in this “Options to Renew” under Section 7.6(a) shall be construed as granting Tenant a right to retain possession of the Leased Premises, or as limiting Landlord’s right to recover possession of the Leased Premises, after the expiration or termination of this Lease as to such Leased Premises40 below. (b) Notwithstanding The foregoing notice shall state the provisions amount of Section 7.6(a), time that Tenant shall be permitted intends to holdover in the Leased Demised Premises, or a portion thereof, for a and the holdover period of time not under this Section 30.2 shall be limited to exceed sixty the period stated. (60c) days after For the expiration of the Term (whether the Initial Term or the Term as renewed) if and only if: (1) Landlord has not already leased the portion of the Leased Premises in which Tenant is holding over, and first two (2) months of the Permitted Holdover Period, Tenant gives Landlord written notice of such intent shall pay Fixed Rent at an amount equal to holdover within thirty (30) days that being paid by Tenant immediately prior to the expiration Permitted Holdover Period. Thereafter, through the remainder of the Term; such written notice Permitted Holdover Period, Tenant shall specify pay Fixed Rent in an amount equal to one and one-half (1.5) times the length of time Fixed Rent prior to the Permitted Holdover Period. Tenant intends shall also be required to holdover and pay Additional Rent during the portion Permitted Holdover Period. (d) Time is declared to be of the Leased Premises in which Tenant intends to holdover. If Tenant elects to holdover pursuant essence with regard to the preceding sentence, such holdover will be on an AS-IS basis except that the Annual Basic Rent shall be one-hundred twenty-five percent (125%) provisions of the Annual Basic Rent applicable to such Leased Premises immediately prior to such holdoverthis Section 30.2.

Holding Over. (a) Except as provided in Section 7.6(b), in In the event Tenant holds over after the expiration of holding over by Tenant after expiration the Term, with the express or termination of this Lease without the written implied consent of Landlord, such tenancy shall be from month-to-month only, and not a renewal hereof or an extension for any further term, and such month-to-month tenancy shall be subject to each and every term, covenant and agreement contained herein; provided, however, that Tenant shall pay for as Base Rent during any holding over period, an amount equal to the entire holdover period as liquidated damagesgreater of: one-hundred ten percent (110%) of (a) the Fair Market Rental Rate of the Premises, solely for or (b) one hundred twenty-five percent of the Base Rent, plus Escalation Rent pursuant to Article 5, payable immediately preceding the expiration of the Term, provided that if such holding overover continues for more than 60 days, one then for any period beyond said 60 day period, the amount under this clause (b) shall be one-hundred fifty percent (150%) of the Annual Basic Base Rent, plus Escalation Rent that would have been pursuant to Article 5, payable if immediately preceding the Lease had not so terminated or expired plus one hundred fifty percent expiration of the Term. Either party may terminate such month-to-month tenancy upon thirty (150%30) of all Rent days written notice to the other than Annual Basic Rent (including Tenant’s Operating Expense Share and Tenant’s Tax Share) that would have been payable if this Lease had not so terminated or expiredparty. Nothing in this Section 7.6(a) Article 21 shall be construed as granting a consent by Landlord to any holding over by Tenant a and Landlord expressly reserves the right to retain require Tenant to surrender possession of the Leased Premises, or as limiting Landlord’s right to recover possession Premises upon the expiration of the Leased PremisesTerm or upon the earlier termination hereof and to assert any remedy in law or equity to evict Tenant and/or collect damages in connection with such holding over; provided, after however, that Landlord shall not be entitled to any damages incurred by Landlord due to the expiration loss of a prospective third-party tenant or termination delay in delivering the Premises or any portion thereof to a prospective third-party tenant resulting from Tenant’s holdover, unless (a) the lease to the prospective third-party tenant has been fully executed and is for at least 20,000 square feet of this Lease as to such Leased Premises. Rentable Area and (b) Notwithstanding Landlord has given notice to Tenant of the provisions occurrence of Section 7.6(a)such executed lease and the date Landlord, Tenant shall be permitted pursuant to holdover in such lease, intends to deliver the Leased Premises, Premises or a any portion thereof, for a period of time not thereof to exceed the prospective third-party tenant at least sixty (60) days after the expiration of the Term (whether the Initial Term or the Term as renewed) if and only if: (1) Landlord has not already leased the portion of the Leased Premises in which Tenant is holding over, and (2) Tenant gives Landlord written notice of such intent to holdover within thirty (30) days prior to the expiration of the Term; such written notice shall specify the length of time Tenant intends to holdover and the portion of the Leased Premises in which Tenant intends to holdover. If Tenant elects to holdover pursuant to the preceding sentence, such holdover will be on an AS-IS basis except that the Annual Basic Rent shall be one-hundred twenty-five percent (125%) of the Annual Basic Rent applicable to such Leased Premises immediately prior to such holdoverdate.

Holding Over. (a1) Except as provided in Section 7.6(b), in If Permittee or any assignee or subpermittee thereof continues to occupy the event of holding over by Tenant after expiration or termination of this Lease without the written consent of Landlord, Tenant shall pay for the entire holdover period as liquidated damages, solely for such holding over, one hundred fifty percent (150%) of the Annual Basic Rent that would have been payable if the Lease had not so terminated or expired plus one hundred fifty percent (150%) of all Rent other than Annual Basic Rent (including Tenant’s Operating Expense Share and Tenant’s Tax Share) that would have been payable if this Lease had not so terminated or expired. Nothing in this Section 7.6(a) shall be construed as granting Tenant a right to retain possession of the Leased Premises, or as limiting Landlord’s right to recover possession of the Leased Premises, Assigned Space after the expiration or earlier termination of the Term and the Port has not objected thereto, such holding over shall be deemed a month to month Permit terminable on thirty (30) days’ notice given by either party (the “Hold-Over Permit”) on the same terms and conditions as provided in this Lease as Permit, except (a) the Minimum Annual Guaranty applicable to the Concession Unit shall be fixed by the Director from time-to-time by giving Permittee written notice thereof at any time not less than seven (7) days before the expiration of any monthly period, to be effective at the expiration of such Leased Premisesmonth, and (b) the Director, upon thirty (30) days written notice to Permittee, may change any of the other terms and conditions of the Hold- Over Permit. (b2) Notwithstanding the foregoing, nothing contained in this Permit shall give Permittee any right to occupy the Assigned Space at any time after the expiration or earlier termination of the Term. Permittee acknowledges and agrees that upon such expiration or termination, it shall not be entitled to any relocation assistance, payment to other benefits pursuant to the provisions of Section 7.6(aTitle 1, Division 7, Chapter 16, of the California Government Code (Sections 7260, et seq.), Tenant shall be permitted pursuant to holdover in the Leased Premises42 U.S.C. §§ 4601-4655 (Uniform Relocation Assistance and Real Property Acquisition Policies Act ), or a portion thereofpursuant to any other laws or regulations, for a period with respect to any relocation of time not to exceed sixty (60) days after its business or activities upon the expiration of the Term or upon the termination of any holdover tenancy pursuant to this Section 21, and Permittee hereby waives and releases to the Port all rights, if any, to which Permittee may be entitled under said provisions or other law or regulations. (whether 3) If Permittee or any assignee or subpermittee thereof shall continue to occupy the Initial Assigned Space after the expiration or earlier termination of the Term and the Port has objected thereto, then the Port shall be entitled to double the Rent specified in Paragraph E of this Permit, and acceptance by Port of any sums after any such objection shall not constitute a renewal of this Permit or a consent to such occupancy, nor shall it waive Port’s right of re-entry or any other right available to it under the laws of California or the Term as renewed) if and only if: (1) Landlord has not already leased the portion provisions of the Leased Premises in which Tenant is holding over, and (2) Tenant gives Landlord written notice of such intent to holdover within thirty (30) days prior to the expiration of the Term; such written notice shall specify the length of time Tenant intends to holdover and the portion of the Leased Premises in which Tenant intends to holdover. If Tenant elects to holdover pursuant to the preceding sentence, such holdover will be on an AS-IS basis except that the Annual Basic Rent shall be one-hundred twenty-five percent (125%) of the Annual Basic Rent applicable to such Leased Premises immediately prior to such holdoverthis Permit.

Holding Over. (a) Except as If Tenant remains in possession of the Premises after the effective date of termination or after expiration of the Lease Term (and provided that the Preparation Period has expired), unless otherwise provided in Section 7.6(b11.3 (Extension of Lease) of the General Terms (the “Holding Over”), in the event of holding over such possession by Tenant after shall be deemed to be a month-to-month tenancy which is subject to termination by either Party by providing [***] days’ prior written notice to the other Party. All provisions of this Lease, except those pertaining to Lease Term and option to extend, shall apply to such month-to-month tenancy, unless otherwise provided in Section 11.3 (Extension of Lease) of the General Terms; provided that [***] in case of expiration or termination of this Lease without or the written consent of LandlordGeneral Terms for any reason other than as set forth in subparagraph (i) above. (b) If the Holding Over continues more than [***] days, then Tenant shall pay will be liable to Tesla for the entire rental revenue lost by Tesla as a result of the holdover period (other than as liquidated a result of a termination of any executed lease for any portion of the Premises) and for any amounts Tesla is required to pay to any new tenant (whether in the form of rent abatement, monetary damages, solely for such holding over, one hundred fifty percent (150%or otherwise) as a result of the Annual Basic Rent that would have been payable if the Lease had not so terminated or expired plus one hundred fifty percent (150%) of all Rent other than Annual Basic Rent (including Tenant’s Operating Expense Share and Tenant’s Tax Share) that would have been payable if this Lease had not so terminated or expiredholdover. Nothing in this Section 7.6(a) shall be construed as granting If Tenant a right wishes to retain possession extend its occupation of the Leased Premises, or as limiting Landlord’s right to recover possession of the Leased Premises, Premises after the effective date of expiration or termination of this Lease as Lease, Tenant may request an extension in writing and Tesla will discuss such extension with Tenant in good faith but Tesla shall have no obligation to such Leased Premisesgrant an extension. (bc) Notwithstanding If the provisions Holding Over continues more than [***] days, then upon [***] day prior written notice to Tenant: (A) Tesla shall have an unconditional right of Section 7.6(a)entry to the Premises and may use such reasonable force as it may deem necessary for the purpose of gaining admittance to and retaking possession of the Premises without any liability in trespass; (B) Tesla may expel and remove Tenant, Tenant shall be permitted to holdover those claiming under Tenant, and their effects, as allowed by Law, without any liability in trespass; (C) if Tesla removes any Tenant’s Property from the Premises, Tesla may either store such property in a public warehouse or at a place selected by Tesla in the Leased PremisesState of Nevada at Tenant’s expense or scrap or recycle such property in its sole discretion and use the resulting funds (if any) towards any indebtedness of Tenant to Tesla, in each case without any liability to Tenant other than to provide any remaining balance of proceeds from scrap or a portion thereofrecycling to Tenant; (D) Tesla may remove any and all Tenant Improvements in the Premises at Tenant’s expense; and (E) Tenant hereby releases Tesla from all actions, proceedings, claims, and demands whatsoever for a period and in respect of time not to exceed sixty (60) days after the expiration Tesla’s exercise of any of the Term (whether the Initial Term foregoing rights except in case that such action, proceeding, claim and/or demand are raised based on Tesla’s intentional torts, willful misconduct or the Term as renewed) if and only if: (1) Landlord has not already leased the portion of the Leased Premises in which Tenant is holding over, and (2) Tenant gives Landlord written notice of such intent to holdover within thirty (30) days prior to the expiration of the Term; such written notice shall specify the length of time Tenant intends to holdover and the portion of the Leased Premises in which Tenant intends to holdover. If Tenant elects to holdover pursuant to the preceding sentence, such holdover will be on an AS-IS basis except that the Annual Basic Rent shall be one-hundred twenty-five percent (125%) of the Annual Basic Rent applicable to such Leased Premises immediately prior to such holdovergross negligence.

Holding Over. (a1) Except as provided in Section 7.6(b), in If Permittee or any assignee or subpermittee thereof continues to occupy the event of holding over by Tenant after expiration or termination of this Lease without the written consent of Landlord, Tenant shall pay for the entire holdover period as liquidated damages, solely for such holding over, one hundred fifty percent (150%) of the Annual Basic Rent that would have been payable if the Lease had not so terminated or expired plus one hundred fifty percent (150%) of all Rent other than Annual Basic Rent (including Tenant’s Operating Expense Share and Tenant’s Tax Share) that would have been payable if this Lease had not so terminated or expired. Nothing in this Section 7.6(a) shall be construed as granting Tenant a right to retain possession of the Leased Premises, or as limiting Landlord’s right to recover possession of the Leased Premises, Assigned Space after the expiration or earlier termination of the Term and the Port has not objected thereto, such holding over shall be deemed a month to month Permit terminable on thirty (30) days notice given by either party (the “Hold-Over Permit”) on the same terms and conditions as provided in this Lease as Permit, except (a) the Minimum Annual Guaranty and the Percentage Fees applicable to the Concession Unit shall be fixed by the Director from time-to- time by giving Permittee written notice thereof at any time not less than seven (7) days before the expiration of any monthly period, to be effective at the expiration of such Leased Premisesmonth, and (b) the Director, upon thirty (30) days written notice to Permittee, may change any of the other terms and conditions of the Hold-Over Permit. (b2) Notwithstanding the foregoing, nothing contained in this Permit shall give Permittee any right to occupy the Assigned Space at any time after the expiration or earlier termination of the Term. Permittee acknowledges and agrees that upon such expiration or termination, it shall not be entitled to any relocation assistance, payment to other benefits pursuant to the provisions of Section 7.6(aTitle 1, Division 7, Chapter 16, of the Government Code of the State of California (Sections 7260, et seq.), Tenant shall be permitted pursuant to holdover in the Leased Premises42 USC §§ 4601-4655 (Uniform Relocation Assistance and Real Property Acquisition Policies Act ), or a portion thereofpursuant to any other laws or regulations, for a period with respect to any relocation of time not to exceed sixty (60) days after its business or activities upon the expiration of the Term or upon the termination of any holdover tenancy pursuant to this Section 21, and Permittee hereby waives and releases to the Port all rights, if any, to which Permittee may be entitled under said provisions or other law or regulations. (whether 3) If Permittee or any assignee or subpermittee thereof shall continue to occupy the Initial Assigned Space after the expiration or earlier termination of the Term and the Port has objected thereto, then the Port shall be entitled to double the Rent specified in Paragraph E of this Permit, and acceptance by Port of any sums after any such objection shall not constitute a renewal of this Permit or a consent to such occupancy, nor shall it waive Port’s right of re-entry or any other right available to it under the laws of California or the Term as renewedprovisions of this Permit. (4) if and only if: (1) Landlord has not already leased Permittee shall continue to be obligated to pay Percentage Fees during any period that Permittee or any assignee or subpermittee thereof continues to occupy the portion of the Leased Premises in which Tenant is holding over, and (2) Tenant gives Landlord written notice of such intent to holdover within thirty (30) days prior to Assigned Space after the expiration or earlier termination of the Term; such written notice shall specify the length of time Tenant intends to holdover and the portion of the Leased Premises in which Tenant intends to holdover. If Tenant elects to holdover pursuant to the preceding sentence, such holdover will be on an AS-IS basis except that the Annual Basic Rent shall be one-hundred twenty-five percent (125%) of the Annual Basic Rent applicable to such Leased Premises immediately prior to such holdover.

Holding Over. (a) Except as provided in Section 7.6(b)Upon expiration or earlier termination of this Lease, Tenant shall promptly vacate the Premises, leaving the Premises in the event condition required hereunder. Unless otherwise expressly agreed in writing, if Tenant remains in possession of holding over by Tenant all or any portion of the Premises after expiration or termination of the Lease Term (as this Lease without may be extended pursuant to Section 2.2 above) with Landlord’s consent, such possession by Tenant shall be deemed to be a month-to-month tenancy of the space then occupied by Tenant (the “Occupied Space”) terminable by either party, effective on the first day of the month following thirty (30) days’ advance written consent notice. All provisions of this Lease, except those pertaining to Term and Base Rent, shall apply to the month-to-month tenancy of the Occupied Space. If Tenant holds over with the Landlord’s consent, during any holdover term, Tenant shall pay Base Rent for the entire Occupied Space in an amount equal to the then applicable fair market rental value for the Occupied Space, but in no event shall Tenant pay at a rate less than the Base Rent payable immediately prior to such holdover period as liquidated damagesterm. If Tenant holds over without Landlord’s consent, solely then during any holdover term, Tenant will pay a proportionate amount of the Base Rent for such holding overthe Occupied Space at the rate applicable to the Occupied Space in an amount (a) for the first sixty (60) days of holdover, equal to one hundred twenty five percent (125%) of Base Rent for the Occupied Space for the last full calendar month during the regular or extended Lease Term and (b) after the first sixty (60) days of holdover, equal to one hundred fifty percent (150%) of Base Rent for the Annual Basic Rent that would have been payable if Occupied Space for the last full calendar month during the regular or extended Lease had not so terminated or expired Term, plus (c) one hundred fifty percent (150100%) of all Rent other than Annual Basic Rent (including Tenant’s Operating Expense Pro Rata Share and of Additional Rent allocable to the Occupied Space, plus (d) any other amounts due under the Lease, but except as specifically otherwise provided in this Article 21, Tenant shall not be liable for any consequential damages arising from or relating to Landlord’s lost business opportunities or otherwise. Acceptance by Landlord of Rents and/or other amounts due during any period of Tenant’s Tax Share) that would have been payable if holdover shall not result in a renewal of this Lease had Lease. The provisions of this Article 21 are in addition to and do not so terminated or expired. Nothing in this Section 7.6(a) shall be construed as granting Tenant a right to retain possession of the Leased Premises, or as limiting affect Landlord’s right to recover possession of re-entry or any other rights of Landlord hereunder or as otherwise provided by law; provided, however, Tenant’s liability for rental payments in connection with Tenant’s holdover of the Leased Premises, after the expiration or termination of Premises without consent is limited as stated in this Lease as to such Leased Premises. Article 21. Landlord shall give Tenant written notice within ten (b) Notwithstanding the provisions of Section 7.6(a), Tenant shall be permitted to holdover in the Leased Premises, or a portion thereof, for a period of time not to exceed sixty (6010) days after the expiration of the Term (whether the Initial Term or the Term as renewed) if and only if: (1) Landlord has not already leased a new tenant (“New Tenant”) for the Premises or any portion of the Leased Premises in which thereof (“New Tenant is holding over, and (2) Tenant gives Landlord written notice of such intent to holdover within thirty (30) days prior to the expiration of the Term; such written notice shall specify the length of time Tenant intends to holdover and the portion of the Leased Premises in which Tenant intends to holdoverSpace”). If Tenant elects holds over in the New Tenant Space without the consent of Landlord, and such holdover causes Landlord to holdover pursuant default under, or is otherwise the direct cause of damages suffered by Landlord under the terms of the lease between Landlord and New Tenant with respect to the preceding sentenceNew Tenant Space, such holdover will be on an ASthen Tenant shall indemnify Landlord for Landlord’s actual out-IS basis except that of-pocket losses, costs, damages, and expenses incurred by Landlord in connection with the Annual Basic Rent shall be one-hundred twenty-five percent (125%) New Tenant’s lease of the Annual Basic Rent applicable to such Leased Premises immediately prior to such holdoverNew Tenant Space.

Holding Over. (a) Except as provided in Section 7.6(b), It is hereby agreed that in the event of Tenant holding over by Tenant after expiration or the termination of this Lease without Lease, by lapse of time or otherwise, thereafter the tenancy shall be from month to month in the absence of a written consent of Landlordagreement to the contrary, and Tenant shall pay to Landlord a monthly occupancy charge equal to (i) for the entire first sixty (60) days of holdover, one hundred twenty-five percent (125%) of the monthly Basic Rental payable hereunder for the last lease year, and (ii) for any holdover period as liquidated damages, solely for such holding overbeyond said sixty (60) days, one hundred fifty percent (150%) of the Annual monthly Basic Rent that would have been Rental payable if hereunder for the Lease had not so terminated or expired last lease year (plus one hundred fifty percent (150%all other charges payable by Tenant under this Lease) of all Rent other than Annual Basic Rent (including Tenant’s Operating Expense Share and Tenant’s Tax Share) that would have been such occupancy charges to be payable if this Lease had not so terminated or expired. Nothing in this Section 7.6(a) shall be construed as granting Tenant a right to retain possession of the Leased Premises, or as limiting Landlord’s right to recover possession of the Leased Premises, after from the expiration or termination of this Lease as until the end of the calendar month in which the Premises are delivered to such Leased Premises. (b) Notwithstanding the provisions of Section 7.6(a), Tenant shall be permitted to holdover Landlord in the Leased Premises, condition required herein. If Landlord shall enter into a new lease or amend an existing lease for premises in the Building for all or a portion thereofof the Premises at the end of the term of this Lease, for a period Landlord shall so notify Tenant and if Tenant fails to vacate and deliver all or such portion of time not the Premises to exceed Landlord within sixty (60) days after the expiration of the Term (whether the Initial Term or the Term as renewed) if and only if: (1) Landlord has not already leased the portion of the Leased Premises in which Tenant is holding over, and (2) Tenant gives Landlord written notice receipt of such intent to holdover within thirty notice (30) days but in no event prior to the expiration or earlier termination of the Term; such written notice shall specify the length of time this Lease), Tenant intends to holdover and the portion of the Leased Premises in which Tenant intends to holdover. If Tenant elects to holdover pursuant to the preceding sentence, such holdover will be on an AS-IS basis except that the Annual Basic Rent shall be one-hundred twenty-five percent responsible for any and all damages actually and reasonably incurred by Landlord as a result of ▇▇▇▇▇▇’s failure to so vacate and deliver the Premises or such portion thereof (125%) including the loss of the Annual Basic Rent applicable to such Leased Premises immediately prior to such holdoverlease or amendment).

Holding Over. (a) Except Tenant shall have the right (which, if timely and properly exercised as provided herein, shall be in lieu of the then applicable option, if any, to extend the Term as provided in Section 7.6(b), in 10.24 below) to extend the event of holding over by Tenant after expiration or termination Term of this Lease without for an additional period of three (3) months (the written consent of Landlord"Elected Holdover Period"), Tenant shall pay for the entire holdover period as liquidated damages, solely for such holding over, one hundred fifty percent (150%) of the Annual Basic Rent that would have been payable if the Lease had not so terminated or expired plus one hundred fifty percent (150%) of all Rent other than Annual Basic Rent (including Tenant’s Operating Expense Share and Tenant’s Tax Share) that would have been payable if this Lease had not so terminated or expired. Nothing in this Section 7.6(a) shall be construed as granting Tenant a right to retain possession of the Leased Premises, or as limiting Landlord’s right be exercised by notice to recover possession of the Leased Premises, after the expiration or termination of this Lease as to such Leased Premises. Landlord no later than nine (b9) Notwithstanding the provisions of Section 7.6(a), Tenant shall be permitted to holdover in the Leased Premises, or a portion thereof, for a period of time not to exceed sixty (60) days after the expiration of the Term (whether the Initial Term or the Term as renewed) if and only if: (1) Landlord has not already leased the portion of the Leased Premises in which Tenant is holding over, and (2) Tenant gives Landlord written notice of such intent to holdover within thirty (30) days months prior to the expiration of the Term; such written then current Term of this Lease. Said notice shall specify be effective only if given in the length timely manner described; however, Tenant's exercise of time such right may be deemed void in Landlord's sole discretion if Tenant intends to holdover and is not occupying the portion Premises for the Permitted Use or is in default under the terms of this Lease either on the date of the Leased Premises in which Tenant intends to holdovernotice or on the date of the expiration of the then current Term hereof. If Tenant elects fails to holdover pursuant give timely notice to Landlord as herein provided, Tenant shall have no right to extend the preceding sentenceTerm for the Elected Holdover Period, time being of the essence of this Section 5.13(a). Upon the timely giving of such holdover will notice by Tenant, the Term of this Lease shall be on an AS-IS basis extended for the Elected Holdover Period upon all of the same terms and conditions of this Lease in effect as of the expiration of the then current Term of this Lease, except that the Annual Basic Base Rent shall be one-equal one hundred twenty-five percent (125%) of the Annual Basic Base Rent applicable in effect at the expiration of the then current Term of this Lease. Notwithstanding the fact that, upon Tenant's exercise of its right to extend the Term for the Elected Holdover Period, such Leased extension shall be self-executing, as aforesaid, upon request of either party, the parties shall promptly execute a lease amendment reflecting such extension of the Term following Tenant's exercise of such right. (b) If Tenant continues to occupy the Premises immediately after the expiration or sooner termination of the Term of this Lease (as the same may be extended for the Elected Holdover Period or pursuant to Section 10.24 below) without Landlord's written consent (which consent may be withheld in Landlord's sole and absolute discretion), Tenant shall pay, as a charge for use and occupancy and liquidated damages (and not as rent), for each month of continued occupancy an amount equal to one hundred fifty percent (150%) of the total monthly rent payment (rent and all other monthly charges) in effect prior to such holdover, and shall also pay all damages, both direct and/or indirect (including, without limitation, loss of a tenant(s) or of rental income), sustained by Landlord on account of such holding over if Landlord shall have secured another tenant to lease the Premises or any part thereof. No receipt of money by Landlord from Tenant after expiration or termination of this Lease shall reinstate or extend this Lease.

Holding Over. Provided Tenant gives Landlord not less than two hundred seventy (a270) Except as provided in Section 7.6(bdays advance written notice (the “Holdover Notice”), in the event of holding over by Tenant after expiration or termination of this Lease without the written consent of Landlord, Tenant shall pay for the entire holdover period as liquidated damages, solely for such holding over, one hundred fifty percent (150%) of the Annual Basic Rent that would have been payable if the Lease had not so terminated or expired plus one hundred fifty percent (150%) of all Rent other than Annual Basic Rent (including Tenant’s Operating Expense Share and Tenant’s Tax Share) that would have been payable if this Lease had not so terminated or expired. Nothing in this Section 7.6(a) shall be construed as granting Tenant a right permitted to retain possession of the Leased PremisesPremises after the expiration of the Term without any modification of this Lease, except as provided herein, or other written agreement between the parties for a period of up to six (6) months after the Expiration Date, as limiting Landlordspecifically elected in such Holdover Notice. If Tenant’s right Holdover Notice fails to recover possession elect a permitted holdover term, then such election shall be deemed to have been for a period of six (6) months. Tenant’s occupancy during such permitted holdover shall be pursuant to all of the Leased Premisesterms and conditions of this Lease, except that Tenant shall pay Base Rent in the amount of one hundred ten (110%) of the Base Rent in effect immediately prior to the expiration of the Term, plus all other Rent provided for in this Lease, except that, after the expiration of such elected (or deemed elected) holdover period the foregoing provisions of this Paragraph 19(f) shall no longer be effective. After the expiration of such permitted holdover period, or at any other time after the expiration or termination of this Lease as during which Tenant remains in occupancy of the Premises without the express right to such Leased Premises. (b) Notwithstanding the provisions of Section 7.6(ado so under this Paragraph 19(f), Tenant shall be permitted to holdover in a tenant-at-sufferance, and until Tenant relinquishes possession of the Leased Premises, Tenant shall pay rent in an amount equal to two hundred percent (200%) of the Base Rent in effect immediately prior to the expiration or termination of the Lease Term, plus all other Rent provided for in this Lease, and otherwise subject to all the covenants and provisions of this Lease insofar as the same are applicable to such tenancy. If Tenant remains in possession after termination of this Lease without Landlord’s acquiescence or consent, Tenant shall thereupon be subject to summary eviction as provided by Law. Nothing in this paragraph shall be construed as a portion thereof, for a period consent by Landlord to the possession of time not to exceed sixty (60) days the Premises by Tenant after the expiration of the Term (whether or any termination of this Lease by Landlord, or as an exclusive remedy in the Initial Term or event of a holdover. There shall be no renewal of this Lease by operation of law. This Paragraph 19(f) shall survive the Term as renewed) if and only if: (1) Landlord has not already leased the portion termination of the Leased Premises in which Tenant is holding over, and (2) Tenant gives Landlord written notice of such intent to holdover within thirty (30) days prior to the expiration of the Term; such written notice shall specify the length this Lease by lapse of time Tenant intends to holdover and the portion of the Leased Premises in which Tenant intends to holdover. If Tenant elects to holdover pursuant to the preceding sentence, such holdover will be on an AS-IS basis except that the Annual Basic Rent shall be one-hundred twenty-five percent (125%) of the Annual Basic Rent applicable to such Leased Premises immediately prior to such holdoveror otherwise.

Holding Over. If Sublessee holds over in possession after the expiration or sooner termination of the original Term or of any extended term of this Sublease, such holding over shall not be deemed to extend the Term or renew the Sublease, but such holding over thereafter shall continue upon the covenants and conditions herein set forth, except that the charge for use and occupancy of such holding over for each calendar month or part thereof (even if such part shall be a small fraction of a calendar month) shall be the sum of: (a) Except as provided in Section 7.6(b), in the event of holding over by Tenant after expiration or termination of this Lease without the written consent of Landlord, Tenant shall pay for the entire holdover period as liquidated damages, solely for such holding over, one hundred fifty percent (150%) 1/12 of the Annual Basic annual Fixed Rent that set forth in this Sublease, times 2.0, plus (b) 1/12 of all other items of annual Additional Rent which would have been payable if the Lease pursuant to this Sublease had this Sublease not so terminated or expired plus one hundred fifty percent expired, plus (150%c) those other items of all Rent other than Annual Basic Additional Rent (including Tenant’s Operating Expense Share and Tenant’s Tax Sharenot annual Additional Rent) that which would have been payable if pursuant to this Lease Sublease, had this Sublease not so terminated expired, which total sum Sublessee agrees to pay to Sublessor promptly upon demand, in full, without set-off or expireddeduction. Nothing Neither the billing nor the collection of use and occupancy in this Section 7.6(a) the above amount shall be construed as granting Tenant deemed a waiver of any right of Sublessor to retain possession of collect damages for Sublessee's failure to vacate the Leased Premises, or as limiting Landlord’s right to recover possession of the Leased Premises, Subleased Premises after the expiration or sooner termination of this Lease as to such Leased Premises. (b) Notwithstanding the Sublease. The aforesaid provisions of this Section 7.6(a), Tenant shall be permitted to holdover in the Leased Premises, or a portion thereof, for a period of time not to exceed sixty (60) days after survive the expiration or sooner termination of the Term (whether the Initial Term or the Term as renewed) if and only if: (1) Landlord has not already leased the portion of the Leased Premises in which Tenant is holding over, and (2) Tenant gives Landlord written notice of such intent to holdover within thirty (30) days prior to the expiration of the Term; such written notice shall specify the length of time Tenant intends to holdover and the portion of the Leased Premises in which Tenant intends to holdover. If Tenant elects to holdover pursuant to the preceding sentence, such holdover will be on an AS-IS basis except that the Annual Basic Rent shall be one-hundred twenty-five percent (125%) of the Annual Basic Rent applicable to such Leased Premises immediately prior to such holdoverthis Sublease.

Holding Over. (a) Except In the event Lessee does not immediately surrender the Premises on the date of expiration of the Term of this Lease, Lessee shall become a tenant by the month and hereby agrees to pay to Lessor (i) a Base Rent Amount equal to one and one-half (i.e. 150%) times the amount of the Base Rent Amount in effect during the last month of the Term of this Lease, plus (ii) all Additional Rent due under the Lease. Lessee as provided in Section 7.6(b)a month-to-month tenant shall continue to be subject to all of the conditions and covenants of this Lease. Lessee shall give to Lessor at least thirty (30) days advance written notice of any intention to quit the Premises. Lessee shall be entitled to thirty (30) days advance written notice to quit the Premises, except in the event of holding over by Tenant after expiration or termination of this Lease without the written consent of Landlord, Tenant shall pay for the entire holdover period as liquidated damages, solely for such holding over, one hundred fifty percent (150%) nonpayment of the Annual Basic modified Base Rent that would have been payable if Amount in advance, in which event Lessee shall not be entitled to any notice to quit, the Lease had not so terminated or expired plus one hundred fifty percent usual thirty (150%30) of all Rent other than Annual Basic Rent (including Tenant’s Operating Expense Share and Tenant’s Tax Share) that would have been payable if this Lease had not so terminated or expired. Nothing in this Section 7.6(a) shall be construed as granting Tenant a right days advance written notice to retain possession of the Leased Premises, or as limiting Landlord’s right to recover possession of the Leased Premises, after the expiration or termination of this Lease as to such Leased Premisesquit being hereby expressly waived. (b) Notwithstanding In the provisions of event that (i) Lessee has become a month-to-month tenant pursuant to Section 7.6(a), Tenant shall be permitted to holdover 10(a) above by remaining in the Leased Premises, or a portion thereof, for a period of time not to exceed sixty (60) days Premises after the expiration of the Term (whether the Initial Term or the Term as renewed) if and only if: (1) Landlord has not already leased the portion of the Leased Premises in which Tenant is holding overTerm, and (2ii) Tenant gives Landlord written notice of such intent to holdover within Lessee has remained in the Premises as a month-to-month tenant for at least three lease months after the Term, and (iii) Lessor has given Lessee thirty (30) days prior advance written notice to quit the expiration Premises on a quit date which is on or after such three month period, and (iv) Lessee does not thereafter surrender the Premises on such quit date, than so long as Lessor has not accepted the modified Base Rent amount from Lessee for the month following such three month period, Lessor's acceptance of modified Base Rent Amount from Lessee as a month-to-month tenant, hereunder, Lessor, at its option, may reenter and take possession of the Term; such written notice shall specify Premises without process, or by any legal process in force in the length of time Tenant intends to holdover and the portion of the Leased Premises jurisdiction in which Tenant intends to holdover. If Tenant elects to holdover pursuant to the preceding sentence, such holdover will be on an AS-IS basis except that the Annual Basic Rent shall be one-hundred twenty-five percent (125%) of the Annual Basic Rent applicable to such Leased Premises immediately prior to such holdoverBuilding is located.

Holding Over. (a) Except as provided in Section 7.6(b)25.1 If Tenant holds over after the term hereof, in the event of holding over by Tenant after expiration with or termination of this Lease without the written express or implied consent of Landlord, Tenant such tenancy shall pay be from month to month only, and not a renewal hereof or an extension for any further term, and in such case base rent shall be payable at the entire holdover period as liquidated damages, solely for such holding over, rate of one hundred fifty percent (150%) of the Annual Basic Rent that would have been rent then payable if the Lease had not so terminated or expired plus one hundred fifty percent (150%) of all Rent pursuant to Article 3 hereof, and such month to month tenancy shall be subject to every other than Annual Basic Rent (including Tenant’s Operating Expense Share term, covenant and Tenant’s Tax Share) that would have been payable if this Lease had not so terminated or expiredagreement contained herein. Nothing contained in this Section 7.6(a) Article 25 shall be construed as granting a consent by Landlord to any holding over by Tenant a and Landlord expressly reserves the right to retain require Tenant to surrender possession of the Leased Premises, or Premises to Landlord as limiting Landlord’s right to recover possession provided in Article 23 hereof upon the expiration of the Leased Premises, after term of this Lease or other termination of this Lease. 25.2 Tenant acknowledges that Landlord will use reasonable efforts to re-let the Premises on reasonable terms and conditions as soon as practicable following the expiration or sooner termination of the term of this Lease as to such Leased Premises. (b) Notwithstanding Lease. In that context, Landlord may well enter into agreements with third parties providing for the provisions occupancy of Section 7.6(a), Tenant shall be permitted to holdover in the Leased Premises, or a portion thereof, for a period of time not upon such expiration or sooner termination or as soon thereafter as Landlord has estimated that it will be able to exceed sixty (60) days after refurbish the expiration Premises, and that the failure by Tenant to surrender possession of the Term (whether the Initial Term Premises upon such expiration or the Term as renewed) sooner termination may render Landlord unable to fulfill its obligations to such third party. Accordingly, if and only if: (1) Landlord has not already leased the portion Tenant fails to surrender possession of the Leased Premises upon such expiration or sooner termination, Tenant shall indemnify and hold Landlord harmless from and against any and all costs, losses, claims or liabilities, including, without limitation, attorneys' fees, arising under any claim made by any such third party based, in which Tenant is holding overwhole or in part, and (2) Tenant gives Landlord written notice of such intent on Landlord's failure to holdover within thirty (30) days prior to the expiration deliver possession of the Term; such written notice shall specify the length of time Tenant intends to holdover and the portion of the Leased Premises in which Tenant intends to holdover. If Tenant elects to holdover pursuant to the preceding sentencePremises, such holdover will be on an AS-IS basis except that the Annual Basic Rent shall be one-hundred twenty-five percent (125%) of the Annual Basic Rent applicable or any part thereof, to such Leased Premises immediately prior to such holdoverthird party.

Holding Over. If Tenant remains in possession of the Premises after the expiration or earlier termination of this Lease with the express written consent of Landlord, Tenant’s occupancy shall be a month-to-month tenancy at a rent agreed upon by Landlord and Tenant in writing; provided, however, if Landlord has consented to the holdover in writing, but Landlord and Tenant did not agree in writing on the rent during the holdover period, the monthly rent during the holdover period shall be the greater of (ai) one hundred fifty percent (150%) of the Monthly Rent and Additional Rent payable under this Lease during the last full month prior to the date of the expiration of this Lease or (ii) the then fair market rental (as reasonably determined by Landlord) for the Premises. Except as provided in Section 7.6(b)the preceding sentence, the month-to-month tenancy shall be on the terms and conditions of this Lease, except that any renewal options, expansion options, rights of first refusal, rights of first negotiation or any other rights or options pertaining to additional space in the event Building contained in this Lease shall be deemed to have terminated and shall be inapplicable thereto. Landlord’s acceptance of rent after such holding over by with Landlord’s written consent shall not result in any other tenancy or in a renewal of the original term of this Lease. If Tenant remains in possession of the Premises after the expiration or earlier termination of this Lease without Landlord’s written consent, Tenant’s continued possession shall be on the written consent basis of Landlord, a tenancy at sufferance and Tenant shall pay as Monthly Rent during the holdover period an amount equal to (i) for the entire holdover period as liquidated damages, solely for first thirty (30) days of such holding overholdover, one hundred fifty percent (150%) of the Annual Basic Monthly Rent that would have been payable if the Lease had not so terminated or expired plus and one hundred fifty percent (150100%) of all the Additional Rent other than Annual Basic Rent (including Tenant’s Operating Expense Share and Tenant’s Tax Share) that would have been payable if under this Lease had not so terminated or expired. Nothing in this Section 7.6(a) shall be construed as granting Tenant a right for the last full month prior to retain possession the date of the Leased Premises, or as limiting Landlord’s right to recover possession of the Leased Premises, after the such expiration or termination of this Lease as to such Leased Premises. and (bii) Notwithstanding for the provisions of Section 7.6(a), Tenant shall be permitted to holdover in the Leased Premises, or a portion thereof, for a period of time not to exceed sixty (60) days from and after the expiration of the Term (whether the Initial Term or the Term as renewed) if and only if: (1) Landlord has not already leased the portion of the Leased Premises in which Tenant is holding over, and (2) Tenant gives Landlord written notice end of such intent to holdover within thirty (30) days prior to the expiration of the Term; such written notice shall specify the length of time Tenant intends to holdover and the portion of the Leased Premises in which Tenant intends to holdover. If Tenant elects to holdover pursuant to the preceding sentenceday period, such holdover will be on an AS-IS basis except that the Annual Basic percentage applied to Monthly Rent shall be one-increase to two hundred twenty-five percent (125200%) of the Annual Basic Rent applicable to such Leased Premises immediately prior to such holdover).

Holding Over. (a) Except as provided in Section 7.6(b), in the event of holding over by Tenant after expiration or termination of this Lease without the written consent of Landlord, Tenant shall pay for throughout the entire holdover period (i.e., the period commencing on such expiration or termination and continuing until Tenant shall no longer be holdover in the Leased Premises), as liquidated damages, solely rent (or a charge in respect of use and occupancy) at a per diem rate, (A) equal, for each day of the first one hundred twenty (120) days of such holding overholdover period, to one hundred twenty-five (125%) percent of the average per diem rate of Rent payable by Tenant during the last month of the Term, and (B) equal, for each day of the holdover period thereafter, to one hundred fifty percent (150%) percent of the Annual Basic average per diem rate of Rent that would have been payable if by Tenant during the Lease had not so terminated or expired plus one hundred fifty percent (150%) last month of all Rent other than Annual Basic Rent (including Tenant’s Operating Expense Share and Tenant’s Tax Share) that would have been payable if this Lease had not so terminated or expiredthe Term. Nothing in this Section 7.6(a) shall be construed as granting Tenant a right to retain possession of the Leased Premises, or as limiting Landlord’s right to recover possession of the Leased Premises, after the expiration or termination of this Lease as to such Leased PremisesLease. (b) Notwithstanding the provisions of Section 7.6(a), Tenant shall be permitted to holdover in the Leased Premises, or a portion thereof, for a period of time not to exceed sixty (60) days after the expiration of the Term (whether the Initial Term or the Term as renewed) if and only if: (1) Landlord has not already leased the portion of the Leased Premises in which Tenant is holding over, ; and (2) Tenant gives Landlord written notice of such intent to holdover within thirty (30) days prior to the expiration of the Term; such written notice shall specify the length of time Tenant intends to holdover and the portion of the Leased Premises in which Tenant intends to holdover. If Tenant elects to holdover pursuant to the preceding sentence, such holdover will be on an AS-IS basis except that the Annual Basic Rent shall be one-hundred twenty-five ten percent (125110%) of the Annual Basic Rent applicable to such Leased Premises immediately prior to such holdover.

Holding Over. If Tenant possesses the Premises after the Term expires or is otherwise terminated without executing a new lease, but with Landlord’s written consent, then Tenant is deemed to be occupying the Premises as a tenant from month-to-month, subject to all provisions, conditions and obligations of this Lease applicable to a month-to-month tenancy and any other reasonable conditions of Landlord’s consent, except that (a) Except Basic Rent will equal 125% of the Basic Rent payable by Tenant on the last day of the Term for the first three months after the expiration of the Term, and 150% of the Basic Rent payable by Tenant on the last day of the Term for any period thereafter, and (b) either Landlord or Tenant may terminate the month-to-month tenancy at any time upon 30 days’ prior written notice to the other party. Subject to this Section 16.2, if Tenant possesses the Premises after the Term expires or is otherwise terminated without executing a new lease and without Landlord’s written consent, then Tenant is deemed to be occupying the Premises as a tenant at sufferance (for clarity, not a month-to-month or a year-to-year tenant) without claim of right (but subject to all terms and conditions of this Lease) and, in addition to Tenant’s liability for failing to surrender possession of the Premises as provided in Section 7.6(b16.1, Tenant will pay Landlord a charge for each day of occupancy (i) for the first three months after expiration of the Term at the rate of 125% of Tenant’s then-existing Rent (prorated on a daily basis for each day of such occupancy), in and (ii) thereafter beginning with the event of holding over by Tenant fourth month after expiration or termination of this Lease without the Term at the rate of 150% of Tenant’s then-existing Rent (prorated on a daily basis for each day of such occupancy). Notwithstanding. the foregoing, upon written consent notice delivered to Landlord at least 12 months prior to the end of Landlordthe Term, Tenant shall pay for the entire holdover period as liquidated damages, solely for such holding over, one hundred fifty percent (150%) of the Annual Basic Rent that would have been payable if the Lease had not so terminated or expired plus one hundred fifty percent (150%) of all Rent other than Annual Basic Rent (including Tenant’s Operating Expense Share and Tenant’s Tax Share) that would have been payable if this Lease had not so terminated or expired. Nothing may remain in this Section 7.6(a) shall be construed as granting Tenant a right to retain possession of the Leased Premises, or as limiting Landlord’s right Premises for up to recover possession of the Leased Premises, after the expiration or termination of this Lease as to such Leased Premises. (b) Notwithstanding the provisions of Section 7.6(a), Tenant shall be permitted to holdover in the Leased Premises, or a portion thereof, for a period of time not to exceed sixty (60) days three months after the expiration of the Term (whether the Initial Term or the Term as renewed) if and only if: (1) Landlord has not already leased the portion such period to be specified in Tenant’s written notice), subject to all of the Leased terms and conditions of this Lease, including, without limitation, Tenant’s payment of the then-existing Basic Rent. To the fullest extent allowable under the Laws (but subject to Section 18.8 with respect to the first 60 days of any holdover), Tenant will indemnify, protect, defend (with counsel reasonably acceptable to Landlord) and hold harmless the Landlord Parties from and against any Claims resulting from Tenant’s failure or delay in surrendering the Premises upon the expiration or earlier termination of this Lease without Landlord’s written consent. Nothing contained in this Section 16.2 will limit Landlord’s right to lawfully terminate Tenant’s right to possess the Premises in which the event Tenant is holding over, and (2) Tenant gives Landlord holds over in the Premises without Landlord’s written notice of such intent to holdover within thirty (30) days prior to the expiration of the Term; such written notice shall specify the length of time Tenant intends to holdover and the portion of the Leased Premises in which Tenant intends to holdover. If Tenant elects to holdover pursuant to the preceding sentence, such holdover will be on an AS-IS basis except that the Annual Basic Rent shall be one-hundred twenty-five percent (125%) of the Annual Basic Rent applicable to such Leased Premises immediately prior to such holdoverconsent.

Holding Over. (a) Except as provided in Section 7.6(b), in If Tenant holds over after the event of holding over by Tenant after expiration or earlier termination of this the Lease Term, then, without waiver of any right on the written consent part of Landlord as a result of Tenant’s failure to timely surrender possession of the Premises to Landlord, Tenant shall become a tenant at sufferance only, upon the terms and conditions set forth in this Lease so far as applicable (including Tenant’s obligation to pay for all costs, expenses and any other Additional Rent under this Lease), but at a Monthly Rent equal to the entire holdover period following: (i) beginning as liquidated damagesof the 1st day of holdover, solely for one hundred twenty five percent (125%) of the Monthly Rent applicable to the Premises immediately prior to the date of such holding overexpiration or earlier termination; and (ii) beginning as of the 60th day of holdover, one hundred fifty percent (150%) of the Annual Basic Monthly Rent that would have been payable if applicable to the Lease had not so terminated or expired plus one hundred fifty percent (150%) of all Rent other than Annual Basic Rent (including Tenant’s Operating Expense Share and Tenant’s Tax Share) that would have been payable if this Lease had not so terminated or expired. Nothing in this Section 7.6(a) shall be construed as granting Tenant a right to retain possession of the Leased Premises, or as limiting Landlord’s right to recover possession of the Leased Premises, after the expiration or termination of this Lease as to such Leased Premises. (b) Notwithstanding the provisions of Section 7.6(a), Tenant shall be permitted to holdover in the Leased Premises, or a portion thereof, for a period of time not to exceed sixty (60) days after the expiration of the Term (whether the Initial Term or the Term as renewed) if and only if: (1) Landlord has not already leased the portion of the Leased Premises in which Tenant is holding over, and (2) Tenant gives Landlord written notice of such intent to holdover within thirty (30) days immediately prior to the date of such expiration or earlier termination; and (iii) beginning as of the Term; such written notice shall specify the length 90th day of time Tenant intends to holdover and the portion of the Leased Premises in which Tenant intends to holdover. If Tenant elects to holdover pursuant to the preceding sentencecontinuing for any period thereafter, such holdover will be on an AS-IS basis except that the Annual Basic Rent shall be one-two hundred twenty-five percent (125200%) of the Annual Basic Monthly Rent applicable to such Leased the Premises immediately prior to the date of such holdoverexpiration or earlier termination. Acceptance by Landlord of rent after such expiration or earlier termination shall not constitute a consent to a hold over hereunder or result in an extension of this Lease. Tenant shall pay an entire month’s Monthly Rent calculated in accordance with this Section 8.2 for any portion of a month it holds over and remains in possession of the Premises pursuant to this Section 8.2.

Holding Over. (a) Except as provided If Tenant remains in Section 7.6(b), in possession of all or any portion of the event of holding over by Tenant Premises after expiration or earlier termination of this Lease the Term or any extension thereof, with or without the written express or implied consent of Landlord, Tenant shall pay be deemed to be holding over as a tenant at sufferance on and subject to all of the applicable terms and conditions of this Lease, except that the Base Rent payable for the entire holdover period as liquidated damages, solely for such holding over, one hundred fifty percent (150%) of the Annual Basic Rent that would have been payable if the Lease had not so terminated or expired plus one hundred fifty percent (150%) of all Rent other than Annual Basic Rent (including Tenant’s Operating Expense Share and Tenant’s Tax Share) that would have been payable if this Lease had not so terminated or expired. Nothing in this Section 7.6(a) Premises shall be construed as granting Tenant calculated at a right rate equal to retain possession of the Leased Premises, or as limiting Landlord’s right to recover possession of the Leased Premises, after the expiration or termination of this Lease as to such Leased Premises. (bi) Notwithstanding the provisions of Section 7.6(a), Tenant shall be permitted to holdover in the Leased Premises, or a portion thereof, for a period of time not to exceed sixty (60) days after the expiration of the Term (whether the Initial Term or the Term as renewed) if and only if: (1) Landlord has not already leased the portion of the Leased Premises in which Tenant is holding over, and (2) Tenant gives Landlord written notice of such intent to holdover within thirty (30) days prior to the expiration of the Term; such written notice shall specify the length of time Tenant intends to holdover and the portion of the Leased Premises in which Tenant intends to holdover. If Tenant elects to holdover pursuant to the preceding sentence, such holdover will be on an AS-IS basis except that the Annual Basic Rent shall be one-one hundred twenty-five percent (125%) of the Annual Basic Base Rent applicable to such Leased Premises immediately prior to the expiration or earlier termination of the applicable Term during the first ninety (90) days of such holdover, and thereafter (ii) the greater of one hundred fifty percent (150%) of said Base Rent rate or Fair Market Rental Rate, subject to the understanding that Tenant shall be liable for the payment of Rent only for the actual number of days that Tenant holds over. The provisions of Article 24 shall not apply hereto. (b) Tenant shall have no liability for any consequential damages incurred by Landlord as the result of any holdover, but if Landlord provides written notice, not later than ninety (90) days prior to the Expiration Date, that Landlord has entered into a new lease for all or any portion of the Premises and such notice specifies the date (not sooner than the Expiration Date) that Landlord must deliver the space to the successor tenant under that lease and Tenant fails to properly surrender the Premises to Landlord by the specified date (or if earlier, by the date (not earlier than the Expiration Date) so required by Landlord to enable Landlord to deliver such space timely in the condition required by such lease using customary efforts), then, in addition to amounts due under Section 19.2, Tenant shall be responsible for actual damages Landlord incurs, as described below. If any successor tenant actually terminates its lease because Landlord shall not deliver possession as required by such lease, then to the extent such delivery failure shall have been as a result of Tenant’s holdover, Tenant shall be liable for the actual damages Landlord suffers as a result of such termination (i.

Holding Over. (a) Except as provided in Section 7.6(b)22.1 Tenant acknowledges that it is extremely important that Landlord have substantial advance notice of the date on which Tenant will vacate the Premises, in and that if Tenant fails to surrender the event of holding over by Tenant after Premises or any portion thereof at the expiration or earlier termination of this the Lease without Term or upon Landlord’s re-entry following an Event of Default, then it will be conclusively presumed that the written consent value to Tenant of Landlordremaining in possession, Tenant shall pay for and the entire holdover period loss that will be suffered by Landlord as liquidated damagesa result thereof, solely for such holding over, one hundred fifty percent (150%) of far exceed the Annual Basic Base Rent and additional rent that would have been payable if had the Lease had Term continued during such holdover period. Therefore, if Tenant (or anyone claiming through or under Tenant) does not so terminated immediately surrender the Premises or expired plus one hundred fifty percent (150%) of all Rent other than Annual Basic Rent (including Tenant’s Operating Expense Share and Tenant’s Tax Share) that would have been payable if this Lease had not so terminated or expired. Nothing in this Section 7.6(a) shall be construed as granting Tenant a right to retain possession of the Leased Premises, or as limiting Landlord’s right to recover possession of the Leased Premises, after any portion thereof upon the expiration or earlier termination of this the Lease as to such Leased Premises. (b) Notwithstanding Term or upon Landlord’s re-entry following an Event of Default, then the provisions of Section 7.6(a), rent payable by Tenant hereunder shall be permitted increased to holdover in the Leased Premises, or a portion thereof, for a period of time not to exceed sixty (60) days after the expiration of the Term (whether the Initial Term or the Term as renewed) if and only if: equal (1) Landlord has not already leased the portion for each of the Leased Premises in which Tenant is holding over, first (1st) and second (22nd) Tenant gives Landlord written notice months of such intent to holdover within thirty holdover, the greater of (30i) days prior to the expiration of the Term; such written notice shall specify the length of time Tenant intends to holdover and the portion of the Leased Premises in which Tenant intends to holdover. If Tenant elects to holdover pursuant to the preceding sentence, such holdover will be on an AS-IS basis except that the Annual Basic Rent shall be one-one hundred twenty-five percent (125%) of the Annual Basic fair market rent for the entire Premises, or (ii) one hundred twenty-five percent (125%) of the then fully escalated Base Rent applicable and additional rent, and (2) for each month of holdover thereafter, the greater of (x) two hundred percent (200%) of the fair market rent for the entire Premises, or (y) two hundred percent (200%) of the then fully escalated Base Rent and additional rent. Such rent shall be computed by Landlord and paid by Tenant on a monthly basis and shall be payable on the first day of such holdover period and the first day of each calendar month thereafter during such holdover period until the Premises have been vacated. Notwithstanding any other provision of this Lease, Landlord’s acceptance of such rent shall not in any manner adversely affect Landlord’s other rights and remedies, including Landlord’s right to evict Tenant and to recover all damages, and Tenant shall save Landlord, its agents and employees, harmless and will exonerate, defend and indemnify Landlord, its agents and employees, from and against any and all damages which Landlord may suffer on account of Tenant’s hold-over in the Premises after the expiration or prior termination of the Lease Term; provided, however, that consequential damages shall be available only if the holdover persists for more than thirty (30) days. Any such Leased Premises immediately prior holdover shall be deemed to such holdoverbe a tenancy at sufferance and not a tenancy at will. In no event shall any holdover be deemed a permitted extension or renewal of the Lease Term, and nothing contained herein shall be construed to constitute Landlord’s consent to any holdover or to give Tenant any right with respect thereto. The provisions of this Section 22.1 expressly survive termination of the Lease or of Tenant’s right to possession.

Holding Over. (a) Except as provided in Section 7.6(b), in If Tenant holds over without the event consent of holding over by Tenant Landlord after expiration or termination of this Lease without the written consent of LandlordLease, Tenant shall (a) pay as holdover rental for each month of the holdover tenancy an amount equal to (w) 125% for the first month of the holdover tenancy, (x) 150% for the second month of the holdover tenancy, (y) 175% for the third month of the holdover tenancy and (z) 200% for the fourth month and any additional month(s) of the holdover tenancy of the greater of (i) the fair market rental value of the Premises for such month (as reasonably determined by Landlord) or (ii) the Rent which Tenant was obligated to pay for the entire holdover period as liquidated damages, solely for such holding over, one hundred fifty percent (150%) of month immediately preceding the Annual Basic Rent that would have been payable if the Lease had not so terminated or expired plus one hundred fifty percent (150%) of all Rent other than Annual Basic Rent (including Tenant’s Operating Expense Share and Tenant’s Tax Share) that would have been payable if this Lease had not so terminated or expired. Nothing in this Section 7.6(a) shall be construed as granting Tenant a right to retain possession of the Leased Premises, or as limiting Landlord’s right to recover possession of the Leased Premises, after the expiration or termination of this Lease as to such Leased Premises. (b) Notwithstanding the provisions of Section 7.6(a), Tenant shall be permitted to holdover in the Leased Premises, or a portion thereof, for a period of time not to exceed sixty (60) days after the expiration of the Term (whether the Initial Term or the Term as renewed) if and only if: (1) Landlord has not already leased the portion of the Leased Premises in which Tenant is holding over, and (2) Tenant gives Landlord written notice of such intent to holdover within thirty (30) days prior to the expiration end of the Term; such written notice shall specify the length of time Tenant intends and (b) be liable to holdover Landlord for and the portion indemnify Landlord against (i) any payment or rent concession which Landlord may be required to make to any tenant obtained by Landlord for all or any part of the Leased Premises (a “New Tenant”) by reason of the late delivery of space to the New Tenant as a result of Tenant’s holding over or in which order to induce such New Tenant intends not to holdoverterminate its lease by reason of the holding over by Tenant, (ii) the loss of the benefit of the bargain if any New Tenant shall terminate its lease by reason of the holding over by Tenant, (iii) any claim for damages by any New Tenant, and (iv) any and all damages Landlord incurs under the ▇▇▇▇▇▇▇▇▇ as a result thereof. If No holding over by Tenant elects after the Term shall operate to holdover extend the Term. Notwithstanding the foregoing, the acceptance of any rent paid by Tenant pursuant to the preceding sentence, such this Section 7.10 shall not preclude Landlord from commencing and prosecuting a holdover will be on an AS-IS basis except that the Annual Basic Rent shall be one-hundred twenty-five percent (125%) of the Annual Basic Rent applicable to such Leased Premises immediately prior to such holdoveror summary eviction proceeding.

Holding Over. (a) Except as provided in Section 7.6(b), in the event of Any holding over by Tenant after the expiration or termination of this Lease, by lapse of time or otherwise, shall not operate to extend or renew this Lease without except by the express mutual written consent agreement between Landlord and Tenant, and in the absence of Landlordsuch agreement, Tenant shall pay continue in possession as a month-to-month tenant only, except that the monthly Rent shall be increased to an amount calculated as follows: (a) for the entire first thirty (30) days of any holdover period as liquidated damagesperiod, solely one hundred twenty-five percent (125%) of the monthly installment of Base Rent and Additional Rent paid in the month immediately preceding the expiration or termination of this Lease; (b) for the next thirty days of such holding overholdover period, one hundred fifty percent (150%) of the Annual Basic monthly installment of Base Rent that would have been payable if and Additional Rent paid in the Lease had not so terminated or expired plus one hundred fifty percent (150%) of all Rent other than Annual Basic Rent (including Tenant’s Operating Expense Share and Tenant’s Tax Share) that would have been payable if this Lease had not so terminated or expired. Nothing in this Section 7.6(a) shall be construed as granting Tenant a right to retain possession of the Leased Premises, or as limiting Landlord’s right to recover possession of the Leased Premises, after month immediately preceding the expiration or termination of this Lease as to such Leased Premises. Lease; and (bc) Notwithstanding thereafter, two hundred percent (200%) of the provisions monthly installment of Section 7.6(a), Tenant shall be permitted to holdover Base Rent and Additional Rent paid in the Leased Premises, month immediately preceding the expiration or a portion thereof, for a termination of this Lease. During any period of time not holding over by Tenant pursuant to exceed sixty (60) days after the expiration of the Term (whether the Initial Term or the Term as renewed) this Section, if and only if: (1) Landlord has not already leased the portion of the Leased Premises in which Tenant is holding over, and (2) Tenant gives Landlord delivers written notice to Tenant of such intent a bona fide offer from a Third Party to holdover lease the Premises and Tenant fails to vacate the Premises within thirty (30) days prior of such notice, Landlord shall be entitled to indirect and consequential damages against Tenant, in addition to any other damages Landlord may be otherwise entitled to under the terms of this Lease and as otherwise provided by Law. Notwithstanding the foregoing, nothing in this Section 22.1 shall be deemed to give Tenant a right to possession of the Premises after the expiration or earlier termination of this Lease, nor shall it serve as a waiver of any Event of Default relating to Tenant’s failure to vacate the Term; such written notice shall specify the length of time Tenant intends to holdover and the portion of the Leased Premises in which Tenant intends to holdover. If Tenant elects to holdover pursuant to the preceding sentence, such holdover will be on an AS-IS basis except that the Annual Basic Rent shall be one-hundred twenty-five percent (125%) of the Annual Basic Rent applicable to such Leased Premises immediately prior to such holdoverPremises.

Holding Over. (a) Except as provided in Section 7.6(b), It is hereby agreed that in the event of Tenant holding over by Tenant after expiration or the termination of this Lease without Lease, by lapse of time or otherwise, thereafter the tenancy shall be from month to month in the absence of a written consent of Landlordagreement to the contrary, and Tenant shall pay to Landlord a monthly occupancy charge equal to (i) for the entire first sixty (60) days of holdover, one hundred twenty-five percent (125%) of the monthly Basic Rental payable hereunder for the last lease year, and (ii) for any holdover period as liquidated damages, solely for such holding overbeyond said sixty (60) days, one hundred fifty percent (150%) of the Annual monthly Basic Rent that would have been Rental payable if hereunder for the Lease had not so terminated or expired last lease year (plus one hundred fifty percent (150%all other charges payable by Tenant under this Lease) of all Rent other than Annual Basic Rent (including Tenant’s Operating Expense Share and Tenant’s Tax Share) that would have been such occupancy charges to be payable if this Lease had not so terminated or expired. Nothing in this Section 7.6(a) shall be construed as granting Tenant a right to retain possession of the Leased Premises, or as limiting Landlord’s right to recover possession of the Leased Premises, after from the expiration or termination of this Lease as until the end of the calendar month in which the Premises are delivered to such Leased Premises. (b) Notwithstanding the provisions of Section 7.6(a), Tenant shall be permitted to holdover Landlord in the Leased Premises, condition required herein. If Landlord shall enter into a new lease or amend an existing lease for premises in the Building for all or a portion thereofof the Premises at the end of the Term of this Lease, for a period Landlord shall so notify Tenant and if Tenant fails to vacate and deliver all or such portion of time not the Premises to exceed Landlord within sixty (60) days after the expiration of the Term (whether the Initial Term or the Term as renewed) if and only if: (1) Landlord has not already leased the portion of the Leased Premises in which Tenant is holding over, and (2) Tenant gives Landlord written notice receipt of such intent to holdover within thirty notice (30) days but in no event prior to the expiration or earlier termination of the Term; such written notice shall specify the length of time this Lease), Tenant intends to holdover and the portion of the Leased Premises in which Tenant intends to holdover. If Tenant elects to holdover pursuant to the preceding sentence, such holdover will be on an AS-IS basis except that the Annual Basic Rent shall be one-hundred twenty-five percent responsible for any and all damages actually and reasonably incurred by Landlord as a result of Tenant’s failure to so vacate and deliver the Premises or such portion thereof (125%) including the loss of the Annual Basic Rent applicable to such Leased Premises immediately prior to such holdoverlease or amendment).

Holding Over. (a) Except as provided If Tenant remains in Section 7.6(b), in possession of the event of holding over by Tenant Premises after the expiration or earlier termination of this Lease without with the express written consent of Landlord, Tenant ▇▇▇▇▇▇'s occupancy shall pay for be a month-to-month tenancy at a rent agreed upon by Landlord and Tenant, but in no event less than the entire holdover period as liquidated damages, solely for such holding over, greater of (i) one hundred fifty percent (150%) of the Annual Basic Monthly Rent and Additional Rent payable under this Lease during the last full month prior to the date of the expiration of this Lease or (ii) the then fair market rental (as reasonably determined by Landlord) for the Premises. Except as provided in the preceding sentence, the month-to-month tenancy shall be on the terms and conditions of this Lease, except that would any renewal options, expansion options, rights of first refusal, rights of first negotiation or any other rights or options pertaining to additional space in the Building contained in this Lease shall be deemed to have been payable if terminated and shall be inapplicable thereto. ▇▇▇▇▇▇▇▇'s acceptance of rent after such holding over with ▇▇▇▇▇▇▇▇'s written consent shall not result in any other tenancy or in a renewal of the original term of this Lease. If Tenant remains in possession of the Premises after the expiration or earlier termination of this Lease had not so terminated or expired plus without Landlord's consent, ▇▇▇▇▇▇'s continued possession shall be on the basis of a tenancy at sufferance and Tenant shall pay as Monthly Rent during the holdover period an amount equal to the greater of (i) one hundred fifty percent (150%) of all Rent other than Annual Basic Rent the fair market rental (including Tenant’s Operating Expense Share and Tenant’s Tax Shareas reasonably determined by Landlord) that would have been payable if this Lease had not so terminated for the Premises or expired. Nothing in this Section 7.6(a(ii) shall be construed as granting Tenant a right to retain possession of the Leased Premises, or as limiting Landlord’s right to recover possession of the Leased Premises, after the expiration or termination of this Lease as to such Leased Premises. (b) Notwithstanding the provisions of Section 7.6(a), Tenant shall be permitted to holdover in the Leased Premises, or a portion thereof, for a period of time not to exceed sixty (60) days after the expiration of the Term (whether the Initial Term or the Term as renewed) if and only if: (1) Landlord has not already leased the portion of the Leased Premises in which Tenant is holding over, and (2) Tenant gives Landlord written notice of such intent to holdover within thirty (30) days prior to the expiration of the Term; such written notice shall specify the length of time Tenant intends to holdover and the portion of the Leased Premises in which Tenant intends to holdover. If Tenant elects to holdover pursuant to the preceding sentence, such holdover will be on an AS-IS basis except that the Annual Basic Rent shall be one-two hundred twenty-five percent (125200%) of the Annual Basic Monthly Rent applicable to such Leased Premises immediately and Additional Rent payable under this Lease for the last full month prior to the date of such holdoverexpiration or termination.

Holding Over. (a) Except as provided in Section 7.6(b), in 34.1 Tenant acknowledges that possession of the event entire Premises must be surrendered to Landlord at the expiration or sooner termination of holding over the term hereof. The parties recognize and agree that the damage to Landlord resulting from any failure by Tenant after timely to surrender possession of the entire Premises as aforesaid will be substantial, will exceed the amount of annual Minimum Rent and additional rent theretofore payable hereunder, and will be impossible to measure accurately. Tenant therefore agrees that if possession of the entire Premises is not surrendered to Landlord upon the expiration or sooner termination of the term of this Lease without Lease, then notwithstanding anything to the written consent of Landlordcontrary contained in this Lease, Tenant shall pay to Landlord for each month and for each portion of any month during which Tenant holds over in the Premises after the expiration or sooner termination of the term hereof, for use and occupancy, Minimum Rent at (i) 150% of the final monthly rate of the then current Term specified in Article 3 for the entire first thirty (30) days that Tenant thus remains in possession, (ii) 200% thereafter, together with all Additional Rent payable hereunder (and Landlord may accept such amounts without in any way waiving its rights to require Tenant to vacate the Premises) and, in addition thereto, if such holdover period as liquidated damagesshall continue for more than five (5) business days, solely Tenant shall pay Landlord for such holding over, one hundred fifty percent (150%) all damages sustained by reason of the Annual Basic Rent that would have been payable if the Lease had not so terminated or expired plus one hundred fifty percent (150%) of all Rent other than Annual Basic Rent (including Tenant’s Operating Expense Share and Tenant’s Tax Shareretention of possession beyond five (5) that would have been payable if business days after the expiration or earlier termination of this Lease had not so terminated Lease, but in no event shall Tenant be liable to Landlord for any indirect, special, punitive or expired. Nothing consequential damages. 34.2 If Tenant remains in this Section 7.6(a) shall be construed as granting Tenant a right to retain possession of the Leased Premises, or as limiting Landlord’s right to recover possession of the Leased Premisesany part thereof, after the expiration or earlier termination of the term of this Lease, such holding over shall, at the election of Landlord expressed in a notice to Tenant and not otherwise, constitute a tenancy from month-to-month. The provisions of this Article 34 do not imply any right in Tenant to remain in the Premises after the termination of this Lease as to such Leased Premises. (b) Notwithstanding the provisions of Section 7.6(a), Tenant shall be permitted to holdover in the Leased PremisesLease, or exclude Landlord’s right of re-entry or any other right or remedy hereunder or at law which Landlord may have against a portion thereof, for a period of time not to exceed sixty (60) days after the expiration of the Term (whether the Initial Term or the Term as renewed) if and only if: (1) Landlord has not already leased the portion of the Leased Premises in which Tenant is holding over, and (2) Tenant gives Landlord written notice of such intent to holdover within thirty (30) days prior to the expiration of the Term; such written notice shall specify the length of time Tenant intends to holdover and the portion of the Leased Premises in which Tenant intends to holdover. If Tenant elects to holdover pursuant to the preceding sentence, such holdover will be on an AS-IS basis except that the Annual Basic Rent shall be one-hundred twenty-five percent (125%) of the Annual Basic Rent applicable to such Leased Premises immediately prior to such holdovertenant.

Holding Over. (a) Except as provided 40.1 Tenant will have no right to remain in Section 7.6(b), in the event possession of holding over by Tenant after expiration all or termination of this Lease without the written consent of Landlord, Tenant shall pay for the entire holdover period as liquidated damages, solely for such holding over, one hundred fifty percent (150%) part of the Annual Basic Rent that would have been payable if the Lease had not so terminated or expired plus one hundred fifty percent (150%) of all Rent other than Annual Basic Rent (including Tenant’s Operating Expense Share and Tenant’s Tax Share) that would have been payable if this Lease had not so terminated or expired. Nothing in this Section 7.6(a) shall be construed as granting Tenant a right to retain possession of the Leased Premises, or as limiting Landlord’s right to recover possession of the Leased Premises, after the expiration or termination of this Lease as to such Leased Premises. (b) Notwithstanding the provisions of Section 7.6(a), Tenant shall be permitted to holdover in the Leased Premises, or a portion thereof, for a period of time not to exceed sixty (60) days Demised Praises after the expiration of the Term (whether term. If Tenant remains in possession of all or any part of the Initial Term or Demised Premises after the Term as renewed) if and only ifexpiration of the Lease, without the express consent of Landlord: (1a) Landlord has such tenancy will be deemed to be a periodic tenancy from month-to-month only; (b) such tenancy will not already leased the portion constitute a renewal or extension of the Leased Premises in which Tenant is holding over, this Lease for any further term; and (2c) Tenant gives such tenancy may be terminated by Landlord written notice upon the earlier of such intent to holdover within (i) thirty (30) days prior written notice, or (ii) the earliest date permitted by how. In such event, monthly rent will be increased to the expiration an amount equal to 125% during months 1 and 2; 150% during months 3 through 5; 175% during month 6 and 200% thereafter, of the Term; monthly rent payable during the last month of the term, and any other sums due under this Lease will be payable in the amount and at the times specified in this Lease. Such month-to-month tenancy will be subject to every other term, condition, and covenant contained in this Lease. The provisions of this Section shall not be construed to relieve Tenant from liability to Landlord for damages resulting from any such written notice holding over, or preclude Landlord from implementing summary dispossess proceedings. Tenant further acknowledges that its failure to perform any restoration required of it under this Lease shall specify be deemed the length same as its remaining in possession of time Tenant intends the Demised Premises after the explosion of the term, subjecting it to holdover and rent in accordance with this Article 40. Notwithstanding the portion foregoing, Landlord agrees that Tenant may holdover for thirty (30) days after the Expiration Date of this Lease without being liable to Landlord for damages resulting from holdover or subject to summary dispossess proceeding provided Tenant pays Landlord the Leased Premises in which Tenant intends to holdoverholdover rent of 125% as set forth above. If Tenant elects to holdover pursuant to the preceding sentence, such holdover will be on an AS-IS basis except that the Annual Basic Rent shall be one-hundred twenty-five percent (125%) of the Annual Basic Rent applicable to such Leased Premises immediately prior to such holdover.44 49

Holding Over. Except in the case of a Permitted Holdover (a) Except as provided in Section 7.6(bdefined below), in if Tenant fails to surrender all or any part of the event Premises at the termination of this Lease, occupancy of the Premises after termination shall be that of a tenancy at sufferance. Tenant’s occupancy of the Premises during such holding over shall be subject to all the terms and provisions of this Lease, and Tenant shall pay an amount (on a per month basis without reduction for partial months during the holdover) equal to 125% of the Base Rent due for the period immediately preceding the holdover, plus any other Rent payable by Tenant under the Lease, as amended hereby. No holdover by Tenant or payment by Tenant after expiration or the termination of this Lease without shall be construed to extend the written consent Term or prevent Landlord from immediate recovery of possession of the Premises by summary proceedings or otherwise. 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 notice from Landlord, Tenant shall pay be liable for all actual damages that Landlord suffers from the entire holdover period as liquidated damages, solely for such holding over, one hundred fifty percent (150%) of holdover. Notwithstanding anything to the Annual Basic Rent that would have been payable if the Lease had not so terminated or expired plus one hundred fifty percent (150%) of all Rent other than Annual Basic Rent (including Tenant’s Operating Expense Share and Tenant’s Tax Share) that would have been payable if this Lease had not so terminated or expired. Nothing contrary set forth in this Section 7.6(a) shall be construed 21, so long as granting Tenant a right to retain possession of the Leased Premises, or as limiting Landlord’s right to recover possession of the Leased Premises, after the expiration or termination of is not in default beyond any applicable notice and cure period under this Lease as to such Leased Premises. (b) Notwithstanding the provisions of Section 7.6(a)Lease, Tenant shall be permitted have the right to holdover (the “Permitted Holdover”) in the Leased Premises, or a portion thereofentire Premises only, for a period twelve (12) consecutive months, commencing as of time not to exceed sixty (60) days after the expiration of the then current Term (whether the Initial Term or “Permitted Holdover Period”), subject to the Term as renewed) remaining terms of this Section, if and only if: (1) Tenant delivers to Landlord has not already leased the portion of the Leased Premises in which Tenant is holding over, and (2) Tenant gives Landlord prior written notice of such Tenant’s intent to holdover within thirty so occupy the Premises on or before the date that is twelve (3012) days full calendar months prior to the expiration of the then current Term; such written notice shall specify the length of time Tenant intends to holdover and the portion of the Leased Premises in which Tenant intends to holdover. If Tenant elects engages in a Permitted Holdover, then during the Permitted Holdover Period, Tenant shall occupy the Premises in its as-is condition and configuration subject to all the terms and conditions of this Lease, provided that solely during the Permitted Holdover Period, Tenant shall pay an amount equal to 110% of the Rent in effect under this Lease during the month immediately preceding the Permitted Holdover Period for the entire twelve (12) month Permitted Holdover Period. If Tenant engages in a Permitted Holdover, then if Tenant fails to vacate and surrender the Premises on or prior to expiration or earlier termination of the Permitted Holdover Period, Tenant shall be deemed in holdover pursuant of the Premises and such holdover shall be subject to the preceding sentence, such holdover will be on an AS-IS basis except that provisions of this Section. Nothing herein shall grant Tenant the Annual Basic Rent shall be one-hundred twenty-five percent (125%) right to hold over or otherwise occupy the Premises at any time following the expiration or earlier termination of the Annual Basic Rent applicable to such Leased Premises immediately prior to such holdoverPermitted Holdover Period.”

Holding Over. (a) Except as provided in Section 7.6(b), in If Tenant retains possession of the event of holding over by Tenant Premises or any part thereof after the expiration or earlier termination of this Lease, whether by lapse of time or otherwise, or after a termination of Tenant’s right of possession, then Landlord may, at Landlord’s sole election at any time after the termination of this Lease or Tenant’s right of possession, serve written notice on Tenant that such holding over constitutes either: (i) the creation of a month-to-month tenancy upon each of the terms herein provided as may be applicable to such month-to-month tenancy, except that Tenant shall pay to Landlord Base Rent for each month or portion thereof in the amount set forth below, plus all Additional Rent (including, without limitation, the Tax Amount, the Operating Expense Amount, the Estimated Tax Payments and the Estimated Operating Expense Payments) coming due during such period, or (ii) the creation of a tenancy at sufferance upon each of the terms herein provided as may be applicable to such tenancy at sufferance, except that Tenant shall pay to Landlord a per diem rent equal to the per diem Base Rent set forth below, plus the per diem amount of all Additional Rent (including, without limitation, the Tax Amount, the Operating Expense Amount, the Estimated Tax Payments and the Estimated Operating Expense Payments). If no written consent notice is served by Landlord, then a tenancy at sufferance with Rent as stated in (ii) above shall have been created. The provisions of Landlordthis Subsection shall not operate as a waiver by Landlord of any right of re-entry herein provided. In addition to and not in limitation of all other remedies set out in this Subsection, Tenant shall pay be liable for the entire holdover period all damages (consequential as liquidated damages, solely for such well as direct) sustained by Landlord on account of Tenant’s holding over. Base Rent payable during any holding over shall be as follows: (a) during the first thirty (30) days following the expiration or earlier termination of this Lease or the termination of Tenant’s right of possession, one hundred fifty percent (150%) of the Annual Basic Base Rent that would have been payable if for the Lease had not so terminated or expired plus one hundred fifty percent (150%) of all Rent other than Annual Basic Rent (including Tenant’s Operating Expense Share and Tenant’s Tax Share) that would have been payable if this Lease had not so terminated or expired. Nothing in this Section 7.6(a) shall be construed as granting Tenant a right to retain possession of the Leased Premises, or as limiting Landlord’s right to recover possession of the Leased Premises, after calendar month immediately preceding the expiration or termination date of this Lease as to such Leased Premises.or the termination of Tenant’s right of possession; and (b) Notwithstanding the provisions of Section 7.6(a), Tenant shall be permitted to holdover in the Leased Premises, or a portion thereof, for a period of time not to exceed sixty (60) days from and after the thirty-first (31st) day following the expiration or earlier termination of the Term (whether the Initial Term this Lease or the Term as renewed) if and only if: (1) Landlord has not already leased the portion termination of the Leased Premises in which Tenant is holding overTenant’s right of possession, and (2) Tenant gives Landlord written notice of such intent to holdover within thirty (30) days prior to the expiration of the Term; such written notice shall specify the length of time Tenant intends to holdover and the portion of the Leased Premises in which Tenant intends to holdover. If Tenant elects to holdover pursuant to the preceding sentence, such holdover will be on an AS-IS basis except that the Annual Basic Rent shall be one-two hundred twenty-five percent (125200%) of the Annual Basic Base Rent applicable to such Leased Premises for the calendar month immediately prior to such holdoverpreceding the expiration or termination date of this Lease or the termination of Tenant’s right of possession.

Holding Over. (i) If Tenant holds over in the 40th Floor Premises without the consent of Landlord after the 40th Floor Expiration Date or earlier termination of this Lease, Tenant shall (a) Except pay as provided holdover rental for each month of the holdover tenancy an amount equal to the Applicable Percentage multiplied by the greater of (i) the fair market rental value of the 40th Floor Premises for such month (as reasonably determined by Landlord) or (ii) the Rent which Tenant was obligated to pay for the 40th Floor Premises for the month immediately preceding the end of the Term; and (b) if such holding over shall continue for more than ninety (90) days following the 40th Floor Expiration Date, be liable to Landlord for and indemnify Landlord against (i) any payment or rent concession which Landlord may be required to make to any tenant obtained by Landlord for all or any part of the Premises (a “New Tenant”) by reason of the late delivery of space to the New Tenant as a result of Tenant’s holding over or in Section 7.6(b)order to induce such New Tenant not to terminate its lease by reason of the holding over by Tenant, in (ii) the event loss of the benefit of the bargain if any New Tenant shall terminate its lease by reason of the holding over by Tenant and (iii) any claim for damages by any New Tenant. No holding over by Tenant after expiration the Term shall operate to extend the Term, and the acceptance of any rent paid by Tenant pursuant to this Section 6.10 shall not preclude Landlord from commencing and prosecuting a holdover or termination summary eviction proceeding. The provisions of this Lease without Section 6.10 shall be deemed to be an “agreement expressly providing otherwise” within the written consent meaning of Landlord, Tenant shall pay for the entire holdover period as liquidated damages, solely for such holding over, one hundred fifty percent (150%) Section 232-c of the Annual Basic Rent that would have been payable if the Lease had not so terminated or expired plus one hundred fifty percent (150%) of all Rent other than Annual Basic Rent (including Tenant’s Operating Expense Share and Tenant’s Tax Share) that would have been payable if this Lease had not so terminated or expired. Nothing in this Section 7.6(a) shall be construed as granting Tenant a right to retain possession Real Property Law of the Leased PremisesState of New York. Tenant expressly waives, for itself and for any person or as limiting Landlord’s right to recover possession entity claiming through or under Tenant, any rights which Tenant or any such person or entity may have under the provisions of Section 2201 of the Leased PremisesNew York Civil Practice Law and Rules and of any successor law of like import then in force, in connection with any holdover summary proceedings which Landlord may institute to enforce the provisions of this Lease. “Applicable Percentage” means (x) for any period of such holdover commencing after the expiration or termination of this Lease as to through the 60th such Leased Premises. day, 125%, (by) Notwithstanding for the provisions next 60 days of Section 7.6(a)such holdover, Tenant shall be permitted to holdover in the Leased Premises, or a portion thereof, for a period of time not to exceed sixty (60) days after the expiration of the Term (whether the Initial Term or the Term as renewed) if and only if: (1) Landlord has not already leased the portion of the Leased Premises in which Tenant is holding over150%, and (2z) Tenant gives Landlord written notice of such intent to holdover within thirty (30) days prior to the expiration of the Term; such written notice shall specify the length of time Tenant intends to holdover and the portion of the Leased Premises in which Tenant intends to holdover. If Tenant elects to holdover pursuant to the preceding sentencethereafter, such holdover will be on an AS-IS basis except that the Annual Basic Rent shall be one-hundred twenty-five percent (125200%) of the Annual Basic Rent applicable to such Leased Premises immediately prior to such holdover.

Holding Over. (a) Except as provided in Section 7.6(b)If Tenant fails to surrender all or any part of the Premises at the expiration or earlier termination of this Lease, in any such occupancy of all or any part of the event of holding over by Tenant Premises after such expiration or termination shall be that of a tenancy at sufferance. Any such occupancy after such expiration or termination shall be subject to all the terms and provisions of this Lease without the written consent of LandlordLease, except that Tenant shall pay an amount for such occupancy (on a per month basis without reduction for partial months during the holdover) equal to (A) for the entire first thirty (30) days of such holdover period as liquidated damages, solely for such holding overoccupancy, one hundred fifty percent (150%) of the Annual Basic greater of (i) the Rent that would have been payable if due for the Lease had not so terminated month immediately preceding the holdover or expired plus one hundred fifty percent (150%ii) the fair market rent then being obtained for comparable space in the Building, and (B) from and after the thirty-first (31st) day of all such holdover occupancy, two times the greater of (i) the Rent other than Annual Basic Rent due for the month immediately preceding the holdover or (including Tenant’s Operating Expense Share and Tenant’s Tax Shareii) that would have been payable if this Lease had not so terminated the fair market rent then being obtained for comparable space in the Building. No holdover by Tenant or expired. Nothing in this Section 7.6(a) shall be construed as granting payment by Tenant a right to retain possession of the Leased Premises, or as limiting Landlord’s right to recover possession of the Leased Premises, after the expiration or earlier 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, if as a result of such holdover, Landlord is unable to such Leased deliver possession of space to a new tenant or to perform improvements therein for a new tenant due to Tenant’s failure to timely vacate all or part of the Premises. (b) Notwithstanding the provisions of Section 7.6(a), Tenant shall be permitted liable to holdover in Landlord for all damages and losses that Landlord suffers from the Leased Premises, or a portion thereof, for a period of time not to exceed sixty (60) days after the expiration of the Term (whether the Initial Term or the Term as renewed) if and only if: (1) Landlord has not already leased the portion of the Leased Premises in which Tenant is holding over, and (2) Tenant gives Landlord written notice of such intent to holdover within thirty (30) days prior to the expiration of the Term; such written notice shall specify the length of time Tenant intends to holdover and the portion of the Leased Premises in which Tenant intends to holdover. If Tenant elects to holdover pursuant to the preceding sentence, such holdover will be on an AS-IS basis except that the Annual Basic Rent shall be one-hundred twenty-five percent (125%) of the Annual Basic Rent applicable to such Leased Premises immediately prior to such holdover.

Holding Over. If Tenant provides Landlord with written notice (a"HOLDOVER NOTICE") Except as provided in Section 7.6(b), at least thirty (30) days prior to expiration of the Lease Term (or any applicable Extension Term) that Tenant will be holding over in the event of holding over by Tenant after expiration or termination of this Lease without the written consent of LandlordPremises, Tenant shall pay for have the entire holdover period as liquidated damagesright (and, solely for such holding oversubject to the grace periods described below, one hundred fifty percent (150%the obligation) of the Annual Basic Rent that would have been payable if the Lease had not so terminated or expired plus one hundred fifty percent (150%) of all Rent other than Annual Basic Rent (including Tenant’s Operating Expense Share and Tenant’s Tax Share) that would have been payable if this Lease had not so terminated or expired. Nothing in this Section 7.6(a) shall be construed as granting Tenant a right to retain possession of the Leased Premises, or as limiting Landlord’s right to recover possession of the Leased Premises, hold over after the expiration or termination of this the Lease as to Term until the date ("HOLDOVER NOTICE DATE") specified in such Leased Premises. Holdover Notice (b) Notwithstanding the provisions but not in excess of Section 7.6(a), Tenant shall be permitted to holdover in the Leased Premises, or a portion thereof, for a period of time not to exceed sixty one hundred twenty (60120) days after the expiration of the Term (whether the Initial Lease Term or the Term as renewed) if and only if: applicable Extension Term). Any holdover tenancy (1) Landlord has not already leased the portion of the Leased Premises in which Tenant is holding overincluding without limitation, and (2) Tenant gives Landlord written notice of such intent to any holdover within thirty (30) days prior to the expiration of the Term; such written notice shall specify the length of time Tenant intends to holdover and the portion of the Leased Premises in which Tenant intends to holdover. If Tenant elects to holdover tenancy pursuant to the preceding sentencea Holdover Notice) shall be subject to every applicable term, such holdover will be on an AS-IS basis covenant and agreement contained herein, except that the Annual Basic Base Rent payable by Tenant for the Premises (irrespective of the amount of space Tenant continues to occupy in the Building) shall be one-escalated to equal one hundred ten percent (110%) of the then current Base Rent and Direct Expenses payments for the entire Premises for the first ninety (90) days of such holdover occupancy and one hundred twenty-five percent (125%) of such amount during the Annual Basic next succeeding ninety (90) days and from and after such one hundred eighty (180) day period, Rent applicable shall equal one hundred fifty percent (150%) of such amount thereafter; provided, however, subject to the next sentence of this Article 16, such Leased holdover Rent and Additional Rent shall be prorated on a per diem basis through and including the date ("ACTUAL SURRENDER DATE") Tenant actually vacates and surrenders the Premises immediately to Landlord in the condition required under this Lease. If Tenant properly delivers the Holdover Notice and the Actual Surrender Date (a) is earlier than the Holdover Notice Date by forty-five (45) days or less, Tenant's obligation to pay such holdover Rent and Additional Rent shall terminate on a per diem basis as of the Actual Surrender Date, however if the Actual Surrender Date is earlier than forty-five (45) days prior to the Holdover Notice Date, Tenant's holdover Rent and Additional Rent shall cease as of the date which is forty-five (45) days prior to the Holdover Notice Date, or (b) is later than the Holdover Notice Date, Tenant's obligation to pay holdover Rent and Additional Rent shall cease as of the Actual Surrender Date, provided that Tenant shall have no right to holdover beyond the earlier to occur of fifteen (15) days after the Holdover Notice Date or the expiration of the one hundred twenty (120) period specified in the first sentence of this Article 16 above. By way of example only, and not as a limitation upon the foregoing, if the Holdover Notice indicates that the Holdover Notice Date is ninety (90) days after the expiration of the Lease Term or applicable Extension Term, Tenant shall be permitted to holdover until the date which is one hundred five (105) days after the expiration of the Lease Term or applicable Extension Term and Tenant's obligation to pay holdover Rent and Additional Rent shall be prorated on a per diem basis until the later of the forty-fifth (45th) day after the expiration of the Lease Term or applicable Extension Term or the Actual Surrender Date. Nothing contained in this Article 16 shall be construed as consent by Landlord to any holding over by Tenant (except as expressly provided in this Article 16 above), and Landlord expressly reserves the right to require Tenant to surrender possession of the Premises to Landlord as provided in this Lease upon the expiration of the Lease Term (or the period specified in clause 16(b) above, as applicable). The provisions of this Article 16 shall not be deemed to limit or constitute a waiver of any other rights or remedies of Landlord provided herein or at law. If Tenant fails to surrender the Premises within the period specified in this Article 16 above, in addition to any other liabilities to Landlord accruing therefrom, Tenant shall protect, defend, PEREGRINE SYSTEMS CORPORATE CENTER [Peregrine Systems] indemnify and hold Landlord harmless from all loss, costs (including reasonable attorneys' fees) and liability resulting from such holdoverfailure, including, without limiting the generality of the foregoing, any claims made by any succeeding tenant founded upon such failure to surrender (including such tenant's lost profits) and any lost profits to Landlord resulting therefrom, provided Landlord promptly notified Tenant in writing of any lease or signed letter of intent for all or any portion of the Premises.

Holding Over. (a) Except as provided 40.01. Tenant will have no right to remain in Section 7.6(b), in the event possession of holding over by Tenant after expiration all or termination of this Lease without the written consent of Landlord, Tenant shall pay for the entire holdover period as liquidated damages, solely for such holding over, one hundred fifty percent (150%) part of the Annual Basic Rent that would have been payable if the Lease had not so terminated or expired plus one hundred fifty percent (150%) of all Rent other than Annual Basic Rent (including Tenant’s Operating Expense Share and Tenant’s Tax Share) that would have been payable if this Lease had not so terminated or expired. Nothing in this Section 7.6(a) shall be construed as granting Tenant a right to retain possession of the Leased Premises, or as limiting Landlord’s right to recover possession of the Leased Premises, after the expiration or termination of this Lease as to such Leased Premises. (b) Notwithstanding the provisions of Section 7.6(a), Tenant shall be permitted to holdover in the Leased Premises, or a portion thereof, for a period of time not to exceed sixty (60) days Demised Premises after the expiration of the Term (whether term. If Tenant remains in possession of all or any part of the Initial Term or Demised Premises after the Term as renewed) if and only ifexpiration of the Lease, without the express consent of Landlord: (1a) Landlord has such tenancy will be deemed to be a periodic tenancy from month-to-month only; (b) such tenancy will not already leased the portion constitute a renewal or extension of the Leased Premises in which Tenant is holding over, this Lease for any further term; and (2c) Tenant gives such tenancy may be terminated by Landlord written notice upon the earlier of such intent to holdover within (i) thirty (30) days prior to written notice, or (ii) the expiration of the Term; earliest date permitted by law. In such written notice shall specify the length of time Tenant intends to holdover and the portion of the Leased Premises in which Tenant intends to holdover. If Tenant elects to holdover pursuant to the preceding sentenceevent, such holdover monthly rent will be on increased to an AS-IS basis except that the Annual Basic Rent shall be one-amount equal to one hundred twenty-and twenty five percent (125%) for the first month of holdover, one hundred and fifty (150%) for the second month of holdover and two hundred percent (200%) thereafter of the Annual Basic Rent applicable monthly rent payable during the last month of the term, and any other sums due under this Lease will be payable in the amount and at the times specified in this Lease. Such month-to-month tenancy will be subject to every other term, condition, and covenant contained in this Lease. The provisions of this Section shall not be construed to relieve Tenant from liability to Landlord for damages resulting from any such Leased holding over, or preclude Landlord from implementing summary dispossess proceedings. Tenant further acknowledges that its failure to perform any restoration required of it under this Lease shall be deemed the same as its remaining in possession of the Demised Premises immediately prior after the expiration of the term, subjecting it to such holdoverhold-over rent in accordance with this Article 40.

Holding Over. If Tenant provides Landlord with written notice (a"HOLDOVER NOTICE") Except as provided in Section 7.6(b), at least thirty (30) days prior to expiration of the Lease Term (or any applicable Extension Term) that Tenant will be holding over in the event of holding over by Tenant after expiration or termination of this Lease without the written consent of LandlordPremises, Tenant shall pay for have the entire holdover period as liquidated damagesright (and, solely for such holding oversubject to the grace periods described below, one hundred fifty percent (150%the obligation) of the Annual Basic Rent that would have been payable if the Lease had not so terminated or expired plus one hundred fifty percent (150%) of all Rent other than Annual Basic Rent (including Tenant’s Operating Expense Share and Tenant’s Tax Share) that would have been payable if this Lease had not so terminated or expired. Nothing in this Section 7.6(a) shall be construed as granting Tenant a right to retain possession of the Leased Premises, or as limiting Landlord’s right to recover possession of the Leased Premises, hold over after the expiration or termination of this the Lease as to Term until the date ("HOLDOVER NOTICE DATE") specified in such Leased Premises. Holdover Notice (b) Notwithstanding the provisions but not in excess of Section 7.6(a), Tenant shall be permitted to holdover in the Leased Premises, or a portion thereof, for a period of time not to exceed sixty one hundred twenty (60120) days after the expiration of the Term (whether the Initial Lease Term or the Term as renewed) if and only if: applicable Extension Term). Any holdover tenancy (1) Landlord has not already leased the portion of the Leased Premises in which Tenant is holding overincluding without limitation, and (2) Tenant gives Landlord written notice of such intent to any holdover within thirty (30) days prior to the expiration of the Term; such written notice shall specify the length of time Tenant intends to holdover and the portion of the Leased Premises in which Tenant intends to holdover. If Tenant elects to holdover tenancy pursuant to the preceding sentencea Holdover Notice) shall be subject to every applicable term, such holdover will be on an AS-IS basis covenant and agreement contained herein, except that the Annual Basic Base Rent payable by Tenant for the Premises (irrespective of the amount of space Tenant continues to occupy in the Building) shall be one-escalated to equal one hundred ten percent (110%) of the then current Base Rent and Direct Expenses payments for the entire Premises for the first ninety (90) days of such holdover occupancy and one hundred twenty-five percent (125%) of such amount during the Annual Basic next succeeding ninety (90) days and from and after such one hundred eighty (180) day period, Rent applicable shall equal one hundred fifty percent (150%) of such amount thereafter; provided, however, subject to the next sentence of this Article 16, such Leased holdover Rent and Additional Rent shall be prorated on a per diem basis through and including the date ("ACTUAL SURRENDER DATE") Tenant actually vacates and surrenders the Premises immediately to Landlord in the condition required under this Lease. If Tenant properly delivers the Holdover Notice and the Actual Surrender Date (a) is earlier than the Holdover Notice Date by forty-five (45) days or less, Tenant's obligation to pay such holdover Rent and Additional Rent shall terminate on a per diem basis as of the Actual Surrender Date, however if the Actual Surrender Date is earlier than forty-five (45) days prior to the Holdover Notice Date, Tenant's holdover Rent and Additional Rent shall cease as of the date which is forty-five (45) days prior to the Holdover Notice Date, or (b) is later than the Holdover Notice Date, Tenant's obligation to pay holdover Rent and Additional Rent shall cease as of the Actual Surrender Date, provided that Tenant shall have no right to holdover beyond the earlier to occur of fifteen (15) days after the Holdover Notice Date or the expiration of the one hundred twenty (120) period specified in the first sentence of this Article 16 above. By way of example only, and not as a limitation upon the foregoing, if the Holdover Notice indicates that the Holdover Notice Date is ninety (90) days after the expiration of the Lease Term or applicable Extension Term, Tenant shall be permitted to holdover until the date which is one hundred five (105) days after the expiration of the Lease Term or applicable Extension Term and Tenant's obligation to pay holdover Rent and Additional Rent shall be prorated on a per diem basis until the later of the forty-fifth (45th) day after the expiration of the Lease Term or applicable Extension Term or the Actual Surrender Date. Nothing contained in this Article 16 shall be construed as consent by Landlord to any holding over by Tenant (except as expressly provided in this Article 16 above), and Landlord expressly reserves the right to require Tenant to surrender possession of the Premises to Landlord as provided in this Lease upon the expiration of the Lease Term (or the period specified in clause 16(b) above, as applicable). The provisions of this Article 16 shall not be deemed to limit or constitute a waiver of any other rights or remedies of Landlord provided herein or at law. If PEREGRINE SYSTEMS CORPORATE CENTER [Peregrine Systems] Tenant fails to surrender the Premises within the period specified in this Article 16 above, in addition to any other liabilities to Landlord accruing therefrom, Tenant shall protect, defend, indemnify and hold Landlord harmless from all loss, costs (including reasonable attorneys' fees) and liability resulting from such holdoverfailure, including, without limiting the generality of the foregoing, any claims made by any succeeding tenant founded upon such failure to surrender (including such tenant's lost profits) and any lost profits to Landlord resulting therefrom, provided Landlord promptly notified Tenant in writing of any lease or signed letter of intent for all or any portion of the Premises.

Holding Over. Provided Tenant gives Landlord not less than six (a6) Except as provided in Section 7.6(b), in the event of holding over by Tenant after expiration or termination of this Lease without the written consent of Landlordmonths advance notice thereof, Tenant shall pay for the entire holdover period as liquidated damages, solely for such holding over, one hundred fifty percent (150%) of the Annual Basic Rent that would have been payable if the Lease had not so terminated or expired plus one hundred fifty percent (150%) of all Rent other than Annual Basic Rent (including Tenant’s Operating Expense Share and Tenant’s Tax Share) that would have been payable if this Lease had not so terminated or expired. Nothing in this Section 7.6(a) shall be construed as granting Tenant a right permitted to retain possession of the Leased Premises, or as limiting Landlord’s right to recover possession of the Leased Premises, after the expiration or termination of this Lease as to such Leased Premises. (b) Notwithstanding the provisions of Section 7.6(a), Tenant shall be permitted to holdover in the Leased Premises, or a portion thereof, for a period of time not to exceed sixty (60) days Premises after the expiration of the Term (whether of this Lease without any modification of this Lease or other written agreement between the Initial Term or the Term as renewed) if and only if: (1) Landlord has parties for a period not already leased the portion of the Leased Premises in which Tenant is holding over, and to exceed two (2) Tenant gives Landlord written notice of such intent months after the Expiration Date. Such occupancy shall be pursuant to holdover within thirty (30) days prior to the expiration all of the Term; such written notice shall specify the length terms and conditions of time Tenant intends to holdover and the portion of the Leased Premises in which Tenant intends to holdover. If Tenant elects to holdover pursuant to the preceding sentencethis Lease, such holdover will be on an AS-IS basis except that the Annual Basic Tenant shall pay Base Rent shall be one-during such period in an amount equal to one hundred twenty-five percent (125%) of the Annual Basic Base Rent applicable to such Leased Premises in effect immediately prior to the expiration of the Term, and except that, after the expiration of such two (2) month period, the foregoing provisions of this Article XXI shall no longer be effective. After the expiration of such two (2) month period, Tenant shall instead be permitted to retain possession of the Leased Premises for an additional period not to exceed twelve (12) months, under the same terms and conditions as the initial two (2) month holdover, except that Tenant shall be a month-to-month tenant (i.e., either Landlord or Tenant may terminate such tenancy upon not less than thirty (30) days advance written notice), and Tenant shall pay Base Rent in an amount equal to one hundred seventy-five percent (175%) of the Base Rent in effect immediately prior to the expiration of the Term. After the expiration of such twelve (12) month period or earlier termination of such month-to-month tenancy by Landlord or Tenant, or at any other time after the expiration or termination of this Lease during which Tenant remains in occupancy of the Leased Premises without the express right to do so under this Article XXI, Tenant shall be a tenant-at-sufferance, and (i) until Tenant relinquishes possession of the Leased Premises, Tenant shall pay rent in an amount equal to two hundred percent (200%) of the Base Rent in effect immediately prior to the expiration of the Term, and (ii) Tenant shall pay to Landlord all direct and consequential damages sustained by reason of Tenant's retention of possession for lost rentals, leasing fees, advertising costs, marketing costs, holdover or alternative space rents, tenant finish expense and relocation costs. There shall be no renewal of this Lease by operation of law.

Holding Over. (a) Except as provided in Section 7.6(b), in Tenant acknowledges that possession of the event Premises must be surrendered to Landlord at the expiration or sooner termination of holding over the Term of this Lease. Tenant agrees to indemnify and save Landlord harmless against all third party claims directly resulting from delay by Tenant in so surrendering the Premises, including, without limitation, any claims made by any succeeding tenant founded on such delay. The parties recognize and agree that the damage to Landlord resulting from any failure by Tenant to timely surrender possession of the Premises as aforesaid will be extremely substantial, will exceed the amount of Monthly Rental and Additional Rental theretofore payable hereunder, and will be impossible to accurately measure. Tenant therefore agrees that if possession of the Premises is not surrendered to Landlord within 24 hours after the date of the expiration or sooner termination of the Term of this Lease without the written consent of LandlordLease, then Tenant shall pay to Landlord for each month and for each portion of any month during which Tenant holds over in the entire holdover period as liquidated damages, solely for such holding over, one hundred fifty percent (150%) of the Annual Basic Rent that would have been payable if the Lease had not so terminated or expired plus one hundred fifty percent (150%) of all Rent other than Annual Basic Rent (including Tenant’s Operating Expense Share and Tenant’s Tax Share) that would have been payable if this Lease had not so terminated or expired. Nothing in this Section 7.6(a) shall be construed as granting Tenant a right to retain possession of the Leased Premises, or as limiting Landlord’s right to recover possession of the Leased Premises, Premises after the expiration or sooner termination of this Lease as to such Leased Premises. (b) Notwithstanding the provisions of Section 7.6(a), Tenant shall be permitted to holdover in the Leased Premises, or a portion thereof, for a period of time not to exceed sixty (60) days after the expiration of the Term (whether of this Lease, without the Initial Term or the Term as renewed) if express written consent and only if: (1) Landlord has not already leased the portion approval of the Leased Premises in which Tenant is holding overLandlord, and (2) Tenant gives Landlord written notice of such intent a sum equal to holdover within thirty (30) days prior to the expiration of the Term; such written notice shall specify the length of time Tenant intends to holdover and the portion of the Leased Premises in which Tenant intends to holdover. If Tenant elects to holdover pursuant to the preceding sentence, such holdover will be on an AS-IS basis except that the Annual Basic Rent shall be one-one hundred twenty-twenty five percent (125%) of the Annual Basic aggregate of that portion of Monthly Rental and Additional Rental (calculated on a daily basis) which was payable under this Lease during the last month of the Term hereof. Nothing herein contained shall be deemed to permit Tenant to retain possession of the Premises after the expiration or sooner termination of the Term of this Lease. The aforesaid provisions of this Section shall survive the expiration or sooner termination the term of this Lease. (b) Notwithstanding the foregoing, Tenant shall have the one-time right, upon notice (the “Holdover Notice”) to Landlord not less than twelve (12) months prior to the expiration of the then-current Term, to extend the Term for a period of up to twelve (12) months (the “Permitted Holdover Term”), in which case the Expiration Date shall be deemed the last day of the Permitted Holdover Term and the Rent payable by Tenant during the Permitted Holdover Term shall equal the Rent applicable to such Leased Premises immediately prior to such holdoverduring the last rental period of the Term.

Holding Over. If Tenant provides Landlord with written notice (a"HOLDOVER NOTICE") Except as provided in Section 7.6(b), at least thirty (30) days prior to expiration of the Lease Term (or any applicable Extension Term) that Tenant will be holding over in the event of holding over by Tenant after expiration or termination of this Lease without the written consent of LandlordPremises, Tenant shall pay for have the entire holdover period as liquidated damagesright (and, solely for such holding oversubject to the grace periods described below, one hundred fifty percent (150%the obligation) of the Annual Basic Rent that would have been payable if the Lease had not so terminated or expired plus one hundred fifty percent (150%) of all Rent other than Annual Basic Rent (including Tenant’s Operating Expense Share and Tenant’s Tax Share) that would have been payable if this Lease had not so terminated or expired. Nothing in this Section 7.6(a) shall be construed as granting Tenant a right to retain possession of the Leased Premises, or as limiting Landlord’s right to recover possession of the Leased Premises, hold over after the expiration or termination of this the Lease as to Term until the date ("HOLDOVER NOTICE DATE") specified in such Leased Premises. Holdover Notice (b) Notwithstanding the provisions but not in excess of Section 7.6(a), Tenant shall be permitted to holdover in the Leased Premises, or a portion thereof, for a period of time not to exceed sixty one hundred twenty (60120) days after the expiration of the Term (whether the Initial Lease Term or the Term as renewed) if and only if: applicable Extension Term). Any holdover tenancy (1) Landlord has not already leased the portion of the Leased Premises in which Tenant is holding overincluding without limitation, and (2) Tenant gives Landlord written notice of such intent to any holdover within thirty (30) days prior to the expiration of the Term; such written notice shall specify the length of time Tenant intends to holdover and the portion of the Leased Premises in which Tenant intends to holdover. If Tenant elects to holdover tenancy pursuant to the preceding sentencea Holdover Notice) shall be subject to every applicable term, such holdover will be on an AS-IS basis covenant and agreement contained herein, except that the Annual Basic Base Rent payable by Tenant for the Premises (irrespective of the amount of space Tenant continues to occupy in the Building) shall be one-escalated to equal one hundred ten percent (110%) of the then current Base Rent and Direct Expenses payments for the entire Premises for the first ninety (90) days of such holdover occupancy and one hundred twenty-five percent (125%) of such amount during the Annual Basic next succeeding ninety (90) days and from and after such one hundred eighty (180) day period, Rent applicable shall equal one hundred fifty percent (150%) of such amount thereafter; provided, however, subject to the next sentence of this Article 16, such Leased holdover Rent and Additional Rent shall be prorated on a per diem basis through and including the date ("ACTUAL SURRENDER DATE") Tenant actually vacates and surrenders the Premises immediately to Landlord in the condition required under this Lease. If Tenant properly delivers the Holdover Notice and the Actual Surrender Date (a) is earlier than the Holdover Notice Date by forty-five (45) days or less, Tenant's obligation to pay such holdover Rent and Additional Rent shall terminate on a per diem basis as of the Actual Surrender Date, however if the Actual Surrender Date is earlier than forty-five (45) days prior to the Holdover Notice Date, Tenant's holdover Rent and Additional Rent shall cease as of the date which is forty-five (45) days prior to the Holdover Notice Date, or (b) is later than the Holdover Notice Date, Tenant's obligation to pay holdover Rent and Additional Rent shall cease as of the Actual Surrender Date, provided that Tenant shall have no right to holdover beyond the earlier to occur of fifteen (15) days after the Holdover Notice Date or the expiration of the one hundred twenty (120) period specified in the first sentence of this Article 16 above. By way of example only, and not as a limitation upon the foregoing, if the Holdover Notice indicates that the Holdover Notice Date is ninety (90) days after the expiration of the Lease Term or applicable Extension Term, Tenant shall be permitted to holdover until the date which is one hundred five (105) days after the expiration of the Lease Term or applicable Extension Term and Tenant's obligation to pay holdover Rent and Additional Rent shall be prorated on a per diem basis until the later of the forty-fifth (45th) day after the expiration of the Lease Term or applicable Extension Term or the Actual Surrender Date. Nothing contained in this Article 16 shall be construed as consent by Landlord to any holding over by Tenant (except as expressly provided in this Article 16 above), and Landlord expressly reserves the right to require Tenant to surrender possession of the Premises to Landlord as provided in this Lease upon the expiration of the Lease Term (or the period specified in clause 16(b) above, as applicable). The provisions of this Article 16 shall not be deemed to limit or constitute a waiver of any other rights or remedies of Landlord provided herein or at law. If Tenant fails to surrender the Premises within the period specified in this Article 16 above, in addition to any other liabilities to Landlord accruing therefrom, Tenant shall protect, defend, indemnify and hold Landlord harmless from all loss, costs (including reasonable attorneys' fees) and liability resulting from such holdoverfailure, including, without limiting the generality of the foregoing, any claims made by any succeeding tenant founded upon such failure to surrender PEREGRINE SYSTEMS CORPORATE CENTER [Peregrine Systems] (including such tenant's lost profits) and any lost profits to Landlord resulting therefrom, provided Landlord promptly notified Tenant in writing of any lease or signed letter of intent for all or any portion of the Premises.

Holding Over. (a) Except as provided in Section 7.6(b), in the event of holding over by Tenant after expiration or termination of this Lease without the written consent of Landlord, Tenant shall pay for the entire holdover period as liquidated damages, solely for such holding over, one hundred fifty percent (150%) of the Annual Basic Rent that would have been payable if the Lease had not so terminated or expired plus one hundred fifty percent (150%) of all Rent other than Annual Basic Rent (including Tenant’s Operating Expense Share and Tenant’s Tax Share) that would have been payable if this Lease had not so terminated or expired. 3.3.1 Nothing in this Section 7.6(a) Lease shall be construed as granting deemed in any way to permit Tenant a right to retain possession of use or occupy the Leased Premises, or as limiting Landlord’s right to recover possession of the Leased Premises, after the expiration or termination of this Lease as to such Leased Premises. (b) Notwithstanding the provisions of Section 7.6(a), Tenant shall be permitted to holdover in the Leased Premises, or a portion thereof, for a period of time not to exceed sixty (60) days Premises after the expiration of the Term (whether the Initial Term or the Term as renewed) if any earlier termination of this Lease. If and only if: if ▇▇▇▇▇▇ continues to occupy the Premises after such expiration or termination after obtaining Landlord’s express, written consent thereto, (1a) Landlord has not already leased such occupancy shall (unless the portion of parties hereto otherwise agree in writing) be deemed to be under a month-to-month tenancy, which shall continue until either party hereto notifies the Leased Premises other in which Tenant is holding overwriting, and (2) Tenant gives Landlord written notice of such intent to holdover within by at least thirty (30) days prior before the end of any calendar month, that the party giving such notice elects to terminate such tenancy at the end of such calendar month, in which event such tenancy shall so terminate; (b) such month-to-month tenancy shall be on the same terms and subject to the same conditions as those set forth in this Lease, except that if Landlord gives Tenant, by at least thirty (30) days before the end of any calendar month during such month-to-month tenancy, written notice that such terms and conditions (including any thereof relating to the amount and payment of Rent) shall, after such month, be modified in any manner specified in such notice, then such tenancy shall, after such month, be on the said terms and subject to the said conditions, as so modified. 3.3.2 If Tenant continues to occupy the Premises after the expiration of the Term; Term or any earlier permitted termination of this Lease without having obtained Landlord’s express, written consent thereto, then without altering or impairing any of Landlord’s rights under this Lease or applicable law, (a) Tenant hereby agrees to pay to Landlord immediately on demand by Landlord as holdover rental (“Holdover Rent”) for the Premises, for each calendar month or portion thereof after such written notice shall specify the length of time Tenant intends to holdover and the portion expiration of the Leased Term or such earlier permitted termination of this Lease, as aforesaid, until Tenant surrenders possession of the Premises in which Tenant intends to holdover. If Tenant elects to holdover pursuant to Landlord, a sum equaling the preceding sentence, allocable monthly Annual Rent plus Fifty and 00/100 Dollars ($50.00) per each day of such holdover will be occupancy, and (b) Tenant shall surrender possession of the Premises to Landlord immediately on an AS-IS basis except that Landlord’s having demanded the Annual Basic Rent same. Nothing in this Lease shall be one-hundred twenty-five percent (125%) deemed in any way to give Tenant any right to remain in possession of the Annual Basic Premises after such expiration or permitted termination, regardless of whether Tenant has paid any such Holdover Rent applicable to such Leased Premises immediately prior to such holdoverLandlord, without ▇▇▇▇▇▇▇▇’s express written approval.

Holding Over. (a) Except as provided in Section 7.6(b), in the event of holding over by Tenant after expiration or termination of this Lease without the written consent of Landlord, 2.2.1 Tenant shall pay for have the entire holdover period as liquidated damages, solely for such holding over, one hundred fifty percent (150%) of the Annual Basic Rent that would have been payable if the Lease had not so terminated or expired plus one hundred fifty percent (150%) of all Rent other than Annual Basic Rent (including Tenant’s Operating Expense Share and Tenant’s Tax Share) that would have been payable if this Lease had not so terminated or expired. Nothing in this Section 7.6(a) shall be construed as granting Tenant a one-time right to retain possession occupancy of the Leased Premises, or as limiting Landlord’s right to recover possession of the Leased Premises, after the expiration or termination of this Lease as to such Leased Premises. (b) Notwithstanding the provisions of Section 7.6(a), Tenant shall be permitted to holdover in the Leased Premises, or a portion thereof, Premises for a period designated by Tenant in its Holdover Notice (as defined below) following the expiration of time the Term, but in any event not to exceed sixty thirty (6030) days after days; provided that (i) no monetary or material non-monetary Event of Default has occurred and is continuing, and (ii) Tenant shall have delivered written notice (a “Holdover Notice”) to Landlord of Tenant’s intention to hold over at least six (6) months prior to the expiration of the Term (whether a “Permitted Holdover”). In the Initial Term or the Term as renewed) if and only if: (1) Landlord has not already leased the portion event that Tenant retains occupancy of the Leased Premises in which Tenant is holding overPremises, and (2) Tenant gives Landlord written notice of such intent to holdover within thirty (30) days prior to or any part thereof, after the expiration end of the Term; such written notice shall specify , and EAST\126610515.10 the length of time conditions in clauses (i) and (ii) above have not been satisfied, or if Tenant intends to holdover and the portion retains occupancy of the Leased Premises beyond the period of a Permitted Holdover (in which Tenant intends to holdovereither case, an “Unpermitted Holdover”), Tenant's occupancy of the Premises shall be as a tenant at sufferance terminable at any time by Landlord. If Tenant elects to Tenant’s occupancy during any holdover pursuant period shall otherwise be subject to the preceding sentenceprovisions of this Lease (unless clearly inapplicable), such holdover will be on an AS-IS basis except that Tenant shall pay Landlord Base Rent for such time as Tenant remains in possession of the Annual Basic Rent shall be one-Premises (A) in the case of a Permitted Holdover, at a monthly rate equal to one hundred twenty-five percent (125%) of the Annual Basic Base Rent applicable payable during the last month of the Lease Term for the first thirty (30) days of such holding over, and (B) following such initial thirty (30) day period of said Permitted Holdover, or in the case of an Unpermitted Holdover, at a monthly rate equal to one hundred fifty percent (150%) of the Base Rent payable during the last month of the Lease Term, in each case together with all Additional Rent at the same rates as otherwise due and payable under this Lease. In addition, in the event of an Unpermitted Holdover, or in the event that Tenant holds over beyond the period of a Permitted Holdover, Tenant shall be liable to Landlord for all damages sustained by reason of Tenant’s retention of possession of the Premises after the end of the Term, including without limitation consequential damages or indirect damages; it being expressly understood and agreed that Tenant shall not be liable for any damages on account of such Leased holdover by Tenant during the Permitted Holdover, whether they be direct, indirect or consequential, except for such direct damages as provided for in Section 2.2.2 below, Tenant hereby acknowledging that Landlord may need the Premises immediately after the end of the Term for other tenants and that the damages which Landlord may suffer as the result of Tenant’s holding over cannot be determined as of the Execution Date. The provisions hereof do not limit or restrict Landlord’s rights or remedies under this Lease in the event of any holding over by Tenant (but subject to Tenant’s right to a Permitted Holdover, as set forth above). 2.2.2 Upon receipt of a written request from Tenant delivered not earlier than six (6) months prior to the scheduled Expiration Date of the Term, Landlord shall inform Tenant within thirty (30) days following Landlord’s receipt of such holdoverwritten request, whether the Premises has been re-leased for the period following the Expiration Date (to the extent the disclosure of such information will not cause Landlord to be in breach of any third party confidentiality agreement), including the target commencement date for delivery of the leased space.

Holding Over. (a) Except Provided no Default is then continuing under this Lease, Tenant shall have the right to extend the Term for a period of three months (the "Holdover Term") after either (i) the expiration of the Initial Term if Tenant has not exercised its option for the first Extension Term, or (ii) the expiration of the first Extension Term, if any, if Tenant has not exercised the second Extension Term, or (iii) the expiration of the second Extension Term, if any, by giving written notice to Landlord at least six (6) months prior to expiration of the then-applicable Term (the "Holdover Notice"). Any such Holdover Term shall be on all of the terms and conditions of this Lease, except that the Monthly Base Rent payable shall be one hundred four percent (104%) of the Monthly Base Rent payable in the last full month prior to the Holdover Term. Notwithstanding anything to the contrary in this Paragraph 14(a), if, prior to receipt of the Holdover Notice Landlord enters into a lease for all or any portion of the Premises with another tenant that provides for delivery to (including delivery in order for such tenant to perform tenant improvement or cabling or trade fixture installation work), or occupancy by, such other tenant of any portion of the Premises prior to the expiration of the prospective Holdover Term, all of Tenant's rights under this Paragraph 14(a) shall immediately and automatically terminate and be of no further force or effect. If Tenant remains in possession of all or any portion of the Premises after expiration of the Holdover Term (if any), or if Tenant fails to exercise its right to the Holdover Term in accordance with this Paragraph 14(a) or Tenant's right to the Holdover Term terminates as provided in Section 7.6(bthis Paragraph 14(a) and Tenant nevertheless remains in possession of all or any portion of the Premises after expiration of the Term, then such holdover shall be governed by Paragraph 14(b). (b) If Tenant (directly or through any successor-in-interest of Tenant) remains in possession of all or any portion of the Premises after the expiration or termination of this Lease with the written consent of Landlord, such continued possession shall be construed to be a tenancy from month to month at one hundred twenty-five percent (125%) of the Monthly Base Rent payable in the last full month prior to such termination or expiration (and shall be increased in accordance with Paragraph 3(b), together with an amount estimated by Landlord for the monthly Additional Charges for Expenses and Taxes payable under this Lease, and shall otherwise be on the terms and conditions herein specified so far as applicable. If Tenant (directly or through any successor-in-interest of Tenant) remains in possession of all or any portion of the event of holding over by Tenant Premises after the expiration or termination of this Lease without the written consent of Landlord, Tenant's continued possession shall be on the basis of a tenancy at the sufferance of Landlord. In such event, Tenant shall pay continue to comply with or perform all the terms and obligations of Tenant under this Lease, except that the Monthly Base Rent during Tenant's holding over shall be the greater of the then-fair market rent for the entire holdover period Premises (as liquidated damages, solely for such holding over, reasonably determined by Landlord) or one hundred fifty percent (150%) of the Annual Basic Monthly Base Rent that would have been and Additional Charges for Expenses and Taxes payable if in the Lease had not so terminated last full month prior to the termination or expired plus one hundred fifty percent (150%) expiration of all Rent other than Annual Basic Rent (including Tenant’s Operating Expense Share and Tenant’s Tax Share) that would have been payable if this Lease had not so terminated or expired. Nothing in this Section 7.6(a) (and shall be construed as granting increased in accordance with Paragraph 3(b). In addition to Rent, Tenant a right to retain possession shall pay Landlord for all damages proximately caused by reason of the Leased Premises, or as limiting Tenant's retention of possession. Landlord’s right to recover possession 's acceptance of the Leased Premises, Rent after the expiration or termination of this Lease as shall not constitute a renewal of this Lease, and nothing contained in this provision shall be deemed to such Leased waive Landlord's right of re-entry or any other right hereunder or at law. Tenant acknowledges that, in Landlord's marketing and re-leasing efforts for the Premises. (b) Notwithstanding , Landlord is relying on Tenant's vacation of the provisions of Section 7.6(a)Premises on the Expiration Date. Accordingly, Tenant shall be permitted indemnify, defend and hold Landlord harmless from and against all claims, liabilities, losses, costs, expenses and damages arising or resulting directly or indirectly from Tenant's failure to holdover in timely surrender the Leased Premises, including (i) any loss, cost or a portion thereof, for a period damages suffered by any prospective tenant of time not to exceed sixty (60) days after the expiration all or any part of the Term Premises, and (whether ii) Landlord's damages as a result of such prospective tenant rescinding or refusing to enter into the Initial Term prospective lease of all or the Term as renewed) if and only if: (1) Landlord has not already leased the any portion of the Leased Premises in which Tenant is holding over, and (2) Tenant gives Landlord written notice by reason of such intent failure of Tenant to holdover within thirty (30) days prior to timely surrender the expiration of the Term; such written notice shall specify the length of time Tenant intends to holdover and the portion of the Leased Premises in which Tenant intends to holdover. If Tenant elects to holdover pursuant to the preceding sentence, such holdover will be on an AS-IS basis except that the Annual Basic Rent shall be one-hundred twenty-five percent (125%) of the Annual Basic Rent applicable to such Leased Premises immediately prior to such holdoverPremises.

Holding Over. If Tenant continues to occupy the Premises after the expiration of the Term or any earlier termination of this Lease (a“Holdover”), such occupancy shall be deemed to be under a month-to-month tenancy, which shall continue until either party hereto notifies the other in writing, at least thirty (30) Except as provided days before the end of any calendar month, that the notifying party elects to terminate such tenancy at the end of such calendar month, in Section 7.6(b)which event such tenancy shall so terminate; 1.4.1. Anything contained herein to the contrary notwithstanding, in the event of holding over by Tenant after expiration or termination of this Lease without the written consent of Landlorda Holdover, Tenant shall pay for Landlord all of the entire holdover period as liquidated damagesfollowing: (a) An amount, solely for such holding overcalculated on a monthly basis, equal to one hundred fifty percent (150%) of the Annual Basic Base Rent that would have been payable if for the Lease had not so terminated or expired plus one hundred fifty percent (150%) of all Rent other than Annual Basic Rent (including Tenant’s Operating Expense Share and Tenant’s Tax Share) that would have been payable if this Lease had not so terminated or expired. Nothing Year in this Section 7.6(a) shall be construed as granting Tenant a right effect immediately prior to retain possession of the Leased Premises, or as limiting Landlord’s right to recover possession of the Leased Premises, after the expiration or earlier termination of this Lease as to such Leased Premises.Lease; and (b) Notwithstanding All Additional Rent payable under the provisions of Section 7.6(a), Subparagraph 2.1.2 for the time Tenant remains in possession of any part of the Premises (which Additional Rent shall be permitted calculated for each such monthly period in accordance with such provisions of Paragraph 2.2, except that in doing so one twelfth (1/12th) of the amount thereof shall be used instead of the entire amount; and (c) All damages, costs and expenses sustained by Landlord by reason of Tenant’s Holdover. 1.4.2. Such month-to-month tenancy shall be upon the same terms and subject to holdover the same conditions as those set forth in the Leased Premisesprovisions of this Lease; provided, or a portion thereofthat if Landlord gives Tenant, for a period of time not to exceed sixty (60) days after the expiration of the Term (whether the Initial Term or the Term as renewed) if and only if: (1) Landlord has not already leased the portion of the Leased Premises in which Tenant is holding over, and (2) Tenant gives Landlord written notice of such intent to holdover within by at least thirty (30) days prior before the end of any calendar month during such month-to-month tenancy, written notice that such terms and conditions (including any thereof relating to the expiration amount or payment of Rent) shall, after such month, be modified in any manner specified in such notice, then such tenancy shall, after such month, be upon the said terms and subject to the said conditions, as so modified. Neither the compliance with the conditions set forth in the provisions of this Lease nor the payment of the Term; such written notice amounts set forth in this Subparagraph 1.4 shall specify the length of time create any right in Tenant intends to holdover and the portion continue in possession of the Leased Premises or limit any rights or remedies of Landlord resulting from such Holdover. 1.4.3. The retention of the Premises by Tenant after the expiration or earlier termination of the Term shall also constitute an Event of Default and Landlord may exercise all of the rights and remedies set forth in which Tenant intends to holdoverSection 13. 1.4.4. If Tenant elects to holdover pursuant to the preceding sentence, such holdover will be on an AS-IS basis except that the Annual Basic Rent Landlord’s rights and remedies under this Section 1.4 shall be one-hundred twenty-five percent (125%) of the Annual Basic Rent applicable cumulative and in addition to such Leased Premises immediately prior to such holdoverevery other right or remedy existing at law or in equity or by statute.

Holding Over. (a) Except as provided in Section 7.6(b), in the event of holding over by Tenant after expiration or termination of this Lease without the written consent of Landlord, Tenant shall pay for the entire holdover period as liquidated damages, solely for such holding over, one hundred fifty percent (150%) of the Annual Basic Rent that would have been payable if the Lease had not so terminated or expired plus one hundred fifty percent (150%) of all Rent other than Annual Basic Rent (including including, without limitation, Tenant’s 's Operating Expense Share and Tenant’s 's Tax Share) that would have been payable if this Lease had not so terminated or expired. Nothing in this Section 7.6(a) shall be construed as granting Tenant a right to retain possession of the Leased Premises, or as limiting Landlord’s 's right to recover possession of the Leased Premises, after the expiration or termination of this Lease as to such Leased Premises. (b) Notwithstanding the provisions of Section 7.6(a), Tenant shall be permitted to holdover in the Leased Premises, or a portion thereof, for a period of time not to exceed sixty (60) days after the expiration of the Term (whether the Initial Term or the Term as renewed) if and only if: (1) Landlord has not already leased the portion of the Leased Premises in which Tenant is holding over, and (2) Tenant gives Landlord written notice of such intent to holdover within thirty (30) days prior to the expiration of the Term; such written notice shall specify the length of time Tenant intends to holdover and the portion of the Leased Premises in which Tenant intends to holdover. If Tenant elects to holdover pursuant to the preceding sentence, such holdover will be on an AS-IS basis except that the Annual Basic Rent shall be one-hundred twenty-five percent (125%) of the Annual Basic Rent applicable to such Leased Premises immediately prior to such holdover.

Holding Over. (a) Except as provided Subject to the provisions of paragraph (b) below, if Tenant (or anyone claiming through Tenant) shall remain in occupancy of the Premises or any part thereof after the expiration or early termination of the Term without a written agreement therefor executed and delivered by Landlord, or without having delivered the six month notice set forth in the next sentence of this Section 7.6(b5.11, or if such notice has been so delivered, then from and after the expiration of the thirty day period set forth in such sentence), then without limiting Landlord’s other rights and remedies, the person remaining in the event of holding over by Tenant after expiration or termination of this Lease without the written consent of Landlordpossession shall be deemed a tenant at sufferance, and Tenant shall pay monthly rent (pro rated for such portion of any partial month as Tenant shall remain in possession) (a) for the entire holdover period as liquidated damagesfirst thirty (30) days of such occupancy, solely at a rate equal to the greater of (i) the fair market rent then being quoted by Landlord for such holding overthe Premises or comparable space in the Building, or (ii) one hundred fifty ten percent (150110%) of the amount payable as Annual Basic Base Rent that would have been payable if for the Lease had not so terminated or expired plus one hundred fifty percent (150%) of all Rent other than Annual Basic Rent (including Tenant’s Operating Expense Share and Tenant’s Tax Share) that would have been payable if this Lease had not so terminated or expired. Nothing in this Section 7.6(a) shall be construed as granting Tenant a right to retain possession of the Leased Premises, or as limiting Landlord’s right to recover possession of the Leased Premises, after the twelve-month period immediately preceding such expiration or termination plus all additional rent on account of Operating Expenses and Taxes and otherwise applicable under this Lease Lease, and (b) for the period after such initial thirty day period, at a rate equal to the greater of (i) one and one half times the fair market rent then being quoted by Landlord for the Premises or comparable space in the Building, or (ii) two times the amount payable as to Annual Base Rent for the twelve-month period immediately preceding such Leased Premisesexpiration or termination plus all additional rent on account of Operating Expenses and Taxes and otherwise applicable under this Lease. (b) Notwithstanding the foregoing, if Tenant gives Landlord at least six (6) months’ prior written notice that Tenant cannot reasonably avert the need to hold over beyond the expiration of the Term for a period not exceeding thirty (30) days, then, for such period of up to thirty (30) days, Annual Base Rent shall remain at the rate previously payable by Tenant immediately prior to the expiration of the Term and otherwise upon all of the applicable monetary terms and conditions of this Lease shall apply thereto. (c) After Landlord’s acceptance of the full amount of such rent for the first month of such holding over, the person remaining in possession shall be deemed a tenant at will at such rent and otherwise subject to all of the provisions of Section 7.6(a)this Lease. Notwithstanding anything to the contrary contained herein, if Landlord desires to regain possession of the Premises promptly after the termination or expiration hereof and prior to acceptance of rent for any period thereafter, Landlord may, at its option, forthwith commence legal proceedings to take possession of the Premises or any part thereof. In any case, Tenant shall be permitted liable to holdover in Landlord for all damages resulting from any failure by Tenant to vacate the Leased PremisesPremises or any portion thereof when required hereunder, except that Tenant shall not be liable for any indirect or a portion thereof, for a period of time not to exceed consequential damages during the first sixty (60) days of any holdover occupancy after the expiration of the Term (whether the Initial Term or the Term as renewed) if and only if: (1) Landlord has not already leased the portion of the Leased Premises any permissible holdover expressly set forth in which Tenant is holding over, and (2) Tenant gives Landlord written notice of such intent to holdover within thirty (30) days prior to the expiration of the Term; such written notice shall specify the length of time Tenant intends to holdover and the portion of the Leased Premises in which Tenant intends to holdover. If Tenant elects to holdover pursuant to the preceding sentence, such holdover will be on an AS-IS basis except that the Annual Basic Rent shall be one-hundred twenty-five percent (125%) of the Annual Basic Rent applicable to such Leased Premises immediately prior to such holdoverthis Section 5.11.

Holding Over. (a) Except as provided in Section 7.6(b)Tenant will, in at the event of holding over by Tenant after expiration or termination of this Lease without the written consent by lapse of time or otherwise, yield up immediate possession to Landlord, . If Tenant shall pay for the entire holdover period as liquidated damages, solely for such holding over, one hundred fifty percent (150%) of the Annual Basic Rent that would have been payable if the Lease had not so terminated or expired plus one hundred fifty percent (150%) of all Rent other than Annual Basic Rent (including Tenant’s Operating Expense Share and Tenant’s Tax Share) that would have been payable if this Lease had not so terminated or expired. Nothing in this Section 7.6(a) shall be construed as granting Tenant a right to retain retains possession of the Leased PremisesPremises or any part thereof after such termination, then Landlord may, at its option, serve written notice upon Tenant that such holding over constitutes any one of (i) creation of a month-to-month tenancy, upon the terms and conditions set forth in this Lease, or as limiting Landlord’s (ii) creation of a tenancy at sufferance (with the right to recover possession of the Leased Premises, after the expiration or termination of this Lease as lock-out Tenant pursuant to such Leased Premises. (bSection 19(C) Notwithstanding the provisions of Section 7.6(abelow), Tenant shall be permitted to holdover in any case upon the Leased Premisesterms and conditions set forth in this Lease; provided, or a portion thereofhowever, for a period of time not to exceed sixty (60) days after the expiration of the Term (whether the Initial Term or the Term as renewed) if and only if: (1) Landlord has not already leased the portion of the Leased Premises in which Tenant is holding over, and (2) Tenant gives Landlord written notice of such intent to holdover within thirty (30) days prior to the expiration of the Term; such written notice shall specify the length of time Tenant intends to holdover and the portion of the Leased Premises in which Tenant intends to holdover. If Tenant elects to holdover pursuant to the preceding sentence, such holdover will be on an AS-IS basis except that the Annual Basic monthly Base Rent shall (or daily Base Rent under (ii)) shall, in addition to all other sums which are to be one-paid by Tenant hereunder, whether or not as additional Rent, be equal to one hundred twenty-five percent (125%) of the Annual Basic Base Rent applicable being paid monthly to such Leased Premises Landlord under this Lease immediately prior to such holdovertermination (prorated in the case of (ii) on the basis of a 365-day year for each day Tenant remains in possession); provided, however, if such holding over continues for more than ninety (90) days, the percentage above will increase to one hundred fifty percent (150%). If no such notice is served, then a tenancy at sufferance shall be deemed to be created at the Rent in the preceding sentence. Tenant shall also pay to Landlord all damages sustained by Landlord resulting from retention of possession by Tenant, including the loss of any proposed subsequent tenant for any portion of the Premises; provided, however, in no event shall Tenant be liable for any special or consequential damages as a result of any holding over by Tenant unless and until such holding over has continued for more than thirty (30) days after Tenant has received written notice that Landlord has (1) located a party interested in leasing at least all or any portion of the Premises, and (2) begun discussions regarding the terms on which such party would lease at least all or any portion of the Premises. The provisions of this paragraph shall not constitute a waiver by Landlord of any right of re-entry as herein set forth; nor shall receipt of any Rent or any other act in apparent affirmance of the tenancy operate as a waiver of the right to terminate this Lease for a breach of any of the terms, covenants, or obligations herein on Tenant’s part to be performed.

Holding Over. (a) Except as provided in Section 7.6(b), in If Tenant retains possession of the event of holding over by Tenant Premises after the expiration or termination of this Lease without the written consent Term or Tenant's right to possession of Landlordthe Premises, Tenant shall pay for (i) Base Rent during the entire first thirty (30) days of the holdover period as liquidated damages, solely for such holding over, at one hundred fifty percent (150%) of the Annual Basic Base Rent that would have been payable if in effect immediately preceding such holdover, and thereafter pay Base Rent during the Lease had not so terminated or expired plus one holdover in an amount equal to two hundred fifty percent (150200%) of the Base Rent in effect immediately preceding such holdover, plus (ii) Additional Rent and all Rent other than Annual Basic Rent amounts otherwise payable under the Lease (including Tenant’s Operating Expense Share including, without limitation, Excess Expenses) computed on a per diem basis for each day that Tenant remains in possession and Tenant’s Tax Share) that would have been payable if this Lease had not so terminated or expired. Nothing in this Section 7.6(a) shall be construed as granting Tenant a right to retain possession of the Leased Premises, or as limiting Landlord’s right to recover possession of the Leased Premises, after the expiration or termination of this Lease as to such Leased Premises. (b) Notwithstanding the provisions of Section 7.6(a), Tenant shall be permitted to perform all of its other obligations under the Lease. Tenant shall also pay, indemnify and defend Landlord from and against all claims and damages, consequential as well as direct, sustained by reason of Tenant's holding over, provided, however, that so long as Tenant pays the holdover rent described herein above, and the holdover terminates and Tenant vacates the Premises in the Leased Premises, condition required by the Lease on or a portion thereof, for a period before the date which is the earlier of time not to exceed sixty (60) days after following the expiration of the Term (whether the Initial Term or the Term as renewed) if and only if: (1) 40 47 termination of Tenant's right of possession, Tenant shall have no liability to Landlord has for consequential damages; otherwise, Tenant shall be so liable. The provisions of this Section do not already leased the portion waive Landlord's right of the Leased Premises re-entry or right to regain possession by actions at law or in which Tenant is holding overequity or any other rights hereunder, and (2) Tenant gives any receipt of payment by Landlord written notice shall not be deemed a consent by Landlord to Tenant's remaining in possession or be construed as creating or renewing any Lease or right of such intent to holdover within thirty (30) days prior to the expiration of the Term; such written notice shall specify the length of time Tenant intends to holdover tenancy between Landlord and the portion of the Leased Premises in which Tenant intends to holdover. If Tenant elects to holdover pursuant to the preceding sentence, such holdover will be on an AS-IS basis except that the Annual Basic Rent shall be one-hundred twenty-five percent (125%) of the Annual Basic Rent applicable to such Leased Premises immediately prior to such holdoverTenant.

Holding Over. If Sublessee holds over in possession after the expiration or sooner termination of the original Term or of any extended term of this Sublease, such holding over shall not be deemed to extend the Term or renew the Sublease, but such holding over thereafter shall continue upon the covenants and conditions herein set forth, except that the charge for use and occupancy of such holding over for each calendar month or part thereof (even if such part shall be a small fraction of a calendar month) shall be the sum of (a) Except as provided in Section 7.6(b), in the event of holding over by Tenant after expiration or termination of this Lease without the written consent of Landlord, Tenant shall pay for the entire holdover period as liquidated damages, solely for such holding over, one hundred fifty percent (150%) 1/12 of the Annual Basic annual Fixed Rent that set forth in this sublease, times 1.5, plus (b) 1/12 of all other items of annual Additional Rent which would have been payable if the Lease pursuant to this Sublease had this Sublease not so terminated or expired plus one hundred fifty percent expired, plus (150%c) those other items of all Rent other than Annual Basic Additional Rent (including Tenant’s Operating Expense Share and Tenant’s Tax Sharenot annual Additional Rent) that which would have been payable if pursuant to this Lease Sublease, had this Sublease not so terminated expired, which total sum Sublessee agrees to pay to Sublessor promptly upon demand, in full, without set-off or expireddeduction. Nothing Neither the billing nor the collection of use and occupancy in this Section 7.6(a) the above amount shall be construed as granting Tenant deemed a waiver of any right of Sublessor to retain possession of collect damages for Sublessee's failure to vacate the Leased Premises, or as limiting Landlord’s right to recover possession of the Leased Premises, Subleased Premises after the expiration or sooner termination of this Lease as to such Leased Premises. (b) Notwithstanding the Sublease. The aforesaid provisions of this Section 7.6(a), Tenant shall be permitted to holdover in the Leased Premises, or a portion thereof, for a period of time not to exceed sixty (60) days after survive the expiration or sooner termination of the Term (whether the Initial Term or the Term as renewed) if and only if: (1) Landlord has not already leased the portion of the Leased Premises in which Tenant is holding over, and (2) Tenant gives Landlord written notice of such intent to holdover within thirty (30) days prior to the expiration of the Term; such written notice shall specify the length of time Tenant intends to holdover and the portion of the Leased Premises in which Tenant intends to holdover. If Tenant elects to holdover pursuant to the preceding sentence, such holdover will be on an AS-IS basis except that the Annual Basic Rent shall be one-hundred twenty-five percent (125%) of the Annual Basic Rent applicable to such Leased Premises immediately prior to such holdoverthis Sublease.

Holding Over. If Tenant, having Occupied, or caused a Reinstatement to occur with respect to, the Building or any portion thereof (directly or through any successor-in-interest of Tenant) remains in possession of all or any portion of the Premises after the expiration or termination of this Lease with the written consent of Landlord, such continued possession shall not, of itself, cause or result in a Reinstatement, but shall be construed to be a tenancy from month-to-month at one hundred twenty-five percent (125%) of the greater of (a) Except as provided the Monthly Base Rent payable in Section 7.6(b)the last full month prior to such termination or expiration, or (b) the Monthly Modified Rent, if such holdover occurs following a Reinstatement, or (c) $913,344, if such holdover occurs upon expiration of the Initial Term, in any case subject to increase pursuant to Paragraph 42, together with an amount estimated by Landlord for the event monthly Additional Charges for Expenses and Taxes payable under this Lease, and shall otherwise be on the terms and conditions herein specified so far as applicable. If Tenant, having Occupied, or caused a Reinstatement to occur with respect to, the Building or any portion thereof (directly or through any successor-in-interest of holding over by Tenant Tenant) remains in possession of all or any portion of the Premises after the expiration or termination of this Lease without the written consent of Landlord, Tenant's continued possession shall be on the basis of a tenancy at the sufferance of Landlord. In such event, Tenant shall pay continue to comply with or perform all the terms and obligations of Tenant under this Lease, except that the Monthly Base Rent during Tenant's holding over shall be the greater of the then-fair market rent for the entire holdover period Premises (as liquidated damages, solely for such holding over, one reasonably determined by Landlord) or two hundred fifty percent (150200%) of (x) the Annual Basic Monthly Modified Rent if it occurs during the Initial Term, or (y) $913,344 if it occurs upon expiration of the Initial Term, or (z) the Monthly Base Rent payable in the last full month prior to such termination or expiration if it occurs at any time during any Extension Term, in each case subject to increase pursuant to Paragraph 42 and together with Additional Charges for Expenses and Taxes payable (or that would have been payable if a Reinstatement or Occupancy had previously occurred) in the Lease had not so terminated last full month prior to the termination or expired plus one hundred fifty percent (150%) expiration of this Lease. In addition to Rent, Tenant shall pay Landlord for all Rent other than Annual Basic Rent (including Tenant’s Operating Expense Share and Tenant’s Tax Share) that would have been payable if this Lease had not so terminated or expired. Nothing in this Section 7.6(a) shall be construed as granting Tenant a right to retain possession damages proximately caused by reason of the Leased Tenant's retention of possession. Landlord shall use commercially reasonable efforts to notify Tenant if and when (a) a new lease, or a letter of intent for a new lease, has been entered into for any portion of the Premises, (b) a loan application has been submitted by Landlord or as limiting Landlord’s right a loan commitment issued to recover possession Landlord in connection with the Premises at a time when Tenant is then holding over or Landlord in its reasonable judgment believes a Tenant holdover is likely prior to the contemplated loan being fully funded, or (c) a sale contract or letter of intent for a sale of the Leased Premises, Premises to a third party has been entered into for the Premises at a time when Tenant is then holding over or Landlord in its reasonable judgment believes a Tenant holdover is likely prior to the contemplated sale being consummated. Landlord's acceptance of Rent after the expiration or termination of this Lease as shall not constitute a renewal of this Lease, and nothing contained in this provision shall be deemed to such Leased waive Landlord's right of re-entry or any other right hereunder or at law. Tenant acknowledges that, in Landlord's marketing and re-leasing efforts for the Premises. (b) Notwithstanding , Landlord is relying on Tenant's vacation of the provisions of Section 7.6(a)Premises on the Expiration Date. Accordingly, Tenant shall be permitted indemnify, defend and hold Landlord harmless from and against all claims, liabilities, losses, costs, expenses and damages arising or resulting directly or indirectly from Tenant's failure to holdover in timely surrender the Leased Premises, including, without limitation, (i) any loss, cost or a portion thereof, for a period damages suffered by any prospective tenant of time not to exceed sixty (60) days after the expiration all or any part of the Term Premises, and (whether ii) Landlord's damages as a result of such prospective tenant rescinding or refusing to enter into the Initial Term prospective lease of all or the Term as renewed) if and only if: (1) Landlord has not already leased the any portion of the Leased Premises in which Tenant is holding over, and (2) Tenant gives Landlord written notice by reason of such intent failure of Tenant to holdover timely surrender the Premises. Landlord and Tenant agree that, if a "Default" by Tenant occurs after Reinstatement or Occupancy has occurred with respect to any portion of the Premises, and, within thirty (30) days prior to the expiration after receipt of written notice from Landlord of such Default, Tenant does not vacate and surrenders possession of the Term; such Premises and Improvements as required by Paragraph 24, then a holdover without the written notice shall specify the length consent of time Tenant intends to holdover and the portion of the Leased Premises in which Tenant intends to holdover. If Tenant elects to holdover pursuant to the preceding sentence, such holdover will be on an AS-IS basis except that the Annual Basic Rent Landlord shall be one-hundred twenty-five percent (125%) of the Annual Basic Rent applicable deemed to such Leased Premises immediately prior to such holdoverhave occurred.

Holding Over. (a) Except as provided in Section 7.6(b)7.7(b) below, in the event of holding over by Tenant after expiration or termination of this Lease without the written consent of Landlord, Tenant shall be deemed a tenant at will and shall pay for the entire holdover hold over period as liquidated damagesrent, solely for such holding over, the sum of (i) one hundred fifty seventy-five percent (150175%) of the Annual Basic Rent Base Rental payable by Tenant immediately prior to such termination or expiration, plus (ii) one hundred seventy-five percent (175%) of the Tenant's Additional Rental payable by Tenant during Lease Year 1, plus (iii) one hundred percent (100%) of the difference between (x) Tenant's Additional Rental payable by Tenant during Lease Year 1, and (y) that would have been Tenant's Additional Rental payable by Tenant under Section 2.3 for the holdover period as if the Lease had not so been terminated or expired expired, plus (iv) one hundred fifty percent (150100%) of all Rent other than Annual Basic Rent (including Tenant’s Operating Expense Share Base Rental and Tenant’s Tax Share) 's Additional Rental that would have been payable if this Lease had not so terminated or expired. Nothing in this Section 7.6(a) No holding over by Tenant after the Term shall be construed as granting to extend the term of this Lease. In the event of any unauthorized holding over, Tenant a right shall indemnify Landlord against (i) all claims for damages by any other tenant to retain possession whom Landlord shall have leased all or any part of the Leased PremisesPremises effective upon the termination of this Lease, or as limiting Landlord’s right and (ii) all other losses, costs and expenses, including attorneys' fees, incurred by Landlord by reason of such holding over. Any holding over with the express written consent of Landlord shall thereafter constitute this Lease to recover possession of the Leased Premisesbe a lease from month to month (unless such written consent specifies otherwise) at a Base Rental, after Tenant's Forecast Additional Rental, Tenant's Additional Rental Adjustment, and all other sums required to be paid by Tenant prior to the expiration or termination of this Lease as to such Leased Premisesmay be determined by Landlord. (b) Notwithstanding the provisions of Section 7.6(a)7.7(a) above, Tenant shall be permitted to holdover in the Leased Premiseshold over for either (i) one (1) six (6) month period, or a portion thereof(ii) one (1) twelve (12) month period, for a period of time not to exceed sixty (60) days after the expiration of the Term (whether the Initial Term or the Term as renewed) if and only if: (1) of this Lease provided Tenant furnishes Landlord has not already leased the portion of the Leased Premises in which Tenant is holding over, and (2) Tenant gives Landlord with written notice of such intent to holdover within thirty (30a "Holdover Notice") days at least fifteen (15) months prior to the expiration of the Term; such written notice shall specify the length of time Tenant intends to holdover and the portion of the Leased Premises in then expiring Term from which Tenant intends elects to holdoverhold over (the "Permitted Holdover"), which Holdover Notice must contain Tenant's election of option (i) or (ii) (and if Tenant fails to specify (i) or (ii) in a timely delivered Holdover Notice, Tenant shall be deemed to have elected option (i)). If Tenant elects to holdover hold over pursuant to the preceding sentence, such holdover the Permitted Holdover will be on an AS"as-IS is" basis for all of the then existing Leased Premises, without any modifications to this Lease (including without limitation Tenant's obligations to pay Tenant's Forecast Additional Rental and Tenant's Additional Rental Adjustment and other additional rent obligations pursuant to this Lease), except that the Annual Basic Rent Base Rental during the Permitted Holdover shall be one-(x) for the first (1st) six (6) months of the Permitted Holdover, one hundred twenty-five percent (125%) of the Annual Basic Rent applicable to such Leased Premises Base Rental payable by Tenant immediately prior to the Permitted Holdover, and (y) the last six (6) months of the Permitted Holdover (if applicable), the greater of (A) one hundred fifty percent (150%) of the Base Rental payable by Tenant immediately prior to the Permitted Holdover, and (B) the Market Base Rental Rate for such holdoversix (6) month period as of the commencement of such period. If Tenant timely furnishes the Holdover Notice and elects a Permitted Holdover of twelve (12) months, Landlord shall furnish notice of the Market Base Rental Rate and the resulting Base Rental Rate to Tenant within thirty (30) days after Landlord receives the Holdover Notice. If as the result of the formula in clause (y) the Base Rental Rate is the Market Base Rental Rate and Tenant disagrees with the Market Base Rental Rate component of the determination of the Base Rental Rate, Tenant may submit the dispute to binding arbitration pursuant to Article X by furnishing written notice to Landlord within ten (10) days after receipt of notice of such rate from Landlord ("Dispute Period"), and Tenant is not permitted to revoke its exercise of the Permitted Holdover prior to or after the arbitrators determine the Market Base Rental Rate. If the Market Base Rental Rate has not been determined prior to the commencement of the last six (6) months of the Permitted Holdover, the Base Rental shall be based on the Base Rental Rate contained in Landlord's notice to Tenant until the arbitration is completed. Upon the expiration of the Permitted Holdover, this Lease shall terminate and Tenant shall have no further right to holdover in the Leased Premises. Notwithstanding anything to the contrary contained in this Lease, if Tenant exercises its right to hold over in the Leased Premises pursuant to this subsection (b), Tenant shall be deemed to have waived its rights to exercise any Renewal Options pursuant to Section 9.1 and if Tenant has irrevocably exercised a Renewal Option pursuant to Section 9.1, the rights under this Section 7.7(b) shall be deemed waived by Tenant.

Holding Over. 12.1 Tenant acknowledges that it is extremely important that Landlord have substantial advance notice of the date Tenant will vacate the Premises because Landlord will (a) Except as provided require an extensive period to secure a replacement tenant, and (b) plan its entire leasing and renovation program for the Building in Section 7.6(b), in reliance on its lease expiration dates. If the event of holding over by Tenant after Premises are not surrendered at the expiration or earlier termination of this Lease without Tenant's right of possession, then it will be conclusively presumed that the written consent value of possession, and the resulting loss that will be suffered by Landlord, Tenant shall pay for far exceed the entire holdover period as liquidated damages, solely for such holding over, one hundred fifty percent (150%) of the Annual Basic Base Rent and additional rent that would have been payable if had the Lease had Term continued during such holdover period. Therefore if upon the expiration or earlier termination of Tenant's right of possession Tenant (or anyone claiming through Tenant) does not so terminated surrender immediately the Premises (or expired plus one hundred fifty percent (150%) portion thereof), then the rent shall be increased to equal the greater of all Rent the following percentage of the Base Rent, additional rent and other than Annual Basic Rent (including Tenant’s Operating Expense Share and Tenant’s Tax Share) sums that would have been payable if this Lease had not so terminated or expired. Nothing in this Section 7.6(a) shall be construed as granting Tenant a right pursuant to retain possession of the Leased Premises, or as limiting Landlord’s right to recover possession of the Leased Premises, after the expiration or termination provisions of this Lease as to (assuming the Lease Term for the entire Premises had continued during such Leased Premises. holdover period): one hundred three percent (b) Notwithstanding the provisions of Section 7.6(a), Tenant shall be permitted to holdover in the Leased Premises, or a portion thereof, for a period of time not to exceed sixty (60) days after the expiration of the Term (whether the Initial Term or the Term as renewed103%) if and only if: (1) Landlord has not already leased the portion of the Leased Premises in which given Tenant is holding over, and (2) Tenant gives Landlord written notice of such intent to holdover within thirty (30) days prior to the expiration of the Term; such written notice shall specify the length of time Tenant intends to holdover and the portion of the Leased Premises in which Tenant intends permission to holdover. If Tenant elects to holdover pursuant to the preceding sentence, such holdover will be on an AS-IS basis except that the Annual Basic Rent shall be one-; one hundred twenty-five percent (125%) if Landlord has not given Tenant written permission to holdover but Landlord does not have a lease or purchase agreement executed with another party and does not intend for itself or its affiliates to occupy; or one hundred fifty percent (150%) in any other case. Such rent shall be computed on a monthly basis and shall be payable on the first day of such holdover period and the first day of each calendar month thereafter during such holdover period until the Premises have been vacated. Nothing herein shall limit Landlord's right to recover possession of the Annual Basic Rent applicable to such Leased Premises immediately prior to such holdoverupon the expiration or earlier termination of the Lease Term.

Holding Over. If Tenant possesses the Premises after the Term expires or is otherwise terminated without executing a new lease but with Landlord’s written consent, Tenant is deemed to be occupying the Premises as a tenant from month-to-month, subject to all provisions, conditions and obligations of this Lease applicable to a month-to-month tenancy, except that (a) Except Basic Rent will equal the greater of Basic Rent payable by Tenant in the last Lease Year of the Term or Landlord’s then current basic rent for the Premises according to Landlord’s rental rate schedule for prospective tenants, and (b) either Landlord or Tenant may terminate the month-to-month tenancy at any time upon 30 days prior written notice to the other party. If Tenant possesses the Premises after the Term expires or is otherwise terminated without executing a new lease and without Landlord’s written consent, Tenant is deemed to be occupying the Premises without claim of right (but subject to all terms and conditions of this Lease) and, in addition to Tenant’s liability for failing to surrender possession of the Premises as provided in Section 7.6(b), in the event of holding over by Tenant after expiration or termination of this Lease without the written consent of Landlord16.1, Tenant shall will pay Landlord a charge for the entire holdover period as liquidated damages, solely for such holding over, one hundred fifty percent (150%) each day of the Annual Basic Rent that would have been payable if the Lease had not so terminated or expired plus one hundred fifty percent (150%) of all Rent other than Annual Basic Rent (including Tenant’s Operating Expense Share and Tenant’s Tax Share) that would have been payable if this Lease had not so terminated or expired. Nothing in this Section 7.6(a) shall be construed as granting Tenant a right to retain possession of the Leased Premises, or as limiting Landlord’s right to recover possession of the Leased Premises, occupancy after the expiration or termination of this Lease as to such Leased Premises. (b) Notwithstanding the provisions of Section 7.6(a), Tenant shall be permitted to holdover in the Leased Premises, or a portion thereof, for a period of time not to exceed sixty (60) days after the expiration of the Term in an amount equal to 150% of Tenant’s then existing Rent. Notwithstanding anything in this Section 16.2 to the contrary, upon twelve (whether the Initial Term or the Term as renewed12) if and only if: months prior written notice (1“Tenant’s Holdover Notice”) Landlord has not already leased the portion to Landlord, Tenant will be permitted to remain in possession of the Leased Premises in which Tenant is holding over, and (2) Tenant gives Landlord written notice of such intent to holdover within thirty (30) days prior to the after expiration of the Term; such written notice shall specify the length initial Term or any Renewal Term of time Tenant intends to holdover this Lease (and the portion Term of the Leased Premises in which Tenant intends Lease shall be deemed to holdover. If Tenant elects be so extended), and without the execution of a new lease, subject to holdover pursuant to all the preceding sentenceprovisions, such holdover conditions, and obligations of this Lease, except that (a) the Basic Rent will be on an AS-IS basis except that the Annual Basic Rent shall be one-escalated to one hundred twenty-five percent (125%) of the Annual Basic Rent in effect during the last Lease Year of the applicable term, and (b) the holdover term during which Tenant may remain in possession of the Premises will be a term, not to exceed six (6) months, as such Leased Premises immediately prior term will be stated in Tenant’s Holdover Notice. Time is of the essence with respect to such the period during which Tenant must deliver Tenant’s Holdover Notice and to the term of Tenant’s holdover.

Holding Over. (a) Except as provided in Section 7.6(b)If Tenant, in or any person claiming through Tenant, ------------ shall continue to occupy the event of holding over by Tenant Premises after the expiration or earlier termination of the term or any renewal thereof, such occupancy shall be deemed to be under a day-to-day tenancy at sufferance under the same terms and conditions set forth in this Lease without Lease; except, however, that the written consent of Landlord, Tenant minimum annual rent during such continued occupancy shall pay for the entire holdover period as liquidated damages, solely for such holding over, be (i) one hundred fifty percent (150%) of the Annual Basic Rent that would have been payable if amount in effect immediately prior to expiration (the Lease had not so terminated or expired plus one hundred fifty percent (150%"Previous Rent") of all Rent other than Annual Basic Rent (including Tenant’s Operating Expense Share and Tenant’s Tax Share) that would have been payable if this Lease had not so terminated or expired. Nothing in this Section 7.6(a) shall be construed as granting Tenant a right to retain possession of during the Leased Premises, or as limiting Landlord’s right to recover possession of the Leased Premises, after the expiration or termination of this Lease as to such Leased Premises. (b) Notwithstanding the provisions of Section 7.6(a), Tenant shall be permitted to holdover in the Leased Premises, or a portion thereof, for a period of time not to exceed sixty (60) days after the expiration of the Term (whether the Initial Term or the Term as renewed) if and only if: (1) Landlord has not already leased the portion of the Leased Premises in which Tenant is holding over, and first two (2) Tenant gives Landlord written notice of such intent to holdover within thirty (30) days prior to the expiration months of the Term; such written notice shall specify the length of time Tenant intends to holdover and the portion of the Leased Premises in which Tenant intends to holdover. If Tenant elects to holdover pursuant to the preceding sentence, such holdover will be on an AS-IS basis except that the Annual Basic Rent shall be one-(ii) one hundred twenty-seventy five percent (125175%) of the Annual Basic Previous Rent applicable during the next two months, and (iii) two hundred percent (200%) of the Previous Rent thereafter. The foregoing provisions shall not limit any damages or other relief to such Leased which Landlord shall be entitled as a result of the holdover, which shall constitute a default hereunder and shall be subject to all the remedies set forth in Section 26 hereof. A holdover shall not be presumed to create an extension of the term for any fixed period, except as otherwise agreed in writing by Landlord and Tenant. Notwithstanding the foregoing, upon request by Tenant given at least one (1) year before the Expiration Date of this Lease, and provided that Landlord has not theretofore entered into a new lease or binding commitment to lease the Premises immediately prior to such holdoverwhich is inconsistent with an extension of the term of this Lease, Tenant may extend the term of this Lease for three (3) months upon the same terms and conditions set forth in this Lease for the then current term, after which the aforesaid holdover provisions shall apply.

Holding Over. (a) Except as provided in Section 7.6(b)If, in the event of holding over by Tenant after expiration or termination of this Lease without the execution of a new Lease or written extension or written consent of Landlord, Tenant shall pay for hold over after the entire holdover period as liquidated damages, solely for such holding over, one hundred fifty percent (150%) expiration of the Annual Basic Rent that would have been payable if Term, then notwithstanding the Lease had not so terminated or expired plus one hundred fifty percent (150%) provisions of all Rent other than Annual Basic Rent (including Tenant’s Operating Expense Share and Tenant’s Tax Share) that would have been payable if this Lease had not so terminated or expired. Nothing in this Section 7.6(a) K.R.S. 383.160, Tenant shall be construed deemed to be occupying the Premises as granting a Tenant a right from month to retain possession of the Leased Premisesmonth, or as limiting Landlord’s right which tenancy may be terminated by Landlord at any time upon thirty (30) days written notice to recover possession of the Leased Premises, Tenant. No holding over by Tenant after the expiration or termination of this Lease as to such Leased Premises. (b) Notwithstanding the provisions of Section 7.6(a), Tenant shall be permitted construed to holdover in the Leased Premises, extend or a portion thereof, for a period of time not to exceed sixty (60) days after the expiration of renew the Term (whether the Initial Term or the Term in any other manner be construed as renewed) if and only if: (1) permission by Landlord has not already leased the portion of the Leased Premises in which Tenant is holding over, and (2) Tenant gives Landlord written notice of such intent to holdover within thirty (30) days prior to the expiration of the Term; such written notice shall specify the length of time Tenant intends to holdover and the portion of the Leased Premises in which Tenant intends to holdover. If During such hold-over tenancy, Tenant elects shall: [a] pay to holdover pursuant to Landlord the preceding sentence, such holdover will be on an AS-IS basis except that the Annual Basic Rent shall be one-greater of: (i) one hundred twenty-five percent (125%) of the Annual Basic Rent payable for the month immediately preceding the commencement of the holding over period computed on a per month basis; or (ii) one hundred twenty-five percent (125%) of the then-current market rent for the Premises or similar premises in the Blankenbaker Industrial Park area in Louisville, Kentucky, unless ▇▇▇▇▇▇▇▇ ▇▇▇ifies Tenant in writing to the contrary; and [b] be bound by all the terms, covenants and conditions as herein specified as far as applicable notwithstanding the foregoing. If Tenant fails to surrender the Premises upon the termination of this Lease, in addition to any other liabilities to Landlord arising there from, Tenant shall indemnify and hold Landlord harmless from loss or liability resulting from such Leased Premises immediately prior to failure, including any claims made by any succeeding tenants founded on such holdover.failure. 11

Holding Over. (a) Except as provided in Section 7.6(b), If Tenant holds over in the event of holding over by Tenant after expiration or termination of this Lease Premises without the written consent of LandlordLandlord after the Expiration Date, Tenant shall pay for the entire holdover period as liquidated damages, solely for such holding over, one hundred fifty percent (150%) parties herby agree that Tenant’s occupancy of the Annual Basic Rent that would have been payable if the Lease had not so terminated or expired plus one hundred fifty percent (150%) of all Rent other than Annual Basic Rent (including Tenant’s Operating Expense Share and Tenant’s Tax Share) that would have been payable if this Lease had not so terminated or expired. Nothing in this Section 7.6(a) shall be construed as granting Tenant a right to retain possession of the Leased Premises, or as limiting Landlord’s right to recover possession of the Leased Premises, after the expiration or termination of this Lease as to such Leased Premises. (b) Notwithstanding the provisions of Section 7.6(a), Tenant shall be permitted to holdover in the Leased Premises, or a portion thereof, for a period of time not to exceed sixty (60) days Premises after the expiration of the Term term shall be under a month to month tenancy commencing on the first day after the expiration of the applicable term, which tenancy shall be upon all of the terms set forth in the Lease except that (whether a) Tenant shall pay for each month or portion thereof of the Initial Term or holdover period, an amount (to be prorated for partial months during the Term as renewedholdover period based on the actual number of days in such month) if and only if: equal to (1) Landlord has not already leased Fixed Rent for the portion of the Leased entire Premises in which Tenant is holding over, and the following amounts: (2x) Tenant gives Landlord written notice of such intent to holdover within for the first thirty (30) days prior to the expiration (or prorated portion thereof) of the Term; such written notice shall specify the length of time Tenant intends to holdover and the portion of the Leased Premises in which Tenant intends to holdover. If Tenant elects to holdover pursuant to the preceding sentence, such holdover will be on an AS-IS basis except that the Annual Basic Rent shall be one-one hundred twenty-twenty five percent (125%) of the Annual Basic Fixed Rent applicable for the entire Premises (y) for the next thirty (30) days (or prorated portion thereof), one hundred fifty percent ( 150%) of the Fixed Rent for the entire Premises and (z) for each month thereafter ( or portion thereof), two hundred percent (200%) of the Fixed Rent for the entire Premises, which in each case Tenant was obligated to pay for the month immediately preceding such Leased Expiration Date, and (2) all Additional Rent for the entire Premises immediately prior which is attributable to each month of the holdover tenancy (to be prorated for partial months during the holdover period based on the actual number of days in such holdovermonth) ; and (b) if Tenant holds over for more than sixty (60) days, Tenant shall be liable to Landlord for and indemnify Landlord against all actual and consequential damages, including without limitation (1) any payment or rent concession which Landlord shall be required to make to any tenant obtained by Landlord for all or any part of the Premises (a “New Tenant”) by reason of the late delivery of space to the New Tenant as a result of Tenant’s holding over for more than sixty (60) days or in order to induce such New Tenant not to terminate its lease by reason of the holding over by Tenant for more than sixty (60) days, (2) the loss of the benefit of the bargain if any New Tenant shall terminate its lease by reason of the holding over by Tenant for more than sixty (60) days and (3) any claim for damages by any New Tenant. No holding over by Tenant after the Term shall operate to extend the Term. The acceptance of any rent paid by Tenant pursuant to this Section 6.10 shall not preclude Landlord from commencing and prosecuting a holdover summary eviction proceeding.

Holding Over. (a) Except as provided in Section 7.6(b), in the event of Any holding over by Tenant after the expiration or termination of the term of this Lease without shall be treated as a tenancy at sufferance and shall be on the written consent of Landlordterms and conditions as set forth in this Lease, as far as applicable except that Tenant shall pay as a use and occupancy charge an amount equal to the greater of (x) (i) for the entire holdover period as liquidated damagesfirst two (2) months of any such holdover, solely for an amount equal to 125% of the sum of the Annual Fixed Rent and Additional Rent (including Operating Expenses Allocable to the Premises and Landlord’s Tax Expenses Allocable to the Premises) calculated (on a daily basis) at the rate payable under the terms of this Lease immediately prior to the commencement of such holding overholdover, (ii) during the third (3rd) month of any such holdover, an amount equal to one hundred fifty seventy five percent (150175%) of the Annual Basic Fixed Rent that would have been and Additional Rent (including Operating Expenses Allocable to the Premises and Landlord’s Tax Expenses Allocable to the Premises) calculated (on a daily basis) at the rate payable if under the terms of this Lease had not so terminated or expired plus one immediately prior to the commencement of such holdover, and (iii) thereafter during any such holdover period, an amount equal to two hundred fifty percent (150200%) of all the Annual Fixed Rent other than Annual Basic and Additional Rent (including Operating Expenses Allocable to the Premises and Landlord’s Tax Expenses Allocable to the Premises) calculated (on a daily basis) at the rate payable under the terms of this Lease immediately prior to the commencement of such holdover, or (y) the fair market rental value of the Premises; in each case for the period measured from the day on which Tenant’s Operating Expense Share hold-over commences and terminating on the day on which Tenant vacates the Premises. In addition, Tenant shall save Landlord, its agents and employees harmless and will indemnify and defend Landlord, its agents and employees from and against any and all damages which Landlord may suffer on account of Tenant’s Tax Sharehold-over in the Premises after the expiration or prior termination of the Term of this Lease; provided, however, Tenant shall not be liable for indirect or consequential damages suffered by Landlord on account of any such holding over by Tenant unless such holding over continues for more than ninety (90) that would have been payable if days after the expiration of the Term of this Lease had not so terminated or expiredLease. Nothing in the foregoing nor any other term or provision of this Section 7.6(a) Lease shall be construed as granting deemed to permit Tenant a right to retain possession of the Leased Premises, Premises or as limiting Landlord’s right to recover possession hold over in the Premises after the expiration or earlier termination of the Leased Premises, Lease Term. All property which remains in the Building or the Premises after the expiration or termination of this Lease as to such Leased Premises. (b) Notwithstanding the provisions of Section 7.6(a), Tenant shall be permitted conclusively deemed to holdover be abandoned and may either be retained by Landlord as its property or sold or otherwise disposed of in such manner as Landlord may see fit. If any part thereof shall be sold, then Landlord may receive the Leased Premisesproceeds of such sale and apply the same, or a portion thereof, for a period of time not to exceed sixty (60) days after at its option against the expiration expenses of the Term (whether sale, the Initial Term cost of moving and storage, any arrears of rent or the Term as renewed) if other charges payable hereunder by Tenant to Landlord and only if: (1) any damages to which Landlord has not already leased the portion of the Leased Premises may be entitled under this Lease and at law and in which Tenant is holding over, and (2) Tenant gives Landlord written notice of such intent to holdover within thirty (30) days prior to the expiration of the Term; such written notice shall specify the length of time Tenant intends to holdover and the portion of the Leased Premises in which Tenant intends to holdover. If Tenant elects to holdover pursuant to the preceding sentence, such holdover will be on an AS-IS basis except that the Annual Basic Rent shall be one-hundred twenty-five percent (125%) of the Annual Basic Rent applicable to such Leased Premises immediately prior to such holdoverequity.

Holding Over. (a) Except as provided in Section 7.6(b)If Tenant shall, in with the event of holding over by Tenant after expiration or termination of this Lease without the written knowledge and consent of Landlord, continue to remain in the Premises after the Expiration Date, then and in that event, Tenant shall pay for shall, by virtue of this Article 17 become a tenant by the entire holdover period as liquidated damagesmonth at the rental per month agreed upon by Landlord and Tenant to be paid therefor (or, solely for failing such holding overagreement, one hundred fifty percent (150%) of the Annual Basic Monthly Installments of Base Rent that would have been payable if in effect immediately prior to the Lease had not so terminated or expired plus one hundred fifty percent Expiration Date), commencing said monthly tenancy with the first (150%1st) of all Rent other than Annual Basic Rent (including Tenant’s Operating Expense Share and Tenant’s Tax Share) that would have been payable if this Lease had not so terminated or expired. Nothing in this Section 7.6(a) shall be construed as granting Tenant a right to retain possession of the Leased Premises, or as limiting Landlord’s right to recover possession of the Leased Premises, day after the expiration or termination of this Lease as Expiration Date. In such event, Tena▇▇ ▇▇▇ll deliver to such Leased Premises. (b) Notwithstanding the provisions of Section 7.6(a), Tenant shall be permitted to holdover in the Leased Premises, or a portion thereof, for a period of time not to exceed sixty (60) days after the expiration of the Term (whether the Initial Term or the Term as renewed) if and only if: (1) Landlord has not already leased the portion of the Leased Premises in which Tenant is holding over, and (2) Tenant gives Landlord written notice of such intent to holdover within at least thirty (30) days days' written notice of any intention to quit the Premises, and Tenant shall be entitled to thirty (30) days' written notice to quit the Premises, except in the event of nonpayment of rent in advance or of the breach of any other covenant by Tena▇▇, ▇▇ WHICH EVENT TENANT SHALL NOT BE ENTITLED TO ANY NOTICE TO QUIT, THE USUAL THIRTY (30) DAYS' NOTICE TO QUIT BEING HEREBY EXPRESSLY WAIVED. In the event that Tenant shall hold over after the Expiration Date without Landlord's knowledge or consent, then at any time prior to Landlord's acceptance of rent from Tenant as a monthly tenant hereunder, Landlord, at its option, may forthwith re-enter and take possession of the expiration Premises without process, or by any legal process in force in the Commonwealth of Virginia, TENANT HEREBY WAIVING ANY NOTICE TO QUIT; provided, however, that (i) Tenant shall pay Landlord a fair rental value (but not as rent) equal to two and one half (2.5) times the greater of the fair market value rent for the Premises or the Monthly Installment of Base Rent plus all Additional Rent payable for the last month of the Term; such written notice , for each month or portion thereof that Tenant remains in possession following the Expiration Date, and (ii) Tenant shall specify the length of time Tenant intends defend, indemnify and hold Landlord harmless from and against any and all claims, losses, liabilities or damages resulting from Tena▇▇'▇ ▇ailure to holdover and the portion surrender possession of the Leased Premises in which Tenant intends to holdover. If Tenant elects to holdover pursuant to on the preceding sentenceExpiration Date (including, such holdover will be on an AS-IS basis except that the Annual Basic Rent shall be one-hundred twenty-five percent (125%) of the Annual Basic Rent applicable to such Leased Premises immediately prior to such holdoverbut not limited to, any and all claims made by any succeeding tenant).

Holding Over. (a) Except as provided in Section 7.6(b), . in the event of holding over by Tenant after expiration or termination of this Lease without the written consent of Landlord, Tenant shall pay for throughout the entire holdover period (i.e., the period commencing on such expiration or termination and continuing until Tenant shall no longer be holdover in the Leased Premises), as ________________________________________________________________________________________________________________________ liquidated damages, solely rent (or a charge in respect of use and occupancy) at a per diem rate, (A) equal, for each day of the first one hundred twenty (120) days of such holding overholdover period, to one hundred twenty-five (125%) percent of the average per diem rate of Rent payable by Tenant during the last month of the Term, and (B) equal, for each day of the holdover period thereafter, to one hundred fifty percent (150%) percent of the Annual Basic average per diem rate of Rent that would have been payable if by Tenant during the Lease had not so terminated or expired plus one hundred fifty percent (150%) last month of all Rent other than Annual Basic Rent (including Tenant’s Operating Expense Share and Tenant’s Tax Share) that would have been payable if this Lease had not so terminated or expiredthe Term. Nothing in this Section 7.6(a) shall be construed as granting Tenant a right to retain possession of the Leased Premises, or as limiting Landlord’s right to recover possession of the Leased Premises, after the expiration or termination of this Lease as to such Leased PremisesLease. (b) Notwithstanding the provisions of Section 7.6(a), Tenant shall be permitted to holdover in the Leased Premises, or a portion thereof, for a period of time not to exceed sixty (60) days after the expiration of the Term (whether the Initial Term or the Term as renewed) if and only if: (1) Landlord has not already leased the portion of the Leased Premises in which Tenant is holding over, ; and (2) Tenant gives Landlord written notice of such intent to holdover within thirty (30) days prior to the expiration of the Term; such written notice shall specify the length of time Tenant intends to holdover and the portion of the Leased Premises in which Tenant intends to holdover. If Tenant elects to holdover pursuant to the preceding sentence, such holdover will be on an AS-IS basis except that the Annual Basic Rent shall be one-hundred twenty-five ten percent (125110%) of the Annual Basic Rent applicable to such Leased Premises immediately prior to such holdover.

Holding Over. (a) Except as provided Article 21 of the Master Lease grants to Sublessor certain rights in Section 7.6(b), in the event of connection with holding over by Tenant after expiration or termination of this Lease without the written consent of Landlord, Tenant shall pay for the entire holdover period as liquidated damages, solely for such holding over, one hundred fifty percent (150%) of the Annual Basic Rent that would have been payable if the Lease had not so terminated or expired plus one hundred fifty percent (150%) of all Rent other than Annual Basic Rent (including Tenant’s Operating Expense Share and Tenant’s Tax Share) that would have been payable if this Lease had not so terminated or expired. Nothing in this Section 7.6(a) shall be construed as granting Tenant a right to retain possession of the Leased Premises, Premises following expiration or as limiting Landlord’s right to recover possession earlier termination of the Leased PremisesMaster Lease, after including, without limitation, the expiration or termination of this Lease as to such Leased Premises. (b) Notwithstanding the provisions of Section 7.6(a), Tenant shall be permitted right to holdover in the Leased PremisesPremises for up to six (6) months upon eighteen (18) months prior notice to Master Landlord (collectively, “Holdover Rights”). The Parties acknowledge and agree that Sublessee shall succeed to and enjoy the exclusive right to exercise the Holdover Rights. Should Sublessee elect to exercise the Holdover Rights, it shall provide notice to Master Landlord in the manner required by Article 21 of the Master Lease and, pursuant to its obligations under its SNDA, Master Landlord shall recognize Sublessee in lieu of Sublessor with respect thereto, subject to, and in accordance with, the applicable terms and conditions of the Master Lease. Master Landlord has consented to the foregoing pursuant to its SNDA. Notwithstanding anything to the contrary, the foregoing right(s) shall revert exclusively to Sublessor, Sublessee shall have no further right to exercise the same, and Master Landlord’s agreement with respect thereto shall terminate and expire, upon the earlier to occur of (i) August 23, 2035 or (ii) Master Landlord’s receipt of a portion thereof, for Notice of Termination. Sublessor covenants and agrees not to deliver a Notice of Termination to Master Landlord prior to: (i) the occurrence of an Event of Default by Sublessee (including the expiration of any applicable notice and/or cure periods provided herein) which entitles Sublessor to terminate this Sublease; (ii) Sublessee’s receipt of written notice of Sublessor’s election to terminate this Sublease; and (iii) the expiration of a period of time not to exceed sixty ten (6010) days after the expiration following Sublessee’s receipt of the Term (whether the Initial Term or the Term as renewed) if and only if: (1) Landlord has not already leased the portion of the Leased Premises in which Tenant is holding over, and (2) Tenant gives Landlord written such notice of such intent election to holdover within thirty terminate. Should Sublessor improperly send a Notice of Termination, the same shall constitute an immediate event of default under this Sublease (30without the benefit of any notice or cure periods otherwise provided for in Section 16.2 above) days prior and Sublessee shall have all rights and remedies available to the expiration of the Term; such written notice shall specify the length of time Tenant intends to holdover and the portion of the Leased Premises it hereunder, at law or in which Tenant intends to holdover. If Tenant elects to holdover pursuant to the preceding sentenceequity, such holdover will be on an AS-IS basis except that the Annual Basic Rent shall be one-hundred twenty-five percent (125%) of the Annual Basic Rent applicable to such Leased Premises immediately prior to such holdoverincluding, without limitation, injunctive relief.

Holding Over. (a) Except as provided in Section 7.6(b), in the event of holding over by Tenant after expiration or termination of this Lease without the written consent of Landlord, Tenant shall pay for throughout the entire holdover period (i.e., the period commencing on such expiration or termination and continuing until Tenant shall no longer be holdover in the Leased Premises), as ________________________________________________________________________________________________________________________ liquidated damages, solely rent (or a charge in respect of use and occupancy) at a per diem rate, (A) equal, for each day of the first one hundred twenty (120) days of such holding overholdover period, to one hundred twenty-five (125%) percent of the average per diem rate of Rent payable by Tenant during the last month of the Term, and (B) equal, for each day of the holdover period thereafter, to one hundred fifty percent (150%) percent of the Annual Basic average per diem rate of Rent that would have been payable if by Tenant during the Lease had not so terminated or expired plus one hundred fifty percent (150%) last month of all Rent other than Annual Basic Rent (including Tenant’s Operating Expense Share and Tenant’s Tax Share) that would have been payable if this Lease had not so terminated or expiredthe Term. Nothing in this Section 7.6(a) shall be construed as granting Tenant a right to retain possession of the Leased Premises, or as limiting Landlord’s right to recover possession of the Leased Premises, after the expiration or termination of this Lease as to such Leased PremisesLease. (b) Notwithstanding the provisions of Section 7.6(a), Tenant shall be permitted to holdover in the Leased Premises, or a portion thereof, for a period of time not to exceed sixty (60) days after the expiration of the Term (whether the Initial Term or the Term as renewed) if and only if: (1) Landlord has not already leased the portion of the Leased Premises in which Tenant is holding over, ; and (2) Tenant gives Landlord written notice of such intent to holdover within thirty (30) days prior to the expiration of the Term; such written notice shall specify the length of time Tenant intends to holdover and the portion of the Leased Premises in which Tenant intends to holdover. If Tenant elects to holdover pursuant to the preceding sentence, such holdover will be on an AS-IS basis except that the Annual Basic Rent shall be one-hundred twenty-five ten percent (125110%) of the Annual Basic Rent applicable to such Leased Premises immediately prior to such holdover.

Holding Over. (a) Except as provided in Section 7.6(b)If the Tenant shall, with the knowledge and consent of the Landlord, continue to remain in the event Demised Premises after the expiration of holding over by Tenant after expiration or termination the Term of this Lease without the written consent of LandlordLease, then and in that event, Tenant shall pay for shall, by virtue of this Agreement become a tenant by the entire holdover period as liquidated damages, solely for such holding over, month at a monthly rental equal to one hundred fifty percent (150%) of the Annual Basic Rent that would have been monthly installment of rent agreed by the said Tenant to be paid as aforesaid for the first two months of such holdover, and thereafter at twice the monthly rental previously payable if hereunder, commencing said monthly tenancy with the Lease had not so terminated or expired plus one hundred fifty percent (150%) of all Rent other than Annual Basic Rent (including Tenant’s Operating Expense Share and Tenant’s Tax Share) that would have been payable if this Lease had not so terminated or expired. Nothing in this Section 7.6(a) shall be construed as granting Tenant a right to retain possession first day next after the end of the Leased Premises, or as limiting Landlord’s right to recover possession of the Leased Premises, after the expiration or termination of this Lease as to such Leased Premises. (b) Notwithstanding the provisions of Section 7.6(a)Term above described; in addition, Tenant shall pay to Landlord all costs and damages incurred by Landlord as a result of Tenant's holding over, which sums shall be permitted deemed Additional Rent; and said Tenant shall give to holdover the Landlord at least thirty (30) days' written notice of any intention to quit the Demised Premises, and Tenant shall be entitled to thirty (30) days' written notice to quit the Demised Premises, except in the Leased Premisesevent of non-payment of rent in advance or of the breach of any other covenant by said Tenant, or a portion thereofin which event the said Tenant shall not be entitled to any notice to quit, for a period of time not the usual thirty (30) days' notice to exceed sixty (60) days quit being hereby expressly waived; provided, however, that in the event that the Tenant shall hold over after the expiration of the Term (whether hereby created, and if the Initial Term or the Term as renewed) if and only if: (1) Landlord has not already leased the portion shall desire to regain possession of the Leased Demised Premises in which Tenant is holding over, and (2) Tenant gives Landlord written notice of such intent to holdover within thirty (30) days prior to promptly at the expiration of the Term; such written notice shall specify Term aforesaid, then at any time prior to Landlord's acceptance of rent from the length of time Tenant intends to holdover as a monthly tenant hereunder, the Landlord, at its option, may forthwith re-enter and the portion take possession of the Leased Demised Premises without process, or by any legal process in which Tenant intends to holdover. If Tenant elects to holdover pursuant to the preceding sentence, such holdover will be on an AS-IS basis except that the Annual Basic Rent shall be one-hundred twenty-five percent (125%) of the Annual Basic Rent applicable to such Leased Premises immediately prior to such holdoverforce.

Holding Over. Subject to the provisions of this Section 22, so long as no Material Default then exists under this Lease, Tenant shall have the one (a1) Except as provided time right to extend the Term for either thirty (30) days, sixty (60) days or ninety (90) days by delivering written notice (a "Holdover Notice") thereof to Landlord no later than twelve (12) months before the then current Termination Date of the Term, time being of the essence. The Holdover Notice shall specify the period (either thirty (30) days, sixty (60) days or ninety (90) days) that Tenant desires to hold over in Section 7.6(bpossession of the Premises after the then scheduled Termination Date of the Term (the "Permitted Holdover Period"). During the Permitted Holdover Period, Tenant shall pay shall pay an amount (on a per month basis without reduction for partial months during the holdover) equal to the sum of the Additional Rent, plus 125% (the “Permitted Holdover Percentage”) of the Base Rent due for the period immediately preceding the holdover (not taking into consideration any Rent abatement Tenant might have been entitled to during such period). If Tenant fails to deliver the Holdover Notice and holds over in possession of the event Premises or a part thereof after the then scheduled Termination Date of holding over by Tenant after expiration the Term or the sooner termination of this Lease without or Tenant's right to possession of the written consent Premises, or if Tenant delivers the Holdover Notice and holds over in possession of Landlordthe Premises or a part thereof beyond the Permitted Holdover Period or the sooner termination of this Lease or Tenant's right to possession of the Premises (each such event being referred to herein as an "Unpermitted Holdover Period"), such holding over shall be a tenancy at sufferance and Tenant shall, throughout the entire Unpermitted Holdover Period, be subject to all the terms and provisions of this Lease and Tenant shall pay an amount (on a per month basis without reduction for partial months during the entire holdover period as liquidated damages, solely for such holding over, Unpermitted Holdover Period) equal to one hundred fifty percent (150%) of the Annual Basic Base Rent that would have been payable if the Lease had not so terminated or expired plus one hundred fifty percent (150%) of all and Additional Rent other than Annual Basic Rent (including Tenant’s Operating Expense Share and Tenant’s Tax Share) that would have been payable if due under this Lease had not so terminated or expired. Nothing in this Section 7.6(a) shall be construed as granting Tenant a right to retain possession of for the Leased Premises, or as limiting Landlord’s right to recover possession of the Leased Premises, after the expiration or termination of this Lease as to such Leased Premises. (b) Notwithstanding the provisions of Section 7.6(a), Tenant shall be permitted to holdover in the Leased Premises, or a portion thereof, for a period of time not to exceed sixty (60) days after the expiration last full month of the Term (whether not taking into consideration any Rent abatement Tenant might have been entitled to during such period) for the Initial Term or the Term as renewed) if and only if: (1) Landlord has not already leased the portion of the Leased Premises in which Tenant is holding over, and (2) Tenant gives Landlord written notice of such intent to holdover within first thirty (30) days prior to the expiration of the Term; such written notice shall specify the length of time Tenant intends to holdover Unpermitted Holdover Period and the portion of the Leased Premises in which Tenant intends to holdover. If Tenant elects to holdover pursuant to the preceding sentence, such holdover will be on an AS-IS basis except that the Annual Basic Rent shall be one-thereafter two hundred twenty-five percent (125200%) of the Annual Basic Base Rent applicable and Additional Rent due under this Lease for the last full month of the Term (not taking into consideration any Rent abatement Tenant might have been entitled to during such Leased period). No holdover by Tenant during an Unpermitted Holdover Period or payment by Tenant after the termination of this Lease shall be construed to extend the Term or prevent Landlord from immediate recovery of possession of the Premises immediately prior by summary proceedings or otherwise. If, during an Unpermitted Holdover Period, Landlord is unable to such holdoverdeliver 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 written notice from Landlord, Tenant shall be liable for all damages that Landlord suffers from the holdover (including, without limitation, consequential damages).

Holding Over. (a) Except as provided in Section 7.6(b), in If Tenant fails to surrender all or any part of the event of holding over by Tenant after Premises at the expiration or termination of this Lease without Lease, occupancy of the written consent Premises after termination shall be that of Landlorda tenancy at sufferance. Tenant’s occupancy shall be subject to all the terms and provisions of this Lease, and Tenant shall pay an amount (on a per diem basis) equal to the greater of (i) fair market rent for the entire holdover period as liquidated damagesPremises, solely for such holding over, or (2) one hundred fifty percent (150%) of the Annual Basic Base Rent that would have been payable if the Lease had not so terminated or expired plus and one hundred fifty percent (150100%) of all Rent Additional Rent, as due for the period immediately preceding the holdover; provided, however, that on a one time basis if (a) no Default exists under the Lease (other than Annual Basic Rent (including Tenant’s Operating Expense Share and holding over in the Premises), (b) Tenant shall have provided Landlord with at least six (6) months prior written notice of Tenant’s Tax Sharedesire to holdover in the Premises (which notice shall specify the number of months, up to a total of six, that Tenant desires to hold over), and (c) that would Landlord, in its sole discretion, shall have been consented to such holdover, then the Base Rent payable if during the approved holdover period of up to six (6) months shall be one hundred five percent (105%) of the Base Rent in effect during the last month of the Lease Term. No holdover by Tenant or payment by Tenant after the termination of this Lease had not so terminated or expired. Nothing in this Section 7.6(a) shall be construed as granting Tenant a right to retain extend 32. the Term or prevent Landlord from immediate recovery of possession of the Leased PremisesPremises by summary proceedings or otherwise. In addition, or as limiting Tenant shall indemnify and defend Landlord, its agents and employees from and against any and all damages which Landlord may suffer on account of Tenant’s right to recover possession of holdover in the Leased Premises, Premises after the expiration or prior termination of the Term of this Lease as Lease. Except to such Leased Premises. (b) Notwithstanding the provisions of Section 7.6(a), extent incurred in connection with a holdover by Tenant shall be permitted to holdover in the Leased Premises, or a portion thereof, for a period of time not to exceed more than sixty (60) days after the expiration or any earlier termination of the Term (whether Lease Term, Tenant shall not be liable for consequential damages for failure timely to vacate the Initial Term or the Term as renewed) if and only if: (1) Landlord has not already leased the portion of the Leased Premises in which Tenant is holding over, and (2) Tenant gives Landlord written notice of such intent to holdover within thirty (30) days prior to the expiration of the Term; such written notice shall specify the length of time Tenant intends to holdover and the portion of the Leased Premises in which Tenant intends to holdover. If Tenant elects to holdover pursuant to the preceding sentence, such holdover will be on an AS-IS basis except that the Annual Basic Rent shall be one-hundred twenty-five percent (125%) of the Annual Basic Rent applicable to such Leased Premises immediately prior to such holdoverPremises.

Holding Over. 13.1 If Tenant holds possession of all or any part of any one or more of the Initial Premises, or Expansion Premises (each of those two, considered separately, a “Holdover Premises”) after the Term, Tenant shall become a tenant from month to month after the expiration or earlier termination of the Term (but only for the specific Holdover Premises in question), and in such case Tenant shall, for the Holdover Premises only, continue to pay (a) Except the Basic Annual Rent in accordance with Article 6, as provided adjusted in Section 7.6(b)accordance with Article 7, and (b) Tenant’s Pro Rata Share of Operating Expenses. Any such month-to-month tenancy shall be subject to every other term, covenant and agreement contained herein. If Tenant has vacated the entire Premises except some part of, for example, the Expansion Premises, then: (a) only the Expansion Premises shall constitute Holdover Premises; (b) all Premises except the Expansion Premises shall not constitute Holdover Premises; and (c) Landlord may exercise its rights under this paragraph only as to the entire Expansion Premises. 13.2 Notwithstanding the foregoing, if Tenant remains in possession of all or any part of any Holdover Premises longer than one hundred twenty (120) days after the event of holding over by Tenant after expiration or earlier termination of this Lease without the written consent of LandlordTerm, Tenant shall pay for become a tenant at sufferance of only the entire holdover period as liquidated damagesaffected Holdover Premises subject to the terms and conditions of this Lease, solely for such holding over, except that the monthly rent beginning the first day after the expiration or earlier termination of the Term shall be retroactively recalculated to equal to one hundred fifty percent (150%) of the Annual Basic Rent that would have been payable if in effect during the Lease had not so terminated or expired plus one hundred fifty percent (150%) of all Rent other than Annual Basic Rent (including Tenant’s Operating Expense Share and Tenant’s Tax Share) that would have been payable if this Lease had not so terminated or expired. Nothing in this Section 7.6(a) shall be construed as granting Tenant a right to retain possession of the Leased Premises, or as limiting Landlord’s right to recover possession of the Leased Premises, after the expiration or termination of this Lease as to such Leased Premises. (b) Notwithstanding the provisions of Section 7.6(a), Tenant shall be permitted to holdover in the Leased Premises, or a portion thereof, for a period of time not to exceed sixty (60) days after the expiration of the Term (whether the Initial Term or the Term as renewed) if and only if: (1) Landlord has not already leased the portion of the Leased Premises in which Tenant is holding over, and (2) Tenant gives Landlord written notice of such intent to holdover within last thirty (30) days prior to the expiration of the Term; such written notice shall specify . 13.3 Acceptance by Landlord of Rent after the length of time Tenant intends to holdover and the portion expiration or earlier termination of the Leased Premises Term shall not result in which Tenant intends an extension, renewal or reinstatement of this Lease. 13.4 The foregoing provisions of this Article 13 are in addition to holdover. If Tenant elects to holdover pursuant to the preceding sentence, such holdover will be on an AS-IS basis except that the Annual Basic Rent shall be one-hundred twenty-five percent (125%) and do not affect Landlord’s right of the Annual Basic Rent applicable to such Leased Premises immediately prior to such holdoverreentry or any other rights of Landlord hereunder or as otherwise provided by Applicable Laws.

Holding Over. 22.1 Tenant acknowledges that it is extremely important that Landlord have substantial advance notice of the date on which Tenant will vacate the Premises, and that if Tenant fails to surrender the Premises or any portion thereof at the expiration or earlier termination of the Lease Term or upon Landlord’s re-entry following an Event of Default, then it will be conclusively presumed that the value to Tenant of remaining in possession, and the loss that will be suffered by Landlord as a result thereof, far exceed the Base Rent and additional rent that would have been payable had the Lease Term continued during such holdover period. Therefore, if Tenant (aor anyone claiming through or under Tenant) Except as provided in Section 7.6(b)does not immediately surrender the Premises or any portion thereof upon the expiration or earlier termination of the Lease Term or upon Landlord’s re-entry following an Event of Default, in then the event of holding over rent payable by Tenant after expiration or termination hereunder shall be increased to equal (1) for each of this Lease without the written consent first (1st) and second (2nd) months of Landlordsuch holdover, Tenant shall pay for the entire holdover period as liquidated damages, solely for such holding over, greater of (i) one hundred fifty percent (150%) of the Annual Basic Rent that would have been payable if fair market rent for the Lease had not so terminated entire Premises, or expired plus (ii) the one hundred fifty percent (150%) of all the then fully escalated Base Rent other than Annual Basic Rent (including Tenant’s Operating Expense Share and Tenant’s Tax Share) that would have been payable if this Lease had not so terminated or expired. Nothing in this Section 7.6(a) shall be construed as granting Tenant a right to retain possession of the Leased Premises, or as limiting Landlord’s right to recover possession of the Leased Premises, after the expiration or termination of this Lease as to such Leased Premises. (b) Notwithstanding the provisions of Section 7.6(a), Tenant shall be permitted to holdover in the Leased Premises, or a portion thereof, for a period of time not to exceed sixty (60) days after the expiration of the Term (whether the Initial Term or the Term as renewed) if and only if: (1) Landlord has not already leased the portion of the Leased Premises in which Tenant is holding overadditional rent, and (2) Tenant gives Landlord written notice for each month of such intent to holdover within thirty thereafter, the greater of (30x) days prior to the expiration of the Term; such written notice shall specify the length of time Tenant intends to holdover and the portion of the Leased Premises in which Tenant intends to holdover. If Tenant elects to holdover pursuant to the preceding sentence, such holdover will be on an AS-IS basis except that the Annual Basic Rent shall be one-two hundred twenty-five percent (125200%) of the Annual Basic fair market rent for the entire Premises, or (y) two hundred percent (200%) of the then fully escalated Base Rent applicable and additional rent. Such rent shall be computed by Landlord and paid by Tenant on a monthly basis and shall be payable on the first day of such holdover period and the first day of each calendar month thereafter during such holdover period until the Premises have been vacated. Notwithstanding any other provision of this Lease, Landlord’s acceptance of such rent shall not in any manner adversely affect Landlord’s other rights and remedies, including Landlord’s right to evict Tenant and to recover all damages, and Tenant shall save Landlord, its agents and employees, harmless and will exonerate, defend and indemnify Landlord, its agents and employees, from and against any and all damages which Landlord may suffer on account of Tenant’s hold-over in the Premises after the expiration or prior termination of the Lease Term. Any such Leased Premises immediately prior holdover shall be deemed to such holdoverbe a tenancy at sufferance and not a tenancy at will. In no event shall any holdover be deemed a permitted extension or renewal of the Lease Term, and nothing contained herein shall be construed to constitute Landlord’s consent to any holdover or to give Tenant any right with respect thereto. The provisions of this Section 22.1 expressly survive termination of the Lease or of Tenant’s right to possession.

Holding Over. (a) Except as provided If Tenant remains in Section 7.6(bpossession of all or any part of the Premises after the Termination Date with Landlord’s prior written consent: (i) Tenant’s occupancy of the Premises shall be deemed a month-to-month tenancy (not a renewal or extension of the Term), terminable by either party upon 30 days’ written notice to the other; (ii) the Base Rent during the holdover period shall be 125% of the greater of (x) the Base Rent in effect during the event last month of holding over by Tenant after expiration or termination the Term; and (y) Prevailing Market Rent; and (iii) Tenant’s occupancy of the Premises otherwise shall be subject to all applicable terms and conditions of this Lease without the written consent of Landlord, Tenant shall pay for the entire holdover period as liquidated damages, solely for such holding over, one hundred fifty percent (150%) of the Annual Basic Rent that would have been payable if the Lease Term had not so terminated expired or expired plus one hundred fifty percent (150%) of all Rent other than Annual Basic Rent (including Tenant’s Operating Expense Share and Tenant’s Tax Share) that would have been payable if this Lease had not so terminated been terminated, as the case may be. Landlord’s acceptance of Rent without all or expiredany part of the increase due pursuant to clause (ii) above shall not be deemed or construed as a waiver by Landlord of its right to the entire increase in Base Rent due pursuant to clause (ii). Nothing in this Section 7.6(a21.2(a) shall be deemed or construed as granting Tenant a right consent by Landlord to retain possession of the Leased Premises, or as limiting Landlord’s right to recover possession of the Leased Premises, after the expiration or termination of this Lease as to such Leased Premisesany holding over by Tenant. (b) Notwithstanding If Tenant remains in possession of all or any part of the provisions Premises after the Termination Date without Landlord’s written consent: (i) the Base Rent during the holdover period shall be the greater of Section 7.6(a(x) 150% of the Base Rent in effect during the last month of the Term; and (y) the Prevailing Market Rent; (ii) Tenant’s occupancy of the Premises shall be solely as a tenant at sufferance and no notice of termination shall be necessary in order to recover possession; (iii) Tenant’s occupancy of the Premises otherwise shall be subject to all applicable terms and conditions of this Lease; and (iv) in addition to such other remedies as may be available to Landlord at law or in equity, Tenant shall indemnify, defend and hold Landlord harmless from and against any and all claims, damages, liabilities and costs arising from or related to Landlord’s continued possession, including without limitation claims, damages or losses incurred in connection with prospective or actual successor tenants, lost rents, lost development opportunities and reasonable attorneys’, brokers’ and consultants’ fees, costs and expenses. Landlord’s acceptance of Rent without all or any part of the increase due pursuant to clause (i) above shall not be deemed or construed as a waiver by Landlord of its right to the entire increase in Rent due pursuant to clause (ii). Without limiting the foregoing, if Tenant fails to remediate the Property from the effects of any Tenant Environmental Activity and complete full facility closure on or prior to the Termination Date and provide Landlord with satisfactory evidence of the same, then, from and after the Termination Date, then whether or not Tenant has vacated the Premises, Tenant shall be permitted deemed to holdover in be holding over without the Leased Premises, or a portion thereof, for a period consent of time not to exceed sixty (60) days after the expiration of the Term (whether the Initial Term or the Term as renewed) if Landlord and only if: (1) Landlord has not already leased the portion of the Leased Premises in which Tenant is holding over, and (2) Tenant gives Landlord written notice of such intent to holdover within thirty (30) days prior shall be subject to the expiration provisions of the Term; such written notice shall specify the length of time Tenant intends to holdover and the portion of the Leased Premises in which Tenant intends to holdover. If Tenant elects to holdover pursuant to the preceding sentence, such holdover will be on an AS-IS basis except that the Annual Basic Rent shall be one-hundred twenty-five percent (125%) of the Annual Basic Rent applicable to such Leased Premises immediately prior to such holdoverthis Section 21.2(b).

Holding Over. If Tenant remains in possession of the Premises or any part thereof after the expiration of the Term, such occupancy shall be a tenancy at sufferance at a rental in the amount of: 1) if, not later than 90 days prior to the expiration of the Term, Tenant delivers written notice to Landlord of Tenant’s intent to hold over, then (a) Except as provided in Section 7.6(b)during the first 60 days of the hold over, in one hundred twenty-five percent (125%) of the event last month’s Base Rent plus all other charges payable under this Lease and upon all of holding over by Tenant after expiration or termination the other terms of this Lease without the written consent of Landlord, Tenant shall pay for the entire holdover period as liquidated damages, solely for such holding overand (b) thereafter, one hundred fifty percent (150%) of the Annual Basic last month’s Base Rent that would have been plus all other charges payable under this Lease and upon all of the other terms of this Lease, and (2) if Tenant fails to deliver written notice to Landlord of Tenant’s intent to hold over not later than 90 days prior to the Lease had not so terminated or expired plus expiration of the Term, then one hundred fifty percent (150%) of the last month’s Base Rent plus all Rent other than Annual Basic charges payable under this Lease and upon all of the other terms of this Lease. However, if Landlord has executed a lease with another tenant for all or a portion of the Premises and any unauthorized holding over will delay or prevent Landlord from delivering possession of all or a part of the Premises to another tenant or from commencing work to make all or part of the Premises available to another tenant, and Landlord has delivered written notice to Tenant specifying the same, then from the date of Landlord's delivery of such notice the rental rate applicable to such tenancy at sufferance shall be one hundred fifty percent (150%) of the last month’s Base Rent (including Tenant’s Operating Expense Share and Tenant’s Tax Sharenotwithstanding any previous notice from Tenant as set forth above) that would have been plus all other charges payable if under this Lease had and upon all of the other terms of this Lease. Notwithstanding the foregoing, Landlord's acceptance of Rent from Tenant during any period of tenancy at sufferance shall not so terminated or expired. Nothing be deemed to be the consent of Landlord to Tenant's continued occupancy of the Premises, and if Tenant remains in this Section 7.6(a) shall be construed as granting Tenant a right to retain possession of the Leased Premises, Premises or as limiting Landlord’s right to recover possession of the Leased Premises, after the expiration or termination of this Lease as to such Leased Premises. (b) Notwithstanding the provisions of Section 7.6(a), Tenant shall be permitted to holdover in the Leased Premises, or a portion thereof, for a period of time not to exceed sixty (60) days any part thereof after the expiration of the Term (whether the Initial Term without Landlord’s consent, Landlord shall have all remedies at law or the Term as renewed) in equity. In addition, if and only if: (1) Landlord has not already leased the portion Tenant remains in possession of the Leased Premises in which Tenant is holding over, and or any part thereof for more than sixty (2) Tenant gives Landlord written notice of such intent to holdover within thirty (3060) days prior to following the expiration of the Term; such written notice Term with or without Landlord's consent, then, in addition to Landlord's remedies as set forth above, Tenant shall specify the length of time Tenant intends defend and indemnify Landlord from all loss, liabilities, damages and costs, including consequential damages and attorneys’ fees, incurred by Landlord and resulting from Tenant’s failure to holdover and the portion surrender possession of the Leased Premises in which Tenant intends to holdoverLandlord when and as required under this Lease. If Tenant elects to holdover pursuant to The provisions of this Section shall survive the preceding sentence, such holdover will be on an AS-IS basis except that the Annual Basic Rent shall be one-hundred twenty-five percent (125%) expiration or earlier termination of the Annual Basic Rent applicable to such Leased Premises immediately prior to such holdoverthis Lease.

Holding Over. (a) Except as provided in Section 7.6(b)If Tenant holds over after the expiration of the Lease Term or earlier termination thereof, in the event of holding over by Tenant after expiration with or termination of this Lease without the written express or implied consent of Landlord, such tenancy shall be from month-to-month only, and shall not, except as set forth below, constitute a renewal hereof or an extension for any further term, and in such case Base Rent shall be payable at a monthly rate equal to two hundred percent (200%) of the Base Rent applicable during the last rental period of the Lease Term under this Lease. Such month-to-month tenancy shall be subject to every other applicable term, covenant and agreement contained herein. Notwithstanding the foregoing, Tenant shall pay have the one-time right, upon notice (the "HOLDOVER NOTICE") to Landlord not less than nine (9) months prior to the expiration of the then Lease Term, to extend the Lease Term for a period of up to six (6) months, the entire holdover length of which shall be set forth in the Holdover Notice (the "PERMITTED HOLDOVER TERM"), in which case the Base Rent payable by Tenant during such Permitted Holdover Term shall equal the product of (a) the Base Rent applicable during the last rental period as liquidated damagesof the Lease Term under this Lease, solely for and (b) one hundred twenty percent (120%) during the first three (3)-month period of such holding overPermitted Holdover Term, and one hundred fifty percent (150%) during the second three (3)-month period of such Permitted Holdover Term. For purposes of this Article 16, a holding over shall include Tenant's remaining in the Premises after the expiration or earlier termination of the Annual Basic Rent that would have been payable if Lease Term, as required pursuant to the Lease had not so terminated terms of Section 8.5, above, to remove any Alterations (required to be removed pursuant to SECTIONS 8.1 AND 8.5 of this Lease) or expired plus one hundred fifty percent Above Building Standard Tenant Improvements located within the deli, gym or computer room portion of the Premises and replace the same with Building Standard Tenant Improvements with regard to any such Alteration (150%) required to be removed pursuant to Sections 8.1 and 8.5 of all Rent other than Annual Basic Rent (including Tenant’s Operating Expense Share and Tenant’s Tax Share) that would have been payable if this Lease had not so terminated or expiredLease). Nothing Except with respect to the Permitted Holdover Term, nothing contained in this Section 7.6(a) Article 16 shall be construed as granting Tenant a consent by Landlord to any holding over by Tenant, and Landlord expressly reserves the right to retain require Tenant to surrender possession of the Leased Premises, or Premises to Landlord as limiting Landlord’s right to recover possession of the Leased Premises, after provided in this Lease upon the expiration or other termination of this Lease as to such Leased Premises. (b) Notwithstanding the Lease. The provisions of Section 7.6(a)this Article 16 shall not be deemed to limit or constitute a waiver of any other rights or remedies of Landlord provided herein or at law. Except with respect to the Permitted Holdover Term, if Tenant fails to surrender the Premises upon the termination or expiration of this Lease, in addition to any other liabilities to Landlord accruing therefrom, Tenant shall be permitted to holdover in protect, defend, indemnify and hold Landlord harmless from all loss, costs (including reasonable attorneys' fees) and liability resulting from such failure, including, without limiting the Leased Premises, or a portion thereof, for a period of time not to exceed sixty (60) days after the expiration generality of the Term (whether the Initial Term or the Term as renewed) if foregoing, any claims made by any succeeding tenant founded upon such failure to surrender and only if: (1) any lost profits to Landlord has not already leased the portion of the Leased Premises in which Tenant is holding over, and (2) Tenant gives Landlord written notice of such intent to holdover within thirty (30) days prior to the expiration of the Term; such written notice shall specify the length of time Tenant intends to holdover and the portion of the Leased Premises in which Tenant intends to holdover. If Tenant elects to holdover pursuant to the preceding sentence, such holdover will be on an AS-IS basis except that the Annual Basic Rent shall be one-hundred twenty-five percent (125%) of the Annual Basic Rent applicable to such Leased Premises immediately prior to such holdoverresulting therefrom.

Holding Over. (a) Except as provided in Section 7.6(b), in In the event of holding over by Tenant after the expiration or other termination of this Lease without or in the written consent event Tenant continues to occupy the Premises after the termination of LandlordTenant's right of possession pursuant to Article 20 above, Tenant shall shall: (i) throughout the first ninety (90) days of the holdover period, pay for the entire holdover period as liquidated damages, solely for such holding over, rent equal to one hundred fifty percent (150%) of the Annual Basic Base Rent that and 100% of Additional Rent which would have been payable if applicable had the term of this Lease had not so terminated or expired plus continued through the period of such holding over by Tenant, and (ii) throughout the remainder of the holdover period, pay rent equal to one hundred fifty percent (150%) of all the Base Rent other than Annual Basic and 100% of Additional Rent (including Tenant’s Operating Expense Share and Tenant’s Tax Share) that which would have been payable if this Lease applicable had not so terminated or expired. Nothing in this Section 7.6(a) shall be construed as granting Tenant a right to retain possession of the Leased Premises, or as limiting Landlord’s right to recover possession of the Leased Premises, after the expiration or termination term of this Lease as to such Leased Premises. (b) Notwithstanding continued through the provisions of Section 7.6(a), Tenant shall be permitted to holdover in the Leased Premises, or a portion thereof, for a period of time not to exceed sixty (60) days such holding over by Tenant. If Tenant remains in possession of all or any part of the Premises after the expiration of the Term (whether the Initial Term or the Term as renewed) if and only ifLease Term: (1a) Landlord has such tenancy will be deemed to be a periodic tenancy from month-to-month only; (b) such tenancy will not already leased the portion constitute a renewal or extension of the Leased Premises in which Tenant is holding over, this Lease for any further term; and (2c) Tenant gives such tenancy may be terminated by Landlord written notice upon the earlier of such intent to holdover within thirty (30) days prior written notice or the earliest date permitted by law. Such month-to-month tenancy will be subject to every other term, condition, and covenant contained in this Lease including the Base Rent and Additional Rent provisions. Nothing contained in this Article 23 shall be construed as consent by ▇▇▇▇▇▇▇▇ to any holding over of the Premises by ▇▇▇▇▇▇, and Landlord expressly reserves the right to require Tenant to surrender possession of the Premises to Landlord upon the expiration or earlier termination of the Term; such written notice shall specify the length of time Tenant intends to holdover and the portion of the Leased Premises in which Tenant intends to holdoverthis Lease. If ▇▇▇▇▇▇ fails to surrender the Premises upon the expiration or earlier termination of this Lease despite demand to do so by Landlord, Tenant elects shall indemnify and hold Landlord harmless from all loss or liability, including, without limitation, any claim made by any succeeding tenant founded on or resulting from such failure to holdover pursuant to the preceding sentence, such holdover will be on an AS-IS basis except that the Annual Basic Rent shall be one-hundred twenty-five percent (125%) of the Annual Basic Rent applicable to such Leased Premises immediately prior to such holdoversurrender.

Holding Over. If Tenant or anyone claiming by, through or under Tenant shall remain in possession of all or any part of the Premises (awhich shall include Tenant’s failure to comply with Section 5.5(e) Except as provided in Section 7.6(b), in the event of holding over by Tenant after expiration or termination of this Lease without or a failure by Tenant to remove any Tenant’s Removable Property or Alterations as required under this Lease) after the written consent expiration or earlier termination of Landlordthe Term of this Lease, Tenant such holding over shall pay be treated as a daily tenancy at sufferance at a Basic Rent equal to the greater of (i) the fair market rental rate for the entire holdover period as liquidated damagesPremises based upon the most recent comparable transactions for the Building and in transactions for comparable space on the same floor or above in Comparable Buildings, solely for such holding over, and (ii) (y) one hundred fifty percent (150%) of the Annual Basic Rent that would have been payable if in effect for the Lease had not so terminated or expired plus one hundred fifty percent (150%) of all Rent other than Annual Basic Rent (including Tenant’s Operating Expense Share and Tenant’s Tax Share) that would have been payable if this Lease had not so terminated or expired. Nothing in this Section 7.6(a) shall be construed as granting Tenant a right to retain possession of the Leased Premises, or as limiting Landlord’s right to recover possession of the Leased Premises, after the expiration or termination of this Lease as to such Leased Premises. (b) Notwithstanding the provisions of Section 7.6(a), Tenant shall be permitted to holdover in the Leased Premises, or a portion thereof, for a last rental period of time not to exceed sixty (60) days after the expiration of the Term (whether for the Initial Term or the Term as renewed) if and only if: (1) Landlord has not already leased the portion of the Leased Premises in which Tenant is holding over, and (2) Tenant gives Landlord written notice of such intent to holdover within first thirty (30) days prior to the expiration of the Term; such written notice shall specify the length of time Tenant intends to holdover and the portion of the Leased Premises in which Tenant intends to Tenant’s holdover. If Tenant elects to holdover pursuant to the preceding sentence, such holdover will be on an AS-IS basis except that the Annual Basic Rent shall be one-then (z) two hundred twenty-five percent (125200%) of the Annual Basic Rent in effect for the last rental period of the Term for the period following the first thirty (30) days of Tenant’s holdover, in all events plus Expense Charges and other Additional Rent herein provided (prorated on a daily basis). If any such holding over continues for more than thirty (30) days, then, in addition to any other liabilities to Landlord accruing therefrom, Tenant shall protect, defend, indemnify and hold Landlord harmless from all loss, costs and damages, direct and/or indirect, sustained by reason of any such holding over, including, without limitation, claims made by and loss of any succeeding tenant arising out of such failure to timely surrender possession in the condition required under this Lease. In all other respects, such holding over shall be on the terms and conditions set forth in this Lease as far as applicable (and excluding any extension, expansion or rights of first offer of tenant) in the Lease. Nothing contained in this Article 12 shall be construed as a consent by Landlord to any holding over by Tenant, and Landlord shall have the right to immediately terminate such Leased Premises immediately prior holding over pursuant to such holdoverapplicable Law. The provisions of this Article 12 shall not be deemed to limit or constitute a waiver of any other rights or remedies of Landlord provided herein or at law.

Holding Over. If Tenant provides Landlord with written notice (a"HOLDOVER NOTICE") Except as provided in Section 7.6(b), at least thirty (30) days prior to expiration of the Lease Term (or any applicable Extension Term) that Tenant will be holding over in the event of holding over by Tenant after expiration or termination of this Lease without the written consent of LandlordPremises, Tenant shall pay for have the entire holdover period as liquidated damagesright (and, solely for such holding oversubject to the grace periods described below, one hundred fifty percent (150%the obligation) of the Annual Basic Rent that would have been payable if the Lease had not so terminated or expired plus one hundred fifty percent (150%) of all Rent other than Annual Basic Rent (including Tenant’s Operating Expense Share and Tenant’s Tax Share) that would have been payable if this Lease had not so terminated or expired. Nothing in this Section 7.6(a) shall be construed as granting Tenant a right to retain possession of the Leased Premises, or as limiting Landlord’s right to recover possession of the Leased Premises, hold over after the expiration or termination of this the Lease as to Term until the date ("HOLDOVER NOTICE DATE") specified in such Leased Premises. Holdover Notice (b) Notwithstanding the provisions but not in excess of Section 7.6(a), Tenant shall be permitted to holdover in the Leased Premises, or a portion thereof, for a period of time not to exceed sixty one hundred twenty (60120) days after the expiration of the Term (whether the Initial Lease Term or the Term as renewed) if and only if: applicable Extension Term). Any holdover tenancy (1) Landlord has not already leased the portion of the Leased Premises in which Tenant is holding overincluding without limitation, and (2) Tenant gives Landlord written notice of such intent to any holdover within thirty (30) days prior to the expiration of the Term; such written notice shall specify the length of time Tenant intends to holdover and the portion of the Leased Premises in which Tenant intends to holdover. If Tenant elects to holdover tenancy pursuant to the preceding sentencea Holdover Notice) shall be subject to every applicable term, such holdover will be on an AS-IS basis covenant and agreement contained herein, except that the Annual Basic Base Rent payable by Tenant for the Premises (irrespective of the amount of space Tenant continues to occupy in the Building) shall be one-escalated to equal one hundred ten percent (110%) of the then current Base Rent and Direct Expenses payments for the entire Premises for the first ninety (90) days of such holdover occupancy and one hundred twenty-five percent (125%) of such amount during the Annual Basic next succeeding ninety (90) days and from and after such one hundred eighty (180) day period, Rent applicable shall equal one hundred fifty percent (150%) of such amount thereafter; provided, however, subject to the next sentence of this Article 16, such Leased holdover Rent and Additional Rent shall be prorated on a per diem basis through and including the date ("ACTUAL SURRENDER DATE") Tenant actually vacates and surrenders the Premises immediately to Landlord in the condition required under this Lease. If Tenant properly delivers the Holdover Notice and the Actual Surrender Date (a) is earlier than the Holdover Notice Date by forty-five (45) days or less, Tenant's obligation to pay such holdover Rent and Additional Rent shall terminate on a per diem basis as of the Actual Surrender Date, however if the Actual Surrender Date is earlier than forty-five (45) days prior to the Holdover Notice Date, Tenant's holdover Rent and Additional Rent shall cease as of the date which is forty-five (45) days prior to the PEREGRINE SYSTEMS CORPORATE CENTER [Peregrine Systems] Holdover Notice Date, or (b) is later than the Holdover Notice Date, Tenant's obligation to pay holdover Rent and Additional Rent shall cease as of the Actual Surrender Date, provided that Tenant shall have no right to holdover beyond the earlier to occur of fifteen (15) days after the Holdover Notice Date or the expiration of the one hundred twenty (120) period specified in the first sentence of this Article 16 above. By way of example only, and not as a limitation upon the foregoing, if the Holdover Notice indicates that the Holdover Notice Date is ninety (90) days after the expiration of the Lease Term or applicable Extension Term, Tenant shall be permitted to holdover until the date which is one hundred five (105) days after the expiration of the Lease Term or applicable Extension Term and Tenant's obligation to pay holdover Rent and Additional Rent shall be prorated on a per diem basis until the later of the forty-fifth (45th) day after the expiration of the Lease Term or applicable Extension Term or the Actual Surrender Date. Nothing contained in this Article 16 shall be construed as consent by Landlord to any holding over by Tenant (except as expressly provided in this Article 16 above), and Landlord expressly reserves the right to require Tenant to surrender possession of the Premises to Landlord as provided in this Lease upon the expiration of the Lease Term (or the period specified in clause 16(b) above, as applicable). The provisions of this Article 16 shall not be deemed to limit or constitute a waiver of any other rights or remedies of Landlord provided herein or at law. If Tenant fails to surrender the Premises within the period specified in this Article 16 above, in addition to any other liabilities to Landlord accruing therefrom, Tenant shall protect, defend, indemnify and hold Landlord harmless from all loss, costs (including reasonable attorneys' fees) and liability resulting from such holdoverfailure, including, without limiting the generality of the foregoing, any claims made by any succeeding tenant founded upon such failure to surrender (including such tenant's lost profits) and any lost profits to Landlord resulting therefrom, provided Landlord promptly notified Tenant in writing of any lease or signed letter of intent for all or any portion of the Premises.

Holding Over. (a) Except as provided in Section 7.6(b), in the event of holding If Tenant holds over by Tenant after expiration or termination of this Lease without the written consent of Landlord, Tenant shall pay for the entire holdover period as liquidated damages, solely for such holding over, one hundred fifty percent (150%) of the Annual Basic Rent that would have been payable if the Lease had not so terminated or expired plus one hundred fifty percent (150%) of all Rent other than Annual Basic Rent (including Tenant’s Operating Expense Share and Tenant’s Tax Share) that would have been payable if this Lease had not so terminated or expired. Nothing in this Section 7.6(a) shall be construed as granting Tenant a right to retain possession of the Leased Premises, or as limiting Landlord’s right to recover possession of the Leased Premises, after the expiration or termination of this Lease as to such Leased Premises. (b) Notwithstanding the provisions of Section 7.6(a), Tenant shall be permitted to holdover in the Leased Premises, or a portion thereof, for a period of time not to exceed sixty (60) days after the expiration of the Term (whether the Initial Lease Term or earlier termination thereof, with or without the Term as renewedexpress or implied consent of Landlord, such tenancy shall be from month-to-month only, and shall not constitute a renewal hereof or an extension for any further term, and in such case Rent shall be payable at a monthly rate equal to the product of (i) if and only if: (1) Landlord has not already leased the portion Rent applicable during the last rental period of the Leased Premises in which Tenant is holding overLease Term under this Lease, and (2ii) two hundred percent (200%). Such month-to-month tenancy shall be subject to every other applicable TCCs contained herein. Notwithstanding the foregoing, Tenant gives shall have the one-time right, upon notice (the "Holdover Notice") to Landlord written notice of such intent to holdover within thirty not more than twelve (3012) days months prior to to, nor less than nine (9) months prior to, the expiration of the then Lease Term; , to extend the Lease Term for a period of up to six (6) months (the "Permitted Holdover Term"), in which case the Rent payable by Tenant during such written notice Permitted Holdover Term shall specify equal the length product of time Tenant intends to holdover and (a) the portion Rent applicable during the last rental period of the Leased Premises in which Tenant intends to holdover. If Tenant elects to holdover pursuant to the preceding sentenceLease Term under this Lease, such holdover will be on an AS-IS basis except that the Annual Basic Rent shall be one-and (b) one hundred twenty-five percent (125%) for the first three (3) months of any such Permitted Holdover Term and one hundred fifty percent (150%) for the fourth (4th), fifth (5th) and sixth (6th) months of such Permitted Holdover Term. Except in connection with a Permitted Holdover Term, nothing contained in this Article 16 shall be construed as consent by Landlord to any holding over by Tenant, and Landlord expressly reserves the right to require Tenant to surrender possession of the Annual Basic Rent applicable Premises to Landlord as provided in this Lease upon the expiration or other termination of this Lease. The provisions of this Article 16 shall not be deemed to limit or constitute a waiver of any other rights or remedies of Landlord provided herein or at law. If Tenant fails to surrender the Premises upon the termination or expiration of this Lease, in addition to any other liabilities to Landlord accruing therefrom, Tenant shall protect, defend, indemnify and hold Landlord harmless from all loss, costs (including reasonable attorneys' fees) and liability resulting from such Leased Premises immediately prior failure, including, without limiting the generality of the foregoing, any claims made by any succeeding tenant founded upon such failure to such holdoversurrender and any lost profits to Landlord resulting therefrom.

Holding Over. (a) Except as provided If Tenant remains in Section 7.6(bpossession of all or any part of the Premises after the Termination Date with Landlord’s prior written consent: (i) Tenant’s occupancy of the Premises shall be deemed a month-to-month tenancy (not a renewal or extension of the Term), terminable by either party upon 30 days’ written notice to the other; (ii) the Base Rent during the holdover period shall be 125% of the greater of (x) the Base Rent in effect during the event last month of holding over by Tenant after expiration or termination the Term; and (y) Prevailing Market Rent; and (iii) Tenant’s occupancy of the Premises otherwise shall be subject to all applicable terms and conditions of this Lease without the written consent of Landlord, Tenant shall pay for the entire holdover period as liquidated damages, solely for such holding over, one hundred fifty percent (150%) of the Annual Basic Rent that would have been payable if the Lease Term had not so terminated expired or expired plus one hundred fifty percent (150%) of all Rent other than Annual Basic Rent (including Tenant’s Operating Expense Share and Tenant’s Tax Share) that would have been payable if this Lease had not so terminated been terminated, as the case may be. Landlord’s acceptance of Rent without all or expiredany part of the increase due pursuant to clause (ii) above shall not be deemed or construed as a waiver by Landlord of its right to the entire increase in Base Rent due pursuant to clause (ii). Nothing in this Section 7.6(a21.2(a) shall be deemed or construed as granting Tenant a right consent by Lessor to retain possession of the Leased Premises, or as limiting any holding over by Landlord’s right to recover possession of the Leased Premises, after the expiration or termination of this Lease as to such Leased Premises. (b) Notwithstanding If Tenant remains in possession of all or any part of the provisions Premises after the Termination Date without Landlord’s written consent: (i) the Base Rent during the holdover period shall be the greater of Section 7.6(a(x) 150% of the Base Rent in effect during the last month of the Term; and (y) the Prevailing Market Rent; (ii) Tenant’s occupancy of the Premises shall be solely as a tenant at sufferance and no notice of termination shall be necessary in order to recover possession; (iii) Tenant’s occupancy of the Premises otherwise shall be subject to all applicable terms and conditions of this Lease; and (iv) in addition to such other remedies as may be available to Landlord at law or in equity, Tenant shall indemnify, defend and hold Landlord harmless from and against any and all claims, damages, liabilities and costs arising from or related to Landlord’s continued possession, including without limitation claims, damages or losses incurred in connection with prospective or actual successor tenants, lost rents, lost development opportunities and reasonable attorneys’, brokers’ and consultants’ fees, costs and expenses. Landlord’s acceptance of Rent without all or any part of the increase due pursuant to clause (i) above shall not be deemed or construed as a waiver by Landlord of its right to the entire increase in Rent due pursuant to clause (ii). Without limiting the foregoing, if Tenant fails to remediate the Property from the effects of any Tenant Environmental Activity and complete full facility closure on or prior to the Termination Date and provide Landlord with satisfactory evidence of the same, then, from and after the Termination Date, then whether or not Tenant has vacated the Premises, Tenant shall be permitted deemed to holdover in be holding over without the Leased Premises, or a portion thereof, for a period consent of time not to exceed sixty (60) days after the expiration of the Term (whether the Initial Term or the Term as renewed) if Landlord and only if: (1) Landlord has not already leased the portion of the Leased Premises in which Tenant is holding over, and (2) Tenant gives Landlord written notice of such intent to holdover within thirty (30) days prior shall be subject to the expiration provisions of the Term; such written notice shall specify the length of time Tenant intends to holdover and the portion of the Leased Premises in which Tenant intends to holdover. If Tenant elects to holdover pursuant to the preceding sentence, such holdover will be on an AS-IS basis except that the Annual Basic Rent shall be one-hundred twenty-five percent (125%) of the Annual Basic Rent applicable to such Leased Premises immediately prior to such holdoverthis Section 21.2(b).

Holding Over. (a) Except as provided in Section 7.6(b)set forth below, in if Tenant continues to occupy the event of holding over by Tenant Premises after the expiration or other termination of this Lease without or the written consent termination of LandlordTenant’s right of possession with respect to the Premises, such occupancy shall be that of a tenancy at sufferance. Tenant shall, throughout the entire holdover period, be subject to all the terms and provisions of this Lease (other than provisions relating to length of the Term) and shall pay for the entire holdover period as liquidated damages, solely its use and occupancy an amount (on a per month basis without reduction for any partial months during any such holding over, holdover) equal to one hundred fifty percent (150%) of the Annual Basic Base Rent that would have been payable if the Lease had not so terminated or expired plus and one hundred fifty percent (150100%) of all the additional Rent other than Annual Basic Rent (including Tenant’s Operating Expense Share and Tenant’s Tax Share) that would have been payable if due under this Lease had for the holdover period. Except as set forth below, no holding over by Tenant or payments of money by Tenant to Landlord after the expiration of the Term shall be construed to extend the Term or prevent Landlord from recovery of immediate possession of the Premises by summary proceedings or otherwise. Notwithstanding the foregoing provisions of this Section 40, if Tenant should find it necessary to hold over in the Premises, Tenant may give written notice (the “Hold Over Notice”) to Landlord that it intends to hold over. The Hold Over Notice must be delivered to Landlord not so terminated less than sixty (60) days prior to the expiration or expiredtermination of the Term and must specify whether Tenant elects to hold over for thirty (30) days or sixty (60) days. Nothing If Tenant timely provides the Hold Over Notice, Tenant may hold over and continue to occupy the Premises for the period of time specified in the Hold Over Notice at the Rent for the Premises set forth in this Section 7.6(a40. In the event that (i) shall be construed as granting Tenant a right does not timely provide Landlord with the Hold Over Notice, and Tenant continues to retain possession of occupy the Leased Premises, or as limiting Landlord’s right to recover possession of the Leased Premises, Premises after the expiration or termination of this Lease as Lease, or (ii) Tenant continues to occupy the Premises for longer than the 30 or 60-day time period specified in the Hold Over Notice, such Leased Premises. (b) Notwithstanding the provisions occupancy shall be that of Section 7.6(a), a tenancy at sufferance and Tenant shall be permitted liable to holdover in the Leased PremisesLandlord for all identified direct and consequential damages which Landlord may suffer by reason of any holding over by Tenant, or a portion thereof, for a period of time not to exceed sixty (60) days after the expiration of the Term (whether the Initial Term or the Term as renewed) if and only if: (1) provided Landlord has not already leased the portion of the Leased Premises in which Tenant is holding over, and provided at least thirty (230) Tenant gives Landlord days’ prior written notice of such intent to holdover within thirty (30) days prior to the expiration of the Term; such written notice shall specify the length of time Tenant intends to holdover identified direct and the portion of the Leased Premises in which Tenant intends to holdover. If Tenant elects to holdover pursuant to the preceding sentence, such holdover will be on an AS-IS basis except that the Annual Basic Rent shall be one-hundred twenty-five percent (125%) of the Annual Basic Rent applicable to such Leased Premises immediately prior to such holdoverconsequential damages.

Holding Over. (a) Except as provided in Section 7.6(b), in If Tenant holds over after the event expiration of holding over by Tenant after expiration or termination of this the Lease without Term with the express written consent of Landlord, Tenant such tenancy shall pay be from month-to-month only, and shall not constitute a renewal hereof or an extension for the entire holdover period as liquidated damagesany further term, solely for and in such holding over, case Base Rent shall be payable at a monthly rate of one hundred fifty percent (150%) of the Annual Basic Base Rent that would have been payable if applicable during the last rental period of the Lease had Term under this Lease. Such month-to-month tenancy shall be subject to every other applicable term, covenant and agreement contained herein. If Tenant holds over after the expiration of the Lease Term without the express written consent of Landlord, such tenancy shall be a tenancy at sufferance, and shall not so terminated constitute a renewal hereof or expired plus an extension for any further term, and in such case daily damages in any action to recover possession of the Premises shall be calculated at a daily rate equal to one hundred fifty percent (150%) of all the Base Rent other than Annual Basic Rent (including Tenant’s Operating Expense Share and Tenant’s Tax Share) that would have been payable if applicable during the last rental period of the Lease Term under this Lease had not so terminated or expired(calculated on a per diem basis). Nothing in this Section 7.6(a) shall be construed as granting Tenant a right to retain possession of the Leased Premises, or as limiting Landlord’s right to recover possession of the Leased Premises, after the expiration or termination of this Lease as to such Leased Premises. (b) Notwithstanding the provisions of Section 7.6(a)foregoing, Tenant shall be permitted have the one-time right, upon notice (the "Holdover Notice") to holdover in the Leased Premises, or a portion thereof, for a period of time Landlord not to exceed sixty less than six (606) days after the expiration of the Term (whether the Initial Term or the Term as renewed) if and only if: (1) Landlord has not already leased the portion of the Leased Premises in which Tenant is holding over, and (2) Tenant gives Landlord written notice of such intent to holdover within thirty (30) days months prior to the expiration of the Lease Term; such written notice , to extend the Lease Term for a period of up to three (3) months (which period shall specify be set forth in the length of time Tenant intends to holdover and Holdover Notice) (the portion of the Leased Premises "Permitted Holdover Term"), in which case the Base Rent payable by Tenant intends to holdover. If Tenant elects to holdover pursuant to the preceding sentence, during such holdover will be on an AS-IS basis except that the Annual Basic Rent Permitted Holdover Term shall be one-equal (a) one hundred twenty-five percent (125%) of the Annual Basic Base Rent applicable during the last rental period of the Lease Term under this Lease for the first month of any such Permitted Holdover Term, and (b) one hundred fifty percent (150%) of the Base Rent applicable during the last rental period of the Lease Term under this Lease for the second and/or third months of any such Permitted Holdover Term. Except with respect to the Permitted Holdover Term, nothing contained in this Article 16 shall be construed as consent by Landlord to any holding over by Tenant, and Landlord expressly reserves the right to require Tenant to vacate and deliver possession of the Premises to Landlord as provided in this Lease upon the expiration or other termination of this Lease. The provisions of this Article 16 shall not be deemed to limit or constitute a waiver of any other rights or remedies of Landlord provided herein or at law. If Tenant holds over without Landlord's express written consent, and tenders payment of rent for any period beyond the expiration of the Lease Term by way of check (whether directly to Landlord, its agents, or to a lock box) or wire transfer, Tenant acknowledges and agrees that the cashing of such Leased check or acceptance of such wire shall be considered inadvertent and not be construed as creating a month-to-month tenancy, provided Landlord refunds such payment to Tenant promptly upon learning that such check has been cashed or wire transfer received. Tenant acknowledges that any holding over without Landlord’s express written consent may compromise or otherwise affect Landlord's ability to enter into new leases with prospective tenants regarding the Premises. Therefore, if Tenant fails to vacate and deliver the Premises immediately prior upon the termination or expiration of this Lease, in addition to any other liabilities to Landlord accruing therefrom, Tenant shall protect, defend, indemnify and hold Landlord harmless from and against all claims made by any succeeding tenant founded upon such holdoverfailure to vacate and deliver, and any losses suffered by Landlord, including lost profits, resulting from such failure to vacate and deliver. Tenant agrees that any proceedings necessary to recover possession of the Premises, whether before or after expiration of the Lease Term, shall be considered an action to enforce the terms of this Lease for purposes of the awarding of any attorney’s fees in connection therewith.

Holding Over. 12.1 If, with Landlord’s written consent, Tenant holds possession of all or any part of the Premises after the expiration or earlier termination of this Lease, Tenant shill become a tenant from month to month upon the date of such expiration or earlier termination, and in such case Tenant shall continue to pay in accordance with Article 5 the Basic Annual Rent as adjusted from the Term Commencement Date in accordance with Article 6, together with Operating Expenses in accordance with Article 7 and other Additional Rent as may be payable by Tenant, and such month-to-month tenancy shall be subject to every other term, covenant and condition contained herein. Such continued occupancy with Landlord’s consent shall include up to three (a3) Except months so long as provided in Section 7.6(b), in the event of holding over by Tenant after has given written notice to Landlord at least nine (9) months prior to such expiration or termination of this Lease the term. 12.2 If Tenant remains in possession of all or any portion of the Premises after the expiration or earlier termination of the term hereof without the express written consent of Landlord, Tenant shall become a tenant at sufferance upon the terms of this Lease as may be applicable to a tenant at sufferance and any such holdover shall not constitute an extension of this Lease; except that Tenant shall pay monthly rental for the entire holdover period as liquidated damagesfirst three (3) months shall be equal to one hundred twenty percent (120%) of the Basic Annual Rent in effect during the last twelve (12) months of the Term, solely for such holding over, and thereafter shall be equal to one hundred fifty percent (150%) of the Basic Annual Basic Rent that would have been payable if in effect during the Lease had not so terminated or expired plus one hundred fifty percent last twelve (150%12) of all Rent other than Annual Basic Rent (including Tenant’s Operating Expense Share and Tenant’s Tax Share) that would have been payable if this Lease had not so terminated or expired. Nothing in this Section 7.6(a) shall be construed as granting Tenant a right to retain possession months of the Leased Premisesregular Lease Term. In addition, or as limiting Landlord’s right if Landlord delivers ninety (90) days prior written notice to recover possession of Tenant that a specifically identified successor occupant is ready, willing and able to move in and occupy the Leased Premises, after Premises upon the expiration or termination of this Lease as the term hereof, then Landlord may pursue any and all legal remedies available to Landlord under applicable law with respect to such Leased Premises. (b) Notwithstanding the provisions of Section 7.6(a)unconsented holding over by Tenant, may recover all damages, direct or consequential resulting therefrom, and Tenant shall be permitted to holdover in the Leased Premisesindemnify, defend, and hold Landlord harmless from and against any losses, damages, or a portion thereof, for a period of time not to exceed sixty (60) days after the expiration of the Term (whether the Initial Term or the Term as renewed) if and only if: (1) Landlord has not already leased the portion of the Leased Premises in which Tenant is holding over, and (2) Tenant gives Landlord written notice of such intent to holdover within thirty (30) days prior to the expiration of the Term; such written notice shall specify the length of time Tenant intends to holdover and the portion of the Leased Premises in which Tenant intends to holdover. If Tenant elects to holdover pursuant to the preceding sentence, such holdover will be on an AS-IS basis except that the Annual Basic Rent shall be one-hundred twenty-five percent (125%) of the Annual Basic Rent applicable to such Leased Premises immediately prior to such holdoverclaims related thereto.

Holding Over. (a) Except as provided in Section 7.6(b), in the event of holding over by If Tenant after expiration or termination of this Lease without the written consent of Landlord, Tenant shall pay for the entire holdover period as liquidated damages, solely for such holding over, one hundred fifty percent (150%) of the Annual Basic Rent that would have been payable if the Lease had not so terminated or expired plus one hundred fifty percent (150%) of all Rent other than Annual Basic Rent (including Tenant’s Operating Expense Share and Tenant’s Tax Share) that would have been payable if this Lease had not so terminated or expired. Nothing in this Section 7.6(a) shall be construed as granting Tenant a right to retain retains possession of the Leased Premises, or as limiting Landlord’s right to recover possession of the Leased Premisesany part thereof, after the expiration or termination of this Lease as to such Leased Premises. (b) Notwithstanding the provisions of Section 7.6(a)Lease, Tenant shall be permitted pay Landlord Fixed Rent at an annual rate equal to double the Fixed Rent payable for the year immediately preceding said holdover computed on a per month basis, together with all other sums due hereunder as Additional Rent, for the period Tenant thus remains in possession, and Tenant shall also pay Landlord all damages sustained by Landlord by reason of such retention of possession. If Tenant retains possession of the Leased Premises, or a portion any part thereof, for a period of time not to exceed sixty thirty (6030) days after the expiration or termination of this Lease, then at the sole option of Landlord expressed by written notice to Tenant, but not otherwise, such holding over shall constitute a renewal of this Lease for a period of one year on the same terms and conditions, except that the annual Fixed Rent for such period shall be the greater of the fair annual rental value of the Premises, as determined by Landlord, or one and a half times the annual Fixed Rent in effect during the last year of the Term The provisions of this Paragraph do not waive the Landlord's right of reentry or any other right hereunder. TENANT EXPRESSLY WAIVES TO LANDLORD THE BENEFIT TO TENANT OF 68 P.S. (whether the Initial Term or the Term as renewedS) if and only if: (1) Landlord has not already leased the portion of the Leased Premises in which Tenant is holding over250.501, and (2) Tenant gives Landlord written notice of such intent to holdover within thirty (30) days prior to the expiration of the Term; such written notice shall specify the length of time Tenant intends to holdover and the portion of the Leased Premises in which Tenant intends to holdoverAS APPROVED APRIL 6, 1951, ENTITLED ""LANDLORD AND TENANT ACT OF 1951"", AS MAY BE AMENDED FROM TIME TO TIME, REQUIRING NOTICE TO QUIT UPON THE EXPIRATION OF THE TERM OF THIS LEASE OR AT THE EXPIRATION OF ANY EXTENSION OR RENEWAL THEREOF, Oft UPON ANY EARLIER TERMINATION OF THIS LEASE, AS HEREIN PROVIDED. If Tenant elects to holdover pursuant to the preceding sentenceTENANT COVENANTS AND AGREES TO VACATE, such holdover will be on an AS-IS basis except that the Annual Basic Rent shall be one-hundred twenty-five percent (125%) of the Annual Basic Rent applicable to such Leased Premises immediately prior to such holdoverREMOVE FROM AND DELIVER UP AND SURRENDER THE POSSESSION OF THE PREMISES TO LANDLORD UPON THE EXPIRATION OF THE TERM OR UPON THE EXPIRATION OF ANY EXTENSION OR RENEWAL THEREOF OR UPON ANY EARLIER TERMINATION OF THIS LEASE, AS HEREIN PROVIDED WITHOUT SUCH NOTICE.

Holding Over. (a) Except as provided in Section 7.6(b), in If Tenant holds over after the event of holding over by Tenant after expiration or sooner termination of this the Lease Term, with or without the written express or implied consent of Landlord, such tenancy shall be from month-to-month only, and shall not constitute a renewal hereof or an extension for any further term, except that if Tenant delivers to Landlord written notice (the “Holdover Notice”) at least sixty (60) days prior to the last day of the initial Lease Term or any extension of the Term stating that Tenant desires to holdover in the Premises (or portions thereof) other than on a month-to-month basis, Tenant shall pay have the right to holdover for such fixed holdover period specified by Tenant in the Holdover Notice but not in excess of three (3) months (the “Designated Holdover Period”); provided, however, Tenant may terminate the Designated Holdover Period (for all but not less than all of the Designated Holdover Space, as defined below) at any time after Te▇▇▇▇’s delivery to Landlord of the Holdover Notice upon at least thirty (30) days’ prior written notice to Landlord. The Designated Holdover Period shall apply, at Tenant’s election made in the Holdover Notice, to either of the following: (i) all of the Premises that is then leased by Tenant and for which the Lease Term thereof is expiring or terminating (collectively, the “Total Premises”); or (ii) any contiguous full floor portions of the Total Premises, which shall at minimum be (A) two (2) contiguous full floors if the Total Premises consists of five (5) or less full floors of the Building, and (B) three (3) contiguous full floors if the Total Premises consists of more than five (5) full floors of the Building (but in either case of (A) and (B) hereinabove, starting from the lowest floor of the Total Premises and then going upward (i.e., at minimum, full floors 1 and 2 of the Building in case of (A) hereinabove, and at minimum, full floors 1, 2 and 3 of the Building in case of (B) hereinabove). Any such space designated by Tenant in the Holdover Notice for which Tenant elects to holdover for the entire Designated Holdover Period shall be referred to herein as the “Designated Holdover Space”). In case of any such holdover by Tenant, Base Rent shall be payable at a monthly rate equal to: (1) during the Designated Holdover Period applicable to any Designated Holdover Space designated by Tenant in Tenant’s Holdover Notice, one hundred twenty-five percent (125%) of the Base Rent applicable to such Designated Holdover Space during the last rental period as liquidated damagesof the Lease Term under this Lease prior to such holdover; and (2) for all other space in which Tenant holds over, solely and for such holding overany Designated Holdover Space in which Tenant holds over beyond the applicable Designated Holdover Period therefor, one hundred fifty percent (150%) of the Annual Basic Base Rent that would have been payable if applicable to such space during the last rental period of the Lease had not so terminated or expired plus one hundred fifty percent (150%) of all Rent other than Annual Basic Rent (including Tenant’s Operating Expense Share and Tenant’s Tax Share) that would have been payable if Term under this Lease had not so terminated or expiredprior to such holdover. Nothing in this Section 7.6(aSuch month-to-month tenancy and/or tenancy for the Designated Holdover Period (as the case may be) shall be construed as granting Tenant a subject to every other term, covenant and agreement contained herein. Landlord hereby expressly reserves the right to retain require Tenant to surrender possession of the Leased Premises, or Premises to Landlord as limiting Landlord’s right to recover possession of the Leased Premises, after provided in this Lease upon the expiration or other termination of this Lease as (but with respect to such Leased Premises. (b) Notwithstanding any Designated Holdover Space, only upon the expiration or other termination of the Designated Holdover Period therefor). The provisions of Section 7.6(a)this Article 16 shall not be deemed to limit or constitute a waiver of any other rights or remedies of Landlord provided herein or at law. If Te▇▇▇▇ ▇ails to surrender the Premises upon the termination or expiration of this Lease, in addition to any other liabilities to Landlord accruing therefrom, Tenant shall be permitted protect, defend, indemnify and hold Landlord harmless from all loss, costs (including reasonable attorneys’ fees) and liability resulting from such failure, and such indemnification by Tenant shall specifically include, without limitation, “Rental Loss Damages” which for purposes hereof shall mean any claims made by any succeeding tenant as to holdover in the Leased Premises, or a portion thereof, for a period of time not to exceed sixty (60) days after the expiration of the Term (whether the Initial Term or the Term as renewed) if and only if: (1) whom Landlord has not already leased the portion of the Leased Premises in which given Tenant is holding over, and (2) Tenant gives Landlord written notice of such intent to holdover within thirty (30) days days’ prior written notice thereof, founded upon such failure to surrender, any lost profits to Landlord resulting therefrom, and any liability or loss Landlord may reasonably expect to incur in connection with the delay of the delivery of the Premises to the expiration of successor tenant; provided, however, that notwithstanding the Term; foregoing, Landlord shall not be entitled to recover any such written notice shall specify the length of time Rental Loss Damages from Tenant intends to holdover and the portion of the Leased Premises in which Tenant intends to holdover. If Tenant elects to holdover pursuant with respect to the preceding sentence, such holdover will be on an AS-IS basis except that the Annual Basic Rent shall be one-hundred twenty-five percent first three (125%3) months of the Annual Basic Rent applicable to such Leased Premises immediately prior to such holdover.

Holding Over. (a) Except as provided in 14.1 Subject to Section 7.6(b)14.2 below, in Tenant shall pay Landlord for each day Tenant retains possession of the event Premises or part of holding over by Tenant them after expiration or termination of this Lease without by lapse of time or otherwise at the written consent of Landlord, Tenant rate (“Holdover Rate”) which shall pay for the entire holdover period as liquidated damages, solely for such holding over, be one hundred fifty percent (150%) of the Annual Basic amount of the Monthly Installment of Rent that would for the last period prior to the date of such termination plus all monthly additional rent payable under Section 4.1, prorated on a daily basis. If Landlord gives notice to Tenant of Landlord’s election to such effect, such holding over shall constitute renewal of this Lease for a period from month to month at the Holdover Rate, but if the Landlord does not so elect, no such renewal shall result notwithstanding acceptance by Landlord of any sums due hereunder after such termination; and instead, a tenancy at sufferance at the Holdover Rate shall be deemed to have been payable if the Lease had not so terminated or expired plus one hundred fifty percent (150%) created. In any event, no provision of all Rent other than Annual Basic Rent (including Tenant’s Operating Expense Share and Tenant’s Tax Share) that would have been payable if this Lease had not so terminated or expired. Nothing in this Section 7.6(a) Article 14 shall be construed as granting Tenant a right deemed to retain possession of the Leased Premises, or as limiting waive Landlord’s right to recover possession of the Leased Premises, after the expiration reentry or termination of any other right under this Lease as to such Leased Premisesor at law. (b) 14.2 Notwithstanding anything to the provisions of contrary set forth in Section 7.6(a)14.1 above, so long as Tenant is not in default under this Lease beyond any applicable notice and cure period, Tenant shall be permitted have the right to holdover (the “Permitted Holdover”) in the Leased PremisesPremises only for up to six (6) consecutive one-month periods, or a portion thereof, for a period commencing as of time not to exceed sixty (60) days after the first calendar month immediately following the expiration of the Term (whether then current Term, subject to the Initial Term or the Term as renewed) remaining terms of this Section 14.2, if and only if: (1) Tenant delivers to Landlord has not already leased the portion of the Leased Premises in which Tenant is holding over, and (2) Tenant gives Landlord prior written notice of such Tenant’s intent to holdover within thirty so occupy the Premises (30“Tenant’s Holdover Notice”) on or before the date that is one hundred eighty (180) days prior to the expiration of the then current Term; such written notice . Tenant’s Holdover Notice shall specify the length period of time (not to exceed six (6) consecutive months) that Tenant intends to shall holdover and in the portion of the Leased Premises in which Tenant intends to holdoveraccordance with this Section 14.2 (the “Permitted Holdover Period”). If Tenant elects engages in a Permitted Holdover in accordance with this Section 14.2, then during the Permitted Holdover Period Tenant shall occupy the Premises in its as-is condition and configuration subject to holdover pursuant to all the preceding sentenceterms and conditions of this Lease, such holdover will be on an AS-IS basis except provided that during the Annual Basic Rent Permitted Holdover Period, Tenant shall pay rent at the rate which shall be one-one hundred twenty-five percent (125%) of the Annual Basic amount of the Monthly Installment of Rent applicable to such Leased Premises immediately for the last period prior to the date of such holdovertermination plus all monthly additional rent payable under Section 4.1, prorated on a daily basis,. If Tenant fails to timely deliver Tenant’s Holdover Notice as set forth above and holds over in the Premises or any portion thereof upon the expiration or earlier termination of this Lease or if Tenant engages in a Permitted Holdover and fails to vacate and surrender the Premises on or prior to expiration or earlier termination of the Permitted Holdover Period, Tenant shall be deemed in holdover of the Premises and such holdover shall be subject to the provisions of Section 14.1 above. Nothing herein shall grant Tenant the right to hold over or otherwise occupy the Premises at any time following the expiration or earlier termination of the Permitted Holdover Period.

Holding Over. (a) Except as provided in Section 7.6(b)Tenant shall indemnify, in the event of holding over defend and hold harmless Landlord from and against all claims, liabilities and expenses, including attorneys’ fees, resulting from delay by Tenant in surrendering the Premises in accordance with the provisions of this Lease. If Tenant remains in possession of the Premises after the expiration of the Term or sooner termination of this Lease without with the prior written consent of Landlord, such occupancy, shall be a tenancy from month to month at a rental (and not as a penalty) in the amount of86 82 ; provided, however, that notwithstanding the foregoing to the contrary, Tenant shall pay have no obligation to remove the improvements made by Landlord pursuant to the attached Exhibit C, and except as otherwise expressly required by this Lease (for example purposes only, in Paragraph 19.2 regarding signage), Tenant shall have no obligation to remove any other improvements made by Tenant with Landlord’s prior written consent unless Landlord’s consent to make such alterations was expressly conditioned on Tenant’s removing such alterations at the entire holdover period as liquidated damages, solely for such holding over, one hundred fifty percent (150%) expiration of the Annual Basic Rent that would have been payable if the Lease had not so terminated Term or expired plus one hundred fifty percent (150%) sooner termination of this Lease, except that, in all Rent other than Annual Basic Rent (including events, unless Landlord otherwise consents in writing, Tenant must remove all computer lines, wiring and cabling associated with Tenant’s Operating Expense Share personal property that are located above the ceiling tile in the Premises. If Landlord determines that such computer lines, wiring and cabling can be reused by the next subsequent tenant of the Premises, Landlord shall notify Tenant of such determination within fifteen (15) business days following receipt of written request from Tenant’s Tax Share, which request may be made by Tenant at any time during the final ninety (90) that would have been payable if this Lease had days of the Term, and Tenant shall not so terminated or expiredbe required to remove such computer lines, wiring and cabling. Nothing in this Section 7.6(aIf Landlord fails to respond to Tenant within such fifteen (15) day period, Landlord shall be construed as granting deemed to have withheld its consent to such computer lines, wiring and cabling remaining in the Premises, and Tenant a right to retain possession shall remove such computer lines, wiring and cabling at the expiration of the Leased Premises, Term or as limiting Landlord’s right to recover possession of the Leased Premises, after the expiration or sooner termination of this Lease 83 (as such abandonment is described in Paragraph 16.1) 84 at the expiration of the Term or sooner termination of this Lease 85 ; provided, that the failure of Landlord to object to such Leased Premises. surrender or to deliver a written release within ninety (b) Notwithstanding the provisions of Section 7.6(a), Tenant shall be permitted to holdover in the Leased Premises, or a portion thereof, for a period of time not to exceed sixty (6090) days after the expiration of the Term or sooner termination of this Lease shall be deemed a release and acceptance by Landlord, provided that Tenant is not in default under this Lease (whether a) one hundred ten percent (110%) of the Initial Term or Basic Monthly Rent payable by Tenant under this Lease for the final calendar month of the initial period constituting the Term as renewedunder this Lease for the first three (3) if and only if: (1) Landlord has not already leased the portion of the Leased Premises in which Tenant is holding over, and (2) Tenant gives Landlord written notice months of such intent to holdover within thirty term, (30b) days prior to the expiration of the Term; such written notice shall specify the length of time Tenant intends to holdover and the portion of the Leased Premises in which Tenant intends to holdover. If Tenant elects to holdover pursuant to the preceding sentence, such holdover will be on an AS-IS basis except that the Annual Basic Rent shall be one-one hundred twenty-five percent (125%) of the Annual Basic Monthly Rent plus all other charges payable under this Lease, and on all of the terms of this Lease applicable to such Leased Premises immediately prior to such holdovera month-to-month tenancy.

Holding Over. (a) Except as provided in Section 7.6(b), in the event of holding over by Tenant after expiration or termination of this Lease without the written consent of LandlordSubject to subparagraph (b) below, Tenant shall pay for the entire holdover period as liquidated damages, solely for such holding over, Landlord one hundred fifty percent (150%) of the Annual Basic Rent that would have been payable if the Lease had not so terminated or expired plus one hundred fifty percent (150%) of all Rent other than Annual Basic Rent (including Tenant’s Operating Expense Share and Tenant’s Tax Share) that would have been payable if this Lease had not so terminated or expired. Nothing in this Section 7.6(a) shall be construed as granting Tenant a right to retain possession of the Leased Premises, or as limiting Landlord’s right to recover possession of the Leased Premises, after the expiration or termination of this Lease as to such Leased Premises. (b) Notwithstanding the provisions of Section 7.6(a), Tenant shall be permitted to holdover in the Leased Premises, or a portion thereof, for a period of time not to exceed sixty (60) days after the expiration of the Term (whether the Initial Term or the Term as renewed) if and only if: (1) Landlord has not already leased the portion of the Leased Premises in which Tenant is holding over, and (2) Tenant gives Landlord written notice of such intent to holdover within thirty (30) days prior to the expiration of the Term; such written notice shall specify the length of time Tenant intends to holdover and the portion of the Leased Premises in which Tenant intends to holdover. If Tenant elects to holdover pursuant to the preceding sentence, such holdover will be on an AS-IS basis except that the Annual Basic Rent shall be one-hundred twenty-five percent (125%) of the Annual Basic monthly Rent applicable payable for the month immediately preceding the holding over (including increases for Rent Adjustments which Landlord may reasonably estimate) for each month or portion thereof that Tenant holds over, or otherwise retains possession of the Premises, or any portion thereof, after the Expiration Date (without reduction for any partial month that Tenant retains possession), provided that such percentage shall be increased to one hundred fifty percent (150%) commencing six (6) months after the Expiration Date. The provisions of this Article shall not constitute a waiver by Landlord of any re-entry rights of Landlord and Tenant’s continued occupancy of the Premises, except pursuant to subparagraph (b) below, shall be as a tenancy in sufferance. If Tenant holds over for a period of more than sixty (60) days beyond the period, if any, elected by Tenant in accordance with subparagraph (b) below, Tenant shall also pay to Landlord all actual (but not consequential, indirect, special, or punitive) damages sustained by Landlord by reason of such Leased Premises immediately holding over in excess of sixty (60) days; provided, however, Landlord’s right to increased rentals and re-entry as provided in this paragraph shall constitute Landlord’s sole and exclusive remedies in the event of a holdover by Tenant that does not exceed sixty (60) days. (b) Notwithstanding anything in this Article Thirteen or elsewhere in this Lease to the contrary, upon one hundred eighty (180) days’ prior written notice, Tenant may elect on a one-time basis to such holdoverextend the Expiration Date for one period of up to sixty (60) days on the terms and conditions of the Lease (including Monthly Base Rent) in effect at the time of Tenant’s notice.

Holding Over. If, with Landlord’s express written consent, Tenant retains possession of the Premises after the termination of the Term, (ai) Except as provided 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 Lease (including, without limitation, the adjustment of Base Rent pursuant to Section 7.6(b)4 hereof) shall remain in full force and effect (excluding any expansion or renewal option or other similar right or option) during such holdover period, (iii) Tenant shall continue to pay Base Rent in the event amount payable upon the date of holding over by Tenant after 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 terms of this Lease. If Tenant remains in possession of the Premises after the expiration or earlier termination of the Term without the express written consent of Landlord, (A) Tenant shall pay become a tenant at sufferance upon the terms of this Lease except that the monthly Base Rent shall be equal to 150% of Base Rent in effect during the last 30 days of the Term, and (B) Tenant shall be responsible for the entire holdover period as liquidated damages, solely for such all damages suffered by Landlord resulting from or occasioned by Tenant’s holding over, one hundred fifty percent (150%) including consequential damages. Notwithstanding the foregoing, if Tenant notifies Landlord in writing no less than 90 days prior to the expiration or earlier termination of the Annual Basic Rent that would have been payable if the Lease had not so terminated or expired plus one hundred fifty percent (150%) Term of all Rent other than Annual Basic Rent (including Tenant’s Operating Expense Share intention to hold over, then (w) Tenant shall become a tenant at sufferance upon the terms of this Lease except that the monthly Base Rent shall (1) for the first 30 days of the holdover period, be equal to 125% of Base Rent in effect during the last 30 days of the Term, and (2) thereafter, commencing on the 31st day of such holdover period, be equal to 150% of Base Rent in effect during the last 30 days of the Term, (x) for the first 30 days of such holdover period, Tenant shall not be responsible for any damages suffered by Landlord resulting from or occasioned by Tenant’s Tax Shareholding over, (y) that would have been payable if for the period commencing on the 31st day through the 90th day of such holdover period, Tenant shall only be responsible for any direct damages suffered by Landlord resulting from or occasioned by Tenant’s holding over, and (z) following the 90th day of such holdover period, Tenant shall be responsible for all damages suffered by Landlord resulting from or occasioned by Tenant’s holding over, including consequential damages. No holding over by Tenant, whether with or without consent of Landlord, shall operate to extend this Lease had not so terminated or expired. Nothing in except as otherwise expressly provided, and this Section 7.6(a) 8 shall not be construed as granting consent for Tenant a right to retain possession of the Leased Premises, or as limiting Landlord’s right to recover possession . Acceptance by Landlord of the Leased Premises, after the expiration or termination of this Lease as to such Leased Premises. (b) Notwithstanding the provisions of Section 7.6(a), Tenant shall be permitted to holdover in the Leased Premises, or a portion thereof, for a period of time not to exceed sixty (60) days Rent after the expiration of the Term (whether the Initial Term or the Term as renewed) if and only if: (1) Landlord has earlier termination of this Lease shall not already leased the portion result in a renewal or reinstatement of the Leased Premises in which Tenant is holding over, and (2) Tenant gives Landlord written notice of such intent to holdover within thirty (30) days prior to the expiration of the Term; such written notice shall specify the length of time Tenant intends to holdover and the portion of the Leased Premises in which Tenant intends to holdover. If Tenant elects to holdover pursuant to the preceding sentence, such holdover will be on an AS-IS basis except that the Annual Basic Rent shall be one-hundred twenty-five percent (125%) of the Annual Basic Rent applicable to such Leased Premises immediately prior to such holdoverthis Lease.

Holding Over. (a) Except as provided in Section 7.6(b)12.1 If, in with Landlord’s express written consent, Tenant holds possession of all or any part of the event Demised Premises after the Term, Tenant shall become a tenant from month-to-month upon the date of holding over by Tenant after such expiration or earlier termination, and in such case Tenant shall continue to pay in accordance with Article 5 the Basic Annual Rent as adjusted from the Rent Commencement Date in accordance with Article 6, and Tenant’s Pro Rata Share of Operating Expenses, and such month-to-month tenancy shall be subject to every other term, covenant and agreement contained herein. 12.2 Notwithstanding the foregoing, if Tenant remains in possession of the Demised Premises after the expiration or earlier termination of this Lease the Term without the express written consent of Landlord, Tenant shall pay for become a tenant at sufferance upon the entire holdover period as liquidated damages, solely for such holding over, terms of this Lease except that the monthly Basic Annual Rent shall be equal to one hundred fifty percent (150%) of the Basic Annual Basic Rent that would have been payable if in effect during the Lease had not so terminated or expired plus one hundred fifty percent (150%) of all Rent other than Annual Basic Rent (including Tenant’s Operating Expense Share and Tenant’s Tax Share) that would have been payable if this Lease had not so terminated or expired. Nothing in this Section 7.6(a) shall be construed as granting Tenant a right to retain possession of the Leased Premises, or as limiting Landlord’s right to recover possession of the Leased Premises, after the expiration or termination of this Lease as to such Leased Premises. (b) Notwithstanding the provisions of Section 7.6(a), Tenant shall be permitted to holdover in the Leased Premises, or a portion thereof, for a period of time not to exceed sixty (60) days after the expiration of the Term (whether the Initial Term or the Term as renewed) if and only if: (1) Landlord has not already leased the portion of the Leased Premises in which Tenant is holding over, and (2) Tenant gives Landlord written notice of such intent to holdover within last thirty (30) days prior to the expiration of the Term; . 12.3 Acceptance by Landlord of Rent after such written notice expiration or earlier termination shall specify the length not result in a renewal or reinstatement of time Tenant intends this Lease. 12.4 The foregoing provisions of this Article 12 are in addition to holdover and the portion do not affect Landlord’s right to re-entry or any other rights of the Leased Premises in which Tenant intends to holdover. Landlord hereunder or as otherwise provided by law. 12.5 If Tenant elects to holdover pursuant to the preceding sentenceoperation of Section 40.5 or the last sentence of Section 7.4 Tenant shall not be deemed to have fully vacated the Demised Premises, Tenant shall continue to pay in accordance with Article 5 the Basic Annual Rent as adjusted in accordance with Article 6 and Tenant’s Pro Rata Share of Operating Expenses until such holdover will be on an AS-IS basis except that time as Tenant shall have complied with its obligations pursuant to Section 40.5 or the Annual Basic Rent shall be one-hundred twenty-five percent (125%) last sentence of the Annual Basic Rent applicable to such Leased Premises immediately prior to such holdover7.4, as applicable.

Holding Over. (a) Except as provided in Section 7.6(b), in 22.1 In the event that Tenant shall not immediately surrender the Premises on the date of holding over by Tenant after the expiration or termination of this the Lease Term, without the written express consent of the Landlord, Tenant shall pay for become a tenant by the entire holdover period as liquidated damages, solely for such holding over, month at a base rent and additional rent equal to one hundred fifty percent (150%) of the Annual Basic Rent that would have been payable if the Lease had not so terminated or expired plus one hundred fifty percent (150%) of all Rent other than Annual Basic Rent (including Tenant’s Operating Expense Share and Tenant’s Tax Share) that would have been payable if this Lease had not so terminated or expired. Nothing in this Section 7.6(a) shall be construed as granting Tenant a right to retain possession of the Leased Premises, or as limiting Landlord’s right to recover possession of the Leased Premises, after the expiration or termination of this Lease as to such Leased Premises. (b) Notwithstanding the provisions of Section 7.6(a), Tenant shall be permitted to holdover in the Leased Premises, or a portion thereof, for a period of time not to exceed sixty (60) days after the expiration of the Term (whether the Initial Term or the Term as renewed) if and only if: (1) Landlord has not already leased the portion of the Leased Premises in which Tenant is holding over, and (2) Tenant gives Landlord written notice of such intent to holdover within thirty (30) days prior to the expiration of the Term; such written notice shall specify the length of time Tenant intends to holdover and the portion of the Leased Premises in which Tenant intends to holdover. If Tenant elects to holdover pursuant to the preceding sentence, such holdover will be on an AS-IS basis except that the Annual Basic Rent shall be one-hundred twenty-five percent (125%) of the Annual Basic Rent applicable amount of the annual base rent and all additional rent in effect during the last month of the Lease Term for the first three (3) months of holdover and one hundred fifty percent (150%) thereafter. Said monthly tenancy shall commence on the first day following the expiration of the Lease Term. As a monthly tenant, Tenant shall be subject to such Leased all the terms, conditions, covenants and agreements of this Lease. Tenant shall give to Landlord at least thirty (30) days’ written notice of any intention to quit the Premises. Tenant shall be entitled to thirty (30) days’ written notice to quit the Premises, which notice shall not be given until the expiration of the Lease Term. If Tenant is in an Event of Default under this Lease, Tenant shall not be entitled to any notice to quit, the usual thirty (30) days’ notice to quit being hereby expressly waived. Notwithstanding the foregoing provisions of this Section 22.1, in the event that Tenant shall hold over for more than three (3) months after the expiration of the Lease Term, and if Landlord shall desire to regain possession of the Premises promptly at the expiration of the Lease Term, then at any time prior to Landlord’s acceptance of rent from Tenant as a monthly tenant hereunder, Landlord, at its option may forthwith re-enter and take possession of the Premises without process, or by any legal process in force in the jurisdiction in which the Building is located. 22.2 Provided that no Event of Default then exists, Tenant may extend the Lease Term for up to three (3) months, on a month-by-month basis (the “Short Extension Term”), by delivering Tenant’s written extension election notice to Landlord no later than thirteen (13) months prior to the expiration of the then Lease Term, with time being of the essence. The terms and conditions of this Lease during the Short Extension Term shall remain unchanged, except Tenant shall only be entitled to a single Short Extension Term, as a monthly tenant, Tenant shall give to Landlord at least thirty (30) days’ written notice of any intention to quit the Premises, the annual base rent for the Short Extension Term shall be one hundred percent (100%) of the annual base rent payable under this Lease immediately prior to such holdoverthe commencement of the Short Extension Term and the Lease Term shall expire on the last day of the Short Extension Term. In no event shall Tenant have any liability to Landlord for any indirect losses or consequential damages or punitive damages or other special damages whatsoever in connection with ▇▇▇▇▇▇’s exercise of Tenant’s rights under this Section 22.2.

Holding Over. (a) Except as provided in Section 7.6(b), in In the event of holding any holding-over by Tenant after the expiration or termination of this Lease without the written consent of Landlord, Tenant such holdover tenancy shall pay for the entire holdover period as liquidated damages, solely for such holding over, one hundred fifty percent (150%) be upon all of the Annual Basic Rent that would have been payable if the Lease had not so terminated or expired plus one hundred fifty percent (150%) of all Rent other than Annual Basic Rent (including Tenant’s Operating Expense Share and Tenant’s Tax Share) that would have been payable if this Lease had not so terminated or expired. Nothing in this Section 7.6(a) shall be construed as granting Tenant a right to retain possession of the Leased Premises, or as limiting Landlord’s right to recover possession of the Leased Premises, after the expiration or termination terms of this Lease as applied during the Term except that Landlord shall not be required to such Leased Premises.perform any work, furnish any materials or make any repairs within the Premises during the holdover tenancy and except that Tenant shall: (bi) Notwithstanding pay as Base Rent for each month of the provisions holdover tenancy (which shall be in addition to all Additional Rent including the Additional Rent payable under Article 4 and Tenant’s Electricity Payment) an amount equal to the Applicable Percentage of Section 7.6(athe greater of (x) the fair market rental value of the Premises for such month (as reasonably determined by Landlord) and (y) the Base Rent which Tenant was obligated to pay for the month immediately preceding the end of the Term; and (ii) if such holding over shall extend for more than one hundred eighty (180), be liable to Landlord for (x) any payment or rent concession which Landlord may be required to make or give to any tenant obtained by Landlord for all or any part of the Premises (a “New Tenant”) in order to induce such New Tenant not to terminate its lease by reason of the holding-over by Tenant or otherwise as a result of such holding-over by Tenant and (y) the loss of the benefit of the bargain if any New Tenant shall be permitted to holdover in the Leased Premises, or a portion thereof, for a period of time not to exceed sixty (60) days after the expiration terminate its lease by reason of the Term holding-over by Tenant. “Applicable Percentage” means (whether A) 150% for the Initial Term or the Term as renewed) if and only if: (1) Landlord has not already leased the portion of the Leased Premises in which Tenant is holding over, and (2) Tenant gives Landlord written notice of such intent to holdover within first thirty (30) days prior to the expiration of the Term; such written notice shall specify the length of time Tenant intends to holdover any holdover, and the portion of the Leased Premises in which Tenant intends to holdover. If Tenant elects to holdover pursuant to the preceding sentence, such holdover will be on an AS-IS basis except that the Annual Basic Rent shall be one-hundred twenty-five percent (125%B) of the Annual Basic Rent applicable to such Leased Premises immediately prior to such holdover200% thereafter.

Holding Over. (a) Except as provided in Section 7.6(b)If Tenant shall, in the event of holding over by Tenant after expiration or termination of this Lease without the written consent of Landlord, hold over and not yield up immediate possession of the Premises after the expiration of the Lease Term, then Landlord may, at its option, serve written notice upon the Tenant shall pay that such holding over constitutes any one of the following: (i) creation of a month-to-month tenancy, or (ii) creation of a tenancy at sufferance; in any case, upon the terms and conditions set forth in this Lease except that the monthly Rent (or daily Rent under (ii) above) shall, in addition to all other sums which are to be paid by the Tenant hereunder, whether or not as Additional Rent, be equal to (A) for the entire holdover period as liquidated damages, solely for first thirty (30) days of such holding over, one hundred fifty percent (150%) of the Annual Basic sum of the Rent that would have been payable if plus Additional Rent owed monthly to Landlord under this Lease immediately prior to such expiration or termination (prorated in the case of (ii) above on the basis of a three hundred sixty-five (365) day year for each day the Tenant remains in possession in the same manner as provided in the Lease had not so terminated or expired plus one for the payment of Rent and Additional Rent), and (B) thereafter, two hundred fifty percent (150200%) of all the sum of the Rent other than Annual Basic plus Additional Rent (including Tenant’s Operating Expense Share and Tenant’s Tax Share) that would have been payable if owed monthly to Landlord under this Lease had not so terminated or expired. Nothing in this Section 7.6(a) shall be construed as granting Tenant a right immediately prior to retain possession of the Leased Premises, or as limiting Landlord’s right to recover possession of the Leased Premises, after the such expiration or termination (prorated in the case of this (ii) above on the basis of a three hundred sixty-five (365) day year for each day the Tenant remains in possession in the same manner as provided in the Lease as for the payment of Rent and Additional Rent), and if no such notice is served, then a tenancy at sufferance be deemed created. In the case of a holdover which has been consented to such Leased Premises. (b) Notwithstanding the provisions of Section 7.6(a)by Landlord, unless otherwise agreed to in writing by Landlord and Tenant, Tenant shall be permitted give to holdover in the Leased Premises, or a portion thereof, for a period of time not to exceed sixty (60) days after the expiration of the Term (whether the Initial Term or the Term as renewed) if and only if: (1) Landlord has not already leased the portion of the Leased Premises in which Tenant is holding over, and (2) Tenant gives Landlord written notice of such intent to holdover within thirty (30) days prior written notice of any intention to quit the expiration Premises, and Tenant shall be entitled to thirty (30) days prior written notice to quit the Premises, except in the event of non-payment of Rent or Additional Rent when due or the breach of any other covenant or the existence of a default. Tenant shall be liable to Landlord for all damages which Landlord suffers because of any holding over by Tenant which exceeds thirty (30) days, and Tenant shall indemnify, defend and hold Landlord harmless from and against all claims (including actual and opportunity costs and attorney fees and costs) resulting from Tenant’s retention of possession, including any claim from any tenant or prospective tenant against Landlord. The provisions of this section shall not constitute a waiver by Landlord of any right of re-entry as provided herein nor shall receipt of any Rent or Additional Rent or any other apparent affirmance of the Term; such tenancy operate as a waiver of Landlord’s right to terminate this Lease for a breach of any terms, covenants or obligation contained in this Lease on the Tenant’s part to be performed. Additionally, Tenant shall be liable for all consequential damages if Tenant holds over for more than thirty (30) days following Landlord’s delivery of a written notice shall specify the length of time Tenant intends to holdover and the portion of the Leased Premises in which Tenant intends to holdover. If Tenant elects to holdover pursuant to the preceding sentence, such holdover will be on an AS-IS basis except that the Annual Basic Rent shall be one-hundred twenty-five percent (125%) of the Annual Basic Rent applicable to such Leased Premises immediately prior to such holdovervacate.

Holding Over. A. Except for any permitted occupancy by Tenant under Section XXV.B, if Tenant fails to surrender the Premises 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 Lease and Tenant shall pay an amount (aprorated for any partial month during the holdover) Except as provided in Section 7.6(b), in equal to (i) for the event first month of the holding over 150% of the Rent due for the period immediately preceding the holdover, and (ii) for the second month of the holding over 200% of the 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 without shall be construed to extend the written consent Term or prevent Landlord from immediate recovery of possession of the Premises 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 30 days after Landlord notifies Tenant of Landlord's inability to deliver possession, or perform improvements, Tenant shall pay be liable to Landlord for all damages, including, without limitation, consequential damages, that Landlord suffers from the holdover. B. Notwithstanding anything set forth in this Section XXV to the contrary, Tenant shall have the one-time right to extend the initial Term for a period of up to six months thereafter ("Temporary Extension Term") by delivering written notice of the exercise of such right at least 1 year prior to the expiration of the initial Term which notice shall specify the period of the Temporary Extension Term Tenant shall select (which period shall be not less than one month nor more than six months), and provided that all of the following conditions are satisfied: (1) Tenant shall not have exercised its First Option under Section XXXII; (B) at Landlord's option, in addition to all remedies available to Landlord under this Lease, at law or in equity, Tenant is not in monetary or material non-monetary default under this Lease (after expiration of any applicable notice and cure period) as of the date Tenant delivers such notice to Landlord or the commencement of the Temporary Extension Term; and (C) such renewal right is personal to the original Tenant and any transferee under a Permitted Transfer. If Tenant timely exercises the extension right granted by this Section XXV.B., all of the terms and conditions of this Lease shall apply during the Temporary Extension Term, except that the monthly Base Rent payable by Tenant during the Temporary Extension Term shall be equal to the greater of (1) the Prevailing Market rate (as defined in Section XXXII) for the entire holdover period Premises as liquidated damagesof the commencement of the Temporary Extension Term (but such Prevailing Market rate for the Temporary Extension Term shall be determined without regard to any economic concessions or inducements, solely including tenant improvement allowances, and Landlord shall not be obligated to provide any such concessions or inducements to Tenant for such holding over, Temporary Extension Term); or (2) one hundred fifty percent (150%) of the Annual Basic monthly Base Rent that would have been payable if applicable during the Lease had not so terminated or expired plus one hundred fifty percent (150%) of all Rent other than Annual Basic Rent (including Tenant’s Operating Expense Share and Tenant’s Tax Share) that would have been payable if this Lease had not so terminated or expired. Nothing in this Section 7.6(a) shall be construed as granting Tenant a right to retain possession last month of the Leased Premises, or as limiting Landlord’s right to recover possession of the Leased Premises, after the expiration or termination of this Lease as to such Leased Premisesinitial Term. (b) Notwithstanding the provisions of Section 7.6(a), Tenant shall be permitted to holdover in the Leased Premises, or a portion thereof, for a period of time not to exceed sixty (60) days after the expiration of the Term (whether the Initial Term or the Term as renewed) if and only if: (1) Landlord has not already leased the portion of the Leased Premises in which Tenant is holding over, and (2) Tenant gives Landlord written notice of such intent to holdover within thirty (30) days prior to the expiration of the Term; such written notice shall specify the length of time Tenant intends to holdover and the portion of the Leased Premises in which Tenant intends to holdover. If Tenant elects to holdover pursuant to the preceding sentence, such holdover will be on an AS-IS basis except that the Annual Basic Rent shall be one-hundred twenty-five percent (125%) of the Annual Basic Rent applicable to such Leased Premises immediately prior to such holdover.

Holding Over. 22.1 Tenant acknowledges that it is extremely important that Landlord have substantial advance notice of the date on which Tenant will vacate the Premises, and that if Tenant fails to surrender the Premises or any portion thereof at the expiration or earlier termination of the Lease Term, then it will be conclusively presumed that the value to Tenant of remaining in possession, and the loss that will be suffered by Landlord as a result thereof, far exceed the Base Rent and additional rent that would have been payable had the Lease Term continued during such holdover period. Therefore, if Tenant (aor anyone claiming through Tenant) Except as provided in Section 7.6(b)does not immediately surrender the Premises or any portion thereof upon the expiration or earlier termination of the Lease Term, in then the event of holding over rent payable by Tenant after expiration or termination of this Lease without the written consent of Landlord, Tenant hereunder shall pay for the entire holdover period as liquidated damages, solely for such holding over, one hundred fifty percent (150%) be increased to of the Annual Basic Base Rent that would have been payable pursuant to the provisions of this Lease if the Lease Term had not so terminated or expired plus one hundred fifty percent (150%) of all Rent other than Annual Basic Rent (including Tenant’s Operating Expense Share and Tenant’s Tax Share) continued during such holdover period; provided, however, that would have been payable if this Lease had not so terminated or expired. Nothing in this Section 7.6(a) shall be construed as granting Tenant a right to retain possession of the Leased Premises, or as limiting Landlord’s right to recover possession of the Leased Premises, after the expiration or termination of this Lease as to such Leased Premises. (b) Notwithstanding the provisions of Section 7.6(a), Tenant shall be permitted to holdover in the Leased Premises, or a portion thereof, for a period of time not to exceed sixty (60) days after the expiration of the Term (whether the Initial Term or the Term as renewed) if and only if: (1) Landlord has not already leased the portion of the Leased Premises in which Tenant is holding over, and (2) Tenant gives Landlord delivers written notice of such intent to holdover within thirty Landlord at least ninety (3090) days prior to the expiration of the Term; such written notice Term that it wishes to continue to occupy the Premises, then damages shall specify be waived for the length first thirty (30) days of time Tenant intends to holdover and the portion rent payable by Tenant hereunder shall be increased to the following percentages of the Leased Premises in which Tenant intends to holdover. If Tenant elects to holdover Base Rent that would have been payable pursuant to the preceding sentence, provisions of this Lease if the Lease Term had continued during such holdover will be on an ASperiod: for the first thirty (30) days; for the thirty-IS basis except first (31st) through ninetieth (90th) days of such holdover; and thereafter. In any cases under this Section 22.1 Tenant shall continue to pay of additional rent and other sums that would have been payable pursuant to the Annual Basic Rent provisions of this Lease. Such rent shall be one-hundred twenty-five percent (125%) computed by Landlord and paid by Tenant on a monthly basis and shall be payable on the first day of such holdover period and the first day of each calendar month thereafter during such holdover period until the Premises have been vacated. Notwithstanding any other provision of this Lease, Landlord's acceptance of such rent shall not in any manner adversely affect Landlord's other rights and remedies, including Landlord's right to evict Tenant and, except as provided above, to recover all damages. Any such holdover shall be deemed to be a tenancy‑at‑sufferance and not a tenancy‑at‑will or tenancy from month‑to‑month. In no event shall any holdover be deemed a permitted extension or renewal of the Annual Basic Rent applicable Lease Term, and nothing contained herein shall be construed to such Leased Premises immediately prior constitute Landlord's consent to such holdoverany holdover or to give Tenant any right with respect thereto.

Holding Over. Tenant may remain in the Premises for a specified time period (aup to one hundred eighty (180) Except as provided days) following the Term expiration (the “Operational Extension”) by notifying Landlord of its intention prior to the Extension Notice Deadline (the “Operational Extension Option”). The Operational Extension will be under the same terms and conditions in Section 7.6(b)effect during the immediately previous Term. In the event a holdover possession exceeds the Operational Extension, or in the event of holding over any other holdover (including following an early termination by Tenant after expiration or termination Tenant), such possession will be month-to-month at a rate of this Lease without the written consent of Landlord, Tenant shall pay for the entire holdover period as liquidated damages, solely for such holding over, one hundred fifty percent (150%) of the Annual Basic Rent that would have been payable if the Lease had not so terminated or expired plus one hundred fifty percent (150%) of all Rent other than Annual Basic Rent (including Tenant’s Operating Expense Share and Tenant’s Tax Share) that would have been payable if this Lease had not so terminated or expired. Nothing in this Section 7.6(a) shall be construed as granting Tenant a right to retain possession of the Leased Premises, or as limiting Landlord’s right to recover possession of the Leased Premises, after the expiration or termination of this Lease as to such Leased Premises. (b) Notwithstanding the provisions of Section 7.6(a), Tenant shall be permitted to holdover in the Leased Premises, or a portion thereof, for a period of time not to exceed sixty (60) days after the expiration of the Term (whether the Initial Term or the Term as renewed) if and only if: (1) Landlord has not already leased the portion of the Leased Premises in which Tenant is holding over, and (2) Tenant gives Landlord written notice of such intent to holdover within thirty (30) days prior to the expiration of the Term; such written notice shall specify the length of time Tenant intends to holdover and the portion of the Leased Premises in which Tenant intends to holdover. If Tenant elects to holdover pursuant to the preceding sentence, such holdover will be on an AS-IS basis except that the Annual Basic Rent shall be one-hundred twenty-twenty- five percent (125%) of Ground Rent at the Annual Basic time of the holdover, provided that any annual increases in Ground Rent will continue to occur as contemplated by Addendum 1, and subject to termination by Landlord or Tenant upon thirty (30) days’ notice to the other party at any time. During any holdover possession, all of the other terms of this Lease (excluding any expansion or similar option or right) will be applicable and all other payments will continue. Subject to Section 33, if (a) Tenant has not vacated the Premises following the expiration of the Term or the Operational Extension, as applicable; and (b) Landlord provides at least thirty (30) days’ notice of the amount of any of the following damages that Landlord will incur as a result of Tenant’s failure to vacate the Premises at the end of such Leased Premises immediately prior thirty (30)-day period, then if Tenant fails to vacate before the later of (i) the expiration of the Term; (ii) the expiration of any Operational Extension; or (iii) thirty (30) days after receipt of such notice, Tenant will be liable to Landlord for the rental revenue actually lost by Landlord solely as a result of the holdover from an executed lease, and any amounts Landlord is required to pay to any new tenant solely as a result of the holdover, but Tenant will not be liable for any other indirect or consequential damages. No holding over by ▇▇▇▇▇▇, whether with or without consent of Landlord, will operate to extend this Lease except as otherwise expressly provided herein.

Holding Over. (a) Except as provided in Section 7.6(b), in If Tenant retains possession of the event of holding over by Tenant Premises after the expiration or termination of this Lease without the written consent Term or Tenant’s right to possession of Landlordthe Premises, Tenant shall pay for (i) Base Rent during the entire first thirty (30) days of the holdover period as liquidated damages, solely for such holding over, at one hundred fifty percent (150%) of the Annual Basic Base Rent that would have been payable if in effect immediately preceding such holdover, and thereafter pay Base Rent during the Lease had not so terminated or expired plus one holdover in an amount equal to two hundred fifty percent (150200%) of the Base Rent in effect immediately preceding such holdover, plus (ii) Additional Rent and all Rent other than Annual Basic Rent amounts otherwise payable under the Lease (including including, without limitation, Excess Expenses) computed on a per diem basis for each day that Tenant remains in possession and Tenant shall perform all of its other obligations under the Lease. Tenant shall also pay, indemnify and defend Landlord from and against all claims and damages, consequential as well as direct, sustained by reason of Tenant’s Operating Expense Share holding over, provided, however, that so long as Tenant pays the holdover rent described herein above, and Tenant’s Tax Share) that would have been payable if this Lease had not so terminated or expired. Nothing in this Section 7.6(a) shall be construed as granting the holdover terminates and Tenant a right to retain possession of vacates the Leased Premises, or as limiting Landlord’s right to recover possession of the Leased Premises, after the expiration or termination of this Lease as to such Leased Premises. (b) Notwithstanding the provisions of Section 7.6(a), Tenant shall be permitted to holdover Premises in the Leased Premises, condition required by the Lease on or a portion thereof, for a period before the date which is the earlier of time not to exceed sixty (60) days after following the expiration of the Term (whether the Initial Term or the Term as renewed) if and only if: (1) termination of Tenant’s right of possession, Tenant shall have no liability to Landlord has for consequential damages; otherwise, Tenant shall be so liable. The provisions of this Section do not already leased the portion waive Landlord’s right of the Leased Premises re-entry or right to regain possession by actions at law or in which Tenant is holding overequity or any other rights hereunder, and (2) Tenant gives any receipt of payment by Landlord written notice shall not be deemed a consent by Landlord to Tenant’s remaining in possession or be construed as creating or renewing any Lease or right of such intent to holdover within thirty (30) days prior to the expiration of the Term; such written notice shall specify the length of time Tenant intends to holdover tenancy between Landlord and the portion of the Leased Premises in which Tenant intends to holdover. If Tenant elects to holdover pursuant to the preceding sentence, such holdover will be on an AS-IS basis except that the Annual Basic Rent shall be one-hundred twenty-five percent (125%) of the Annual Basic Rent applicable to such Leased Premises immediately prior to such holdoverTenant.

Holding Over. If, with Landlord’s express written consent, Tenant retains possession of the Premises after the termination of the Term, (ai) Except as provided 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 Lease (including, without limitation, the adjustment of Base Rent pursuant to Section 7.6(b)4 hereof) shall remain in full force and effect (excluding any expansion or renewal option or other similar right or option) during such holdover period, (iii) Tenant shall continue to pay Base Rent in the event amount payable ActiveUS 179671324v.10 upon the date of holding over by Tenant after the expiration or earlier termination of this Lease or such other amount as Landlord and Tenant may agree, and (iv) all other payments shall continue under the terms of this Lease. If Tenant remains in possession of the Premises after the expiration or earlier termination of the Term without the express written consent of Landlord, (A) Tenant shall pay become a tenant at sufferance upon the terms of this Lease except that the monthly rental shall be equal to 150% of the Base Rent in effect during the last 30 days of the Term (plus 100% of all other Additional Rent due under the Lease at the rate specified in the Lease), and (B) Tenant shall be responsible for the entire holdover period as liquidated damages, solely for such all damages suffered by Landlord resulting from or occasioned by Tenant’s holding over, one hundred fifty percent (150%) including consequential damages; and provided that, unless Landlord gave written notice to Tenant at least 30 days before the expiration of the Annual Basic Rent Term that a subsequent tenant would have been payable if be leasing the Lease had not so terminated Premises or expired plus one hundred fifty percent (150%) of all Rent other any part thereof and that Landlord reasonably anticipates holding over, even for less than Annual Basic Rent (including 30 days, is reasonably likely to impact Landlord’s delivery schedule to such new tenant, Tenant shall be responsible for consequential damages only once Tenant’s Operating Expense Share and holding over exceeds 30 days. No holding over by Tenant’s Tax Share) that would have been payable if , whether with or without consent of Landlord, shall operate to extend this Lease had not so terminated or expired. Nothing in except as otherwise expressly provided, and this Section 7.6(a) 8 shall not be construed as granting consent for Tenant a right to retain possession of the Leased Premises, or as limiting Landlord’s right to recover possession . Acceptance by Landlord of the Leased Premises, after the expiration or termination of this Lease as to such Leased Premises. (b) Notwithstanding the provisions of Section 7.6(a), Tenant shall be permitted to holdover in the Leased Premises, or a portion thereof, for a period of time not to exceed sixty (60) days Rent after the expiration of the Term (whether the Initial Term or the Term as renewed) if and only if: (1) Landlord has earlier termination of this Lease shall not already leased the portion result in a renewal or reinstatement of the Leased Premises in which Tenant is holding over, and (2) Tenant gives Landlord written notice of such intent to holdover within thirty (30) days prior to the expiration of the Term; such written notice shall specify the length of time Tenant intends to holdover and the portion of the Leased Premises in which Tenant intends to holdover. If Tenant elects to holdover pursuant to the preceding sentence, such holdover will be on an AS-IS basis except that the Annual Basic Rent shall be one-hundred twenty-five percent (125%) of the Annual Basic Rent applicable to such Leased Premises immediately prior to such holdoverthis Lease.

Holding Over. (a) Except as provided in Section 7.6(b), in Tenant shall vacate the event of holding over by Tenant after Premises upon the expiration or earlier termination of this Lease without the written consent of LandlordLease, and Tenant shall pay for indemnify, protect, hold harmless and defend Landlord against all liabilities, damages and expenses incurred by Landlord as a result of any delay by Tenant in vacating the entire holdover period as liquidated damagesPremises. Subject to the remaining provisions herein, solely for such holding over, one hundred fifty percent (150%) of the Annual Basic Rent that would have been payable if the Lease had not so terminated or expired plus one hundred fifty percent (150%) of all Rent other than Annual Basic Rent (including Tenant’s Operating Expense Share and Tenant’s Tax Share) that would have been payable if this Lease had not so terminated or expired. Nothing Tenant remains in this Section 7.6(a) shall be construed as granting Tenant a right to retain possession of the Leased Premises, Premises or as limiting Landlord’s right to recover possession of the Leased Premises, after the expiration or termination of this Lease as to such Leased Premises. (b) Notwithstanding the provisions of Section 7.6(a), Tenant shall be permitted to holdover in the Leased Premises, or a portion thereof, any part thereof for a period of ninety days or less after the expiration of the Lease Term without Landlord's written permission, Tenant's occupancy shall be a tenancy from month-to-month only, and not a renewal or extension hereof, and provided Landlord has not (i) executed a lease for at least 25% of the Premises with a third party or (ii) executed a sale agreement for the Project with a third party, then all provisions of this Lease (other than those relating to the term) shall apply to such month-to-month tenancy, except that the Minimum Monthly Rent shall be increased to 125)% of the Minimum Monthly Rent in effect during the last month of the Lease Term. . If Tenant remains in possession of the Premises or any part thereof after the expiration of the Lease Term without Landlord's written permission, Tenant's occupancy shall be a tenancy from month-to-month only, and not a renewal or extension hereof; and provided Landlord has executed a lease for at least 25% of the Premises with a third party or executed a sale agreement for the Project with a third party, then all provisions of this Lease (other than those relating to the term) shall apply to such month-to-month tenancy, except that the Minimum Monthly Rent shall be increased to 200% of the Minimum Monthly Rent in effect during the last month of the Lease Term. In addition, if, Tenant remains in possession of the Premises or any part thereof for any time not to exceed sixty (60) greater than ninety days after the expiration of the Term Lease Term, then all provisions of this Lease (whether the Initial Term or the Term as renewed) if and only if: (1) Landlord has not already leased the portion of the Leased Premises in which Tenant is holding over, and (2) Tenant gives Landlord written notice of such intent to holdover within thirty (30) days prior other than those relating to the expiration of the Term; term) shall apply to such written notice shall specify the length of time Tenant intends to holdover and the portion of the Leased Premises in which Tenant intends to holdover. If Tenant elects to holdover pursuant to the preceding sentencemonth-to-month tenancy, such holdover will be on an AS-IS basis except that the Annual Basic Minimum Monthly Rent shall be one-hundred twenty-five percent (125%) increased to 200% of the Annual Basic Minimum Monthly Rent applicable in effect during the last month of the Lease Term. No acceptance of rent, negotiation of rent checks or other act or omission of Landlord or its agents shall extend the Expiration Date of this Lease other than a writing executed by Landlord giving Tenant permission to such Leased Premises remain in occupancy beyond the Expiration Date under the terms of the immediately prior to such holdoverpreceding sentence.

Holding Over. (a) Except as provided in Section 7.6(b)for any permitted occupancy by Tenant under this Article 24 or Article 29, in if Tenant or any party claiming by, through or under Tenant fails to surrender the Premises at the expiration or earlier termination of this Lease, the continued occupancy of the Premises shall be that of a tenancy at sufferance. In the event of holding over any unpermitted holdover on the part of Tenant, Tenant shall pay an amount (on a per month basis without reduction for partial months during the holdover) equal to 150% of the greater of: (A) the sum of the Base Rent and Tenant’s Pro Rata Share of Excess Operating Expenses due for the period immediately preceding the holdover; or (B) the fair market gross rental for the Premises, for the first thirty (30) days of holdover, and thereafter 200% of such greater amount. 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 without the written consent of Landlord, Tenant shall pay for the entire holdover period as liquidated damages, solely for such holding over, one hundred fifty percent (150%) of the Annual Basic Rent that would have been payable if the Lease had not so terminated or expired plus one hundred fifty percent (150%) of all Rent other than Annual Basic Rent (including Tenant’s Operating Expense Share and Tenant’s Tax Share) that would have been payable if this Lease had not so terminated or expired. Nothing in this Section 7.6(a) shall be construed as granting Tenant a right to retain extend the Term or prevent Landlord from immediate recovery of possession of the Leased PremisesPremises by summary proceedings or otherwise. In addition to the payment of the amounts provided above, or as limiting Landlord’s right if Landlord is unable to recover deliver possession of the Leased PremisesPremises 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 the expiration Landlord notifies Tenant in writing of Landlord’s inability to deliver possession, or termination of this Lease as to perform improvements, such Leased Premises. (b) failure shall constitute a Time Sensitive Default hereunder. Notwithstanding the provisions foregoing, if requested by Tenant in writing at least nine (9) months in advance of Section 7.6(a)the Expiration Date, Tenant shall be permitted may remain in occupancy of the Premises for up to holdover in the Leased Premises, or a portion thereof, for a period of time not to exceed sixty (60) days after beyond the Expiration Date, provided that Tenant shall pay as Rent for such post-expiration occupancy an amount (on a per month basis without reduction for partial months during the holdover) equal to 125% of the Term sum of the Base Rent and Tenant’s Pro Rata Share of Excess Operating Expenses due for the period immediately preceding the holdover; and if Tenant fails to vacate the Premises at least by the sixtieth (whether 60th) day following the Initial Term or Expiration Date, then Tenant shall thereupon be a tenant at sufferance and shall pay an amount (on a per month basis without reduction for partial months during the Term as renewedholdover) if and only ifequal to 200% of the greater of: (1A) Landlord has not already leased the portion sum of the Leased Premises in which Tenant is holding over, Base Rent and Tenant’s Pro Rata Share of Excess Operating Expenses due for the period immediately preceding the holdover; or (2B) Tenant gives Landlord written notice of such intent to holdover within thirty (30) days prior to the expiration of fair market gross rental for the Term; such written notice shall specify the length of time Tenant intends to holdover and the portion of the Leased Premises in which Tenant intends to holdover. If Tenant elects to holdover pursuant to the preceding sentence, such holdover will be on an AS-IS basis except that the Annual Basic Rent shall be one-hundred twenty-five percent (125%) of the Annual Basic Rent applicable to such Leased Premises immediately prior to such holdoverPremises.

Holding Over. (a) Except as provided in Section 7.6(b), in the event of holding If Tenant holds over by Tenant after expiration or termination of this Lease without the written consent of Landlord, Tenant shall pay for the entire holdover period as liquidated damages, solely for such holding over, one hundred fifty percent (150%) of the Annual Basic Rent that would have been payable if the Lease had not so terminated or expired plus one hundred fifty percent (150%) of all Rent other than Annual Basic Rent (including Tenant’s Operating Expense Share and Tenant’s Tax Share) that would have been payable if this Lease had not so terminated or expired. Nothing in this Section 7.6(a) shall be construed as granting Tenant a right to retain possession of the Leased Premises, or as limiting Landlord’s right to recover possession of the Leased Premises, after the expiration or termination of this Lease as to such Leased Premises. (b) Notwithstanding the provisions of Section 7.6(a), Tenant shall be permitted to holdover in the Leased Premises, or a portion thereof, for a period of time not to exceed sixty (60) days after the expiration of the Term (whether the Initial Lease Term or earlier termination thereof, with or without the Term express or implied consent of Landlord, such tenancy shall be from month-to-month only, and shall not, except as renewedset forth below, constitute a renewal hereof or an extension for any further term, and in such case Rent shall be payable at a monthly rate equal to the product of (i) if and only if: (1) Landlord has not already leased the portion Rent applicable during the last rental period of the Leased Premises in which Tenant is holding overLease Term under this Lease, and (2ii) Tenant gives Landlord written notice of such intent to holdover within thirty (30) days prior to the expiration of the Term; such written notice shall specify the length of time Tenant intends to holdover and the portion of the Leased Premises in which Tenant intends to holdover. If Tenant elects to holdover pursuant to the preceding sentence, such holdover will be on an AS-IS basis except that the Annual Basic Rent shall be one-one hundred twenty-five percent (125%) for the first two months of any such holdover and one hundred fifty percent (150%) thereafter. Such month-to-month tenancy shall be subject to every other applicable TCCs contained herein. Notwithstanding the foregoing, Tenant shall have the one-time right, upon notice (the "HOLDOVER NOTICE") to Landlord not less than nine (9) months prior to the expiration of the Annual Basic then Lease Term, to extend the Lease Term for a total period of up to six (6) months (the "PERMITTED HOLDOVER TERM"), in which case the Rent payable by Tenant throughout such Permitted Holdover Term (as opposed to only the first two (2) months pursuant to the first sentence of this ARTICLE 16) shall equal the product of (a) the Rent applicable during the last rental period of the Lease Term under this Lease, and (b) one hundred twenty-five percent (125%). For purposes of this ARTICLE 16, a holding over shall include Tenant's remaining in the Premises more than thirty (30) days after the expiration or earlier termination of the Lease Term, as expressly required pursuant to the TCCs of SECTION 8.5, above, to remove any Extraordinary Alterations located within the Premises and to repair any damage to the Premises and Building caused by such Leased removal (reasonable wear and tear excepted). Except with respect to the Permitted Holdover Term, nothing contained in this ARTICLE 16 shall be construed as consent by Landlord to any holding over by Tenant, and Landlord expressly reserves the right to require Tenant to surrender possession of the Premises immediately prior to Landlord as provided in this Lease upon the expiration or other termination of this Lease. The provisions of this ARTICLE 16 shall not be deemed to limit or constitute a waiver of any other rights or remedies -45- of Landlord provided herein or at law. Except as otherwise specifically provided for in this ARTICLE 16 with regard to a Permitted Holdover Term, if Tenant fails to surrender the Premises upon the termination or expiration of this Lease (or the expiration of the Permitted Holdover Term, if any), in addition to any other liabilities to Landlord accruing therefrom, Tenant shall protect, defend, indemnify and hold Landlord harmless from all loss, costs (including reasonable attorneys' fees) and liability resulting from such holdoverfailure, including, without limiting the generality of the foregoing, any claims made by any succeeding tenant founded upon such failure to surrender and any lost profits to Landlord resulting therefrom.

Holding Over. (a) Except as provided in Section 7.6(b)If Tenant holds over after the expiration of the Lease Term or earlier termination thereof, in the event of holding over by Tenant after expiration with or termination of this Lease without the written express or implied consent of Landlord, Tenant such tenancy shall pay be from month-to-month only, and shall not constitute a renewal hereof or an extension for any further term, and in such case Base Rent shall be payable at a monthly rate (the entire holdover period as liquidated damages, solely for such holding over, "HOLD OVER BASE RENT") equal to one hundred fifty percent (150%) of the Annual Basic Base Rent that would have been payable if applicable during the last rental period of the Lease had Term under this Lease; provided, however, for the first thirty (30) days only following the expiration or earlier termination of the Lease Term, Tenant shall not so terminated be required to pay Hold Over Base Rent applicable to any full floor of the Building completely vacated and surrendered to Landlord pursuant to the terms and conditions of Article 15, above; provided, further, however, following the expiration of such 30-day period, if Tenant continues its hold over in any portion of the Premises, then Tenant shall be required to pay Hold Over Base Rent applicable to the entire Premises. Such month-to-month tenancy shall be subject to every other applicable term, covenant and agreement contained herein. Notwithstanding the foregoing, Original Tenant and any Permitted Transferee (but only to the extent such Permitted Transferee has, in Landlord's reasonable determination, financial strength equal to or expired plus greater than Original Tenant) shall have the one-time right, upon notice (the "HOLDOVER NOTICE") to Landlord not less than twelve (12) months prior to the expiration of the then Lease Term, to extend the Lease Term for a period of up to six (6) months (the "PERMITTED HOLDOVER TERM"), in which case the Rent payable by Tenant during such Permitted Holdover Term shall equal the product of (A) the Rent applicable during the last monthly rental period of the Lease Term under this Lease, and (B) a percentage equal to one hundred percent (100%) during the first three (3) months immediately following the expiration or earlier termination of the Lease Term, and one hundred fifty percent (150%) thereafter. The right of all Rent other than Annual Basic Rent (including Tenant’s Operating Expense Share and Tenant’s Tax Share) that would have been payable if Tenant to extend the Lease Term as provided in this Article 16 may not be exercised if, as of the date Tenant delivers the Holdover Notice to Landlord, or as of the commencement of such Permitted Holdover Term, Tenant is in material or economic default under this Lease had not so terminated (beyond any applicable notice and cure periods) or expiredif Tenant has previously been in material or economic default under this Lease (beyond any applicable notice and cure periods) more than twice during the previous twelve (12) month period. Nothing Except with respect to the Permitted Holdover Term, nothing contained in this Section 7.6(a) Article 16 shall be construed as granting Tenant a consent by Landlord to any holding over by Tenant, and Landlord expressly reserves the right to retain require Tenant to surrender possession of the Leased Premises, or Premises to Landlord as limiting Landlord’s right to recover possession of the Leased Premises, after provided in this Lease upon the expiration or other termination of this Lease as to such Leased Premises. (b) Notwithstanding the Lease. The provisions of Section 7.6(a)this Article 16 shall not be deemed to limit or constitute a waiver of any other rights or remedies of Landlord provided herein or at law. Except as otherwise specifically provided for in this Article 16 with regard to a Permitted Holdover Term, if Tenant shall be permitted fails to holdover in surrender the Leased Premises, Premises upon the termination or a portion thereof, for a period expiration of time not to exceed sixty this Lease (60) days after or upon the expiration of the Term Permitted Holdover Term, if any), in addition to any other liabilities to Landlord accruing therefrom, Tenant shall protect, defend, indemnify and hold Landlord harmless from all loss, costs (whether including reasonable attorneys' fees) and liability resulting from such failure, including, without limiting the Initial Term or the Term as renewed) if and only if: (1) Landlord has not already leased the portion generality of the Leased Premises in which Tenant is holding overforegoing, any claims made by any succeeding tenant founded upon such failure to surrender and (2) Tenant gives any lost profits to Landlord written notice of such intent to holdover within thirty (30) days prior to the expiration of the Term; such written notice shall specify the length of time Tenant intends to holdover and the portion of the Leased Premises in which Tenant intends to holdover. If Tenant elects to holdover pursuant to the preceding sentence, such holdover will be on an AS-IS basis except that the Annual Basic Rent shall be one-hundred twenty-five percent (125%) of the Annual Basic Rent applicable to such Leased Premises immediately prior to such holdoverresulting therefrom.

Holding Over. Tenant may remain in the Premises for a specified time period (aup to one hundred eighty (180) Except as provided days) following the Lease Term expiration (the “Operational Extension”) by notifying Landlord of its intention prior to the Extension Notice Deadline (the “Operational Extension Option”). The Operational Extension will be under the same terms and conditions in Section 7.6(b)effect during the immediately previous Lease Term. In the event a holdover possession exceeds the Operational Extension, or in the event of holding over by Tenant after expiration or termination of this Lease without the written consent of Landlord, Tenant shall pay for the entire any other holdover period as liquidated damages, solely for such holding over, one hundred fifty percent (150%) of the Annual Basic Rent that would have been payable if the Lease had not so terminated or expired plus one hundred fifty percent (150%) of all Rent other than Annual Basic Rent (including following an early termination by Tenant’s Operating Expense Share and Tenant’s Tax Share) that would have been payable if this Lease had not so terminated or expired. Nothing in this Section 7.6(a) shall be construed as granting Tenant a right to retain possession of the Leased Premises, or as limiting Landlord’s right to recover possession of the Leased Premises, after the expiration or termination of this Lease as to such Leased Premises. (b) Notwithstanding the provisions of Section 7.6(a), Tenant shall be permitted to holdover in the Leased Premises, or a portion thereof, for a period of time not to exceed sixty (60) days after the expiration of the Term (whether the Initial Term or the Term as renewed) if and only if: (1) Landlord has not already leased the portion of the Leased Premises in which Tenant is holding over, and (2) Tenant gives Landlord written notice of such intent to holdover within thirty (30) days prior to the expiration of the Term; such written notice shall specify the length of time Tenant intends to holdover and the portion of the Leased Premises in which Tenant intends to holdover. If Tenant elects to holdover pursuant to the preceding sentence,, such holdover possession will be on an ASmonth-IS basis except that the Annual Basic Rent shall be oneto-month at a rate of one hundred twenty-five percent (125%) of Base Rent at the Annual Basic time of the holdover, provided that any annual increases in Base Rent will continue to occur as contemplated by Base Rent and Operating Expense Exclusions, Addendum 1, and subject to termination by Landlord or Tenant upon thirty (30) days’ notice to the other party at any time. During any holdover possession, all of the other terms of this Lease (excluding any expansion or similar option or right) will be applicable and all other payments will continue. Subject to Section 33, if (a) Tenant has not vacated the Premises following the expiration of the Lease Term or the Operational Extension, as applicable; and (b) Landlord provides at least thirty (30) days’ notice of the amount of any of the following damages that Landlord will incur as a result of Tenant’s failure to vacate the Premises at the end of such Leased Premises immediately prior thirty (30)-day period, then if Tenant fails to vacate before the later of (i) the expiration of the Lease Term; (ii) the expiration of any Operational Extension; or (iii) thirty (30) days after receipt of such notice, Tenant will be liable to Landlord for the rental revenue actually lost by Landlord solely as a result of the holdover from an executed lease, and any amounts Landlord is required to pay to any new tenant solely as a result of the holdover, but Tenant will not be liable for any other indirect or consequential damages. No holding over by ▇▇▇▇▇▇, whether with or without consent of Landlord, will operate to extend this Lease except as otherwise expressly provided herein.

Holding Over. (a) Except as provided in Section 7.6(b), in the event of holding over by Tenant after expiration or termination of this Lease without the written consent of Landlord, Tenant shall pay for the entire holdover period as liquidated damages, solely for such holding over, one hundred fifty percent (150%) of the Annual Basic Rent that would have been payable if the Lease had not so terminated or expired plus one hundred fifty percent (150%) of all Rent other than Annual Basic Rent (including Tenant’s Operating Expense Share and Tenant’s Tax Share) that would have been payable if this Lease had not so terminated or expired. 3.3.1 Nothing in this Section 7.6(a) Lease shall be construed as granting deemed in any way to permit Tenant a right to retain possession of use or occupy the Leased Premises, or as limiting Landlord’s right to recover possession of the Leased Premises, after the expiration or termination of this Lease as to such Leased Premises. (b) Notwithstanding the provisions of Section 7.6(a), Tenant shall be permitted to holdover in the Leased Premises, or a portion thereof, for a period of time not to exceed sixty (60) days Premises after the expiration of the Term (whether the Initial Term or the Term as renewed) if any earlier termination of this Lease. If and only if: if ▇▇▇▇▇▇ continues to occupy the Premises after such expiration or termination after obtaining Landlord’s express, written consent thereto, (1a) Landlord has not already leased such occupancy shall (unless the portion of parties hereto otherwise agree in writing) be deemed to be under a month-to-month tenancy, which shall continue until either party hereto notifies the Leased Premises other in which Tenant is holding overwriting, and (2) Tenant gives Landlord written notice of such intent to holdover within by at least thirty (30) days prior before the end of any calendar month, that the party giving such notice elects to terminate such tenancy at the end of such calendar month, in which event such tenancy shall so terminate; (b) such month-to-month tenancy shall be on the same terms and subject to the same conditions as those set forth in this Lease, except that if Landlord gives Tenant, by at least thirty (30) days before the end of any calendar month during such month-to-month tenancy, written notice that such terms and conditions (including any thereof relating to the amount and payment of Rent) shall, after such month, be modified in any manner specified in such notice, then such tenancy shall, after such month, be on the said terms and subject to the said conditions, as so modified. 3.3.2 If Tenant continues to occupy the Premises after the expiration of the Term; Term or any earlier permitted termination of this Lease without having obtained Landlord’s express, written consent thereto, then without altering or impairing any of Landlord’s rights under this Lease or applicable law, (a) Tenant hereby agrees to pay to Landlord immediately on demand by Landlord as holdover rental (“Holdover Rent”) for the Premises, for each calendar month or portion thereof after such written notice shall specify the length of time Tenant intends to holdover and the portion expiration of the Leased Term or such earlier permitted termination of this Lease, as aforesaid, until ▇▇▇▇▇▇ surrenders possession of the Premises in which Tenant intends to holdover. If Tenant elects to holdover pursuant to Landlord, a sum equaling the preceding sentence, allocable monthly Annual Rent plus Fifty and 00/100 Dollars ($50.00) per each day of such holdover will be occupancy, and (b) Tenant shall surrender possession of the Premises to Landlord immediately on an AS-IS basis except that Landlord’s having demanded the Annual Basic Rent same. Nothing in this Lease shall be one-hundred twenty-five percent (125%) deemed in any way to give Tenant any right to remain in possession of the Annual Basic Premises after such expiration or permitted termination, regardless of whether Tenant has paid any such Holdover Rent applicable to such Leased Premises immediately prior to such holdoverLandlord, without ▇▇▇▇▇▇▇▇’s express written approval.

Holding Over. (a) Except as provided in Section 7.6(b)Sublessor hereby advises Subtenant of, and ----------- Subtenant acknowledges, the importance to Sublessor of regaining possession of the Subleased Premises promptly at the expiration of this Sublease. Therefore, in the event of holding over by Tenant after Subtenant shall fail to vacate the Subleased Premises at the expiration or earlier termination of this Lease Sublease without having obtained Sublessor's prior written approval, or if Subtenant shall hold over with Sublessor's approval and subsequently shall fail to vacate the written consent Subleased Premises within five (5) days after receipt of LandlordSublessor's notice to vacate the Subleased Premises, Tenant then, in either such event, Sublessor, at its option, (and without any way limiting or abridging Sublessor's other remedies hereunder) shall pay have the right to re-enter forthwith and take possession of the Subleased Premised without process or to institute proceedings for the entire holdover eviction or removal of Subtenant and the recovery of possession of the Subleased Premises. In addition, at Sublessor's option, Subtenant's holding over shall be construed as a month-by-month tenancy subject to all the terms, conditions and obligations set forth in this Sublease, except that Rent payable by Subtenant shall equal the greater of (i) the total of all Base Rent and all additional rent payable by Sublessor for the Main Premises during Subtenant's period as liquidated damages, solely for such of holding over, one hundred fifty percent ; or (150%ii) of twice the Annual Basic Rent that would have been payable if the Lease had not so terminated or expired plus one hundred fifty percent (150%) of all Rent other than Annual Basic Rent (including Tenant’s Operating Expense Share and Tenant’s Tax Share) that would have been payable if this Lease had not so terminated or expired. Nothing in this Section 7.6(a) shall be construed as granting Tenant a right to retain possession of the Leased Premises, or as limiting Landlord’s right to recover possession of the Leased Premises, after the expiration or termination of this Lease as with respect to such Leased Premises. (b) Notwithstanding the provisions of Section 7.6(a), Tenant shall be permitted to holdover in the Leased Premises, or a portion thereof, for a hold-over period of time not to exceed sixty (60) days after the expiration of the Term (whether the Initial Term or the Term as renewed) if and only if: (1) Landlord has not already leased the portion of the Leased Premises in which Tenant is holding over, and (2) Tenant gives Landlord written notice of such intent to holdover within thirty (30) days prior to the expiration of under this Sublease during the Term; such written notice shall specify the length of time Tenant intends to holdover and the portion of the Leased Premises in which Tenant intends to holdover. If Tenant elects to holdover pursuant to the preceding sentence, such holdover will be on an AS-IS basis except that the Annual Basic Rent shall be one-hundred twenty-five percent (125%) of the Annual Basic Rent applicable to such Leased Premises immediately prior to such holdover.

Holding Over. (a) Except as provided in Section 7.6(b)If Tenant retains possession of the Premises or any part thereof after the termination of this Lease, in whether by lapse of time or otherwise, or after a termination of Tenant’s right to possess the event of holding over by Tenant Premises, then Landlord may, at Landlord’s sole election at any time after expiration or the termination of this Lease without or Tenant’s right of possession, serve not less than thirty (30) days prior written notice on Tenant that such holding over constitutes either: (a) the written consent creation of Landlorda month-to-month tenancy upon each of the terms herein provided as may be applicable to such month-to-month tenancy, except that Tenant shall pay to Landlord Base Rent for each month or portion thereof in the entire holdover period as liquidated damagesamount set forth below, solely for plus all Tax Rent and Assessments coming due during such holding overperiod, one hundred fifty percent or (150%b) the creation of a tenancy at sufferance upon each of the Annual Basic terms herein provided as may be applicable to such tenancy at sufferance, except that Tenant shall pay to Landlord a per diem rent equal to the per diem Base Rent that would have been payable if set forth below, plus the Lease had not so terminated or expired plus one hundred fifty percent (150%) per diem amount of all Tax Rent other than Annual Basic Rent and Assessments. If no written notice is served by Landlord within thirty (including Tenant’s Operating Expense Share and Tenant’s Tax Share30) that would have been payable if this Lease had not so terminated or expired. Nothing in this Section 7.6(a) shall be construed as granting Tenant a right to retain possession of the Leased Premises, or as limiting Landlord’s right to recover possession of the Leased Premises, days after the expiration or termination of this Lease the Term hereof, then a month-to-month tenancy with rent stated as to such Leased Premises. in (ba) Notwithstanding the above shall have been created. The provisions of this Section 7.6(a), 21 shall not operate as a waiver by Landlord of any right of re-entry herein provided. If Tenant shall be permitted to holdover remains in the Leased Premises, or a portion thereof, for a period of time not to exceed sixty possession more than one hundred eighty (60180) days after the expiration of the Term Term, at Landlord’s option expressed in a written notice to Tenant delivered no later than ten (whether the Initial Term or the Term as renewed10) if days after such 180-day period and only if: not otherwise, such holding over shall constitute a renewal of this Lease for a period of one (1) Landlord has not already leased year commencing on the portion first (1st) day after the expiration of the Leased Premises Term at the Base Rent and set forth below, plus all Tax Rent and Assessments coming due during such period. In addition to and not in which limitation of all other remedies set out in this Section 21, Tenant is shall be liable for all damages (consequential as well as direct) sustained by Landlord on account of Tenant’s holding over. If Tenant reasonably anticipates that it will need to hold-over, then it shall promptly notify Landlord thereof if, as and when Tenant makes such determination. Tenant agrees to use its best reasonable, good faith efforts to make such determination at least ninety (2) Tenant gives Landlord written notice of such intent to holdover within thirty (3090) days prior to the expiration of the Term, if it is reasonably practical for Tenant to do so; such written notice shall specify the length of time Tenant intends to holdover and the portion of the Leased Premises in which Tenant intends to holdoveror as soon thereafter as is reasonably practical. If Tenant elects to holdover pursuant Subject to the preceding sentenceforegoing, such holdover will be on an AS-IS basis except that the Annual Basic Base Rent payable during any holding over shall be one-as follows: (a) During the first ninety (90) days following the termination date of this Lease or the termination of Tenant’s right of possession: one hundred twenty-five percent (125%) of the Annual Basic Base Rent applicable to such Leased Premises for the calendar month immediately prior to such holdoverpreceding the termination date of the Lease or the termination of Tenant’s right of possession; and (b) From and after the ninety-first (91st) day following the termination of the Lease or the termination of Tenant’s right of possession: one hundred fifty percent (150%) of the Base Rent for the calendar month immediately preceding the termination date of the Lease or the termination of Tenant’s right of possession.

Holding Over. (a) Except as provided in Section 7.6(b), Notwithstanding anything contained in the event Master Lease to the contrary, for each month or portion thereof Subtenant retains possession of holding over by Tenant the Subleased Premises or any portion thereof after the expiration or termination of this Lease Sublease without the written consent of LandlordSublandlord, Tenant Subtenant shall become a month-to-month Subtenant on the terms of the Sublease except that Subtenant shall pay for the entire holdover period as liquidated damages, solely for such holding over, to Sublandlord one hundred and fifty percent (150%) of the Annual Basic most recent Base Rent that would have been payable pursuant to Paragraph 5(b) hereof and 100% of Additional Rent. The provisions of this Paragraph shall not constitute a waiver by Sublandlord of any re-entry rights of Sublandlord as provided herein or by law. Notwithstanding the foregoing, if the Lease had not so terminated or expired plus one hundred fifty percent (150%) of all Rent other than Annual Basic Rent (including Tenant’s Operating Expense Share and Tenant’s Tax Share) that would have been payable if this Lease had not so terminated or expired. Nothing in this Section 7.6(a) shall be construed as granting Tenant a right to retain Subtenant retains possession of the Leased PremisesSubleased Premises or any portion thereof after the expiration or termination of the Master Lease, and the Sublandlord’s Premises has been fully surrendered to Master Landlord at the expiration or as limiting Landlord’s right termination of the Master Lease, Subtenant shall be liable for any and all losses, claims, expenses, damages and demands payable by Sublandlord to recover Master Landlord under Section 3(d) of the Master Lease (“Holdover Damages”); provided, however, in no event shall Subtenant be liable for any claims or demands made by succeeding tenants founded upon delay in delivery of possession of the Leased Subleased Premises to such succeeding tenant unless Sublandlord has given Subtenant not less than 20 days written notice that there will be a tenant succeeding to the Subleased Premises, . If Subtenant retains possession of the Subleased Premises or any portion thereof after the expiration or termination of this Lease as to such Leased Premises. (b) Notwithstanding Sublease without the provisions consent of Section 7.6(a)Sublandlord, Tenant shall be permitted to holdover in and Sublandlord or any other subtenant of Sublandlord also retains possession of all or any part of the Leased Sublandlord’s Premises, or a portion thereof, then Subtenant shall only be liable for a period Subtenant’s Share of time not to exceed sixty (60) days after Sublandlord’s Holdover Damages. This Paragraph 14 shall survive the expiration or sooner termination of the Term (whether the Initial Term or the Term as renewed) if and only if: (1) Landlord has not already leased the portion of the Leased Premises in which Tenant is holding over, and (2) Tenant gives Landlord written notice of such intent to holdover within thirty (30) days prior to the expiration of the Term; such written notice shall specify the length of time Tenant intends to holdover and the portion of the Leased Premises in which Tenant intends to holdover. If Tenant elects to holdover pursuant to the preceding sentence, such holdover will be on an AS-IS basis except that the Annual Basic Rent shall be one-hundred twenty-five percent (125%) of the Annual Basic Rent applicable to such Leased Premises immediately prior to such holdoverthis Sublease.

Holding Over. Tenant shall have the right (athe “Hold Over Right”) Except as provided to hold over possession of the Premises after the expiration (but not the earlier termination) of the Term for six (6) consecutive one (1)-month periods, upon the same terms and conditions set forth in this Lease (except that Tenant shall have no right to extend the Term pursuant to Section 7.6(b4 above), in provided that such right shall automatically terminate as of the event of holding over by date Landlord delivers written notice (the “New Lease Notice”) to Tenant after expiration or termination of this that Landlord has executed a Lease without the written consent of Landlord, Tenant shall pay with a new tenant for the entire holdover period Premises or a portion thereof. If Landlord delivers a New Lease Notice, the Tenant’s tenancy pursuant to the Hold Over Right shall expire and terminate on the date that is thirty (30) days after delivery of the New Lease Notice, and all of Tenant’s surrender obligations as liquidated damagesto the Premises must be completed by such date. Except pursuant to the Hold Over Right, solely if Tenant holds over after the expiration of the Term or after the effective date of termination based on the New Lease Notice, such tenancy shall be month-to-month only, and shall not constitute a renewal hereof or an extension for any further term, and in such holding overcase Base Rent shall be payable at a monthly rate equal to the product of (i) the Base Rent applicable during the last full month of the Term, and (ii) a percentage equal to one hundred fifty percent (150%) of the Annual Basic Rent that would have been payable if the Lease had not so terminated ). No hold over by Tenant or expired plus one hundred fifty percent (150%) of all Rent other than Annual Basic Rent (including Tenant’s Operating Expense Share and Tenant’s Tax Share) that would have been payable if this Lease had not so terminated or expired. Nothing in this Section 7.6(a) shall be construed as granting payment by Tenant a right to retain possession of the Leased Premises, or as limiting Landlord’s right to recover possession of the Leased Premises, after the expiration or early termination of this Lease as shall be construed to such Leased Premises. (b) Notwithstanding extend the provisions Term or prevent Landlord from immediate recovery of Section 7.6(a)possession of the Premises by summary proceedings or otherwise. In addition, if T▇▇▇▇▇ holds over other than pursuant to the Hold Over Right, Tenant shall be permitted to holdover in the Leased Premises, responsible for all damages suffered by Landlord resulting from or a portion thereof, for a period of time not to exceed sixty (60) days after the expiration of the Term (whether the Initial Term or the Term as renewed) if and only if: (1) Landlord has not already leased the portion of the Leased Premises in which Tenant is occasioned by T▇▇▇▇▇’s holding over, including consequential damages, and Tenant shall protect, defend, indemnify and hold Landlord harmless from all loss, reasonable and actual costs (2including reasonable attorneys’ fees) Tenant gives Landlord written notice of and liability resulting from such intent to holdover within thirty (30) days prior to hold over, including, without limiting the expiration generality of the Term; foregoing, any claims made by any succeeding tenant founded upon such written notice shall specify the length of time Tenant intends failure to holdover surrender and the portion of the Leased Premises in which Tenant intends any lost profits to holdover. If Tenant elects to holdover pursuant to the preceding sentence, such holdover will be on an AS-IS basis except that the Annual Basic Rent shall be one-hundred twenty-five percent (125%) of the Annual Basic Rent applicable to such Leased Premises immediately prior to such holdoverLandlord resulting therefrom.

Holding Over. If Sublessee holds over in possession after the ------------ expiration or sooner termination of the original Term or of any extended term of this Sublease, such holding over shall not be deemed to extend the Term or renew the Sublease, but such holding over thereafter shall continue upon the covenants and conditions herein set forth, except that the charge for use and occupancy of such holding over for each calendar month or part thereof (even if such part shall be a small fraction of a calendar month) shall be the sum of: (a) Except as provided in Section 7.6(b), in the event of holding over by Tenant after expiration or termination of this Lease without the written consent of Landlord, Tenant shall pay for the entire holdover period as liquidated damages, solely for such holding over, one hundred fifty percent (150%) 1/12 of the Annual Basic annual Fixed Rent that set forth in this Sublease, times 2.0, plus (b) 1/12 of all other items of annual Additional Rent which would have been payable if the Lease pursuant to this Sublease had this Sublease not so terminated or expired plus one hundred fifty percent expired, plus (150%c) those other items of all Rent other than Annual Basic Additional Rent (including Tenant’s Operating Expense Share and Tenant’s Tax Sharenot annual Additional Rent) that which would have been payable if pursuant to this Lease Sublease, had this Sublease not so terminated expired, which total sum Sublessee agrees to pay to Sublessor promptly upon demand, in full, without set-off or expireddeduction. Nothing Neither the billing nor the collection of use and occupancy in this Section 7.6(a) the above amount shall be construed as granting Tenant deemed a waiver of any right of Sublessor to retain possession of collect damages for Sublessee's failure to vacate the Leased Premises, or as limiting Landlord’s right to recover possession of the Leased Premises, Subleased Premises after the expiration or sooner termination of this Lease as to such Leased Premises. (b) Notwithstanding the Sublease. The aforesaid provisions of this Section 7.6(a), Tenant shall be permitted to holdover in the Leased Premises, or a portion thereof, for a period of time not to exceed sixty (60) days after survive the expiration or sooner termination of the Term (whether the Initial Term or the Term as renewed) if and only if: (1) Landlord has not already leased the portion of the Leased Premises in which Tenant is holding over, and (2) Tenant gives Landlord written notice of such intent to holdover within thirty (30) days prior to the expiration of the Term; such written notice shall specify the length of time Tenant intends to holdover and the portion of the Leased Premises in which Tenant intends to holdover. If Tenant elects to holdover pursuant to the preceding sentence, such holdover will be on an AS-IS basis except that the Annual Basic Rent shall be one-hundred twenty-five percent (125%) of the Annual Basic Rent applicable to such Leased Premises immediately prior to such holdoverthis Sublease.

Holding Over. Upon the expiration of this Lease by the passage of time and the Tenant remaining in possession of the Premises: (a) Except there will be no implied renewal or extension of this Lease; (b) if the Landlord consents in writing to the Tenant remaining in possession, the Tenant will be deemed, notwithstanding any statutory provision or legal assumption to the contrary, to be occupying the Premises as provided a monthly tenant, which monthly tenancy may be terminated by either party on 30 days written notice to the other, which 30 day period need not end on the last day of a calendar month; (c) if the Landlord does not consent in writing to the Tenant remaining in possession, the Tenant will be deemed, notwithstanding any statutory provision or legal assumption to the contrary, to be occupying the Premises as a tenant at the will of the Landlord, which tenancy may be terminated at any time by the Landlord without the necessity of any notice to the Tenant; and (d) the Tenant will occupy the Premises on the same terms and conditions as are contained in this Lease (including, without limitation, the obligation to pay Additional Rent), save and except that: (i) the Term and the nature of the tenancy will be as set out in Section 7.6(b8.16(b) or 8.16(c), as the case may be; (ii) the Minimum Rent and Parking Rent payable by the Tenant will be paid monthly at a rate equal to: (A) if the Tenant is overholding pursuant to Section 8.16(b), 110% of the amount of monthly Minimum Rent and Parking Rent which it was responsible for paying during the last 12 months of the Term); or (B) if the Tenant is overholding pursuant to Section 8.16(c), twice the amount of monthly Minimum Rent and Parking Rent which it was responsible for paying during the last 12 months of the Term. Unless the Landlord has otherwise agreed in writing, such Minimum Rent will be payable by the event Tenant regardless of holding over by whether or not the Landlord fails to request such Minimum Rent and/or accepts the monthly Minimum Rent which the Tenant after expiration was paying during the last 12 months of the Term; and (e) the Tenant is not entitled to take the benefit of any rights to extend, rights of first refusal, options to purchase or termination of any other rights personal to the Tenant and which may be contained in this Lease without Lease. The Tenant is estopped and forever barred from claiming any right to occupy the written consent of LandlordPremises on terms other than as set out in this Section and the Landlord may plead this section in any court proceedings. If the Tenant is overholding pursuant to Section 8.16(c), then the Tenant shall pay for indemnify and save harmless the entire holdover period Landlord from all Claims suffered or incurred by the Landlord as liquidated damages, solely for such holding over, one hundred fifty percent (150%) a result of the Annual Basic Rent that would have been payable if the Lease had not so terminated or expired plus one hundred fifty percent (150%) Tenant remaining in possession of all Rent other than Annual Basic Rent (including Tenant’s Operating Expense Share and Tenant’s Tax Share) that would have been payable if this Lease had not so terminated or expiredany part of the Premises following the expiry of the Term. Nothing in this Section 7.6(asection is to be interpreted: (i) shall be construed as granting permitting or giving the Tenant a right an option to retain stay in possession of the Leased Premises, or as limiting Landlord’s right to recover possession of Premises following the Leased Premises, after the expiration or termination of this Lease as to such Leased Premises. (b) Notwithstanding the provisions of Section 7.6(a), Tenant shall be permitted to holdover in the Leased Premises, or a portion thereof, for a period of time not to exceed sixty (60) days after the expiration expiry of the Term (whether and the Initial Term or Tenant shall surrender the Term as renewed) if and only if: (1) Landlord has not already leased the portion of the Leased Premises in which Tenant is holding over, and (2) Tenant gives Landlord written notice of such intent to holdover within thirty (30) days prior to the expiration Landlord on the expiry of the Term; such written notice shall specify the length of time Tenant intends to holdover and the portion of the Leased Premises or (ii) in which Tenant intends to holdover. If Tenant elects to holdover pursuant to the preceding sentence, such holdover will be on an AS-IS basis except any way as derogating from any duty that the Annual Basic Rent shall be one-hundred twenty-five percent (125%) of the Annual Basic Rent applicable Landlord may have at law to such Leased Premises immediately prior to such holdovermitigate its damages.

Holding Over. (a) Except as provided in Section 7.6(b), in If Tenant retains possession of the event of holding over by Tenant Premises or any ------------ part thereof after expiration or the termination of this Lease without the written consent by lapse of Landlordtime or otherwise and such period is less than fourteen (14) days, Tenant shall pay to Landlord Rental at twice the per diem rate payable for the entire holdover period as liquidated damages, solely for such month immediately preceding said holding over, one hundred fifty percent computed on a per diem basis, for each day or part thereof that Tenant thus remains in possession, and, in addition thereto, Tenant shall pay to Landlord all direct damages sustained by reason of Tenant's retention of possession. In the event that the above period is greater than fourteen (150%14) days, in addition, Landlord by written notice to Tenant and not otherwise, may elect to treat such retention of possession by Tenant as an extension of the Annual Basic Rent that would have been payable if the Lease had not so terminated or expired plus one hundred fifty percent (150%) of all Rent other than Annual Basic Rent (including Tenant’s Operating Expense Share and Tenant’s Tax Share) that would have been payable if this Lease had not so terminated or expired. Nothing in this Section 7.6(a) shall be construed as granting Tenant a right to retain possession of the Leased Premises, or as limiting Landlord’s right to recover possession of the Leased Premises, after the expiration or termination Term of this Lease as for an additional one (1 year period (the "Holdover Term") (such extension commencing on the first day of the first full month following the date of such notice) at a monthly Base Rent equal to such Leased Premises. (b) Notwithstanding 125% of the monthly Base Rent in effect for the last month of the Term, unless Tenant has vacated the Premises prior to the issuance of said notice. In the event Landlord elects to extend the Term of this Lease, the provisions of the first sentence of this Section 7.6(a), Tenant 5.5 shall apply only to that period commencing with the termination of the Lease and ending with the commencement of the Holdover Term and all the terms and conditions of this Lease shall be permitted to holdover in the Leased Premises, or a portion thereof, for a period of time not to exceed sixty (60) days after the expiration of the Term (whether the Initial Term or the Term as renewed) if and only if: (1) Landlord has not already leased the portion of the Leased Premises in which Tenant is holding over, and (2) Tenant gives Landlord written notice of such intent to holdover within thirty (30) days prior to the expiration of the Term; such written notice shall specify the length of time Tenant intends to holdover and the portion of the Leased Premises in which Tenant intends to holdover. If Tenant elects to holdover pursuant to the preceding sentence, such holdover will be on an AS-IS basis except that the Annual Basic Rent shall be one-hundred twenty-five percent (125%) of the Annual Basic Rent applicable to such Leased Premises immediately prior Holdover Term except (i) for those matters that have expired by their own terms or have been performed and (ii) the Base Rent and Rent Adjustment for such Holdover Term shall be as set forth above. The provisions of this Section 5.5 shall not deemed to such holdoverlimit or exclude any of Landlord's rights of re-entry or any other right granted to Landlord hereunder or under law.